(ABN 49 112 609 846)
AND CONTROLLED ENTITIES
ANNUAL REPORT
FOR THE YEAR ENDED
30 JUNE 2021
Annual Report 30 June 2021
CONTENTS
CORPORATE DIRECTORY _________________________________________________________________________________________________ 2
DIRECTORS’ REPORT ______________________________________________________________________________________________________ 5
AUDITOR’S INDEPENDENCE DECLARATION ___________________________________________________________________________ 33
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME _________________________________________________________ 34
CONSOLIDATED STATEMENT OF FINANCIAL POSITION _______________________________________________________________ 35
CONSOLIDATED STATEMENT OF CASH FLOWS _______________________________________________________________________ 36
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY _______________________________________________________________ 37
NOTES TO THE FINANCIAL STATEMENTS ______________________________________________________________________________ 38
DIRECTORS’ DECLARATION_____________________________________________________________________________________________ 76
INDEPENDENT AUDITOR’S REPORT ____________________________________________________________________________________ 77
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Annual Report 30 June 2021
CORPORATE DIRECTORY
DIRECTORS
Dr Frazer Tabeart
Non-Executive Chairman
Mr Howard Golden
Managing Director
Mr Hugh Bresser
Executive Director
Mr Tommy McKeith
Non-Executive Director
COMPANY SECRETARY
Ms Catherine Grant-Edwards
Ms Melissa Chapman
PRINCIPAL & REGISTERED OFFICE
Suite 5, 63 Hay Street
Subiaco WA 6008
Telephone
(08) 9383 3330
Email
info@arrowminerals.com.au
AUDITORS
Pitcher Partners BA&A Pty Ltd
Level 11/12-14 The Esplanade
Perth WA 6000
BANKERS
National Australia Bank Limited
Level 14, 100 St Georges Terrace
Perth WA 6000
SHARE REGISTRY
Advanced Share Registry Service
150 Stirling Highway
Nedlands WA 6009
STOCK EXCHANGE LISTING
Arrow Minerals Limited shares (AMD) are listed on the Australian Securities Exchange (ASX)
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Annual Report 30 June 2021
Chairman’s Letter
Dear Shareholder,
On behalf of your Directors, I am pleased to present Arrow Minerals Limited’s (Arrow or the Company) (ASX:AMD)
Annual Report and Financial Statements for 2021.
As the world continued to grapple with the challenges presented by the COVID-19 pandemic, Arrow took appropriate
measures to protect its people whilst advancing its projects. In doing so the Company has delivered excellent results
and maintained a stable, healthy workforce.
The past year has been transformative, with Arrow entering into several commercial agreements to acquire access to
high-quality exploration permits, divesting non-core assets whilst retaining value options and growing the technical
capability of the team. The Company is positioned well for an exciting year ahead, as it builds on its ongoing discovery
success in Burkina Faso. Arrow now has access to over 1,200km2 of contiguous exploration ground in the highly
prospective gold-rich Paleoproterozoic Boromo belt, an area we now refer to as the Vranso Project. The Company
will also benefit from exposure to upside on its three joint ventures – the Arrow-Fortuna Silver JV in Burkina Faso, the
1% NSR carried on its Western Australian Plumridge nickel JV with IGO, and the recently signed farm-out agreement
with Electrostate on the Malinda Lithium project in Western Australia.
Within the Vranso Project, exploration focussed on the Divole East and West permits. Arrow made a new discovery
at Dassa on the Divole West permit. The Dassa Gold deposit sits within a 5km long zone of highly anomalous gold
in soil and auger sampling, the full extent of which remains to be tested. Further auger and RC drilling continues to
expand the known footprint of this exciting discovery that remains open along strike, down-dip and at depth.
Exploration drilling was also conducted on the Divole East Permit, with 2,385m of RC drilling completed at the new
Poa prospect, identifying gold mineralisation that extended the Divole East mineralised corridor to a strike-length of
7.5 km.
In Western Australia, at the Company’s 100% owned Strickland project, seven drill holes were completed to test
airborne geophysical anomalies. Downhole geophysical surveys identified an off-hole downhole electromagnetic
anomaly in one of those holes that sits beneath the completed drilling and corresponds with a thick and highly
anomalous copper intersection in nearby drilling.
At the Plumridge Nickel Project, Arrow opted to convert its contributing 10% to a 1% NSR. This will enable Arrow to
focus its resources on its high-quality precious and base metals projects while retaining exposure to any IGO success
at Plumridge.
The Board and management team was bolstered during the year by the appointment of Hugh Bresser as Technical
Director. Hugh brings a great breadth and depth of highly relevant experience to the Company and will serve you
well on the board and as a hands-on technical expert. I wish to extend a warm welcome to Hugh and look forward
to his contribution as we move forward.
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Annual Report 30 June 2021
The work completed over the past twelve months has allowed Arrow to gain value from its non-core assets and paved
the way to add to its gold discoveries in Burkina Faso. Arrow’s solid financial position enables the Company to
organically grow the Burkina Faso gold inventory through ongoing discovery success as well as follow up on the
positive results at Strickland. The Board therefore expect the coming year to deliver focussed growth for Arrow.
On behalf of the entire Board, I would like to thank you, the Company’s shareholders, for your continued support and
I look forward to reporting on sustained growth during the next 12 months.
Dr Frazer Tabeart
Non-Executive Chairman
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Annual Report 30 June 2021
DIRECTORS’ REPORT
The Directors of Arrow Minerals Limited (Arrow or the Company) submit their report, together with the consolidated financial
statements comprising Arrow and its controlled entities (together the Group) for the year ended 30 June 2021.
INFORMATION ON DIRECTORS
The names and particulars of the Directors of the Company during or since the end of the year are as follows. Directors have been
in office since the start of the year to the date of this report unless otherwise stated.
Frazer Tabeart
Non-Executive Chairman
Experience
Dr Frazer Tabeart is a graduate of the Royal School of Mines with a PhD and Honours in Mining
Geology. He has over 30 years’ experience in international exploration and mining projects,
including 16 years with WMC Resources and 16 years with the Mitchell River Group of
Companies. Dr Tabeart is a member of the Australian Institute of Geoscientists and a member
of the Society of Economic Geologists.
Directorships of listed
African Energy Resources Limited
November 2007 to present
companies held within the last
PolarX Ltd
July 2017 to present
three years
Howard Golden
Managing Director
Experience
Mr Golden is geophysicist with over 35 years’ experience in exploration across six continents,
including significant operating experience throughout West Africa. He has held senior roles
with Nordgold, Rio Tinto, BHP and WMC, including discovery teams at Syama, Oyu Tolgoi,
Agbaou and West Musgrave deposits.
Mr Golden is a member of numerous Australian and international professional organisations
and is a Registered Professional Geoscientist. He holds qualifications from the University of
Utah (BA) and the University of Leeds (MSc).
Directorships of listed
NV Gold Corporation (TSX.V:NVX)
June 2021 to present
companies held within the last
three years
5
Annual Report 30 June 2021
Hugh Bresser
Executive Director
Experience
Mr Bresser was appointed as Executive Director on 5 July 2021 and serves in the role of
Technical Director. He has a career in exploration spanning more than 25 years. He has served
in executive roles with Billiton, BHP Billiton and Birimian Ltd and has previously held board
positions in several listed companies.
Mr Bresser has significant experience in mineral exploration, executive management, mergers
and acquisitions, governance, government and community relations in the global resources
industry. He holds a BSc (Hons – First Class) in geology from James Cook University and an
MBA from Melbourne Business School, Mt Eliza. Mr Bresser is a Member of the AusIMM and
AIG.
None
Directorships of listed
companies held within the last
three years
Thomas McKeith
Non-Executive Director
Experience
Mr McKeith is a geologist with over 30 years’ experience in exploration, development and
mining. He was formerly Head of Growth for Gold Fields Ltd and CEO of Troy Resources.
Thomas led teams that discovered and developed several significant discoveries (near mine
and greenfields) in Australia, Mali, Ghana, Peru and Chile. He has been instrumental in several
major operating mine and resource project acquisitions in Australia, Canada, Brazil, Venezuela
and Burkina Faso. He is also a Fellow of the Australian Institute of Mining and Metallurgy.
Directorships of listed
Evolution Mining Limited
February 2014 to present
companies held within the last
Prodigy Gold NL
June 2016 to present
three years
Genesis Minerals Limited
November 2018 to present
JOINT COMPANY SECRETARY
Ms Grant-Edwards is the co-founder and an Executive Director of Bellatrix Corporate Pty Ltd (Bellatrix), a company providing
outsourced accounting and company secretarial services. Ms Grant-Edwards has over 15 years’ experience in the profession and
with ASX/LSE-listed companies, private entities, and has a background in big-four public practice (Ernst & Young). Ms Grant-Edwards
holds a Bachelor of Commerce degree (UWA) majoring in Accounting and Finance and is a qualified Chartered Accountant (CAANZ).
Ms Chapman is the co-founder and an Executive Director of Bellatrix. Ms Chapman has over 20 years’ experience in the accounting
and company secretarial profession, and has worked in Perth and London across a diverse range ASX/LSE listed companies, private
entities and working with high net worth individuals. Ms Chapman holds a Bachelor of Commerce from Murdoch University, majoring
in Accounting, and is a qualified Certified Practicing Accountant with CPA Australia. She has also completed a Graduate Diploma of
Corporate Governance with the Governance Institute of Australia and a Company Directors Course.
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Annual Report 30 June 2021
REVIEW OF OPERATIONS
Summary
The Company announced a final agreement for an exploration joint venture with Trevali Mining Corporation in Burkina Faso that
increases the Group’s access to exploration ground by 400% in the highly productive Boromo Greenstone Belt that hosts several
large gold deposits. On the Arrow Group’s 100% owned permits, two programmes of reverse circulation (RC) drilling were completed
at the Dassa gold discovery as well as drilling at the new Poa prospect on the Divole East permit. Mapping, soil sampling and auger
sampling continued on the Burkina Faso permits as well. Also in Burkina Faso, a final agreement was signed Fortuna Siver Mines
Inc. (formerly Roxgold) of Canada to advance the Hounde South gold project.
At the Strickland project in Western Australia, 100% held by Arrow, copper-gold volcanogenic massive sulphide (VMS) targets were
defined and advanced and have undergone first-pass drill testing. The results yielded an off-hole downhole electromagnetic
conductor corresponding with highly anomalous Cu over a 20m thickness. The conductor is considered a high-quality target and is
being assessed to determine the most effective methodology for follow-up. On the Arrow-IGO JV project, Plumridge Nickel in the
Fraser Range of WA, Arrow converted of its 10% contributing interest in the joint venture project to a 1% NSR royalty. Also in
Australia, Arrow signed a farm-out agreement with Electrostate Pty Ltd on the Malinda Lithium project in the Gascoyne region
wherein Electrostate will rapidly advance the project and allow Arrow to maintain an interest in production of lithium on the project.
Figure 1: Location maps of Burkina Faso projects and the Strickland project, Western Australia
BURKINA FASO
Trevali Joint Venture
Further to its ASX Announcement dated 22 August 2021, Arrow and Trevali Mining Corporation (TSX: TV) (Trevali) have executed
the formal Exploration Joint Venture Agreement (Agreement) in relation to the exploration permits held by both companies in
Burkina Faso covering the highly prospective Boromo gold belt. The Agreement covers eight exploration licences – Kikio, Kordie,
Pilimpikou, Semapoun, and Viveo (100% Trevali); and Divole East, Divole West and Dyapya (100% Arrow) as shown in Figure 2 and
Figure 3.
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Annual Report 30 June 2021
The area sits within the prolific Boromo Belt that hosts multimillion-ounce gold deposits to the north and south of the 1,024 km2
Arrow-Trevali permit block. The belt hosts the Poura, Batie West and Bissa gold mines along a highly favourable structural corridor
and is a transformational arrangement that gives Arrow access to a highly prospective and significant section of the Boromo
greenstone belt. The Agreement provides the opportunity to expand on the Company’s exploration success that resulted in the
discovery of the Dassa deposit on the 100% Arrow Divole West permit.
Figure 2: Arrow-Trevali Joint Exploration Permit Area
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Annual Report 30 June 2021
Figure 3: Boromo Belt with Arrow permits, Trevali permits, and selected targets for 2021
Divole West Permit - Dassa Deposit
Arrow reported results from two successful reverse circulation (RC) drilling programmes (Figure 4) at the 100% Arrow-owned Dassa
gold deposit on the Divole West exploration permit in Burkina Faso (see ASX announcement on 4 March 2021). The drilling, 2,215m
of RC drilling in July and August 2020 followed by 4,003m of RC drilling in late December 2020 through early February 2021,
expanded the gold mineralisation to a strike length of more than 900m. The shallow, mostly oxide-hosted gold mineralisation is
continuous along strike and from surface to a depth of more than 150m.
The drilling was designed to confirm the continuity of gold mineralisation between existing widely spaced drilling profiles as well as
to extend the known mineralisation from previous RC drilling at Dassa.
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Annual Report 30 June 2021
The Company has now completed a total of 12,672m of RC drilling on the Divole West, which has resulted in the discovery of
continuous gold mineralisation in two zones at Dassa (see ASX announcement on 25 September 2020). The most recent programme
focussed on the northern Dassa zone that extends for more than 900m along strike and is open to the north, south and down-dip.
Figure 4: Dassa stacked sections showing continuity of gold-bearing zones and the potential for further mineralisation
down-dip to the east
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Annual Report 30 June 2021
Divole East Permit – Poa Prospect
Arrow completed a 2,058m RC drilling programme at the recently defined Poa prospect on the Divole East exploration permit in
Burkina Faso. The drilling identified an extensive gold mineralised system in wide spaced drilling at the prospect. The Poa Prospect
is located 5km northeast of the Main and Fold Nose prospects where Arrow has already discovered significant gold mineralisation
including 17m @ 1.2g/t Au, 3m @ 3.7g/t Au and 5m @ 1.4g/t Au following up Boromo results of 10m @ 4.3g/t Au, 8m @ 1.7g/t
Au and 10m @ 1.2g/t Au on the Divole East permit (Figure 5).
At the Poa prospect 17 drillholes were completed to test beneath multiple shallow geochemical anomalies. Results from 13 of these
drillholes intersected broad zones of gold associated with structurally controlled quartz veins in a 1,000m x 500m area (Figure 2).
Several significant high-grade gold results were received including:
•
•
•
•
•
9.9g/t Au over 1m within 3m @ 3.5g/t Au from 57m (DERC21037)
4.4g/t Au over 2m within 10m @ 1.3g/t Au from 43m (DERC21036)
2.5g/t Au over 2m within 3m @ 1.8g/t Au from 38m (DERC21028)
3.6g/t Au over 1m within 2m @ 2.1g/t Au from 111m (DERC21037), and
4.5g/t Au over 1m from 16m (DERC21025)
Figure 5: Boromo Belt with Arrow permits, Trevali permits, and targets for 2021
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Annual Report 30 June 2021
The latest outcomes from Poa define an expansive gold mineralised system extending over 7.5km from the previously defined
Divole Main and Fold Nose and remaining open in all directions, as shown in Figure 6.
Figure 6: Satellite image of Arrow’s Divole East Permit showing drillhole collar locations and significant gold intercepts
Hounde South Joint Venture (AMD 100%, Fortuna earning in to 70%)
An Earn-in Agreement with Fortuna Silver Mines Inc., (TSX: FVI), formerly Roxgold Inc. (TSX: ROXG), on the Hounde South permits in
Burkina Faso was executed on 7 August 2020 (commencement of the earn-in period). Fortuna can earn a 70% interest in Arrow’s
Hounde South Project (Project) after exploration expenditure of up to US$1 million (~A$1.4 million) in two stages over four years.
The Project consists of two exploration licences (the Fofora and Konkoira permits) adjacent to Fortuna’s Boussoura permit in
southwest Burkina Faso (see Figure 7).
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Annual Report 30 June 2021
Fortuna continued work as part of the earn-in agreement on the Hounde South JV project. Work included an ongoing auger
geochemical sampling program for target generation. The auger program is approximately 45% complete (11,477m) with activity
continuing into the next quarter ahead of the start to the rainy season (Figure 8). Fortuna also completed an airborne geophysical
survey during the quarter. The data acquired from this geophysical survey will be processed in the coming months.
Figure 7: Arrow JV and Fortuna tenement locations
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Annual Report 30 June 2021
Figure 8: Arrow-Fortuna Hounde South JV with auger sampling progress
AUSTRALIA
Strickland Project, Western Australia
The Company completed a helicopter-borne SkyTEM electromagnetic survey at the Strickland copper-gold project in late September
2020 and identified seven significant conductivity anomalies as shown in Figure 9. The survey was designed to test strong
geochemical signatures consistent with volcanogenic massive sulphide (VMS) copper-gold mineralisation identified in analysis of
historical data. All seven conductive anomalies are shallow and correspond with geochemical and/or geological environments
favourable for VMS mineralisation. Arrow subsequently completed an RC drilling programme on the five highest-quality coincident
geochemical/geophysical anomalies at Strickland, commencing April 20211. The drilling was followed up by downhole
electromagnetic (DHEM) surveys to test for conductive sources that may have been missed by drilling.
1 AMD ASX Announcement 30 March 2021 – Copper-Gold Drilling to Commence at Strickland
14
Annual Report 30 June 2021
Figure 9: Strickland targets showing SkyTEM electromagnetic anomalies (Z channel 40)
At drillhole STKV009 the DHEM survey confirmed the presence of two distinct zones of conductance coincident with the original
airborne EM target (Figure 10). The first, Plate 1, 50m long and 50m wide with a conductance of 150 Siemens. The second, Plate 2,
300m long and 100m wide, with a conductance of 1000 Siemens (Figure 11). Assay results returned from samples collected at
STKV009 highlighted a zone of elevated copper, 20m at 0.22% Cu, from 120m downhole. The anomalous copper zone is in close
association with the modelled DHEM conductor Plate 1 (Figure 11). This confirms the conductance response is related to copper
sulphides.
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Annual Report 30 June 2021
Figure 10: Map showing coincident spatial relationship between SkyTEM dB/dt Z channel 40 anomaly T-08B,
DHEM Plates 1 & 2 and 0.04% Cu geochemical anomalous zone.
Figure 11: East-West cross section looking north at 6676400N showing location of DHEM Plate 1, Plate 2 and zones of
anomalous copper and gold intersected in drilling.
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Annual Report 30 June 2021
Plumridge Nickel Project (AMD 10%, IGO Limited 90%)
In March 2021 Arrow notified IGO of its conversion of its 10% contributing interest in the Plumridge nickel joint venture project to
a 1% NSR royalty.
Malinda Lithium Project ((AMD 100%, Electrostate earning in to 85%)
Arrow signed a binding term sheet (Agreement) that sets out terms for an earn-in agreement with Electrostate Pty Ltd (Electrostate)
wherein Electrostate may earn up to 85% of Arrow’s Malinda lithium project in Western Australia2.
The Agreement covers three exploration tenements, E09/2169, E09/2170 and E09/2283 in the Gascoyne region of north-western
WA. The Agreement provides for Electrostate to perform exploration activities on the tenements over an eighteen-month period in
addition to cash payments to Arrow. Under the Agreement Electrostate will be motivated to aggressively explore the Malinda lithium
tenements while Arrow focusses on its high-quality gold and base metals assets.
Competent Persons Statement
The information in this report that relates to exploration results is based on information compiled by Mr Howard Golden who is a
member of the Australian Institute of Geoscientists. Mr Golden is a full-time employee of Arrow, as at the date of this report, and
has more than five years’ experience which is relevant to the style of mineralisation and type of deposit under consideration and to
the activity which he is undertaking, in order to qualify as a Competent Person as defined in the 2012 Edition of the “Australasian
Code for Reporting of Exploration Results, Minerals Resources and Ore Reserves”. Mr Golden consents to the inclusion in the report
of the matters based on his information in the form and context in which it appears. Additionally, Mr Golden confirms that the entity
is not aware of any new information or data that materially affects the information contained in the ASX releases referred to in this
report.
CORPORATE
The following significant transactions and events occurred during the year:
Fund Raising Activities
As announced 16 June 2020, Arrow received commitments from sophisticated investors to raise $2,200,000 pursuant to a placement
of up to 366,666,666 fully paid ordinary shares in the Company (Shares) at an issue price of 0.6 cents per Share (Placement A).
Placement A was completed in two tranches as follows:
▪
▪
Tranche 1 - 229,363,148 Shares which were issued on 24 June 2020; and
Tranche 2 - 137,303,518 Shares were issued on 27 August 2020 (following receipt of Shareholder approval at the Company’s
General Meeting held on 19 August 2020).
Additionally, Arrow undertook an issue of unlisted convertible notes (Convertible Notes) to raise $1,000,000. The Convertible Notes
bear interest at 8% p.a. and have a maturity date of 15 June 2024 (refer Annexure 1 of the ASX Announcement dated 16 June 2020
for key terms and conditions). Shareholder approval for the issue of the Convertible Notes was obtained at the Company’s General
Meeting held on 19 August 2020). The Convertible Notes were issued on 26 August 2020.
2 AMD ASX Announcement 23 August 2021 – Arrow Inks Agreement to Advance Malinda Lithium
17
Annual Report 30 June 2021
As announced 4 May 2021, Arrow received commitments from sophisticated investors to raise $3,000,000 pursuant to a placement
of 500,000,000 Shares at an issue price of 0.6 cents per Share (Placement B). Placement B was completed in two tranches as follows:
▪
▪
Tranche 1 – 333,095,440 Shares which were issued 11 May 2021; and
Tranche 2 – 166,904,560 Shares which were issued 25 June 2021 following receipt of Shareholder approval at the Company’s
General Meeting held on 22 June 2021.
Employee Share Plan
During the year, the Company bought back, for no consideration, the following shares which were previously issued under the
Company’s existing Employee Share Plan (ESP):
▪
▪
3,081,250 shares (cancelled 17 September 2020); and
2,256,250 shares (cancelled 13 January 2021).
Employee Securities Incentive Plan
On 11 December 2020, the Company issued 3,550,000 unlisted options exercisable at 1¢ expiring 11 December 2023 to employees
pursuant to the Employee Securities Incentive Plan (ESIP). The ESIP was approved by shareholders on 11 November 2019.
Extraordinary General Meetings
The Company held a general meeting of shareholders on 19 August 2020 (August 2020 EGM) where all resolutions put to
shareholders were decided by way of a poll.
The Company held a general meeting of shareholders on 22 June 2021 (June 2021 EGM) where all resolutions put to shareholders
were decided by way of a poll.
Annual General Meeting
The Company held its annual general meeting of shareholders on 15 November 2020 (AGM) where all resolutions put to shareholders
were decided by way of a poll.
Change of Registered Address
On 4 June 2021, the Company’s registered address changed to:
Arrow Minerals Limited
Suite 5, 63 Hay Street
Subiaco, WA 6008
CHANGES IN CAPITAL STRUCTURE
Movements in the securities of the Company during the year ended 30 June 2021 is summarised as follows:
Shares
During the year, the Company issued the following ordinary shares:
▪
▪
137,303,518 shares issued pursuant to Placement A (being Tranche 2 of the Placement A Shares)
500,000,000 shares issued pursuant to Placement B (being Tranche 1 and Tranche 2 of the Placement B Shares)
During the year, the following shares were cancelled:
▪
▪
3,081,250 shares previously issued under the ESP were bought back for no consideration on 17 September 2020
2,256,250 shares previously issued under the ESP were bought back for no consideration on 13 January 2021
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Annual Report 30 June 2021
Convertible Notes
During the year, the Company issued 1,000,000 Convertible Notes.
Unlisted Options
During the year, the Company issued the following unlisted options:
▪
3,550,000 unlisted options with an exercise price of $0.01 expiring 11 December 2023 were issued to employees pursuant
to the ESIP.
On 31 March 2021, a total of 700,000 unlisted options with an exercise price of $0.01 expiring 11 December 2023 lapsed.
No unlisted options were exercised during the year.
Performance Rights
There were no movements in performance rights during the year.
Shares Released from Escrow
On 26 August 2020, 72,713,550 Shares were released from escrow. These shares, which were issued to the majority vendors of
Boromo Gold Ltd (as acquired 26 August 2019), were subject to 12 months escrow pursuant to the share sale agreements entered
into by those vendors.
Securities on Issue at Date of this Report
The capital structure of Arrow, as at date of this report is set out below:
Quoted Securities
Ordinary shares on issue (ASX:AMD)
Unquoted Securities
Options exercisable at 2.0¢ on or before 22/08/2022
Options exercisable at 1.45¢ on or before 22/08/2023
Options exercisable at 1.25¢ on or before 15/10/2022
Options exercisable at 1.00¢ on or before 11/12/20232
Class B Performance Rights subject to performance conditions expiring on 26/08/20223
Class C Performance Rights subject to performance conditions expiring on 26/08/20234
Convertible Notes
1 Includes 13,200,000 shares under restriction pursuant to the ESP
2 Pursuant to ESIP
1,826,131,7601
120,150,000
37,500,000
10,000,000
2,850,000
69,682,290
69,682,300
1,000,000
3 Class B Performance Rights Milestone: Announcement by Arrow of a JORC 2012 compliant Inferred, Indicated and Measured
Resource collectively of at least 500,000oz of gold located on the Tenements on or before the date that is 3 years after Settlement.
4 Class C Performance Rights Milestone: Announcement by Arrow of a JORC 2012 compliant Inferred, Indicated and Measured
Resource collectively of at least 1,000,000oz of gold located on the Tenements on or before the date that is 4 years after Settlement.
PRINCIPAL ACTIVITIES
The principal activity of the Group during the year was mineral exploration in Burkina Faso and Western Australia. There were no
significant changes in the nature of the Group’s principal activities during the year.
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Annual Report 30 June 2021
SIGNFICANT CHANGES IN STATE OF AFFAIRS
There have been no changes in the state of affairs of the Group other than those disclosed in the review of operations.
RESULTS OF OPERATIONS
The net loss after tax for the year ended 30 June 2021 was $2,678,461 (2020: Loss of $6,993,446).
SUMMARY OF FINANCIAL POSITION
At 30 June 2021, the Group’s cash reserves were $3,283,858 (2020: $1,485,933). The increase in cash was due to fundraising activities
of $4,668,090 net of costs during the year (2020: $3,731,045) partially offset by exploration expenditure of $1,997,126 (2020:
$2,020,275). Net assets of the Group as at 30 June 2021 were $11,551,110 (2020: $10,608,580).
ENVIRONMENTAL ISSUES
The Group is subject to and compliant with all aspects of environmental regulation of its exploration activities. The Directors are
not aware of any environmental law that is not being complied with.
FUTURE DEVELOPMENTS
-
-
The Group continues to explore its gold Projects in Burkina Faso with an emphasis on its flagship Vranso Project and will also
advance its copper-gold project in Western Australia; and
The Group continues to review new project venture opportunities which are consistent with its strategy of discovering economic
mineral deposits.
SUBSEQUENT EVENTS
Director Appointment
On 5 July 2021, Mr Hugh Bresser was appointed as an Executive Director and serves the Company in the role of Technical Director.
Malinda Lithium Project
As announced on 23 August 2021, the Company signed a binding term sheet that sets out terms for an earn-in agreement with
Electrostate Pty Ltd (Electrostate) wherein Electrostate may earn up to 85% of Arrow’s Malinda lithium project in Western Australia.
Employee Share Plan
On 30 July 2021, the Company bought back, for no consideration, 6,250,000 shares previously issued under the ESP.
No other matters or circumstances have arisen since 30 June 2021 which significantly affected or may significantly affect the
operations of the Group, the results of those operations, or the state of affairs of the Group in future financial years.
DIVIDENDS PAID OR RECOMMENDED
The Directors do not recommend the payment of a dividend and no amount has been paid or declared by way of a dividend to the
date of this report.
REMUNERATION REPORT (AUDITED)
Remuneration of Directors and executives is referred to as compensation throughout this report. The term ‘key management
personnel’ refers to those persons having authority and responsibility for planning, directing and controlling the activities of the
Group including Directors of the Company and other executives.
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Annual Report 30 June 2021
The following were key management personnel of the Group at any time during the current financial year and have been in office
for the entire period unless indicated otherwise:
Dr Frazer Tabeart
Mr Howard Golden
Mr Thomas McKeith
Ms Jenine Owen
Non-Executive Chairman
Managing Director
Non-Executive Director
Chief Financial Officer (resigned 31 March 2021)
Compensation levels for Directors and key management personnel of the Group are competitively set to attract and retain
appropriately qualified and experienced directors and executives.
The Board is responsible for compensation policies and practices. The Board, where appropriate, seeks independent advice on
remuneration policies and practices, including compensation packages and terms of employment. No independent advice was
obtained during the year ended 30 June 2021 to provide recommendations in respect of remuneration.
The compensation structures explained below are designed to attract suitably qualified candidates, reward the achievement of
strategic objectives, and achieve the broader outcome of creation of value for shareholders. The compensation structures take into
account a number of factors, including length of service, particular experience of the individual concerned, and overall performance
of the Group.
Remuneration
Details of the remuneration of the key management personnel of the Group are set out in the following table. Currently, Directors
are responsible for the management of the Group.
30 June 2021 Short-term
Post
Long Service
Equity settled
Total
Performance-
Benefits
Employment
Leave ($)
share-based
($)
related rem. (%)
Salary & Fees ($)
Benefits ($)
payments ($)
H Golden
F Tabeart1
T McKeith
J Owen2
Total
250,000
23,750
19,231
48,000
36,000
57,500
-
3,420
5,463
391,500
32,633
-
-
6,893
26,124
4,374
692
1,093
1,093
7,252
297,355
48,692
40,513
70,949
457,509
1 Director fees for Dr Frazer Tabeart were paid Geogen Consulting Pty Ltd, a related entity of Dr Frazer Tabeart.
2 Ms Owen resigned as Chief Financial Offer on 31 March 2021.
1%
1%
3%
2%
2%
30 June 2020 Short-term
Post
Long Service
Equity settled
Total
Performance-
Benefits
Employment
Leave ($)
share-based
($)
related rem. (%)
Salary & Fees ($)
Benefits ($)
payments ($)
H Golden1
S Michael2
F Tabeart3
T McKeith4
M Ball5
N Ong6
M Foy7
J Owen
Total
191,667
106,667
36,000
21,581
21,581
17,516
17,438
131,000
543,450
15,833
274,177
-
2,050
2,050
-
56,617
12,445
-
40,754
-
-
-
-
9,491
-
32,866
14,789
9,439
8,216
8,216
1,223
6,333
8,885
240,366
436,387
45,439
31,847
31,847
18,739
89,879
152,330
363,172
50,245
89,967
1,046,834
14%
3%
21%
26%
26%
7%
7%
6%
9%
21
Annual Report 30 June 2021
1 Includes $25,000 sign on bonus on 26 August 2019 which was not subject to statutory superannuation.
2 The role of managing director performed by Mr Michael was made redundant on 31 August 2019. Salary includes a bona fide redundancy
payment of $258,927 excluding Long Service Leave of $40,754 paid. Mr Michael served as a Director until his resignation on 5 February
2020. After his resignation as Executive Director, Mr Michael received a further $15,000 in corporate relations fees, paid to Chasing Summer
Pty Ltd, a related entity of Mr Michael.
3 Director fees for Dr Frazer Tabeart were paid Geogen Consulting Pty Ltd, a related entity of Dr Frazer Tabeart.
4 Mr McKeith was appointed as a Director on 26 August 2019.
5 Mr Ball was appointed as a Director on 26 August 2019 and resigned 31 March 2020.
6 Director fees for Mr Nicholas Ong were paid to Minerva Corporate Pty Ltd, a related entity of Mr Nicholas Ong. Salary includes an ex-
gratia payment of $12,000. Mr Ong resigned as a Director on 26 August 2019.
7 The role performed by Mr Foy was made redundant on 31 August 2019. Salary includes a bona fide redundancy payment of $56,617
excluding Long Service Leave of $9,491 paid.
Share Based Remuneration
Options
On 11 November 2019, shareholder approval was received for the adoption of an Employee Securities Incentive Plan (ESIP). During
the year, a total of 700,000 unlisted options exercisable at $0.01 expiring 11 December 2023 (ESIP Options) were issued to Ms Jenine
Owen, and subsequently lapsed upon cessation of employment on 31 March 2021.
No options were granted to Directors for remuneration during the financial year and there were no outstanding options over
ordinary shares held by Directors at 30 June 2021.
Shares
On 17 April 2014, shareholder approval was received for the adoption of an Employee Share Plan (ESP or Plan). The Plan was
renewed following receipt of shareholder approval at the 22 November 2017 annual general meeting. The renewal period of the
Plan was for three (3) years.
The objective of the ESP is to attract directors with suitable qualifications, skills and experience to plan, carry out and evaluate the
Group’s Strategy and to motivate and retain those directors.
A material feature of the Plan is the issue of shares pursuant to the Plan may be undertaken by way of provision of a limited-
recourse, interest free loan to be used for the purposes of subscribing for the shares. The term of each loan will be 3 years from
the date of issue of the shares, subject to earlier repayment in accordance with the terms of the Plan (e.g. ceasing to be an employee
of the Group or an event of insolvency).
The shares issued to the Eligible Participants will be fully paid ordinary shares in the capital of the Company issued on the same
terms and conditions as the Company’s existing shares, other than being subject to a holding lock until such time as the respective
restriction conditions have been satisfied, including the completion of any restriction period, and any Loan has been extinguished
or repaid under the terms of the Plan.
Although these are shares for legal and taxation purposes, Accounting Standards require they be treated as options for accounting
purposes. On the basis that the shares can be returned by the employee at any time with no consequence, Accounting Standards
require that the issue of the shares is treated as an ‘option’ for accounting purposes.
See note 21 for further details.
22
Annual Report 30 June 2021
ESP Terms and Conditions
Participants in the ESP may be directors of the Company or any of its subsidiaries or any other related body corporate of the
Company.
Issue price: The issue price of each share will be a 1% discount to the volume weighted average of the Company’s shares over the
5 days of trading on the ASX immediately prior to the issue of the Plan shares, or such other price as the Board determines.
Restriction Conditions: Shares may be subject to restriction conditions relating to milestones (such as a period of employment) or
escrow restrictions that must be satisfied before the shares can be sold, transferred, or encumbered. Shares cannot be sold,
transferred or encumbered until any loan in relation to the shares has been repaid or otherwise discharged under the Plan.
Extension of Escrow Condition: If an Eligible Participant ceases to be an Eligible Participant as a result of an occurrence other than
certain bad leaver occurrences prior to the satisfaction of all Restriction Conditions, the escrow restriction applied under the Escrow
Condition in relation to the Plan shares held by the Participant will be extended by 6 months.
Where a Milestone Condition in relation to Shares is not satisfied by the due date, or becomes incapable of satisfaction in the
opinion of the Board, the Company may, unless the Milestone Condition is waived by the Board, either:
(i)
buy back and cancel the relevant Shares within 12 months of the date the restriction condition was not satisfied or was waived
(or became incapable of satisfaction) under Part 2J.1 of the Corporations Act 2001 in consideration for the cancellation of any
Loan granted;
(ii)
cancel the relevant Shares within 12 months of the date the restriction condition was not satisfied or was waived (or became
incapable of satisfaction) under Part 2J.1 of the Corporations Act 2001 in consideration for the cancellation of any Loan granted;
or
(iii)
in the event that such a buy-back or cancellation of shares cannot occur, require the Participant to sell the shares as soon as
reasonably practicable either on the ASX and give the Company the sale proceeds (Sale Proceeds), which the Company will
apply in the following priority:
a)
first, to pay the Company any outstanding Loan Amount (if any) in relation to the shares and the Company’s
reasonable costs in selling the shares;
b)
second, to the extent the Sale Proceeds are sufficient, to repay the Participant any cash consideration paid by the
Participant or Loan Amount repayments (including any cash dividends applied to the Loan Amount) made by or on
behalf of the Participant; and
c)
lastly, any remainder to the Company to cover its costs of managing the Plan.
Restriction on transfer: Other than as specified in the Plan, Participants may not sell or otherwise deal with a share until the Loan
Amount in respect of that share has been repaid and any restriction conditions in relation to the shares have been satisfied or
waived. The Company is authorised to impose a holding lock on the Shares to implement this restriction.
For details of ESP shares issued in the previous financial year refer to the remuneration report of the 2020 Annual Report. A
summary of the ESP was set out in the Notice of General Meeting held 15 August 2019.
There were no new shares granted pursuant to the ESP during the year ended 30 June 2021.
23
Annual Report 30 June 2021
ESP Share Holdings
The number of shares held under the Company’s ESP during the financial year by each director of Arrow and any other key management personnel of the Group, including their personally
related parties, are set out below:
30 June 2021
Opening Balance
Awarded1
Vested
Lapsed2
Net change other
Closing balance
No.
No.
No.
No.
No.
No.
No.
No.
Vested
Unvested
H Golden
Managing Director
1,500,000
4,500,000
F Tabeart
Non-Exec. Chairman
1,046,875
1,209,375
T McKeith
Non-Exec. Director
375,000
1,125,000
J Owen
Chief Financial Officer
675,000
1,125,000
Total
3,596,875
7,959,375
3,000,000
-
750,000
(356,250)
3,000,000
750,000
-
-
-
-
-
(1,800,000)3
Vested
Unvested
4,500,000
1,525,000
1,125,000
-
1,500,000
375,000
375,000
-
7,500,000
(356,250)
(1,800,000)
7,150,000
2,250,000
-
-
-
-
-
30 June 2020
Opening Balance
Awarded1
Vested
Lapsed2
Net change other
Closing balance
No.
No.
No.
No.
No.
No.
No.
No.
Vested
Unvested
H Golden
Managing Director
-
-
6,000,000
1,500,000
-
F Tabeart
Non-Exec. Chairman
1,049,554
478,125
T McKeith
Non-Exec. Director
-
-
J Owen
M Ball
Chief Financial Officer
75,000
225,000
Non-Exec. Director
-
-
1,500,000
1,500,000
1,500,000
1,500,000
675,000
375,000
600,000
375,000
(771,429)
-
-
-
S Michael
MD & CEO
3,735,714
3,450,000
750,000
3,187,500
(1,285,714)
Non-Exec. Director
Company Secretary
1,143,304
1,076,787
384,375
712,500
-
750,000
100,000
787,500
(771,429)
(514,287)
Vested
Unvested
1,500,000
1,046,875
375,000
675,000
4,500,000
1,209,375
1,125,000
1,125,000
-
-
-
-
(1,500,000)4
(6,650,000)5
(756,250)6
(2,025,000)7
-
-
-
-
-
-
-
-
7,080,359
5,250,000
13,500,000
7,600,000
(3,342,859)
(10,931,250)
3,596,875
7,959,375
N Ong
M Foy
Total
1 Awarded subject to meeting vesting conditions.
5 Upon resignation on 5 February 2020, Mr Michael held 6,650,000 ESP shares.
2 Cancellation of ESP Shares following expiration of term.
6 Upon resignation on 26 August 2019, Mr Ong held 756,250 ESP shares.
3 Upon resignation on 31 March 2021, Mr Owen held 1,800,000 ESP shares.
7 Upon resignation on 10 December 2019, Mr Foy held 2,025,000 ESP shares.
4 Upon resignation on 31 March 2020, Mr Ball held 1,500,000 ESP shares.
24
Annual Report 30 June 2021
Share holdings (excluding ESP share holdings)
The number of ordinary shares in the Company held during the financial year (excluding ESP share holdings) by each
director of Arrow and any other key management personnel of the Group, including their personally related parties,
are set out below:
30 June 2021
Opening
Granted as
Net change
Closing balance
Balance
remuneration
No.
No.
H Golden Managing Director
4,000,000
F Tabeart Non-Exec. Chairman
-
T McKeith Non-Exec. Director
147,333,340
J Owen
CFO
Total
-
151,333,340
-
-
-
-
-
other
No.
1,333,3331
2,166,6672
6,001,3333
-4
No.
5,333,333
2,166,667
153,334,67311
-
9,501,333
160,834,673
30 June 2020
Opening
Granted as
Net change
Closing balance
Balance
remuneration1
No.
No.
other
No.
No.
H Golden Managing Director
F Tabeart Non-Exec. Chairman
T McKeith Non-Exec. Director
J Owen
CFO
M Ball
Non-Exec. Director
S Michael MD & CEO
N Ong
Non-Exec. Director
M Foy
Company Secretary
Total
-
-
-
-
-
1,751,428
78,571
581,965
2,411,964
-
-
-
-
-
-
-
-
-
4,000,0005
4,000,000
-
-
147,333,3406
147,333,340
-
-7
(1,751,428)8
(78,571)9
(581,965)10
-
-
-
-
-
148,921,376
151,333,340
1 Participation in Placement B to acquire 1,333,333 shares at 0.6¢ each.
2 Participation in Placement B to acquire 2,166,667 shares at 0.6¢ each.
3 Participation in Placement B to acquire 6,001,333 shares at 0.6¢ each.
4 Upon resignation on 31 March 2021, Ms Owen held nil shares.
5 Comprising:
― Participation in Placement A to acquire 1,000,000 shares at 1.0¢ each.
― Participation in Placement B to acquire 3,000,000 shares at 0.5¢ each.
6 Comprising:
― Upon appointment as a director on 26 August 2019:
o
o
6,166,670 shares held by Thomas McKeith (as trustee for a family trust and superannuation fund) (being
shares acquired in the Company as part of the Boromo Acquisition); and
61,484,380 shares held indirectly by GenGold Resource Capital Pty Ltd (GenGold), a company which Mr
McKeith holds a significant shareholder interest, and is a director of (being shares acquired in the
Company as part of the Boromo Acquisition).
― Acquisition of 69,682,290 shares by GenGold upon conversion of 69,682,290 Performance Rights (Class A).
― Participation in Placement B to acquire 10,000,000 shares at 0.5¢ each.
7 Comprising:
― Upon appointment as a director on 26 August 2019, Mr Ball held 416,667 shares (being shares acquired in the
Company as part of the Boromo Acquisition).
― Upon his resignation on 31 March 2020, Mr Ball directly and indirectly held 416,667 shares.
8 Upon resignation on 5 February 2020, Mr Michael directly and indirectly held 1,751,428 shares.
9 Upon resignation on 26 August 2019, Mr Ong held 78,571 shares.
10 Upon resignation on 10 December 2019, Mr Foy held 581,965 shares.
25
Annual Report 30 June 2021
11 Mr Thomas McKeith’s interest in shares at 30 June 2021 comprises:
― 22,168,003 shares held directly; and
― 131,166,670 shares held indirectly by GenGold (as detailed above).
Option holdings
The number of options in the Company held during the financial period by each director of Arrow and any other key
management personnel of the Group, including their personally related parties, are set out below:
30 June 2021
Opening
Granted as
Options
Net change
Balance
remuneration
exercised
No.
No.
H Golden MD
F Tabeart Non-Exec. Chairman
No.
500,000
-
T McKeith Non-Exec. Director
1,000,000
-
-
-
J Owen
CFO
Total
-
1,500,000
700,000
700,000
other
No.
-
-
-
Closing
balance
No.
500,000
-
1,000,000
(700,000)1
-
(700,000)
1,500,000
-
-
-
-
-
30 June 2020
Opening
Granted as
Options
Net change
Closing
Balance
remuneration
exercised
other
balance
H Golden MD
No.
-
F Tabeart Non-Exec. Chairman
375,000
T McKeith Non-Exec. Director
J Owen
CFO
M Ball
Non-Exec. Director
S Michael MD & CEO
N Ong
Non-Exec. Director
M Foy
Company Secretary
Total
-
-
-
653,572
298,215
693,407
2,020,194
No.
No.
No.
No.
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
500,0002
500,000
(375,000)3
-
1,000,0002
1,000,000
-
-
(653,572)3
(298,215)4
(693,407) 3
-
-
-
-
-
(520,194)
1,500,000
1 Unlisted options with an exercise price of $0.01 expiring 11 December 2023 lapsed upon cessation of employment of Ms
Owen on 31 March 2021 pursuant to the terms of the Company’s ESIP.
2 Unlisted options with an exercise price of $0.02 expiring 22 August 2022 acquired pursuant to participation in Placement
A.
3 Listed options expired 31 December 2019.
4 Upon his resignation on 26 August 2019, Mr Ong held 298,215 options.
Performance Rights holdings
The number of Performance Rights in the Company held during the financial period by any relevant director of Arrow
and any other key management personnel of the Group, including their personally related parties, are set out below:
30 June 2021
Opening
Granted as
Conversion to
Net change
Balance
remuneration
No.
No.
shares
No.
T McKeith
Non-Exec.
139,364,590
Director
Total
139,364,590
-
-
-
-
other
No.
-
-
Closing
balance
No.
139,364,590
139,364,590
26
Annual Report 30 June 2021
30 June 2020
Opening
Granted as
Conversion to
Net change
Balance
remuneration
No.
No.
shares
No.
other
No.
Closing
balance
No.
T McKeith
Non-Exec.
Director
Total
-
-
-
-
(69,682,290)2
209,046,8801
139,364,590
(69,682,290)
209,046,880
139,364,590
1 Upon appointment of Mr McKeith as a director on 26 August 2019, GenGold held 209,046,880 Performance Rights in the
Company.
2 On 30 December 2019, the performance hurdle in respect of Class A Performance Rights was satisfied, resulting in the
conversion of and issue of 69,682,290 shares to GenGold.
Non-Executive Director Fees
Total remuneration for all Non-Executive Directors, is not to exceed $250,000 per annum as approved by shareholders.
This does not include Consulting Fees.
Non-Executive Directors receive a fixed base fee for their services of $36,000 per annum (excl. GST, excl. share-based
payments) for services performed. Non-executive Directors’ fees and payments are reviewed annually by the Board.
There are no termination or retirement benefits for Non-Executive Directors (other than statutory superannuation
where applicable).
Service Agreements
The Company had service agreements with the following key management personnel during the year:
Current key management personnel:
Howard Golden – Managing Director
Mr Golden’s appointment is engaged under an employment contract for an indefinite term subject to specified
termination provisions. If the Company wishes to terminate the contract, other than if Mr Golden commits any act of
serious misconduct, the Company is obliged to give three months’ written notice or pay out three months’ of annual
salary and pay a termination payment equivalent to three months’ annual salary. If Mr Golden wishes to terminate
the contract he must provide three months’ notice. His remuneration package comprises an annual salary of $250,000
per annum plus statutory superannuation contributions.
Effective from 1 July 2021, Mr Golden’s annual remuneration package was revised to $275,000 plus superannuation.
Frazer Tabeart – Non-executive Chairman
Dr Tabeart’s remuneration for services as Non-Executive Chairman is $48,000 per annum, via a consulting agreement
with Geogen Consulting Pty Ltd. No additional fees were paid to director-related entity Geogen Consulting Pty Ltd
for consulting services.
Thomas McKeith – Non-Executive Director
Mr McKeith is entitled to $36,000 per annum plus statutory superannuation contributions in remuneration for his
services as a Non-Executive Director. This remuneration is subject to annual review by the Board.
27
Annual Report 30 June 2021
Former key management personnel:
Jenine Owen – Chief Financial Officer
During the period Ms Owen was entitled to receive a salary of $150,000 per annum plus superannuation pro rata
based on FTE. Ms Owen was employed at a 1.0 FTE in July 2020, 0.6 FTE from August to September 2020, and 0.4
FTE from October to March 2021. Ms Owen resigned on 31 March 2021.
Other Transactions with key management personnel
The Company entered into a service agreement with Mitchell River Group Pty Ltd effective 6 July 2016 for the provision
of exploration database management services. Mitchell River Group Pty Ltd is a related party of Director Dr Tabeart.
During the year, an amount of $22,665 (2020: $14,229) was paid or payable in relation to these services. An amount
of $682 (2020: nil) is payable at year end.
The Company entered into a service agreement with GenGold Resources Capital Pty Ltd (GenGold) effective 1
September 2019 for the hire of minor exploration equipment. Mr McKeith is a related party of GenGold. During the
year, an amount of $9,000 (2020: $6,750) was paid or payable in relation to this equipment. An amount of $750
(2020: $750) is payable at year end.
Transactions between related parties are on normal commercial terms and conditions no more favourable than those
available to other parties.
Other Financial Information
The following table shows the Group’s financial results for the last five financial years, as well as the share prices at
the end of the respective financial years.
2021
2020
2019
2018
2017
Net loss before tax ($)
2,678,461
6,993,446
3,909,752
685,532
887,642
Net loss after tax ($)
2,678,461
6,993,446
3,909,752
550,628
887,642
Share price at start of year (cents)
Share price at end of year (cents)
0.7
0.6
1.1
0.7
2.5
1.1
2.6
2.5
0.3
2.61
Basic and diluted loss per share (cents)
0.197
0.857
1.256
0.270
0.867
1 Note that on 13 April 2017 there was a 1 for 35 share consolidation.
Adoption of Remuneration Report by Shareholders
The adoption of the Remuneration Report for the financial year ended 30 June 2020 was put to the shareholders of
the Company at the Annual General Meeting held 19 November 2020. The resolution was passed and decided by
way of poll (98.5% in favour). The Company did not receive any specific feedback at the AGM or throughout the year
on its remuneration practices.
End of Remuneration Report
28
Annual Report 30 June 2021
Directors’ Interests in the Shares and Options of the Company
As at the date of this report, the relevant direct and indirect interest of each director in the shares and options of
Arrow were:
F Tabeart
H Golden
T McKeith1
Ordinary shares
Ordinary shares
Unlisted
Performance
(non-ESP shares)
(ESP shares)
Options
No.
2,166,667
5,333,333
No.
1,900,000
No.
-
6,000,000
500,000
Rights
No.
-
-
153,334,673
1,500,000
1,000,000
139,364,590
1 Mr McKeith is a director of GenGold Resource Capital Pty Ltd which owns 131,666,670 ordinary shares and 139,364,590
Performance Rights.
Shares under Options
No options were exercised during the 2021 financial year and no shares have been issued from the exercise of options
since year-end to the date of this report. No person entitled to exercise any option has or had, by virtue of the
option, a right to participate in any share issue of any other body corporate. The names of all holders of options are
entered into the Company’s register, inspection of which may be made free of charge.
The following unlisted options over ordinary shares of the Company existed at 30 June 2021:
Expiry Date
22 August 2022
15 October 2022
22 August 2023
11 December 2023
Performance rights
No.
Exercise Price
120,150,000
10,000,000
37,500,000
2,850,000
170,500,000
2.0¢
1.25¢
1.45¢
1.00¢
The following performance rights existed at 30 June 2021:
Class B Performance Rights subject to performance conditions expiring on 26/08/2022
Class C Performance Rights subject to performance conditions expiring on 26/08/2023
No.
69,682,290
69,682,300
MEETINGS OF DIRECTORS
The following table sets out the number of Directors’ meetings held during the year and the number of meetings
attended by each Director.
Board
Audit Committee
Risk Committee
Eligible
Attended
Eligible
Attended
Eligible
Attended
F Tabeart
H Golden
T McKeith
6
6
6
6
6
6
2
2
2
2
2
2
3
3
3
3
3
3
29
Annual Report 30 June 2021
INDEMNIFICATION OF AUDITORS AND OFFICERS
During the year, the Company paid an insurance premium to insure certain officers of the Company. The officers of
the Company covered by the insurance policy include the Directors named in this report.
The Directors’ and Officers’ Liability Insurance provides cover against all costs and expenses that may be incurred in
defending civil or criminal proceedings that fall within the scope of the indemnity and that may be brought against
the officers in their capacity as officers of the Company or a related body corporate.
The insurance policy does not contain details of the premium paid in respect of individual officers of the Company.
Disclosure of the nature of the liability cover and the premium paid is subject to a confidentiality clause under the
insurance policy.
The Company has entered into an agreement with the Directors and certain Officers to indemnify these individuals
against any claims and related expenses which arise as a result of work completed in their respective capabilities.
The Company nor any of its related bodies corporate have provided any insurance for any auditor of the Company
or a related body corporate.
NON-AUDIT SERVICES
The Company may decide to employ the auditor on assignments additional to their statutory audit duties where the
auditor’s expertise and experience with the Company and/or Group are important.
Details of the amount paid or payable to the auditor (Pitchers Partners BA&A Pty Ltd) or its associates for the audit
and non-audit services provided during the year are set out in note 26 to this report.
The Directors are satisfied that the provision of the non-audit services during the year by the auditor is compatible
with the general standard of independence for auditors imposed by the Corporations Act 2001. The Directors are
satisfied that the services disclosed below did not compromise the external auditor’s independence for the following
reasons:
-
-
All non-audit services are reviewed and approved by the audit committee prior to commencement to ensure
they do not adversely affect the integrity and objectivity of the auditor; and
The nature of the services provided does not compromise the general principles relating to auditor independence
in accordance with APES 110: Code of Ethics for Professional Accountants (including Independence Standards).
ROUNDING OF AMOUNTS
In accordance with ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191, the amounts
in the Directors’ report and in the financial report have been rounded to the nearest dollar.
AUDITOR INDEPENDENCE
The auditor’s independence declaration for the year ended 30 June 2021 has been received and is included on page
33 of the financial report.
30
Annual Report 30 June 2021
PROCEEDINGS ON BEHALF OF THE GROUP
No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings
on behalf of the Group, or to intervene in any proceedings to which the Group is a party, for the purpose of taking
responsibility on behalf of the Group for all or part of those proceedings.
No proceedings have been brought or intervened in on behalf of the Group with leave of the Court under section
237 of the Corporations Act 2001.
Signed in accordance with a resolution of the Directors
Howard Golden
Managing Director
Perth, 22 September 2021
31
Annual Report 30 June 2021
CORPORATE GOVERNANCE STATEMENT
The Board of Arrow is responsible for the corporate governance of the consolidated entity. The Board guides and
monitors the business and affairs of Arrow on behalf of the shareholders by whom they are elected and to whom
they are accountable.
Arrow’s corporate governance practices were in place throughout the year ended 30 June 2021 and were compliant
with the ASX Governing Council’s best practice recommendations, unless otherwise stated. Information on Corporate
Governance is available on the Company’s website at: https://arrowminerals.com.au/corporate-governance/
32
AUDITOR'S INDEPENDENCE DECLARATION
TO THE DIRECTORS OF ARROW MINERALS LIMITED AND ITS CONTROLLED
ENTITIES
In relation to the independent audit for the year ended 30 June 2021, to the best of my
knowledge and belief there have been:
(i)
(ii)
No contraventions of the auditor independence requirements of the
Corporations Act 2001; and
no contraventions of APES 110 Code of Ethics for Professional
Accountants (including Independence Standards).
This declaration is in respect of Arrow Minerals Limited and the entities it controlled during the
period.
PITCHER PARTNERS BA&A PTY LTD
J C PALMER
Executive Director
Perth, 22 September 2021
33
Pitcher Partners BA&A Pty LtdAn independent Western Australian Company ABN 76 601 361 095.Level 11, 12-14 The Esplanade, Perth WA 6000Registered Audit Company Number 467435.Liability limited by a scheme under Professional Standards Legislation.Adelaide Brisbane Melbourne Newcastle Perth SydneyPitcher Partners is an association of independent firms. Pitcher Partners is a member of the global network of Baker Tilly International Limited, the members of which are separate and independent legal entities.
Annual Report 30 June 2021
CONSOLIDATED STATEMENT OF
COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2021
Continuing Operations
Income
Net gain/(loss) on financial assets/liabilities measured at fair
value through profit or loss
Loss on sale of property, plant and equipment
Employee benefits expenses
Occupancy costs
Amortisation of right of use assets
Exploration expenditure
Impairment of exploration and evaluation assets
Finance costs
Depreciation
Share-based payment expense
Administration and other expenses
Note
30 June 2021
30 June 2020
$
$
2(a)
539,928
611,592
(112,288)
-
(98,939)
(3,651)
2(b)
(454,386)
(868,388)
(28,147)
(69,784)
-
(64,189)
(78,247)
(55,137)
(1,573,498)
(5,373,200)
(145,488)
(68,648)
(10,377)
(755,773)
(15,523)
(71,719)
(400,274)
(575,771)
9(a)
2(c)
21(a)
2(d)
Loss before tax from operations
(2,678,461)
(6,993,446)
Income tax expense
3(a)
-
-
Loss after tax from operations
(2,678,461)
(6,993,446)
Other comprehensive income/(loss)
Items that may be classified subsequently to profit or loss
Movement in foreign currently translation reserve
Other comprehensive income/(loss) for the year
927
927
(6,391)
(6,391)
Total comprehensive loss for the year attributable to
members of the Company
(2,677,534)
(6,999,837)
Loss per share for the period attributable to the members
of Arrow Minerals Ltd
Basic loss per share (cents per share)
Diluted loss per share (cents per share)
17
17
(0.197)
(0.197)
(0.857)
(0.857)
The above Consolidated Statement of Comprehensive Income should be read in conjunction with the accompanying
notes.
34
Annual Report 30 June 2021
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2021
Note
30 June 2021
30 June 2020
$
$
CURRENT ASSETS
Cash and cash equivalents
Financial assets
Trade and other receivables
Prepayments
TOTAL CURRENT ASSETS
NON-CURRENT ASSETS
Exploration and evaluation assets
Right of use assets
Property, plant and equipment
TOTAL NON-CURRENT ASSETS
TOTAL ASSETS
CURRENT LIABILITIES
Trade and other payables
Right of use lease liabilities
Interest bearing liabilities
TOTAL CURRENT LIABILITIES
NON-CURRENT LIABILITIES
Right of use lease liabilities
Other financial liabilities
TOTAL NON-CURRENT LIABILITIES
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued capital
Reserves
Accumulated losses
TOTAL EQUITY
4
5
6
7
9
8
10
11
12
13
12
14
15
16
3,283,858
1,485,933
-
71,786
40,594
324,714
37,144
354,319
3,396,238
2,202,110
9,799,067
8,865,472
43,233
61,272
68,568
66,498
9,903,572
9,000,538
13,299,810
11,202,648
506,460
13,666
-
331,978
82,428
33,329
520,126
447,735
29,675
1,198,899
1,228,574
-
146,333
146,333
1,748,700
594,068
11,551,110
10,608,580
45,957,349
42,347,662
2,884,981
2,873,677
(37,291,220)
(34,612,759)
11,551,110
10,608,580
The above Consolidated Statement of Financial Position should be read in conjunction with the accompanying
notes.
35
Annual Report 30 June 2021
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2021
Cash Flows from Operating Activities
Payments to suppliers and employees
Interest income received
Government stimulus
Note
30 June 2021
30 June 2020
$
$
(1,434,749)
(1,639,250)
1,753
50,000
2,974
39,003
Net cash used in operating activities
4(a)
(1,382,996)
(1,597,273)
Cash Flows from Investing Activities
Proceeds from the sale of tenements
Proceeds from sale of financial assets
Payment for exploration and evaluation activities
Purchase of property plant and equipment
Proceeds from sale of property, plant and equipment
Net cash used in investing activities
Cash Flows from Financing Activities
Proceeds from issue of shares
Capital raising transaction costs
Proceeds from convertible notes
Convertible notes transaction costs
Principal payments on lease liabilities
Principal payments on chattel mortgages
Interest paid on convertible notes
Interest paid on chattel mortgages
Net cash from financing activities
Net increase in cash and cash equivalents
Effect of exchange rate movements
Cash and cash equivalents at the beginning of the year
40,000
719,155
227,760
457,322
(1,997,126)
(2,020,275)
(63,422)
-
-
110,454
(1,301,393)
(1,224,739)
3,823,821
(95,731)
1,000,000
(60,000)
(70,975)
(33,329)
(80,000)
(1,714)
3,910,764
(179,719)
-
-
(76,948)
(88,426)
-
(4,703)
4,482,072
3,560,968
1,797,683
242
1,485,933
738,956
(6,391)
753,368
Cash and cash equivalents at end of year
4
3,283,858
1,485,933
The above Consolidated Statement of Cash Flows should be read in conjunction with the accompanying notes.
36
Annual Report 30 June 2021
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2021
Issued
Capital
$
Share-Based
Payment
Reserve
(Shares)
$
Share-Based
Payment
Reserve
(Options)
$
Foreign
Currency
Translation
Reserve
$
Accumulated
Losses
Total
$
$
Balance at 1 July 2020
42,347,662
2,066,964
813,104
(6,391)
(34,612,759)
10,608,580
Loss after tax for the year
Other comprehensive loss
Total comprehensive loss for the
period
-
-
-
Issue of Shares (net of costs)
3,609,687
Issue of Options (net of costs)
Share-based payments
-
-
Total transactions with equity holders
3,609,687
-
-
-
-
-
4,567
4,567
-
-
-
-
5,810
-
5,810
-
927
(2,678,461)
-
(2,678,461)
927
927
(2,678,461)
(2,677,534)
-
-
-
-
-
-
-
-
3,609,687
5,810
4,567
3,620,064
Balance at 30 June 2021
45,957,349
2,071,531
818,914
(5,464)
(37,291,220)
11,551,110
Issued
Capital
$
Share-Based
Payment
Reserve
(Shares)
$
Share-Based
Payment
Reserve
(Options)
$
Foreign
Currency
Translation
Reserve
$
Accumulated
Losses
Total
$
$
Balance at 1 July 2019
35,136,180
1,957,057
522,738
-
(27,619,313)
9,996,662
Loss after tax for the year
Other comprehensive loss
Total comprehensive loss for the
period
-
-
-
Issue of Shares (net of costs)
7,211,482
Issue of Options (net of costs)
Share-based payments
-
-
Total transactions with equity holders
7,211,482
-
-
-
-
-
109,907
109,970
-
-
-
-
290,366
-
290,366
-
(6,391)
(6,993,446)
-
(6,993,446)
(6,391)
(6,391)
(6,993,446)
(6,999,837)
-
-
-
-
-
-
-
-
7,211,482
290,366
109,907
7,611,755
Balance at 30 June 2020
42,347,662
2,066,964
813,104
(6,391)
(34,612,759)
10,608,580
The above Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying
notes.
37
Annual Report 30 June 2021
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2021
1.
a)
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Preparation
Arrow Minerals Limited (the Company or Arrow) is a limited company incorporated in Australia. The consolidated
financial report of the Company for the year ended 30 June 2021 comprises the Company and its subsidiaries (together
referred to as the Group).
The financial report was authorised for issue by the Directors on 22 September 2021.
The nature of the operation and principal activities of the Group are described in the attached Directors’ Report.
The accounting policies set out below have been applied consistently to all periods presented in the consolidated
financial report and by all entities in the Group.
These are for-profit general purpose financial statements and have been prepared in accordance with Australian
Accounting Standards, other authoritative pronouncements of the Australian Accounting Standards Board, Australian
Accounting Interpretations and the Corporations Act 2001.
Compliance with IFRS
The consolidated financial statements of the Group also comply with International Financial Reporting Standards
(IFRS) as issued by the International Accounting Standards Board (IASB).
Basis of Preparation
Historical cost convention
These financial statements have been prepared on an accruals basis and are based on historical costs except where
stated otherwise in the notes. Cost is based on the fair values of the consideration given in exchange for assets.
b)
Going concern
The financial report has been prepared on a going concern basis which contemplates the continuity of normal business
activities and the realisation of assets and the settlement of liabilities in the normal course of business.
The Consolidated Statement of Comprehensive Income shows that the Group incurred a net loss of $2,678,461 during
the year ended 30 June 2021 (2020: Loss of $6,993,446). The Consolidated Statement of Financial Position shows that
the Group had cash and cash equivalents of $3,283,858 (2020: $1,485,933).
The ability of the Group to continue as a going concern is dependent on it being able to successfully raise further
debt or capital funding in the next 12 months, to pursue its current exploration strategy. Management will continue
to explore the tenements and the Directors are confident that the Group will be able to continue as a going concern
and meet its current liabilities as and when they fall due in the next 12 months. Specifically, the Directors’ conclusion
is supported by the following:
▪
Successful capital raisings during the 30 June 2021 financial year, totalling $3,823,821 (before costs) and a
further $1,000,000 (before costs) raised from the issue of the Convertible note;
▪
The ability to reduce exploration and evaluation expenditures accordingly should the need arise through
the ongoing closing monitoring of cash reserves; and
▪ No anticipated events of default from the Convertible note (on which there are no financial covenants –
refer note 14(a)) which has a maturity date of 26 August 2024, giving the Group time to pursue its strategy
of achieving exploration success from its tenement portfolio.
38
Annual Report 30 June 2021
On this basis no adjustments have been made to the financial report relating to the recoverability and classification
of the carrying amount of assets or the amount and classification of liabilities that might be necessary should the
Group not continue as a going concern. Accordingly, the financial report has been prepared on a going concern
basis.
Should the Group be unable to raise further debt or capital within the next 12 months with the initiatives detailed
above then there exists a significant uncertainty that the Group may in the future not be able to continue as a going
concern and may therefore be required to realise assets and extinguish liabilities other than in the ordinary course of
business with the amount realised being different from those shown in the financial statements.
c)
New standards, interpretations and amendments adopted by the Group
In the year ended 30 June 2021, the Directors have reviewed all the new and revised Standards and Interpretations
issued by the AASB that are relevant to the Group and effective for the year end reporting period beginning on or
after 1 July 2020.
As a result of this review, the Directors have applied all new and amended Standards and Interpretations that were
effective as at 1 July 2020 including:
Conceptual Framework for Financial Reporting and relevant amending standards
The Group has adopted the conceptual framework for financial reporting and relevant amending standards with the
date of initial application being 1 July 2020.
At 1 July 2020 it was determined that the adoption of the conceptual framework for financial reporting and relevant
amending standards had no impact on the Group.
AASB 2018-7 Definition of Material (Amendments to AASB 101 and AASB 108)
The Group has adopted AASB 2018-7 with the date of initial application being 1 July 2020.
This Standard amends AASB 101 Presentation of Financial Statements and AASB 108 Accounting Policies, Changes in
Accounting Estimates and Errors to align the definition of ‘material’ across the standards and to clarify certain aspects
of the definition. The amendments clarify that materiality will depend on the nature or magnitude of information. An
entity will need to assess whether the information, either individually or in combination with other information, is
material in the context of the financial statements. A misstatement of information is material if it could reasonably be
expected to influence decisions made by the primary users.
At 1 July 2020 it was determined that the adoption of AASB 2018-7 had no impact on the Group.
d)
New accounting standards and interpretations not yet effective
The Australian Accounting Standards Board (AASB) has issued a number of new and amended Accounting Standards
and Interpretations that have mandatory application dates for future reporting periods, some of which are relevant
to the Group. The Group has decided not to early adopt any of these new and amended pronouncements. The
Group’s assessment of the new and amended pronouncements that are relevant to the Group but applicable in future
reporting periods is set out below.
Reference
Title
Summary
AASB 2020-3 Amendments to
Australian Accounting
Standards – Annual
Improvements 2018 –
2020 and Other
Amendments
AASB 2020-3 amends AASB 1 First-time Adoption of Australian
Accounting Standards, AASB 3 Business Combinations, AASB 9
Financial Instruments, AASB 116 Property, Plant and Equipment,
AASB 137 Provisions, Contingent Liabilities and Contingent Assets
and AASB 141 Agriculture. The main amendments relate to:
Application date
of standard
Application date
for Group
1 January 2022
1 July 2022
39
Annual Report 30 June 2021
Reference
Title
Summary
Application date
of standard
Application date
for Group
(a) AASB 1 – simplifies the application by a subsidiary that
becomes a first-time adopter after its parent in relation to the
measurement of cumulative translation differences;
(b) AASB 3 – updates references to the Conceptual Framework
for Financial Reporting;
(c) AASB 9 – clarifies the fees an entity includes when
assessing whether the terms of a new or modified financial
liability are substantially different from the terms of the
original financial liability;
(d) AASB 116 – requires an entity to recognise the sales
proceeds from selling items produced while preparing PP&E
for its intended use and the related cost in profit or loss,
instead of deducting the amounts received from the cost of
the asset;
(e) AASB 137 – specifies the costs that an entity includes when
assessing whether a contract will be loss making; and
(f) AASB 141 – removes the requirement to exclude cash flows
from taxation when measuring fair value, thereby aligning the
fair value measurement requirements in AASB 141 with
those in other Australian Accounting Standards.
The likely impact of this accounting standard on the financial
statements of the Group has not been determined
AASB 2014-10 amends AASB 10: Consolidated Financial
Statements and AASB 128: Investments in Associates and
Joint Ventures to clarify the accounting for the sale or
contribution of assets between an investor and its associate or
joint venture by requiring:
(a) a full gain or loss to be recognised when a transaction
involves a business, whether it is housed in a subsidiary or
not; and
(b) a partial gain or loss to be recognised when a transaction
involves assets that do not constitute a business, even if
these assets are housed in a subsidiary.
This accounting standard is not expected to have a material impact
on the financial statements of the Group.
AASB 2020-1 amends AASB 101 Presentation of Financial
Statements to clarify requirements for the presentation of liabilities
in the statement of financial position as current or non-current. It
requires a liability to be classified as current when entities do not
have a substantive right to defer settlement at the end of the
reporting period.
AASB 2020-6 defers the mandatory effective date of amendments
that were originally made in AASB 2020-1 so that the amendments
are required to be applied for annual reporting periods beginning
on or after 1 January 2023 instead of 1 January 2022. They will
first be applied by the Group in the financial year commencing 1
July 2023.
The likely impact of this accounting standard on the financial
statements of the Group has not been determined.
AASB 2014-
10
AASB 2020-1
and AASB
2020-6
Amendments to
Australian Accounting
Standards – Sale or
Contribution of Assets
between an Investor
and its Associate or
Joint Venture, AASB
2015-10: Amendments
to Australian
Accounting Standards
– Effective Date of
Amendments to AASB
10 and AASB 128 and
AASB 2017-5:
Amendments to
Australian Accounting
Standards – Effective
Date of Amendments
to AASB 10 and AASB
128 and Editorial
Corrections
Amendments to
Australian Accounting
Standards –
Classification of
Liabilities as Current or
Non-current; and
Amendments to
Australian Accounting
Standards –
Classification of
Liabilities as Current or
Non-current – Deferral
of Effective Date
1 January 2022
1 July 2022
1 January 2023
1 July 2023
AASB 2021-2 Amendments to
Australian Accounting
Standards – Disclosure
of Accounting Policies
AASB 2020-1 amends AASB 7 Financial Instruments: Disclosures,
AASB 101 Presentation of Financial Statements, AASB 108
Accounting Policies, Changes in Accounting Estimates and Errors,
AASB 134 Interim Financial Reporting and AASB Practice
1 January 2023
1 July 2023
40
Annual Report 30 June 2021
Reference
Title
Summary
Application date
of standard
Application date
for Group
and Definition of
Accounting Estimates
Statement 2 Making Materiality Judgements. The main
amendments relate to:
(a) AASB 7 – clarifies that information about measurement
bases for financial instruments is expected to be material to
an entity’s financial statements;
(b) AASB 101 – requires entities to disclose their material
accounting policy information rather than their significant
accounting policies;
(c) AASB 108 – clarifies how entities should distinguish changes
in accounting policies and changes in accounting estimates;
(d) AASB 134 – to identify material accounting policy information
as a component of a complete set of financial statements;
and
(e) AASB Practice Statement 2 – to provide guidance on how to
apply the concept of materiality to accounting policy
disclosures.
The likely impact of this accounting standard on the financial
statements of the Group has not been determined.
e)
Basis of Consolidation
The consolidated financial statements are those of the Group, comprising the financial statements of Arrow, the parent
entity, and of all entities which the parent entity controls. The Group controls an entity when it is exposed, or has
rights, to variable returns from its involvement with the entity and has the ability to affect those returns through its
power over the entity.
The financial statements of subsidiaries are prepared for the same reporting period as the parent entity, using
consistent accounting policies. Adjustments are made to bring into line any dissimilar accounting policies, which may
exist.
Acquisition of an asset or a group of assets that does not constitute a business
The Group has to identify and recognise the individual identifiable assets acquired (including intangible assets) and
liabilities assumed. The cost of the group being acquired is allocated to the individual identifiable assets and liabilities
on the basis of their relative fair values at the date of purchase. These transaction and events do not give rise to
goodwill.
Transactions eliminated on consolidation
Intragroup balances and any unrealised gains and losses or income and expenses arising from intragroup transactions
are eliminated in preparing the consolidated financial statements. Subsidiaries are eliminated from the date on which
control is established and are de-recognised from the date that control ceases.
Unrealised losses are eliminated in the same way as unrealised gains, but only to the extent that there is no evidence
of impairment.
f)
Foreign Currency Transactions and Balances
These consolidated financial statements are presented in Australian dollars, which is the Company’s functional currency
and the presentation currency of the Group. The functional currency of the subsidiaries based in Burkina Faso is West
African CFA Franc.
Translation of foreign operations:
As at the reporting date the assets and liabilities of foreign operations are translated into the presentation currency
at the rate of exchange ruling at the reporting date and the statement of comprehensive income, statement cash
flows and statement of changes in equity are translated at the weighted average exchange rates for the year. The
41
Annual Report 30 June 2021
exchange differences arising on the retranslation are recognised in other comprehensive income and accumulated
balances are carried forward as a separate component of equity. On disposal of a foreign operation, the deferred
cumulative amount recognised in equity relating to that particular foreign operation is recognised in the income
statement.
Translation of foreign loans:
Loans from the parent entity to foreign operations are denominated in Central African Francs (XOF). They are initially
recognised in the parent entity Statement of Financial Position at the spot rate on the date of transaction. Loan
balances are translated into the presentation currency at the exchange rate ruling at each reporting date, and
exchange differences arising on the translation of intercompany loans is recognised in the Statement of
Comprehensive Income.
g)
Goods and Services Tax
Revenues, expenses and assets are recognised net of the amount of GST except:
-
-
Where the GST incurred on the purchase of goods and services is not recoverable from the taxation authority,
in which case the GST is recognised as part of the cost of acquisition of the asset or as part of the expense
item as applicable; and
Receivable and payable are stated with the amount of GST included.
The amount of GST recoverable from the taxation authority is included as part of the receivables in the Statement of
financial position. The amount of GST payable to the taxation authority is included as part of the payables in the
Statement of financial position.
Cash flows are included in the Consolidated Statement of Cash Flows on a gross basis and the GST component of
cash flows arising from investing and financing activities, which is recoverable from, or payable to, the taxation
authority, are classified as operating cash flows.
h)
Income Tax
The income tax expense or benefit for the period is the tax payable on the current period’s taxable income based on
the notional income tax rate for each jurisdiction adjusted by changes in deferred tax assets and liabilities attributable
to temporary differences between the tax bases of assets and liabilities and their carrying amounts in the financial
statements, and to unused tax losses.
Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected to apply when
the assets are recovered or liabilities are settled, based on those tax rates which are enacted or substantively enacted
for each jurisdiction. The relevant tax rates are applied to the cumulative amounts of deductible and taxable temporary
differences to measure the deferred tax asset or liability. An exception is made for certain temporary differences
arising from the initial recognition of an asset or a liability. No deferred tax asset or liability is recognised in relation
to these temporary differences if they arose in a transaction, other than a business combination, that at the time of
the transaction did not affect either accounting profit or taxable profit or loss.
Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable
that future taxable amounts will be available to utilise those temporary differences and losses.
Deferred tax liabilities and assets are not recognised for temporary differences between the carrying amount and tax
bases of investments in controlled entities where the parent entity is able to control the timing of the reversal of the
temporary differences and it is probable that the differences will not reverse in the foreseeable future.
Current and deferred tax balances attributable to amounts recognised directly in equity are also recognised directly
in equity.
42
Annual Report 30 June 2021
Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets
against current tax liabilities and when they relate to income taxes levied by the taxation authority and the Group
intends to settle its current tax assets and liabilities on a net basis.
For the purposes of income tax legislation, the Company and its 100% controlled Australian entities have elected to
form a tax consolidated group. As a consequence, these entities are taxed as a single entity and the deferred tax
assets and liability of these entities are set off in the consolidated financial statements.
i)
Cash and Cash Equivalents
Cash and cash equivalents include cash on hand, deposits held at call with financial institutions, other short-term,
highly liquid investments with original maturities of three months or less that are readily convertible to known amounts
of cash and which are subject to an insignificant risk of changes in value, and bank overdrafts. Bank overdrafts are
shown within borrowings in current liabilities on the Consolidated Statement of Financial Position.
j)
Trade and Other Receivables
Trade receivables are recognised initially at fair value and subsequently measured at amortised cost, less provision
for expected credit losses. Trade receivables are due for settlement no more than 120 days from the date of
recognition.
The Group applies the AASB 9 Financial Instruments simplified approach to measure expected credit losses which
uses a lifetime expected loss allowance for all trade receivables.
To measure the expected credit, trade receivables have been grouped based on shared credit risk characteristics and
the days past due. The expected loss rates are based on the Group’s past history, existing market conditions and
forward-looking estimates at the end of each reporting period.
k)
Investments and Other Financial Assets
The Group determines the classification of its financial instruments at initial recognition and carries its financial
instruments at fair value. Financial assets and financial liabilities are recognised when the entity becomes a party to
the contractual provisions to the instrument. For financial assets, this is the equivalent to the date that the entity
commits itself to either the purchase or sale of the asset.
Fair value is the measurement basis, with the exception of loans and receivables which are measured at amortised
cost using the effective rate method. Changes in fair value are taken to profit or loss.
Fair value is determined based on current bid prices for all quoted investments. If there is not an active market for
a financial asset fair value is measured using established valuation techniques.
l)
Financial Instruments
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity
instrument of another entity.
Financial Liabilities
Initial recognition and measurement
All financial liabilities are recognised initially at fair value adjusted for transaction costs, except where the instrument
is classified as fair value through profit or loss, in which case transaction costs are immediately recognised as expenses
in profit or loss.
43
Annual Report 30 June 2021
Classification of financial liabilities
Financial liabilities classified as held-for-trading, contingent consideration payable by the group for the acquisition of
a business, and financial liabilities designated at FVTPL, are subsequently measured at fair value. All other financial
liabilities recognised by the group are subsequently measured at amortised cost.
The Group’s financial liabilities include trade and other payables, and convertible note payables (refer note 14).
Convertible notes have embedded derivatives within them. Embedded derivatives are separated from the host contract
and accounted for separately if the economic characteristics and risks of the host contract and the embedded
derivative are not closely related, a separate instrument with the same terms as the embedded derivative would meet
the definition of a derivative, and the combined instrument is not measured at fair value through profit or loss.
The convertible note is valued as a financial liability (“Host Debt”) with an embedded derivative feature (“Embedded
derivative”).
Subsequent Measurement
Subsequent measurement for Host Debt is at amortised costs. Subsequent measurement for Embedded derivative is
at fair value through profit and loss.
m)
Interest in Joint Arrangements
Joint arrangements represent the contractual sharing of control between parties in a business venture where
unanimous decisions about relevant activities are required.
Separate joint venture entities providing joint ventures with an interest to net assets are classified as a joint venture
and accounted for using the equity method.
Joint operations represent arrangements whereby joint operators maintain direct interests in each asset and exposure
to each liability of the arrangement. The Group’s interests in assets, liabilities, revenue and expenses of joint operations
are included in the respective line items of the consolidated financial statements.
Gains and losses resulting from sales to a joint operation are recognised to the extent of the other parties’ interests.
When the Group makes purchases from a joint operation, it does not recognise its share of the gains and losses from
the joint arrangement until it resells those goods/assets to a third party.
As at the reporting date 30 June 2021, the Group does not have any Joint Arrangements as defined in this policy.
While there are agreements in place with Furtuna Silver Mines (for the Hounde South Project) and Trevali Mining (for
the Arrow and Trevali permits that comprise the Vranso Project), there is no joint control over decisions about relevant
activities required to progress these projects.
n)
Property, Plant and Equipment
Property, plant and equipment is stated at cost less accumulated depreciation and impairment losses. The cost of
self-constructed assets includes the cost of materials, direct labour, the initial estimate, where relevant, of the costs
of dismantling and removing the items and restoring the site on which they are located, and an appropriate proportion
of production overheads. Where parts of an item of property, plant and equipment have different useful lives, they
are accounted for as separate items of property, plant and equipment.
Subsequent Costs
The Group recognises in the carrying amount of an item of property, plant and equipment the cost of replacing part
of such an item when that cost is incurred if it is probable that the future economic benefits embodied within the
item will flow to the Group and the cost of the item can be measured reliably. All other costs are recognised in the
statement of comprehensive income as an expense as incurred.
44
Annual Report 30 June 2021
Depreciation
Depreciation is charged to profit or loss on a straight-line or diminishing value basis over the estimated useful lives
of each part of an item of property, plant and equipment. The estimated useful lives in the current and comparative
periods are as follows:
Plant and equipment
straight-line
over 3 to 10 years
Motor vehicles
straight-line
over 4 years
The residual value, the useful life and the depreciation method applied to an asset are reassessed at least annually.
De-recognition
Any gain or loss arising on de-recognition of the asset (calculated as the difference between the net disposal proceeds
and the carrying amount of the item) is included in profit or loss in the period the item is derecognised.
o)
Exploration and Evaluation Expenditure
Exploration and evaluation expenditure, including the costs of acquiring the licences, are capitalised as exploration
and evaluation assets on an area of interest basis. Costs incurred before the Group has obtained the legal rights to
explore an area are recognised in profit or loss.
Exploration and evaluation assets are only recognised if the rights of the area of interest are current and either:
1.
the expenditures are expected to be recouped through successful development and exploitation or from sale of
the area of interest; or
2.
activities in the area of interest have not, at the reporting date, reached a stage which permits a reasonable
assessment of the existence or otherwise of economically recoverable reserves, and active and significant
operations in, or in relation to, the area of interest are continuing.
Exploration and evaluation assets are assessed for impairment if:
1.
2.
sufficient data exists to determine technical feasibility and commercial viability, and
facts and circumstances suggest that the carrying amount exceeds the recoverable amount. For the purposes
of impairment testing, exploration and evaluation assets are allocated to cash-generating units to which the
exploration activity relates. The cash generating unit shall not be larger than the area of interest.
Once the technical feasibility and commercial viability of the extraction of mineral resources in an area of interest are
demonstrable, exploration and evaluation assets attributable to that area of interest are first tested for impairment
and then reclassified to mining property and development assets within property, plant and equipment.
When an area of interest is abandoned or the Directors decide that it is not commercial, any accumulated costs in
respect of that area are written off in the financial period the decision is made.
p)
Impairment of Non-Financial Assets
Assets that have an indefinite useful life are not subject to amortisation and are tested annually for impairment.
Assets that are subject to amortisation are reviewed for impairment whenever events or changes in circumstances
indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which
the asset’s carrying amount exceeds its recoverable amount.
The recoverable amount is the higher of an asset’s fair value less costs to sell and value in use. For the purposes of
assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash inflows
(cash generating units).
45
Annual Report 30 June 2021
q)
Trade and Other Payables
These amounts represent liabilities for goods and services provided to the Group prior to the end of the financial
year and which are unpaid. The amounts are unsecured and are usually paid within 30 days of recognition.
r)
Leases
At the commencement date of a lease (other than leases of 12-months or less and leases of low value assets), the
Group recognises a lease asset representing its right to use the underlying asset and a lease liability representing its
obligation to make lease payments.
Lease assets
Lease assets are initially recognised at cost, comprising the amount of the initial measurement of the lease liability,
any lease payments made at or before the commencement date of the lease, less any lease incentives received, any
initial direct costs incurred by the Group, and an estimate of costs to be incurred by the Group in dismantling and
removing the underlying asset, restoring the site on which it is located or restoring the underlying asset to the
condition required by the terms and conditions of the lease, unless those costs are incurred to produce inventories.
Subsequent to initial recognition, lease assets are measured at cost (adjusted for any remeasurement of the associated
lease liability), less accumulated depreciation and any accumulated impairment loss.
Lease assets are depreciated over the shorter of the lease term and the estimated useful life of the underlying asset,
consistent with the estimated consumption of the economic benefits embodied in the underlying asset.
Lease liabilities
Lease liabilities are initially recognised at the present value of the future lease payments (i.e., the lease payments that
are unpaid at the commencement date of the lease). These lease payments are discounted using the interest rate
implicit in the lease, if that rate can be readily determined, or otherwise using the Group’s incremental borrowing
rate.
Subsequent to initial recognition, lease liabilities are measured at the present value of the remaining lease payments
(i.e. the lease payments that are unpaid at the reporting date). Interest expense on lease liabilities is recognised in
profit or loss (presented as a component of finance costs). Lease liabilities are remeasured to reflect changes to lease
terms, changes to lease payments and any lease modifications not accounted for as separate leases.
Variable lease payments not included in the measurement of lease liabilities are recognised as an expense when
incurred.
Leases of 12-months or less and leases of low value assets
Lease payments made in relation to leases of 12-months or less and leases of low value assets (for which a lease
asset and a lease liability has not been recognised) are recognised as an expense on a straight-line basis over the
lease term.
s)
Revenue Recognition
The following specific recognition criteria must be met before revenue is recognised:
-
-
Interest income is recognised as it accrues using the effective interest method.
Government grants are recognised when there is reasonable certainty that the grant will be received and all
grant conditions are met.
Grants relating to expense items are recognised as income over the periods necessary to match the grant to the costs
they are compensating.
46
Annual Report 30 June 2021
Grants relating to depreciable assets are credited to deferred income and are recognised in profit or loss over the
period and in the proportions in which depreciation expense on those assets is recognised.
t)
Contributed equity
Ordinary shares are classified as equity.
Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net
of tax, from the proceeds.
u)
Share-based Payments
Equity-settled share-based payments with employees and others providing similar services are measured at the fair
value of the equity instrument at the grant date. Fair value of shares is measured by reference to the quoted market
price. Fair value of options is measured by use of valuation techniques. The expected life used in the model has
been adjusted, based on management’s best estimate, for the effects of non-transferability, exercise restrictions, and
behavioural considerations.
The fair value determined at the grant date of the equity-settled share-based payments is expensed on a straight-
line basis over the vesting period, based on the Group’s estimate of shares that will eventually vest, with a
corresponding increase in equity. At the end of each reporting period, the Group revises its estimate of the number
of equity instruments expected to vest. The impact of the revision of the original estimates, if any, is recognised in
profit or loss such that the cumulative expense reflects the revised estimate, with a corresponding adjustment to the
equity settled employee benefits reserve.
v)
Measurement of Contingent Consideration
When the fair values of financial assets and financial liabilities recorded in the Consolidated Statement of Financial
Position cannot be measured based on quoted prices in active markets, their fair value is measured using valuation
techniques including the Black-Scholes option pricing model. The inputs to these models are taken from observable
markets where possible, but where this is not feasible, a degree of judgement is required in establishing fair values.
Contingent consideration, resulting from asset acquisitions, is valued at fair value at the acquisition date as part of
the asset acquisition. When the contingent consideration meets the definition of a financial liability, it is subsequently
remeasured to fair value at each reporting date. The determination of the fair value is based on a probability weighted
payout approach. The key assumptions take into consideration the probability of meeting each performance target
(refer to note 14).
As part of the accounting for the acquisition of Boromo (completed in August 2019), contingent consideration with
an estimated fair value of $730,955 was recognised as a current liability at the acquisition date. During the year
ended 30 June 2020, the first performance milestone was met, with $557,458 transferred to Issued Capital. The
remaining contingent consideration was remeasured to $146,333 as at 30 June 2020. The remaining contingent
consideration was remeasured to $209,047 at the current reporting date.
w)
Earnings Per Share
Basic Earnings per Share – is calculated by dividing the profit attributable to equity holders of the Company, excluding
any costs of servicing equity other than ordinary shares, by the weighted average number of ordinary shares
outstanding during the financial period, adjusted for bonus elements in ordinary shares issued during the period.
Diluted Earnings per Share – adjusts the figures used in the determination of basic earnings per share to take into
account the after income tax effect of interest and other financing costs associated with dilutive potential ordinary
shares and the weighted average number of shares assumed to have been issued for no consideration in relation to
dilutive potential ordinary shares.
47
Annual Report 30 June 2021
x)
Rounding
The Company has applied the relief available to it in ASIC Legislative Instrument 2016/191 and accordingly, certain
amounts included in the Directors’ report and in the financial report have been rounded off to the nearest $1 (where
rounding is applicable).
y)
Critical accounting judgements, estimates and assumptions
The preparation of financial statements require management to make judgements, estimates and assumptions that
affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses.
Actual results may differ from these estimates.
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are
recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of
the revision and future periods if the revision affects both current and future periods.
Significant accounting judgments
In the process of applying the Group’s accounting policies, management has made the following judgments, apart
from those involving estimations, which have the most significant effect on the amounts recognised in the financial
statements.
Exploration and evaluation assets
The Group’s accounting policy for exploration and evaluation expenditure is set out at note 1(o). The application of
this policy necessarily requires management to make certain estimates and assumptions as to future events and
circumstances. Any such estimates and assumptions may change as new information becomes available. If, after
having capitalised expenditure under the policy, it is concluded that the expenditures are unlikely to be recovered by
future exploitation or sale, then the relevant capitalised amount will be written off to profit or loss.
Share-based payments (refer note 21)
The Group measures the cost of equity settled share-based payments at fair value at the grant date using the Black
Scholes model taking into account the exercise price, the term of the option, the impact of dilution, the share price
at grant date, the expected volatility of the underlying share, the expected dividend yield and risk free interest rate
for the term of the option.
Significant accounting estimates and assumptions
The carrying amounts of certain assets and liabilities are often determined based on estimates and assumptions of
future events.
The key estimates and assumptions that have a significant risk of causing a material adjustment to the carrying
amounts of certain assets and liabilities within the next annual reporting period are:
(i)
Impairment of assets
In determining the recoverable amount of assets, in the absence of quoted market prices, estimations are made
regarding the present value of future cash flows using asset-specific discount rates and the recoverable amount of
the asset is determined. Value-in-use calculations performed in assessing recoverable amounts incorporate a number
of key estimates.
(ii)
Commitments – Exploration
The Group has certain minimum exploration commitments to maintain its right of tenure to exploration permits.
These commitments require estimates of the cost to perform exploration work required under these permits.
48
Annual Report 30 June 2021
(iii)
Benefit from carried forward tax losses
The future recoverability of the carried forward tax losses are dependent upon the Group’s ability to generate taxable
profits in the future in the same tax jurisdiction in which the losses arise. This is also subject to determinations and
assessments made by the taxation authorities. The recognition of a deferred tax asset on carried forward tax losses
(in excess of taxable temporary differences) is dependent on management’s assessment of these two factors. The
ultimate recoupment and the benefit of these tax losses could differ materially from management’s assessment.
(iv) Valuation of share-based payment transactions
The Group measures the cost of equity-settled transactions with employees by reference to the fair value of the equity
instrument at the date at which they are granted. The fair value is determined by using the Black-Scholes model
considering the terms and conditions upon which the instruments were granted. The accounting estimates and
assumptions relating to equity settled share-based payments would have no impact on the carrying amount of assets
and liabilities within the next annual reporting period but may impact profit or loss and equity.
(v) Contingent Consideration
The contingent consideration (referred to at note 14(b)) which arose as part of accounting for the acquisition of
Boromo (completed in August 2021) was remeasured at 30 June 2021. In determining the fair value of the contingent
consideration, estimations are made based on a probability weighted payout approach. The key assumptions take
into consideration the probability of meeting each performance target and management’s expectation regarding
timing as to when the milestone will be achieved (refer note 14(b)).
(vi) Convertible note
The convertible note (referred to at note 14(a)) is valued as a financial liability (Host Debt) with an embedded
derivative feature (Embedded Derivative), being the conversion feature based on the lower of 0.75 cents and 1.25
times the prevailing price of shares (Subsequent Equity Raising), resulting in a variable number of shares. AASB 9
requires to separate out the value of the Embedded Derivative first and then calculate the value of the financial
liability. In valuing the Embedded Derivative, the Company has assumed a nil probability of default and a term of 4
years).
2.
REVENUE AND EXPENSES
a)
Income
Interest income
Cash flow boost – Government Stimulus
Profit on sale of investments (refer note 5(a))
Profit on sale of tenements
Other income
b)
Employee benefits expense
Employee benefits, including ETP and Directors’ fees
Superannuation expenses
30 Jun 2021
30 Jun 2020
$
$
1,753
50,000
446,675
40,000
1,500
539,928
416,552
37,834
454,386
2,974
39,003
26,801
542,814
-
611,592
817,086
51,302
868,388
49
Annual Report 30 June 2021
c)
Finance costs
Bank fees
Brokerage fees
Lease interest expense
Convertible note – amortised interest cost on host debt
d) Administration and other expenses
Consultants, advisers, and auditors
Insurance
Legal costs
Public company costs
Overheads
Travel costs
Foreign exchange loss/(gain)
3.
INCOME TAX EXPENSE
a)
The components of tax expense / (benefit) comprise:
Current tax benefit / (expense)
Deferred tax benefit / (expense)
Offset against DTA not recognised
Under / (over) provision in prior years
b)
Reconciliation of prima facie tax on continuing operations to
income tax benefit:
Profit / (Loss) before tax for the year
Tax benefit @ 30% tax rate (Australia) (2020: 30%)
Burkina Faso tax at 28%
Adjustments for:
Entertainment
30 Jun 2021
30 Jun 2020
$
$
5,793
1,391
2,207
136,097
145,488
133,138
54,349
60,632
105,402
274,423
1,838
125,991
755,773
10,346
472
4,705
-
15,523
205,988
53,337
39,430
63,322
188,235
37,429
(11,970)
575,771
30 Jun 2021
30 Jun 2020
$
-
-
(127,501)
127,501
-
$
-
-
-
-
-
(2,678,461)
(6,993,446)
(645,160)
(2,048,118)
(130,005)
(46,588)
-
-
268
2,814
Unrealised foreign exchange losses
Capital loss 11,126
192,170
Cash Flow Boost
(8,498)
Repair and maintenance
-
Other non-deductible expenses 546,730
Share-based payments
Unrecognised DTA on tax losses
Under provision in prior period
Income tax expense / (benefit) attributable to profit
3,113
95,193
127,501
-
-
(11,702)
222,750
120,083
1,568,323
-
-
50
Annual Report 30 June 2021
c)
Components of deferred tax assets
Deferred tax assets
Tax losses
Provisions & accruals
Plant and equipment under lease 13,002
30 Jun 2021
30 Jun 2020
$
$
11,613,515
11,061,653
38,653
80,543
22,350
20,066
20,960
126,237
-
-
127,013
Capital & borrowing costs
Business related costs
Investments
Offset against deferred tax liability / not recognised
(11,768,063)
(11,355,929)
Deferred tax liabilities
Prepayments
Investments
Plant and equipment under lease
Exploration expenditure
Offset against deferred tax assets / not recognised
(4,562)
(9,189)
(3,883)
-
-
(20,570)
(2,932,755)
(2,938,186)
2,946,506
2,962,639
Net deferred tax assets / (liability)
-
-
d) Deferred tax assets / liabilities not brought to account
Temporary differences
(2,804,928)
(2,668,363)
Capital losses 177,415
Operating tax losses
11,613,515
8,986,002
192,170
9,331,683
6,855,490
The tax benefits of the above deferred tax assets will only be obtained if:
-
-
the Group derives future assessable income of a nature and of an amount sufficient to enable the
benefits to be utilised;
the Group continues to comply with the conditions for deductibility imposed by law; and
- no changes in income tax legislation adversely affect the Group in utilising the benefits.
e) Deferred income tax (revenue)/expense included in Income Tax
expense comprises:
(Increase) / decrease in deferred tax assets
(Decrease) / increase in deferred tax liabilities
Deferred tax assets not recognised
Under provision in prior period
f)
Deferred income tax related to items charged or credited directly
to equity
Decrease / (increase) in deferred tax assets
Deferred tax assets not recognised
6,528
(132,881)
(1,147)
127,500
-
33,664
(33,664)
-
(136,745)
(360,098)
496,843
-
-
59,440
(59,440)
-
51
Annual Report 30 June 2021
g)
Tax Consolidation
For the purposes of income tax legislation, the Company and its 100% controlled Australian entities have
elected to form a tax consolidated group.
4.
CASH AND CASH EQUIVALENTS
Cash at bank and on hand
30 Jun 2021
30 Jun 2020
$
$
3,283,858
3,283,858
1,485,933
1,485,933
(a)
Reconciliation of loss for the year to operating cash flows
Loss for the year
(2,678,461)
(6,993,446)
Cashflows excluded from profit attributable to operating activities
Finance costs on interest bearing liabilities
1,714
4,704
Adjustments for non-cash items:
Impairment of exploration & evaluation assets
1,573,498
5,373,200
Share-based payment expense
Depreciation expense
Amortisation expense
Gain on disposal of investments
Gain on disposal of tenements
Revaluation of financial assets
Revaluation of embedded derivative
Interest on convertible note
Revaluation of contingent consideration (performance shares)
Loss on disposal of assets
Movement in working capital items:
(Increase) / decrease in trade and other receivables
(Increase) / decrease in prepayments
Increase in provisions
Increase / (decrease) in trade and other payables
Increase / (decrease) in payroll liabilities
10,377
68,648
69,784
(446,675)
-
52,234
(2,660)
52,512
62,714
-
(34,642)
15,145
-
(155,244)
28,060
400,274
71,719
78,247
(26,801)
(315,054)
98,939
-
-
-
3,651
33,470
(358,494)
12,560
68,186
(48,428)
Net cash used in operating activities
(1,382,996)
(1,597,273)
52
Annual Report 30 June 2021
5.
FINANCIAL ASSETS
Shares in Macarthur Minerals Limited (a)
Warrants in Pacton Gold Inc. (b)
30 Jun 2021
30 Jun 2020
$
-
-
-
$
272,480
52,234
324,714
(a) During the current year the Company sold 1,702,997 fully paid ordinary shares in Macarthur Minerals Limited for
$719,154 consideration, resulting in a net gain on sale of investments of $446,675 which is included within the
statement of comprehensive income.
(b) On 22 May 2021, the Company’s holding of 1,086,957 warrants in Pacton Gold Inc. expired. The carrying value
of the financial asset was accordingly written down to nil and a net loss on revaluation is included within the
statement of comprehensive income in the current year.
6.
TRADE AND OTHER RECEIVABLES
Bonds
Deposits
GST receivable
Other debtors
7.
PREPAYMENTS
Prepaid expenses
Prepaid drilling costs
8.
RIGHT OF USE ASSETS
Right of use assets
Cost
Accumulated amortisation
Movements:
Balance at beginning of year
Additions (a)
Amortisation for the period
30 Jun 2021
30 Jun 2020
$
$
9,316
8,011
49,189
5,270
71,786
26,006
-
-
11,138
37,144
30 Jun 2021
30 Jun 2020
$
$
31,064
9,530
40,594
44,747
309,572
354,319
30 Jun 2021
30 Jun 2020
$
$
44,449
(1,216)
43,233
68,568
44,449
(69,784)
43,233
146,815
(78,247)
68,568
146,815
-
(78,247)
68,568
53
Annual Report 30 June 2021
(a) On 1 June 2021, the Group entered into a new lease arrangement for its office in Subiaco, Australia, which
expires on 31 May 2024, with an option to extend for a further three-year period, no option to purchase at the
expiry of the lease period.
At the commencement date of a lease (other than leases of 12 months or less and leases of low value assets),
the Group recognises a lease asset representing its right to use the underlying asset and a lease liability
representing its obligation to make lease payments.
The Group’s existing lease arrangements in relation to its office and a warehouse facility (as detailed in the 30
June 2020 annual report) expired on 31 May 2021 and 31 March 2021 respectively.
9.
EXPLORATION AND EVALUATION ASSETS
30 Jun 2021
30 Jun 2020
$
$
Exploration and evaluation assets
9,799,067
8,865,472
Movements:
Balance at the beginning of the year
Expenditure incurred during the year
Fair value of tenements on acquisition
Impairment recognised during the year (a)
Balance at the end of the year
The asset balance comprises of the following areas of interest:
Boromo Gold Projects – Burkina Faso
Strickland Gold Project
Malinda Lithium Project
Plumridge Nickel and Gold Projects
8,865,472
2,507,093
-
8,550,831
1,716,556
3,971,285
(1,573,498)
(5,373,200)
9,799,067
8,865,472
6,595,013
2,850,722
353,332
-
5,210,918
2,134,310
564,350
955,894
9,799,067
8,865,472
(a) The ultimate recoupment of exploration and evaluation expenditure carried forward is dependent on
successful development and commercial exploitation of each area of interest.
The impairment expense totalling $1,573,498 recognised in the year ended 30 June 2021 includes:
▪
$987,105 in respect of the Plumridge Nickel and Gold Projects. In March 2021, the Company
notified IGO Ltd (IGO) of its conversion of its 10% contributing interest in the joint venture project
to a 1% NSR royalty;
▪
$333,766 in respect of the Malinda Lithium Project. The carrying value of the Malinda Lithium
Project has been written down to $353,333, representing the fair value less costs to sell (FVLCTS).
The FVLCTS has been determined from the implied market value of Arrow’s retained interest (25%)
under the earn-in agreement entered into with Electrostate Pty Ltd (Electrostate), as announced
23 August 2021; and
▪
$252,627 in respect of the Gourma Project (part of the Boromo Gold Projects in Burkina Faso)
following the decision to relinquish all Gourma licenses.
The impairment expense totalling $5,373,200 recognised in the year ended 30 June 2020 related to
$4,397,050 recognised on Strickland Gold Project and $976,150 on Malinda Lithium Project. The FVLCTS has
been determined from the implied market value based on the comparable transactions.
54
Annual Report 30 June 2021
10.
PLANT AND EQUIPMENT
Motor vehicle
- At cost
- Accumulated depreciation
Total motor vehicle
Caravan
- At cost
- Accumulated depreciation
Total Caravan
Office Improvements
- At cost
- Accumulated depreciation
Total Office Improvements
30 Jun 2021
30 Jun 2020
$
$
123,090
(73,040)
50,050
45,764
(45,764)
-
131,921
(120,699)
11,222
64,208
(52,377)
11,831
45,764
(33,442)
12,322
115,005
(72,660)
42,345
Total property, plant and equipment
61,272
66,498
Movements in carrying amounts:
Movement in the carrying amounts for each class of property, plant and equipment between the beginning and the
end of the current financial year:
Motor Vehicle
Caravan
Office
$
$
Improvements
$
Total
$
Balance at 1 July 2019
124,416
27,576
Additions
Disposals
Depreciation expense
Balance at 30 June 2020
Additions
Disposals
Depreciation expense
Balance at 30 June 2021
Chattel mortgages:
-
(90,923)
(21,662)
11,831
58,882
-
(20,663)
50,050
-
-
(15,255)
12,321
-
-
59,182
17,966
-
(34,802)
42,346
4,540
-
211,174
17,966
(90,923)
(71,719)
66,498
63,422
-
(12,321)
(35,664)
(68,648)
-
11,222
61,272
The carrying value of plant and machinery held under chattel mortgages at 30 June 2021 was nil (2020: $33,329).
55
Annual Report 30 June 2021
11.
TRADE AND OTHER PAYABLES
Trade creditors and accruals
GST and withholding tax payable
Funds received ahead of capital raising
Payroll liabilities
Trade creditors are generally settled on 30 to 90 day terms.
12.
RIGHT OF USE LIABILTIES
Current
Lease liability
Non-Current
Lease liability
Total Current and Non-Current
13.
INTEREST BEARING LIABILITIES
30 Jun 2021
30 Jun 2020
$
$
411,481
14,316
-
80,663
506,460
201,527
25,286
52,560
52,605
331,978
30 Jun 2021
30 Jun 2020
$
$
13,666
82,428
29,675
43,341
-
-
30 Jun 2021
30 Jun 2020
$
$
Current
Obligations under chattel mortgage (note 19)
8%
2021
-
33,329
Interest
Maturity
rate
14.
OTHER FINANCIAL LIABILITIES
Convertible note (a)
Contingent consideration (b)
(a) Convertible Note
30 Jun 2021
30 Jun 2020
$
989,852
209,047
1,198,899
$
-
146,333
146,333
On 26 August 2020 the Company issued 1,000,000 unsecured convertible notes at A$1.00 each, raising $1,000,000
(before costs of $60,000). The notes have a 48 month Maturity Date, unless converted prior. Conversion can occur
at any time up to the Maturity Date, unless redeemed prior through a Change in Control of the Company or by an
Event of Default. The Company also holds the right to redeem the convertibles notes after 36 months and prior to
56
Annual Report 30 June 2021
the Maturity Date. There are no specific financial covenants within the Event of Default, although failure to pay any
material amounts under the agreement (e.g. interest) and insolvency are Events of Default. The convertible notes
have an interest rate of 8% and allow the holder to convert the $ amount held (Outstanding Amount) into the
equivalent amount of shares based on the lower of 0.75 cents per share (being 1.25 times the price of shares issued
to the market pursuant to the equity raising on 24 June 2020 (First Equity Raising)) and (if lower) 1.25 times the
price of a subsequent capital raising. The debt instrument contains an embedded forward, being the conversion
feature based on the lower of 0.75 cents and 1.25 times the prevailing price of shares (Subsequent Equity Raising),
resulting in a variable number of shares.
Key Terms:
Amount Issued
1,000,000 unlisted and unsecured convertible notes of A$1.00 face value
Maturity Date
48 months after deed date
Interest
8% per annum simple interest until conversion or redemption
Minimum Amount 100,000 notes (or $100,000)
Conversion
The notes convert into Conversion Shares on the following formula:
Number of Conversion Shares =
Amount Converted ($)*
Conversion Price
* has to be greater than the Minimum Amount
Conversion Price Means either:
(i) 1.25 multiplied by the price a Company Share is issued under the First Equity Raising; or
(i) 1.25 multiplied by a price a Company Share is issued under a Subsequent Lower Priced
Equity Raising (if any).
The financial liability has been accounted for as a derivative financial liability with an embedded derivative feature
(the Embedded Derivative).
Measurement
The instrument was initially valued as the total fair value of the embedded derivative and host debt contract at issue
date, resulting in the following impact to the Financial Statements during the year ended 30 June 2021.
Initial Valuation
30 June 2021
$
$
Embedded derivative – financial liability at fair value through profit/loss
Deferred Gain on Convertible note
Host debt contract – financial liability at amortised cost^
(6,988)
(142,951)
(790,061)
(4,328)
(142,951)
(842,573)
Total value of Convertible Note on Balance Sheet
(940,000)
(989,852)
^ The host debt contract implicit interest rate is 14.07%.
57
Annual Report 30 June 2021
(b) Contingent Consideration
As part of the accounting for the acquisition of Boromo (completed in August 2019), contingent consideration with
an estimated fair value of $730,955 was recognised as a current liability at the acquisition date. During the year
ended 30 June 2020, the first performance milestone was met, with $557,458 transferred to Issued Capital. The
remaining contingent consideration was remeasured to $146,333 as at 30 June 2020. The remaining contingent
consideration was remeasured to $209,047 at the current reporting date.
Opening Balance
Performance rights issued during the period
Conversion of performance rights (refer note 15)
Gain / (loss) on revaluation
Closing Balance
15.
ISSUED CAPITAL
30 Jun 2021
30 Jun 2020
$
146,333
-
-
62,714
209,047
$
-
730,955
(557,458)
(27,164)
146,333
30 Jun 2021
30 Jun 2020
$
$
Ordinary shares issued and fully paid
45,957,349
1,200,415,742
(a) Movements in issued capital
30 June 2021
30 June 2020
Note
No.
$
No.
$
Balance at beginning of year
1,200,415,742
42,347,662
314,540,609
35,136,180
137,303,518
823,820
229,363,148
1,281,688
500,000,000
3,000,000
Placement A
Placement B
ESP share buy-back and cancellation
ESP share buy-back and cancellation
Boromo acquisition
Placement
ESP share issue
Shares issued to advisers and
consultants
(i)
(ii)
(iii)
(iv)
(v)
(vi)
(vii)
(viii)
ESP share buy-back and cancellation
(ix)
Conversion of performance rights
(x)
ESP share buy-back and cancellation
(xi)
Placement
(xii)
Costs of capital raising
(3,081,250)
(2,256,250)
-
-
-
-
-
-
-
-
-
-
-
289,297,910
220,300,000
15,500,000
4,500,000
(6,425,357)
69,682,290
(3,342,858)
67,000,000
-
-
-
-
-
-
-
-
-
-
-
-
2,875,715
2,126,999
-
45,000
-
557,458
-
324,622
-
(214,134)
-
Balance at end of year
(xiii)
1,832,381,760
45,957,349 1,200,415,742
42,347,662
58
Annual Report 30 June 2021
(i) As announced 16 June 2020, Arrow received commitments from sophisticated investors to raise $2,200,000 pursuant
to a placement of up to 366,666,666 fully paid ordinary shares in the Company at an issue price of 0.6 cents per
Share (Placement A). Placement C was completed in two tranches as follows:
▪
▪
Tranche 1 – 229,363,148 Placement C shares which were issued on 24 June 2020; and
Tranche 2 – 137,303,518 Placement C shares which were issued on 27 August 2020, following receipt of
shareholder approval.
(ii) As announced 4 May 2021, Arrow received commitments from sophisticated investors to raise $3,000,000 pursuant
to a placement of 500,000,000 Shares at an issue price of 0.6 cents per Share (Placement B). Placement B was
completed in two tranches as follows:
▪
▪
Tranche 1 – 33,095,440 Shares which were issued 11 May 2021; and
Tranche 2 – 166,904,560 Shares which were issued 25 June 2021 following receipt of Shareholder approval
at the Company’s General Meeting held on 22 June 2021.
(iii) On 17 September 2020, the Company bought back, for no consideration, 3,081,250 shares previously issued under
the ESP in accordance with the terms of the ESP plan.
(iv) On 13 January 2021, the Company bought back, for no consideration, 2,256,250 shares previously issued under
the ESP in accordance with the terms of the ESP plan.
(v) On 26 August 2019, Arrow completed the acquisition of Boromo Gold Limited (Boromo), via the issue of
289,297,910 ordinary shares, being 10 Arrow shares for each Boromo share, and 209,046,880 Arrow performance
rights (PR), being 10 Arrow PR for each Boromo PR (Boromo Acquisition).
(vi) In conjunction with the acquisition of Boromo, Arrow completed a placement to raise $2.1 million at an issue price
of 1¢ per share plus a 1 for 2 attaching unlisted options (ex. Price 2¢, expiry 22 August 2022), resulting in the issue
of 220,300,000 ordinary shares and 120,150,000 unlisted options. As part of this placement, Arrow entered into a
strategic alliance with Capital Drilling Limited (LON: CAPD) (Capital Drilling) who subscribed for $0.8 million of
shares in the placement A (approx. 10% of Arrow’s issued capital at the time of the transaction). Capital Drilling
are providing drilling services to Arrow in Burkina Faso over an initial two-year period.
(vii) On 15 August 2019, a total of 15,500,000 Shares were granted pursuant to the Company’s ESP. Refer note 21.
(viii) On 22 August 2019, the Company issued 3,000,000 shares to an adviser in respect of services rendered in respect
of a placement complete during the period, and 1,500,000 shares to a consultant for the provision of accounting
services. The fair value of the shares has been determined in relation to the market share price on the date of
issue of $0.01 per share.
(ix) On 15 October 2019, the Company bought back, for no consideration, 6,425,357 shares previously issued under
the ESP in accordance with the terms of the ESP plan.
(x) On 30 December 2019, the 69,682,290 Class A Performance Rights held by GenGold Resource Capital Pty Ltd (a
director-related entity of whom Tommy McKeith is a major shareholder) (Gengold), were converted to shares upon
satisfaction of the performance condition; being discovery of at least two mineralised drill hole intercepts with a
gold grade times length weighted average in excess of 25 grams per tonne, using a weighted average gold cut-
off of 0.5g/t, located on the Tenements on or before 26 August 2022.
59
Annual Report 30 June 2021
(xi) On 12 March 2020, the Company bought back, for no consideration, 3,342,858 shares previously issued under the
ESP in accordance with the terms of the ESP plan.
(xii) Arrow completed a two-tranche placement to raise $335,000 via the issue of 67,000,000 fully paid ordinary shares
in the Company at an issue price of 0.5¢ per Share. 54,000,000 of the placement shares were issued on 2 April
2020, and 13,000,000 shares (being those subscribed for by Directors of the Company) were issued on 8 June 2020,
following receipt of shareholder approval.
(xiii) Included in the total 1,832,381,760 shares on issue at 30 June 2021 are 19,450,000 ESP shares, of which 10,075,000
ESP shares have vested and 9,375,000 remain unvested. The ESP shares remain subject to restriction pursuant to
the terms under which they have been issued.
Terms and conditions of ordinary shares
Ordinary shares have the right to receive dividends as declared, and in the event of winding up the Company, to
participate in the proceeds from the sale of all surplus assets in proportion to the number of and amounts paid upon
shares held.
Ordinary shares entitle their holder to one vote, either in person or by proxy, at a meeting of the Company.
(b) Unexpired share options
The following unlisted options over ordinary shares of the Company existed at reporting date:
Expiry Date
22/08/2023
15/10/2022
22/08/2022
11/12/2023
Movements:
Options outstanding at 1 July 2019
Granted
Expired
Options outstanding at 30 June 2020
Granted (under ESIP)
Lapsed
Options outstanding at 30 June 2021
(c) Performance rights
Exercise Price ($)
Number
0.0145
0.0125
0.0200
0.010
37,500,000
10,000,000
120,150,000
2,850,000
170,500,000
No.
134,018,602
167,650,000
(134,018,602)
167,650,000
3,550,000
(700,000)
170,500,000
The following performance rights over ordinary shares of the Company existed at reporting date:
Class
Class B1
Class C2
Expiry Date
26/08/2022
26/08/2023
No.
69,682,290
69,682,300
139,364,590
60
Annual Report 30 June 2021
1 Class B Performance Rights Milestone: Announcement by Arrow of a JORC 2012 compliant Inferred, Indicated and Measured
Resource collectively of at least 500,000oz of gold located on the Tenements on or before the date that is 3 years after
Settlement.
2 Class C Performance Rights Milestone: Announcement by Arrow of a JORC 2012 compliant Inferred, Indicated and Measured
Resource collectively of at least 1,000,000oz of gold located on the Tenements on or before the date that is 4 years after
Settlement.
Movements:
Performance rights outstanding as at 1 July 2019
Granted
Converted to shares (refer note 15)
Performance rights outstanding at 30 June 2020
-
Performance rights outstanding at 30 June 2021
16.
RESERVES
Share-based payment reserve (Shares) (a)
Share-based payment reserve (Options) (b)
Foreign currency reserve (c)
No.
-
209,046,880
(69,682,290)
139,364,590
-
139,364,590
2021
$
2020
$
2,071,531
2,066,964
818,914
(5,464)
813,104
(6,391)
2,884,981
2,873,677
(a) The share-based payment reserve (shares) relates to shares granted by the Company to its employees. The 2021
movement relates to the share-based payments expense recognised during the year in respect of the ESP.
(b) The share-based payment reserve (options) relates to options granted by the Company to its employees and
suppliers. The 2021 movement relates to the share-based payments expense recognised during the year in
respect of the ESIP.
(c) Exchange differences relating to the translation of the results and net assets of the Group’s foreign operations
from their functional currencies to the Group’s presentation currency (i.e. Australian dollars) are recognised
directly in other comprehensive income and accumulated in the foreign currency translation reserve. Exchange
differences previously accumulated in the foreign currency translation reserve (in respect of translating the net
assets of foreign operations) are reclassified to profit or loss on the disposal of the foreign operation.
61
Annual Report 30 June 2021
17.
LOSS PER SHARE
The following data reflect the income and share numbers used in calculation of the basic and diluted loss per share:
Unit
2021
2020
Weighted average number of shares
No.
1,362,539,790
816,308,901
(Loss) used in calculation of basic and diluted loss per share
$
(2,678,461)
(6,993,446)
Basic and diluted (loss) per share:
cents
(0.197)
(0.857)
18.
CONTINGENT ASSETS AND LIABILITIES
Contingent Assets
In March 2021, the Company notified its joint venture partner IGO of its election to convert its 10% contributing
interest in the Plumridge Nickel and Gold Project to a 1% Net Smelter Return.
Contingent Liabilities
The Group, through its wholly owned subsidiary GenGold Resources Burkina (GRB), has granted a royalty deed to pay
US $4 per ounce for every ounce of gold produced from the Divole East, Divole West, Nako, Konkoira and Fofora
tenements held by Gold Square Resources SASU (GSR) up to a maximum of US$1,000,000.
The Group had no other contingent assets or liabilities at reporting date or in subsequent periods.
19.
COMMITMENTS
Exploration & evaluation commitments
The Group has certain minimum obligations in pursuance of the terms and conditions of tenement licences in the
forthcoming year. Whilst these obligations are capable of being varied from time to time, in order to maintain current
rights of tenure to mining tenements, the Group will be required to outlay $741,552 in 2021/22 (2020/21: $855,250).
Exploration commitments does not include requirements under earn-in arrangements for tenements held by other
entities, as the Company is not currently obligated to spend under these arrangements, and further commitment to
spend is subject to exploration results, the outcome of which is not certain.
The expenditure commitment for the Group for later than 2 years but not later than 5 years is uncertain as the
tenements require re-application prior to this date of which the outcome is not certain.
Up to 1 year
Between 1 and 5 years
Later than 5 years
2021
$
741,552
340,632
-
2020
$
855,250
2,878,428
-
1,082,184
3,733,678
62
Annual Report 30 June 2021
20.
RELATED PARTY & KEY MANAGEMENT PERSONNEL DISCLOSURES
(a) Parent and subsidiaries
The parent entity and the ultimate parent entity of the Group is Arrow Minerals Limited, a company listed on the
Australian Securities Exchange. The components of the Group are:
Incorporated
2021
2020
Extent of control
Parent
Arrow Minerals Limited
Australia
-
-
Controlled entities
Boromo Gold Pty Ltd
Australia
Gengold Resources Burkina
Cayman Islands
Gold Square Resources SASU
Black Star Resources Africa SASU
Farafina Resources SASU
Fofora Resources SASU
Arrow (Strickland) Pty Ltd
Arrow (Leasing) Pty Ltd
Arrow (Malinda) Pty Ltd
Arrow (Deralinya) Pty Ltd
Arrow (Plumridge) Pty Ltd
Arrow (Pardoo) Limited
Edurus Resources SA
Burkina Faso
Burkina Faso
Burkina Faso
Burkina Faso
Australia
Australia
Australia
Australia
Australia
Australia
South Africa
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
(b) Key management personnel disclosures
The key management personnel compensation includes employee benefits and director compensation expenses as
follows:
Short-term employee benefits
Termination benefits
Post-employment benefits
Annual leave
Long service leave
Equity compensation benefits
2021
$
391,500
-
32,633
26,124
-
7,252
2020
$
537,677
318,545
50,400
-
50,245
89,967
457,509
1,046,834
Further information regarding key management personnel has been provided in the Remuneration Report.
(c) Transactions with key management personnel
The Company entered into a service agreement with Mitchell River Group Pty Ltd effective 6 July 2016 for the provision
of exploration database management services. Dr Tabeart is a related party of Mitchell River Group Pty Ltd and Arrow
Minerals Limited.
63
Annual Report 30 June 2021
During the year, an amount of $22,665 (2020: $14,229) was paid or payable in relation to these services. An amount
of $682 (2020: nil) is payable at year end.
The Company entered into a service agreement with GenGold Resources Capital Pty Ltd (GenGold) effective 1
September 2019 for the hire of minor exploration equipment. Mr McKeith is a related party of GenGold. During the
year, an amount of $9,000 (2020: $6,750) was paid or payable in relation to this equipment. An amount of $750
(2020: $750) is payable at year end.
Transactions between related parties are on normal commercial terms and conditions no more favourable than those
available to other parties.
21.
SHARE-BASED PAYMENTS EXPENSE
(a) Expenses arising from share-based payment transactions
Total expenses arising from share-based payment transactions recognised during the period were as follows:
Options – Employee Securities Incentive Plan (ESIP) (b)
Options issued to consultants
Options issued to capital raising advisers
Shares – Employee Share Plan (ESP) (d)
2021
$
5,810
-
-
4,567
10,377
2020
$
-
64,631
225,736
109,907
400,274
Share-based payments are provided to Directors, consultants and other advisors.
The issue to each individual Director, consultant or advisor is controlled by the Board and the ASX Listing Rules.
Terms and conditions of the payments, including the grant date, vesting date, exercise price and expiry date are
determined by the Board, subject to shareholder approval where required.
(b) Employee Securities Incentive Plan (ESIP)
Relates to securities issued to employees pursuant to the Company’s Employee Securities Incentive Plan (ESIP). The
ESIP was approved by shareholders on 11 November 2019.
During the year, the Company issued 3,550,000 unlisted options exercisable at $0.01 expiring 11 December 2023 (ESIP
Options) pursuant to the ESIP. This issue represents the first issue of securities under this plan.
The ESIP Options were valued by applying a Black-Scholes option pricing model taking into account the terms and
conditions upon which the options were granted. The following table lists the inputs to the model for the options:
Dividend yield (%)
Expected volatility (%)
Risk free interest rate (%)
Exercise price ($)
Marketability discount (%)
Expected life of options (years)
Share price at grant date ($)
Value per option ($)
ESIP Options
Nil
159.78%
0.23%
$0.01
52.87%
3
$0.007
$0.0037
64
Annual Report 30 June 2021
A total of 700,000 ESIP Options lapsed on 31 March 2021 pursuant to the terms of their issue.
There were nil securities issued pursuant to the ESIP in the year ended 30 June 2020.
(c) Options
Overview of options:
The Group provides benefits to employees, contractors and consultants of the Group in the form of share-based
payment transactions, whereby employees, contractors and consultants render services in exchange for options to
acquire ordinary shares.
Options granted carry no dividend or voting rights. When exercisable, each option is convertible into one ordinary
share of the Company with full dividend and voting rights. Set out below is a summary of the options granted (being
those the subject of share-based payments).
2021
2021
2020
No. Options
WAEP
No. Options
Outstanding at the beginning of the year
167,650,000
Granted
Exercised
3,550,000
-
0.0183
0.0100
-
134,018,602
167,650,000
-
Lapsed / expired
(700,000)
0.0100
(134,018,602)
Outstanding at end of the year
Exercisable at end of the year
170,500,000
170,500,000
0.0182
0.0182
167,650,000
167,650,000
2020
WAEP
0.0971
0.0183
-
0.0971
0.0183
0.0183
Additional information:
There were nil unlisted options exercised during the year (2020: nil).
Unlisted options outstanding at 30 June 2021 had a weighted average exercise price of $0.0182 (2020: $0.0184) and
a weighted average remaining contractual life of 509 days (2020: 786 days).
The weighted average fair value of options granted during the year was $0.0037 (2020: $0.0017) per option.
(d) Employee Share Plan (ESP)
(i) Overview of ESP:
The issue of shares pursuant to the ESP may be undertaken by way of provision of a limited-recourse, interest free
loan to be used for the purposes of subscribing for the shares.
The shares issued to the eligible participants will be fully paid ordinary shares in the capital of the Company issued
on the same terms and conditions as the Company’s existing shares, other than being subject to a holding lock until
such time as the respective restriction conditions have been satisfied, including the completion of any restriction
period, and any loan has been extinguished or repaid under the terms of the ESP.
65
Annual Report 30 June 2021
Movements in ESP shares during the year ended 30 June 2021 is summarised as follows:
Category
Issue Date
Issue
Price
balance 1
July 2020
Opening
Issued
Vested
Cancelled
Closing balance
$ / Share
No.
No.
No.
No.
ESP – 2017
1/12/2017
$0.03000
3,087,500
ESP – 2018
22/11/2018
$0.01485
6,200,000
ESP – 2019
19/08/2019
$0.01379
15,500,000
Total
24,787,500
-
-
-
-
-
-
-
-
(3,087,500)
-
(1,500,000)
4,700,000
700,000
(750,000)
14,750,000
9,375,000
(5,337,500)
19,450,000
10,075,000
30 June 2021
Total
No.
Vested
No.
-
30 June 2020
Total
No.
Vested
No.
-
Movements in ESP shares during the year ended 30 June 2020 is summarised as follows:
Opening
Issued
Vested
Cancelled
Closing balance
Category
Issue Date
Issue
Price
balance 1
July 2019
$ / Share
No.
No.
No.
No.
ESP – 2016
19/10/2016
$0.03000
3,985,715
ESP – 2017
1/12/2017
$0.03000
6,070,000
ESP – 2018
22/11/2018
$0.01485
9,000,000
-
-
-
-
-
(3,985,715)
-
(2,982,500)
3,087,500
2,356,250
4,225,0001
(2,800,000)
6,200,000
5,775,000
ESP – 2019
19/08/2019
$0.01379
-
15,500,000
3,875,0002
-
15,500,000
3,875,000
Total
19,055,715
15,500,000
8,100,000
(9,768,215)
24,787,500
12,066,250
1 Weighted average market share price at date of vesting was $0.009.
2 Weighted average market share price at date of vesting was $0.008.
(ii) Valuation of ESP shares:
Although these are shares for legal and taxation purposes, Accounting Standards require they be treated as options
for accounting purposes. ESP shares are valued applying a Black Scholes model, using inputs for the relevant
milestones. Historical share price volatility has been the basis for determining expected share price volatility as it
is assumed that this is indicative of future volatility. There were no ESP shares issued during the year ended 30
June 2021. Valuation of ESP shares issued during the year ended 30 June 2020:
ESP – 2019
Milestones 1-5
Milestone 6
Number of Plan Shares
11,625,000
Grant date
Underlying share price
Exercise price
Expected volatility
Expiry date (years)
Expected dividends
Risk free rate
Value per share
15/08/2019
$0.01400
$0.01426
108.21%
3
Nil
0.67%
$0.0092
3,875,000
15/08/2019
$0.01400
$0.01426
108.98%
1
Nil
0.72%
$0.0066
66
Annual Report 30 June 2021
(iii) Milestones attached to the ESP shares on issue at 30 June 2021 are as follows:
ESP – 2019 Milestones
Status
1
Discovery of a mineralised prospect with multiple drill intersections of at
Achieved on 19 December
least 25 gram metres gold (e.g. two separate drill intersections of 10 metres
2019
@ 2.5g/t Au), or gold equivalent.
2
3
Discovery of multiple mineralised prospects as defined in Milestone 1.
Not achieved
Announce a JORC-compliant resource of 500,000oz of gold at a minimum
Not achieved
grade of 1.0g/t Au (or equivalent for other metals).
4
Combined capital raising of $2 million through a combination of either
Achieved on 19 August
equity issues at an average issue price at least 75% of the 15-day VWAP
2020
prior to each issue and/or proceeds from asset sales (or farm-out joint
ventures).
5
6
Total shareholder return over any 12-month period exceeding +50%.
Not achieved
Continue to be an employee or Director of AMD until 31 December 2020. Achieved on 31 December
2020
The achievement of up to four (maximum) of the six milestones listed above will result in 100% of the shares
vesting, with 25% of the shares vesting upon the achievement of a milestone. As at 30 June 2021, three of the
milestones has been achieved. During the year ended 30 June 2021, the Company bought back, for no
consideration, a total of 750,000 shares, including vested and unvested 2019 ESP shares in accordance with the
terms of the ESP plan.
ESP – 2018 Milestones
Status
1
Discovery of a mineralised prospect with multiple drill intersections of at
Achieved 22 November
least 15 gram metres gold (e.g. two separate drill intersections of 5 metres
2018
@ 3g/t Au), or gold equivalent.
2
Discovery of multiple mineralised prospects as defined in Milestone 1.
Achieved 19 December
2019
3
Announce a JORC-compliant resource of 100,000oz of gold at a minimum
Not achieved
grade of 1.0g/t Au (or equivalent for other metals).
4
Combined capital raising of $2 million through a combination of either
Achieved 22 August 2019
equity issues at an average issue price at least 75% of the 15-day VWAP
prior to each issue and/or proceeds from asset sales (or farm-out joint
ventures).
5
6
Total shareholder return over any 12-month period exceeding +25%.
Not achieved
Continue to be an employee or Director of AMD until 31 December 2019 Achieved 31 December
2019
The achievement of up to four (maximum) of the six milestones listed above will result in 100% of the shares
vesting, with 25% of the shares vesting upon the achievement of a milestone. As at 30 June 2021, 4 milestones
have been achieved. During the year ended 30 June 2021, the Company bought back, for no consideration, a total
of 1,500,000 shares, including vested and unvested 2018 ESP shares in accordance with the terms of the ESP plan.
Refer to the Remuneration Report for full details of vesting periods and restrictive conditions to be achieved.
67
Annual Report 30 June 2021
22.
OPERATING SEGMENTS
The Group has identified its operating segments based on the internal reports that are reviewed and used by the
Board in assessing performance and determining the allocation of resources. The Group operates in two segments
in the current year, being mineral exploration, and evaluation in Western Australia and Burkina Faso. The Company
is domiciled in Australia. Segment revenues are allocated based on the country in which revenue was earned. Segment
assets are allocated to the country where the assets are located.
Year Ended 30 June 2021
Revenue
Other income
Total segment revenue
Australia
Burkina Faso
Consolidated
$
-
539,928
539,928
$
-
-
-
$
-
539,928
539,928
Total comprehensive (loss) from continuing
operations before tax
(2,214,155)
(464,306)
(2,678,461)
As at 30 June 2021
Segment assets
Total assets of the Group
Segment liabilities
Total liabilities of the Group
Year Ended 30 June 2020
Revenue
Other income
Total segment revenue
6,531,608
6,768,202
1,681,806
66,864
593,208
2,973
596,181
-
1
1
13,299,810
13,299,810
1,748,700
1,748,700
593,208
2,974
596,182
Total comprehensive (loss) from continuing
operations before tax
(6,763,524)
(229,922)
(6,993,446)
As at 30 June 2020
Segment assets
Total assets of the Group
Segment liabilities
Total liabilities of the Group
5,887,609
5,315,038
486,461
107,606
11,202,647
11,202,647
594,067
594,067
68
Annual Report 30 June 2021
23.
FINANCIAL RISK MANAGEMENT
Overview
The Group has exposure to the following risks from their use of financial instruments:
- credit risk
- liquidity risk
- market risk
This note presents information about the Group’s exposure to each of the above risks, its objectives, policies and
processes for measuring and managing risk, and the management of capital. The Board has overall responsibility for
the establishment and oversight of the risk management framework. Management monitors and manages the
financial risks relating to the operations of the Group through regular reviews of the risks.
(a) Credit risk
Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to
meet its contractual obligations and arises principally from receivables from customers and cash and cash equivalents.
Substantial cash balances are held with recognised institutions with credit rating A-3 or above as a way of limiting
the exposure to credit risk. There are no formal credit approval processes in place.
Exposure to credit risk
The carrying amount of the Group’s financial assets represents the maximum credit exposure. The Group’s maximum
exposure to credit risk at the reporting date was:
Cash and cash equivalents
Trade and other receivables – rental bond
Financial assets are neither past due nor impaired.
(b) Liquidity risk
2021
$
2020
$
3,283,858
1,485,933
71,786
37,144
3,355,644
1,523,077
Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The Group’s
approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its
liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking
damage to the Group’s reputation.
The Group manages liquidity risk by maintaining adequate reserves and by continuously monitoring forecast and
actual cash flows.
Typically, the Group ensures that it has sufficient cash on demand to meet expected operational expenses for a period
of 60 days, including the servicing of financial obligations.
The Group has no access to credit standby facilities or arrangements for further funding or borrowings in place.
69
Annual Report 30 June 2021
The maturity profile of Group's financial assets and liabilities are:
2021
Carrying
Amount
$
months
$
Cash and cash equivalents
3,283,858
3,283,858
Trade and other receivables
Lease liabilities
Trade and other payables
Convertible note liability
71,786
(43,341)
(321,968)
(989,852)
71,786
(7,950)
(321,968)
(40,110)
Up to 6
6-12 months
1-2 years
2-3 years
$
-
-
$
-
-
$
-
-
(7,922)
(16,481)
(14,990)
-
-
-
(39,890)
(80,000)
(1,080,000)
2,000,483
2,985,616
(47,812)
(96,481)
(1,094,990)
Up to 6
6-12 months
1-2 years
2-3 years
2020
Carrying
Amount
$
months
$
Cash and cash equivalents
1,485,933
1,485,933
Trade and other receivables
Other financial assets
Lease liabilities
37,144
324,714
(69,867)
37,144
324,714
(40,022)
Trade and other payables
(230,064)
(230,064)
$
-
-
-
(29,845)
-
1,547,860
1,577,705
(29,845)
The maturity profile disclosed are the contractual undiscounted cash flows.
(c) Market risk
$
-
-
-
-
-
-
$
-
-
-
-
-
-
Market risk is the risk that changes in market prices will affect the Group’s income or the value of its holdings of
financial instruments.
Foreign currency risk:
The Group is exposed to foreign exchange risk through funding of exploration activities in Africa in Central African
Francs (pegged to the EUR) and USD denominated drilling prepayment to Capital Drilling Inc. The exposure of these
investments is demonstrated within the following table showing the impact of reasonably possible changes in foreign
exchange rates, with all other variables constant, on the Group’s Consolidated Statement of Profit or Loss and Other
Comprehensive Income.
Judgements of reasonably possible
movements between the USD / CAD / XOF
and Australian dollar
Increase 10% (USD / AUD)
Decrease 10% (USD / AUD)
Increase 10% (XOF / AUD
Decrease 10% (XOF / AUD)
Increase 10% (CAD / AUD)
Decrease 10% (CAD / AUD)
Effect on Post Tax Loss ($)
Effect on Equity ($)
Increase/(decrease)
Increase/(decrease)
2021
2020
2021
2020
(953)
953
n/a
n/a
n/a
n/a
(30,957)
30,957
n/a
n/a
(5,223)
5,223
953
(953)
7,409
(7,409)
n/a
n/a
30,957
(30,957)
12,278
(12,278)
5,223
(5,223)
70
Annual Report 30 June 2021
A sensitivity of 10% movement has been used as this is considered reasonable and is derived from a review of historical
movements and management’s judgement of future trends.
Interest rate risk:
Exposure to interest rate risk
The Group’s maximum exposure to interest rates at the reporting date was:
Range of
effective
interest rate
Carrying
Variable
Fixed
amount
interest rate
interest rate
Total
%
$
$
$
$
2021
Financial Assets – Current
Cash and cash equivalents
0 - 2.2
3,283,858
3,283,858
-
3,283,858
Financial Liabilities – Current
Lease liabilities
6.47
13,666
Financial Liabilities – Non-Current
Lease liabilities
6.47
29,675
-
-
13,666
13,666
29,675
29,675
2020
Financial Assets – Current
Cash and cash equivalents
0 - 2.2
1,485,933
1,485,933
-
1,485,933
Financial Liabilities – Current
Interest bearing liabilities
Lease liabilities
7.95
6.47
33,329
69,867
-
-
33,329
69,867
33,329
69,867
The Group holds the majority of its cash and cash equivalents within a current account attracting a weighted interest
rate of 0.08% pa (2020: 0.4% pa).
The Group’s sensitivity to movement in interest rates is shown in the summarised sensitivity analysis table below.
Interest rate risk
+100 bps
-100 bps
Profit
Equity
Profit
Equity
Carrying
amount
$
$
$
$
$
2021
Cash and cash equivalents
3,283,858
32.839
(32,839)
(32,839)
32,839
2020
Cash and cash equivalents
1,485,933
14,859
(14,859)
(14,859)
14,859
71
Annual Report 30 June 2021
Fair value of financial instruments
The fair value of Group's financial instruments at reporting date are:
2021
2020
Carrying amount
Fair value
Carrying amount
Fair value
$
$
$
$
Cash and cash equivalents
Trade and other receivables
Other financial assets
3,283,858
71,786
-
3,283,858
71,786
-
Lease liabilities
(43,341)
(43,341)
1,485,933
1,485,933
37,144
324,714
(69,867)
37,144
324,714
(69,867)
Trade and other payables
Convertible note liability
(321,968)
(989,852)
2,000,483
(321,968)
(989,852)
2,000,483
(230,064)
(230,064)
-
-
1,547,860
1,547,860
The Directors consider the carrying amount of the financial instruments (including cash and cash equivalents, trade and
other receivables, and other financial assets) to be a reasonable approximation of their fair value on account of the
short maturity cycle. The Directors consider the carrying amount of the financial instruments (including lease liabilities,
trade and other payables, and convertible not liability) to be a reasonable approximation of their fair value due to the
current market low cash rate approximately 0.10% at 30 June 2021.
Fair value hierarchy
AASB 13: Fair Value Measurement requires disclosure of fair value measurements by level of the fair value hierarchy, as
follows:
▪
▪
Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities
Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability,
either directly (i.e. as prices) or indirectly (i.e. derived from prices)
▪
Level 3: inputs for the asset or liability that is not based on observable market data (unobservable inputs)
Applicable for year ended 30 June 2021:
The Group’s convertible notes embedded derivative component is not traded on an active market. The fair value is
based on significant observable inputs (level 3) at the end of the reporting period. These instruments are included in
level 3. The significant observable inputs used includes the historical volatility rate, and interest rate.
The fair value of the Group's contingent consideration is measured using management's weighted probability of
performance milestones being achieved (refer note 15(c) for performance milestones attaching the Performance Rights).
These instruments are included in level 3.
Applicable for year ended 30 June 2020:
The fair value of the Group’s financial assets in quoted equity shares traded on an active market is based on quoted
(unadjusted) market prices at the end of the reporting period. The quoted market price used for financial assets held
by the Group is the current bid price. These instruments are included in level 1.
72
Annual Report 30 June 2021
The fair value of the Group’s financial investments in unquoted equity warrants are not traded on an active market and
are based on significant observable inputs (level 2) at the end of the reporting period. These instruments are included
in level 2.
2021
Quoted prices
Significant
Significant
in active
observable
unobservable
markets
(Level 1)
inputs
inputs
(Level 2)
(Level 3)
Date of
Total
valuation
$
$
$
$
Liabilities measured at fair value:
Convertible notes embedded derivative
30-Jun-21
4,328
Contingent consideration
30-Jun-21
209,047
-
-
-
-
4,328
209,0471
2020
Quoted prices
Significant
Significant
in active
observable
unobservable
markets
(Level 1)
inputs
inputs
(Level 2)
(Level 3)
Date of
Total
valuation
$
$
$
$
Assets measured at fair value:
Shares in Listed Companies
30-Jun-20
272,480
272,480
Unquoted Warrants in Listed Companies
30-Jun-20
52,234
Liabilities measured at fair value:
Convertible notes embedded derivative
n/a
-
Contingent consideration
30-Jun-20
146,333
-
-
-
-
52,234
-
-
-
-
-
146,333
1 Refer note 14(b) for details of movement in Level 3 instrument (contingent consideration).
(d) Capital management policy
The Board’s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and
to sustain future development of the business.
There were no changes in the Group’s approach to capital management during the year. Neither the Company nor
any of its subsidiaries are subject to externally imposed capital requirements. The Group defines capital as cash and
cash equivalents plus equity. The Board monitors capital on an ad-hoc basis. No formal targets are in place for return
on capital or gearing ratios as the Group has not derived any income from their mineral exploration.
73
Annual Report 30 June 2021
24.
PARENT ENTITY INFORMATION
(a)
Financial Position
ASSETS
Current assets
Non-current assets
TOTAL ASSETS
LIABILITIES
Current liabilities
Non-current liabilities
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued capital
Reserves
Accumulated losses
TOTAL EQUITY
(b)
Statement of Comprehensive Income
(Loss) for the year
Other comprehensive income
Total comprehensive (loss)
(c)
Commitments
2021
$
2020
$
3,283,480
9,949,435
2,180,450
8,680,903
13,232,915
10,861,353
453,231
1,228,574
1,681,805
340,127
146,333
486,460
11,551,110
10,374,893
45,957,349
42,347,662
2,890,445
2,880,068
(37,296,684)
(34,852,837)
11,551,110
10,374,893
2021
$
2020
$
(2,443,847)
(6,763,524)
-
-
(2,443,847)
(6,763,524)
Parent entity commitments are as disclosed within note 19.
(d)
Contingent assets / liabilities
The parent entity does not have any contingent assets or contingent liabilities.
25.
SUBSEQUENT EVENTS
Director Appointment
On 5 July 2021, Mr Hugh Bresser was appointed as an Executive Director and serves the Company in the role of
Technical Director.
74
Annual Report 30 June 2021
Malinda Lithium Project
As announced on 23 August 2021, the Company signed a binding term sheet that sets out terms for an earn-in
agreement with Electrostate Pty Ltd (Electrostate) wherein Electrostate may earn up to 85% of Arrow’s Malinda lithium
project in Western Australia.
Employee Share Plan
On 30 July 2021, the Company bought back, for no consideration, 6,250,000 shares previously issued under the ESP.
Other than the above, there have been no events subsequent to balance date of a nature that would require disclosure.
26.
AUDITOR REMUNERATION
Auditors' remuneration - for audit or review of financial report
Pitcher Partners BA&A Pty Ltd
BDO Audit (WA) Pty Ltd
Auditors' remuneration - for other services
Pitcher Partners (WA) Pty Ltd – Taxationi
1 Includes $13,000 for tax advice related to Burkina Faso obligations and liabilities.
30 Jun 2021
30 Jun 2020
$
$
38,389
-
38,839
32,250
3,000
35,250
24,171
23,8351
75
Annual Report 30 June 2021
DIRECTORS’ DECLARATION
In accordance with a resolution of the Board of Directors, I state that:
In the opinion of the Directors:
1.
The consolidated financial statements and accompanying notes are in accordance with the Corporations Act
2001, including:
a) giving a true and fair view of the Group’s financial position at 30 June 2021 and of its performance for
the year ended on that date: and
b) complying with Accounting Standards and Corporations Regulations 2001; and
2.
Subject to the matters described in note 1(b), there are reasonable grounds to believe that the Group will
be able to pay its debts as and when they become due and payable; and
3.
This declaration has been made after receiving the declarations required to be made to the Directors in
accordance with section 295A of the Corporations Act 2001 for the financial year ended 30 June 2021.
4.
The consolidated financial statements and notes are also in compliance with International Financial Reporting
Standards as disclosed in note 1(a).
On behalf of the Board
Howard Golden
Managing Director
Perth, 22 September 2021
76
ARROW MINERALS LIMITED
ABN 49 112 609 846
INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF
ARROW MINERALS LIMITED
(cid:3)
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of Arrow Minerals Limited (“the Company”) and its
controlled entities (“the Group”), which comprises the consolidated statement of financial
position as at 30 June 2021, the consolidated statement of comprehensive income, the
consolidated statement of changes in equity and the consolidated statement of cash flows for
the year then ended, and notes to the financial statements, including a summary of significant
accounting policies, and the directors’ declaration.
In our opinion, the accompanying financial report of the Group is in accordance with the
Corporations Act 2001, including:
(cid:894)(cid:258)(cid:895)
(cid:894)(cid:271)(cid:895)
giving a true and fair view of the Group’s financial position as at 30 June 2021 and
of its financial performance for the year then ended; and
complying with Australian Accounting Standards and the Corporations Regulations
2001.
Basis for Opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities
under those standards are further described in the Auditor’s Responsibilities for the Audit of the
Financial Report section of our report. We are independent of the Group in accordance with the
auditor independence requirements of the Corporations Act 2001 and the ethical requirements
of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for
Professional Accountants (including Independence Standards) (“the Code”) that are relevant to
our audit of the financial report in Australia. We have also fulfilled our other ethical
responsibilities in accordance with the Code.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a
basis for our opinion.
Material Uncertainty Related to Going Concern
We draw attention to Note 1(a) to the financial report which indicates that the Group incurred a
net loss of $2,678,461 during the year ended 30 June 2021 (2020: loss of $6,993,446) and had
cash and cash equivalents of $3,283,858 (2020: $1,485,933). These conditions, along with
other matters as set forth in Note 1(b), indicate the existence of a material uncertainty that may
cast significant doubt about the Group’s ability to continue as a going concern. Our opinion is
not modified in respect of this matter.
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most
significance in our audit of the financial report of the current period. These matters were
addressed in the context of our audit of the financial report as a whole, and in forming our
opinion thereon, and we do not provide a separate opinion on these matters.
(cid:3)
(cid:80)(cid:101)(cid:113)(cid:94)(cid:100)(cid:96)(cid:111)(cid:3)(cid:80)(cid:91)(cid:111)(cid:113)(cid:107)(cid:96)(cid:111)(cid:112)(cid:3)(cid:65)(cid:64)(cid:1186)(cid:64)(cid:3)(cid:80)(cid:113)(cid:118)(cid:3)(cid:76)(cid:113)(cid:95)
(cid:64)(cid:107)(cid:3)(cid:101)(cid:107)(cid:95)(cid:96)(cid:109)(cid:96)(cid:107)(cid:95)(cid:96)(cid:107)(cid:113)(cid:3)(cid:87)(cid:96)(cid:112)(cid:113)(cid:96)(cid:111)(cid:107)(cid:3)(cid:64)(cid:114)(cid:112)(cid:113)(cid:111)(cid:91)(cid:104)(cid:101)(cid:91)(cid:107)(cid:3)(cid:66)(cid:108)(cid:106)(cid:109)(cid:91)(cid:107)(cid:118)(cid:3)(cid:64)(cid:65)(cid:78)(cid:3)(cid:25)(cid:24)(cid:3)(cid:24)(cid:16)(cid:18)(cid:3)(cid:21)(cid:24)(cid:18)(cid:3)(cid:16)(cid:27)(cid:23)(cid:1212)
(cid:76)(cid:96)(cid:115)(cid:96)(cid:104)(cid:3)(cid:18)(cid:18)(cid:1215)(cid:3)(cid:18)(cid:20)(cid:1251)(cid:18)(cid:22)(cid:3)(cid:84)(cid:100)(cid:96)(cid:3)(cid:68)(cid:112)(cid:109)(cid:104)(cid:91)(cid:107)(cid:91)(cid:95)(cid:96)(cid:1215)(cid:3)(cid:80)(cid:96)(cid:111)(cid:113)(cid:100)(cid:3)(cid:87)(cid:64)(cid:3)(cid:24)(cid:16)(cid:16)(cid:16)
(cid:82)(cid:96)(cid:99)(cid:101)(cid:112)(cid:113)(cid:96)(cid:111)(cid:96)(cid:95)(cid:3)(cid:64)(cid:114)(cid:95)(cid:101)(cid:113)(cid:3)(cid:66)(cid:108)(cid:106)(cid:109)(cid:91)(cid:107)(cid:118)(cid:3)(cid:78)(cid:114)(cid:106)(cid:93)(cid:96)(cid:111)(cid:3)(cid:22)(cid:24)(cid:25)(cid:22)(cid:21)(cid:23)(cid:1212)
(cid:76)(cid:101)(cid:91)(cid:93)(cid:101)(cid:104)(cid:101)(cid:113)(cid:118)(cid:3)(cid:104)(cid:101)(cid:106)(cid:101)(cid:113)(cid:96)(cid:95)(cid:3)(cid:93)(cid:118)(cid:3)(cid:91)(cid:3)(cid:112)(cid:94)(cid:100)(cid:96)(cid:106)(cid:96)(cid:3)(cid:114)(cid:107)(cid:95)(cid:96)(cid:111)(cid:3)(cid:80)(cid:111)(cid:108)(cid:97)(cid:96)(cid:112)(cid:112)(cid:101)(cid:108)(cid:107)(cid:91)(cid:104)(cid:3)(cid:83)(cid:113)(cid:91)(cid:107)(cid:95)(cid:91)(cid:111)(cid:95)(cid:112)(cid:3)(cid:76)(cid:96)(cid:99)(cid:101)(cid:112)(cid:104)(cid:91)(cid:113)(cid:101)(cid:108)(cid:107)(cid:1212)
77
78
(cid:64)(cid:95)(cid:96)(cid:104)(cid:91)(cid:101)(cid:95)(cid:96)(cid:3)(cid:3)(cid:3)(cid:3)(cid:65)(cid:111)(cid:101)(cid:112)(cid:93)(cid:91)(cid:107)(cid:96)(cid:3)(cid:3)(cid:3)(cid:3)(cid:77)(cid:96)(cid:104)(cid:93)(cid:108)(cid:114)(cid:111)(cid:107)(cid:96)(cid:3)(cid:3)(cid:3)(cid:3)(cid:78)(cid:96)(cid:116)(cid:94)(cid:91)(cid:112)(cid:113)(cid:104)(cid:96)(cid:3)(cid:3)(cid:3)(cid:3)(cid:80)(cid:96)(cid:111)(cid:113)(cid:100)(cid:3)(cid:3)(cid:3)(cid:3)(cid:83)(cid:118)(cid:95)(cid:107)(cid:96)(cid:118)
(cid:80)(cid:101)(cid:113)(cid:94)(cid:100)(cid:96)(cid:111)(cid:3)(cid:80)(cid:91)(cid:111)(cid:113)(cid:107)(cid:96)(cid:111)(cid:112)(cid:3)(cid:101)(cid:112)(cid:3)(cid:91)(cid:107)(cid:3)(cid:91)(cid:112)(cid:112)(cid:108)(cid:94)(cid:101)(cid:91)(cid:113)(cid:101)(cid:108)(cid:107)(cid:3)(cid:108)(cid:97)(cid:3)(cid:101)(cid:107)(cid:95)(cid:96)(cid:109)(cid:96)(cid:107)(cid:95)(cid:96)(cid:107)(cid:113)(cid:3)(cid:97)(cid:101)(cid:111)(cid:106)(cid:112)(cid:1212)(cid:3)
(cid:80)(cid:101)(cid:113)(cid:94)(cid:100)(cid:96)(cid:111)(cid:3)(cid:80)(cid:91)(cid:111)(cid:113)(cid:107)(cid:96)(cid:111)(cid:112)(cid:3)(cid:101)(cid:112)(cid:3)(cid:91)(cid:3)(cid:106)(cid:96)(cid:106)(cid:93)(cid:96)(cid:111)(cid:3)(cid:108)(cid:97)(cid:3)(cid:113)(cid:100)(cid:96)(cid:3)(cid:99)(cid:104)(cid:108)(cid:93)(cid:91)(cid:104)(cid:3)(cid:107)(cid:96)(cid:113)(cid:116)(cid:108)(cid:111)(cid:103)(cid:3)(cid:108)(cid:97)(cid:3)(cid:65)(cid:91)(cid:103)(cid:96)(cid:111)(cid:3)(cid:84)(cid:101)(cid:104)(cid:104)(cid:118)(cid:3)(cid:73)(cid:107)(cid:113)(cid:96)(cid:111)(cid:107)(cid:91)(cid:113)(cid:101)(cid:108)(cid:107)(cid:91)(cid:104)(cid:3)
(cid:76)(cid:101)(cid:106)(cid:101)(cid:113)(cid:96)(cid:95)(cid:1215)(cid:3)(cid:113)(cid:100)(cid:96)(cid:3)(cid:106)(cid:96)(cid:106)(cid:93)(cid:96)(cid:111)(cid:112)(cid:3)(cid:108)(cid:97)(cid:3)(cid:116)(cid:100)(cid:101)(cid:94)(cid:100)(cid:3)(cid:91)(cid:111)(cid:96)(cid:3)(cid:112)(cid:96)(cid:109)(cid:91)(cid:111)(cid:91)(cid:113)(cid:96)(cid:3)(cid:91)(cid:107)(cid:95)(cid:3)(cid:101)(cid:107)(cid:95)(cid:96)(cid:109)(cid:96)(cid:107)(cid:95)(cid:96)(cid:107)(cid:113)(cid:3)(cid:104)(cid:96)(cid:99)(cid:91)(cid:104)(cid:3)(cid:96)(cid:107)(cid:113)(cid:101)(cid:113)(cid:101)(cid:96)(cid:112)(cid:1212)
ARROW MINERALS LIMITED
ABN 49 112 609 846
INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF
ARROW MINERALS LIMITED
Key Audit Matter
How our audit addressed the key audit
matter
Carrying value of exploration and evaluation
assets
Refer to Note 1(o) & 9
As disclosed in Note 9 of the financial report,
as at 30 June 2021,
the Group held
capitalised exploration and evaluation assets
of $9,799,067.
The carrying value of exploration and
evaluation assets is assessed for impairment
by the Group when facts and circumstances
indicate that the exploration and evaluation
assets may exceed its recoverable amount.
The determination as to whether there are
any indicators to require an exploration and
for
evaluation assets
of
impairment,
management judgments including but not
limited to:
to be assessed
number
involves
a
(cid:121) Whether the Group has tenure of
the tenements;
(cid:121) Whether the Group has sufficient
tenement
expenditure
to meet
the
funds
minimum
requirements;
(cid:121) Whether
is
there
sufficient
information for a decision to be
made that the area of interest is not
commercially viable; and
(cid:121) Whether the valuation methodology
the
appropriately
the value of
are
to determine
tenements
selected by the Group.
of
an
and
assessing
understanding
tenure and whether
the assessment of
the appropriateness of
Our procedures included, amongst others:
Obtaining
and
evaluating the design and implementation of
the processes and controls associated with
the
capitalisation of exploration and
evaluation expenditure, and those associated
with
impairment
indicators.
Examining the Group’s right to explore in the
relevant area of interest, which included
obtaining
supporting
documentation. We also considered the
status of the exploration licences as it related
to
the minimum
expenditure of the tenements has been met.
Evaluating
the
valuation methodology selected by the Group
to determine the fair value less costs to sell
of the Melinda Lithium area of Interest to
accepted market practices, our
industry
experience and the requirements of AASB
136 Impairment of Assets.
Considering and reviewing
the Group’s
intention and capacity to carry out significant
exploration and evaluation activity, including
but not limited to the minimum expenditure
requirements, in the relevant area of interest,
including assessing the Group’s cash-flow
with
forecast models,
management and directors as
the
intentions and strategy of the Group.
Reviewing management’s evaluation and
judgement as to whether the exploration
activities within each relevant area of interest
have reached a stage where the commercial
viability of extracting the resource could be
determined.
Assessing the adequacy of the disclosures
included within the financial report.
discussions
to
(cid:3)
(cid:3)
78
79
(cid:3)
(cid:3)
ARROW MINERALS LIMITED
ABN 49 112 609 846
INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF
ARROW MINERALS LIMITED
the process and
Our procedures included, amongst others:
Obtaining an understanding of the relevant
controls and evaluating the design and
implementation of
the
controls associated with the preparation of
the valuation model used to assess the fair
value of share based payments, including
those relating to volatility of the underlying
security and the appropriateness of the
model used for valuation.
Critically evaluating and challenging the
of
methodology
management in their preparation of the
valuation model, including management’s
assessment of likelihood of vesting, and
agreeing inputs to internal and external
sources of information as appropriate.
Assessing the Group’s accounting policy as
set out within Note 1(s) for compliance with
the requirements of AASB 2 Share-based
Payment.
Assessing the adequacy of the disclosures
included in the financial report.
assumptions
and
Share Based Payments
Refer to Note 1(U) & 21
Share based payments represent $10,377 of
the Group’s expenditure.
Share based payments must be recorded at
fair value of the service provided, or in the
absence of such, at the fair value of the
underlying equity instrument granted.
Under Australian Accounting Standards,
equity settled awards are measured at fair
value on the measurement date taking into
consideration the probability of the vesting
conditions (if any) attached. This amount is
either
an
recognised
expense
immediately
there are no vesting
conditions, or over the vesting period if there
are vesting conditions.
In calculating the fair value there are a
number of judgements management must
make, including but not limited to:
as
if
(cid:121) Estimating the likelihood that the
equity instruments will vest;
(cid:121) Estimating expected future share
price volatility;
(cid:121) Expected dividend yield; and
(cid:121) Risk-free rate of interest.
As a result of the share based payments
relating to employees and Key Management
Personnel and the level of management
judgment
the
valuation of the share based payments, we
consider the Group’s calculation of the share
based payment expense to be a key audit
matter.
in determining
involved
Convertible note
Refer to Note 1 (I) & 14
79
80
ARROW MINERALS LIMITED
ABN 49 112 609 846
INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF
ARROW MINERALS LIMITED
(cid:3)
to
the convertible note deed
Our procedures included, amongst others:
Reading
understand key terms and conditions.
Obtaining an understanding of the relevant
controls and evaluating the design and
implementation of the controls associated
with the preparation of the significant inputs
used for the convertible note calculation.
Critically evaluating and challenging the
of
methodology
assumptions
their preparation of
management
in
convertible note
including
calculation,
management’s assessment of likelihood of
Event of Default, agreeing significant inputs
used to internal and external sources of
information as appropriate.
Assessing the Group’s accounting policy as
set out within Note 1(I) for compliance with
the requirements of AASB 9.
Assessing the adequacy of the disclosures
included in the financial report.
and
Instruments
(“AASB 9”),
On 26 August 2020, the Company issued
1,000,000 unsecured convertible notes
(“convertible note”) at A$1.00 each, raising
$1,000,000 (“Principal Amount”) (before
costs of $60,000). The convertible note have
a 48 months Maturity Date, unless converted
prior. Conversion can occur at any time up to
the Maturity Date, unless redeemed prior
through a Change in Control of the Company
or by an Event of Default.
Under accounting standards AASB 9
Financial
the
convertible note is valued as a financial
liability (“Host Debt”) with an embedded
derivative feature (“Embedded derivative”),
being the conversion feature based on the
lower of 0.75 cents and 1.25 times the
prevailing price of shares (Subsequent
Equity Raising), resulting
in a variable
number of shares. AASB 9 requires the
separation of the value of the Embedded
derivative from the value of the financial
liability.
In valuing the convertible note, the Company
has assumed the following:
-
-
nil probability of default; and
term of four years, in other words, no
the
value has been placed on
contractual right held by the Company to
repay the Principal Amount at or after
three years.
Due to the significance to the Group’s
financial report and the level of judgment
involved in the accounting for the convertible
note, we consider this to be a key audit
matter.
Other Information
The directors are responsible for the other information. The other information comprises the
information included in the Group’s annual report for the year ended 30 June 2021, but does
not include the financial report and our auditor’s report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do
not express any form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other
information and, in doing so, consider whether the other information is materially inconsistent
with the financial report or our knowledge obtained in the audit or otherwise appears to be
materially misstated(cid:3)
80
81
ARROW MINERALS LIMITED
ABN 49 112 609 846
INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF
ARROW MINERALS LIMITED
(cid:3)
If, based on the work we have performed, we conclude that there is a material misstatement
of this other information, we are required to report that fact. We have nothing to report in this
regard.
Responsibilities of the Directors for the Financial Report
The directors of the Company are responsible for the preparation of the financial report that
gives a true and fair view in accordance with Australian Accounting Standards and the
Corporations Act 2001 and for such internal control as the directors determine is necessary to
enable the preparation of the financial report that gives a true and fair view and is free from
material misstatement, whether due to fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the
Group to continue as a going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless the directors either intend to
liquidate the Group or to cease operations, or has no realistic alternative but to do so.
Auditor’s Responsibilities for the Audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole
is free from material misstatement, whether due to fraud or error, and to issue an auditor’s
report that includes our opinion. Reasonable assurance is a high level of assurance, but is not
a guarantee that an audit conducted in accordance with the Australian Auditing Standards will
always detect a material misstatement when it exists. Misstatements can arise from fraud or
error and are considered material if, individually or in the aggregate, they could reasonably be
expected to influence the economic decisions of users taken on the basis of this financial report.
As part of an audit in accordance with the Australian Auditing Standards, we exercise
professional judgement and maintain professional scepticism throughout the audit. We also:
(cid:121)
Identify and assess the risks of material misstatement of the financial report, whether
due to fraud or error, design and perform audit procedures responsive to those risks,
and obtain audit evidence that is sufficient and appropriate to provide a basis for our
opinion. The risk of not detecting a material misstatement resulting from fraud is
higher than for one resulting from error, as fraud may involve collusion, forgery,
intentional omissions, misrepresentations, or the override of internal control.
(cid:121) Obtain an understanding of internal control relevant to the audit in order to design
audit procedures that are appropriate in the circumstances, but not for the purpose of
expressing an opinion on the effectiveness of the Group’s internal control.
(cid:121) Evaluate the appropriateness of accounting policies used and the reasonableness of
accounting estimates and related disclosures made by the directors.
(cid:121) Conclude on the appropriateness of the directors’ use of the going concern basis of
accounting and, based on the audit evidence obtained, whether a material uncertainty
exists related to events or conditions that may cast significant doubt on the Group’s
ability to continue as a going concern. If we conclude that a material uncertainty
exists, we are required to draw attention in our auditor’s report to the related
disclosures in the financial report or, if such disclosures are inadequate, to modify our
opinion. Our conclusions are based on the audit evidence obtained up to the date of
our auditor’s report. However, future events or conditions may cause the Group to
cease to continue as a going concern.
81
82
ARROW MINERALS LIMITED
ABN 49 112 609 846
INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF
ARROW MINERALS LIMITED
(cid:3)
(cid:121) Evaluate the overall presentation, structure and content of the financial report,
including the disclosures, and whether the financial report represents the underlying
transactions and events in a manner that achieves fair presentation(cid:3)
(cid:121) Obtain sufficient appropriate audit evidence regarding the financial information of the
entities or business activities within the Group to express an opinion on the financial
report. We are responsible for the direction, supervision and performance of the
Group audit. We remain solely responsible for our audit opinion.
We communicate with the directors regarding, among other matters, the planned scope and
timing of the audit and significant audit findings, including any significant deficiencies in internal
control that we identify during our audit.
We also provide the directors with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and
other matters that may reasonably be thought to bear on our independence, and where
applicable, actions taken to eliminate threats or safeguards applied.
From the matters communicated with the directors, we determine those matters that were of
most significance in the audit of the financial report of the current period and are therefore the
key audit matters. We describe these matters in our auditor’s report unless law or regulation
precludes public disclosure about the matter or when, in extremely rare circumstances, we
determine that a matter should not be communicated in our report because the adverse
consequences of doing so would reasonably be expected to outweigh the public interest
benefits of such communication.
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in the directors’ report for the year ended
30 June 2021. In our opinion, the Remuneration Report of Arrow Minerals Limited, for the year
ended 30 June 2021, complies with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the
Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our
responsibility is to express an opinion on the Remuneration Report, based on our audit
conducted in accordance with Australian Auditing Standards.
PITCHER PARTNERS BA&A PTY LTD
J C PALMER
Executive Director
Perth, 22 September 2021
82
83
Annual Report 30 June 2021
ADDITIONAL INFORMATION
Shareholder Information
The following additional information is required by the Australian Securities Exchange Ltd in respect of listed public
companies.
Information as at 18 August 2021:
1.
Shares on Issue
Total number of issued fully paid ordinary shares is 1,826,131,760.
2. Distribution of Holders
Spread
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
>10,000
Total
3. Unmarketable Parcels
No. of Holders
No. of Shares
% Issued Capital
90
84
79
907
1,011
2,171
10,651
233,511
596,188
42,646,173
1,782,645,237
1,826,131,760
0.00%
0.01%
0.03%
2.34%
97.62%
100%
The number of holders of less than a marketable parcel of fully paid shares is 1,012.
4.
Substantial Shareholders
Shareholders who hold 5% or more of the issued capital of the Company as per substantial shareholder notices
lodged with ASX are listed below.
Name
Number of Shares Held
Percentage Held
GenGold Resource Capital Pty Ltd
131,166,670
7.18%
5. Restricted Securities
There are 13,200,000 shares currently on issue subject to voluntary escrow.
6. Voting Rights
The voting rights attached to each class of equity security are as follows:
Ordinary Shares
Each ordinary share is entitled to one vote when a poll is called, otherwise each member present at a meeting or by
proxy has one vote on a show of hands.
Options
There are no voting rights attached to any class of options that is on issue.
7. On-market Buy-Back
Currently there is no on-market buy-back of the Company’s securities.
83
Annual Report 30 June 2021
8.
Top 20 Holders – Ordinary Shares
Rank Name
Units
% of Units
on issue
1
2
3
4
5
6
7
8
9
GENGOLD RESOURCE CAPITAL PTY LTD
EQUITY TRUSTEES LIMITED
CAPE YORK NOMINEES PTY LTD
NASDAQ SECURITIES AUSTRALIA PTY LTD
PERTH SELECT SEAFOODS PTY LTD
ZERO NOMINEES PTY LTD
R & K WATSON PTY LTD
FAIRBROTHER HOLDINGS PTY LTD
BNP PARIBAS NOMINEES PTY LTD
10
PHILIP & JANET TURNER PTY LTD
11 MR SYED MUSHLEH UDDIN
12 MISS NICOLA JANE FRASER + MRS PATRICIA KAY FRASER + MISS STACEY
MAREE FRASER
13 MR JUSTIN ANTHONY VIRGIN
14
15
EQUITY TRUSTEES LIMITED
AURALANDIA PTY LTD
16 MR ANDREW CHARLES DUNCAN + MRS MARIA DUNCAN
17
TWIN OAKS SUPER PTY LTD
18 MR BIN LIU
19
20
VAN AM MARKETING PTY LTD
APOLLO SURYA HOLDINGS PTY LIMITED
Totals: Top 20 holders of Arrow ORDINARY FULLY PAID
Total Remaining Holders Balance
Total Holders Balance
9. Unquoted Securities
131,166,670
45,833,334
41,666,667
41,666,667
40,000,000
34,482,759
26,924,761
25,670,823
25,359,016
23,950,000
22,000,000
18,000,000
17,900,000
16,666,666
16,500,000
15,266,000
15,016,599
14,583,334
14,539,199
13,424,746
600,617,241
1,225,514,519
1,826,131,760
As at 18 August 2021 the following securities over un-issued shares were on issue:
•
•
•
•
•
•
•
120,150,000 unlisted options exercisable at $0.02 on or before 22 August 2022
10,000,000 unlisted options exercisable at $0.0125 on or before 15 October 2022
37,500,000 unlisted options exercisable at $0.0145 on or before 22 August 2023
2,850,000 unlisted options exercisable at $0.0100 on or before 11 December 2023
64,682,290 Class B Performance Rights expiring 26 August 2022
64,682,300 Class C Performance Rights expiring 26 August 2023
1,000,000 Convertible Notes
7.18
2.51
2.28
2.28
2.19
1.89
1.47
1.41
1.39
1.31
1.2
0.99
0.98
0.91
0.9
0.84
0.82
0.8
0.8
0.74
32.89
67.11
100
84
Annual Report 30 June 2021
10. Unquoted Equity Security Holders with Greater than 20% of an Individual Class
As at 18 August 2021 the following classes of unquoted securities had holders with greater than 20% of that class
on issue as set out below.
Options exercisable at 2.0¢ on or before 22 August 2022
Capital Di Limited
Options exercisable at 1.25¢ on or before 10 October 2022
Simon Bolster & Roslyn O’Sullivan
Mr Edward John Baltis
Options exercisable at 1.45¢ on or before 22 August 2023
Zenix Nominees Pty Ltd
Options exercisable at 1.00¢ on or before 11 December 2023
Ulrike Annette Johnstone
Ballo Boureima
Soro Arouna
Class B Performance Rights expiring 26 August 2022
GenGold Resource Capital Pty Ltd
Class C Performance Rights expiring 26 August 2023
GenGold Resource Capital Pty Ltd
Convertible Notes
Budworth Capital Pty Ltd ATF Budworth Capital Trust
Seascape Capital Pty Ltd ATF Williams Trading Trust
11. Company Secretary
% Interest
33.3%
50.0%
50.0%
96. 0%
31.6%
35.1%
21.1%
100%
100%
42.5%
37.5%
The names of the Joint Company Secretary are Catherine Grant-Edwards and Melissa Chapman.
12. Registered Address
The address of the principal registered office is: Suite 5, 63 Hay Street, Subiaco WA 6008.
13. Registers
The registers of securities are held at the following address:
Advanced Share Registry Service
150 Stirling Highway
Nedlands WA 6009
85
Holder
Interest
Annual Report 30 June 2021
Tenement Schedule as at 18 August 2021
Tenement ID
E09/2169
E09/2170
E09/2283
E16/495
E30/493
E30/494
E77/2416
E77/2403
E77/2432
E77/2634
Project
Malinda
Malinda
Malinda
Strickland
Strickland
Strickland
Strickland
Strickland
Strickland
Strickland
Arrow (Malinda) Pty Ltd
Arrow (Malinda) Pty Ltd
Arrow (Malinda) Pty Ltd
Arrow (Strickland) Pty Ltd
Arrow (Strickland) Pty Ltd
Arrow (Strickland) Pty Ltd
Arrow (Strickland) Pty Ltd
Arrow (Strickland) Pty Ltd
Arrow (Strickland) Pty Ltd
Arrow (Strickland) Pty Ltd
2020-084/MMC/SG/DGCM
Hounde South & Nako
Gold Square Resources Sasu
2020-161/MMC/SG/DGCM
Hounde South & Nako
Gold Square Resources Sasu
2020-162/MMC/SG/DGCM
Hounde South & Nako
Gold Square Resources Sasu
2020-190/MMC/SG/DGCM
Divole East & West
Gold Square Resources Sasu
2020-192/MMC/SG/DGCM
Divole East & West
Gold Square Resources Sasu
2020-193/MMC/SG/DGCM
Divole East & West
Gold Square Resources Sasu
19/047/MMC/SG/DGCM
Divole East & West
Farafina Resources Sasu
18/152/MMC/SG/DGCM
2020-147/MMC/SG/DGCM
Boulsa
Boulsa
Farafina Resources Sasu
Farafina Resources Sasu
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
86