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REG - PYX Resources Ltd. - Final Results

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RNS Number : 1025H  PYX Resources Limited  15 March 2024

This announcement contains inside information for the purposes of Article 7 of
the UK version of Regulation (EU) No 596/2014 which is part of UK law by
virtue of the European Union (Withdrawal) Act 2018, as amended ("MAR"). Upon
the publication of this announcement via a Regulatory Information Service,
this inside information is now considered to be in the public domain.

 

PYX Resources Limited / EPIC: PYX / Market: Standard / Sector: Mining

15 March 2024

Pyx Resources Limited

("PYX" or "the Company")

 

2023 Full Year Results

 

PYX Resources Ltd (NSX: PYX | LSE: PYX), the world's third largest publicly
listed zircon producer by zircon resources,(1) is pleased to announce its Full
Year Results for the year ended 31 December 2023 ("FY2023").

 

FY2023 HIGHLIGHTS

·    24% Year on Year ("YoY") increase in total sales volume to 11,350
Tonnes

·    Strong revenue recorded of US$22,672k - constant YoY

·    61% YoY increase in underlying EBITDA to US$676k

·    8% YoY increase in Net Cash Position to US$7,829k

·    22% YoY increase in Premium Zircon Inventory to 17 days

·    22% YoY decrease in total personnel to 95

·    28% & 47% YoY increase in female and indigenous (Dayak) employment
respectively

·    ZERO total recordable injury frequency rate

·    Signed UN Global Compact Annual Communication on Progress in March
2023

·    Post period, the Company announced that it will start shipping
ilmenite following the award of a revised exporting licence

 

FINANCIAL AND OPERATIONS SUMMARY

 

 US$                                 FY 2023       FY 2022       % change
 Sales revenue                       22,671,641    22,703,190    0%
 Cash cost of production             (19,601,174)  (17,293,633)  13%
 EBITDA                              (10,039,681)  (9,254,205)   8%
 EBIT                                (10,400,680)  (9,496,707)   10%
 Net loss before tax                 (10,456,195)  (9,524,646)   10%
 Net loss after tax (NLAT)           (10,456,356)  (9,433,600)   11%
 Underlying EBITDA                   676,301       419,289       61%

 Cash                                7,828,906     7,221,085     8%
 Total assets                        93,100,662    89,124,565    4%
 Total liabilities                   8,977,573     5,570,118     61%
 Zircon Produced                     11.8kt        9.1kt         31%
 Zircon Sales                        11.4kt        9.1kt         24%
 Titanium Dioxide Minerals Produced  2.9kt         7.5kt         (61%)
 Titanium Dioxide Minerals Sold      -             0.3kt
 Value Per Tonne Zircon (USD/t)      1,998         $2,457        (19%)
 Total Produced                      14.8kt        16.6kt        (11%)
 Total Sold                          11.4kt        9.5kt         20%

 

 

(1)According to publicly available information during the financial year ended
June 2023

 

FY2023 OVERVIEW

During the 12 months to December 2023, the Company made significant headways
in establishing itself as a leading player in the premium zircon market. Since
its listing in February 2020, the Company has focused on delivering its
strategy and creating shareholder value. The Company performed strongly during
2023 mainly due to a boost in premium zircon production and sales.

 

In FY2023 the company achieved revenue of US$22.7 million, while achieving a
positive underlying EBITDA, increased net cash at the year end to US$7.8m and
remaining debt free. All of this has been achieved despite an average price
decrease of PYX's premium zircon of 19%.

 

Operationally, PYX produced 14.8kt of minerals sands (zircon, rutile and
ilmenite) in total during the year, of which 11.8kt were premium zircon,
representing a 31% year-on-year (YoY) increase in premium zircon production.
YoY sales of premium zircon also grew by 24% to 11.4kt (2022: 9.5kt). No sales
of titanium stockfeed were made while the Company awaited the modification of
its rutile and ilmenite export licences which are required after changes in
regulation made by the Industrial and Trade Department for Export Tax Billing
in December 2023. On 12(th) March 2024, post period, the Company announced
that it had received the modified licence to export ilmenite and that it can
now start delivering on orders placed prior to the modification of the
licence. During the period, the Company also strengthened its finished goods
inventories to 10.9kt (2022: 7.3kt) mainly as a result of the increase of
rutile and ilmenite production. Alongside this, premium zircon inventories
increased to 533t (17 days) from 438t at the end of 2022.

 

During the year, the Company's premium zircon market has been driven by Asia's
demand, with little demand from Europe as a result of a sluggish global
economy.

 

Since PYX's inception in 2020, the company has managed to sell all of its
premium zircon production, mainly as a result of its high quality and
scarcity. 2023 was no exception, with the Company maintaining a low premium
zircon inventory at the year end.

 

International premium zircon prices remained unchanged for the first half of
2023 despite weak international market conditions but declined during the last
five months of the year with average prices for 2023 ending 19% lower than in
2022.

 

Nonetheless, despite a soft global economy, the Company ended the year with
US$7.8 million of cash on its balance sheet and no debt.

 

2023 was a significant year for PYX's Mandiri and Tisma mining licences. The
renewal of a 10-year Izin Usaha Pertambangan Operasi Produksi (IUP-OP, Mining
Operation and Production Licence) exploration and mining licence agreement for
the Tisma project, which PYX has a contractual interest in, represents a
significant milestone for the Company. The IUP-OP licence and newly issued
RKAB Operasi Produksi Tahun 2023 (Working Plan and Budget) authorises the
Company to extract, produce, and export 24kt of zircon, 20kt of rutile and
50kt of ilmenite, ensuring the extraction and production of other by-products,
such as SiO2 .

 

This renewal, and access to this licence, solidifies PYX's position as a
leading player in the mineral resources sector and opens up new opportunities
for growth and expansion. The Directors believe the Tisma project holds
immense potential, and this long-term licence agreement should provide
stability and confidence to maximise its value over the coming years.

 

Additionally, the Indonesian authorities have outlined the legislation for
mineral sands companies to export ilmenite and rutile to international
markets, following a change in Indonesian law. The Ministry of Trade of the
Republic of Indonesia, following the recommendation of the Ministry of Energy
and Natural Resources, has changed the category of titanium dioxide, with
ilmenite and rutile receiving the same classification as zircon, as a
Non-Metal Commodity.

 

The new law, issued by the Ministry of Trade under regulation No. 13, allows
for the export of ilmenite and rutile as Non-Metal with a minimum grade of
TiO2 ≥ 45% for ilmenite and TiO2 ≥ 90% for rutile. On 17 August 2023 the
Company announced the award of the export licence for rutile and ilmenite
however exports were put on hold following changes in regulation made by the
Industrial and Trade Department for Export Tax Billing in December 2023, which
required the use of two types of Ports, a Loading and Export port. The Company
has now received the modified licence to export ilmenite from the Investment
and One-Integrated Services Department (Dinas Penanaman Modal dan Pelayanan
Terpadu Satu Pintu/ DPMPTSP) (See 12(th) March 2024 RNS). PYX started
producing rutile in January 2022 and ilmenite in June 2022, and by the end of
December 2023 it had stockpiled 9.8kt.

 

PYX has achieved significant milestones in its third year as a public company
following its Australian IPO in 2020 and two years since its London Stock
Exchange listing. The Company's strategy has resulted in a 24% increase in
sales of premium zircon, from 9.1kt to 11.4kt, compared to the same period
last year.

 

Revenues from sales of zircon for the year were US$22,671,641 and remained
constant compared to 2022. This was driven by a 24% growth in premium zircon
sales volumes offset by an average sales price reduction of 19%. During 2023,
PYX achieved an average premium zircon price of US$1,998 per tonne compared to
our estimate for other Indonesian suppliers of US$1,750 per tonne.

 

Zircon prices in the near future will depend on the performance of the world
economy and the output of mining companies. PYX remains very positive on the
need of increased zircon supply and, with the amended rutile and ilmenite
export licence, the Company expects to increase sales during 2024. This will
be achieved through both an increase of production volume and the sales of the
9.8kt rutile and ilmenite the Company has in inventory at the end of 2023.

 

PYX's existing customer base consists of global blue-chip organisations
operating in various industries, sectors, and geographies. Through the
strategy of market diversification, PYX has been able to mitigate the steep
reduction in demand from the western economies. As a results, during 2023 most
of PYX's sales focused on India and China, with sales to India increasing
126%. During the period, PYX grew its customer base by 23% with zircon
utilisers around the world keen to approve PYX's premium zircon as they seek
to secure future supply and look for new competitive options.

 

All sales during the period continue to be in US dollars, reducing the risk of
exchange rate exposure.

 

The Annual Report and Financial Statements for the year ended 31 December 2023
has been published today and is available for inspection at
https://pyxresources.com/investors-reports.

 

2023 Full Year Results Conference Call

The Company will host a live investor presentation relating to the Company's
2023 Annual Results at 12:00pm GMT /20:00pm AWST / 23:00pm AEDT on Tuesday 19
March 2024, via the Investor Meet Company platform.

 

The presentation is open to all existing and potential shareholders. Questions
can be submitted pre-event via your Investor Meet Company dashboard up until
9:00am GMT / 17:00 AWST / 20:00 AEDT on Monday 18 March 2024 or at any time
during the live presentation.

 

Investors can sign up to Investor Meet Company for free and add to meet PYX
RESOURCES LIMITED
via: https://www.investormeetcompany.com/pyx-resources-limited/register-investor
(https://www.investormeetcompany.com/pyx-resources-limited/register-investor)
.

 

Annual General Meeting

The Company's Annual General Meeting (AGM) will be held virtually on or around
Thursday, 16 May 2024. Details of all resolutions to be considered at the AGM
will be contained in a Notice of AGM and Explanatory Notes which will be
dispatched to shareholders prior to the meeting in accordance with the
relevant legal requirements.

 

CHAIRMAN'S STATEMENT

In terms of the macroeconomic and political environment, it has been a period
marked by notable shifts and challenges. Geopolitical tensions, including the
Israel - Palestine conflict in the Middle East and the continuation of the war
in Ukraine, have had a profound impact on governments and financial markets
globally. Additionally, persistently high inflation, supply chain disruptions
and higher interest rates in Europe and the US have posed challenges to local
manufacturers, reducing demand for our products in these regions.
Nevertheless, we have remained resilient and adaptable in the face of these
circumstances. While global equity markets have performed relatively well,
commodity prices have been soft overall, with global bearishness remaining
high, and short-term debt interest at a decade high. All of this arguably
builds into the most anticipated bear market in history. I am proud to say
that PYX has navigated its way through rough seas and has done so in a
remarkable manner yielding excellent results.

 

A pivotal accomplishment this year lies in our strategic decision to enhance
trade dynamics by actively expanding our customer base in the Asian markets,
particularly China and India. Recognising the immense growth potential in
these regions, we have successfully realigned our operations to cater to their
burgeoning demands. By establishing robust relationships with customers in
these markets, we have unlocked new avenues for business expansion and
cemented our presence in the vibrant Asian economies. This deliberate shift
has not only widened our market reach but has also positioned us to leverage
the thriving opportunities and meet the evolving needs of these influential
markets. Our strengthened focus on China and India reflects our commitment to
driving sustainable growth and maximising our trade potential in the Asian
region.

 

In terms of pricing, premium zircon has experienced a remarkable upward trend.
Starting from January 2021 at US$1,400, international market pricing steadily
increased throughout the year, reaching US$1,800 in the second half of 2021
and US$2,000 by January 2022. This positive trajectory continued, and world
premium zircon prices have remained stable, defying the volatility of the
market. This exceptional outcome underscores the imbalanced supply and demand
dynamics and highlights our ability to capitalise on this favourable market
condition. Despite current market challenges, resulting from the weak global
economy, we remain bullish in the long term, given the number of existing
operations reaching the end of their mine life between 2025 and 2030. In
addition, the increasing market uncertainty is heightening the challenge of
developing new projects.

 

We are pleased to report a significant surge in our total sales volumes of
20%, witnessing a YoY growth of 24% of premium zircon, while finished goods
inventory of premium zircon remains at a low of 17 days.

 

Furthermore, this year stands as an exceptional milestone for PYX Resources
with a strong positive underlying EBITDA of US$676k, up 61% from the previous
year. This is even more impressive when considering that the Company is in its
3rd year of operations since its original IPO in Australia, from which 2 years
had a considerable slow down amid Covid-19. This momentous achievement serves
as a resounding testament to our unwavering dedication to operational
excellence and sound financial stewardship. One key catalyst driving our
remarkable financial success has been the meticulous implementation of
measures that have led to a substantial reduction in non-cash expenses. By
optimising executive remuneration to align with profitability, we have
effectively strengthened our financial position and generated favourable EBIT
results. This strategic approach, combined with the positive fair value of our
financial instruments, has substantially enhanced our financial performance,
ensuring sustainable returns for our esteemed shareholders. Moreover, the
strategic commencement of sales of by-products, coupled with our astute
capitalisation on market demand, has not only diversified our revenue streams
but generated additional income, further bolstering our overall financial
prowess. This strategic manoeuvre, along with the noteworthy positive impact
derived from the accumulated ilmenite inventory, has played a pivotal role in
amplifying our overall profitability, serving as a compelling demonstration of
the efficacy of our astute resource management strategies.

 

This remarkable progress aligns seamlessly with our strategic 5-year plan,
showcasing our commitment to achieving the outlined objectives.

 

I am delighted to share the exciting news that PYX Resources has successfully
obtained an IUP-OP (Izin Usaha Pertambangan Produksi - Production Operation
Mining Business Licence) extension for the Tisma tenement. This achievement
solidifies our position and grants us the invaluable opportunity to operate
within this tenement for the next 10 years. The extension not only brings
stability and certainty to our operations but also serves as a strong
foundation for continued growth and expansion. With this extended tenure, we
can confidently pursue our long-term strategies and continue to explore new
opportunities to consolidate the mineral sands industry in Kalimantan.

 

To this end, we were delighted to be awarded the licence for the export of
ilmenite and rutile ores from the Indonesian government in August 2023, which
allows us to extract, produce, and export up to 24kt of zircon, 20kt of rutile
and 50kt of ilmenite per annum, as well as extract and produce other
by-products such as SiO2 . With 9,833 tonnes of finished ilmenite and rutile
in inventory, the Company has an important cash generation potential through
sales during 2024.

 

These milestones are testament to our strong relationships with regulatory
bodies and our unwavering commitment to compliance and responsible resource
management.

 

Sustainability remains at the core of our operations and values. We are proud
to actively uphold the United Nations' Sustainable Development Goals (SDGs) as
part of our commitment to creating a more sustainable future. Our dedication
to sustainability goes beyond mere compliance; it reflects our genuine desire
to make a positive impact on the environment and the communities in which we
operate. We have undertaken a multitude of sustainability projects and
initiatives, such as: active community engagement programmes, environmental
preservation efforts, and social welfare initiatives, we actively strive to
make a difference in the areas that matter most. By integrating the SDGs into
our operations, we aim to foster long-term sustainability, promote responsible
business practices, and create lasting positive change.

 

In summary, the year 2023 is a clear example of the focus all members of the
Company have on the accomplishment of our Plan. We have reduced our production
costs significantly, increased volumes and started selling our titanium
dioxide by-products.

 

Your unwavering support, trust, and belief in our vision have been
instrumental in our journey of success. This year has been filled with
significant achievements and notable milestones, and we attribute a great deal
of our accomplishments to your continued commitment to our Company.

 

Oliver B. Hasler

Chairman and Chief Executive

 

 

*** ENDS ***

 

For more information:

 

 PYX Resources Limited                             T: +61 2 8823 3132

                                                   E: ir@pyxresources.com (mailto:ir@pyxresources.com)
 WH Ireland Limited (Broker)                       T: +44 (0)20 7220 1666

 Harry Ansell / Katy Mitchell / Megan Liddell

 St Brides Partners Ltd (Financial PR)             E: pyx@stbridespartners.co.uk (mailto:pyx@stbridespartners.co.uk)

 Ana Ribeiro / Isabel de Salis / Isabelle Morris

 

This announcement is authorised for release by Oliver B. Hasler, Chairman and
Chief Executive Officer.

Consolidated Statement of Profit or Loss For the year ended 31 December 2023

 

 

                                                                      Note  2023          2022

                                                                            US$           US$
 Revenue                                                              3     22,671,641    22,703,190
 Cost of sales                                                        4     (19,894,961)  (17,449,606)
 Gross Profit                                                               2,776,680     5,253,584
 Other income                                                         3     28,900        8,043
 Selling and distribution expenses                                          (1,222,886)   (2,120,337)
 Corporate and administrative expenses                                      (2,587,605)   (4,285,962)
 Share based payment                                                        (7,616,663)   (5,566,871)
 Loss on fair value change                                            5     (1,685,242)   (2,297,990)
 Foreign exchange loss                                                      (93,864)      (487,174)
 Interest expense                                                     4     (55,515)      (27,939)
 Loss before income tax                                                     (10,456,195)  (9,524,646)
 Income tax (expense)/benefit                                         6     (161)         91,046
 Net loss for the year                                                      (10,456,356)  (9,433,600)
 Net loss attributable to:
 Owners of the Parent Entity                                                (10,588,047)  (9,471,192)
 Non-controlling interests                                                  131,691       37,592
 Net loss for the year                                                      (10,456,356)  (9,433,600)
 Other comprehensive income
 Items that will be reclassified subsequently to profit or loss
 when specific conditions are met:

 Exchange differences on translating foreign operations, net of tax         43,142        (621,873)
 Total comprehensive income for the year                                    (10,413,214)  (10,055,473)
 Total comprehensive income attributable to:
 Owners of the Parent Entity                                                (10,580,534)  (9,446,042)
 Non-controlling interests                                                  167,320       (609,431)
                                                                            (10,413,214)  (10,055,473)

 Loss per share
 Basic loss per share (cents)                                         9     (2.32)        (2.16)
 Diluted loss per share (cents)                                       9     (2.32)        (2.16)

 

The accompanying notes form part of these financial statements.

Consolidated Statement of Financial Position

As at 31 December 2023

 

 

 

                                                     Note  2023          2022

                                                           US$           US$
 ASSETS

 CURRENT ASSETS
 Cash and cash equivalents                           10    7,828,906     7,221,085
 Trade and other receivables                         11    1,557,570     1,396,300
 Advances to suppliers                                     432,498       619,782
 Other assets                                              -             517,847
 Prepayments and deposits                                  58,345        102,457
 Prepaid tax                                         18    847,485       661,130
 Inventories                                         12    2,308,586     705,776
 TOTAL CURRENT ASSETS                                      13,033,390    11,224,377
 NON-CURRENT ASSETS
 Property, plant and equipment                       14    6,042,116     4,051,196
 Intangible assets                                   15    73,496,367    73,314,239
 Right of use assets                                       2,163         11,332
 Deferred tax assets                                 16    526,626       523,421
 TOTAL NON-CURRENT ASSETS                                  80,067,272    77,900,188
 TOTAL ASSETS                                              93,100,662    89,124,565
 LIABILITIES

 CURRENT LIABILITIES
 Trade and other payables                                  1,370,005     1,505,996
 Other liabilities                                   17    2,331,568     4,064,122
 Amount due to shareholder                           19    5,276,000     -
 TOTAL CURRENT LIABILITIES                                 8,977,573     5,570,118
 TOTAL LIABILITIES                                         8,977,573     5,570,118
 NET ASSETS                                                84,123,089    83,554,447
 EQUITY

 Issued capital                                      20    105,592,118   102,226,925
 Reserves                                            24    672,381       8,905,334
 Accumulated losses                                        (20,758,040)  (26,027,122)
 Equity attributable to owners of the Parent Entity        85,506,459    85,105,137
 Non-controlling interest                                  (1,383,370)   (1,550,690)
 TOTAL EQUITY                                              84,123,089    83,554,447

 

Consolidated Statement of Changes in Equity For the year ended 31 December 2023

 

                                                                       Share                   Foreign                                                              Non- controlling Interests

                                                     Ordinary Shares   Based Payment Reserve   Exchange Translation   Options Reserve

                                                                                               Reserve                                  Accumulated

                                                                                                                                        losses        Subtotal                                  Total
                                                     US$               US$                     US$                    US$               US$           US$           US$                         US$
 Balance at 1 January 2022                           96,651,080        3,906,968               (24,207)               -                 (16,555,930)  83,977,911    (941,260)                   83,036,651
 Comprehensive income
 Loss for the year                                   -                 -                       -                      -                 (9,471,192)   (9,471,192)   37,592                      (9,433,600)
 Other comprehensive income for the year             -                 -                       25,149                 -                 -             25,149        (647,022)                   (621,873)
 Total comprehensive income for the year

                                                     -                 -                       25,149                 -                 (9,471,192)   (9,446,043)   (609,430)                   (10,055,473)
 Transactions with owners,

 in their capacity as owners, and other transfers
 Shares issued during the year                       4,452,459         -                       -                      -                 -             4,452,459     -                           4,452,459
 Options reserve                                     -                 -                       -                      553,939           -             553,939       -                           553,939
 Share based payments                                -                 5,566,871               -                      -                 -             5,566,871     -                           5,566,871
 Issue of shares to employees                        1,123,386         (1,123,386)             -                      -                 -             -             -                           -
 Total transactions with owners and other transfers

                                                     5,575,845         4,443,485               -                      553,939           -             10,573,269    -                           10,573,269
 Balance at 31 December 2022                         102,226,925       8,350,453               942                    553,939           (26,027,122)  85,105,137    (1,550,690)                 83,554,447

 

Consolidated Statement of Changes in Equity For the year ended 31 December 2023

 

 

                                                                       Share                   Foreign                                                                Non- controlling Interests

                                                                       Based Payment Reserve   Exchange Translation

                                                     Ordinary Shares                           Reserve                Options Reserve   Accumulated

                                                                                                                                        losses         Subtotal                                   Total
                                                     US$               US$                     US$                    US$               US$            US$            US$                         US$
 Balance at 1 January 2023                           102,226,925       8,350,453               942                    553,939           (26,027,122)   85,105,137     (1,550,690)                 83,554,447
 Comprehensive income
 Loss for the year

                                                     -                 -                       -                      -                 (10,588,047)   (10,588,047)   131,691                     (10,456,356)
 Other comprehensive income for the year             -                 -                       7,513                  -                 -              7,513          35,629                      43,142
 Total comprehensive income for the year

                                                     -                 -                       7,513                  -                 (10,588,047)   (10,580,534)   167,320                     (10,413,214)
 Transactions with owners,

 in their capacity as owners, and other transfers
 Shares issued during the year                       3,365,193         -                       -                      -                 -              3,365,193      -                           3,365,193
 Share based payments                                -                 7,616,663               -                      -                 -              7,616,663      -                           7,616,663
 Share based payments cancelled                      -                 (15,857,129)            -                      -                 15,857,129     -              -                           -
 Total transactions with owners and other transfers

                                                     3,365,193         (8,240,466)             -                      -                 15,857,129     10,981,856     -                           10,981,856
 Balance at 31 December 2023                         105,592,118       109,987                 8,455                  553,939           (20,758,040)   85,506,459     (1,383,370)                 84,123,089

 

Consolidated Statement of Cash Flow   For the year ended 31 December 2023

 

 

 

                                                               Note  2023          2022

                                                                     US$           US$
 CASH FLOWS FROM OPERATING ACTIVITIES

 Receipts from customers                                             22,465,734    22,148,216
 Payments to suppliers and employees                                 (24,164,605)  (25,646,834)
 Other income                                                        28,900        8,043
 Interest received                                                   2,080         2,007
 Finance costs                                                       (57,595)      (29,946)
 Income tax paid                                                     (195,015)     (408,885)
 Net cash used in operating activities                         21    (1,920,501)   (3,927,399)
 CASH FLOWS FROM INVESTING ACTIVITIES

 Purchase of property, plant and equipment                           (2,523,961)   (2,021,930)
 Net cash used in investing activities                               (2,523,961)   (2,021,930)
 CASH FLOWS FROM FINANCING ACTIVITIES

 Advances from investor (Net of costs)                               -             6,452,285
 Gross proceeds from placement funds                                 -             483,927
 Payment of placement fund costs                                     -             (40,283)
 Cash receipts from shareholder                                      5,100,000     -
 Repayments of lease liabilities                                     (917)         (14,566)
 (Payments)/Receipts of employee loans                               (107)         6,930
 Net cash provided by financing activities                           5,098,976     6,888,293
 Net increase in cash and cash equivalents                           654,514       938,964
 Cash and cash equivalents at the beginning of financial year        7,221,085     6,624,364
 Effect of foreign exchange rate changes                             (46,693)      (342,243)
 Cash and cash equivalents at the end of financial year        10    7,828,906     7,221,085

 

 
 
Notes to the Consolidated Financial Statements
For the year ended 31 December 2023

 

 

NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Preparation

These general-purpose consolidated financial statements have been prepared in
accordance with the Corporations Act 2001, Australian Accounting Standards and
Interpretations of the Australian Accounting Standards Board and in compliance
with International Financial Reporting Standards as issued by the
International Accounting Standards Board. The Group is a for profit entity for
financial reporting purposes under Australian Accounting Standards. Material
accounting policies adopted in the preparation of these financial statements
are presented below and have been consistently applied unless stated
otherwise.

 

Except for cash flow information, the financial statements have been prepared
on an accrual basis and are based on historical costs, modified, where
applicable, by the measurement at fair value of selected non-current assets,
financial assets and financial liabilities.

 

Going Concern

During the year ended 31 December 2023 the Group incurred a loss after tax of
US$10,456,356 and had negative cash flows from operations of US$1,920,501.

 

Management has considered it is appropriate to prepare the financial
statements on a going concern basis. The year-end net cash position of the
Group was US$7,828,906. The losses were partly because of the non-operating
and non-cash items of US$9,752,935. One of the major non-operating items in
the period were loss on fair value change of financial instrument expenses of
US$1,685,242 and a share-based payment expense of US$7,616,663. Therefore, the
underlying EBlTDA for the period was positive US$676,301. Management has a
detailed plan to increase the mining and production capacity which is expected
to generate profit and positive cash flows from operations in the forthcoming
years.

 

These financial statements do not include any adjustments relating to the
recoverability and classification of recorded asset amounts, nor to the
amounts or classification of liabilities that might be necessary should the
Group not be able to continue as a going concern.

 

a.       Principles of Consolidation

The consolidated financial statements incorporate all of the assets,
liabilities and results of the Parent (Pyx Resources Limited) and all of the
subsidiaries (including any structured entities). Subsidiaries are entities
the Parent controls. The Parent 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. A list
of the subsidiaries is provided in Note 12.

 

The assets, liabilities and results of all subsidiaries are fully consolidated
into the financial statements of the Group from the date on which control is
obtained by the Group. The consolidation of a subsidiary is discontinued from
the date that control ceases. Intercompany transactions, balances and
unrealised gains or losses on transactions between Group entities are fully
eliminated on consolidation. Accounting policies of subsidiaries have been
changed and adjustments made where necessary to ensure uniformity of the
accounting policies adopted by the Group.

 

Equity interests in a subsidiary not attributable, directly or indirectly, to
the Group are presented as "non-controlling interests". The Group initially
recognises non-controlling interests that are present ownership interests in
subsidiaries and are entitled to a proportionate share of the subsidiary's net
assets on liquidation at either fair value or at the

non-controlling interests' proportionate share of the subsidiary's net assets.
Subsequent to initial recognition,

non-controlling interests are attributed their share of profit or loss and
each component of other comprehensive income. Non-controlling interests are
shown separately within the equity section of the statement of financial
position and statement of comprehensive income.

 

Goodwill

Goodwill is carried at cost less any accumulated impairment losses. Goodwill
is calculated as the excess of the sum of:

 

(i)        the consideration transferred at fair value;

(ii)       any non-controlling interest (determined under either the fair
value or proportionate interest method); and

(iii)      the acquisition date fair value of any previously held equity
interest;

 

over the acquisition date fair value of any identifiable assets acquired and
liabilities assumed.

 

The acquisition date fair value of the consideration transferred for a
business combination plus the acquisition date fair value of any previously
held equity interest shall form the cost of the investment in the separate
financial statements.

 

Changes in the Group's ownership interests in subsidiaries that do not result
in the Group losing control over the subsidiaries are accounted for as equity
transactions. The carrying amounts of the Group's interests and the

non-controlling interests are adjusted to reflect the changes in their
relative interests in the subsidiaries. Any difference between the amount by
which the non-controlling interests are adjusted and the fair value of the
consideration paid or received is recognised directly in equity and attributed
to owners of the Company.

 

When the Group loses control of a subsidiary, a gain or loss is recognised in
profit or loss and is calculated as the difference between (i) the aggregate
of the fair value of the consideration received and the fair value of any
retained interest and (ii) the previous carrying amount of the assets
(including goodwill), and liabilities of the subsidiary and any
non-controlling interests. All amounts previously recognised in other
comprehensive in come in relation to that subsidiary are accounted for as if
the Group had directly disposed of the related assets or liabilities of the
subsidiary (ie reclassified to profit or loss or transferred to another
category of equity as specified/permitted by applicable Accounting Standards).
The fair value of any investment retained in the former subsidiary at the date
when control is lost is regarded as the fair value on initial recognition for
subsequent accounting under AASE 139: Financial Instruments: Recognition and
Measurement, when applicable, the cost on initial recognition of an investment
in an associate or a joint venture.

 

The amount of goodwill recognised on acquisition of each subsidiary in which
the Group holds less than 100% interest will depend on the method adopted in
measuring the non-controlling interest. The Group can elect in most
circumstances to measure the non-controlling interest in the acquiree either
at fair value (full goodwill method) or at the non-controlling interest's
proportionate share of the subsidiary's identifiable net assets (proportionate
interest method). In such circumstances, the Group determines which method to
adopt for each acquisition and this is stated in the respective note to the
financial statements disclosing the business combination.

 

Under the full goodwill method, the fair value of the non-controlling interest
is determined using valuation techniques which make the maximum use of market
information where available.

 

Goodwill on acquisition of subsidiaries is included in intangible assets.
Goodwill on acquisition of associates is included in investments in
associates.

 

Goodwill is tested for impairment annually and is allocated to the Group's
cash-generating units or groups of cash generating units, representing the
lowest level at which goodwill is monitored and not larger than an operating
segment. Gains and losses on the disposal of an entity include the carrying
amount of goodwill related to the entity disposed of.

 

Changes in the ownership interests in a subsidiary that do not result in a
loss of control are accounted for as equity transactions and do not affect the
carrying amounts of goodwill.

 

Prior Year Share Placement

During the 2022 financial year PYX received a total initial investment of
US$6,827,322 from a US Institutional Investor, L1 Capital Global Opportunities
Master Fund ("Investor"), for US$7,777,778 worth of PYX shares ("Subscription
Amount") via a share placement, as announced on 11 March 2022 and 2 December
2022.

 

Statement of financial position

The consolidated statement of financial position as at 31 December 2023
represents the consolidated financial position of Pyx Resources Limited and
its controlled entities as at 31 December 2023.

 

b.      Income Tax

The income tax expense (income) for the year comprises current income tax
expense (income) and deferred tax expense (income).

 

Current income tax expense charged to profit or loss is the tax payable on
taxable income for the current period. Current tax liabilities (assets) are
measured at the amounts expected to be paid to (recovered from) the relevant
taxation authority using tax rates (and tax laws) that have been enacted or
substantively enacted by the end of the reporting period.

 

Deferred tax expense reflects movements in deferred tax asset and deferred tax
liability balances during the year as well as unused tax losses.

 

Current and deferred income tax expense (income) is charged or credited
outside profit or loss when the tax relates to items that are recognised
outside profit or loss or arising from a business combination.

 

A deferred tax liability shall be recognised for all taxable temporary
differences, except to the extent that the deferred tax liability arises from:
(a) the initial recognition of goodwill; or (b) the initial recognition of an
asset or liability in a transaction which: (i) is not a business combination;
and (ii) at the time of the transaction, affects neither accounting profit nor
taxable profit (tax loss).

 

Deferred tax assets and liabilities are calculated at the tax rates that are
expected to apply to the period when the asset is realised or the liability is
settled and their measurement also reflects the manner in which management
expects to recover or settle the carrying amount of the related asset or
liability. With respect to non-depreciable items of property, plant and
equipment measured at fair value and items of investment property measured at
fair value, the related deferred tax liability or deferred tax asset is
measured on the basis that the carrying amount of the asset will be recovered
entirely through sale. When an investment property that is depreciable is held
by the entity in a business model whose objective is to consume substantially
all of the economic benefits embodied in the property through use over time
(rather than through sale), the related deferred tax liability or deferred tax
asset is measured on the basis that the carrying amount of such property will
be recovered entirely through use.

 

Deferred tax assets relating to temporary differences and unused tax losses
are recognised only to the extent that it is probable that future taxable
profit will be available against which the benefits of the deferred tax asset
can be utilised, unless the deferred tax asset relating to temporary
differences arises from the initial recognition of an asset or liability in a
transaction that:

 

-           is not a business combination; and

 

-           at the time of the transaction, affects neither accounting
profit nor taxable profit (tax loss).

 

Where temporary differences exist in relation to investments in subsidiaries,
branches, associates, and joint ventures, deferred tax assets and liabilities
are not recognised where the timing of the reversal of the temporary
difference can be controlled and it is not probable that the reversal will
occur in the foreseeable future.

 

Current tax assets and liabilities are offset where a legally enforceable
right of set-off exists and it is intended that net settlement or simultaneous
realisation and settlement of the respective asset and liability will occur.
Deferred tax assets and liabilities are offset where: (i) a legally
enforceable right of set-off exists; and (ii) the deferred tax assets and
liabilities relate to income taxes levied by the same taxation authority on
either the same taxable entity or different taxable entities where it is
intended that net settlement or simultaneous realisation and settlement of the
respective asset and liability will occur in future periods in which
significant amounts of deferred tax assets or liabilities are expected to be
recovered or settled.

 

c.       Inventories

Inventories are measured at the lower of cost and net realisable value. The
cost of manufactured products includes direct materials, direct labour and an
appropriate proportion of variable and fixed overheads. Overheads are applied
on the basis of normal operating capacity. Costs are assigned on the first-in,
first-out basis.

 

d.      Property, Plant and Equipment

Each class of property, plant and equipment is carried at cost or fair value
as indicated less, where applicable, any accumulated depreciation and
impairment losses.

 

Property, plant and equipment are measured on the cost basis and therefore
carried at cost less accumulated depreciation and any accumulated impairment.
In the event the carrying amount of plant and equipment is greater than the
estimated recoverable amount, the carrying amount is written down immediately
to the estimated recoverable amount and impairment losses are recognised. A
formal assessment of recoverable amount is made when impairment indicators are
present (refer to Note 1(g) for details of impairment).

 

The carrying amount of plant and equipment is reviewed annually by directors
to ensure it is not in excess of the recoverable amount from these assets. The
recoverable amount is assessed on the basis of the expected net cash flows
that will be received from the asset's employment and subsequent disposal. The
expected net cash flows have been discounted to their present values in
determining recoverable amounts.

 

The cost of fixed assets constructed within the Consolidated Group includes
the cost of materials, direct labour, borrowing costs and an appropriate
proportion of fixed and variable overheads.

 

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 will flow to the Group and the cost
of the item can be measured reliably. All other repairs and maintenance are
recognised as expenses in profit or loss during the financial period in which
they are incurred.

 

Depreciation

The depreciable amount of all fixed assets including buildings and capitalised
leased assets, but excluding freehold land, is depreciated on a straight-line
basis over the asset's useful life to the Consolidated Group commencing from
the time the asset is held ready for use. Leasehold improvements are
depreciated over the shorter of either the unexpired period of the lease or
the estimated useful lives of the improvements.

 

The depreciation rates used for each class of depreciable assets are:

 

 Class of Fixed Asset    Depreciation Rate
 Buildings               5%
 Plant and Equipment     20%
 Furniture and Fittings  25%
 Motor Vehicle           25%

 

The assets' residual values and useful lives are reviewed, and adjusted if
appropriate, at the end of each reporting period.

 

An asset's carrying amount is written down immediately to its recoverable
amount if the asset's carrying amount is greater than its estimated
recoverable amount.

 

Gains and losses on disposals are determined by comparing proceeds with the
carrying amount. These gains and losses are recognised in profit or loss in
the period in which they arise. Gains shall not be classified as revenue. When
revalued assets are sold, amounts included in the revaluation surplus relating
to that asset are transferred to retained earnings.

 

e.       Leases (the Group as lessee)

At inception of a contract, the Group assesses if the contract contains or is
a lease. If there is a lease present, a

right-of-use asset and a corresponding lease liability is recognised by the
Group where the Group is a lessee. However, all contracts that are classified
as short-term leases (lease with remaining lease term of 12 months or less)
and leases of low value assets are recognised as an operating expense on a
straight-line basis over the term of the lease.

 

Initially the lease liability is measured at the present value of the lease
payments still to be paid at commencement date. The lease payments are
discounted at the interest rate implicit in the lease. If this rate cannot be
readily determined, the Group uses the incremental borrowing rate.

 

Lease payments included in the measurement of the lease liability are as
follows:

 

-           fixed lease payments less any lease incentives;

 

-           variable lease payments that depend on an index or rate,
initially measured using the index or rate at the commencement date;

 

-           the amount expected to be payable by the lessee under
residual value guarantees;

 

-           the exercise price of purchase options, if the lessee is
reasonably certain to exercise the options;

 

-           lease payments under extension options if lessee is
reasonably certain to exercise the options; and

 

-           payments of penalties for terminating the lease, if the lease
term reflects the exercise of an option to terminate the lease.

 

The right-of-use assets comprise the initial measurement of the corresponding
lease liability as mentioned above, any lease payments made at or before the
commencement date as well as any initial direct costs. The subsequent
measurement of the right-of-use assets is at cost less accumulated
depreciation and impairment losses.

 

Right-of-use assets are depreciated over the lease term or useful life of the
underlying asset whichever is the shortest.

 

Where a lease transfers ownership of the underlying asset or the cost of the
right-of-use asset reflects that the Group anticipates to exercise a purchase
option, the specific asset is depreciated over the useful life of the
underlying asset.

 

f.       Financial Instruments
Initial recognition and measurement

Financial assets and financial liabilities are recognised when the Group
becomes a party to the contractual provisions to the instrument. For financial
assets, this is the date that the Group commits itself to either the purchase
or sale of the asset (i.e. trade date accounting is adopted).

 

Financial instruments (except for trade receivables) are initially measured at
fair value plus transaction costs, except where the instrument is classified
"at fair value through profit or loss", in which case transaction costs are
expensed to profit or loss immediately. Where available, quoted prices in an
active market are used to determine fair value. In other circumstances,
valuation techniques are adopted.

 

Trade receivables are initially measured at the transaction price if the trade
receivables do not contain a significant financing component or if the
practical expedient was applied as specified in AASB 15.63.

 

Classification and subsequent measurement financial liabilities

Financial instruments are subsequently measured at:

 

-           amortised cost; or

 

-           fair value through profit or loss.

 

A financial liability is measured at fair value through profit and loss if the
financial liability is:

 

-           a contingent consideration of an acquirer in a business
combination to which AASB 3: Business Combinations applies;

 

-           held for trading; or

 

-           initially designated as at fair value through profit or loss.

 

All other financial liabilities are subsequently measured at amortised cost
using the effective interest method.

 

The effective interest method is a method of calculating the amortised cost of
a debt instrument and of allocating interest expense in profit or loss over
the relevant period. The effective interest rate is the internal rate of
return of the financial asset or liability. That is, it is the rate that
exactly discounts the estimated future cash flows through the expected life of
the instrument to the net carrying amount at initial recognition.

 

Financial assets

Financial assets are subsequently measured at:

 

-           amortised cost;

 

-           fair value through other comprehensive income; or

 

-           fair value through profit or loss. Measurement is on the
basis of two primary criteria:

-           the contractual cash flow characteristics of the financial
asset; and

 

-           the business model for managing the financial assets.

 

A financial asset that meets the following conditions is subsequently measured
at amortised cost:

 

-           the financial asset is managed solely to collect contractual
cash flows; and

 

-           the contractual terms within the financial asset give rise to
cash flows that are solely payments of principal and interest on the principal
amount outstanding on specified dates.

 

A financial asset that meets the following conditions is subsequently measured
at fair value through other comprehensive income:

 

-           the contractual terms within the financial asset give rise to
cash flows that are solely payments of principal and interest on the principal
amount outstanding on specified dates;

 

-           the business model for managing the financial assets
comprises both contractual cash flows collection and the selling of the
financial asset.

 

By default, all other financial assets that do not meet the measurement
conditions of amortised cost and fair value through other comprehensive income
are subsequently measured at fair value through profit or loss.

 

The Group initially designates a financial instrument as measured at fair
value through profit or loss if:

 

-           it eliminates or significantly reduces a measurement or
recognition inconsistency (often referred to as "accounting mismatch") that
would otherwise arise from measuring assets or liabilities or recognising the
gains and losses on them on different bases;

 

-           it is in accordance with the documented risk management or
investment strategy, and information about the groupings was documented
appropriately, so that the performance of the financial liability that was
part of a group of financial liabilities or financial assets can be managed
and evaluated consistently on a fair value basis;

 

-           it is a hybrid contract that contains an embedded derivative
that significantly modifies the cash flows otherwise required by the contract.

 

The initial designation of the financial instruments to measure at fair value
through profit or loss is a one-time option on initial classification and is
irrevocable until the financial asset is derecognised.

 

Derecognition

Derecognition refers to the removal of a previously recognised financial asset
or financial liability from the statement of financial position.

 

Derecognition of financial liabilities

A liability is derecognised when it is extinguished (i.e. when the obligation
in the contract is discharged, cancelled or expires). An exchange of an
existing financial liability for a new one with substantially modified terms,
or a substantial modification to the terms of a financial liability is treated
as an extinguishment of the existing liability and recognition of a new
financial liability.

 

The difference between the carrying amount of the financial liability
derecognised and the consideration paid and payable, including any non-cash
assets transferred or liabilities assumed, is recognised in profit or loss.

 

Derecognition of financial assets

A financial asset is derecognised when the holder's contractual rights to its
cash flows expires, or the asset is transferred in such a way that all the
risks and rewards of ownership are substantially transferred.

 

All of the following criteria need to be satisfied for derecognition of
financial asset:

 

-           the right to receive cash flows from the asset has expired or
been transferred;

 

-           all risk and rewards of ownership of the asset have been
substantially transferred; and

 

-           the Group no longer controls the asset (i.e. the Group has no
practical ability to make a unilateral decision to sell the asset to a third
party).

 

On derecognition of a financial asset measured at amortised cost, the
difference between the asset's carrying amount and the sum of the
consideration received and receivable is recognised in profit or loss.

 

On derecognition of a debt instrument classified as at fair value through
other comprehensive income, the cumulative gain or loss previously accumulated
in the investment revaluation reserve is reclassified to profit or loss.

 

On derecognition of an investment in equity which was elected to be classified
under fair value through other comprehensive income, the cumulative gain or
loss previously accumulated in the investment revaluation reserve is not
reclassified to profit or loss, but is transferred to retained earnings.

 

Impairment

The Group recognises a loss allowance for expected credit losses on:

 

-           financial assets that are measured at amortised cost or fair
value through other comprehensive income;

 

-           lease receivables;

 

-           contract assets (e.g. amounts due from customers under
construction contracts);

 

-           loan commitments that are not measured at fair value through
profit or loss; and

 

-           financial guarantee contracts that are not measured at fair
value through profit or loss. Loss allowance is not recognised for:

-           financial assets measured at fair value through profit or
loss; or

 

-           equity instruments measured at fair value through other
comprehensive income.

 

Expected credit losses are the probability-weighted estimate of credit losses
over the expected life of a financial instrument. A credit loss is the
difference between all contractual cash flows that are due and all cash flows
expected to be received, all discounted at the original effective interest
rate of the financial instrument.

 

The Group uses the following approaches to impairment, as applicable under
AASB 9: Financial Instruments:

 

-           the general approach

 

-           the simplified approach

 

General approach

Under the general approach, at each reporting period, the Group assesses
whether the financial instruments are credit-impaired, and if:

 

-           the credit risk of the financial instrument has increased
significantly since initial recognition, the Group measures the loss allowance
of the financial instruments at an amount equal to the lifetime expected
credit losses; or

 

-           there is no significant increase in credit risk since initial
recognition, the Group measures the loss allowance for that financial
instrument at an amount equal to 12-month expected credit losses.

 

Simplified approach

The simplified approach does not require tracking of changes in credit risk at
every reporting period, but instead requires the recognition of lifetime
expected credit loss at all times. This approach is applicable to:

 

-           trade receivables or contract assets that result from
transactions within the scope of AASB 15: Revenue from Contracts with
Customers and which do not contain a significant financing component; and

 

-           lease receivables.

 

In measuring the expected credit loss, a provision matrix for trade
receivables was used taking into consideration various data to get to an
expected credit loss (i.e. diversity of customer base, appropriate groupings
of historical loss experience, etc).

 

Recognition of expected credit losses in financial statements

At each reporting date, the Group recognises the movement in the loss
allowance as an impairment gain or loss in the statement of profit or loss and
other comprehensive income.

 

The carrying amount of financial assets measured at amortised cost includes
the loss allowance relating to that asset.

 

Assets measured at fair value through other comprehensive income are
recognised at fair value, with changes in fair value recognised in other
comprehensive income. Amounts in relation to change in credit risk are
transferred from other comprehensive income to profit or loss at every
reporting period.

 

For financial assets that are unrecognised (e.g. loan commitments yet to be
drawn, financial guarantees), a provision for loss allowance is created in the
statement of financial position to recognise the loss allowance.

 

g.       Impairment of Assets

At the end of each reporting period, the Group assesses whether there is any
indication that an asset may be impaired. The assessment will include the
consideration of external and internal sources of information including
dividends received from subsidiaries, associates or joint ventures deemed to
be out of pre-acquisition profits. If such an indication exists, an impairment
test is carried out on the asset by comparing the recoverable amount of the
asset, being the higher of the asset's fair value less costs of disposal and
value in use, to the asset's carrying amount. Any excess of the asset's
carrying amount over its recoverable amount is recognised immediately in
profit or loss, unless the asset is carried at a revalued amount in accordance
with another Standard (e.g. in accordance with the revaluation model in AASB
116: Property, Plant and Equipment). Any impairment loss of a revalued asset
is treated as a revaluation decrease in accordance with that other Standard.

 

Where it is not possible to estimate the recoverable amount of an individual
asset, the Group estimates the recoverable amount of the cash-generating unit
to which the asset belongs.

 

Impairment testing is performed annually for goodwill, intangible assets with
indefinite lives and intangible assets not yet available for use.

 

When an impairment loss subsequently reverses, the carrying amount of the
asset (or cash-generating unit) is increased to the revised estimate of its
recoverable amount, but so that the increased carrying amount does not exceed
the carrying amount that would have been determined had no impairment loss
been recognised for the asset (or

cash-generating unit) in prior years. A reversal of an impairment loss is
recognised immediately in profit or loss, unless the relevant asset is carried
at a revalued amount, in which case the reversal of the impairment loss is
treated as a revaluation increase.

 

h.      Foreign Currency Transactions and Balances
Functional and presentation currency

The functional currency of each of the Group's entities is the currency of the
primary economic environment in which that entity operates. The consolidated
financial statements are presented in United States dollars, which is the
Parent Entity's functional currency.

 

Transactions and balances

Foreign currency transactions are translated into the functional currency
using the exchange rates prevailing at the date of the transaction. Foreign
currency monetary items are translated at the year-end exchange rate.
Non-monetary items measured at historical cost continue to be carried at the
exchange rate at the date of the transaction. Non-monetary items measured at
fair value are reported at the exchange rate at the date when fair values were
determined.

 

Exchange differences arising on the translation of monetary items are
recognised in profit or loss, except exchange differences that arise from net
investment hedges.

 

Exchange differences arising on the translation of non-monetary items are
recognised directly in other comprehensive income to the extent that the
underlying gain or loss is recognised in other comprehensive income; otherwise
the exchange difference is recognised in profit or loss.

 

Group companies

The financial results and position of foreign operations, whose functional
currency is different from the Group's presentation currency, are translated
as follows:

 

-           assets and liabilities are translated at exchange rates
prevailing at the end of the reporting period;

 

-           income and expenses are translated at exchange rates on the
date of transaction; and

 

-           all resulting exchange differences are recognised in other
comprehensive income.

 

Exchange differences arising on translation of foreign operations with
functional currencies other than US dollars are recognised in other
comprehensive income and included in the foreign exchange translation reserve
in the statement of change in equity and allocated to non-controlling interest
where relevant. The cumulative amount of these differences is reclassified
into profit or loss in the period in which the operation is disposed of.

 

i.       Fair Value Measurement

When an asset or liability, financial or non-financial, is measured at fair
value for recognition or disclosure purposes, the fair value is based on the
price that would be received to sell an asset or paid to transfer a liability
in an orderly transaction between market participants at the measurement date;
and assumes that the transaction will take place either: in the principal
market; or in the absence of a principal market, in the most advantageous
market.

 

Fair value is measured using the assumptions that market participants would
use when pricing the asset or liability, assuming they act in their economic
best interests. For non-financial assets, the fair value measurement is based
on its highest and best use. Valuation techniques that are appropriate in the
circumstances and for which sufficient data are available to measure fair
value, are used, maximising the use of relevant observable inputs and
minimising the use of unobservable inputs.

 

Assets and liabilities measured at fair value are classified into three
levels, using a fair value hierarchy that reflects the significance of the
inputs used in making the measurements. Classifications are reviewed at each
reporting date and transfers between levels are determined based on a
reassessment of the lowest level of input that is significant to the fair
value measurement.

 

j.       Exploration and Evaluation Assets

Exploration and evaluation expenditure in relation to separate areas of
interest for which rights of tenure are current is carried forward as an asset
in the statement of financial position where it is expected that the
expenditure will be recovered through the successful development and
exploitation of an area of interest, or by its sale; or exploration activities
are continuing in an area and activities have not reached a stage which
permits a reasonable estimate of the existence or otherwise of economically
recoverable reserves. Where a project or an area of interest has been
abandoned, the expenditure incurred thereon is written off in the year in
which the decision is made.

 

k.       Employee Benefits
Short-term employee benefits

Provision is made for the Group's obligation for short-term employee benefits.
Short-term employee benefits are benefits (other than termination benefits)
that are expected to be settled wholly before 12 months after the end of the
annual reporting period in which the employees render the related service,
including wages, salaries and sick leave. Short-term employee benefits are
measured at the (undiscounted) amounts expected to be paid when the obligation
is settled.

 

The Group's obligations for short-term employee benefits such as wages,
salaries and sick leave are recognised as part of current trade and other
payables in the statement of financial position. The Group's obligations for
employees' annual leave and long service leave entitlements are recognised as
provisions in the statement of financial position.

 

Other long-term employee benefits

Provision is made for employees' long service leave and annual leave
entitlements not expected to be settled wholly within 12 months after the end
of the annual reporting period in which the employees render the related
service. Other long-term employee benefits are measured at the present value
of the expected future payments to be made to employees. Expected future
payments incorporate anticipated future wage and salary levels, durations of
service and employee departures and are discounted at rates determined by
reference to market yields at the end of the reporting period on government
bonds that have maturity dates that approximate the terms of the obligations.
Any remeasurements for changes in assumptions of obligations for other
long-term employee benefits are recognised in profit or loss in the periods in
which the changes occur.

 

The Group's obligations for long-term employee benefits are presented as
non-current provisions in its statement of financial position, except where
the Group does not have an unconditional right to defer settlement for at
least 12 months after the end of the reporting period, in which case the
obligations are presented as current provisions.

 

Equity-settled compensation

The Group operates an employee performance rights plan. Share-based payments
to employees are measured at the fair value of the instruments at grant date
and amortised over the vesting periods. The corresponding amounts are
recognised in the share-based payment reserve and statement of profit and loss
respectively. The fair value of rights is determined by reference to the share
price of the Company. The number of rights expected to vest is reviewed and
adjusted at the end of each reporting period such that the amount recognised
for services received as consideration for the equity instruments granted is
based on the number of equity instruments that eventually vest.

 

l.       Provisions

Provisions are recognised when the Group has a legal or constructive
obligation, as a result of past events, for which it is probable that an
outflow of economic benefits will result and that outflow can be reliably
measured.

 

Provisions are measured using the best estimate of the amounts required to
settle the obligation at the end of the reporting period.

 

m.     Cash and Cash Equivalents

Cash and cash equivalents include cash on hand, deposits available on demand
with banks, other short-term highly liquid investments with original
maturities of 3 months or less, and bank overdrafts. Bank overdrafts are
reported within borrowings in current liabilities on the statement of
financial position.

 

n.      Revenue and Other Income

Revenue from sales of zircon is recognised either when the customer takes
possession of and accepts the products or when the products are ready for
shipment, according to the sales contract terms. If the products are a partial
fulfilment of a contract covering other goods and/or services, then the amount
of revenue recognised is an appropriate proportion of the total transaction
price under the contract, allocated between all the goods and services
promised under the contract on a relative stand-alone selling price basis.

 

Interest income is recognised using the effective interest method.

 

o.       Borrowing Costs

Borrowing costs directly attributable to the acquisition, construction or
production of assets that necessarily take a substantial period of time to
prepare for their intended use or sale are added to the cost of those assets,
until such time as the assets are substantially ready for their intended use
or sale.

 

All other borrowing costs are recognised in profit or loss in the period in
which they are incurred.

 

p.      Comparative Figures

When required by Accounting Standards, comparative figures have been adjusted
to conform to changes in presentation for the current financial year.

 

q.      Critical Accounting Estimates, Judgements and Assumptions

The directors evaluate estimates and judgements incorporated into the
financial statements based on historical knowledge and best available current
information. Estimates assume a reasonable expectation of future events and
are based on current trends and economic data, obtained both externally and
within the Group.

 

Key estimates

(i)      Impairment

The Group assesses impairment on inventories, property, plant and equipment
and intangible assets at the end of each reporting period by evaluating the
conditions and events specific to the Group that may be indicative of
impairment triggers. Recoverable amounts of relevant assets are reassessed
using value-in-use calculations which incorporate various key assumptions.

 

Key judgements

(i)      Share-based payments

The fair value of performance rights is measured at grant date, taking into
account the terms and conditions upon which those shares were granted. The
cumulative expense recognised between grant date and vesting date is adjusted
to reflect the Director's best estimate of the number of rights that will
ultimately vest because of internal and market conditions, such as the
employees having to remain with the Group until vesting date or such that
employees are required to meet internal KPI.

 

When shareholders' approval is required for the issuance of performance
rights, the expenses are recognised based on the grant date fair value
according to the management estimation.

 

(ii)     Recovery of deferred tax assets

Deferred tax assets are recognised for deductible temporary differences only
if the Group considers it is probable that future taxable amounts will be
available to utilise those temporary differences and losses.

 

(iii)    Exploration and evaluation cost

Exploration and evaluation costs have been capitalised on the basis that the
Group will commence commercial production in the future, from which time the
costs will be amortised in proportion to the depletion of the mineral
resources. Key judgements are applied in considering costs to be capitalised
which includes determining expenditures directly related to these activities
and allocating overheads between those that are expensed and capitalised. In
addition, costs are only capitalised that are expected to be recovered either
through successful development or sale of the relevant mining interest.
Factors that could impact the future commercial production at the mine include
the level of reserves and resources, future technology changes, which could
impact the cost of mining, future legal changes and changes in commodity
prices. To the extent that capitalised costs are determined not to be
recoverable in the future, they will be written off in the period in which
this determination is made.

 

 

NOTE 2: PARENT INFORMATION

The following information has been extracted from the books and records of the
financial information of the Parent Entity set out below and has been prepared
in accordance with Australian Accounting Standards.

 

                                                              2023           2022

                                                              US$            US$
 Statement of Financial Position

 ASSETS
 Current assets                                               21,370,158     17,441,243
 Non-current assets                                           78,058,861     78,058,861
 TOTAL ASSETS                                                 99,429,019     95,500,104
 LIABILITIES
 Current liabilities                                          8,107,660      4,857,163
 Non-current liabilities                                      -              -
 TOTAL LIABILITIES                                            8,107,660      4,857,163
 EQUITY
 Issued capital                                               112,862,604    109,497,411
 Accumulated losses                                           (22,544,235)   (28,097,926)
 Reserves                                                     1,002,990      9,243,456
 Non-controlling interest                                     -              -
 TOTAL EQUITY                                                 91,321,359     90,642,941

 Statement of Profit or Loss and Other Comprehensive Income

 Net loss                                                     (10,303,438)   (9,231,282)
 Total comprehensive income                                   (10,303,438)   (9,231,282)

 

 

NOTE 3: REVENUE

The Group has recognised the following amounts relating to revenue in the
statement of profit or loss.

 

                Note  2023        2022

                      US$         US$
 Sales Revenue  3a    22,671,641  22,703,190
 Other income         28,900      8,043

 

a.       Sales of mineral sands

The Group earns revenue by mining, processing, and subsequently selling
mineral sands (including zircon and rutile) to customers based in the
Americas, Asia, China and Europe. Revenue from the sale of product is
recognised at the point in time when control has been transferred to the
customer, generally being when the product has been dispatched and is no
longer under the physical control of the Group. In cases where control of
product is transferred to the customer before dispatch takes place, revenue is
recognised when the customer has formally acknowledged their legal ownership
of the product, which includes all inherent risks associated with control of
the product. In these cases, product is clearly identified and immediately
available to the customer.

 

Sales to customers are generally denominated in US Dollars. The effect of
variable consideration arising from rebates, discounts and other similar
arrangements with customers is included in revenue to the extent that it is
highly probable that there will be no significant reversal of the cumulative
amount of revenue recognised when any pricing uncertainty is resolved.

 

NOTE 4: LOSS FOR THE YEAR

 

                                                                           2023         2022
                                                                           US$          US$
 Loss before income tax from continuing operations includes the following
 specific expenses:

 a.       Expenses

 Cost of sales                                                             19,894,961   17,449,606
 Interest expense on financial liabilities not classified as at fair
 value through profit or loss:

 -           unrelated parties                                             57,595       29,907
 Finance charges                                                           -            39
 Less: Interest income                                                     (2,080)      (2,007)
 Net interest expense                                                      55,515       27,939
 Employee benefits expense:

 -           Staff salaries and benefits                                   322,207      323,931
 -           Share based payments                                          7,616,663    5,566,871
 Rental expense on operating leases -     short-term lease expense

                                                                           1,970        4,304
 Depreciation and amortisation                                             360,999      242,502
 NOTE 5: LOSS ON FAIR VALUE CHANGE
                                                                           2023         2022
                                                                           US$          US$
 Loss on fair value change of financial instruments                        (1,685,242)  (2,297,990)
                                                                           (1,685,242)  (2,297,990)

 

 

 

NOTE 6: TAX EXPENSE

                                                          2023   2022
                                                          US$    US$
 a.     The components of tax benefit income comprise:    (161)  91,046
 Deferred tax (expense)/benefit                           (161)  91,046

 

                                                                                2023          2022
                                                                                US$           US$
 b.     The prima facie tax on (loss) from ordinary activities before income
 tax is reconciled to income tax as follows:
 (Loss) before income tax expense                                               (10,456,195)  (9,524,646)
 Prima facie tax payable on (loss) from ordinary activities before income tax
 at

                                                                              2,614,049     2,381,162
 25% (2022: 25%)

 

Tax effect of:

 -           non-deductible items                                          (422,218)    (2,249,813)
 -           Tax losses and temporary differences not recognised as        (2,180,050)  (67,224)
 deferred tax assets
 -           Impact of overseas tax differential                           (11,942)     26,921
 Income tax (expense)/benefit                                              (161)        91,046

 
NOTE 7: KEY MANAGEMENT PERSONNEL COMPENSATION

Refer to the remuneration report contained in the directors' report for
details of the remuneration paid or payable to each member of the Group's key
management personnel (KMP) for the year ended 31 December 2023. The total
remuneration paid to KMP of the Company and the Group during the year are as
follows:

 

                               2023     2022

                               US$      US$
 Short-term employee benefits  762,141  728,876
 Share-based payments          -        5,515,195
 Total KMP compensation        762,141  6,244,071

 

During the 2023 financial year, all performance rights value of US$15,857,129
held by Mr. Oliver Hasler were cancelled.

 

 

NOTE 8: AUDITOR'S REMUNERATION
 
                                         2023    2022
                                         US$     US$
 Remuneration of the auditor for:
 Audit or review of financial statement
 Pitcher Partners                        34,522  -
 Hall Chadwick (NSW)                     17,925  67,924
 Other services
 T.K. Lo (HK)

                                         4,000   3,800
 KAP Syarief Basir & Rekan               5,092   15,664
 SingAssure                              2,651   -
 Hall Chadwick (NSW)                     2,655   -
                                         66,845  87,388

 

 

 NOTE 9: LOSS PER SHARE
                                                                                 2023          2022
                                                                                 US$           US$
 a.          Reconciliation of losses to profit or loss:
 Loss attributable to non-controlling equity interest                            (10,456,356)  (9,433,600)
 Loss used to calculate basic and dilutive EPS                                   (10,456,356)  (9,433,600)

                                                                                 2023          2022
                                                                                 No.           No.
 Weighted average number of ordinary shares on issue used in the calculating of
 basic loss per share                                                            451,589,470   436,375,601
 Weighted average number of dilutive options outstanding                         4,407,076     4,944,576
 Weighted average number of dilutive warrants outstanding                        3,000,000     3,000,000
 Weighted average number of ordinary shares outstanding during the year used in
 calculating dilutive loss per share                                             458,996,546   464,540,177
 Weighted average number of anti-dilutive performance rights outstanding         240,000       20,220,000
                                                                                 240,000       20,220,000
 Loss per share
 Basic loss per share (cents)                                                    (2.32)        (2.16)
 Diluted loss per share (cents)                                                  (2.32)        (2.16)
 NOTE 10: CASH AND CASH EQUIVALENTS
                                                                                 2023          2022
                                                                                 US$           US$
 Cash at bank and on hand                                                        7,828,906     7,221,085
                                                                                 7,828,906     7,221,085
 Reconciliation of cash

 Cash and cash equivalents at the end of the financial year as shown in the
 statement of
 cash flows is reconciled to items in the statement of financial position as
 follows:
 Cash and cash equivalents                                                       7,828,906     7,221,085
                                                                                 7,828,906     7,221,085

 

 

 NOTE 11: TRADE AND OTHER RECEIVABLES
                                            2023        2022
                                            US$         US$
 CURRENT

 Trade receivables                          1,537,916   1,379,259
                                            1,537,916   1,379,259
 Other receivables                          1,871       1,731
 GST/VAT receivable                         17,783      15,310
                                            19,654      17,041
 Total current trade and other receivables  1,557,570   1,396,300

 

a.       Credit Risk

The Group has no significant concentration of credit risk with respect to any
single counterparty or group of counterparties other than those receivables
specifically provided for and mentioned within Note 10. The class of assets
described as "trade and other receivables" is considered to be the main source
of credit risk related to the Group.

 

The Group always measures the loss allowance for trade receivables at an
amount equal to lifetime expected credit loss. The expected credit losses on
trade receivables are estimated using a provision matrix by reference to past
default experience of the debtor and an analysis of the debtor's current
financial position, adjusted for factors that are specific to the debtor,
general economic conditions of the industry in which the debtor operates and
an assessment of both the current and the forecast direction of conditions at
the reporting date.

 

There has been no change in the estimation techniques used or significant
assumptions made during the current reporting period.

 

The Group writes off a trade receivable when there is information indicating
that the debtor is in severe financial difficulty and there is no realistic
prospect of recovery; for example, when the debtor has been placed under
liquidation or has entered into bankruptcy proceedings, or when the trade
receivables are over two years past due, whichever occurs earlier. None of the
trade receivables that have been written off are subject to enforcement
activities.

 

b.      Collateral Held as Security

The Group does not hold any collateral over the trade and other receivables.

 

 

 NOTE 12: INVENTORIES
                           2023        2022
                           US$         US$
 CURRENT

 At cost: Finished goods

                           2,308,586   705,776
                           2,308,586   705,776

 

 

NOTE 13: INTERESTS IN SUBSIDIARIES
a.       Information about Principal Subsidiaries

The subsidiaries listed below have share capital consisting solely of ordinary
shares, which are held directly or indirectly by the Group. The proportion of
ownership interests held equals the voting rights held by the Group. Each
subsidiary's principal place of business is also its country of incorporation.

 

 

 Name of Subsidiary  Principal Place of Business     Ownership Interest Held by the Group      Proportion of Non- Controlling Interests

                                                     2023                 2022                 2023                   2022

                                                     %                    %                    %                      %
 Takmur Pte Limited                  Singapore       100                  100                  -                      -
 PT Andary Usaha Makmur              Indonesia       99.5                 99.5                 0.5                    0.5
 PT Investasi Mandiri*               Indonesia       -                    -                    100                    100
 Tisma Development (HK) Ltd.         Hong Kong       100                  100                  -                      -
 PT Tisma Investasi Abadi            Indonesia       99                   99                   1                      1
 PT Tisma Global Nusantara**         Indonesia       -                    -                    100                    100

 

*           This entity is accounted for as a controlled entity on the
basis that control was obtained through the execution of an exclusive
operations and management agreement between PT Andary Usaha Makmur and PT
Investasi Mandiri and was for nil purchase consideration.

 

**         This entity is accounted for as a controlled entity on the
basis that control was obtained through the execution of an exclusive
operations and management agreement between PT Tisma Investasi Abadi and PT
Tisma Global Nusantara and was for nil purchase consideration.

 

The non-controlling interests in PT Andary Usaha Makmur and PT Tisma Investasi
Abadi are not material to the Group.

 

Subsidiary financial statements used in the preparation of these consolidated
financial statements have also been prepared as at the same reporting date as
the Group's financial statements.

 

b.      Summarised Financial Information of Subsidiaries with Material Non-controlling Interests

Set out below is the summarised financial information for each subsidiary that
has non-controlling interests that are material to the Group, before any
intragroup eliminations.

 

 

                                                       PT Investasi Mandiri
                                                       2023          2022

                                                       US$           US$
 Summarised Financial Position

 Current assets                                        6,666,649     5,106,190
 Non-current assets                                    4,522,663     2,280,298
 Current liabilities                                   (12,449,443)  (8,865,505)
 Non-current liabilities                               -             -
 NET ASSETS                                            (1,260,130)   (1,479,017)
 Carrying amount of non-controlling interests          (1,260,130)   (1,479,017)
 Summarised Financial Performance

 Revenue                                               22,671,641    22,703,190
 Profit/(Loss) after income tax                        182,476       53,431
 Other comprehensive income after tax                  36,410        (659,903)
 Total comprehensive income                            218,886       (606,472)
 Loss attributable to non-controlling interests        218,886       (606,472)
 Distributions paid to non-controlling interests       -             -

 Summarised Cash Flow Information

 Net cash used in operating activities                 (1,676,010)   (2,260,338)
 Net cash used in investing activities                 (1,964,246)   (1,086,625)
 Net cash from financing activities                    3,583,390     3,510,633
 Net (decrease)/increase in cash and cash equivalents  (56,866)      163,670

 

 

                                                  PT Tisma Global Nusantura
                                                  2023           2022

                                                  US$            US$
 Summarised Financial Position

 Current assets                                   39,235         122,011
 Non-current assets                               155,058        74,596
 Current liabilities                              (380,417)      (332,308)
 Non-current liabilities                          -              -
 NET ASSETS                                       (186,124)      (135,701)
 Carrying amount of non-controlling interests     (186,124)      (135,701)
 Summarised Financial Performance

 Revenue                                          -              -
 Loss after income tax                            (49,590)       (14,649)
 Other comprehensive income after tax             (833)          12,833
 Total comprehensive income                       (50,423)       (1,816)
 Loss attributable to non-controlling interests   (50,423)       (1,816)
 Distributions paid to non-controlling interests  -              -

 Summarised Cash Flow Information

 Net cash used in operating activities            130,467        (82,312)
 Net cash used in investing activities            (173,808)      (74,596)
 Net cash from financing activities               45,017         188,322
 Net decrease in cash and cash equivalents        1,676          31,414

 

 

NOTE 14: PROPERTY, PLANT AND EQUIPMENT

 

                                      2023        2022
                                      US$         US$
 Land and Buildings
 Freehold land at cost                211,603     211,603
 Translation                          (7,194)     (11,286)
 Total land                           204,409     200,317

 Buildings at cost                    1,208,238   1,231,651
 Accumulated depreciation             (285,312)   (248,221)
 Translation                          (31,572)    (53,375)
 Total buildings                      891,354     930,055
 Total land and buildings             1,095,763   1,130,372
 Construction in Progress

 Construction in Progress at cost     4,409,048   2,258,130
 Translation                          (112,341)   (132,079)
 Total Construction in Progress       4,296,707   2,126,051

 Plant and Equipment

 Plant and equipment at cost          1,048,146   1,073,904
 Accumulated depreciation             (442,341)   (333,363)
 Translation                          (32,301)    (53,678)
 Total plant and equipment            573,504     686,863

 Motor Vehicles

 Motor vehicles at cost               138,707     138,707
 Accumulated depreciation             (77,322)    (42,618)
 Translation                          (2,774)     (6,254)
 Total motor vehicles                 58,611      89,835

 Furniture and Fittings

 Furniture and fittings at cost       36,192      31,806
 Accumulated depreciation             (18,557)    (13,145)
 Translation                          (104)       (586)
 Total furniture and fittings         17,531      18,075
 Total property, plant and equipment  6,042,116   4,051,196

 

 

a.       Movements in Carrying Amounts

Movements in the carrying amounts for each class of property, plant and
equipment between the beginning and the end of the current financial year:

 

 

                         Freehold  Buildings  Construction  Plant and   Motor      Furniture      Total

                         Land                 in Progress   Equipment   Vehicles   and Fittings
                         US$       US$        US$           US$         US$        US$            US$
 Balance at 1 Jan 2022   196,989   650,394    659,605       634,953     63,981     22,450         2,228,372
 Additions               14,614    381,302    1,652,555     227,191     58,949     1,138          2,335,749
 Transfer                -         -          (54,030)      -           -          -              (54,030)
 Depreciation expense    -         (48,266)   -             (121,603)   (26,841)   (4,927)        (201,637)
 Translation             (11,286)  (53,375)   (132,079)     (53,678)    (6,254)    (586)          (257,258)
 Balance at 31 Dec 2022  200,317   930,055    2,126,051     686,863     89,835     18,075         4,051,196

 Balance at 1 Jan 2023   200,317   930,055    2,126,051     686,863     89,835     18,075         4,051,196
 Additions               -         -          2,230,243     2,099       -          4,386          2,236,728
 Transfer                -         -          (79,325)      -           -          -              (79,325)
 Depreciation expense    -         (60,504)   -             (136,835)   (34,704)   (5,412)        (237,455)
 Translation             4,092     21,803     19,738        21,377      3,480      482            70,972
 Balance at 31 Dec 2023  204,409   891,354    4,296,707     573,504     58,611     17,531         6,042,116

 

 

NOTE 15: INTANGIBLE ASSETS

 

                                                             2023          2022
                                                             US$           US$
 Goodwill:
 Cost                                                        7,774         7,774
 Accumulated impairment losses                               -             -
 Net carrying amount                                         7,774         7,774
 Mining License Renewal:
 Cost                                                        360,937       88,984
 Accumulated amortization                                    (153,499)     (40,041)
 Translation                                                 21,102        (2,531)
 Net carrying amount                                         228,540       46,412

 Exploration asset:
 Carrying value on acquisition                               73,260,053    73,260,053
 Net carrying amount                                         73,260,053    73,260,053
 Total intangible assets                                     73,496,367    73,314,239

                                                  Mining     Exploration
                                        Goodwill  Licenses   assets        Total
                                        US$       US$        US$           US$
 Year ended 31 December 2022

 Balance at the beginning of the year   7,774     66,739     73,260,053    73,334,566
 Amortisation                           -         (17,796)   -             (17,796)
 Translation                            -         (2,531)    -             (2,531)
 Closing value at 31 December 2022      7,774     46,412     73,260,053    73,314,239

 Year ended 31 December 2023

 Balance at the beginning of the year   7,774     46,412     73,260,053    73,314,239
 Additions                              -         271,953    -             271,953
 Amortisation                           -         (113,458)  -             (113,458)
 Translation                            -         23,633     -             23,633
 Closing value at 31 December 2023      7,774     228,540    73,260,053    73,496,367

 

NOTE 16: DEFERRED TAX ASSETS (NON-CURRENT)

Non-current assets - deferred tax

                                                                      2023      2022
                                                                      US$       US$
 Deferred tax asset comprises temporary differences attributable to:
 Amounts recognised in profit or loss:
 Tax losses                                                           11,661    110,811
 Property, plant and equipment                                        (13,570)  (8,131)
 Employee benefits                                                    1,748     (11,634)
 Deferred tax asset                                                   (161)     91,046

 Amount expected to be recovered with 12 months

 Amount expected to be recovered after more than 12 months            -         91,046
 Amount expected to be settled within 12 months                       (161)     -
 Amount expected to be settled after more than 12 months              -         -
                                                                      (161)     91,046

 Movements:

 Opening balance                                                      523,421   471,811
 Transferred to profit or loss (Note 5)                               (161)     91,046
 Foreign exchange                                                     3,366     (39,436)
 Closing balance                                                      526,626   523,421

 

NOTE 17: OTHER LIABILITIES

 

                                         2023         2022
                                         US$          US$
 Prepayments from investor*              4,064,122    6,827,322
 Allocation of costs                     -            (309,154)
 Less: fair value of initial shares      -            (3,702,036)
 Less: fair value of subscribed shares   (3,400,000)  (1,050,000)
 Loss on fair value change               1,667,446    2,297,990
 Balance at the end of reporting period  2,331,568    4,064,122

 

*           On 11 March 2022 the Company entered into Share Subscription
Agreement ("Subscription Agreement") with L1 Capital Global Opportunities
Master Fund ("L1" or "Investor") and received an advance payment amount of
US$4,383,822 (net of costs) from L1 as a prepayment for US$5 million worth of
PYX shares ("Initial Investment Subscription Amount") via a share placement.
The Company has issued initial 3,000,000 shares at zero value and 2,083,431
unlisted options to L1.

The key terms and conditions of the Subscription Agreement are:

 

•           The Investor will immediately prepay a lump sum of
US$4,500,000 for Placement Shares worth US$5,000,000 and on mutual consent, up
to an additional US$9,000,000.

 

•           The Investor will specify the time(s) of issuance(s) of
shares (the "Placement Shares") no later than 24 months following the date of
the applicable funding date to offset the Subscription Amount.

 

•           The subscription price for the Placement Shares was
initially 130% of the average of the 5 daily VWAPs on the applicable exchange
(NSX or LSE) preceding the applicable funding date. Commencing 30 days after
the funding date, the Investor may elect to subscribe for the Placement Shares
at 95% of the average of 3 daily VWAPs over the 15 trading days (on the
applicable exchange) prior to the Share Issuance Date.

 

•           The Investor will not sell more than 20% of the monthly
trading volume in any month.

 

•           On each of the applicable funding dates, the Company will
issue to the Investor a number of Options equal to 40% of the prepayment
amount divided by the average of the 5 daily VWAPs preceding the applicable
funding date. Each option will have a strike price equal to 130% of the
average of the 5 daily VWAPs preceding the applicable funding date and expire
3 years from the applicable funding date.

 

•           To the extent that any Shares remain unissued at the
24-month anniversary of the date of the prepayment, such Shares will be
mandatorily issued at that time, based on the Subscription Price applying at
the time.

 

On 5 January 2023, 2,436,438 shares valued at US$850,000 were issued to L1
Capital Global Opportunities Master Fund ("L1").

 

On 23 February 2023, 2,976,191 shares valued at US$500,000 were issued to L1
Capital Global Opportunities Master Fund ("L1").

 

On 30 March 2023, 2,732,241 shares valued at US$500,000 were issued to L1
Capital Global Opportunities Master Fund ("L1").

 

On 16 June 2023, 3,482,172 shares valued at US$700,000 were issued to L1
Capital Global Opportunities Master Fund ("L1").

 

On 25 August 2023, 2,072,110 shares valued at US$500,000 were issued to L1
Capital Global Opportunities Master Fund ("L1").

 

On 5 December 2023, 1,982,397 shares valued at US$350,000 were issued to L1
Capital Global Opportunities Master Fund ("L1").

 

These shares were issued in connection with the funds of US$4,383,822 received
from L1 as a prepayment for US$5 million worth of PYX shares.

*           On 2 December 2022, L1 has invested an additional
US$2,500,000 in the Company in exchange for US$2,777,778 worth of PYX shares.
The Company received the additional advance funds of US$2,443,500 (net of
costs) from L1 as a prepayment for US$2,777,778 worth of PYX shares. The
Company has issued to the Investor 1,700,000 shares ("the Additional Initial
Shares") and 2,323,645 unlisted options with an exercise price of GBP 0.45
which will expire three years from the applicable funding date.

The following variations to their agreement have since been made by the
Company and the Investor:

 

•           The Company will issue 1,700,000 shares to the Investor at
the time of the funding of the Advance Payment of US$2.5m (the Additional
Shares).

 

•           The Investor may elect to subscribe for the Placement
Shares at 95% of the average of 3 daily VWAPs over the 15 trading days (on the
applicable exchange) prior to the Share Issuance Date or 130% of the average
of 5 daily VWAPs over the 5 trading days immediately prior to the relevant
date of the Advance Payment.

 

•           The Investor will not sell more than 40% of the monthly
trading volume in any month, provided that during the term the Investor may
not sell more than 30% of the aggregate trading volume during the term.

 

•           The term of the investment has been increased from 24 to 30
months.

 

The unconverted amounts of the prepayment and additional advance payment are
reported net of the fair value of initial shares, additional initial shares
and placement shares subscribed as at the reporting date.

 

 

 NOTE 18: TAX
                                      2023       2022
                                      US$        US$
 CURRENT

 Income tax recoverable               847,485    661,130

 NOTE 19: AMOUNT DUE TO SHAREHOLDER
                                      2023       2022
                                      US$        US$
 Cash deposit from an investor        5,100,000  -
 Fees payable to share-provider       176,000    -
                                      5,276,000  -

 

 

 

NOTE 20: ISSUED CAPITAL

 

                                                             2023         2022
                                                             US$          US$
 458,817,161 (2022: 441,349,100) fully paid ordinary shares  105,592,118  102,226,925

 

                                                2023                         2022
                                                               Contributed                  Contributed
                                                No. of shares  equity        No. of Shares  equity
                                                No.            US$           No.            US$
 a.  Ordinary Shares

     At the beginning of the reporting period   441,349,100    102,226,925   429,520,222    96,651,080
     Movement:
     Year 2022                                  -              -             11,828,878     5,575,845
     5 January 2023                             2,436,438      850,000       -              -
     23 February 2023                           2,976,191      500,000       -              -
     30 March 2023                              2,732,241      500,000       -              -
     16 June 2023                               3,482,172      700,000       -              -
     25 August 2023                             2,072,110      500,000       -              -
     5 December 2023                            1,982,397      350,000       -              -
     Share issue costs                          1,786,512      (34,807)      -              -
     At the end of the reporting period         458,817,161    105,592,118   441,349,100    102,226,925

 

On 5 January 2023, 2,436,438 shares valued at US$850,000 were issued to L1
Capital Global Opportunities Master Fund ("L1").

 

On 23 February 2023, 2,976,191 shares valued at US$500,000 were issued to L1
Capital Global Opportunities Master Fund ("L1").

 

On 30 March 2023, 2,732,241 shares valued at US$500,000 were issued to L1
Capital Global Opportunities Master Fund ("L1").

 

On 16 June 2023, 3,482,172 shares valued at US$700,000 were issued to L1
Capital Global Opportunities Master Fund ("L1").

 

On 25 August 2023, 2,072,110 shares valued at US$500,000 were issued to L1
Capital Global Opportunities Master Fund ("L1").

 

On 5 December 2023, 1,982,397 shares valued at US$350,000 were issued to L1
Capital Global Opportunities Master Fund ("L1").

 

These shares were issued in connection with the funds of US$4,383,822 received
from L1 as a prepayment for US$5 million worth of PYX shares.

 

At the shareholders' 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.

 

 b.  Unlisted Options
                                               2023        2022
                                               No.         No.
     At the beginning of the reporting period  4,944,576   537,500
     Granted during the period                 -           4,407,076

     Expired during the period                 (537,500)   -
     At the end of the reporting period        4,407,076   4,944,576

On 2 February 2023, 537,500 unlisted options with exercise price of AU$1 held
by Tamarind Classic resources Limited were expired.

 

 c.  Unlisted Warrants
                                                                         2023       2022
                                                                         No.        No.
     At the beginning of the reporting period Granted during the period  3,000,000  - 3,000,000

                                                                         -
     At the end of the reporting period                                  3,000,000  3,000,000

 

d.      Capital Management

Management controls the capital of the Group in order to maintain a
sustainable debt to equity ratio, generate long-term shareholder value and
ensure that the Group can fund its operations and continue as a going concern.

 

The Group's debt and capital include ordinary share capital, redeemable
preference shares, convertible preference shares and financial liabilities,
supported by financial assets.

 

The Group is not subject to any externally imposed capital requirements.

 

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 the management of debt
levels, distributions to shareholders and share issues.

 

There have been no changes in the strategy adopted by management to control
the capital of the Group since the prior year.

 

                                  Note  2023         2022

                                        US$          US$
 Total borrowings                       - 7,828,906  - 7,221,085

 Less cash and cash equivalents   10
 Net cash/(debt)                        7,828,906    7,221,085
 Total equity                           84,123,089   83,554,447
 Total capital                          84,123,089   83,554,447

 Gearing ratio                          0.0%         0.0%

 

 

NOTE 21: CASH FLOW INFORMATION

 

                                                                                                             2023               2022
                                                                                                             US$                US$
 a.                                        Reconciliation of Cash Flows from Operating Activities with Loss

                                           after Income Tax
                                           Loss after income tax                                             (10,456,356)       (9,433,600)
                                           Non-cash flows in (loss):
                                           -  depreciation                                                   360,999            242,502
                                           -  share-based payments                                           7,616,663          5,566,871
                                           -  exchange differences                                           90,031             (286,642)
                                           -  Fair value change of financial instrument                      1,685,242          2,297,990
                                           Changes in assets and liabilities:
 -  (increase) in trade and other receivables                                                                (161,130)          (434,478)
 -  decrease/(increase) in advances to suppliers                                                             187,284            (282,568)
 -  (increase) in inventories                                                                                (1,602,810)        (175,060)
 -  decrease/(increase) in prepayments and deposits                                                          44,112             (33,974)
 -  (increase) in deferred tax assets                                                                        (3,205)            (51,610)
 -  increase/(decrease) in trade and other payables                                                          505,024            (886,213)
 -  (decrease) in current tax liabilities                                                                    (186,355)          (450,617)
 Net cash (used in) operating activities                                                                     (1,920,501)        (3,927,399)
 b.      Changes in Liabilities arising from Financing Activities
 Non-cash changes
 1 January        Cash flows        Acquisition                                                              Re-classification  31 December
 2023                                                                                                                           2023
 US$                  US$                  US$                                                               US$                US$
 Short term borrowings                                                                                       -                  -
  -                              -
           -
 Lease liabilities                                                                                           -                  -
          -                              -
                   -
 Total                                              -                                                        -                  -
                             -
       -

c.       Non-Cash Financing and Investing Activities
(i)      Share issue:

Refer to note 19 for details of non-cash financing activities arising from
shares issued.

 

 

NOTE 22: RELATED PARTY TRANSACTIONS

Phoenician Management Services Limited, a related party of Mr. Hasler,
provided management support, general administration and IT services to PT
Investasi Mandiri. For the year ended 31 December 2023, Phoenician Management
Services Limited was paid $1,263,694 (2022: $1,292,188) and expenses
recognised during the year totaled

$1,369,702 (2022: $1,287,784).

 

NOTE 23: FINANCIAL RISK MANAGEMENT

The Group's financial instruments consist mainly of deposits with banks,
accounts receivable and payable, loan and leases.

 

The totals for each category of financial instruments, measured in accordance
with AASB 9: Financial Instruments as detailed in the accounting policies to
these financial statements, are as follows:

 

                                          Note  2023       2023
                                                US$        US$
 Financial assets
 Financial assets at amortised cost
 -  cash and cash equivalents             10    7,828,906  7,221,085
 -  trade and other receivables           11    1,557,570  1,396,300
 Total financial assets                         9,386,476  8,617,385

 Financial liabilities
 Financial liabilities at amortised cost
 -  trade and other payables              17    1,370,005  1,505,996
 Financial liabilities at fair value
 -  other liabilities                           2,331,568  4,064,122
 Total financial liabilities                    3,701,573  5,570,118

 

Financial Risk Management Policies

The Finance and Operations Committee (FOC) has been delegated responsibility
by the Board of Directors for, among other issues, managing financial risk
exposures of the Group. The FOC monitors the Group's financial risk management
policies and exposures and approves financial transactions within the scope of
its authority. It also reviews the effectiveness of internal controls relating
to commodity price risk, counterparty credit risk, foreign currency risk,
liquidity risk, and interest rate risk.

The FOC meets on a bi-monthly basis and minutes of the FOC are reviewed by the
Board.

 

The FOC's overall risk management strategy seeks to assist the Consolidated
Group in meeting its financial targets, while minimising potential adverse
effects on financial performance. Its functions include the review of the use
of hedging derivative instruments, credit risk policies and future cash flow
requirements.

 

The main risks the Group is exposed to through its financial instruments are
credit risk, liquidity risk, and market risk consisting of interest rate risk,
foreign currency risk and other price risk (commodity and equity price risk).
There have been no substantive changes in the types of risks the Group is
exposed to, how these risks arise, or the Board's objectives, policies and
processes for managing or measuring the risks from the previous period.

 

a.       Credit risk

Exposure to credit risk relating to financial assets arises from the potential
non-performance by counterparties of contract obligations that could lead to a
financial loss to the Group.

 

Credit risk is managed through the maintenance of procedures (such as the
utilisation of systems for the approval, granting and renewal of credit
limits, regular monitoring of exposures against such limits and monitoring of
the financial stability of significant customers and counterparties), ensuring
to the extent possible that customers and counterparties to transactions are
of sound credit worthiness. Such monitoring is used in assessing receivables
for impairment.

 

Depending on the division within the Group, credit terms are generally 14 to
30 days from the invoice date.

 

Trade and other receivables that are neither past due nor impaired are
considered to be of high credit quality. Aggregates of such amounts are
detailed in Note 10.

 

b.       Liquidity risk

Liquidity risk arises from the possibility that the Group might encounter
difficulty in settling its debts or otherwise meeting its obligations related
to financial liabilities. The Group manages this risk through the following
mechanisms:

 

-           preparing forward-looking cash flow analyses in relation to
its operating, investing and financing activities;

-           obtaining funding from a Parent Group;

-           maintaining a reputable credit profile;

-           managing credit risk related to financial assets; and

-           comparing the maturity profile of financial liabilities with
the realisation profile of financial assets.

c.       Other price risk

Other price risk relates to the risk that the fair value or future cash flows
of a financial instrument will fluctuate because of changes in market prices
for zircon largely due to demand and supply factors (other than those arising
from interest rate risk or foreign currency risk) for sand minerals.

 

The Group is exposed to commodity price risk through the operations of its
zircon Product Contracts for the sale and physical delivery of zircons are
executed whenever possible on a pricing basis intended to achieve a relevant
index target. Where pricing terms deviate from the index, derivative commodity
contracts may be used when available to return realised prices to the index.
Contracts for the physical delivery of zircon are generally not financial
instruments and are carried in the statement of financial position at cost
(typically at nil). There were no hedges in place at the end of the reporting
period.

 

d.       Foreign currency risk

Exposure to foreign currency risk may result in the fair value or future cash
flows of a financial instrument fluctuating due to movement in foreign
exchange rates of currencies in which the Group holds financial instruments
which are other than the USD functional and presentation currency of the
Group.

 

With instruments being held by overseas operations, fluctuations in the IDR
and AUD may impact on the Group's financial results unless those exposures are
appropriately hedged.

 

Financial Liability and Financial Asset Maturity Analysis

The following table reflects an undiscounted contractual maturity analysis for
financial assets and financial liabilities.

 

Cash flows realised from financial assets reflect management's expectation as
to the timing of realisation. Actual timing may therefore differ from that
disclosed. The timing of cash flows presented in the table to settle financial
liabilities reflects the earliest contractual settlement dates and does not
reflect management's expectations that banking facilities will be rolled
forward.

 

 

                                                Within 1 Year         1 to 5 Years      Total
                                                2023       2022       2023     2022     2023                             2022
                                                US$        US$        US$      US$      US$                              US$
 Financial liabilities due for payment
 Trade and other payables                       1,370,005  1,505,996  -        -        1,370,005                        1,505,996
 Total expected outflows                        1,370,005  1,505,996  -        -        1,370,005                        1,505,996
 Financial assets - cash flows realizable
 Cash and cash equivalents                      7,828,906  7,221,085  -        -        7,828,906                        7,221,085
 Trade and other receivables                    1,557,570  1,396,300  -        -        1,557,570                        1,396,300
 Total anticipated inflows                      9,386,476  8,617,385  -        -        9,386,47                         8,617,385
 Net inflow/(outflow) on financial instruments  8,016,471  7,111,389  -        -        8,016,471                        7,111,389

 

The following table shows foreign currency risk on the financial assets and
liabilities of the Group's operations denominated in currencies other than the
functional currency of the Group's operations. The foreign currency risk in
the books of the Parent Entity is considered immaterial and is therefore not
shown.

 

 2023
                             Net Financial Assets/(Liabilities)
 in USD
                                           USD        GBP           AUD         Total USD
 Functional currency of entity:

 US dollar                                 -          (86,535)      1,994,028   1,907,493
 Indonesian Rupiah                         720,571    -             -           720,571
 Statement of financial position exposure  720,571    (86,535)      1,994,028   2,628,064

 2022
                             Net Financial Assets/(Liabilities)
 in USD
                                           USD        GBP           AUD         Total USD
 Functional currency of entity:

 US Dollar                                 -          (3,213,877)   3,541,491   327,614
 Indonesian Rupiah                         1,595,683  -             -           1,595,683
 Statement of financial position exposure  1,595,683  (3,213,877)   3,541,491   1,923,297
 Fair Values

Fair value estimation

The fair values of financial assets and financial liabilities are presented in
the following table and can be compared to their carrying amounts as presented
in the statement of financial position.

 

Differences between fair values and carrying amounts of financial instruments
with fixed interest rates are due to the change in discount rates being
applied by the market since their initial recognition by the Group.

 

                                                   2023              Fair Value US$  2022              Fair Value US$

                                                   Carrying Amount                   Carrying Amount

                                            Note   US$                               US$
 Financial assets

 Financial assets at amortised cost:
 Cash and cash equivalents(i)               10     7,828,906         7,828,906       7,221,085         7,221,085
 Trade and other receivables(i)             11     1,557,570         1,557,570       1,396,300         1,396,300
 Total financial assets                            9,386,476         9,386,476       8,617,385         8,617,385
 Financial liabilities

 Financial liabilities at amortised costs
 Trade and other payables(i)                       1,370,005         1,370,005       1,505,996         1,505,996
 Lease liabilities(i)                              -                 -               -                 -
 Financial liabilities at fair value
 Other liabilities(i)                       17     2,331,568         2,331,568       4,064,122         4,064,122
 Total financial liabilities                       3,701,573         3,701,573       5,570,118         5,570,118

 

(i)        The carrying amounts of cash and cash equivalents, trade and
other receivables, trade and other payables and lease liabilities are
equivalent to their fair values.

 

NOTE 24: RESERVES
a.       Share-Based Payment Reserve

The share-based payment reserve records items recognised as expenses on
valuation of share-based payments.

 

b.      Options Reserve

The options reserve records costs associated with the option issue.

 

c.       Foreign Currency Translation Reserve

The foreign currency translation reserve records exchange differences arising
on translation of the foreign controlled subsidiaries.

 

 

NOTE 25: CAPITAL COMMITMENTS

The Company had no capital commitments at the balance sheet date.

 

 

NOTE 26: EVENTS AFTER THE REPORTING PERIOD

On 5 January 2024, the Company advised that a change introduced in December
2023 by the Indonesian Industrial and Trade Department for Export Tax Billing,
requires the exporter to use two types of Port, Loading Port and Export Port.
The licence, which the government originally issued to the Company only stated
the loading port in Banjarmasin. A request to modify the licence has been made
to the Trade Department.

 

On 17 January 2024 the Company announced a change of auditor to Pitcher
Partners BA&A Pty Ltd commencing the financial year ended 31 December
2023.

 

No other significant events are noted by management since the end of the
reporting period.

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