ANNUAL REPORT
2023
Company information
Contents
DIRECTORS
Mick Wilkes
Bob Katsiouleris
Melissa Holzberger
Austen Perrin
James Marsh
Non-executive Chair
Managing Director
Non-executive Director
Non-executive Director
Executive Director,
Sales & Marketing
COMPANY SECRETARY
Sarah Clarke
General Counsel and
Company Secretary
ANDROMEDA METALS LIMITED
ABN: 75 061 503 375
ASX code: ADN
REGISTERED AND PRINCIPAL ADDRESS
Level 10, 431 King William Street
Adelaide, South Australia 5000
CONTACT DETAILS
Telephone: +61 8 7089 0600
ir@andromet.com.au
www.andromet.com.au
SHARE REGISTRY
Computershare Investor Services Pty Ltd
Level 5, 115 Grenfell Street
Adelaide, South Australia 5000
GPO Box 1903, Adelaide, SA 5000
Enquiries (within Australia):
Enquiries (outside Australia):
1300 556 161
+61 3 9415 4000
AUDITORS
Deloitte Touche Tohmatsu
11 Waymouth Street
Adelaide, South Australia 5000
SOLICITORS
Minter Ellison Lawyers
25 Grenfell Street
Adelaide, South Australia 5000
BANKERS
Westpac Banking Corporation
155 Unley Road
Unley, South Australia 5061
Letter from the Chair
Managing Director’s report
Operations review
The Great White Project
Commercial Strategy
Exploration
Great White Deposit
Hammerhead Deposit
Tiger Deposit
Eyre Kaolin Project
Mt Hope Kaolin Project
Wudinna Gold Project
Moonta Copper Gold Project
Drummond Epithermal Gold Project
Corporate
Sustainability
Schedule of tenements
Reserves and resources
Competent person statements
Directors’ report
Remuneration report
Auditor’s independence declaration
Financial report
Directors’ declaration
Independent auditor’s report
Shareholder information
Glossary
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11
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25
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27
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28
29
30
41
43
47
49
58
76
77
113
114
119
121
2
ANDROMEDA METALS LIMITE D
Highlights
Program for Environment Protection
and Rehabilitation (PEPR)
Land Access and Acquisition Agreements
Procurement of Long Lead Items
Bankable Feasibility Study (BFS)
Debt Funding Data Room
Rigorous Commercial Strategy
Product Portfolio – Core and Complementary
Updated Definitive Feasibility Study (2023 DFS)
Lodged
Approved
Signed
Ordered
Released
Opened
Developed
Refined
Released
Andromeda – strongly positioned for growth
Tier 1 mining jurisdiction
Exploration endowment
Mineral resources
Ore reserves
South Australia
Large portfolio of
exploration tenements,
totalling 8,348km²
including earn-ins
Kaolin Mineral
Resource: >110Mt of
Resources
Kaolin Ore Reserve
(GWKP): 15.1Mt of
Reserves
Mining lease & PEPR
Land acquisition
2023 DFS
Experienced team
Great White Kaolin
Project Mining Lease
granted
Environmental
Management Plan
submitted and approved
Agreements signed to
acquire land covered
under Mining Lease
Subdivision of land
progressed
65% increase in pre-tax
NPV to $1.01 Billion
Average annual EBITDA
increased by 59% to
$130 million
Experienced and
industry focused Board
and Executive team
Construction ready
3
ANNUAL REPORT 2023 Letter from the Chair
Dear Shareholders,
Welcome to the Annual Report covering the Financial
Year 2023 for Andromeda Metals Limited (Andromeda).
Looking over the past year, the Company made some
crucial changes that has enabled significant progress
to be made in the planned development of The Great
White Project (TGWP or Project).
We continued moving towards making a final
investment decision while progressively de-risking the
Project and evaluating funding arrangements that best
suit the long-term interests of the Company and its
shareholders. These progressive steps are part of the
invigorated long-term strategy to bring our product to
the broader global market.
The staged approach to development was refined to
reduce the initial capital investment required, through
the construction of an initial Stage 1A Plant. The
reduced capacity of Stage 1A was deemed prudent as
it more closely matches production to signed offtake
volumes in place and being negotiated.
In August 2022, the Program for Environment Protection
and Rehabilitation (PEPR) was lodged with the South
Australian Department for Energy and Mining (DEM)
and, subsequently, approved in March 2023.
During the year, a number of additional offtake
agreements were signed across our portfolio of
halloysite-kaolin products to cover a significant
proportion of planned Stage 1A production capacity.
The growth profile of these agreements, as well as
ongoing negotiations with several other potential
customers, continue to provide us with the confidence
that further offtake agreements will be signed.
To support the planned development of TGWP,
the Board considered it appropriate to strengthen
executive management capacity and capabilities.
Accordingly, in October Joe Ranford was appointed
Chief Operating Officer, moving from being a part-time
consultant to a full-time employee, and subsequently
resigned as a Director in November, to solely
concentrate on advancing TGWP.
In January, Sarah Clarke was appointed as
General Counsel & Company Secretary, bringing
these functions in-house and reducing the cost of
external consultants.
Also in January, Bob Katsiouleris was appointed
Managing Director and Chief Executive Officer.
Bob joined Andromeda in April, with James Marsh
transitioning to the role of Executive Director, Sales
and Marketing.
In April 2023, the Research Agreement related to
the carbon capture and conversion project (CC&C
Project) with the University of Newcastle was
terminated, by mutual agreement. The termination
followed ongoing delays in the progress of the CC&C
Project, including with the certification process for
components of the Carbon Capture Pilot Plant and its
set up and installation by GICAN, following its arrival in
Newcastle. Andromeda retains control of the CC&C
business opportunity and ownership of the CC&C
Project intellectual property and the right to continue
the CC&C Project and seek to further develop the
opportunities identified, with suitable partners.
In considering funding arrangements it was necessary
to develop a Bankable Feasibility Study (BFS) to
underpin the Company’s ability to secure a proportion
of the funding required for TGWP’s development
through debt.
4
ANDROMEDA METALS LIMITED Letter from the Chair
In June, a virtual data room was opened to a number
of debt-only financiers, for the purpose of pursuing
debt financing discussions.
Additionally, following Bob's appointment we have
been in discussions regarding a range of other
potential funding options. For these discussions to
progress in earnest, it was necessary to update the
Definitive Feasibility Study (2023 DFS) covering planned
production over the full 28 year life-of-mine.
Importantly, this updated DFS reflects a comprehensive
review of the Company’s corporate positioning and
business strategy. This significant piece of work, which
Bob explains in detail in his Managing Director’s Report,
and announced subsequent to year end, added
significant incremental value from the 2022 DFS further
confirming the long-term viability of TGWP.
In my letter last year, I also wrote how Andromeda
acknowledges the importance of committing to safe
and sustainable operations and extraction practices.
As the Company moves towards production, it
continues to aspire to adopt, monitor and report
on relevant frameworks and metrics that emerge
from the developing consensus and convergence
of Environmental, Social and Governance (ESG)
frameworks and standards.
This year, I am pleased to say that we have
progressed our journey through the inclusion of a
Sustainability section in this year’s Annual Report, which
can be found on page 30.
In the Sustainability section, you can read more about
how we measure our anticipated Scope 1, 2 & 3
greenhouse gas (GHG) emissions and the plans we
have to reduce them over time and as anticipated
production expands.
The Board continues its commitment to responsible
financial and business practices, and the highest
standards of corporate governance. Last year, the
Board made a number of changes to remuneration
practices which continued to be embedded. I invite
you to read about these in the Remuneration Report,
starting on page 58 of this Report.
Thank you to all our stakeholders, in particular,
I would like to thank all of our staff, led by Bob, for their
ongoing commitment.
Finally, I would like to thank you, our shareholders,
for your ongoing support. It has been a difficult year
for the Company, as it has been for many industrial
minerals companies, as we transition to a developer
and producer of high quality kaolin, but rest assured
the Board and Management remain committed and
focused on maximising shareholder value through a
considered and methodical approach to advancing
TGWP’s development.
Yours sincerely,
Mick Wilkes
Non-executive Chair
5
ANNUAL REPORT 2023 Managing Director's report
Andromeda’s commercial strategy
continuously defines:
“Where we want to play, why we
want to play there, who we want to
play with, and when.”
My fellow Shareholders,
This is the first Annual Report in which I write to you,
having commenced in my role in April this year.
Following my appointment, many shareholders
have asked the question of what drove me to move
to Adelaide and take on this role. The fact is, I first
became aware of the significant size and high quality
nature of the resource underpinning TGWP, over
15 years ago, and simply thought and believed that the
time to commercialise it is “now”.
At the time, both James Marsh and I worked for the
same global kaolin company and looked forward to
a time when the challenge of developing a resource
located so far away from traditional kaolin markets,
could be overcome.
At Andromeda, we now believe that time has come!
Focused approach to advancing TGWP
Since commencing in my role, my singular aim has
been to narrow the focus of the business, with the aim
of accelerating the progress of the development plans
and financing options to support a final investment
decision (FID) for TGWP being made.
This focused approach sought to prioritise activities
that support TGWP’s accelerated development,
bringing forward the expected generation of revenue
and cashflow linked to our world class deposit.
Business positioning and commercial strategy
To do this, the Company undertook a review of its
business positioning and a rigorous, expedited
approach to revising its Commercial Strategy.
As the proud owner of what are believed to be some
of the last great white mineral deposits in the world,
Andromeda revised its vision to becoming “The Great
White Mineral Company”, with the ambition of leading
the world in the sustainable supply of superior quality
industrial minerals.
6
Andromeda’s revitalised Commercial Strategy involved
identifying key priority markets and segments, that
would attract above market value in use opportunities
for Andromeda’s kaolin products, which would in turn
be accretive to the value of TGWP’s development over
the Life-of-Mine (LOM).
In doing so, the commercial strategy identified a
product portfolio that balances a rigorous segmented
market to mine approach with a disciplined and
optimised mine to market response. You can read more
about Andromeda’s Commercial Strategy on page 11.
This led to interesting opportunities that weren’t
previously considered, and some difficult decisions
being made.
In addition to confirming Great White CRM™ and Great
White KCM™90 as having an above market value in
use in porcelain tableware, an additional application
for Great White CRM™ in ceramic tiles and glazes
was found to have a potentially high value in use,
due to its world-class high alumina/low iron ratio and
rheological properties.
Whilst Great White HRM™ is subject to ongoing end
customer validation, an independent study has
demonstrated that Great White HRM™ is a cost-
effective additive to decarbonise concrete, through
enabling an 8% reduction in cement and water
required, leading to an over 7% reduction in Global
Warming Potential.
Additionally, an emerging shortage of industrial
sand, both in Australia and South East Asia, was
identified. This led to the opportunity to turn what had
been considered as waste previously, both coarse
and fine industrial sand, into revenue and margin
accretive co-products.
ANDROMEDA METALS LIMITED Managing Director's report
This now sees Andromeda’s core and complementary
product portfolio, defined as:
CORE
COMPLEMENTARY
Great White CRM™
Great White HRM™
Great White KCM™90
Industrial sand
This enhanced product portfolio targeting high value
markets was incorporated into the 2023 DFS, along
with an updated mine development plan (based
on the Mine to Market response) that supported an
accelerated sales profile and reduced costs across
the LOM.
This led to the 2023 DFS, whose outcomes were
announced following the end of the financial year, that
delivered significantly improved economics and an
increase of 65% in pre-tax net present value (NPV) to
over $1.1 billion, over the 2022 DFS2.
Unfortunately, the difficult decisions that needed to
be made included pausing some of our research
and development activities, including into producing
high purity alumina (HPA) and carbon capture. These
activities will require further research and investment
which the Company will consider once its generating
cashflow or should a suitable partner be identified.
Reflecting over the past year, the Company has
achieved numerous and significant milestones in
progressing TGWP to the point of an anticipated final
investment decision being made in the coming months.
Ongoing negotiations for additional binding offtake
agreements continue, which provide support
for the planned development of Stage 1A and
subsequent expansion.
The Project is construction ready, with the required
permits in place and a committed Project Team poised
for delivery.
We continue to assess potential funding arrangements
that are appropriate for the Project. With the 2023 DFS
recently completed, we can now progress our funding
strategy to support an anticipated FID being made.
Supporting us in this endeavour, are our legacy metal
assets, where we continue to seek opportunities to
realise maximum shareholder value through divesting
our gold and copper projects, while minimising the cost
and management time incurred.
Progressing the Project represents a significant, long-
term opportunity for Andromeda, you our shareholders,
the local Eyre Peninsula community and the South
Australian economy.
Andromeda is well-positioned to continue the
advancement of TGWP through to anticipated
development and, together with the numerous growth
opportunities in front of us, this provides me with
confidence of achieving success in executing on our
strategy and in delivering long-term value for you, our
shareholders.
Procurement activities for long lead items commenced,
with all items now on order.
Yours sincerely,
Bob Katsiouleris
Managing Director & CEO
2 Refer ADN ASX dated 24 August 2023 titled 2023 Definitive Feasibility Study Results.
7
ANNUAL REPORT 2023 Operations review
Andromeda is an Australian company with the vision to be
“The Great White Mineral Company”, with the ambition of leading the
world in the sustainable supply of superior quality industrial minerals.
Andromeda’s aim is to develop its globally significant, high-quality resources into world-class mining
operations that produce superior quality halloysite-kaolin products with high value in use, for supply to key
target segments across growing global markets.
Andromeda is the proud owner of what are believed to be some of the last great white mineral deposits in the
world: a unique blend of bright kaolinite and halloysite clays, producing a refined product with a high average
alumina content of greater than 36%.
Through developing The Great White Project (The Project or TGWP), Andromeda is focused on leveraging the
potential of this unique, world-class resource for the long-term benefit of our shareholders, the local Eyre
Peninsula community and the South Australian economy.
Together with our portfolio of halloysite-kaolin projects, Andromeda is also exploring several copper and gold
prospects across Australia in conjunction with joint venture partners. Our strategy is to leverage our joint
venture relationships to maximise shareholder value through divesting these assets, while also minimising the
cost and management time incurred developing them.
Our purpose
Through the use of our industrial minerals and nanotechnologies we strive to enrich the lives of people by
improving the environment, creating prosperity for our shareholders and delivering value for our stakeholders.
G ROW
M ETALS
G ROW
I
N
D
U
STRIAL M I N E
A L S
R
HARV E S T
Our vision
To become “The
Great White Mineral
Company” and lead
the world in the safe,
sustainable supply of
superior quality
industrial minerals
and technologies.
Our values
N
A
N
OTECHN O L O G IE S
Our mission
Develop TGWP and
leverage its high
quality
halloysite-kaolin
resources to
develop a new
industry supplying
high value in use
products to supply
growing key targets
segments and
markets.
Innovation
Teamwork
Integrity
Quality
Andromeda’s team is passionate about developing, commercialising, and monetising TGWP
and, our other high-grade kaolin deposits.
The safety and wellbeing of our employees and our communities is our first priority.
8
ANDROMEDA METALS LIMITED Operations review
Overview of Andromeda’s current projects and resources
Halloysite-Kaolin
CAMEL LAKE
Kaolin
GREAT WHITE
Kaolin
MOUNT HOPE
Kaolin
EYRE
Copper Gold
MOONTA
Gold
WUDINNA
THE GREAT WHITE PROJECT (TGWP)
Flagship project with 15.1Mt Ore Reserve and
Resource ~100Mt3.
2023 DFS underpins 28-year operation with pre-tax
NPV of $1.01 billion4.
EYRE KAOLIN PROJECT /
MOUNT HOPE KAOLIN PROJECT /
CAMEL LAKE PROJECT
Projects focused on expanding halloysite-kaolin
resources, across six tenements covering 3,481 km2.
MOONTA COPPER GOLD PROJECT
Joint venture for potential extraction of copper
via in-situ recovery (ISR) with Environmental Metal
Recovery Pty Ltd.
WUDINNA GOLD PROJECT
Joint venture exploration for potential development
of gold and rare earth elements (REE) deposits
and prospects with Cobra Resources PLC over six
tenements covering 1,832 km2.
3 Refer ADN ASX announcement dated 6 April 2022 titled Great White Kaolin Project - Definitive Feasibility study and Updated
Ore Reserve.
4 Refer ADN ASX dated 24 August 2023 titled 2023 Definitive Feasibility Study Results.
9
ANNUAL REPORT 2023 Operations review
The Great White Project
SOUTH AUSTRALIA
100% Andromeda
The Great White Project (TGWP) is a
wholly owned project that includes several
high-quality deposits of halloysite-kaolin,
containing naturally occurring kaolinite
plates and halloysite tubes.
Subject to making a final investment
decision with respect to TGWP,
Andromeda aims to become a globally
significant supplier of high-quality
kaolin products to growing segments in
global markets.
TGWP comprises three tenements centred within the
District Council of Streaky Bay, approximately 15 km
southwest of the township of Poochera.
Poochera is located on the Eyre Highway about
635 km northwest by road from Adelaide and 65 km
east of Streaky Bay, on the Eyre Peninsula in South
Australia (Figure 1).
Andromeda has continued to progress and de-risk The
Project’s development. During FY23, this included the
submission of the PEPR to, and subsequent approval
by, South Australia’s Department for Energy and Mining.
Additionally, land purchase agreements were signed
and the process of subdivision for the eventual transfer
of ownership to Andromeda, were progressed.
The Project has highly valued kaolinite and halloysite
mineral deposits with a world-class iron to alumina
ratio , outstanding mechanical strength, exceptional
fired brightness, and distinctive rheological properties.
134°
Tarcoola
136°
Roxby Downs
138°
Woomera
S OUTH
AUSTRALIA
32°
Ceduna
ML 6532 – Great White Deposit
Port Augusta
Streaky Bay
Poochera
Great White
Project
34°
GREAT AUSTRALIAN BIGHT
Whyalla
Kimba
Port Pirie
Lucky Bay
Kadina
Port Lincoln
Adelaide
Main road
Railway
Town
Lake
Exploration Licence
36°
AND SA11
0
100
200
Kilometres
Figure 1 The Great White Project regional location map.
10
ANDROMEDA METALS LIMITED Operations review
The Great White Project
COMMERCIAL STRATEGY
The Andromeda team is passionate about
developing, commercialising, and monetising
TGWP and, in time, Andromeda’s other unique
high-grade kaolin deposits.
TGWP, fueled by the team’s passion, will be
Andromeda’s economic engine for its strategic
intent to become the “Best” white mineral
company in the world.
To be the “Best” white mineral company in
the world, Andromeda will support selected
customers in targeted high value market
segments of non-commodity markets. These
markets include high quality ceramic tiles,
ceramic porcelain tableware and low-carbon
concrete production.
Andromeda’s commercial strategy identified
a product portfolio that balances a rigorous
segmented market to mine approach
with a disciplined and optimised mine to
market response.
Andromeda’s commercial strategy map is
presented in Figure 2.
Through the rigour of applying the
methodology behind the Commercial Strategy
Map, Andromeda understands the key
drivers in both the macroenvironment and
microenvironment in which it operates. From
this understanding, strategic white mineral
market opportunities are identified.
Through Andromeda’s market to mine
approach, white mineral options are proposed
for those strategic market opportunities with
the greatest business potential.
E
N
I
M
O
T
T
E
K
R
A
M
T
E
K
R
A
M
O
T
E
N
I
M
I
N
O
T
U
C
E
X
E
Macro
environment
The Great White Mineral Company
Micro
environment
Strategic market opportunities
Strategic
Lens
Megatrend response solution
The “Best” aligned
Return on invested capital/CCC
Market and technical validation
Strategic White Mineral product options
Core
business
products
Great White CRM
Great White CRM
Great White KCM
Complementary
business
products
Great White HRM
Industrial sand
Adjacent
business
opportunities
High-purity alumina
Carbon capture
Mine responce
LOM value accretive
LOM plan and mine schedule
LOM product wet metric tonnes
Great White
CRM
3,485,586wml
Great White
CRM
3,518,962wml
Great White
KRM
305,881wml
Great White
HRM
750,734wml
Sales plan
Marketing and sales strategy
Sales and operational planning
Figure 2 Andromeda’s commercial strategy map.
Figure 3 Images show (from left) raw kaolin clay from Andromeda’s TGWP, which is then refined and processed, before being
graded and packaged into various products that meet our clients’ exacting specifications.
11
ANNUAL REPORT 2023
Operations review
The Great White Project
Products within Andromeda’s product portfolio may
interchange from core to complementary to adjacent
business lines. They may also be replaced by other
newly originated white mineral products, dependent
on measurable performance success in respective
market segments.
Andromeda’s commercial strategy uses both top
down, market to mine, and bottom up, mine to market,
approaches to carefully determine the most suitable
markets to engage and strategically supply. The
marketing and sales strategy is essential to ensure the
success of the product in the market.
Andromeda’s commercial strategy map and
methodology continuously defines:
“Where we want to play, why we want to play
there, who we want to play with, and when.”
The commercial strategy map and methodology
assist in providing direction towards the markets
best suited for TGWP products, the underlying
drivers for why they are the best suited, and the key
customers, stakeholders, partners and competitors
anticipated response.
By determining the “where”, Andromeda can identify
and efficiently capture the value in use potential for
both preferred customers and for Andromeda alike.
By understanding and actively revisiting the “why”,
Andromeda is able to respond and adjust to prevailing
market conditions. The “who” will evolve over time as
customers, stakeholders, partners and competitors will
be driven by different strategic imperatives.
By keeping a disciplined approach across the
commercial strategy map and methodology,
Andromeda will have the commercial tools in place
to understand these changing imperatives in order to
prepare and capitalise or mitigate sustainably. More
importantly the methodology allows a “first mover”
response to leading macro and micro indicators.
MARKET TO MINE
Macroenvironment
The macroenvironment has a significant influence
on the success of Andromeda’s marketing efforts.
The key macroenvironment elements considered by
Andromeda on an ongoing basis, are:
• Geopolitical risk
• Decarbonisation
• Urbanisation and social trends
• Macroeconomics
• Shipping and ports
• Kaolin markets
• Water and energy
• Regional economies
Consideration of the global kaolin macroenvironment
has determined that the low-margin and/or high entry
cost markets of polymer, paper, pharmaceuticals
and paint commodity markets will not be the focus
for Andromeda.
Analysis of these factors identified the following key
target markets for Andromeda to be:
• High quality ceramic tiles
• High quality ceramic porcelain tableware
•
•
Low carbon concrete production
Industrial sand.
Microenvironment
The microenvironment has a significant influence
on the success of Andromeda’s marketing ventures.
The key microenvironment elements considered by
Andromeda on an ongoing basis, for each key target
market are:
• Global supply and demand
• Addressable market opportunities
• Contestable markets
• Product end use validation
• Competitor product, profiles and competitive
positioning.
12
ANDROMEDA METALS LIMITED Operations review
The Great White Project
Strategic lens
Andromeda’s strategic lens is an essential
decision-making tool in the market to mine stage
of the strategic map methodology. This tool
is used to successfully identify strategic white
mineral product options by determining how best
to take advantage of macroenvironment and
microenvironment trends and ultimately drive value
creation.
How we identify strategic market opportunities
and evaluate them against our three key
strategic criteria:
1. Megatrend response solution
This criterion is based on the need for the white
mineral product options to respond to one or
more of the following key megatrends:
» Urbanisation
» Decarbonisation
»
Technology
2. Aligned with the “Best”
White mineral products are assessed against
the best-in-class value in use, where this could
result in premium pricing in selected target
market segments.
3. Return on capital investment; Cash
conversion cycle
This is a core competency for Andromeda,
this determines who to sell to, on what terms
and how quickly cash flow into the business
could occur.
Opportunities are assessed according to the
above criteria, then allocated to the corresponding
numbered circles in Andromeda’s Strategic Lens,
as depicted in Figure 4.
Evaluating all opportunities against these strategic
criteria is required to appropriately assess and
pursue those that maximise the value creation
potential for Andromeda.
E n a b l e rs of optionality
e
Tim
Reso
u
r
c
e
s
Megatrend
response
solution
Aligned with
the “Best”
Return on
capital
Cash conversion
cycle (CCC)
P
a
rtners
s
n
gio
R e
Figure 4 Andromeda’s strategic lens.
Andromeda defines the outer ring as ‘enablers of optionality’.
Each enabler is addressed with some key questions:
• Partnerships
» Does Andromeda currently have a strategic
partnership in place for this opportunity?
» Are there strategic partnerships available for this
opportunity?
» Does this opportunity require a strategic
partnership?
» Would this opportunity benefit from a strategic
partnership?
• Resources
» Does Andromeda have access to the geological,
financial, physical and human capital resources for
this strategic opportunity?
» Does this opportunity require additional resources?
»
Is there market demand for the geological resource?
• Regions
» Does Andromeda have access to the region where
there is demand for this opportunity?
» Does this opportunity target regions of interest?
» Does this opportunity address demand/supply
shortfalls of certain regions?
» What is the effect of the opportunity given the
location of TGWP?
• Time
»
Is there an immediate need in the market currently
that this opportunity responds to?
» Can Andromeda respond in a timely way with this
opportunity?
» What is the time requirement of this opportunity?
13
ANNUAL REPORT 2023 Operations review
The Great White Project
CRMTMP
CRMTMT
KCMTM
HRMTM
• Megatrend response
• Megatrend response
solution
• Aligned with the “Best”
• Return on investment
solution
• Aligned with the “Best”
• Return on investment
• Megatrend response
• Megatrend response
solution
• Aligned with the “Best”
• Return on investment
solution
• Return on investment
Industrial sand
HPA
Carbon capture
• Megatrend response
• Megatrend response
• Megatrend response
solution
• Return on investment
solution
solution
The complementary product portfolio has been
defined as Great White HRM™ and industrial sand
co-product. In addition to the identified use of Great
White HRM™ as a rheology modifier, the global
market for low-carbon concrete production has been
identified as a further opportunity. Industrial sand co-
product will be sold to meet the regional shortfall in the
construction market.
Andromeda’s adjacent businesses (including high
purity alumina (HPA) and carbon capture) are
considered still at scoping or pre-scoping stage.
Accordingly, research activities related to their
development were put on hold, in order for the
Company to prioritise the development of TGWP.
Subject to additional funding, the commercial strategy
review identified an opportunity for HPA to become
part of Andromeda’s complementary product portfolio
following technical and market validation. This is
proposed to restart post commissioning of TGWP.
Figure 5 Andromeda’s product portfolio.
The bidirectional arrows around the outer ring
represent the flexibility between the enablers and
how these navigate optionality. Therefore, the
focus between lenses is in response to changing
circumstances or strategic priorities. Opportunities are
first considered against the enablers and then against
the strategic criteria.
It must be understood that this is a dynamic strategic
lens, and although an opportunity may initially be
placed in one area this is not fixed and should be
reassessed proactively. This ensures opportunities
capitalise on favourable conditions.
The lens encourages well-informed choices that
contribute to long-term success and competitiveness
through understanding the strategic criteria and their
interplay. Ultimately outputting prioritised potential
white mineral product options for market and
technical validation.
Prioritised white mineral options with strategic fit
were then evaluated to assess their market and
technical viability for value in use within the target
market segments. Validated strategic white mineral
product options were allocated into either core,
complementary or adjacent business products based
on the met criteria (Table 2).
The comprehensive commercial strategy review
conducted during the second half of the 2023 financial
year, identified a product value in use that was above
the existing market value for The Great White Project’s
kaolin core product portfolio, Great White CRM™ and
Great White KCM™90, in established and growing
markets for high quality ceramic tiles and ceramic
porcelain tableware.
14
ANDROMEDA METALS LIMITED Operations review
The Great White Project
Table 1 Andromeda’s products and end-uses.
PRODUCT
DESCRIPTION
END-USE
Great White CRMTM
Great White CRMTM
P
T
Fully refined and dried kaolin product.
High brightness and ultra-fine.
High quality porcelain tableware
Fully refined and dried kaolin product.
High brightness, ultra-fine and
high alumina.
High quality ceramic tiles
Great White KCMTM90
Refined, bright white kaolin product.
Great White HRMTM
Highly reactive halloysite-kaolin
rheology modifier
Ceramics and it can also be used for further
refinement by other parties to give a premium
grade product for other industry applications. It
can be directly added into lower grade resources
to increase the total value of the resultant
combined product.
High solids slurries including concrete and a
large range of associated applications where its
suspension properties are very effective.
Industrial sand
There two potential Andromeda sand
grades, coarse and fine sand.
Construction market
High purity alumina (HPA)
Carbon capture and
conversion
Sapphire glass, LED lights and lithium-ion battery
manufacturing
Heavy industry carbon producers, who need
carbon capture materials
Table 2 Andromeda product lifecycle comparison table.
MARKET AND TECHNICAL
VALIDATION ELEMENT
GREAT WHITE CRM™ GREAT WHITE
KCM™90
GREAT WHITE
HRM™
INDUSTRIAL SAND
HPA
Determine key
market segments
Conduct initial
process testwork
Conduct initial
product testwork
Identify addressable market
Value in use assessment
In progress
In progress
In progress
n/a
Planned
Planned
Planned
Planned
Planned
Identify contestable
market share
Conduct commercial scale
pilot trials
In progress
In progress
Planned
Planned
Planned
15
ANNUAL REPORT 2023 Operations review
The Great White Project
MINE TO MARKET RESPONSE
Andromeda’s commercial strategy map methodology
led to the selection of its Core, Complementary and
Adjacent business products. These business products
are presented in Figure 6 aligned with the global
megatrends they primarily respond to.
The Great White Deposit’s 15.1 Mt JORC reserve
delineated by Core and Complementary products
aligned to market demand, is presented in Figure 7.
Stage 1A - Design and construction.
A staged, scalable approach to developing TGWP,
is achieved through the initial development of the
Stage 1A Processing Plant that more closely matches
production to total commitments for signed offtake
agreements.
This approach has the additional benefits of reducing
initial up-front capital requirements, while also enabling
the scaling up of production volumes in line with
subsequent signed offtake agreements.
Stage 1A represents the beginning of a staged
approach to developing TGWP that continues to aim
to deliver on the production and financial outcomes of
the 2023 DFS.
The staged approach de-risks the development of
the Project whilst building the Great White brand,
reputation, and value in the market.
After revising and rescheduling the mine plan, the
Stage A Plant was able to reduce the initial capital
required while meeting the sales forecasts and design
plans detailed in the 2023 DFS.
When fully operational, the Stage A Plant is planned to
process a nominal rate of 100,000 tpa of ore and have
a nameplate capacity of 50,000 tpa of refined product
to fulfil customer demand.
The plant is designed to produce Great White CRM™,
Great White KCM™90 and Great White HRM™, with
built-in optionality to provide the feedstock to meet the
need for other products customers may demand.
The location of the Stage 1A Pit enables the ability to
access Andromeda’s core kaolin products and enable
for the ramp-up of production in accordance with
market demand.
16
Figure 6 Andromeda business, products and global
megatrend responses (Andromeda business products and
megatrend response - product positioning).
Stage 1A starter pit
Figure 7 The Great White Project 2023 DFS starter pit
position, products, and grades.
The staged nature of current offtake agreements and
signing of additional offtake agreements is expected to
see production increase to the processing capacity of
300,000 tpa outlined in Stage 1A of the 2023 DFS, and
subsequent Stages 1B, 2 and 3.
Ordering of long lead items
In August 2022, preparations for the procurement
process of long lead items for Stage 1A commenced.
The procurement process has progressed in line
with all items scheduled to arrive according to the
construction schedule.
In December 2022, the Fluidised Bed Dryer was
ordered, followed by the Drum Washer in June 2023.
Subsequent to the end of the financial year, the
Thickener, Filter Press and Filter Cake Feeder have
also been ordered. This completes the ordering of long
lead items, with ordering since progressing to other
capital equipment required for Stage 1A.
Subject to making a final investment decision, all
planned and current activities underway will be run
in parallel to complete construction as efficiently
as possible.
ANDROMEDA METALS LIMITED Operations review
The Great White Project
Figure 8 Stage 1A - 3D design model of processing plant.
Streaky Bay Pilot Plant
During FY23, the Streaky Bay Pilot Plant continued to
be operated. This enabled Andromeda to confirm the
product quality of samples collected from the area that
will be mined in the early years of TGWP.
During the period, the pilot plant continued
successfully producing new samples for customer
and partner evaluation and to undertake further test
work, in addition to informing the engineering design
of the TGWP processing plant, project execution and
financial modelling of the Project.
In June 2023, ahead of an expected increase in
requests for samples, a comprehensive review was
undertaken. The focus of the review was to enable
a scaling up of operations to support additional
customer testing and further product validation, while
ensuring safe, sustainable operations.
Following the review, a re-set of operations
was undertaken with the Streaky Bay Pilot Plant
recommencing in late-July, with the expanded ability
to produce large scale samples.
REGULATORY APPROVALS
AND LAND ACCESS AGREEMENTS
During August 2022, further progress was achieved,
and risk reduced, in advancing TGWP, with the PEPR
for Stage 1A and 1B submitted for assessment and
approval to the South Australian Department for
Energy and Mining.
Additionally in August 2022, agreements to acquire all
the required freehold land from relevant landowners for
the Project were signed. These agreements include the
land access waivers that are required as part of the
PEPR approval.
Both these activities followed months of extensive
stakeholder consultations with landholders, regulators
and the broader Eyre Peninsula community.
In March 2023, approval of the PEPR was received
from DEM. Additionally, EPA Works approval was
granted by the Environment Protection Authority (EPA)
of South Australia.
These approvals now result in TGWP being
construction ready with the required permits in place.
Progression to the construction phase is dependent on
the lodgment of the Environmental Bond and payment
into the Native Vegetation Fund.
17
ANNUAL REPORT 2023 Operations review
The Great White Project
EXECUTION
Branding and market positioning
Andromeda’s vision is to be “The Great White Mineral
Company” with ambition to lead the world in the
sustainable supply of superior quality industrial
minerals. Andromeda’s core products are targeted at
the high quality ceramic tile and porcelain tableware
segments, and this requires the best and most
consistent kaolin available. The Andromeda core
products will be positioned for this target audience
using specific industry advertising and alignment with
independent experts, institutions and associations.
Price positioning will reflect the value in use of the
Great White suite of products.
“The Great White Mineral Company” will be used as a
positioning statement and branding tool.
Offtake strategy
Andromeda’s offtake strategy is based on a hub and
spoke model.
Andromeda establishes its hub for each core and
complementary business in a selected geographical
region that is world-leading in the respective targeted
market segment.
The selection of each hub is for the required technical
validation of Andromeda’s matching core and
complementary products.
Technical validation requires credible independent
institutions and/or Andromeda partners with the
requisite industry expertise, capability, and equipment
to test and validate Andromeda’s products. Where
needed, these organisations can also guide product
development for Andromeda to gain traction and grow
in target markets.
Once technical validation is successfully achieved in
Andromeda hubs, testing certification and technical
information is leveraged for market penetration in
targeted regions. Initially this is within hub regions and
then into other prioritised regions that are influenced by
hub regions.
Andromeda services targeted markets through
its working relationships and The Project product
delivery spokes.
Working relationships are established either directly
by Andromeda with end use customers and/or with
distribution partners, who in turn engage with end-
use customers.
Andromeda likewise delivers its products either directly
to end use customers and/or to distribution partners,
who in turn deliver to end-use customers.
18
S O URCE
The
Great White
Project
PRODUCT
Vietnam
Bangladesh
India
SEED/DEVELOPMENT PRODUCT
Thailand
Indonesia
Malaysia
Teir 1 manufacturers
SPAIN
ITALY
Formulation
H UB
SPAIN/ITALY
FORMULATION
Ibero Clays
ITC Spain
North
America
Formulation
TURKEY
MIDDLE EAST
JAPAN
CHINA
Teir 2 manufacturers
Figure 9 Andromeda’s offtake strategy for the global high
quality ceramic tiles market.
S O URCE
The
Great White
Project
PRODUCT
Korea
Bangladesh
India
Teir 1 distributors
CHINA
Influence
H UB
CHINA
SEED/DEVELOPMENT PRODUCT
FORMULATION
Thailand
Indonesia
Sri Lanka
Foshan Ceramic
Research
Institute
Influence
JAPAN
Teir 1 distributors
Figure 10 Andromeda’s offtake strategy for the global high
quality ceramic porcelain tableware market.
S O URCE
The
Great White
Project
PRODUCT
Cement and concrete
companies
Australia and NZ
Subsidiaries of
global companies
Influence
H UB
AUSTRALIA
Europe
SEED/DEVELOPMENT PRODUCT
FORMULATION
Certification and
product testing
South East
Asia
Influence
Australia and NZ
Locally owned
Cement and concrete
companies
Figure 11 Andromeda’s offtake strategy for the global
cement and concrete market.
ANDROMEDA METALS LIMITED Operations review
The Great White Project
SALES AGREEMENTS
Securing good quality binding offtake agreements for
kaolin products is a lengthy and complicated process.
Andromeda’s strategic approach to marketing has led
to the following sales agreements.
Great White KCMTM90
Plantan Yamada Co Ltd has
signed a long form offtake
agreement for the supply of
25,000 tonnes of Great White
KCM™90 over the first three years
of production for sales into the
ceramics sector of Japan subject
to conditions precedent5
Great White CRMTM & Great White KCMTM90
Foshan Gaoming Xing-Yuan
Machinery Co. has signed a
terms sheet with to purchase
115,000 tonnes of Great White
CRM™ over a five year period
and 5,000 tonnes of Great White
KCM™90 in the first year, subject
to conditions precedent6
Great White HRMTM
IMCD has signed a terms sheet
for exclusive sales into Australia
and New Zealand with an
indicative total of 22,500 tonnes
of Great White HRM™ over an
initial term of three years, with a
maximum of 30,000 tonnes and a
minimum of 15,000 tonnes subject
to conditions precedent7
Additionally, Andromeda has received a signed Letter
of Intent from IberoClays8 for exclusive distribution
to the Mediterranean region of the full portfolio of
Andromeda’s ceramics kaolin products.
IberoClays is a key supplier of kaolin into global
markets and the leading formulator of ceramic tile
minerals in Europe.
Key terms under the Letter of Intent are:
• Exclusive distribution across Spain, France, Italy,
Portugal, Morocco, Egypt and Turkey.
• Target volumes of between 15,000-20,000
tonnes per annum (tpa) during the first 3 years
of production.
• Pre-payment for orders confirmed before
30 September 2025, payable quarterly at the
beginning of the quarter for product to be shipped
during that quarter.
• Agreement duration of an initial 3 years, with an
evergreen provision thereafter, and to finalise the
binding agreement by the end of October 2023.
Ongoing negotiations for further offtake agreements
continue with several other interested parties across
multiple markets and segments.
5 Refer to ADN ASX dated 8 August 2022 titled Andromeda signs another Binding Offtake Agreement for KCM™90 from the
Great White Project.
6 Refer to ADN ASX dated 7 June 2023 titled Term Sheet signed for significant quantities of kaolin products for Chinese market.
7 Refer to ADN ASX dated 24 November 2022 titled Andromeda Signs Binding Offtake Agreement for Great White
Concrete Additives.
8 Refer to ADN ASX dated 10 July 2023 titled Letter of Intent received from IberoClays for exclusive distribution to the
Mediterranean region
19
ANNUAL REPORT 2023 Operations review
The Great White Project
2023 DEFINITIVE FEASIBILITY STUDY
(2023 DFS)
Following the updated Commercial Strategy,
Andromeda updated the previous 2022 DFS by
developing the 2023 DFS.
The 2023 DFS confirmed the staged approach
(Figure 12) to the development of The Great White
Project, which results in low initial capital requirements
and a 12-month construction and commissioning
program required for each stage.
The 2023 DFS is based on a staged expansion
(Stage 1A, 1B, 2 and 3), and currently has a 28-year
mine life. The processing method has been updated
to provide an improved mine to market response. The
2023 DFS covers the four-stage development of The
Project to ramp up to full anticipated production of
300 ktpa over the 4 stages. The production summary
across the LOM can be seen in Table 3.
Following the development of vigorous revision
Commercial Strategy, Andromeda revised the planned
development of TGWP by developing the 2023 DFS.
The 2023 DFS confirmed the staged approach to
the development of The Great White Project, would
deliver strong financial returns in low initial capital
requirements and a 12-month construction and
commissioning program required for each stage.
The 2023 DFS confirmed TGWP could deliver strong
long term cashflows from a range of high-grade
kaolin products and industrial sand co-products,
with sufficient Reserves to sustain a 28-year mining
operation based on assumptions at that time.
Using conventional mining and processing techniques,
the 2023 DFS found TGWP could generate high quality
products, leading to high margin cashflows with a
pre- tax NPV of $1,010 million and average EBITDA of
$130 million per annum.
The 2023 DFS is based on a staged expansion
(Stage 1A, 1B, 2 and 3) ramping-up to the 600,000
tpa feed rate envisaged in the previous 2022 DFS.
The processing method has been updated to provide
an improved mine to market response. The 2023 DFS
covers the four-stage development of The Project to
ramp up to full anticipated production of 300 ktpa over
the 4 stages. The summary of the 4 stages across the
LOM can be seen in Table 3.
The four-stage approach to development outlined
in the 2023 DFS, was expected to deliver average
annual EBITDA of $130 million, an increase of 59%
from the 2022 DFS, and require an initial capital cost
of $62.4 million, which is a 33% reduction from that
envisaged under the 2022 DFS.
The payback period of 5.1 years under the 2023 DFS is
an improvement on the 5.9 years in the 2022 DFS, and
includes capital costs to develop Stages 1A, 1B and 2.
Capital costs for Stage 3 are intended to be funded by
the cash flows generated by The Project.
Please refer to the ASX announcement released by
the Company on 24 August 2023 titled 2023 Definitive
Feasibility Study Results for further details on the
2023 DFS, including the assumptions and qualifications
on which the outcomes are based.
Table 3 Production summary (wet metric product tonne) across the LOM.
PRODUCTION SUMMARY
Product
Great White
CRMTMP
Great White
CRMTMT
Great White
KCMTM90
Great White
HRMTM
Coarse
sand
Fine
sand
Total with
sand
Wet metric
product tonne
3,485,588
3,518,962
305,881
750,374
4,459,008
1,486,336
14,006,149
Stage
First shipment
Kaolin production
Nominal capacity
Capital cost
Stage 1A
October 2024
50,000 tpa
100,000 tpa
$62.4 million
Stage 1B
December 2025
150,000 tpa
300,000 tpa
$57.6 million
Stage 2
December 2027
250,000 tpa
500,000 tpa
$57.2 million
Stage 3
December 2029
300,000 tpa
600,000 tpa
$10.9 million
Figure 12 2023 DFS planned development stages.
20
ANDROMEDA METALS LIMITED Operations review
Exploration
During the period Andromeda’s focus was on developing
The Great White Project with regional exploration
activities minimised to levels where core exploration
tenements were maintained in good standing, Eyre Kaolin
Joint Venture requirements were met, and divestment of
non-core assets advanced.
21
ANNUAL REPORT 2023 Operations review
Exploration
Great White Deposit
SOUTH AUSTRALIA
Andromeda 100%
The initial focus of TGWP is
centered around The Great White
Deposit which underpins the
planned 28-year mining operation
detailed in the 2023 DFS (see
page 20).
The Ore Reserve Estimate for The
Great White Deposit is 15.1 Mt of
bright white kaolinised granite,
comprising 34% Proved Reserve
and 66% Probable Reserve9,
producing a refined product with
a high average alumina content of
greater than 36%, with properties
suited to the high end porcelain
and tiles markets.
In December 2021, a Mining Lease
(ML 6532) underpinning the TGWP,
was granted by South Australia’s
Department for Energy and Mining
(DEM), along with supporting
Miscellaneous Purposes Licences
(MPL 163 & 164).
In August 2022, following an
extensive and ongoing program
of landholder and community
engagement, Andromeda
announced that it had signed
land purchase agreements and
had lodged its PEPR related to the
Great White Deposit10.
The DEM subsequently approved
the PEPR in March 202311.
Puntabie
450,000m E
500,000m E
Nunjikompita
SOUTH AUSTRALIA
Location of tenure
Carawa
Cartwheel Corner
Pimbaacla
Nargultie
Wirrulla
Haslam
6,400,000m N
Streaky Bay
Yantanabie
Halfpipe
EL 6665
Cungena
Highway
Main road
Road
Town
Resource
Prospect
EL – Great White Project
EL – Eyre Kaolin Project
Mining Lease 6532
MPL 163 (water pipeline)
MPL 164 (access road)
Hammerhead Deposit
Piednippie
EL 6666
Parraba
Streaky Bay
Chandada
Inkster
Capietha
EL 6666
Poochera
EL 6426
Whichelby
Bronze Whaler
EL 6426
EL 6588
EL 6588
EL 6426
Witera
Venus Bay
Venus Bay
6,350,000m N
Sceale
Bay
Sceale Bay
Searcy
Bay
EL 6202
Bairds Bay
0
10
20
Kilometres
Karcultaby
Mogul
Great White Deposit
Manta
Tiger Deposit
Poldinna
Yaninee
EL 6663
EL 6664
Mount Damper
Chairlift
Talia Station
Poochera 49
Figure 13 Great White Deposit Mining Lease and Miscellaneous
Purposes Licences.
RESERVE CATEGORY
MT
YIELD (%) HALLOYSITE (%) BRIGHTNESS (%)
Fe2O3 (%)
Proved
Probable
Total
5.2
10.0
15.1
45
46
46
14
10
11
84
83
84
0.5
0.5
0.5
9 Refer ADN ASX announcement dated 6 April 2022 titled “Great White Kaolin Project - Definitive Feasibility study and Updated
Ore Reserve”.
10 Refer ADN ASX announcement dated 18 August 2022 titled “Andromeda progresses Great White Kaolin Project with signing
of Land Acquisition Agreements and lodgement of PEPR”.
11 Refer ADN ASX announcement dated 2 March 2023 titled “Andromeda locks-in regulatory approval for its Great White Project”.
22
ANDROMEDA METALS LIMITED Operations review
Exploration
Hammerhead Deposit
SOUTH AUSTRALIA
Andromeda 100%
Andromeda’s Hammerhead Deposit is approximately 5 km northeast of the Great White Deposit (See Figure 13).
An Inferred Mineral Resource for the Hammerhead Deposit of 51.5Mt of kaolinised granite reported at an ISO
Brightness (ISO B R457) cut-off of 75 in the minus 45µm size fraction has been estimated (refer Table 4).
Table 4 Hammerhead Kaolin Mineral Resource
DOMAIN
Main
Halloysite
Total
MT
43.1
8.4
51.5
PSD <45 µM
KAOLINITE %
HALLOYSITE %
52.7
52.1
52.6
43.2
40.5
42.7
5.4
12.0
6.5
Note that all figures are rounded to reflect appropriate levels of confidence.
The Resource yields 27.1Mt of High Bright kaolin product (ISO B >80) in the minus 45µm recovered fraction, with the
remaining approximate 47.4% of material being largely residual quartz derived from the weathered granite. The
Halloysite sub domain contains 4.7Mt of minus 45µm material comprised of 21.6% halloysite with an ISO B of 82.9.
Significantly, some areas within the Hammerhead Deposit show high levels of halloysite (>20%) that is similar to the
existing resource reported at the Great White Deposit.
Table 5 Hammerhead Kaolin Mineral Resource <45µm.
DOMAIN
Main
Halloysite
Total
MT
ISO B
KAOLINITE % HALLOYSITE %
22.4
4.7
27.1
82.0
82.9
82.2
82.7
72.9
81.0
10.4
21.6
12.3
Al2O3 %
36.90
37.47
36.99
Fe2O3 %
0.63
0.64
0.63
TiO2 %
0.73
0.62
0.71
Note that all figures are rounded to reflect appropriate levels of confidence.
23
ANNUAL REPORT 2023 Operations review
Exploration
Tiger Deposit
SOUTH AUSTRALIA
Andromeda 100%
Andromeda’s Tiger Kaolin Deposit is approximately 10km south of the Great White Deposit.
A Mineral Resource Estimate for the Tiger deposit of 12.1Mt containing 7.2Mt of kaolinite (in the <45 µm size fraction)
has been estimated.12
The Tiger Kaolin Deposit further demonstrates GWKP’s potential to become a world class producer of kaolin.
Table 6 Tiger Kaolin Mineral Resource.
CLASSIFICATION
Inferred
Mt
12.1
PSD <45µm
KAOLINITE + HALLOYSITE %
59.9
56.7
Note that all figures are rounded to reflect appropriate levels of confidence
Table 7 Tiger Kaolin Mineral Resource <45µm
CLASSIFICATION
Inferred
Mt
7.2
ISO B
KAOLINITE + HALLOYSITE %
83.1
94.7
Al2O3 %
37.2
Fe2O3 %
0.81
TiO2 %
0.61
Note that all figures are rounded to reflect appropriate levels of confidence
12 Refer ADN ASX announcement dated 23 March 2022 titled “Maiden Tiger Kaolin Resource and Regional Rare Earth
Element Potential”.
24
ANDROMEDA METALS LIMITED Operations review
Exploration
Eyre Kaolin Project
SOUTH AUSTRALIA
Andromeda 0%
(earning up to an 80% interest in the tenements through sole funding expenditure
of $2.75 million over six years from commencement of the joint venture)13
Andromeda entered into a binding Heads of Agreement with private entity Peninsula Exploration Pty Ltd (Peninsula)
to form the Eyre Kaolin Joint Venture (EKJV) comprising four tenements near GWKP on the western Eyre Peninsula
of South Australia. The four exploration licences cover 2,799 km2 and are explored for kaolin with properties that
are complementary to those of the Great White Deposit’s kaolin.
During the financial year the Company announced an Exploration Target Estimate of 80-120Mt of High Bright
White kaolin (ISO B in the range of 80 to 84) on the Chairlift Prospect14, located on tenement EL 6664. The
potential quantity and grade of the Chairlift Exploration Target is conceptual in nature as there has been
insufficient drilling results to estimate a Mineral Resource, and it is uncertain if further exploration drilling will result in
the estimation of a Mineral Resource.
Following the announcement of the Chairlift Exploration Target an additional 23 holes were completed for
842 metres, and at the Halfpipe Prospect located on EL 6665 a further 15 drillholes were completed for
633 metres. From this drilling, the Company continues to await the full results of the samples that were submitted
for processing and analysis.
13 Refer ADN ASX announcement dated 12 August 2021 titled “Andromeda enters new kaolin Joint Venture.
14 Refer ADN ASX announcement dated 29 November 2022 titled “Exploration Target Defined for Chairlift”
25
ANNUAL REPORT 2023 Operations review
Exploration
Mount Hope Kaolin Project
SOUTH AUSTRALIA
Andromeda 100%
Andromeda holds a 100% interest in the Mount
Hope Kaolin Project, approximately 160km southeast
of GWKP.
Work undertaken by Andromeda defined significant
areas of ultra-high bright white kaolin with
exceptionally low iron contaminant levels.
An Inferred Mineral Resource for Mount Hope of 18.0Mt
of bright white kaolinised granite was subsequently
estimated using an ISO B cut-off of 75, yielding 7.5Mt
of minus 45µm quality kaolin product.
DOMAIN
Main
Halloysite
Ultra-bright
Total
Mt
PSD <45µm KAOLINITE % HALLOYSITE %
12.8
1.6
3.7
18.0
40.95
39.13
44.37
41.49
33.6
25.6
38.0
33.8
0.9
6.7
0.7
1.4
Note that all figures are rounded to reflect appropriate levels
of confidence
The ultra-bright sub domain contains 1.6Mt of minus
45-micron material with an ISO B of 84.1 and the
halloysite sub domain contains 0.6Mt of minus 45-µm
material comprised of 17.2% halloysite.
Table 9 Mount Hope Kaolin Mineral Resource (in the <45µm).
Table 8 Mount Hope Kaolin Mineral Resource (whole rock).
6,220,000m N
Mount Hope Kaolin Deposit
520,000m E
530,000m E
540,000m E
550,000m E
EL 6286
S O U T H A U S T R A L I A
Roxby Downs
Tarcoola
Woomera
Ceduna
Streaky Bay
Mt Hope
Kaolin
Project
GREAT
AUSTRALIAN
BIGHT
Port Augusta
Whyalla
Port Pirie
Port Lincoln
Adelaide
6,230,000m N
Hall Bay
Inset
Mount Hope
Kaolin Project
Mount Hope
Brimpton Lake
200
100
0
Kilometres
Inset
F
L
I
N
D
E
R
S
H
I
G
H
W
A
Y
Kapinnie
Highway
Main road
Road
Railway
Town
Exploration licence
Kaolin resource
6,210,000m N
0
5
10
Kilometres
Mt Hope 05
Figure 14 Mount Hope licence area.
SOUTH AUSTRALIA
MOUNT HOPE
KAOLIN PROJECT
DOMAIN
Main
Halloysite
Ultra-bright
Total
Mt
5.2
0.6
1.6
7.5
ISO B
KAOLINITE %
HALLOYSITE %
Al2O3 %
Fe2O3 %
81.8
81.2
84.1
82.2
82.1
65.4
85.7
81.4
2.2
17.2
1.5
3.3
35.1
34.8
36.0
35.3
0.56
0.60
0.32
0.51
TiO2 %
0.62
0.63
0.63
0.62
Note that all figures are rounded to reflect appropriate levels of confidence.
The ultra-bright domain is of extremely high purity, bright white kaolin with low halloysite levels. This makes it ideally
suited to high-value markets in specialist coatings and polymers.
26
ANDROMEDA METALS LIMITED
Operations review
Exploration
Wudinna
Gold Project
SOUTH AUSTRALIA
Andromeda 25%,
royalty payment 1.5% of the Net Smelter Return to
Alcrest Royalties Australia Pty Ltd
The Wudinna Gold Project (WGP) comprises
five tenements that total 1,832km2 in the Central
Gawler Ranges.
In October 2017, a Heads of Agreement was entered
into with Lady Alice Mines (LAM) for expenditure of up
to $5.0 million by LAM on the tenements in order to
earn a 75% interest. LAM was subsequently acquired
in early 2019 by Cobra Resources PLC (Cobra), a listed
London Stock Exchange entity.
During the financial year, Cobra completed 20 Reverse
Circulation (RC) drillholes for 2,466m and a 6,000m
Aircore (AC) drilling program, both jointly aimed at
expanding the existing gold resources, and testing
for Rare Earth Elements (REE) over the existing gold
prospects and new exploration targets Barns East,
Boland and Thompson.
This work, subsequent to the period, led to an updated
combined WGP Mineral Resource Estimate of 5.81Mt
at 1.5 g/t gold for 279,000 Oz and a REE Mineral
Resource Estimate of 41.6 Mt at 699 ppm Total Rare
Earth Oxides (TREO)15 in the overburden above and
adjacent to the Clarke and Baggy Green deposits.
Note, the maximum recovery of the REEs was 35%
at pH 1.
During the period Newcrest Mining Limited sold their
royalty of 1.5% of the Net Smelter Return to Alcrest
Royalties Australia Pty Ltd, and Cobra met the Stage 3
expenditure commitments of solely funding $5 million
on expenditure within a 6-year period, and therefore
earned a 75% equity interest in the tenements.
Moonta Copper
Gold Project
SOUTH AUSTRALIA
Andromeda 100%
(except Moonta Porphyry Joint
Venture: Andromeda 90%,
Demetallica Limited 10%)
The Moonta Copper-Gold Project falls near the
southern end of the Olympic Copper- Gold Province in
South Australia. The Olympic Copper-Gold Province is
highly prospective for world class Iron Oxide Copper
Gold (IOCG) deposits as exampled by Olympic Dam,
Prominent Hill and Carrapateena Mines.
In December 2018, the Company executed a binding
Earn-in and Joint Venture Agreement with Environmental
Metals Recovery Pty Ltd (EMR) to form the Moonta ISR
Joint Venture covering the northern part of the Moonta
tenement (EL 5984). The Joint Venture Agreement
allowed EMR to earn an initial 51% interest of the Moonta
ISR JV area by sole funding $2.0 million within 4 years
of the execution Joint Venture Agreement. Although the
51% earn-in requirements were not satisfied within the
4-year timeframe, negoiations between the parties in
relation to the tenement are continuing.
In August 2022, South Australia’s DEM approved EMR’s
Program for Environmental Protection and Rehabilitation
to undertake drilling and pump trials using tracers.
During the financial year EMR continued to undertake
work with two Ambient Noise Tomography (ANT)
surveys completed over a portion of the Alford West
project area using ExoSphere by Fleet Space. The
surveys delineated a “trough” like structure that
correlates well with the deep weathering associated
with the defined oxide copper-gold mineralisation.
EMR intends to integrate the subsurface ANT results
with information with existing drillhole data to prioritise
exploration drill targets with potential for oxide copper-
gold mineralisation.
Additionally, a trial electro-seismic survey was
undertaken at the Alford West Project site that
successfully mapped out the highly saline ground water
and deep weathering (typically 100 to 300m below
surface) associated with the copper mineralisation.
In parallel, the Company continued its review of the
Moonta Project, utilising existing drilling results, to
assess the in-situ recovery (ISR) potential of 100%
Andromeda held copper prospects16.
15 Cobra Resources PLC LSE announcement dated 7 September 2023, “Rare Earth and Gold Resource Upgrades”,
16 Refer ADN ASX announcement dated 30 June 2022 titled "Investor presentation update".
27
ANNUAL REPORT 2023 Operations review
Exploration
Drummond Epithermal Gold Project
QUEENSLAND
Andromeda 100%
Shares in Trigg will be issued at the price equal to the
5-day volume-weighted average price (VWAP) of Trigg
shares for the five trading days up to completion of
the sale.
Andromeda will also receive a non-refundable upfront
payment of $27,000 in cash and will receive a cash
refund of $7,500 in respect of the environmental bonds
for the project at completion of the sale.
The Drummond Epithermal Gold Project comprises
five tenements securing a total area of 539km2 in the
Drummond Basin in North Queensland. The Drummond
Basin is considered prospective for high grade
epithermal gold deposits.
During the period, the Company determined that
maximum shareholder value is achieved through
accepting an offer for the Drummond Epithermal
Gold Project from Rush Resources Limited (Rush) for
approximately $250,000 worth of fully paid ordinary
shares in Rush. A binding Term Sheet Agreement was
signed, which was subject to Rush listing on ASX.
Subsequent to the period, Andromeda was informed
that rather than listing on the ASX directly, Rush will
become a subsidiary of ASX-listed Trigg Minerals
Limited (Trigg; ASX: TMG)17. As a result, rather than
receiving shares in Rush as consideration for the sale
of Drummond, Andromeda will instead receive shares
in Trigg to the value of the following:
• $250,000 as consideration for the sale of
Drummond to Rush, and
• Reimbursement of all expenditure incurred by
Andromeda in respect of the Drummond tenements
from 1 August 2022 until 30 June 2023, up to an
amount of $45,000 (excluding GST).
17 Refer ADN ASX announcement dated 15 September titled "Update on Sale of Drummond Epithermal Gold Project".
28
ANDROMEDA METALS LIMITED Operations review
Corporate
SALE OF DRUMMOND
Following the October 2022 announcement
announcing that Andromeda had entered into an
agreement with Rush for the sale of Drummond (via the
disposal of shares in subsidiary Adelaide Exploration
Pty Ltd), the Company was informed that Rush will
become a subsidiary of ASX-listed Trigg Minerals
Limited (Trigg) (ASX: TMG), via a share sale agreement
between the shareholders of Rush and Trigg18.
Completion of both the binding agreement between
Rush and Trigg, and for the sale of Drummond to Rush
will occur simultaneously, subject to satisfaction of a
number of conditions precedent by 31 October 2023.
During the 2023 financial year, the Company
undertook a corporate restructure in preparation for
anticipated funding of TGWP and facilitate potential
sell-down or divestment of projects or assets.
BOARD AND MANAGEMENT CHANGES
On 1 July 2022, Mr Austen Perrin was appointed as an
Independent Non-executive Director of the Company.
Mr Perrin is an experienced corporate executive
and company director with more than 35 years of
experience in corporate and financial roles. He
has considerable knowledge of transport, logistics,
infrastructure and the mining industries. He also has
in-depth experience across commercial, accounting
and the finance spectrums.
On 24 August 2022, Mr Andrew Shearer resigned
as an Independent Non-executive Director due to
the increasing demands of his executive and other
board roles.
On 20 October 2022, Joseph (Joe) Ranford was
appointed Chief Operating Officer (COO). In doing so,
Mr Ranford transitioned from a part-time consultant
to a full-time employee and, given the COO role’s
importance and additional focus on progressing the
TGWP, resigned as a director on 22 November 2022.
In January 2023, Ms Sarah Clarke commenced her
role as General Counsel & Company Secretary at the
Company.
In March 2023, Michael Zannes resigned as Chief
Financial Officer.
On 1 April 2023, Bob Katsiouleris commenced as CEO,
with James Marsh transitioning to Executive Director,
Sales and Marketing. Mr Katsiouleris’ directorship as
Managing Director took effect on 27 April 2023.
TAX RULINGS
During the financial year, a private ruling with respect
to the ability for Andromeda to claim an upfront
instant asset write-off deduction related to the
acquisition of Minotaur Exploration Ltd was received
from the Australian Taxation Office. The private ruling
enables Andromeda to claim an upfront deduction of
approximately $117 million in its 2022 tax return for the
acquisition of Minotaur Exploration Ltd.
Additionally, a favourable Private Ruling from the ATO
was received, relating to the historical tax losses of
Minotaur Exploration Limited (Minotaur), following its
acquisition by Andromeda. The Private Ruling confirms
that $21.8 million of historic carried forward tax losses
of Minotaur, can be transferred, and utilised by
Andromeda subject to the normal tax rules related to
carry forward losses.
This brings the total of Andromeda’s carried forward
tax losses to $191 million as at 30 June 2023, further
reducing tax payable by Andromeda on future
profits, subject to the normal tax rules related to carry
forward losses.
18 Refer ADN ASX announcement dated 15 September titled “Update on Sale of Drummond Epithermal Gold Project”.
29
ANNUAL REPORT 2023 Operations review
Sustainability
Our vision and strategic intent
To be The Great White Mineral Company
We are
passionate about
developing,
commercialising
and monetising
The Great White
Project
We can be the
“Best” white
mineral company
in the world
The Great White
Project is our
economic engine
FY23 ESG HIGHLIGHTS
• All major approvals and permits required in
place, including approval of PEPR
• No environmental incidents
• Full compliance with laws and regulations
and permit conditions
• Zero Lost Time Injuries
• 35% of workforce female, 33% of Board and
Senior management females
• Regular engagement with key stakeholders
Sustainability is an essential element of Andromeda’s
activities. It is an investment in society as well
as in our own future. We firmly believe that anchoring
sustainable practices as part of our business
strategy will lead to environmental, social and
economic progress.
Sustainability is therefore central to how we manage
our business in terms of our planning for future
operations and international trade of our products,
but also our contribution to regional, national and
international challenges, including climate change.
We are committed to the highest standards of
corporate governance, ethics and integrity. Sound
governance is a cornerstone of our ability to create
shared value.
30
Andromeda is a mining company which is dedicated
to responsible resource development and
mining practices.
Our focus is on the sustainable development of our
operational and governance structures and systems
and we strive to work collaboratively with all our
stakeholders to be a supplier, partner and employer
of choice.
As we mature as a company, we aim to move towards
the anticipated construction and eventual production,
in a safe, ethical and sustainable way.
We recognise the critical importance of sustainable
practices in our operations and are committed to
minimising the impact of our operations, reducing
greenhouse gas emissions, supporting local
communities, and ensuring ethical business conduct.
We aim to do this through communicating and
engaging with our stakeholders transparently and in a
timely manner, regarding our efforts to create long-
term value for all stakeholders while minimising any
adverse effects on the environment and society.
As the Company progresses the development of
TGWP, we have also been enhancing our governance
and operational structures and systems.
The solid governance foundations put in place during
2022 have supported growth in the Company’s
size and capabilities, leading to an evolution during
2023 in the Company’s corporate positioning and
business strategy.
ANDROMEDA METALS LIMITED Operations review
Sustainability
In FY23 Andromeda pleasingly had no lost time injuries,
no environmental incidents, full compliance with laws
and regulations; and made impressive progress in the
gender diversity of our valued team.
We are committed to continuous improvement and
look forward to further strengthening our focus and
expanding our commitments in ESG areas and
creating sustainable value for all our stakeholders.
When anticipated production commences,
Andromeda is committed to implementing leading ESG
reporting frameworks, including development of an
implementation plan for reporting climate disclosures
using the Task Force on Climate-Related Financial
Disclosures (TCFD), the Taskforce on Nature-related
Financial Disclosures (TNFD) framework; and the
adoption of the International Sustainability Standards
Board (ISSB) Sustainability Disclosure Standards.
GOVERNANCE FRAMEWORK
Sound governance is a cornerstone of our ability to
create shared value. We are devoted to the highest
standards of corporate governance, ethics and
integrity.
Andromeda acknowledges the importance of
committing to and establishing an integrated and
consistent approach to reporting on Environmental,
Social and Governance (ESG) factors and the impact
our business has on the prosperity of people and the
planet. This commitment has been adopted at the
highest level within Andromeda. In 2022, our Board
created a separate, dedicated Sustainability and
Governance Committee to lead on all aspects of our
governance, environmental and social sustainability.
The Company is committed to responsible financial
and business practices, and the highest standards
of corporate governance, including the corporate
governance guidelines and recommendations set out
by the ASX Corporate Governance Principles and
Recommendations (ASX Guidelines).
Andromeda’s Corporate Governance Statement
dated 30 June 2023 and approved by the Board
on 15 September 2023 can be found under Who We
Are on Andromeda’s website, together with the ASX
Appendix 4G, addressing the ASX Principles and
Recommendations to disclosures in this statement and
the current Annual Financial Report.
ECONOMIC
Responsible and equitable
development, providing local
and First Nations business and
employment opportunities
GOVERNANCE
Maintaining the highest
standards in corporate
governance and business
ethics, aligned to leading
standards and frameworks
ENVIRONMENTAL
Minimising impacts on the
environment and assisting in
the develoment of
decarbonisation products and
technologies
SOCIAL
Actively supporting our
stakeholders and employees,
and contributing to the local
communities in which we
operate
Andromeda’s Sustainability and Governance
Committee Charter, which is available under Our
Charters on Andromeda’s website, formalises our
governance structure and commitment.
The Sustainability and Governance Committee Charter
formalises Andromeda’s commitment to conducting
business ethically and sustainably, taking into account
the needs of current and future stakeholders and
integrating sustainability considerations into all aspects
of its decision making.
We maintain a robust corporate governance structure,
incorporating sustainability principles into our decision-
making processes. Our Board of Directors oversees
sustainability matters through regular updates, policy
reviews, and audits.
COMPANY POLICIES AND STANDARDS
Andromeda will operate in accordance with a
framework of internal company policies developed to
ensure consistent and coordinated management of
issues relating to the environment, Indigenous peoples
and work health and safety.
These will be continually reviewed and monitored in
line with South Australian and Commonwealth law
and the progression of the Project. The consistent
application of policies and procedures will help
prevent or resolve issues, such as claims of unfair
dismissal, workplace health and safety prosecution,
environmental or right of entry breaches, and
discrimination claims.
31
ANNUAL REPORT 2023 Operations review
Sustainability
OUR MATERIAL TOPICS
The United Nations Sustainable Development Goals (SDGs) are a
principles-based approach and form part of the ‘Transforming our
world: the 2030 Agenda’ for Sustainable Development’ adopted on
25 September 2015, by the 193 United Nations Member States.
The 17 SDGs aim to address some of the world’s pressing economic, social
and environmental challenges and represent the world’s comprehensive
plan of action for social inclusion, environmental sustainability and
economic development.
Through aligning our approach to sustainability with the UN SDGs,
Andromeda has identified 11 of the 17 goals as specific targets. Within each
goal we have selected specific indicators and have prioritized these in
order to measure our impact in accordance with ‘Agenda 2030’.
32
We have selected three pillars
that we feel are most relevant to
operating our business responsibly
and where we can have the
biggest impact. The material topics
which have been identified as
priority ESG areas are:
Emissions
ENVIRONMENT
Water
Rehabilitation
Community
engagement
Economic
development of
local and regional
communities
Health, safety,
and wellbeing
Mental health
and wellbeing
Diversity of board
and workforce
COMMUNITIES
OUR PEOPLE
Our immediate priorities will be to
focus on:
#3
#9
Good health and
well-being
Industry, innovation, and
infrastructure
#13 Climate change
As we progress towards production
we will begin to track and disclose
positive and negative impacts
of our operations against each
indicator and goal, and identify the
short-term, medium-term or long-
term nature of indicator.
ANDROMEDA METALS LIMITED Operations review
Sustainability
ENVIRONMENT
Climate change and our commitment to reduce
GHG emissions
Andromeda accepts the science of climate change.
The result of human activity has seen a continued
rise in concentration of greenhouse gas (GHG)
emissions – which in turn has been a rise in average
global temperatures. From this we continue to see
an increase in catastrophic weather events resulting
in natural disasters and we see a continual negative
impact on the wellbeing of people and the planet.
Andromeda accepts that the activities associated with
minerals extraction, innovation of products through
research and development and testing, can contribute
to rising temperatures through GHG emissions.
Andromeda believes there is a positive role to play in
addressing climate change. As the Company evolves,
it plans to continually adapt its operations and adopt
contemporary, innovative mine design solutions to
accommodate the reality of global warming and to
transition towards a low-emissions future.
Consequently, the Company is committed to reducing
GHG emissions with the aspiration of achieving net
zero emissions over time and will seek to develop an
implementation plan for reporting climate disclosures
using the Task Force on Climate-Related Financial
Disclosures (TCFD) framework into the Company’s
future Annual Reports.
When anticipated production commences,
Andromeda is committed to implementing leading ESG
reporting frameworks, including development of an
implementation plan for reporting climate disclosures
using the Task Force on Climate-Related Financial
Disclosures (TCFD).
Greenhouse gas (GHG) emissions
The National Greenhouse and Energy Reporting Act
(NGER) and its associated regulations and guidelines
govern the reporting of GHG emissions in Australia,
providing mandatory reporting requirements, and
uniform methods for measurement of emissions.
The NGER requires yearly reporting of GHG emissions
if individual facilities, and or total corporate emissions
exceed the threshold values in Table 10.
Table 10 NGER emissions reporting thresholds.
CATEGORY
FACILITY THRESHOLD
Scope 1 & 2 GHG emissions
25,000 t CO2-e/year
Energy consumption
100,000 GJ/year
Energy production
100,000 GJ/year
CORPORATE THRESHOLD
50,000 t CO2-e/year
200,000 GJ/year
200,000 GJ/year
TGWP’s potential annual GHG emissions during the first full year of operations are set out in Table 11.
Table 11 Potential estimated TGWP annual scope 1 & 2 GHG emissions (tonnes)19.
SOURCE
Stationary combustion – gas
Stationary combustion – diesel
SCOPE
Scope 1
Scope 1
Transport combustion – diesel heavy vehicles
Scope 1
Transport combustion – diesel light vehicles
Scope 1
Blasting
Total
Scope 1
CO2
5,514
2,948
71
58
5
8,669
CH4
19
5
1
1
1
27
N2O
19
9
1
1
1
31
t CO2-e
5,552
2,962
73
60
7
8,727
Although annual reporting under the NGER is not required, given GHG emissions are below NGER’s Emissions
Reporting Thresholds, Andromeda commits to reporting both Corporate and TGWP actual Scope 1 & 2 GHG
emissions as part of its annual reporting requirementss following the commencement of planned construction.
19 Based on analysis of Stage 1A by engineering consultants ammjohn PE Pty Ltd.
33
ANNUAL REPORT 2023 Operations review
Sustainability
Table 12 Potential estimated TGWP annual scope 1 & 2 carbon equivalent emissions.
SOURCE
ONE-OFF EMISSIONS t CO2-e
ANNUAL EMISSIONSt CO2-e
SPECIFIC EMISSION t CO2-e / t PRODUCT
Stationary combustion – gas
Stationary combustion – diesel
Transport combustion – diesel
Vegetation clearing
3,240
Blasting
Total
5,514
2,926
133
108
7
8,724
0.061
0.033
0.001
0.000
0.000
0.097
As the Company matures, it aims to also track and report on Scope 3 emissions in the future.
As shown in Table 12, the largest contributor to carbon emissions is due to gas being used to generate electricity to
power processing operations and heat to dry processed kaolin product.
Table 13 Potential estimated TGWP annual scope 3 carbon emissions20.
SOURCE
Freight product to port
Sea freight to Europe
Gas freight to site
Diesel freight to site
Regular general freight to site
Regular waste freight from site
Employee regular commute to site bus
Employee regular commute to site car
Employee regular commute to bus
Employee regular air travel
Landfill emissions
Total
SCOPE
Scope 3
Scope 3
Scope 3
Scope 3
Scope 3
Scope 3
Scope 3
Scope 3
Scope 3
Scope 3
Scope 3
CO2
5079
3569
108
10
27
20
117
131
103
50
9255
CH4
389
389
CO2-e
5079
3569
108
10
27
20
117
131
103
50
389
9644
20 Based on analysis of Stage 1A by engineering consultants ammjohn PE Pty Ltd.
34
ANDROMEDA METALS LIMITED
Operations review
Sustainability
In determining how to generate power and heat
for TGWP, an analysis conducted by engineering
consultants, ammjohn PE Pty Ltd (ammjohn). The
analysis evaluated several options which are
summarised as follows:
• Grid power and gas heating – considered the base
case, power is supplied from the national grid via
a 66 kVA distribution line. Gas heating is used to
satisfy all heating requirements.
• Turbine power and gas re-heating – electricity
is generated on site using microturbines. Turbine
exhaust gases are re-heated via a gas fired burner
for use in drying products.
•
•
Internal combustion engine gas power and gas
re-heating – electricity is generated on site using
gas fired internal combustion engines. Internal
combustion engines exhaust gases are re-heated
(if required) via a gas fired burner for use in
drying products.
Internal combustion engine diesel power and gas
heating – electricity is generated on site using
diesel fired internal combustion engines. Gas
heating is used to satisfy all heating requirements.
Financial modelling of the options above showed that
the generation of electricity with gas fired turbines and
the reheating of exhaust with gas fired burners for the
purpose of drying processed product, delivered the
lowest net present cost option.
Benchmarking of GHG emissions
t
c
u
d
o
r
p
t
/
e
-
₂
O
C
g
k
300
250
200
150
100
50
0
Andromeda
kaolin
(Planned)
Australian
kaolin
producer
Iron ore
(Fortescue)
Lithium
(Pilbara
Minerals)
Gold -
World
average
Mining approach and rehabilitation
Andromeda is committed to operating in a safe and
sustainable manner.
Mining at TGWP is planned to be undertaken utilising
conventional open cut methods using open pit mining
equipment for load and haul.
No tailings storage facilities will be required as
environmental rehabilitation will be undertaken
progressively, as mining operations are completed in
the various pit stages.
Topsoil and other overburden material is planned to
be placed into an out of pit adjacent landform will be
contoured and revegetated. When sufficient capacity
is available in the mined-out sections of the pit,
overburden will be placed directly into the pit void.
A detailed progressive rehabilitation plan was
included in the Program for Environment Protection
and Rehabilitation (PEPR), which was approved by
South Australia’s Department for Energy and Mining in
March 2023.
Water management
Andromeda aims to have a high level of water
stewardship to care for this vital resource.
With the dry conditions of the local Eyre Peninsula
region, water is a key concern for the area surrounding
TGWP and the local community.
Water is initially planned to be sourced directly from
the Todd water main at Poochera, with modelling
indicating no impact to local users.
Additionally, over 90% of water is planned to be
recycled through the installation of a reverse osmosis
system to recycle processing water on site.
The Company is working with SA Water to install and
operate a pipeline to site, while also planning for an
economical, scalable and long term water supply
solution that minimises any impacts to local users.
Figure 15 Industry benchmarking of TGWP’s potential scope
1 & 2 GHG emissions21.
21 Based on analysis of Stage 1A by engineering consultants ammjohn PE Pty Ltd.
35
ANNUAL REPORT 2023
Operations review
Sustainability
SOCIAL
To fulfil our corporate aspiration to be considered as a supplier, partner and employer of choice, Andromeda
is committed to effective, ongoing, and transparent consultation with all stakeholders, whether directly
or indirectly.
This includes the full range of stakeholder groups, including:
Customers Shareholders First Nations Government Employees Strategic partners
Investors Landowners Regulators Contractors Suppliers Debt providers Local businesses
Local councils Credit providers Community Industry bodies
Stakeholder engagement
Andromeda is committed to building enduring
relationships across all of its stakeholder groups,
through mutual respect, active partnership, and a
long-term commitment.
Our approach to engaging with stakeholders is
outlined as follows:
INFORM: Provide balanced and objective information
to assist understanding of issues, alternatives,
opportunities, and solutions to those stakeholders who
prefer information only.
CONSULT: Obtain stakeholder feedback on issues,
alternatives, opportunities, and solutions, with those
stakeholders who want their opinions heard.
INVOLVE: Engagement with stakeholders who may
have a higher level of expertise or insight on an
issue and want to provide feedback, alternatives,
opportunities, and solutions.
COLLABORATE: A higher level of engagement, which
establishes partnerships with stakeholders to develop
alternatives and the identification of preferred solutions.
EMPOWER: The highest level of community
decision making, where decisions of the public
are implemented.
Figure 16, sourced from DEM Guideline MG31,
encapsulates the International Association of Public
Participation’s (IAP2) spectrum of public participation.
Additionally, the Company has also committed to
ensuring its engagement with stakeholders adheres
to the six principles of engagement, as set out by
the South Australian government’s “Better Together”
framework (SA Government 2020), as follows:
1. We know why we are engaging, and we
communicate this clearly.
2. We know who to engage.
3. We know the background and history.
4. We begin early.
5. We are genuine.
6. We are creative, relevant and engaging.
Communication approaches
A suite of communication approaches, tools and
activities have been implemented to effectively
engage with stakeholders. The primary goals for these
communication tools are to:
•
Identify community attitudes and expectations.
• Provide various mechanisms for dissemination of
information to the community.
• Gather feedback from the community.
• Register and document community feedback,
concerns, or expectations from members of
the community.
• Analyse and promptly respond to community
feedback or concerns.
Inform
Consult
Involve
Collaborate
Empower
Inform
Low level of
public engagement
Involve
Mid level of
public engagement
Empower
High level of
public engagement
Figure 16 Spectrum of engagement (Source: DEM Guideline MG31).
36
ANDROMEDA METALS LIMITED Operations review
Sustainability
• Engagement with stakeholders during all the
Table 14 Communication approaches, tools and activities.
various phases of The Project is critical. These
phases have been identified as:
APPROACH
PURPOSE AND APPLICATION
• Early development (exploration) phase
• Feasibility including mining proposal
• PEPR development and approval
• Construction and commissioning
• Operations
• Decommissioning
Stakeholder identification and engagement
Stakeholders are noted as all those persons
(individuals or groups) who have an interest in
Andromeda, can have an influence on, or can be
influenced by, it or its businesses.
Stakeholder identification and analysis was originally
undertaken during the development of the Community
Engagement Plan (CEP) and completed to provide the
basis for consultation on The Project. The stakeholder
mapping process for that phase of The Project lifecycle
identified 14 stakeholder groups as having an interest in
or influence on The Project.
Stakeholder identification and groupings have been
reviewed periodically. No additional stakeholder
groups have become apparent during the
development of the PEPR or from community drop-in
days and focused stakeholder meetings.
These meetings included meetings with First Nations
and other Indigenous groups. Meetings involved
discussions on business and employment opportunities
during the planning and development stages of The
Project and cultural heritage. A draft Cultural Heritage
Management Plan was also provided to Wirangu No 2
Native Title Claimant Group in May 2022 and again
in 2023.
Frequently
asked
questions (FAQ)
Face-to-face
meetings
Telephone
Community
meetings
Briefings
Community
drop-in days
Fact sheet
Posters
Summary of responses available online
and at community meetings in response to
questions raised. The responses prepared
by members of Andromeda’s team and its
sub-contractors provide a clear reference
and ensure consistency of information
and message.
Provides an opportunity for all stakeholders
to engage and discuss specific issues.
Face to face meetings are an opportunity
to build relationships based on trust, honest
and open communication.
Primary form of contact with stakeholders to
respond to general enquiries and provide
Project information.
An opportunity to present publicly precise
and consistent Project information to
interested stakeholders. Typically, there is
a set agenda which can address specific
areas of interest.
Also used when significant information
needs to be communicated to a wide
section of the community and feedback,
views or opinions are sought.
An opportunity for members of the
community and interested persons to
engage with a wide range of information
of The Project and engage with team
members to ask questions.
Provide landowners and interested
stakeholders with information about specific
stages of The Project, areas of interest,
Project plans and status. Designed to
ensure the messages being distributed
to the community and stakeholders are
consistent and based on fact.
Information
sheet
Provide progress updates on The Project
to the wider community and advertise
upcoming events or milestones.
Advertisement Used to advertise forthcoming community
meetings or events.
Website
To communicate progress updates on
The Project, achievements and Project
milestones using the Andromeda website
(www.andromet.com.au).
Email
Text messages
Letters
The Project team will communicate with
stakeholders directly, responding to specific
queries or matters which are uniquely
relevant to specific stakeholders.
37
ANNUAL REPORT 2023 • develop, implement and continually improve
work practices that enable Andromeda to
identify, assess and manage environmental risks
and opportunities
• communicate, engage and build trust with
communities, regulators and other stakeholders on
Andromeda’s environmental performance
• publicly report environmental performance on a
regular basis
• ensure that all employees, contractors and
suppliers of goods and services that enter
Company-managed sites are aware of the
Environmental Policy and their obligations under it
• provide adequate resources to implement and
regularly review the Environmental Policy whilst
taking into consideration evolving community
expectations, technology, management practices,
scientific knowledge and business structure.
Andromeda commits to actively evaluating and
reviewing its performance against these commitments
to ensure both compliance and success.
Compliance
Andromeda is committed to ensuring compliance with
environmental laws and minimising the environmental
impacts of its exploration and operation of the TGWP.
No breaches have occurred or have been notified
to any Government agencies during the year ending
30 June 2023.
Operations review
Sustainability
Environmental Policy
The aim of Andromeda’s Environmental Policy is to
protect and conserve the existing environment within
the Project and its surrounds, by minimising adverse
environmental impacts resulting directly from the mine
and enhancing the environment wherever possible.
Andromeda works in conjunction with its employees,
contractors and service providers to promote an
environmentally aware culture that:
• understands and is committed to the
Environmental Policy
•
•
is committed to a high level of environmental
standards in all areas of the mine
is inducted in, aware of, and committed to the
individual environmental management plans that
apply to the mine
• considers the environmental impact of all
business decisions before conducting potentially
impactful activities.
For its part, management will:
• meet or exceed all relevant environmental laws,
regulations and approval conditions
•
•
•
identify, monitor and manage environmental
aspects of Andromeda’s business to maximise
benefits and minimise adverse impacts, including
pollution prevention
strive for excellence in environmental
performance through setting goals in consultation
with stakeholders
improve performance by undertaking appropriate
environmental research and development,
preferably utilising a partnership approach
• ensure Andromeda’s environmental systems and
procedures are appropriate to the nature and
scale of Project activities and are fully integrated
into the business
•
train and support employees and contractors to
ensure Andromeda has the necessary skills and
technology to meet or exceed our environmental
performance expectations
38
ANDROMEDA METALS LIMITED Operations review
Sustainability
Our purpose and values
Ecological and economic sustainability is the central
driving force behind Andromeda’s purpose – sitting
across all three business pillars. These are to grow
industrial minerals, harvest critical metals sustainably
and advance innovation through nanotechnologies.
This purpose is to enrich the lives of people by
improving the environment, creating prosperity for the
planet, our stakeholders, the communities we work
within. Andromeda is focused on value creation for our
shareholders through the advancement and use of our
decarbonising nanotechnologies and the supply of
critical industrial minerals.
Our vision is to lead the world in the sustainable
extraction and supply of superior quality industrial
minerals and advancement of nanotechnologies.
Our purpose
INNOVATION / QUALITY – INTEGRITY /
TEAMWORK
INNOVATION We strive to instil every decision
QUALITY
with honesty and respect for
all stakeholders, including
colleagues, customers, and the
communities we live and work in.
Quality is the strength of our
business which will drive long-
term success. We take pride in
providing our customers and
stakeholders with outstanding and
consistent quality and service.
Through the use of our industrial minerals and nanotechnologies we strive to enrich the lives of people by
improving the environment, creating prosperity for our shareholders and delivering value for our stakeholders.
TEAMWORK We are committed to our team
Our mission is to mine and process industrial minerals
for supply, together with advancing nanotechnologies
to our global customer base by leveraging our unique
natural resources and intellectual property.
G ROW
We will deliver on our vision and mission by designing
our operations with the tenet of circular economy
in mind – these are to eliminate waste production,
circulate materials, and regenerate natural systems.
These tenets along with the careful selection of
voluntary and mandatory reporting frameworks,
Andromeda will now, moving forward, report
accurately on all material and non-material risks and
A L S
opportunities arising from our business practices to
demonstrate our commitment to ESG and sustainability.
STRIAL M I N E
Our vision
To become “The
Great White Mineral
Company” and lead
the world in the safe,
sustainable supply of
superior quality
industrial minerals
and technologies.
Our core values
All staff at Andromeda are responsible for
upholding and living out our values. It is through
this alignment and commitment that will enable our
Company to provide value to our shareholders and
broader stakeholders.
U
I
D
N
R
environment where we embrace
courage, perseverance, diversity,
and inclusion.
M ETALS
G ROW
Every employee’s contribution is
valued. With the strength of our
people, we can achieve more in a
team, than alone.
INTEGRITY
Through innovation we encourage
our people to use their initiative
to generate new ideas, seek
continuous improvement, and
constantly strive to exceed
expectations.
OTECHN O L O G IE S
N
A
N
HARV E S T
Our mission
Develop TGWP and
leverage its high
quality
halloysite-kaolin
resources to
develop a new
industry supplying
high value in use
products to supply
growing key targets
segments and
markets.
Our values
Innovation
Teamwork
Integrity
Quality
The safety and wellbeing of our employess and our communities is our first priority.
Andromeda’s team is passionate about developing, commercialising, and monetising TGWP
and, our other high-grade kaolin deposits.
The safety and wellbeing of our employees and our communities is our first priority.
39
ANNUAL REPORT 2023 Operations review
Sustainability
PEOPLE & CULTURE
Gender and diversity
Andromeda is committed to broadening workplace diversity to support enhanced decision making and better
business outcomes. In FY23 we achieved our measurable objective of 20% female representation at Board, Senior
Management and all other employees across the workforce.
For FY24 the Board has adopted a target of 33% female employees participation across all levels of the Company.
The measurable objectives for the Company in FY23, including targets and achievement status and FY24 targets
are represented in the following table.
Table 15
FY23
MEASURABLE OBJECTIVES
ON DIVERSITY TARGETS
FY23
ACHIEVEMENT
AS AT 30 JUNE 2022
Board
At least 20% female members
Senior management1
At least 20% female employees in
senior executive roles
All other employees
across workforce2
At least 20% employees female
across entire workforce
33%
33%
35%
1 Excludes Executive Directors
2 Excludes Directors and senior management
Indigenous Peoples’ Policy
Andromeda recognises that its exploration and operations are conducted on land which was or is traditionally under
the custodianship of Aboriginal and Torres Strait Islander peoples. Andromeda acknowledges the customs, traditions
and language of Australia’s Indigenous Peoples and is committed to working with them to identify, protect and
conserve evidence of the ancient and continuing occupation of Aboriginal and Torres Strait Islanders in Australia.
The Indigenous Peoples Policy outlines Andromeda’s approach to fostering trusting, respectful and cooperative
relationships with Aboriginal and Torres Strait Islander peoples, and promotes listening, communicating and
negotiating with Indigenous peoples with respect, having regard for diverse views and perspectives. The policy
also outlines minimum requirements in regard to providing cultural awareness training, Indigenous procurement
and for the Board to consider opportunities for mutual benefit.
Health and Safety Policy
The Health and Safety Policy defines Andromeda’s commitment to providing a healthy and safe workplace whilst
striving to achieve an injury free work environment for all personnel. The policy applies to all employees and
contractors and requires all to act in accordance with Andromeda’s policies and procedures. The Health and Safety
Policy outlines responsibilities and minimum requirements in regard to work activities, the HSEC Management System,
safe working environments and outlines Andromeda’s Duty of Care in regard to the workplace.
Community Engagement Policy
Andromeda is committed to engaging effectively with the community and stakeholders to strengthen relationships
and facilitate transparent decision making.
Additionally, Andromeda is committed to employing local, engaging with local businesses and purchases local
products and services wherever possible.
These commitments aim to ensure that all projects explore and deliver effective community engagement activities
which are consistent, respectful, planned, coordinated, accessible and inclusive.
Andromeda will aim to identify community and stakeholder interests, issues and concerns early, and to address
these matters during exploration, project development, approvals process and operation.
40
ANDROMEDA METALS LIMITED Operations review
Schedule of tenements
as at 30 June 2023
PROJECT
TENEMENT
TENEMENT
NAME
AREA
(km2)
REGISTERED HOLDER
OR APPLICANT
NATURE OF COMPANY’S
INTEREST (%)
SOUTH AUSTRALIA
Great White
Kaolin Project
ML 6532
Great White
319 ha
Andromeda Industrial Minerals Pty Ltd1
and Great Southern Kaolin Pty Ltd2
AIM 75%
GSK 25%
MPL 163
MPL 164
Water Pipeline
MPL
78 ha
Andromeda Industrial Minerals Pty Ltd
and Great Southern Kaolin Pty Ltd
AIM 75%
GSK 25%
Access Road
MPL
13 ha
Andromeda Industrial Minerals Pty Ltd
and Great Southern Kaolin Pty Ltd
AIM 75%
GSK 25%
EL 6588
Tootla
EL 6202
Mt Hall
372
147
EL 6426
Mt Cooper
648
Andromeda Industrial Minerals Pty Ltd
and Great Southern Kaolin Pty Ltd
AIM 75%
GSK 25%
Andromeda Industrial Minerals Pty Ltd
and Great Southern Kaolin Pty Ltd
AIM 75%
GSK 25%
Andromeda Industrial Minerals Pty Ltd
and Great Southern Kaolin Pty Ltd
AIM 75%
GSK 25%
Wudinna Gold
Joint Venture
EL 6317
Pinkawillinie
156
Peninsula Resources Pty Ltd3
EL 6131
Corrobinnie
1303
Peninsula Resources Pty Ltd
EL 6489
Wudinna Hill
42
Peninsula Resources Pty Ltd
EL 5953
Minnipa
184
Peninsula Resources Pty Ltd
Moonta
Copper Gold
Project4
Camel Lake
Halloysite
Project
Eyre Kaolin
Project
Mt Hope
Kaolin Project
EL 6001
EL 5984
EL 5984
Waddikee
Rocks
Moonta-
Wallaroo
Moonta
Porphyry JV
147
Peninsula Resources Pty Ltd
713
Peninsula Resources Pty Ltd
100%
106
Peninsula Resources Pty Ltd
90% – option to
acquire 100% from
AIC Mines Ltd
EL 6128
Camel Lake
455
Andromeda Industrial Minerals Pty Ltd
and Great Southern Kaolin Pty Ltd
AIM 75%
GSK 25%
ELA 2019/73 Dromedary
481
AIC Mines Ltd5
AIM 75%
GSK 25%
EL 6663
Aspen
EL 6664
Whistler
EL 6665
Hotham
EL 6666
Thredbo
EL 6286
Mt Hope
976
452
875
496
227
Peninsula Exploration Pty Ltd6
Peninsula 100%
Peninsula Exploration Pty Ltd
Peninsula 100%
Peninsula Exploration Pty Ltd
Peninsula 100%
Peninsula Exploration Pty Ltd
Peninsula 100%
Andromeda Industrial Minerals Pty Ltd9
100%
41
PRL 35%
LAM 65%
PRL 35%
LAM 65%
PRL 35%
LAM 65%
PRL 35%
LAM 65%
PRL 35%
LAM 65%
ANNUAL REPORT 2023 Operations review
Schedule of tenements
PROJECT
TENEMENT
TENEMENT
NAME
AREA
(km2)
REGISTERED HOLDER
OR APPLICANT
NATURE OF COMPANY’S
INTEREST (%)
QUEENSLAND
Drummond
Gold Project
EPM 18090
Glenroy
EPM 25660
Gunthorpe
EPM 26154
Sandalwood
Creek
196
74
109
Adelaide Exploration Pty Ltd7
Adelaide Exploration Pty Ltd
Adelaide Exploration Pty Ltd
EPM 26155
Mount Wyatt
144
Adelaide Exploration Pty Ltd
EPM 27501
Packhorse
Creek
16
Adelaide Exploration Pty Ltd
WESTERN AUSTRALIA
Dundas
Project
E 63/2089
Circle Valley
29
Mylo Gold Pty Ltd8
100%
100%
100%
100%
100%
100%
1 Andromeda Industrial Minerals Pty Ltd (AIM), (incorporated 9 August 2018) is a wholly owned subsidiary of Andromeda
Metals Ltd.
2 Great Southern Kaolin Pty Ltd (GSK) is a wholly owned subsidiary of Andromeda Metals Ltd.
3 Peninsula Resources Ltd (PRL), (incorporated 18 May 2007) is a wholly owned subsidiary of Andromeda Metals Ltd. PRL has
a farm-out agreement with Lady Alice Mines Pty Ltd (LAM), a wholly owned subsidiary of Cobra Resources PLC.
4 Andromeda Metals Ltd has partnered with Environmental Metals Recovery Pty Ltd (EMR) to form the Moonta ISR
Joint Venture.
5 Demetallica Operations Pty Ltd is a wholly owned subsidiary of AIC Mines Ltd. Registered interest is to be transferred to AIM
(75%) and GSK (25%) upon grant.
6 Andromeda Industrial Minerals Pty Ltd has a farm in agreement with Peninsula Exploration Pty Ltd (Peninsula) over the Eyre
Kaolin Project.
7 Adelaide Exploration Pty Ltd (incorporated 13 July 2001) is a wholly owned subsidiary of Andromeda Metals Ltd, but is the
subject of a sale agreement – refer ADN ASX announcement dated 15 September titled “Update on Sale of Drummond
Epithermal Gold Project”.
8 Mylo Gold Pty Ltd (acquired 21 December 2017) is a wholly owned subsidiary of Andromeda Metals Ltd.
9
In July 2023 this tenement was transferred to Andromeda Industrial Minerals NZ Pty Ltd, which is a wholly owned subsidiary
of Andromeda Metals Ltd.
42
ANDROMEDA METALS LIMITED Operations review
Resources and Reserves
as at 30 June 2023
Andromeda’s Mineral Resource and Ore Reserve estimates as at 30 June 2022 and 30 June 2023 are
listed below.
The Mineral Resource estimates are reported inclusive of Ore Reserve estimates. The totals and average of some
reports may appear inconsistent with the parts, but this is due to rounding of values to levels of reporting precision
commensurate with the confidence in the respective estimates.
The statements for the 30 June 2023 estimates by the Competent Person, as defined under the 2012 Edition of
the ‘Australasian Code for reporting Exploration Results, Mineral Resources and Ore Reserves’ (JORC Code), are
included on page 47 of this Annual Report.
Andromeda’s public reporting governance for Mineral Resources and Ore Reserves estimates includes a chain of
assurance measures. Firstly, Andromeda ensures that the Competent Persons responsible for public reporting:
• are current members of a professional organisation that is recognised in the JORC Code framework;
• have sufficient mining industry experience that is relevant to the style of mineralisation and reporting activity, to
be considered a Competent Person as defined in the JORC Code;
• have provided Andromeda with a written sign-off on the results and estimates that are reported, stating
that the report agrees with supporting documentation regarding the results or estimates prepared by each
Competent Person; and
• have prepared supporting documentation for results and estimates to a level consistent with normal
industry practices – which for JORC Code 2012 resources includes Table 1 Checklists for any results and/or
estimates reported.
The following tables set out the current Resource and Reserve position for the Company.
Table of Resources – Clay, whole rock
CLAY, WHOLE ROCK
2022
Great White1,2,3
Hammerhead1,3,4
Tiger6
Mount Hope1,3,5
Total (100%)1
Total 2022 (Andromeda share)1
MEASURED RESOURCE
INDICATED RESOURCE
INFERRED RESOURCE
TOTAL RESOURCES
ANDROMEDA
INTEREST (%)
TONNES
(Mt)
RECOVERY
<45µm
FRACTION
(%)
KAOLINITE
(%)
HALLOYSITE
(%)
TONNES
(Mt)
KAOLINITE
(%)
HALLOYSITE
(%)
TONNES
(Mt)
RECOVERY
<45µm
FRACTION
KAOLINITE
(%)
HALLOYSITE
(%)
TONNES
(Mt)
RECOVERY
<45µm
FRACTION
(%)
KAOLINITE
(%)
HALLOYSITE
(%)
RECOVERY
<45µm
FRACTION
(%)
100
100
100
100
5.7
50.2
39.5
6.9
-
-
-
5.7
4.3
-
-
-
-
-
-
50.2
39.5
50.2
39.5
-
-
-
6.9
6.9
14.2
-
12.1
-
26.3
26.3
51.1
-
42
-
59.9
56.7
-
55.1
55.1
-
48.8
48.8
5.0
-
-
-
2.7
2.7
14.7
51.5
-
18
84.2
49.3
52.6
-
41.5
49.7
40.3
42.7
-
33.8
40.4
67.7
49.1
39.9
4.9
6.5
-
1.4
5.1
4.9
34.6
51.5
12.1
18
116.2
50.2
52.6
59.9
41.5
50.9
40.9
42.7
56.7
33.8
42.2
116.2
50.9
42.2
5.3
6.5
-
1.4
4.7
4.7
2023
ANDROMEDA
INTEREST (%)
TONNES
(Mt)
KAOLINITE
(%)
HALLOYSITE
(%)
TONNES
(Mt)
RECOVERY
<45µm
FRACTION
(%)
RECOVERY
<45µm
FRACTION
(%)
KAOLINITE
(%)
HALLOYSITE
(%)
TONNES
(Mt)
KAOLINITE
(%)
HALLOYSITE
(%)
TONNES
(Mt)
RECOVERY
<45µm
FRACTION
(%)
KAOLINITE
(%)
HALLOYSITE
(%)
RECOVERY
<45µm
FRACTION
(%)
Great White1,2,3
Hammerhead1,3,4
Tiger6
Mount Hope1,3,5
Total (100%)1
100
100
100
100
Total 2023 (Andromeda share)1
5.7
50.2
39.5
6.9
-
-
-
5.7
4.3
-
-
-
-
-
-
50.2
39.5
50.2
39.5
-
-
-
6.9
6.9
14.2
-
12.1
-
26.3
26.3
51.1
-
42
-
59.9
56.7
-
55.1
55.1
-
48.8
48.8
5.0
-
-
-
2.7
2.7
14.7
51.5
-
18
84.2
49.3
52.6
-
41.5
49.7
40.3
42.7
-
33.8
40.4
67.7
49.1
39.9
4.9
6.5
-
1.4
5.1
4.9
34.6
51.5
12.1
18
116.2
50.2
52.6
59.9
41.5
50.9
40.9
42.7
56.7
33.8
42.2
116.2
50.9
42.2
5.3
6.5
-
1.4
4.7
4.7
43
ANNUAL REPORT 2023
Operations review
Resources and Reserves
Table of Resources – Clay <45µm
CLAY <45µm
2022
MEASURED RESOURCE
INDICATED RESOURCE
INFERRED RESOURCE
TOTAL RESOURCES
ANDROMEDA
INTEREST (%)
TONNES
(Mt)
BRIGHTNESS
(R47)
KAOLINITE
(%)
HALLOYSITE
(%)
TONNES
(Mt)
BRIGHTNESS
(R47)
KAOLINITE
(%)
HALLOYSITE
(%)
TONNES
(Mt)
BRIGHTNESS
(R47)
KAOLINITE
(%)
HALLOYSITE
(%)
TONNES
(Mt)
BRIGHTNESS
(R47)
KAOLINITE
(%)
HALLOYSITE
(%)
Great White1,2,3
Hammerhead1,3,4
100
100
100
Tiger6
Mount Hope1,3,5
Total (100%)1
Total 2022 (Andromeda share)1
100
2.9
83.9
78.8
13.8
-
-
-
2.9
2.9
-
-
-
83.9
83.9
-
-
-
78.8
78.8
-
-
-
13.8
13.8
7.3
-
7.2
-
14.5
14.5
82.8
-
83.1
-
82.9
82.9
82.3
-
94.7
-
88.5
88.5
9.9
-
-
-
5.0
5.0
7.2
27.1
-
7.5
41.8
41.8
83.3
82.2
-
82.2
82.4
82.4
81.7
81.0
-
81.4
81.2
81.3
9.9
12.3
-
3.3
10.3
9.9
17.4
27.1
7.2
7.5
59.2
59.2
82.3
82.2
83.1
82.2
82.3
82.3
81.5
81.0
94.7
81.4
82.9
82.9
10.5
12.3
-
3.3
9.1
9.1
2023
ANDROMEDA
INTEREST (%)
TONNES
(Mt)
BRIGHTNESS
(R47)
KAOLINITE
(%)
HALLOYSITE
(%)
TONNES
(Mt)
BRIGHTNESS
(R47)
KAOLINITE
(%)
HALLOYSITE
(%)
TONNES
(Mt)
BRIGHTNESS
(R47)
KAOLINITE
(%)
HALLOYSITE
(%)
TONNES
(Mt)
BRIGHTNESS
(R47)
KAOLINITE
(%)
HALLOYSITE
(%)
100
100
Great White1,2,3
Hammerhead1,3,4
Tiger6
Mount Hope1,3,5
Total (100%)1
Total 2023 (Andromeda share)1
100
100
2.9
83.9
78.8
13.8
-
-
-
2.9
2.9
-
-
-
83.9
83.9
-
-
-
78.8
78.8
-
-
-
13.8
13.8
7.3
-
7.2
-
14.5
14.5
82.8
-
83.1
-
82.9
82.9
82.3
-
94.7
-
88.5
88.5
9.9
-
-
-
5.0
5.0
7.2
27.1
-
7.5
41.8
41.8
83.3
82.2
-
82.2
82.4
82.4
81.7
81.0
-
81.4
81.2
81.3
9.9
12.3
-
3.3
10.3
9.9
17.4
27.1
7.2
7.5
59.2
59.2
82.3
82.2
83.1
82.2
82.3
82.3
81.5
81.0
94.7
81.4
82.9
82.9
Table of Resources – Clay <45µm continued
CLAY < 45µm (CONT.)
MEASURED RESOURCE
INDICATED RESOURCE
INFERRED RESOURCE
TOTAL RESOURCES
2022
ANDROMEDA
INTEREST (%)
TONNES
(MT)
Al2O3
(%)
Fe2O3
(%)
Great White1,2,3
Hammerhead1,3,4
100
100
100
Tiger6
Mount Hope1,3,5
Total (100%)1
Total 2022 (Andromeda share)1
100
2.9
36.7
0.52
-
-
-
2.9
2.9
-
-
-
-
-
-
36.7
36.7
0.52
0.52
2023
ANDROMEDA
INTEREST (%)
TONNES
(MT)
Al2O3
(%)
Fe2O3
(%)
100
100
Great White1,2,3
Hammerhead1,3,4
Tiger6
Mount Hope1,3,5
Total (100%)1
Total 2023 (Andromeda share)1
100
100
2.9
36.7
0.52
-
-
-
2.9
2.9
-
-
-
-
-
-
36.7
36.7
0.52
0.52
Table of Resources – Gold
TiO2
(%)
0.32
-
-
-
0.32
0.32
TiO2
(%)
0.32
-
-
-
0.32
0.32
TONNES
(MT)
7.3
-
7.2
-
14.5
14.5
Al2O3
(%)
36.6
-
37.2
-
36.9
36.9
Fe2O3
(%)
0.51
-
0.81
-
0.70
0.70
TONNES
(MT)
Al2O3
(%)
Fe2O3
(%)
7.3
-
7.2
-
14.5
14.5
36.6
-
37.2
-
36.9
36.9
0.51
-
0.81
-
0.70
0.70
TiO2
(%)
0.50
-
0.61
-
0.60
0.60
TiO2
(%)
0.5
-
0.61
-
0.6
0.6
TONNES
(MT)
Al2O3
(%)
Fe2O3
(%)
7.2
27.1
-
7.5
41.8
41.8
36.4
37.0
-
35.3
36.6
36.5
0.51
0.63
-
0.51
0.60
0.60
TONNES
(MT)
Al2O3
(%)
Fe2O3
(%)
7.2
27.1
-
7.5
41.8
41.8
36.4
37.0
-
35.3
36.6
36.5
0.51
0.63
-
0.51
0.60
0.60
TiO2
(%)
0.45
0.71
-
0.62
0.7
0.7
TiO2
(%)
0.45
0.71
-
0.62
0.7
0.7
TONNES
(MT)
Al2O3
(%)
Fe2O3
(%)
17.4
27.1
7.2
7.5
59.2
59.2
36.5
37
37.2
35.3
36.7
36.7
0.51
0.63
0.81
0.51
0.60
0.60
TONNES
(MT)
Al2O3
(%)
Fe2O3
(%)
17.4
27.1
7.2
7.5
59.2
59.2
36.5
37.0
37.2
35.3
36.7
36.7
0.51
0.63
0.81
0.51
0.60
0.60
10.5
12.3
-
3.3
9.1
9.1
TiO2
(%)
0.45
0.71
0.61
0.62
0.60
0.60
TiO2
(%)
0.45
0.71
0.61
0.62
0.60
0.60
GOLD
2022
ANDROMEDA
INTEREST (%)
35
35
Barns1,7,9
Baggy Green1,7,9
White Tank1,7,9
Total (100%)1
Total 2022 (Andromeda share)1
35
2023
ANDROMEDA
INTEREST (%)
25
25
Barns1,8,9
Baggy Green1,8,9
Clarke1,8,9
White Tank1,8,9
Total (100%)1
Total 2023 (Andromeda share)1
25
25
INDICATED RESOURCE
INFERRED RESOURCE
TOTAL RESOURCES
TONNES
(Mt)
0.41
0.41
0.14
TONNES
(Mt)
0.44
0.44
0.11
Au
(g/t)
1.4
1.4
1.4
Au
(g/t)
1.3
1.3
1.3
Au
(oz)
18,000
18,000
6,000
Au
(oz)
18,000
18,000
4,000
TONNES
(Mt)
1.71
2.03
0.28
4.02
1.4
TONNES
(Mt)
2.19
2.12
0.73
0.28
5.37
1.34
Au
(g/t)
1.5
1.4
1.4
1.4
1.5
Au
(g/t)
1.6
1.4
1.4
1.5
1.5
1.5
Au
(oz)
86,000
94,000
13,000
193,000
67,000
Au
(oz)
116,000
96,000
33,000
16,000
261,000
65,000
TONNES
(mt)
2.21
2.03
0.28
4.43
1.55
TONNES
(mt)
2.63
2.12
0.73
0.28
5.81
1.45
Au
(g/t)
1.5
1.4
1.4
1.5
1.5
Au
(g/t)
1.5
1.4
1.4
1.5
1.5
1.5
Au
(oz)
104,000
94,000
13,000
211,000
73,000
Au
(oz)
134,000
96,000
33,000
16,000
279,000
69,000
44
ANDROMEDA METALS LIMITED
Operations review
Resources and Reserves
Table of Resources – Rare Earth Oxides
RARE EARTH OXIDES
2022
Baggy Green
Clarke
Total (100%)
Total 2022 (Andromeda share)
35
35
35
-
-
-
-
2023
ANDROMEDA
INTEREST (%)
TONNES
(Mt)
Baggy Green1,8,10
Clarke1,8,10
Total (100%)
25
25
25
Total 2023 (Andromeda share)1
15.1
26.5
41.6
10.4
REE – Rare earth elements
REO – Rare earth oxides
ANDROMEDA
INTEREST (%)
TONNES
(Mt)
TREO
(ppm)
MREO
(ppm)
LREO
(ppm)
HREO
(ppm)
TONNES
(Mt)
TREO
(ppm)
MREO
(ppm)
LREO
(ppm)
HREO
(ppm)
INFERRED RESOURCE
TOTAL RESOURCES
-
-
-
-
TREO
(ppm)
652
725
699
699
-
-
-
-
MREO
(ppm)
142
175
163
163
-
-
-
-
LREO
(ppm)
512
571
549
549
-
-
-
-
HREO
(ppm)
140
154
149
149
-
-
-
-
TONNES
(Mt)
15.1
26.5
41.6
10.4
-
-
-
-
TREO
(ppm)
652
725
699
699
-
-
-
-
MREO
(ppm)
142
175
163
163
-
-
-
-
LREO
(ppm)
511
571
549
549
-
-
-
-
HREO
(ppm)
141
154
149
149
MREO – Magnet rare earth oxides (dysprosium + terbium + praseodymium, neodymium)
TREO – Total rare earth oxides plus yttrium
TREO-Ce – Total rare earth oxides plus yttrium and minus cerium
Table of Resources – Rare Earth Oxides (continued)
RARE EARTH OXIDES
2022
Baggy Green
Clarke
Total (100%)
Total 2022 (Andromeda share)1
ANDROMEDA
INTEREST (%)
TONNES
(Mt)
Pr6O11
(ppm)
Nd2O3
(ppm)
Dy2O3
(ppm)
Tb4O7
(ppm)
TONNES
(Mt)
Pr6O11
(ppm)
Nd2O3
(ppm)
Dy2O3
(ppm)
Tb4O7
(ppm)
INFERRED RESOURCE
TOTAL RESOURCES
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
2023
ANDROMEDA
INTEREST (%)
TONNES
(Mt)
Pr6O11
(ppm)
Nd2O3
(ppm)
Dy2O3
(ppm)
Tb4O7
(ppm)
TONNES
(Mt)
Pr6O11
(ppm)
Nd2O3
(ppm)
Dy2O3
(ppm)
Tb4O7
(ppm)
35
35
35
100
100
100
100
100
100
Baggy Green1,8,10
Clarke1,8,10
Total (100%)1
25
25
25
Total 2023 (Andromeda share)1
15.1
26.5
41.6
10.4
29
35
33
33
97
122
113
113
Table of Resources – Copper (in situ recovery)
COPPER (IN SITU RECOVERY)
INFERRED RESOURCE
ANDROMEDA
INTEREST (%)
TONNES
(Mt)
2022
Wombat1,11,12,13
Bruce1,11,12,13
Larwood1,11,12,13
Total (100%)1
2023
Wombat1,11,12,13
Bruce1,11,12,13
Larwood1,11,12,13
Total (100%)1
Total 2023 (Andromeda share)1
Total 2022 (Andromeda share)1
ANDROMEDA
INTEREST (%)
TONNES
(Mt)
Cu
(%)
0.17
0.19
0.15
0.17
0.17
Cu
(%)
0.17
0.19
0.15
0.17
0.17
Cu
(Kt)
80
22
12
114
114
Cu
(Kt)
80
22
12
114
114
46.5
11.8
7.8
66.1
66.1
46.5
11.8
7.8
66.1
66.1
14
16
15
15
Au
(g/t)
-
-
0.04
-
-
Au
(g/t)
-
-
0.04
-
-
2
3
3
3
15.1
26.5
41.6
10.4
Au
(Koz)
TONNES
(Mt)
-
-
10
10
10
46.5
11.8
7.8
66.1
66.1
Au
(Koz)
TONNES
(Mt)
-
-
10
10
10
46.5
11.8
7.8
66.1
66.1
29
35
33
33
Cu
(%)
0.17
0.19
0.15
0.17
0.17
Cu
(%)
0.17
0.19
0.15
0.17
0.17
97
122
113
113
TOTAL RESOURCES
Cu
(Kt)
80
22
12
114
114
Cu
(Kt)
80
22
12
114
114
14
16
15
15
Au
(g/t)
-
-
0.04
-
-
Au
(g/t)
-
-
0.04
-
-
2
3
3
3
Au
(Koz)
-
-
10
10
10
Au
(Koz)
-
-
10
10
10
45
ANNUAL REPORT 2023 Operations review
Resources and Reserves
Table of Reserves – Great White Deposit
2022
ANDROMEDA
INTEREST (%)
TONNES
(Mt)
PRM YIELD
(%)
CRM YIELD
(%)
100
Great White PRM1,14,15
Great White CRM1,14,15
Total (100%)1,14,15
Total 2022 (Andromeda share)1
100
0.4
4.8
5.2
5.2
27
-
-
-
18
45
-
-
PROVED RESERVE
TOTAL YIELD
(%)
45
45
45
45
HALLOYSITE
(%)
BRIGHTNESS
(R457)
3
15
14
14
87
84
84
84
2023
ANDROMEDA
INTEREST (%)
TONNES
(Mt)
PRM YIELD
(%)
CRM YIELD
(%)
TOTAL YIELD
(%)
HALLOYSITE
(%)
BRIGHTNESS
(R457)
100
Great White PRM1,14,15
Great White CRM1,14,15
Total (100%)1,14,15
Total 2023 (Andromeda share)1
100
0.4
4.8
5.2
5.2
27
-
-
-
18
45
-
-
45
45
45
45
3
15
14
14
87
84
84
84
2022
ANDROMEDA
INTEREST (%)
TONNES
(Mt)
PRM YIELD
(%)
CRM YIELD
(%)
TOTAL YIELD
(%)
HALLOYSITE
(%)
BRIGHTNESS
(R457)
PROBABLE RESERVE
100
Great White PRM1,14,15
Great White CRM1,14,15
Total (100%)1,14,15
Total 2022 (Andromeda share)1
100
1.1
8.9
10.0
10.0
24
-
-
-
16
-
-
-
40
46
45
45
1
11
10
10
87
83
83
83
2023
ANDROMEDA
INTEREST (%)
TONNES
(Mt)
PRM YIELD
(%)
CRM YIELD
(%)
TOTAL YIELD
(%)
HALLOYSITE
(%)
BRIGHTNESS
(R457)
100
Great White PRM1,14,15
Great White CRM1,14,15
Total (100%)1,14,15
Total 2023 (Andromeda share)1
100
1.1
8.9
10.0
10.0
24
-
-
-
16
46
-
-
2022
ANDROMEDA
INTEREST (%)
TONNES
(Mt)
PRM YIELD
(%)
CRM YIELD
(%)
100
Great White PRM1,14,15
Great White CRM1,14,15
Total (100%)1,14,15
Total 2022 (Andromeda share)1
100
1.5
13.7
15.1
15.1
25
-
-
-
17
46
-
-
40
46
45
45
TOTAL RESERVE
TOTAL YIELD
(%)
41
46
46
46
1
11
10
10
87
83
83
83
HALLOYSITE
(%)
BRIGHTNESS
(R457)
2
12
11
11
87
83
84
84
2023
ANDROMEDA
INTEREST (%)
TONNES
(Mt)
PRM YIELD
(%)
CRM YIELD
(%)
TOTAL YIELD
(%)
HALLOYSITE
(%)
BRIGHTNESS
(R457)
100
Great White PRM1,14,15
Great White CRM1,14,15
Total (100%)1,14,15
Total 2023 (Andromeda share)1
100
1.5
13.7
15.1
15.1
25
-
-
-
17
46
-
-
41
46
46
46
2
12
11
11
87
83
84
84
Fe2O3
(%)
0.3
0.5
0.5
0.5
Fe2O3
(%)
0.3
0.5
0.5
0.5
Fe2O3
(%)
0.3
0.5
0.5
0.5
Fe2O3
(%)
0.3
0.5
0.5
0.5
Fe2O3
(%)
0.3
0.5
0.5
0.5
Fe2O3
(%)
0.3
0.5
0.5
0.5
ISO brightness (R457) cut-off of at 75 in the <45µm size fraction.
1 Figures are rounded to reflect appropriate levels of confidence. Apparent differences may occur due to rounding.
2 ASX 26 November 2020, Updated mineral resource for the Great White Kaolin JV Deposit.
3
4 ASX 29 September 2020, New mineral resource estimate for Hammerhead Halloysite-Kaolin Deposit.
5 ASX 11 August 2020, New mineral resource for the Mount Hope Kaolin Project.
6 ASX 23 March 2022, Maiden Tiger Kaolin Resource and Regional Rare Earth Element Potential.
7 ASX announcement released 8 May 2019 “Increased ounces in updated Wudinna Gold Project Mineral Resource”.
8 Cobra Resources PLC LSE announcement released 7 September 2023, “Rare Earth and Gold Resource Upgrades”.
9 The Wudinna Gold Project Mineral Resources estimates have been reported above a 0.5 g/t gold cut to reflect extraction by open pit mining.
10 REE Mineral Resource reported above a cut-off grade of 320 ppm TREO-CeO2 to reflect extraction by open pit mining.
11 ASX release dated 15 August 2019 “Substantial initial copper resource – Moonta Project, inferred ISR copper resource of 114,000 tonnes
contained copper”.
12 Figures are rounded to reflect appropriate levels of confidence. Apparent differences may occur due to rounding.
13 Environmental Copper Recovery Pty Ltd earn in and joint venture agreement (earn in not satisfied).
14 2022 Ore Reserve used in Definitive Feasibility Study released in April 2022 (refer ADN ASX announcement dated 16 April 2022 titled
“Definitive Feasibility Study and Updated Ore Reserve”).
15 Ore Reserves have been reported from Measured and Indicated Resources only.
46
ANDROMEDA METALS LIMITED
Operations review
Competent person statements
WUDINNA GOLD PROJECT RESOURCES
The information that relates to the estimation and
reporting of the gold Mineral Resource estimates for
the Barns, Baggy Green and White Tank Deposits and
the Clarke and Baggy Green REE Mineral Resource
estimates has been compiled by Mrs Christine Standing
BSc Hons (Geology), MSc (Min Econs), MAusIMM, MAIG.
Mrs Standing is a Member of the Australian Institute
of Geoscientists and the Australian Institute of Mining
and Metallurgy and is a full-time employee of Snowden
Optiro (Optiro Pty Ltd) and has acted as an independent
consultant. The information that relates to the estimation
and reporting of the gold Mineral Resource estimate
for Clarke has been compiled by Ms Justine Tracey
BSc Hons (Geology), MSc (Geostatistics), MAusIMM.
Ms Tracey is a Member of the Australian Institute
of Geoscientists and is a full-time employee of
Snowden Optiro (Optiro Pty Ltd) and has acted as an
independent consultant.
Mrs Christine Standing and Ms Justine Tracey have
sufficient experience with the style of mineralisation,
deposit type under consideration and to the activities
undertaken to qualify as Competent Persons as
defined in the 2012 Edition of the “Australasian Code
for Reporting of Exploration Results, Mineral Resources
and Ore Reserves (The JORC Code). Mrs Standing and
Ms Tracey consent to the inclusion in this announcement
of the contained technical information relating the
Mineral Resource estimations in the form and context in
which it appears.
GREAT WHITE AND MT HOPE
PROJECTS RESOURCES
Information in that relates to The Great White
Project and Mt Hope Project has been reviewed
by Mr James Marsh a member of The Australasian
Institute of Mining and Metallurgy (AusIMM).
Mr Marsh is an employee of Andromeda Metals
Limited who holds shares, options and performance
rights in the company and is entitled to participate
in Andromeda’s employee incentive plan (details
of which are included in Andromeda’s Annual
Remuneration Report) and has sufficient experience,
which is relevant to the style of mineralisation, type of
deposits and their ore recovery under consideration
and to the activity being undertaking to qualify as
Competent Person under the 2012 Edition of the
‘Australasian Code for reporting of Exploration
Results, Mineral Resources and Ore Reserves’
(JORC Code). This includes Mr Marsh attaining over
30 years of experience in kaolin processing and
applications. Mr Marsh consents to the inclusion in
the report of the matters based on the information in
the form and context in which it appears.
The data that relates to Mineral Resource Estimates
for the Great White Kaolin Project (Great White,
Hammerhead and Tiger Deposits) and Mount
Hope Kaolin Project are based on information
evaluated by Mr Eric Whittaker who is a Member of
the Australasian Institute of Mining and Metallurgy
(MAusIMM). Mr Whittaker is the Chief Geologist
of Andromeda Metals Limited and has sufficient
experience relevant to the style of mineralisation
and type of deposit under consideration and to
the activity which he is undertaking to qualify as a
Competent Person as defined in the 2012 Edition of
the Australasian Code for Reporting of Exploration
Results, Mineral Resources and Ore Reserves
(the “JORC Code”). Mr Whittaker has 30 years of
experience in the mining industry. Mr Whittaker
consents to the information in the form and context
in which it appears. Mr Whittaker holds Performance
Rights in the Company and is entitled to participate
in Andromeda’s employee incentive plan.
47
ANNUAL REPORT 2023 Operations review
Competent person statements
MOONTA COPPER ISR RESOURCES
The information in this release that relates to the
Estimation and Reporting of Mineral Resources has
been compiled by Mr David Coventry BSc (Hons).
Mr Coventry was at the time of the estimation a full-
time employee of Mining Plus Pty Ltd and acted as an
independent consultant on the Moonta Deposit Mineral
Resource estimations. Mr Coventry is a Member of
the Australasian Institute of Geoscientists and has
sufficient experience with the style of mineralisation,
deposit type under consideration and to the activities
undertaken to qualify as a Competent Person as
defined in the 2012 Edition of the “Australasian Code
for Reporting of Exploration Results, Mineral Resources
and Ore Reserves (The JORC Code). Mr Coventry
consents to the inclusion in this report of the contained
technical information relating the Mineral Resource
Estimation in the form and context in which it appears.
GREAT WHITE ORE RESERVES
The data in this report that relates to Mineral Reserve
Estimates for the Great White Deposit is based on
information evaluated by Mr John Millbank who is a
Member of the Australasian Institute of Mining and
Metallurgy (MAusIMM). Mr Millbank is the Director of
Proactive Mining Solutions Pty Ltd, an independent
mining consultancy, and has sufficient experience
relevant to the style of mineralisation and type of
deposit under consideration, and to the activity which
he is undertaking, to qualify as a Competent Person as
defined in the 2012 Edition of the Australasian Code
for Reporting of Exploration Results, Mineral Resources
and Ore Reserves (the “JORC Code”). Mr Millbank
consents to the information contained in this report
being used in the form and context in which it appears.
Neither Mr Millbank, or any of the entities he directly
controls, have any financial interests in Andromeda
Metals Ltd or any of its subsidiaries.
48
ANDROMEDA METALS LIMITED Directors' report
The Directors present this Directors’ Report and the attached annual financial report of Andromeda Metals Limited
for the financial year ended 30 June 2023.
DIRECTORS AND EXECUTIVES
The names and details of the Directors and Executives of the Company during or since the end of the financial
year are:
Michael Wilkes
BEng(Hons), MBA, MAusIMM, MAICD
Robert Katsiouleris
(Appointed 6 April 2022)
(Appointed 1 April 2023)
Chair and Independent Non-executive Director
Managing Director & CEO
Mick Wilkes is an experienced mining executive and
company director with more than 35 years of broad
international mining experience coupled with a
successful track record of leading the development
and operation of greenfield mines.
Most recently in his executive career, Mick was the
President and CEO of dual listed (ASX and TSX)
OceanaGold Corporation (ASX:OCG) from 2011 to
2020 where he led the transformation from a single
asset junior company to a multinational mid-tier
producer with four operations across three countries.
In previous roles he was the Executive General
Manager of Operations at OZ Minerals responsible
for the development of the Prominent Hill copper/gold
project in South Australia and General Manager of the
Sepon gold/copper project for Oxiana based in Laos.
Mick is currently a Non-executive Chair of Kingston
Resources Limited (ASX: KSN), been appointed as
Non-executive Director of Genesis Minerals Ltd
effective 1 October; and a member of the Sustainable
Minerals Institute’s Advisory Board at the University of
Queensland.
He was previously the Chair of the Governance
Committee and a member of the Administration
Committee of the World Gold Council.
Bob has over twenty five years of combined
operational, engineering, and commercial experience
in industrial minerals, and base metals, with an
emphasis on improving profitability from mine to market.
Bob’s experience spans plant design and start-ups,
new process and product development, and sales and
marketing experience in mature and emerging markets
for a wide range of minerals including zircon, rutile,
borates, diatomite, silica, perlite, and more recently in
zinc, lead, and associated by-products.
Bob has had success across bulk minerals and
non-ferrous metals by always maintaining a focus
on adding value via developing and implementing
an industrial marketing model that creates uplift in a
business by understanding the balance between mine
to market, and market to mine.
Specialties: Industrial minerals, growth platforms,
product development, and sales and marketing of
non-commodity minerals, and commodity metals.
Sales and marketing strategies, with a focus on
the customer, product, and regional segmentation
that improved profitability and created sustainable
competitive advantage
49
ANNUAL REPORT 2023 Directors’ report
James E Marsh
BSc (Hons), MAusIMM
(Appointed Managing Director 30 May 2018, transitioned
to Executive Director 1 April 2023)
Melissa K Holzberger
LLM Resources Law (Distinction (Scotland), Dip. International
Nuclear Law (Hons) (France), LLB (Adel), BA (Adel), Grad Dip
Legal Practice, GAICD, FGIA
(Appointed 23 September 2021)
Executive Director, Sales and Marketing
Independent Non-executive Director
James Marsh is a highly qualified kaolin specialist with
more than 30 years’ industrial minerals experience,
including notable, senior technical and marketing roles
with two global market leaders.
With experience at all levels of the industry from
laboratory development through to market listing,
James has been instrumental in developing new
applications and markets for kaolin around the world.
James spent fifteen years working as Technical
Manager for Imerys Minerals, the world leader in
industrial minerals with a focus on kaolin, where
he successfully assisted in developing and
commercialising several new grades from projects
around the world.
He then worked for nine years with Minerals
Corporation in Australia as Marketing and Technical
Director commercialising kaolin products from Australia
and China, and setting up a global network for sales
and distribution.
James spent seven years as Business Development
Manager for Active Minerals International, a worldwide
leader in the production and marketing of kaolin and
attapulgite minerals. Uniquely qualified in all aspects
of the kaolin industry, James is passionate about
leveraging his experience to deliver a world-class
industrial minerals business.
50
Sustainability and Governance Committee Chair
Ms Holzberger is an experienced Independent
Non-executive Director and mining lawyer with over
20 years’ experience in the international energy and
resources sector.
Ms Holzberger is currently a Non-executive Director of
Paladin Energy Ltd (ASX: PDN) and a member of the
Australian Radiation Protection and Nuclear Safety
Agency’s Radiation Health and Safety Advisory Council.
She brings a deep understanding of mining projects
and operations, having previously worked with BHP
and Rio Tinto. Her substantial experience extends to
highly regulated industries, international commodity
trade, corporate ethics, risk and compliance oversight,
together with a focus on sustainability, environment,
social and governance (ESG) matters.
Ms Holzberger holds a Master of Laws in Resources
Law (Distinction) as a Chevening scholar from the
Centre for Energy, Petroleum and Mineral Law and
Policy, University of Dundee; a Diploma in International
Nuclear Law (Hons) as an OECD Nuclear Energy
Agency scholar from the University of Montpellier;
a Bachelor of Laws and Bachelor of Arts from the
University of Adelaide; and a Graduate Diploma in
Legal Practice.
She is a graduate of the University of Oxford’s Leading
Sustainable Corporations; a graduate member of the
Australian Institute of Company Directors; and a Fellow
of the Governance Institute of Australia.
In 2006 Ms Holzberger was awarded the Telstra South
Australian Young Business Woman of the Year which
recognised her commitment and leadership in the
energy, resources and business community.
ANDROMEDA METALS LIMITED Directors’ report
Austen Perrin
B. Econ. (Acc.), CA, GAICD
(Appointed 1 July 2022)
Independent Non-executive
Director
Audit and Risk Committee Chair
Austen Perrin has had significant
experience in developing capital
management strategies and
financing solutions to support
corporate objectives including
development of key infrastructure
and transport projects and
underground coal mines.
He has a breadth of experience
gained in a variety of industries
including transport and logistics,
ports, road and rail infrastructure,
coal, copper and gold mining,
unconventional shale gas, mining
services, oil, gas and water pipeline
construction, general building
construction and insurance.
Austen Perrin is currently a non-
executive director with AJ Lucas
Group Limited and up until recently
a non-executive director for Round
Oak Minerals Pty Limited. Austen
currently chairs the Audit and
Risk Committee for AJ Lucas and
previously for Round Oak Minerals
Pty Limited.
He has been a Charted Accountant
for over 33 years and is a graduate
of the Australian Institute of
Company Directors.
Sarah Clarke
LLB (Hons), BSc, Grad Cert (Applied
Finance and Investment)
Joseph F Ranford
BEng (Mining), MBA, FAusIMM, GAICD,
Grad Dip (Business Management)
(Appointed 9 January 2023)
General Counsel and Company
Secretary
Sarah Clarke brings over 17 years
of experience as a lawyer
working with ASX-listed energy
and resources companies, with
extensive knowledge of the industry
and regulatory environment. She
was most recently a Partner at
Piper Alderman.
Sarah was an elected Councillor
of the South Australian Chamber of
Mines and Energy (SACOME) from
2018 to 2022, is well-connected
in the industry and deeply
understands the issues facing
South Australian mining companies.
Sarah was previously named a
“Leading” South Australian energy
and resources lawyer in Doyle’s
guide. She was recommended for
Natural resources (transactions &
regulatory) in the Legal 500 Asia
Pacific: Australia and recognised
for Corporate Law by Best
Lawyers Australia.
Operations Director
Joe Ranford is a mining engineer
with 25 years’ senior management
experience across both domestic
and international mining companies.
Joe has significant experience
bringing mining operations
into production within sensitive
communities and considerable
knowledge of the South Australian
mining approval process and
stakeholder landscape.
Most recently, he held the role as
Chief Operating Officer for Nordic
Gold Inc, a Canadian based
company which was the previous
owner of the Laiva Gold Mine in
Finland, where he re-established
mining operations and brought the
project back into production from
care and maintenance.
Prior to his role at Nordic Gold Inc,
Joe was Operations Manager for
Terramin Australia Limited where
he managed all operational and
technical aspects of the Angas
Zinc mine and championed the
evaluation and approval processes
for the Bird in Hand Gold Project.
Joe is focused on bringing the
deposits of the Great White Kaolin
Project on South Australia’s Eyre
Peninsula project into production.
Growing up in the region, Joe has a
genuine understanding and respect
for the local community and wants
to continue building partnerships
based on creating shared value.
51
ANNUAL REPORT 2023 Directors’ report
Tim Anderson
BEng (Honours), Grad Cert (AICD)
(Appointed 1 December 2021)
Chief Commercial Officer
Tim Anderson is an experienced
executive with more than
30 years of experience including
commercialisation, business
development and operations
management roles in resources,
energy, water, technology
and engineering.
Tim was a Senior Leadership Team
member and Program Manager
– Energy & Resources for Nova
Systems, an Australian-owned
internationally operating engineering
and technology solutions company.
He served as CEO of Optimatics,
a global leader in water utility
systems planning and operations
optimization through the
application of computational
intelligence technologies.
Tim held business development and
operations management roles at
The University of Adelaide for the
commercialisation of research and
the provision of academic consulting
and testing services.
Tim has led and grown businesses
from the ground up and
established and transformed new
business entities within mature
state companies.
He holds an Honours Degree in Civil
Engineering from The University of
Adelaide in Australia and a Graduate
Diploma from the Australian Institute of
Company Directors.
52
DIRECTORS WHO RESIGNED DURING THE
FINANCIAL YEAR
Andrew N Shearer
BSc (Geology), Hons (Geophysics), MBA
(Resigned 24 August 2022)
Independent Non-executive Director
Andrew Shearer has been involved in the mining and finance
industries for 20 years.
Joseph F Ranford
BEng (Mining), MBA, FAusIMM, GAICD, Grad Dip (Business Management)
(Resigned 21 November 2022)
Executive Director
Joe Ranford was appointed COO, in doing so, he transitioned from
a part-time consultant to a full-time employee and, given the COO
role’s importance and additional focus on progressing the GWP,
resigned as a director.
DIRECTORSHIPS OF OTHER LISTED COMPANIES
Directorships of other listed companies held by directors in the three
years immediately before the end of the financial year are as follows:
NAME
COMPANY
PERIOD OF DIRECTORSHIP
M Wilkes
Kingston Resources Limited
From May 2018 to present
Matador Mining Limited
From July 2020 to
May 2022
Dacian Gold Limited
Genesis Minerals Ltd
From September 2021 to
September 2022
From October 2022
to present
M K Holzberger Paladin Energy Limited
From May 2021 to present
Silex Systems Limited
A Perrin
AJ Lucas Group Limited
From January 2019 to
October 2021
From December 2014
to present
ANDROMEDA METALS LIMITED Directors’ report
ATTENDANCE AT BOARD AND COMMITTEE MEETINGS
The number of Board meetings held during the reporting period and the number of meetings attended by each
Director are as follows:
DIRECTOR
M Wilkes
B Katsiouleris
J Marsh
M K Holzberger
A Perrin
A Shearer
J Ranford
BOARD MEETINGS
ENTITLED TO ATTEND
ATTENDED
14
3
14
14
14
2
4
14
3
13
14
14
2
4
The number of Board committee meetings held during the reporting period and the number of committee meetings
attended by committee members is as follows:
DIRECTOR
M Wilkes
M K Holzberger
A Perrin
A Shearer
AUDIT AND RISK
COMMITTEE
REMUNERATION AND
NOMINATION COMMITTEE
SUSTAINABILITY AND
GOVERNANCE COMMITTEE
ENTITLED TO ATTEND
ATTENDED
ENTITLED TO ATTEND
ATTENDED
ENTITLED TO ATTEND
ATTENDED
5
5
5
1
5
5
5
1
5
5
5
2
5
5
5
2
3
3
3
-
3
3
3
-
PRINCIPAL ACTIVITIES
The principal activity of the Company is the advancement of TGWP through the development of production
facilities for halloysite-kaolin products and industrial sand co-products to meet increasing market demand.
53
ANNUAL REPORT 2023 Directors’ report
OPERATING AND FINANCIAL REVIEW
(All $ are AUD unless otherwise stated)
Strategy
To achieve the goal of growing shareholder wealth,
Andromeda’s Directors have formulated a Company
strategy comprising the following key elements:
The Company’s primary focus is on advancing the
TGWP through to a final investment decision for
eventual development and production. The Directors
continue to see a strong growing market for high
quality halloysite-kaolin products, underpinned by
declines in global supply.
The Company will continue to seek opportunities to
maximise shareholder value for our legacy gold and
copper assets, through our joint-venture partners, while
minimising the cost and management time incurred on
these assets.
The Company will adhere to principles of good
corporate governance, caring for its employees,
conducting its operations in an environmentally
sensitive manner, and maintaining respect for other
stakeholders and for the communities in which
it operates.
The Company acknowledges the importance
of committing to and establishing an integrated
approach to Sustainability and consistent reporting
on Environmental, Social and Governance (ESG)
frameworks and factors. As the Company moves into
production, its aspiration is to adopt, monitor and
report on relevant frameworks and metrics that emerge
from the developing consensus and convergence of
ESG standards.
Financial results
Income for FY23 increased to $2,002,153, representing
a 342% increase from the $452,516 recorded
during FY22.
The net result of operations for the year was a loss
after income tax of $9,461,246, which is a 8.3%
increase from the loss of $8,733,119 for the prior year.
This was driven by the increased expenses incurred
as the Company continued to move TGWP towards a
final investment decision, and prepare for operational
readiness ahead of production.
The earnings per share for FY23 was a loss of
0.30 cents per share, compared to a loss of 0.33 the
prior year.
At 30 June 2023, the Company held cash and cash
equivalents totalling $15,376,000, down from the
$32,853,203 held the year prior.
54
The Great White Project (TGWP)
During FY23, the Company continued moving towards
making a final investment decision while progressively
de-risking the Project and evaluating funding
arrangements that best suit the long-term interests of
the Company and its shareholders.
The staged approach to development was refined to
reduce the initial capital investment required, through
the construction of an initial Stage 1A. The reduced
capacity of Stage 1A was deemed prudent as it more
closely matches production to signed offtake volumes
currently in place and under negotiation.
During the year, additional offtake agreements were
signed across our portfolio of halloysite-kaolin products
to cover a significant proportion of planned Stage
1A production capacity. The growth profile of these
agreements, as well as ongoing negotiations with other
potential customers, continue to provide confidence
that further offtake agreements will be signed.
The Program for Environment Protection and
Rehabilitation (PEPR) was lodged with the South
Australian Department for Energy and Mining (DEM)
in August 2022, and subsequently approved in
March 2023.
Land purchase agreements to acquire all the required
freehold land from relevant landowners for the Project
were signed. These agreements include the land
access waivers while the subdivision progresses
ahead of eventual ownership being transferred
to Andromeda.
To support securing of the required funding
arrangements, the Board deemed it sensible to
develop a Bankable Feasibility Study (BFS) and an
updated Definitive Feasibility Study (2023 DFS).
The BFS is expected to underpin the Company’s ability
to secure a proportion of the funding required for
TGWP’s development through debt.
To support additional funding considerations and
discussions, the 2023 DFS was developed to update
the production and financial outcomes expected
through developing TGWP.
To do this, the Company undertook a review of its
business positioning and a rigorous, expedited
approach to revising its Commercial Strategy.
Andromeda’s revitalised Commercial Strategy identified
key priority markets and segments, that would
attract above market value in use opportunities for
Andromeda’s kaolin products, which would in turn be
accretive to the value of TGWP’s development over the
life-of-mine (LOM).
ANDROMEDA METALS LIMITED Directors’ report
The commercial strategy review confirmed TGWP’s
core kaolin product portfolio as Great White CRM™
and Great White KCM™ 90, and identified a value
in use that is above market in established and
growing segments for high quality ceramic tiles and
porcelain tableware.
Andromeda’s complementary product portfolio was
defined as Great White HRM™ and industrial sand
co-products. In addition to the current established
use of Great White HRM™ as a rheology modifier, the
global market for low-carbon concrete production
has been identified as a further opportunity to be
commercialised. Industrial sand co-products (not
commercialised in the 2022 DFS) are planned to be
sold to meet shortfalls in regional construction and
infrastructure markets.
Using conventional mining and processing techniques,
the 2023 DFS found TGWP can generate high quality
halloysite-kaolin products, with a pre-tax NPV of $1,010
million based on the 15.1Mt Ore Reserve that would
sustain a 28-year mining operation.
The four-stage approach to development outlined in
the 2023 DFS, is expected to deliver average annual
EBITDA of $130 million and require an initial capital cost
of $62.4 million during Stage 1A.
The strong cashflows detailed in the 2023 DFS, led to
an internal rate of return of 45% and a payback period
of 5.1 years, a significant improvement over the 2022
DFS results of 36% and 5.9 years respectively, based
on the assumptions in the 2023 DFS.
Sales agreements underpinning TGWP’s
development, include:
• Plantan Yamada Co Ltd has signed a long form
offtake agreement for the supply of 25,000 tonnes
of Great White KCM™90 over the first three years
of production for sales into the ceramics sector
of Japan;
• Foshan Gaoming Xing-Yuan Machinery Co. has
signed a terms sheet with to purchase 115,000
tonnes of Great White CRM™ over a five year
period and 5,000 tonnes of Great White KCM™90
in the first year, subject to conditions precedent;
and
•
IMCD has signed a terms sheet for exclusive sales
into Australia and New Zealand with an indicative
total of 22,500 tonnes of Great White HRM™ over
an initial term of three years, with a maximum of
30,000 tonnes and a minimum of 15,000 tonnes.
Additionally, Andromeda has received a signed Letter
of Intent from IberoClays for exclusive distribution
to the Mediterranean region of the full portfolio of
Andromeda’s ceramics kaolin product.
Ongoing negotiations for further offtake agreements
continue with several other interested parties across
multiple markets in Asia, Europe and the Middle East,
with the aim of securing the balance of production
output detailed in the 2023 DFS.
Further details on the operation of the Company can
be found in the Operation Report section on page 8.
Further details on the financial position of the Company
can be found in the Financial Report on page 77.
Exploration and evaluation activities
During FY23, Andromeda’s main focus has been to
further progress TGWP through:
• completion of the BFS and the 2023 DFS,
• obtaining the necessary mining approvals, and
• preparations and planning ahead of the expected
commencement of construction activities.
Exploration and evaluation expenditure for the year
was $7,521,335, which was an 65% de(in)crease on
the $4,035,983 incurred the year prior. Funds were
predominantly directed towards advancing TGWP.
DIVIDENDS OR DISTRIBUTIONS
No dividends or distributions were paid, declared or
recommended for payment to shareholders during the
reporting period.
SIGNIFICANT CHANGES IN THE STATE
OF AFFAIRS
The Company continues to pursue its flagship
development, the Great White Project, including
procurement of certain long lead items, development
of a skeleton start up project team and preliminary
construction activities in advance of a final investment
decision for the Great White Project. Post the end of
the reporting period, the Company released the results
of the updated 2023 DFS, which showed a significant
increase in the net present value of the Great White
Project, based on the assumptions and qualifications
in the 2023 DFS. This is underpinning discussions
in relation to appropriate funding for project
development. No significant changes in the state of
affairs of the Company are anticipated until funding for
project development is secured and a final investment
decision is made.
55
ANNUAL REPORT 2023 Directors’ report
LIKELY DEVELOPMENTS
The Company continues to consider the appropriate funding for the development of TGWP and advance
discussions with potential debt providers. Offtake revenue streams also continue to be developed.
Should a final investment decision be made, the Company will pay the required environmental and rehabilitation
bond and commence construction activities at the TGWP. Until a final investment decision is made, the Company
will continue to prudently manage its available funds and will consider interim funding options if required.
SECURITIES ON ISSUE
The following securities were issued or cancelled during the reporting period:
DATE
ISSUE
AMOUNT
DETAIL
22 July 2022
Performance rights
Ordinary shares
(2,000,000)
2,000,000
Performance rights
conversion to ordinary
shares
11 November 2022
Performance rights
(1,001,250)
Cancellation
28 November 2022
Unlisted options
(43,320,000)
Options expired
13 December 2022
Performance rights
3 February 2023
Performance rights
Ordinary shares
(487,500)
Lapse of performance
rights
(262,500)
262,500
Performance rights
conversion, with ordinary
shares subject to voluntary
escrow period
10 February 2023
Performance rights
(65,000)
Cancellation
3 March 2023
Unlisted options
(1,400,000)
Lapse of unlisted option
3 March 2023
Performance rights
(1,920,364)
Cancellation
Note: For more detailed information refer to Note 15 in the notes to the Financial Statements (page 101).
The Company has the following securities on issue (as at 29 September 2023):
SECURITY
NUMBER TYPE
Fully paid ordinary shares
3,110,270,932 3,110,008,432 unescrowed shares
NUMBER OF HOLDERS
13,617
Options
24,760,000 20 million exercisable at $0.075 each for a fully
262,500 escrowed shares (until 3/2/2024)
paid ordinary share and expiring 28/11/23
4,760,000exercisable at $0.2375 each for a fully
paid ordinary share and expiring 31/12/25
Performance rights
18,566,082 9,557,600 expiring 23/12/23 (with vesting
conditions relating to commencement of mining)
3,600,133 expiring 23/12/23 (with vesting
conditions relating to commencement of mining)
1,148,349 expiring 23/12/23 (with vesting
conditions based on first shipment of product)
4,260,000 expiring 30/06/24 (with vesting
conditions based on shipment of products)
1
4
3
5
11
2
3
The options and performance rights do not carry any right to vote or participate in a share issue of the Company.
During the reporting period there were no ordinary shares issued as a result of the exercise of an option and
2,262,500 shares were issued as a result of exercise of performance rights.
56
ANDROMEDA METALS LIMITED NON-AUDIT SERVICES
Deloitte has not provided any non-audit services to the
Company during the reporting period.
A copy of the Auditor’s Independence Declaration can
be found on page 76.
CORPORATE GOVERNANCE STATEMENT
The Company’s 2023 Corporate Governance
Statement is available at: www.andromet.com.au/who-
we-are/corporate-governance/
EVENTS ARISING SINCE THE END OF THE
REPORTING PERIOD
No matters or circumstances have arisen since the end
of the reporting period which significantly affected or
may significantly affect the operations of the Company
in future financial years, the results of those operations
in future financial years or the state of affairs of the
Company in future financial years.
Directors’ report
ENVIRONMENTAL LEGISLATION
As set out in the Sustainability Report, there have
been no environmental incidents or breaches of
environmental laws or permits during the reporting
period.
PROCEEDINGS ON BEHALF OF THE
COMPANY
No person has applied for leave under s237 of the
Corporations Act 2001(statutory derivative action)
to bring proceedings on behalf of the Company,
or intervene in the any proceedings to which the
Company is a party, for the purpose of taking
responsibility on behalf of the Company for all or any
part of those proceedings.
INDEMNITIES GIVEN TO AND INSURANCE
PREMIUMS PAID FOR OFFICERS AND
AUDITOR
All Directors are entitled to have premiums on
indemnity insurance paid by the Company. During
the reporting period, the Company paid premiums
to insure the Directors and other officers of the
consolidated entity for liabilities that may be incurred
in defending civil or criminal proceedings that may be
brought against the officers in their capacity as officers
of entities in the consolidated entity, to the extent
permitted by law. Under the terms and conditions of
the insurance contract, the nature of liabilities insured
against and the premium paid cannot be disclosed.
The Company has not otherwise during or after the
reporting period, except to the extent permitted by
law, indemnified or agreed to indemnify any current or
former officer or auditor against a liability incurred as
an officer or auditor.
The Company has agreed to indemnify its auditors,
Deloitte, as part of the terms of its audit engagement
against claims by third parties arising from the audit,
subject to standard exclusions. The Directors of
the Company have not provided Deloitte with any
indemnities. No payment has been made to indemnify
Deloitte during or since the financial year.
57
ANNUAL REPORT 2023 Directors’ report
Remuneration report (audited)
LETTER FROM THE REMUNERATION AND
NOMINATION COMMITTEE CHAIR
REMUNERATION REPORT
- Table of contents
Dear Shareholders,
Section Content
1.1
1.2
1.3
1.4
1.5
1.6
1.7
1.8
1.9
1.10
1.11
1.12
1.13
Key management
personnel covered in this
remuneration report
Remuneration governance
Andromeda remuneration -
strategy and principles
Engagement of remuneration
consultants
2022 AGM voting outcome
Andromeda remuneration
framework
Remuneration components
Key management personnel
service agreements
Performance and outcomes
for 2023
Remuneration of directors and
key management personnel
Options and performance rights
Key management
personnel shareholdings
Other transactions with key
management personnel and/or
their related parties
On behalf of the Board, I present the Remuneration
Report for Financial Year 2023.
The Company’s Remuneration Report is designed to
demonstrate the link between strategy, performance
and remuneration outcomes for Key Management
Personnel (KMP) and report on the remuneration
arrangements for Non-Executive Directors (NEDs).
The Board continues to embed the changes identified
as part of the recent comprehensive review of the
Company’s remuneration framework. This includes
regular assessments of the remuneration framework,
practices and outcomes, to ensure they are fit-for-
purpose and support Andromeda’s strategic goals.
The Company’s remuneration framework is made up
of three key principles that are directly linked to our
business strategy. Firstly, remuneration is weighted
between short and long-term rewards, because we
want our employees to be appropriately aligned
with the interest of our shareholders and have an
ownership mindset. Secondly, recruiting exceptional
talent relies on market benchmarking, paying fairly for
skills, ability and responsibility. The third principle is
performance accountability which includes delivering
annual business results within the culture expectations
and risk appetite set by the Board.
The Board applies these principles to attract and retain
the talent necessary to deliver on our strategic goals
and create long term value for our shareholders.
We continue to prioritise engagement with you, our
shareholders, particularly as we manage the transition
towards becoming a mining production company.
Yours sincerely,
Mick Wilkes
Independent Chair, Remuneration and
Nomination Committee
58
Page
59
59
60
61
61
62
63
66
68
69
70
75
75
ANDROMEDA METALS LIMITED Directors’ report
Remuneration report (audited)
1.1 KEY MANAGEMENT PERSONNEL COVERED IN THIS REMUNERATION REPORT
The following Key Management Personnel (KMP) of the Company comprises the Non-executive Directors
(NEDs) of the Company and the Executives listed below, who have significant influence over the Company’s
operating performance:
NAME
POSITION
TERM AS KMP
Non-executive Directors
Michael Wilkes
Independent Non-Executive Chair
Melissa Holzberger
Independent Non-Executive Director
Independent Non-Executive Director
Austen Perrin
Andrew Shearer
Executive KMP
Bob Katsiouleris
James Marsh *
Independent Non-Executive Director
Resigned 24 August 2022
Managing Director & CEO
Appointed 1 April 2023
Executive Director Sales & Marketing
Full year
Full Year
Full Year
Full year
Full year
Joseph Ranford **
Chief Operating Officer (COO)
Michael Zannes
Tim Anderson
Chief Financial Officer (CFO)
Resigned 3 March 2023
Chief Commercial Officer (CCO)
Full year
* James Marsh held the position of Managing Director from 1 July 2022 to 31 March 2023. He was then appointed to Executive
Director, Sales and Marketing from 1 April 2023.
** Joe Ranford resigned from the Board on 22 November 2022 as Executive Director. He commenced with Andromeda as
employee (from consultant) on 20 October 2022.
1.2 REMUNERATION GOVERNANCE
The Remuneration and Nomination Committee is responsible for determining the remuneration arrangements for
KMP and making recommendations to the Board. The Committee comprises three independent Non-Executive
Directors, inclusive of an independent Chair.
The Committee reviews remuneration levels and other terms of employment on a periodic basis having regard to
relevant employment market conditions, the strategy of the Company, and the qualifications, skills and experience
of the KMP.
The Committee also advises on the appropriateness of remuneration packages of the Company given trends
in comparative peer companies, with the overall objective of ensuring maximum stakeholder benefit from the
retention of a high-quality board and executive team.
The overall remuneration framework is approved by the Board upon receiving recommendations by the
Committee. The Committee’s recommendations are based on adaptations to reflect competitive market and
business conditions. Within this framework, the Committee considers remuneration policies and practices
generally, and determines specific remuneration packages and other terms of employment for the Managing
Director and senior Executives. Executive remuneration and other terms of employment are reviewed annually
having regard to performance, relevant comparative information and expert advice.
59
ANNUAL REPORT 2023 Directors’ report
Remuneration report (audited)
Board
The Board is responsible for approving and
reviewing the remuneration arrangements for the
Directors and Key Management Personnel, based
on recommendations of the Remuneration and
Nomination Committee. The Board also reviews the
performance of all KMPs on an annual basis.
Remuneration and Nomination Committee
The Remuneration and Nomination Committee
reviews and makes recommendations to
the Board regarding the Directors and KMP
remuneration arrangements.
These reviews take place at least annually,
taking into account relevant factors including
market conditions.
Management
The CEO, in consultation with other KMP sets and
reviews the remuneration arrangements of all
other employees.
Remuneration Consultants
External Advisors may be engaged directly by the
Board or through the Remuneration and Nomination
Committee to provide advice or information related
to remuneration that is free from the influence
of management.
1.3 ANDROMEDA REMUNERATION – STRATEGY AND PRINCIPLES
ELEMENT
DETAIL
Philosophy
The performance of the Company depends on the quality of its Directors and other KMP.
Therefore, to achieve success in executing its corporate strategy, the Company must attract,
motivate and retain appropriately qualified personnel.
To achieve these aims, the Company embodies the following in its remuneration framework:
– provide competitive rewards to attract and retain high calibre directors and other KMP;
– link Executive rewards to shareholder value;
– link reward with the strategic goals and performance of the Company; and
– ensure total remuneration is competitive by market standards.
The above framework is reliant on the business having the financial capacity to deliver on
the above.
Purpose
The Company’s remuneration framework is designed to align Executives’ remuneration with
shareholders’ interests and to retain appropriately qualified executive talent for the benefit of
the Company.
The Framework aims to balance multiple factors such as Company operational performance,
investor expectations, financial and sustainability performance, fairness to individuals and
maintaining market competitiveness.
Principles
Andromeda operates a remuneration strategy comprising fixed pay and variable pay.
– Fixed pay (Total Fixed Remuneration) includes base salary and statutory superannuation; and
– Variable pay includes STI and LTI but may be structured in other ways.
Remuneration is benchmarked to Australian Mining Companies similar in size, scale and
operational scope to Andromeda utilising independent external data sources, with benchmarking
set around the 50th percentile (+/-10%).
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1.4 ENGAGEMENT OF REMUNERATION CONSULTANTS
From time to time, the Committee will seek advice from independent remuneration consultants on Executive
KMP trends, remuneration benchmarking, and prevailing market practices. During the financial year, data was
sought from REMSMART to benchmark Executive KMP remuneration, including fixed remuneration and incentive
structures, against relevant ASX-listed organisations.
REMSMART data is used to benchmark the Company against peer companies in the mining and metals sector
with a similar market capitalisation. The report was presented to the Remuneration and Nomination Committee,
providing a summary of base salaries, statutory superannuation plans, STI and LTI levels and assessing the
positioning of the Company compared to the market.
The Board received data from REMSMART that was free from undue influence from the Executive KMP to whom
the remuneration information applies. The Board reviewed the data and utilised the Committee to consider the
data, along with other business conditions when recommending remuneration packages.
1.5 2022 AGM VOTING OUTCOME AND COMMENTS
During FY2022, the Board reviewed the approach to remuneration and made changes to ensure reward
outcomes appropriately reflect the Company’s performance.
This revised approach was endorsed by Shareholders at the FY2022 AGM, with the Company receiving a vote of
92.7% in favour of the adoption of its Remuneration Report for the 2022 Financial Year.
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1.6 ANDROMEDA REMUNERATION FRAMEWORK
The Company’s Remuneration Framework consists of the following key components.
COMPONENT
DETAIL
Total Fixed
Remuneration (TFR)
Variable
Remuneration –
Short-Term Incentive
(STI)
TFR includes base salary plus statutory superannuation.
TFR is reviewed annually by the Committee, following consideration of individual performance,
industry benchmarking, relevant economic indicators and internal capacity at Andromeda.
The Company may invite Executives and employees to participate in its STI Program. The STI
Program will include specific KPIs that are required to be achieved in order for an award to be
made.
Further details regarding the STI Program is detailed below in section 1.7 Remuneration
Components.
NEDs will not participate in STI or LTI Programs.
Variable
Remuneration -
Long-Term Incentive
(LTI)
The Company may invite Executives to participate in the LTI Program. The LTI Program will be
based on the key metric of the Company’s Total Shareholder Return (TSR) relative to a selected
group of ASX-listed peer companies.
LTI awards will be granted as performance rights.
Further details regarding the LTI Program is detailed below in section 1.7.2 Remuneration
Components.
No LTIs have been issued under this framework.
Previously issued performance rights and options were not linked to the current LTI incentive
program and TSR metric.
Malus Clause
The Board has discretion in exceptional circumstances to forfeit or reduce any yet to be awarded
or unvested STI and/or LTI opportunities, where previously awarded incentive outcomes have, in
the opinion of the Board, resulted in the award of an inappropriate benefit.
Any unvested securities or securities yet to be converted into fully paid ordinary shares will be
subject to recovery (clawback).
Change of Control
On the occurrence of a change of control event, the Board will determine, in its sole and absolute
discretion, the manner in which all STI awards and LTI awards (unvested and vested Performance
Rights) will be dealt with.
Termination of
Employment
If a participant in the STI or LTI program ceases employment with the Company prior to the end
of the performance period, they will forego any STI or LTI award. A pro-rata payment of the STI/
LTI award will be considered in exceptional circumstances.
If the employee is a Good Leaver, as defined in the Company’s Employee Incentive Plan, all
unvested Performance Rights will remain and will be assessed at the end of the performance
period.
Non-Executive
Director Share
ownership
NEDs will not participate in any STI or LTI Programs.
NEDs are required to hold a minimum shareholding in Andromeda Metals Limited as follows:
50% of pre-tax Director annual base fee within 3 years of appointment; and
100% of pre-tax Director annual base fee within 5 years of appointment.
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1.7 REMUNERATION COMPONENTS
1.7.1 Non-executive director remuneration
In accordance with current corporate governance
practices, the structure for the remuneration of NEDs
and Senior Executives is separate and distinct.
Shareholders approve the maximum aggregate
remuneration payable to NEDs, with the current
aggregate Directors’ Fees pool limit being $500,000
per annum. The Committee recommend the actual
payments to Directors to the Board for decision.
The Company adopted a remuneration structure
where NEDs are wholly remunerated by fixed Director’s
Fees (wholly cash-based), with no Share Based
Payment component (no issue of shares, options,
performance rights or other securities). The NED
remuneration structure is now also similar to other
developer and producer listed public companies.
NED remuneration is structured as follows:
i) The Non-Executive Chair receives fees
of $200,000 per annum inclusive of
any superannuation.
ii) NEDs receive $116,000 per annum inclusive
of superannuation.
iii) Directors holding an additional position of
Committee Chair are not paid any additional fees.
iv) Board Committee members are not paid any
additional fee.
v) NEDs are entitled to statutory
superannuation benefits.
vi) NEDs are not remunerated through the issue of
shares, options, performance rights or any other
securities.
vii) NEDs are required to own shares in the Company,
with the aim of owning:
a) 50% of pre-tax Director annual base fee within 3
years of appointment and
b) 100% of pre-tax Director annual base fee within 5
years of appointment.
viii) Any consultancy arrangements for NEDs who
provide services outside of, and in addition to,
their duties as NEDs are first considered by the
Board and can only be permitted and approved by
the Board.
NEDs are not entitled to participate in performance-
based remuneration schemes, for example any STI or
LTI programs.
All Directors are entitled to have premiums on
indemnity insurance paid by the Company. During the
financial year, the Company paid premiums to insure
the Directors and other officers of the consolidated
entity. The liabilities insured are for costs and expenses
that may be incurred in defending civil or criminal
proceedings that may be brought against the
officers in their capacity as officers of entities in the
consolidated entity.
1.7.2 Executive remuneration
During the reporting period, the Company reviewed
the structure of executive remuneration (inclusive
of Executive Director remuneration) Executive
Remuneration is now structured in accordance with
the Andromeda Executive Remuneration Framework
(Section 1.6 on page 62). Executive Remuneration
is designed to promote superior performance and
long-term commitment to the Company, whilst building
sustainable shareholder value.
Remuneration packages are set at levels that are
intended to attract and retain executives capable of
contributing to the Company’s operations and strategic
plans. All executives receive a base remuneration
which is market reviewed, together with performance-
based remuneration linked to the achievement
of pre-determined milestones and targets (Key
Performance Indicators).
The structure of Executive Remuneration comprises:
i) Fixed remuneration.
ii) STI with KPIs linked to annual planning and strategic
objectives; and
iii) LTI with KPIs as part of performance-based equity
plans, with prior approval of shareholders to the
extent required.
The proportion of fixed and variable remuneration
has been established by the Committee for FY23. The
Committee linked the proportion of each segment to
relevant market practices and to the degree to which
the Board intends participants to focus on short and
long-term outcomes.
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Participation rates for STI and LTI plans as follows:
Managing Director
Executives
STI (% OF TFR)
75%
50%-60%
LTI (% OF TFR)
120%
75%
FIXED REMUNERATION
SHORT-TERM INCENTIVES
LONG-TERM INCENTIVES
– Comprises Director’s Fees,
– Cash “at risk” component of
– Equity “at risk” remuneration to
consulting fees, salaries, and
superannuation contributions
remuneration for KMP
– Linked to achievement of the
Company’s strategic objectives and
outcomes
– Based on performance against
financial and non-financial KPIs
– KPI targets are set at the beginning of
each financial year and are intended
to be challenging but achievable
promote alignment between KMP and
shareholder value
– Performance Rights granted based on
KPI of TSR performance against TSR of
ASX-listed peer group
– Vesting over a three-year period
Fixed remuneration
Fixed remuneration comprises Director’s Fees, consulting fees, salaries, and superannuation contributions.
Short-term incentives linked to annual planning and strategic objectives
The objective of STIs is to link achievement of the Company’s strategic objectives and outcomes, or which clearly
build shareholder value, with the remuneration received by Executives charged with meeting those targets.
The STI is an “at risk” component of remuneration for key management personnel and is payable based on
performance against KPIs set at the beginning of each financial year. Targets are intended to be challenging
but achievable.
The STI is offered annually, set as a percentage of annual salary, payment of which is conditional upon the
achievement of agreed KPIs for each Executive, which comprise a combination of agreed milestones and financial
measures. These milestones are selected from group, functional/unit and individual level objectives, each weighted
to reflect their relative importance and each with targets linked to the Board’s expectations and with threshold,
target and stretch levels set where possible (some KPIs are binary and are either achieved or not achieved).
The KPIs comprise financial and non-financial objectives and include out-performance against financial metrics,
health and safety targets and specific operations-related milestones including project development milestones for
the Great White Kaolin Project. Measures chosen directly align the individual’s reward to the KPIs of the group and
to its strategy and performance.
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The participation rate for all employees in the STI program is as follows:
POSITION
CEO/Managing Director
Executives including Executive Directors
TARGET STI % OF TFR
75%
50%-60%
The award rate scale for the KPIs within the STI program for all participants is as follows:
PERFORMANCE
Below the threshold
Threshold performance
Target performance
Stretch performance
AWARD
Nil
50% of KPI
100% of KPI
150% of KPI
Awards will be made on a pro-rata basis (using the straight-line method) when between “Threshold” and “Target”
and between “Target” to “Stretch” Performance.
Long-term incentives through participation in performance-based equity plans
The objective of LTIs is to promote alignment between Executives and shareholders through the holding of equity.
As such, LTIs are only granted to Executives who can directly influence the generation of shareholder wealth, or
who are in a position to contribute to shareholder wealth creation.
The participation rate for Executives in the LTI Program is as follows:
POSITION
CEO/Managing Director
Executives including Executive Directors
TARGET LTI % OF TFR
120%
75%
The LTI Program is a program whereby Performance Rights are granted with a measurement period of three years
and with the vesting condition KPI comprising TSR, on a graduated scale.
The measurement of TSR will be based on a combined return for the Company measured by the change in its
share price plus dividends over a three-year period. The Company’s TSR will be ranked against the TSR of a
selected group of ASX-listed peer companies as determined by the Board of Directors.
The award rate scale for the KPIs within the LTI Program for all participants is as follows:
PERFORMANCE
Below the 50th percentile
50th percentile
75th percentile or above
AWARD
Nil
50% of KPI
100% of KPI
Awards will be made on a pro-rata basis (using straight-line method) between the 50th and 75th percentile.
Any Performance Rights issued under the LTI Program will be issued pursuant to the Company’s Employee
Incentive Plan, with shareholder approval sought for any Executive Directors, as required.
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1.8 KEY MANAGEMENT PERSONNEL SERVICE AGREEMENTS
1.8.1 Non-executive Director agreements
The structure of NED Remuneration has been provided in section 1.7.1 above. All NEDs are appointed pursuant to
an Appointment Letter, which details the terms and conditions of the appointment.
NEDs are not appointed for a fixed term.
In addition to Directors’ Fees that are detailed in section 1.7.1 above, NEDs are entitled to be paid reasonable
travelling, accommodation and other expenses incurred as a consequence of their attendance at meetings of
Directors and otherwise in the execution of their duties as Directors.
1.8.2 Executive Directors
BOB KATSIOULERIS – MANAGING DIRECTOR & CEO
Agreement commenced
Term of agreement
Fixed remuneration
1 April 2023
No fixed term
$550,000 per annum (inclusive of superannuation) (effective from
1 April 2023)
Equity compensation
Mr Katsiouleris is entitled to participate in the STI and LTI programs.
Full details of the equity issued is provided in section 1.11 below.
Termination/notice by the company/individual
Six months’ notice.
Other key terms
STI participation rate
LTI participation rate
4 weeks annual leave
75% (refer section 1.7.2 for full details)
120% (refer section 1.7.2 for full details)
JAMES MARSH, EXECUTIVE DIRECTOR SALES AND MARKETING
Agreement commenced
Term of agreement
Fixed remuneration
1 April 2023
No fixed term
$420,000 per annum (inclusive of superannuation) (effective from
1 April 2023)
Equity compensation
Mr Marsh is entitled to participate in the STI and LTI programs.
Full details of the equity issued is provided in section 1.11 below.
Termination/notice by the company/individual
Three months’ notice.
Other key terms
STI participation rate
LTI participation rate
4 weeks annual leave
60% (refer section 1.7.2 for full details)
120% (refer section 1.7.2 for full details)
JAMES MARSH, CEO/MANAGING DIRECTOR (DURING PERIOD 1 JULY 2022 TO 31 MARCH 2023)
Terms during this period were as above, other than the following:
Agreement commenced
30 May 2018
Fixed remuneration
Other key terms
66
$553,000 per annum (effective from 1 July 2022)
5 weeks annual leave
ANDROMEDA METALS LIMITED Directors’ report
Remuneration report (audited)
1.8.3 Executives
JOSEPH RANFORD, CHIEF OPERATING OFFICER
Agreement commenced
Term of agreement
Details
Fixed remuneration
20 October 2022
No fixed Term
On 20 October 2022 the Company entered into an Executive
Employment Agreement with Mr Ranford and terminated the
consulting service agreement
$468,000 per annum (inclusive of superannuation) (effective from
20 October 2022)
Equity compensation
Mr Ranford is entitled to participate in the STI and LTI programs.
During the reporting period Mr Ranford was issued with the
following equity:
– 1,650,000 unlisted options
– 1,350,000 performance rights
Full details of the equity issued is provided in section 1.11 below.
Termination/notice by the company/individual
Three months’ notice.
Other key terms
STI participation rate
LTI participation rate
4 weeks annual leave
50% (refer section 1.7.2 for full details)
75% (refer section 1.7.2 for full details)
JOSEPH RANFORD, OPERATIONS DIRECTOR (DURING PERIOD 1 JULY 2022 TO 19 OCTOBER 2022)
Terms during this period were as above, other than the following:
Agreement Commenced
8 April 2020
Fixed Remuneration
$30,000 per month (3 days per work) (effective from
1 September 2021)
Other key terms
Nil
TIMOTHY ANDERSON, CHIEF COMMERCIAL OFFICER
Agreement commenced
Term of agreement
Fixed remuneration
1 December 2021
No fixed Term
$337,000 per annum (inclusive of superannuation), effective from
1 July 2022
Equity compensation
Mr Anderson is entitled to participate in the STI and LTI programs.
Full details of the equity issued is provided in section 1.11 below.
Termination/notice by the company/individual
Three months’ notice.
Other key terms
STI participation rate
LTI participation rate
4 weeks annual leave
50% (refer section 1.7.2 for full details)
75% (refer section 1.7.2 for full details)
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1.9 PERFORMANCE AND OUTCOMES FOR 2023
The tables below set out summary information about the Group’s earnings and movements in shareholder wealth
for the five years to June 2023:
30 JUNE 2023
30 JUNE 2022
30 JUNE 2021
30 JUNE 2020
30 JUNE 2019
Other Income
2,002,153
452,516
61,461
767,419
18,960
Net profit / (loss) before tax
(9,461,246)
(8,733,119)
(6,435,782)
(3,365,301)
(1,041,044)
Net profit / (loss) after tax
(9,461,246)
(8,733,119)
(6,443,299)
(3,447,274)
(1,113,181)
30 JUNE 2023
30 JUNE 2022
30 JUNE 2021
30 JUNE 2020
30 JUNE 2019
Share price at beginning of the year
Share price at end of year
$0.07
$0.04
$0.150
$0.07
$0.051
$0.150
$0.015
$0.051
$0.007
$0.015
Basic earnings per share
$(0.0030)
$(0.0033)
$(0.0033)
$(0.0024)
$(0.0010)
Diluted earnings per share
$(0.0030)
$(0.0033)
$(0.0033)
$(0.0024)
$(0.0010)
No dividends have been declared during the five years ended 30 June 2023 and the Directors do not recommend
the payment of a dividend in respect of the year ended 30 June 2023.
1.10 REMUNERATION OF DIRECTORS AND KEY MANAGEMENT PERSONNEL
KMP
Year Employee
benefits,
salary, and
fees
Other
non-
cash
benefits
Non-Executive Directors
$
$
2023
200,000
Short term remuneration
Long term remuneration
Super-
annuation
Incentives
paid
Incentives
accrued13
Sub total
Share based
payments for
securities issued
in the current
period1,4
Share based
payments
for securities
issued in prior
periods1,3
Share based
payments
for securities
cancelled1,2
Long
service
leave
entitle-
ment12
$
-
-
1,600
10,328
11,023
5,942
11,023
-
-
8,012
6,323
-
$
-
-
-
-
-
-
-
-
-
-
$
-
-
-
-
-
-
-
-
-
-
$
200,000
47,222
16,839
111,750
116,000
65,365
116,000
-
-
167,628
-
128,906
266,406
-
-
-
-
-
-
-
-
-
-
-
-
47,222
15,239
101,422
104,977
59,423
104,977
-
-
159,616
131,177
-
$
-
-
-
-
-
43,733
-
-
-
-
-
-
-
$
-
-
$
-
-
53,978
(438,181)5
273,096
-
-
-
-
-
(65,888)
-
-
-
-
87,4672
-
-
-
-
-
-
$
-
-
-
-
-
-
-
-
-
-
-
-
213,859
(461,428)8
34,538
519,231
36,799
25,292
-
47,775
629,097
362,500
71,232
36,250
-
86,940
-
-
-
-
-
-
469,982
-
86,940
43,662
394,473
-
-
-
(134,768)
-
-
-
-
-
-
Total
$
200,000
47,222
(367,364)
384,846
116,000
196,5652
116,000
-
-
101,740
266,406-
416,066
908,117
-
(47,828)
Michael
Wilkes
Andrew
Shearer5
Melissa
Holzberger
Austen
Perrin6
Rhoderick
Grivas
2022
2023
2022
2023
2022
2023
2022
2023
2022
Executive Directors
Bob
Katsiouleris7
James
Marsh
Nicholas
Harding
2023
2022
2023
2022
2023
2022
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ANDROMEDA METALS LIMITED Directors’ report
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KMP
Year Employee
benefits,
salary, and
fees
Other
non-
cash
benefits
$
Executives
Joseph
Ranford9
Michael
Zannes10
Timothy
Anderson
2023
449,940
2022
350,000
2023
2022
2023
2022
247,343
273,973
311,708
160,437
$
-
-
-
-
-
-
Short term remuneration
Long term remuneration
Super-
annuation
Incentives
paid
Incentives
accrued13
Sub total
Share based
payments for
securities issued
in the current
period1,4
Share based
payments
for securities
issued in prior
periods1,3
Share based
payments
for securities
cancelled1,2
Long
service
leave
entitle-
ment12
Total
$
$
$
$
18,969
-
-
72,540
541,449
350,000
42,130
965,688
18,928
90,000
-
356,271
-
74,327
(151,022)
27,397
25,292
16,044
-
-
301,370
136,691
-
-
35,385
372,385
-
79,636
(32,116)11
390
420,295
-
176,481
90,021
-
-
-
266,502
$
-
$
211,284
$
-
-
$
$
11,621
764,354
-
-
-
1,357,818
279,576
438,061
Total
2023
2,084,592
36,799
118,450
90,000
284,606
2,614,447
-
633,084
(1,082,747)
46,549
2,211,333
2022
1,601,533
71,232
103,973
-
-
1,776,738
356,237
1,432,601
87,467
-
3,653,043
Footnotes to the above table in section 1.10
1 Share-based payments do not represent cash payments and the related shares may or may not ultimately vest. In
accordance with the requirements of accounting standard AASB 2 Share Based Payments, valuations of share-based
payments were undertaken based on market conditions at the date of grant and are expensed over the relevant vesting
period. The amount included as remuneration is not related to nor indicative of the benefit (if any) that may ultimately be
realised should the securities vest.
2 With the restructure of NED remuneration, all unvested options (546,667 options) held by Ms Holzberger were cancelled
on 30 June 2022. In accordance with AASB 2 Share Based Payments (AASB2), the value of the options, as determined at
grant date, is required to be recognised in full during the 2022 financial reporting period. It is to be noted that the amount of
$87,467 does not represent any actual benefit (cash or otherwise) to Ms Holzberger as a result of the cancellation, it is an
accounting entry only as required by AASB 2.
3 As stated above, share based payments are required to be expensed over the relevant vesting period as per AASB 2 Share
Based Payments. Accordingly, an expense is required to be recognised in the current reporting period for grants of securities
in prior years.
4 Details of the securities issued to KMP during the current reporting period are disclosed in detail in section 1.11.
5 Mr Shearer ceased to be a KMP on 24 August 2022, with 1,001,250 performance rights (valued at $174,508) forfeited due to
not meeting service condition and 8,000,000 options (valued at $263,673) having expired during the financial year.
6 Mr Perrin was appointed to the Board on 1 July 2022.
7 Mr Katsiouleris was appointed as Chief Executive Officer on 1 April 2023 and as Managing Director on 27 April 2023.
8 During FY23, 14,000,000 options (valued at $461,428) allocated to Mr Marsh expired.
9 The consulting service agreement with Mr Ranford was Terminated on 20 October 2022 and the company entered into an
Executive Employment Agreement to appoint him appointed him as Chief Operation Officer (COO). He resigned from the
board of directors on 21 November 2022 and continued in his COO role on full-time basis.
10 Mr Zannes ceased to be a KMP on 3 March 2023, with 1,400,000 options (valued at $65,475) and 795,364 performance
rights (valued at $85,547) having been forfeited due to not meeting the service condition. A discretionary cash bonus of
$90,000 was paid on 30 November 2022, prior to his resignation, in recognition of Mr Zannes meeting major objectives over
financial year 2022, in the absence of any STI and LTI programs.
11 487,500 performance rights (valued at $32,116) allocated to Mr Anderson expired during FY23, due to conditions not
being met.
12
13
In FY23 a probably weighted calculation of the Company’s long service leave obligations was recognised, as accumulated
from the commencement of employment.
Incentives accrued relate to STI’s awarded for performance in the 2023 financial year against KPIs as detailed in
section 1.7.2.
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1.11 OPTIONS AND PERFORMANCE RIGHTS
1.11.1 Options granted as compensation to key management personnel
There were no options granted during the period ended 30 June 2023.
1.11.1a Issuing of options in report period ended 30 June 2022
2022
Michael Wilkes
Andrew Shearer
Melissa Holzberger3
Rhoderick Grivas1
James Marsh
Joseph Ranford
Nicholas Harding2
Michael Zannes
Timothy Anderson
Total
NUMBER OF OPTIONS
GRANTED DURING THE PERIOD
NUMBER OF OPTIONS
GRANTED DURING THE PERIOD THAT
WERE CANCELLED OR LAPSED
DURING THE PERIOD
VALUE ALLOCATED
IN 2022 FINANCIAL YEAR
TO OPTIONS GRANTED
$
-
-
820,000
-
1,710,000
1,650,000
-
1,400,000
1,400,000
6,980,000
-
-
(546,667)
-
-
-
-
-
-
(546,667)
-
-
131,200
-
43,662
42,130
-
34,909
34,909
286,810
Footnotes to the above table in section 1.11.1a
1 Mr Grivas resigned at 20 January 2022.
2 Mr Harding resigned at 11 August 2021.
3 With the restructure of NED remuneration, all unvested options (546,667 options) held by Ms Holzberger were cancelled on
30 June 2022. In accordance with AASB 2 Share Based Payments (AASB2), the value of the options, as determined at grant
date, were required to be recognised/expensed in full during the 2022 financial reporting period. It is to be noted that of the
$131,200 value allocated to the issue of the options to Ms Holzberger, the amount of $87,467 does not represent any actual
benefit (cash or otherwise) to Ms Holzberger as a result of the cancellation of 546,667 options, it is an accounting entry only,
as required by AASB 2.
1.11.2 Performance rights granted as compensation to key management personnel
There were no performance rights granted during the period ended 30 June 2023.
70
ANDROMEDA METALS LIMITED Directors’ report
Remuneration report (audited)
1.11.2a Issuing of performance rights in report period ended 30 June 2022
2022
Michael Wilkes
Andrew Shearer
Melissa Holzberger
Rhoderick Grivas1
James Marsh
Joseph Ranford
Nicholas Harding2
Michael Zannes
Timothy Anderson
Total
NUMBER OF
PERFORMANCE RIGHTS
GRANTED DURING
THE PERIOD
NUMBER OF PERFORMANCE
RIGHTS GRANTED DURING THE
PERIOD THAT WERE CANCELLED
OR LAPSED DURING THE PERIOD
VALUE ALLOCATED
IN FY22
TO PERFORMANCE
RIGHTS GRANTED
$
TOTAL VALUE ALLOCATED
IN FY22
TO PERFORMANCE
RIGHTS GRANTED
$
-
-
-
-
1,410,000
1,350,000
-
2,325,000
2,250,000
7,335,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-3
-3
-
-
-
-
-
-3
-3
-
101,7824
55,1124
156,894
101,7824
55,1124
156,894
Footnotes to the above table in section 1.11.2a
1 Mr Grivas resigned at 20 January 2022.
2 Mr Harding resigned at 10 August 2021.
3 Expected production and sales schedules at the time of issue are different from current expectations and as such these
performance rights are now not expected to vest prior to their expiry date, and consequently no value has been recognised
in relation to these performance rights in 2022. As required under AASB 2, the probability of these performance rights vesting
will be reassessed at each reporting date.
4 Values have been recognised for performance rights issued to Mr Zannes, relating to the commencement of mining and
the first shipment of kaolin, and to Mr Anderson, in relation to several Business Development KPI’s, as required under AASB 2.
As per footnote 3, performance rights granted in relation to production and sales schedules have had no value recognised
in 2022.
Issuing of options and performance rights in reporting period ended 30 June 2022
Melissa Holzberger
On 3 December 2021, Ms Holzberger was issued 820,000 zero priced options expiring 31/12/2025, pursuant to
shareholder approval received at the 2021 AGM. At grant date, the options had a fair value per option of $0.16
per option. On 30 June 2022, 273,333 options vested and were converted into Fully Paid ordinary shares. With the
restructure of NED remuneration, all unvested options (546,667 options) were cancelled on 30 June 2022.
James Marsh
On 3 December 2021, Mr Marsh was issued with 1,710,000 options exercisable at $0.2375, expiring 31/12/2025
and vesting 31/12/2023, pursuant to shareholder approval received at the AGM in November. On 3 December
Mr Marsh was also issued with 1,410,000 Performance Rights, expiring 30/06/2024, pursuant to shareholder
approval at the 2021 AGM, which will vest and be convertible into fully paid ordinary shares in the Company upon
commercial shipment of a refined kaolin product, with the following graduated hurdles:
i) 50,000 tonnes shipped will result in 20% of Performance Rights to vest;
ii) 115,000 tonnes shipped will result in 50% of Performance Rights to vest;
iii) 165,000 tonnes or more shipped will result in 100% of Performance Rights to vest.
At grant date, the options had a fair value of $0.0901 per option and the Performance Rights had a fair value of
$0.16 per Right. As detailed in footnote 3 to the above table, no value / expense has been recognised during the
year ended 30 June 2022 in relation to the Performance Rights granted on 3 December 2021.
71
ANNUAL REPORT 2023 Directors’ report
Remuneration report (audited)
Joe Ranford
On 3 December 2021, Mr Ranford was issued with 1,650,000 options exercisable at $0.2375, expiring 31/12/2025
and vesting 31/12/2023, pursuant to shareholder approval received at the AGM in November. Mr Ranford was
issued with 1,350,000 Performance Rights, expiring 30/06/2024, pursuant to shareholder approval at the 2021
AGM, which will vest and be convertible into fully paid ordinary shares in the Company upon commercial shipment
of a refined kaolin product, with the following graduated hurdles:
i) 50,000 tonnes shipped will result in 20% of Performance Rights to vest;
ii) 115,000 tonnes shipped will result in 50% of Performance Rights to vest;
iii) 165,000 tonnes or more shipped will result in 100% of Performance Rights to vest.
At grant date, the options had a fair value of $0.0901 At grant date, the Performance Rights had a fair value of
$0.16 per Right. As detailed in footnote 3 to the above table, no value / expense has been recognised during the
year ended 30 June 2022 in relation to the Performance Rights granted on 3 December 2021.
Michael Zannes
On 26 August 2021, Mr Zannes was issued with 1,200,000 Performance Rights, expiring 23/12/2023, with 50% of
the Performance Rights to vest upon the commencement of mining and 50% of the Performance Rights to vest
upon the first shipment of Kaolin product. On 3 December 2021, Mr Zannes was issued with 1,400,000 options
exercisable at $0.2375, expiring 31/12/2025 and vesting on 31/12/2023. On 3 December 2021, Mr Zannes was also
issued with 1,125,000 Performance Rights, expiring 30/06/2024, which will vest and become convertible into fully
paid ordinary shares in the Company upon commercial shipment of a refined kaolin product, with the following
graduated hurdles:
i) 50,000 tonnes shipped will result in 20% of Performance Rights to vest;
ii) 115,000 tonnes shipped will result in 50% of Performance Rights to vest.
iii) 165,000 tonnes or more shipped will result in 100% of Performance Rights to vest.
At grant date, the options had a fair value of $0.0901 per option and the Performance Rights had a fair value of
$0.16 per Right. As detailed in footnote 3 to the above table, no value / expense has been recognised during the
year ended 30 June 2022 in relation to the Performance Rights granted on 3 December 2021.
Timothy Anderson
On 3 December 2021, Mr Anderson was issued with 1,400,000 options exercisable at $0.2375, expiring
31/12/2025 and vesting on 31/12/2023. On 3 December 2021, Mr Anderson was also issued with 750,000
Performance Rights, expiring 31/12/2023, with 55% of the Performance Rights to vest upon the achievement of
several Business Development hurdles and 45% to vest upon the commencement of mining. On 3 December
2021, Mr Anderson was also issued with 1,500,000 Performance Rights, expiring 30/06/2024, which will vest and
become convertible into fully paid ordinary shares in the Company upon commercial shipment of a refined kaolin
product, with the following graduated hurdles:
i) 50,000 tonnes shipped will result in 20% of Performance Rights to vest;
ii) 115,000 tonnes shipped will result in 50% of Performance Rights to vest;
iii) 165,000 tonnes or more shipped will result in 100% of Performance Rights to vest.
At grant date, the options had a fair value of $0.0901 per option and the Performance Rights had a fair value of
$0.16 per Right. As detailed in footnote 3 to the above table, no value / expense has been recognised during the
year ended 30 June 2022 in relation to the Performance Rights granted on 3 December 2021.
72
ANDROMEDA METALS LIMITED Directors’ report
Remuneration report (audited)
1.11.3 Key management personnel option holdings
2023
Non-executive Directors
Michael Wilkes
Andrew Shearer
Melissa Holzberger
Austen Perrin3
Executive Directors
James Marsh
Bob Katsiouleris4
Executives
Joseph Ranford7
Michael Zannes5
Timothy Anderson
Total
BALANCE AT
PREVIOUS YEAR
REPORTING DATE
GRANTED
DURING
THE PERIOD
CONVERTED
DURING
THE PERIOD
OTHER
BALANCE AT
REPORTING
DATE1
-
11,500,000
-
-
23,210,000
-
1,650,000
1,400,000
1,400,000
39,160,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(8,000,000)2
3,500,000
-
-
-
-
(14,000,000)6
9,210,000
-
-
-
1,650,000
(1,400,000)5
-
-
1,400,000
23,400,000
15,760,000
Footnotes to the above table in section 1.11.3
1 As at 30 June 2023, there were no options held by KMP that had vested and were exercisable.
2 8,000,000 unlisted options issued to Mr Shearer on 24 December 2019 with an exercise price of 6.4 cents expired on
28 November 2022. Mr Shearer resigned and ceased to be a KMP on 24 August 2022. .
3 Mr Perrin was appointed to the Board on 1 July 2022.
4 Mr Katsiouleris was appointed as Chief Executive Officer on 1 April 2023.
5 Mr Zannes resigned and ceased to be a KMP on 3 March 2023, with 1,400,000 options were subsequently forfeited when he
ceased employment.
6
14,000,000 unlisted options issued to Mr Marsh on 24 December 2019 with an exercise price of 6.4 cents expired on
28 November 2022.
7 The consulting service agreement with Mr Ranford was Terminated on 20 October 2022 and the company entered into an
Executive Employment Agreement appointed him as Chief Operation Officer (COO). He resigned from the board of directors
on 21 November 2022 and continued in his COO role on full-time basis.
73
ANNUAL REPORT 2023 Directors’ report
Remuneration report (audited)
1.11.4 Key management personnel performance rights holdings
2023
Non-executive Directors
Michael Wilkes
Andrew Shearer2
Melissa Holzberger
Austen Perrin3
Executive Directors
James Marsh
Bob Katsiouleris5
Executives
Joseph Ranford4
Michael Zannes6
Timothy Anderson7
Total
BALANCE AT
PREVIOUS YEAR
REPORTING DATE
GRANTED
DURING
THE PERIOD
CONVERTED
DURING
THE PERIOD
OTHER
BALANCE AT
REPORTING
DATE1
-
2,250,000
-
-
4,660,000
-
6,600,000
2,325,000
2,250,000
18,085,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(2,000,000)4
-
-
(1,001,250)2
1,248,750
-
-
-
-
-
-
-
4,660,000
4,600,000
-
(1,920,364)6
404,636
(262,500)7
(487,500)7
1,500,000
(2,262,500)
(3,409,114)
12,413,386
Footnotes to the above table in section 1.11.4
1 As at 30 June 2023, there were no performance rights held by KMP that had vested and were exercisable.
2 Mr Shearer resigned and ceased to be a KMP on 24 August 2022, with 1,001,250 Performance Rights being forfeited when
he ceased as a Director..
3 Mr Perrin was appointed to the Board on 1 July 2022.
4 The consulting service agreement with Mr Ranford was Terminated on 20 October 2022 and the company entered into an
Executive Employment Agreement appointed him as Chief Operation Officer (COO). He resigned from the board of directors
on 21 November 2022 and continued in his COO role on full-time basis.
4 2,000,000 of the Performance Rights issued on 24 December 2020 had been converted by Joseph Ranford during the year
on approval of the Mining Lease Application for the Great White Kaolin Project.
5 Mr Katsiouleris was appointed as Chief Executive Officer on 1 April 2023.
6 Mr Zannes resigned and ceased to be a KMP on 3 March 2023, with 1,920,364Performance Rights being forfeited when he
ceased employment..
7 During the year, 262,500 of the performance rights were exercised by Mr Anderson and converted to unquoted fully paid
ordinary shares (subject to escrow) while 487,500 lapsed during the year and included in Other.
74
ANDROMEDA METALS LIMITED Directors’ report
Remuneration report (audited)
1.12 KEY MANAGEMENT PERSONNEL SHAREHOLDING
The numbers of shares in the Company held during the financial year by key management personnel, including
personally related entities are set out below:
BALANCE
AT 1 JULY 2022
RECEIVED THROUGH
EXERCISE OF
OPTIONS/RIGHTS
PURCHASE
OR DISPOSAL
DURING THE YEAR
OTHER
(SHARES HELD WHEN
CEASING TO BE KMP)
BALANCE
AT 30 JUNE 2023
2023
Non-executive Directors
Michael Wilkes
Andrew Shearer1
Melissa Holzberger
Austen Perrin2
Executive Directors
James Marsh
Bob Katsiouleris3
Executives
Joseph Ranford4
Michael Zannes5
Timothy Anderson
1,060,000
-
3,533,195
-
(11,137,204)1
2,473,195
11,137,204
273,333
-
12,293,000
-
-
-
-
-
-
-
384,615
939,598
1,902,153
11,950,000
6,360,000
2,000,000
-
-
-
262,500
-
-
-
-
657,948
939,598
14,195,153
11,950,000
(8,360,000)
-
262,500
-
-
-
-
-
-
-
Total
32,536,732
2,262,500
16,236,366
(11,137,204)
39,898,394
Footnotes to the above table in section 1.12
1 Mr Shearer ceased to be a KMP on 24 August 2022, with the removal of shareholding in “other” upon ceasing to be a KMP.
2 Mr Perrin was appointed to the Board on 1 July 2022.
3 Mr Katsiouleris was appointed as Chief Executive Officer on 1 April 2023.
4 The consulting service agreement with Mr Ranford was Terminated on 20 October 2022 and the company entered into an
Executive Employment Agreement appointed him as Chief Operation Officer (COO). He resigned from the board of directors
on 21 November 2022 and continued in his COO role on full-time basis.
5 Mr Zannes ceased to be a KMP on 3 March 2023.
1.13 OTHER TRANSACTIONS WITH KEY MANAGEMENT PERSONNEL
AND/OR THEIR RELATED PARTIES
Mr Wilkes invoices through his private company for Director’s Fees only. It is not a separate entity that provides
consulting services to the Company. The NEDs Melissa Holzberger and Austen Perrin are paid Director’s Fees
through the Company’s payroll.
Mr Wilkes, Mr Perrin and Ms Holzberger satisfy the definition and maintain their status as Independent NEDs, thus
retain objectivity and their ability to meet their oversight role.
End of remuneration report (audited)
75
ANNUAL REPORT 2023 Auditors independence declaration
Deloitte Touche Tohmatsu
ABN 74 490 121 060
11 Waymouth Street
Adelaide SA 5000
Australia
Tel: +61 8 8407 7000
www.deloitte.com.au
29 September 2023
The Board of Directors
Andromeda Metals Limited
Level 10/431 King William Street
Adelaide SA 5000
Dear Board Members
AAuuddiittoorr’’ss IInnddeeppeennddeennccee DDeeccllaarraattiioonn ttoo AAnnddrroommeeddaa MMeettaallss LLiimmiitteedd
In accordance with section 307C of the Corporations Act 2001, I am pleased to provide the following declaration of
independence to the directors of Andromeda Metals Limited.
As lead audit partner for the audit of the financial report of Andromeda Metals Limited for the year ended 30 June
2023, I declare that to the best of my knowledge and belief, there have been no contraventions of:
(i)
(ii)
The auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
Any applicable code of professional conduct in relation to the audit.
Yours faithfully
DELOITTE TOUCHE TOHMATSU
DDaarrrreenn HHaallll
Partner
Chartered Accountants
Liability limited by a scheme approved under Professional Standards Legislation.
Member of Deloitte Asia Pacific Limited and the Deloitte organisation.
76
ANDROMEDA METALS LIMITED
Financial report (audited)
Consolidated statement of profit or loss
and other comprehensive income
for the Year ended 30 June 2023
Other income
Impairment of exploration and evaluation assets
Exploration and evaluation expenditure expensed
Administration expenses
Corporate consulting expenses
Company promotion
Salaries and wages
Directors’ fees
Occupancy expenses
Research and development
Share based payments
Share of loss of joint venture
Loss before income tax
Tax expense
Loss for the year
NOTE
4
9
9
5
5
YEAR ENDED
30/06/23
$
2,002,153
(672,213)
(72,374)
(2,158,334)
(1,959,036)
(85,160)
(2,799,835)
(425,194)
(25,477)
YEAR ENDED
30/06/22
$
452,516
(422,114)
(18,230)
(2,197,525)
(2,002,361)
(90,675)
(719,162)
(291,267)
(78,171)
(2,838,533)
(846,464)
(427,243)
(2,280,129)
-
(9,461,246)
-
(239,537)
(8,733,119)
-
(9,461,246)
(8,733,119)
Other comprehensive income, net of income tax
-
-
Total comprehensive loss for the year
(9,461,246)
(8,733,119)
Earnings per share
Basic (cents per share) – (loss)
Diluted (cents per share) – (loss)
25
25
(0.30)
(0.30)
(0.33)
(0.33)
The above Consolidated Statement of Profit or Loss and Other Comprehensive Income should be read in conjunction
with the accompanying notes.
77
ANNUAL REPORT 2023
Financial report (audited)
Consolidated statement of financial position
as at 30 June 2023
CURRENT ASSETS
Cash and cash equivalents
Trade and other receivables
Assets classified as held for sale
TOTAL CURRENT ASSETS
NON-CURRENT ASSETS
Exploration and evaluation assets
Property, plant and equipment
Other financial assets
TOTAL NON-CURRENT ASSETS
TOTAL ASSETS
CURRENT LIABILITIES
Trade and other payables
Lease liabilities - current
Provisions
TOTAL CURRENT LIABILITIES
NON-CURRENT LIABILITIES
Provisions
Lease liabilities - non-current
TOTAL NON-CURRENT LIABILITIES
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued capital
Reserves
Accumulated losses
TOTAL EQUITY
NOTE
30/06/23
$
30/06/22
$
6
7
9a
9
10
8
11
13
12
14
13
15
16
15,300,890
32,853,203
2,841,021
1,750,000
19,891,911
1,247,211
250,000
34,350,414
142,124,436
137,367,031
2,714,037
300,107
145,138,580
165,030,491
2,134,319
372,224
139,873,574
174,223,988
1,730,341
200,576
309,711
2,240,628
106,480
526,540
633,020
1,966,169
165,974
185,337
2,317,480
35,498
680,163
715,661
2,873,648
3,033,141
162,156,843
171,190,847
219,882,120
219,250,120
5,213,883
6,865,285
(62,939,160)
(54,924,558)
162,156,843
171,190,847
The above Consolidated Statement of Financial Position should be read in conjunction with the accompanying notes.
78
ANDROMEDA METALS LIMITED Financial report (audited)
Consolidated statement of changes in equity
for the Year ended 30 June 2023
ISSUED
CAPITAL
$
SHARE OPTION
RESERVE
$
NCI ACQUISITION
RESERVE
$
ACCUMULATED
LOSSES
$
TOTAL
$
Balance at 1 July 2021
56,929,522
5,838,594
Loss attributable to the year
Total comprehensive loss for the year
-
-
Issue of share capital through placement
44,999,913
Costs associated with the issue of shares
(2,303,816)
-
-
-
-
Shares issued on the exercise of
unlisted options
1,578,550
(1,016,551)
Equity settled share based payments
-
2,280,129
Transfer of previously forfeited share-
based payments
(87,467)
Conversion of performance rights
1,032,500
(1,032,500)
Conversion of options
43,733
(43,733)
-
-
-
-
-
-
-
-
-
-
Share capital issued – acquisition of
Minotaur Exploration (refer note 29)
116,969,718
-
926,813
(46,278,906)
16,489,210
(8,733,119)
(8,733,119)
(8,733,119)
(8,733,119)
-
-
-
44,999,913
(2,303,816)
561,999
2,280,129
87,467
-
-
-
-
-
-
117,896,531
Balance at 30 June 2022
219,250,120
5,938,472
926,813
(54,924,558)
171,190,847
Loss attributable to the year
Total comprehensive loss for the year
-
-
-
-
Conversion of Performance Rights
632,000
(632,000)
Fair value of options issued to directors
Fair value of performance rights issued
to directors
Fair value of options issued to employees
Fair value of performance rights issued
to employees
Performance rights forfeited
Options expired
-
-
-
-
-
-
144,178
413,130
91,197
136,383
(357,646)
(1,446,644)
-
-
-
-
-
-
-
-
-
(9,461,246)
(9,461,246)
(9,461,246)
(9,461,246)
-
-
-
-
-
-
-
144,178
413,130
91,197
136,383
(357,646)
1,446,644
-
Balance at 30 June 2023
219,882,120
4,287,070
926,813
(62,939,160)
162,156,843
The above Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying notes.
79
ANNUAL REPORT 2023 Financial report (audited)
Consolidated statement of cash flows
for the Year ended 30 June 2023
Cash flows relating to operating activities
Receipts from government grants
Payments to suppliers and employees
Net cash used in operating activities
Cash flows relating to investing activities
Interest received
Receipts from government grants
Payment of environmental bonds
Payment for investment in joint venture
Payments for exploration and evaluation expenditure
Payments for acquisition related costs – Minotaur (Note 29)
Payment received from joint venture partner
Payments for property, plant and equipment
Loans advanced to Minotaur pre-acquisition
Cash received via Minotaur acquisition (Note 29)
Cash transferred from/(to) secured term deposit
YEAR ENDED
30/06/23
$
353,602
(9,488,392)
(9,134,790)
382,353
-
(10,000)
-
(7,521,335)
-
-
(1,076,685)
-
-
32,524
INFLOWS/(OUTFLOWS)
YEAR ENDED
30/06/22
$
-
(5,140,961)
(5,140,961)
29,380
1,326,001
(15,000)
(241,699)
(4,035,983)
(2,348,383)
448,298
(1,070,991)
(4,973,348)
1,178,858
(125,784)
Net cash used in investing activities
(8,193,143)
(9,828,651)
Cash flows relating to financing activities
Proceeds from share placement
Proceeds from exercise of share options
Lease payments
Interest paid
Payments for share issue costs
Net cash (used in)/from financing activities
Net (decrease)/increase in cash and cash equivalents
Cash at beginning of financial year
-
-
(197,006)
(27,374)
-
(224,380)
(17,552,313)
32,853,203
44,999,913
332,000
(99,795)
(10,206)
(2,303,816)
42,918,096
27,948,484
4,904,719
Cash and cash equivalents at end of financial year
15,300,890
32,853,203
80
ANDROMEDA METALS LIMITED Financial report (audited)
Consolidated statement of cash flows
Reconciliation of loss for the period to net cash flow from operating activities:
Loss for the period
Interest income
Share based remuneration
Depreciation
Interest expense
Exploration written off or impaired
Research and development incentive received
(Increase) in receivables
Share of loss of JV
Increase in payables
Increase in provisions
Fair value movement of financial instruments
(9,461,246)
(459,521)
427,243
424,722
27,374
744,587
353,602
(8,733,118)
(39,297)
2,280,129
191,021
10,206
440,344
-
(1,510,517)
(668,144)
-
89,310
195,356
34,300
239,537
865,186
148,224
124,950
Net operating cash flows
(9,134,790)
(5,140,961)
The above Consolidated Statement of Cash Flows should be read in conjunction with the accompanying notes
81
ANNUAL REPORT 2023 Financial report (audited)
Notes to the financial statements
for the financial year ended 30 June 2023
1 GENERAL INFORMATION
Andromeda Metals Limited (the Company) is a listed public company, incorporated in Australia and operating
in Australia.
Andromeda Metals Limited’s registered office and its principal place of business are as follows:
REGISTERED OFFICE
PRINCIPAL PLACE OF BUSINESS
Level 10, 431 King William Street
Level 10, 431 King William Street
Adelaide South Australia 5000
Adelaide South Australia 5000
Principal activities
The principal activity of the Company is the advancement of The Great White Project (TGWP) through the
development of production facilities for halloysite-kaolin products and industrial sand co-products to meet increasing
market demand.
Presentation currency and rounding
These financial statements are presented in Australian Dollars ($).
The company is of a kind referred to in ASIC Corporations (Rounding in Financials/Directors’ Reports) Instrument
2016/191, dated 24 March 2016, and in accordance with that Corporations Instrument amounts the financial report
are rounded off to the nearest dollar, unless otherwise indicated.
2 ADOPTION OF NEW AND REVISED ACCOUNTING STANDARDS
The Group has adopted all of the new and revised Standards and Interpretations issued by the Australian Accounting
Standards Board (the AASB) that are relevant to its operations and effective for an accounting period that begins on
or after 1 July 2022. There has been no material impact to the financial statements of the Group from adopting the
updated Standards.
Standards and Interpretations on issue but not yet effective
STANDARD/INTERPRETATION
AASB 2014-10 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, AASB 2017-5 Amendments to
Australian Accounting Standards – Effective Date of Amendments to AASB 10 and
AASB 128 and Editorial Corrections.
AASB 2020-1 Amendments to Australian Accounting Standards – Classification
of Liabilities as Current or Non-current, AASB 2020-6 Amendments to Australian
Accounting Standards – Classification of Liabilities as Current or Non-current
– Deferral of Effective Date and AASB 2022-6 Amendments to Australian
Accounting Standards – Non-current Liabilities with Covenants.
The amendments to AASB 101 Presentation of Financial Statements affect only
the presentation of liabilities as current or non-current in the statement of financial
position and not the amount or timing of recognition of any asset, liability, income
or expenses, or the information disclosed about those items.
APPLICATION DATE
OF STANDARD
APPLICATION DATE
FOR GROUP
1 January 2025
1 July 2025
1 January 2024
1 July 2024
82
ANDROMEDA METALS LIMITED Financial report (audited)
Notes to the financial statements
STANDARD/INTERPRETATION
AASB 2021-2 Amendments to Australian Accounting Standards – Disclosure of
Accounting Policies and Definition of Accounting Estimates
Amends Australian Accounting Standards to improve accounting policy
disclosures so that they provide more useful information to investors users of the
financial statements and clarify the distinction between accounting policies and
accounting estimates.
APPLICATION DATE
OF STANDARD
APPLICATION DATE
FOR GROUP
1 January 2023
1 July 2023
AASB 2021-5 Amendments to Australian Accounting Standards – Deferred Tax
related to Assets and Liabilities arising from a Single Transaction
1 January 2023
1 July 2023
Amends AASB 112 Income Taxes to specify how companies should account for
deferred tax on transactions such as leases and decommissioning obligations.
Australian Accounting Standards and Interpretations that have recently been issued or amended but are not yet
effective have not been adopted by the Group for the annual reporting period ended 30 June 2023. Those which
may be relevant to the Group are set out in the table below.
The Directors of the Company do not anticipate that the application of the amendments will have a material impact
on the Group’s consolidated financial statements.
3 SIGNIFICANT ACCOUNTING POLICIES
Statement of compliance
These financial statements are general purpose financial statements which have been prepared in accordance with
the Corporations Act 2001, Accounting Standards and Interpretations, and comply with other requirements of the
law. The financial statements comprise the consolidated statements of the Group. For the purpose of preparing the
consolidated financial statements, the Company is a profit entity.
Accounting Standards include Australian Accounting Standards. Compliance with Australian Accounting Standards
ensures that the financial statements and notes of the Company and the Group comply with International Financial
Reporting Standards (‘IFRS’).
The financial statements were authorised for issue by the directors on 29th September 2023.
Basis of preparation
The financial report has been prepared on the basis of historical cost, except for the revaluation of certain non-
current assets and financial instruments. Cost is based on the fair values of the consideration given in exchange for
assets. All amounts are presented in Australian dollars, unless otherwise noted.
In the application of the Group’s accounting policies, which are described below, management is required to make
judgements, estimates and assumptions about carrying values of assets and liabilities that are not readily apparent
from other sources. The estimates and associated assumptions are based on historical experience and various other
factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the
judgements. Actual results may differ from these estimates.
Significant management judgement
The following are the critical judgements, apart from those involving estimations (which are presented separately
below), that the directors have made in the process of applying the Group’s accounting policies and that have the
most significant effect on the amounts recognised in financial statements.
Estimation uncertainty
The key assumptions concerning the future, and other key sources of estimation uncertainty at the reporting period
that may have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within
the next financial year, are discussed below.
83
ANNUAL REPORT 2023
Financial report (audited)
Notes to the financial statements
Exploration and evaluation expenditure
The application of the Group’s accounting policy
for exploration and evaluation expenditure requires
judgement in determining whether it is likely that
future economic benefits are likely either from
future exploration or sale or whether activities have
not reached a stage which permits a reasonable
assessment of the existence of reserves. The
determination of a Joint Ore Reserves Committee
(JORC) resource is itself an estimation process that
requires varying degrees of uncertainty depending on
sub-classification and these estimates directly impact
the point of deferral of exploration and evaluation
expenditure. The deferral policy requires management
to make certain estimates and assumptions about
future events or circumstances, in particular whether
an economically viable extraction operation can be
established. Estimates and assumptions made may
change if new information becomes available.
Ore reserve and resource estimates
The Group estimates its ore reserves and mineral
resources based on information compiled by
Competent Persons (as defined in the 2012 edition of
the Australasian Code for Reporting of Exploration
Results, Mineral Resources and Ore Resources (the
JORC Code). Reserves determined in this way are
taken into account in considering the recoverability of
capitalised exploration and evaluation expenditure.
Going concern
The consolidated financial statements have been
prepared on a going concern basis, which assumes
that the Group will continue normal business activities,
realise its assets and discharge its liabilities in the
ordinary course of business for a period of at least
12 months from the date these financial statements
are approved.
For the year ended 30 June 2023 the Group incurred
a net loss of $9,461,246 (30 June 2022: $8,733,119),
and experienced net cash outflows from operating
and investing activities of $17,327,933 (30 June 2022:
$14,969,612). At 30 June 2023, the Group has cash
reserves of $15,300,890 (30 June 2022: $32,853,203).
The Directors, in their consideration of the
appropriateness of using the going concern basis for
the preparation of the financial statements, have had
regard to the following matters:
y
The Group continues to pursue its flagship
development, the Great White project. Certain
activities will continue to be undertaken on the
Project such as the procurement of certain long
lead items, development of a skeleton start up
project team and preliminary construction activities
in advance of a final investment decision for the
Great White project.
84
y
y
It is noted that substantial expenditure to develop
the Project will only take place once a final
investment decision has been made following the
securing of the required debt and equity funding.
The Group has been in recent dialogue with a
select number of debt capital market participants
in relation to the Great White project. Progress is
being made towards finding an appropriate debt
funding package to partially support the Project's
funding needs, however this remains subject to
certain deliverables, including minimum offtake
revenue streams which continue to be developed.
y Should funding for the Great White project not be
secured by February 2024, the procurement of
long lead items will cease until funding is secured.
Under this scenario, management have prepared
a cash flow forecast for the period ending
30 September 2024 which indicates minimum
funding of $4.0 million will be required progressively
over the period commencing from June 2024 by
way of debt, equity or other forms of funding to
continue to progress the Group’s projects through
to 30 September 2024.
y
y
The Group is pursuing other funding options in
addition to debt for the Great White project and for
general corporate purposes, in order to provide
coverage for the Group's non-Project expenditure
and coverage for the Project’s development up to
initial commercial production should an investment
decision be made for the Project.
The Group has, subsequent to balance date,
updated its Definitive Feasibility Study (DFS) for the
Great White project which indicates a revised Net
Present Value increase of 65% from the 2022 DFS
to $1.01 billion.
In considering the above and the factors available to
the Directors to manage the Group's risks, the Directors
are satisfied it remains appropriate to prepare the
financial statements on the going concern basis.
Should the Group be unable to achieve the additional
funding referred to above, there is a material
uncertainty that may cast significant doubt as to
whether the Group will be able to continue as a going
concern and, therefore, whether it will realise its
assets and discharge its liabilities in the normal course
of business.
No adjustments have been made to the financial
statements relating to the recoverability and
classification of recorded asset amounts or to the
amounts and classification of liabilities that might
be necessary should the Group not continue as a
going concern.
ANDROMEDA METALS LIMITED
Financial report (audited)
Notes to the financial statements
Accounting policies
c) Exploration and evaluation expenditure
a) Cash and cash equivalents
In the statement of financial position, cash and
bank balances comprise cash (i.e. cash on hand
and demand deposits) and cash equivalents.
Cash equivalents are short-term (generally with
original maturity of three months or less), highly
liquid investments that are readily convertible to a
known amount of cash and which are subject to an
insignificant risk of changes in value. Cash equivalents
are held for the purpose of meeting short-term cash
commitments rather for investment or other purposes.
Bank balances for which use by the Group is
subject to third party contractual restrictions are
included as part of cash unless the restrictions
result in a bank balance no longer meeting the
definition of cash. Contractual restrictions affecting
use of bank balances are disclosed in note 22(e). If
the contractual restrictions to use the cash extend
beyond 12 months after the end of the reporting
period, the related amounts are classified as non-
current in the statement of financial position.
For the purposes of the statement of cash flows,
cash and cash equivalents consist of cash and
cash equivalents as defined above.
b) Employee benefits
A liability is recognised for benefits accruing to
employees in respect of wages and salaries,
annual leave and sick leave in the period the
related service is rendered at the undiscounted
amount of the benefits expected to be paid in
exchange for that service.
Liabilities recognised in respect of short-
term employee benefits are measured at the
undiscounted amount of the benefits expected to
be paid in exchange for the related service.
Liabilities recognised in respect of other long-
term employee benefits are measured at the
present value of the estimated future cash outflows
expected to be made by the Group in respect
of services provided by employees up to the
reporting date.
Contributions to accumulated benefit
superannuation plans are expensed when incurred.
Exploration and evaluation expenditures in relation
to each separate area of interest, are recognised
as an exploration and evaluation asset in the year
in which they are incurred where the following
conditions are satisfied:
i)
the rights to tenure of the area of interest are
current; and
ii) at least one of the following conditions is
also met:
– the exploration and evaluation expenditures
are expected to be recouped through
successful development and exploration of
the area of interest, or alternatively, by its
sale: or
– exploration and evaluation activities in the
area of interest have not at the 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 initially
measured at cost and include acquisition of rights
to explore, studies, exploration drilling, trenching
and sampling and associated activities. General
and administrative costs are only included in the
measurement of exploration and evaluation costs
where they relate directly to operational activities in
a particular area of interest.
Exploration and evaluation assets are assessed
for impairment when facts and circumstances (as
defined in AASB 6 “Exploration for and Evaluation
of Mineral Resources”) suggest that the carrying
amount of exploration and evaluation assets may
exceed its recoverable amount. The recoverable
amount of the exploration and evaluation assets
(or the cash-generating unit(s) to which it has been
allocated, being no larger than the relevant area
of interest) is estimated to determine the extent of
the impairment loss (if any). Where an impairment
loss subsequently reverses, the carrying amount of
the asset is increased to the revised estimate of its
recoverable amount, but only to the extent that the
increased carrying amount does not exceed the
carrying amount that would have been determined
had no impairment loss been recognised for the
asset in previous years.
Where a decision is made to proceed with
development in respect of a particular area of
interest, the relevant exploration and evaluation
asset is tested for impairment, reclassified to
development properties, and then amortised over
the life of the reserves associated with the area of
interest once mining operations have commenced.
85
ANNUAL REPORT 2023
Financial report (audited)
Notes to the financial statements
Farm-outs – exploration and evaluation phase
The consolidated entity accounts for the treatment
of farm-out arrangements under AASB 6 Evaluation
of Mineral Resources under these arrangements:
¬
the farmor will not capitalise any expenditure
settled by the farmee;
¬ any proceeds received that are not attributable
to future expenditure are initially credited
against the carrying amount of any existing
exploration and evaluation asset; and
¬
to the extent that the proceeds received from
the farmee exceed the carrying amount of
any exploration an evaluation asset that has
already been capitalised by the farmor, this
excess is recognised as a gain in profit or loss.
d) Financial assets
Financial assets and financial liabilities are
recognised in the Group’s statement of financial
position when the Group becomes a party to the
contractual provisions of the instrument. Financial
assets and financial liabilities are initially measured
at fair value. Transaction costs that are directly
attributable to the acquisition or issue of financial
assets and financial liabilities (other than financial
assets and financial liabilities at fair value through
profit or loss) are added to or deducted from the fair
value of the financial assets or financial liabilities, as
appropriate, on initial recognition. Transaction costs
directly attributable to the acquisition of financial
assets or financial liabilities at fair value through
profit or loss are recognised immediately in profit
or loss.
All recognised financial assets are measured
subsequently in their entirety at either amortised
cost or fair value, depending on the classification of
the financial assets.
Classification of financial assets
Debt instruments that meet the following conditions
are measured subsequently at amortised cost:
¬
¬
the financial asset is held within a business
model whose objective is to hold financial
assets in order to collect contractual cash flows;
and
the contractual terms of the financial asset give
rise on specified dates to cash flows that are
solely payments of principal and interest on the
principal amount outstanding.
Debt instruments that meet the following conditions
are measured subsequently at fair value through
other comprehensive income (FVTOCI):
¬
the financial asset is held within a business
model whose objective is achieved by both
collecting contractual cash flows and selling the
financial assets; and
86
¬
the contractual terms of the financial asset give
rise on specified dates to cash flows that are
solely payments of principal and interest on the
principal amount outstanding.
By default, all other financial assets are measured
subsequently at fair value through profit or loss
(FVTPL). Despite the foregoing, the Group may
make the following irrevocable election/designation
at initial recognition of a financial asset:
¬
¬
the Group may irrevocably elect to present
subsequent changes in fair value of an equity
investment in other comprehensive income if
certain criteria are met; and
the Group may irrevocably designate a debt
investment that meets the amortised cost
or FVTOCI criteria as measured at FVTPL if
doing so eliminates or significantly reduces
an accounting mismatch. Amortised cost
and effective interest method. The effective
interest method is a method of calculating
the amortised cost of a debt instrument
and of allocating interest income over the
relevant period.
Amortised cost and effective interest method
The effective interest method is a method of
calculating the amortised cost of a debt instrument
and of allocating interest income over the relevant
period. For financial assets other than purchased
or originated creditimpaired financial assets (i.e.
assets that are creditimpaired on initial recognition),
the effective interest rate is the rate that exactly
discounts estimated future cash receipts (including
all fees and points paid or received that form
an integral part of the effective interest rate,
transaction costs and other premiums or discounts)
excluding expected credit losses, through the
expected life of the debt instrument, or, where
appropriate, a shorter period, to the gross carrying
amount of the debt instrument on initial recognition.
Impairment of financial assets
The Group recognises a loss allowance for
expected credit losses on investments in debt
instruments that are measured at amortised cost
or at FVTOCI, lease receivables, trade receivables
and contract assets, as well as on financial
guarantee contracts. The amount of expected
credit losses is updated at each reporting date
to reflect changes in credit risk since initial
recognition of the respective financial instrument.
The Group always recognises lifetime ECL for trade
receivables, contract assets and lease receivables.
The expected credit losses on these financial
assets are estimated using a provision matrix based
on the Group’s historical credit loss experience,
adjusted for factors that are specific to the debtors,
general economic conditions and an assessment
of both the current as well as the forecast direction
of conditions at the reporting date, including time
value of money where appropriate.
ANDROMEDA METALS LIMITED
Financial report (audited)
Notes to the financial statements
e) Goods and service tax
f)
Revenues, expenses and assets are recognised
net of the amount of goods and services tax
(GST), except:
i) where the amount of GST incurred is not
recoverable from the taxation authority, it is
recognised as part of the cost of acquisition of
an asset or as part of an item of expense or:
ii)
for receivables and payables which are
recognised inclusive of GST.
The net amount of GST recoverable from, or
payable to, the taxation authority is included as
part of receivables or payables.
Cash flows are included in the cash flow statement
on a gross basis. The GST component of cash flows
arising from investing and financing activities which
is recoverable from, or payable to, the taxation
authority is classified as operating cash flows.
Impairment of assets (other than exploration
and evaluation)
At each reporting date, the Group reviews the
carrying amounts of its tangible and intangible
assets to determine whether there is any indication
that those assets have suffered an impairment
loss. If any such indication exists, the recoverable
amount of the asset is estimated in order to
determine the extent of the impairment loss (if
any). Where the asset does not generate cash
flows that are independent from other assets, the
consolidated entity estimates the recoverable
amount of the cash-generating unit to which the
asset belongs.
Recoverable amount is the higher of fair value less
costs to sell and value in use. In assessing value in
use, the estimated future cash flows are discounted
to their present value using pre-tax discount rate
that reflects current market assessments of the time
value of money and the risks specific to the asset
for which the estimates of future cash flows have
not been adjusted.
If the recoverable amount of an asset (or cash-
generating unit) is estimated to be less than its
carrying amount, the carrying amount of the asset
(cash-generating unit) is reduced to its recoverable
amount. An impairment loss is recognised in profit
or loss immediately, unless the relevant asset is
carried at fair value, in which case the impairment
loss is treated as a revaluation decrease.
Where an impairment loss subsequently reverses,
the carrying amount of the asset (cash-generating
unit) is increased to the revised estimate of its
recoverable amount, but only to the extent that the
increased carrying amount does not exceed the
carrying amount that would have been determined
had no impairment loss been recognised for the
asset (cash-generating unit) in prior periods. A
reversal of an impairment loss is recognised in
profit or loss immediately, unless the relevant
asset is carried at fair value, in which case the
reversal of the impairment loss is treated as a
revaluation increase.
g) Income tax
Current tax
Current tax is calculated by reference to the
amount of income taxes payable or recoverable
in respect of the taxable profit or tax loss for the
period. It is calculated using tax rates and tax laws
that have been enacted or substantively enacted
by reporting date. Current tax for current and prior
periods is recognised as a liability (or asset) to the
extent that it is unpaid (or refundable).
A provision is recognised for those matters for
which the tax determination is uncertain, but it is
considered probable that there will be a future
outflow of funds to a tax authority. The provisions
are measured at the best estimate of the amount
expected to become payable. The assessment is
based on the judgement of tax professionals within
the Company supported by previous experience
in respect of such activities and in certain cases
based on specialist independent tax advice.
Deferred tax
Deferred tax is accounted for using the
comprehensive balance sheet liability method
in respect of temporary differences arising from
differences between the carrying amount of assets
and liabilities in the financial statements and the
corresponding tax base of those items.
In principle, deferred tax liabilities are recognised
for all taxable temporary differences. Deferred
tax assets are recognised to the extent that it is
probable that sufficient taxable amounts will be
available against which deductible temporary
differences or unused tax losses and tax offsets
can be utilised. However, deferred tax assets
and liabilities are not recognised if the temporary
differences giving rise to them arise from the
initial recognition of assets and liabilities (other
than as a result of a business combination) which
affects neither taxable income nor accounting
profit. Furthermore, a deferred tax liability is not
recognised in relation to taxable temporary
differences arising from goodwill.
Deferred tax assets and liabilities are measured
at the tax rates that are expected to apply to
the period(s) when the asset and liability giving
rise to them are realised or settled, based on tax
rates (and tax laws) that have been enacted or
substantively enacting by reporting date. The
measurement of deferred tax liabilities and assets
reflects the tax consequences that would follow
from the manner in which the consolidated entity
expects, at the reporting date, to recover or settle
the carrying amount of its assets and liabilities.
87
ANNUAL REPORT 2023
Financial report (audited)
Notes to the financial statements
Deferred tax assets and liabilities are offset when
they relate to income taxes levied by the same
taxation authority and the company/consolidated
entity intends to settle its current tax assets and
liabilities on a net basis.
Current and deferred tax for the period
Current and deferred tax is recognised as
an expense or income in the Statement of
Comprehensive Income, except when it relates to
items credited or debited directly to equity, in which
case the deferred tax is also recognised directly in
equity, or where it arises from the initial accounting
for a business combination, in which case it is
taken into account in the determination of goodwill
or excess.
Tax consolidation
The Company and all its wholly-owned Australian
resident entity are part of a tax-consolidated
group under Australian taxation law. Andromeda
Metals Limited is the head entity in the tax-
consolidated group. Tax expense/income, deferred
tax liabilities and deferred tax assets arising from
temporary differences of the members of the
tax-consolidated group are recognised in the
separate financial statements of the members of
the tax-consolidated group using the ‘separate
taxpayer within group’ approach. Current tax
liabilities and assets and deferred tax assets
arising from unused tax losses and tax credits of
the members of the tax-consolidated group are
recognised by the Company (as head entity in the
tax-consolidated group).
Due to the existence of a tax funding arrangement
between the entities in the tax-consolidated
group, amounts are recognised as payable to or
receivable by the Company and each member of
the group in relation to the tax contribution amounts
paid or payable between the parent entity and
the other members of the tax-consolidated group
in accordance with the arrangement. Further
information about the tax funding arrangement
is detailed in Note 5 to the financial statements.
Where the tax contribution amount recognised by
each member of the tax-consolidated group for
a particular period is different to the aggregate of
the current tax liability or asset and any deferred
tax asset arising from unused tax losses and tax
credits in respect of that period, the difference is
recognised as a contribution from (or distribution to)
equity participants.
h) Financial liabilities and equity
Classification as debt or equity
Debt and equity instruments are classified as either
financial liabilities or as equity in accordance with
the substance of the contractual arrangements
and the definitions of a financial liability and an
equity instrument.
88
Equity instruments
An equity instrument is any contract that evidences
a residual interest in the assets of an entity after
deducting all of its liabilities. Equity instruments
issued by the Group are recognised at the
proceeds received, net of direct issue costs.
Repurchase of the Company’s own equity
instruments is recognised and deducted directly in
equity. No gain or loss is recognised in profit or loss
on the purchase, sale, issue or cancellation of the
Company’s own equity instruments.
Financial liabilities
All financial liabilities are measured subsequently
at amortised cost using the effective interest
method or at FVTPL. However, financial liabilities
that arise when a transfer of a financial asset
does not qualify for derecognition or when the
continuing involvement approach applies, and
financial guarantee contracts issued by the Group,
are measured in accordance with the specific
accounting policies set out below.
Other financial liabilities
All financial liabilities are initially measured at fair
value, net of transaction costs.
All financial liabilities are subsequently measured at
amortised cost using the effective interest method,
with interest expense recognised on an effective
yield basis.
The effective interest method is a method of
calculating the amortised cost of a financial liability
and of allocating interest expense over the relevant
period. The effective interest rate is the rate that
exactly discounts estimated future cash payments
through the expected life of the financial liability, or,
where appropriate, a shorter period.
i) Property, plant and equipment
Property, plant and equipment are stated at cost
less accumulated depreciation and impairment.
Cost includes expenditure that is directly
attributable to the acquisition of the item. In the
event that settlement of all or part of the purchase
consideration is deferred, cost is determined by
discounting the amounts payable in the future to
their present value as at the date of acquisition.
Depreciation is provided on plant and equipment.
Depreciation is calculated on a straight-line basis
so as to write off the net cost of each asset over its
expected useful life to its estimated residual value.
The estimated useful lives, residual values and
depreciation method is reviewed at the end of each
annual reporting period.
ANDROMEDA METALS LIMITED
Financial report (audited)
Notes to the financial statements
Right-of-use assets are depreciated over the
shorter period of the lease term and the useful
life of the underlying asset. If a lease transfers
ownership of the underlying asset or the cost of the
right-of-use asset reflects that the Group expects
to exercise a purchase option, the related right-of-
use asset is depreciated over the useful life of the
underlying asset.
Freehold land is not depreciated.
An item of property, plant and equipment is
derecognised upon disposal or when no future
economic benefits are expected to arise from
the continued use of the asset. The gain or loss
arising on the disposal or retirement of an asset is
determined as the difference between the sales
proceeds and the carrying amount of the asset and
is recognised in profit or loss.
The following estimated useful lives are used in the
calculation of depreciation:
Buildings
20 years
Plant and equipment
3-10 years
Motor vehicles
Furniture and fittings
4 years
3-5 years
Office and IT equipment
3-5 years
Leasehold improvements
5 years
Right of use assets
3-5 years
j) Principles of consolidation
The consolidated financial statements incorporate
the financial statements of the Company and
entities (including structured entities) controlled
by the Company and its subsidiaries. Control is
achieved when the Company:
¬
¬
¬
has power over the investee;
is exposed, or has rights, to variable returns
from its involvement with the investee; and
has the ability to use its power to affect
its returns.
The Company reassesses whether or not it controls
an investee if facts and circumstances indicate
that there are changes to one or more of the three
elements of control listed above.
When the Company has less than a majority of the
voting rights of an investee, it has power over the
investee when the voting rights are sufficient to give
it the practical ability to direct the relevant activities
of the investee unilaterally. The Company considers
all relevant facts and circumstances in assessing
whether or not the Company’s voting rights in an
investee are sufficient to give it power, including:
¬
the size of the Company’s holding of voting
rights relative to the size and dispersion of
holdings of the other vote holders;
¬ potential voting rights held by the Company,
other vote holders or other parties;
¬
rights arising from other contractual
arrangements; and
¬ any additional facts and circumstances that
indicate that the Company has, or does not
have, the current ability to direct the relevant
activities at the time that decisions need to be
made, including voting patterns at previous
shareholders’ meetings.
Consolidation of a subsidiary begins when the
Company obtains control over the subsidiary and
ceases when the Company loses control of the
subsidiary. Specifically, income and expenses of
a subsidiary acquired or disposed of during the
year are included in the consolidated statement
of profit or loss and other comprehensive income
from the date the Company gains control until
the date when the Company ceases to control
the subsidiary.
Profit or loss and each component of other
comprehensive income are attributed to the
owners of the Company and to the non-
controlling interests. Total comprehensive income
of subsidiaries is attributed to the owners of the
Company and to the non-controlling interests even
if this results in the non-controlling interests having a
deficit balance.
When necessary, adjustments are made to the
financial statements of subsidiaries to bring their
accounting policies into line with the Group’s
accounting policies.
All intragroup assets and liabilities, equity, income,
expenses and cash flows relating to transactions
between members of the Group are eliminated in
full on consolidation.
Changes in the Group’s ownership interests in
subsidiaries that do not result in the Group losing
control over the subsidiaries are accounted for as
equity transactions. The carrying amounts of the
Group’s interests and the non-controlling interests
are adjusted to reflect the changes in their relative
interests in the subsidiaries. Any difference between
the amount by which the non-controlling interests
are adjusted and the fair value of the consideration
paid or received is recognised directly in equity and
attributed to owners of the Company.
When the Group loses control of a subsidiary,
a gain or loss is recognised in profit or loss and
is calculated as the difference between the
aggregate of the fair value of the consideration
received and the fair value of any retained interest
and the previous carrying amount of the assets
(including goodwill), and liabilities of the subsidiary
and any non-controlling interests. All amounts
previously recognised in other comprehensive
income in relation to that subsidiary are accounted
for as if the Group had directly disposed of
the related assets or liabilities of the subsidiary
(i.e. reclassified to profit or loss or transferred to
89
ANNUAL REPORT 2023
Financial report (audited)
Notes to the financial statements
another category of equity as specified/permitted
by applicable AASBs). The fair value of any
investment retained in the former subsidiary at
the date when control is lost is regarded as the
fair value on initial recognition for subsequent
accounting under IFRS 9, when applicable or the
cost on initial recognition of an investment in an
associate or a joint venture.
k) Interest income
Interest income is accrued on a time basis, by
reference to the principal outstanding and at the
effective interest rate applicable, which is that
rate that exactly discounts estimated future cash
receipts through the expected life of the financial
asset to that asset’s net carrying amount.
l) Share-based payments
Equity-settled share-based payments to
employees and others providing similar services are
measured at the fair value of the equity instruments
at the grant date. The fair value excludes the effect
of non-market-based vesting conditions. Details
regarding the determination of the fair value of
equity-settled share-based transactions are set out
in Note 15.
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 equity instruments
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.
m) Leases
The Group as lessee
The Group assesses whether a contract is or
contains a lease, at inception of the contract.
The Group recognises a right-of-use asset and
a corresponding lease liability with respect to all
lease arrangements in which it is the lessee, except
for short-term leases (defined as leases with a lease
term of 12 months or less) and leases of low value
assets (such as tablets and personal computers,
small items of office furniture and telephones).
For these leases, the Group recognises the lease
payments as an operating expense on a straight-
line basis over the term of the lease unless another
systematic basis is more representative of the time
pattern in which economic benefits from the leased
assets are consumed.
90
The lease liability is initially measured at the present
value of the lease payments that are not paid at
the commencement date, discounted by using
the rate implicit in the lease. If this rate cannot be
readily determined, the Group uses its incremental
borrowing rate.
The incremental borrowing rate depends on the
term, currency and start date of the lease and is
determined based on a series of inputs including:
the risk-free rate based on government bond rates;
a country-specific risk adjustment; a credit risk
adjustment based on bond yields; and an entity-
specific adjustment when the risk profile of the
entity that enters into the lease is different to that
of the Group and the lease does not benefit from a
guarantee from the Group.
Lease payments included in the measurement of
the lease liability comprise:
¬
Fixed lease payments (including in-substance
fixed payments), less any lease incentives
receivable;
¬ Variable lease payments that depend on an
index or rate, initially measured using the index
or rate at the commencement date;
¬
¬
¬
The amount expected to be payable by the
lessee under residual value guarantees;
The exercise price of purchase options, if the
lessee is reasonably certain to exercise the
options; and
Payments of penalties for terminating the lease,
if the lease term reflects the exercise of an
option to terminate the lease.
The lease liability is presented as a separate line in
the consolidated statement of financial position.
The lease liability is subsequently measured by
increasing the carrying amount to reflect interest
on the lease liability (using the effective interest
method) and by reducing the carrying amount to
reflect the lease payments made.
The Group remeasures the lease liability (and
makes a corresponding adjustment to the related
right-of-use asset) whenever:
¬
The lease term has changed or there is a
significant event or change in circumstances
resulting in a change in the assessment of
exercise of a purchase option, in which case
the lease liability is remeasured by discounting
the revised lease payments using a revised
discount rate.
ANDROMEDA METALS LIMITED
Financial report (audited)
Notes to the financial statements
¬
The lease payments change due to changes
in an index or rate or a change in expected
payment under a guaranteed residual value,
in which cases the lease liability is remeasured
by discounting the revised lease payments
using an unchanged discount rate (unless the
lease payments change is due to a change in
a floating interest rate, in which case a revised
discount rate is used).
¬ A lease contract is modified, and the lease
modification is not accounted for as a separate
lease, in which case the lease liability is
remeasured based on the lease term of the
modified lease by discounting the revised lease
payments using a revised discount rate at the
effective date of the modification.
The Group did not make any such adjustments
during the periods presented.
The right-of-use assets comprise the initial
measurement of the corresponding lease
liability, lease payments made at or before the
commencement day, less any lease incentives
received and any initial direct costs. They are
subsequently measured at cost less accumulated
depreciation and impairment losses.
Whenever the Group incurs an obligation for costs
to dismantle and remove a leased asset, restore the
site on which it is located or restore the underlying
asset to the condition required by the terms and
conditions of the lease, a provision is recognised
and measured under AASB 137. To the extent that
the costs relate to a right-of-use asset, the costs
are included in the related right-of-use asset, unless
those costs are incurred to produce inventories.
Right-of-use assets are depreciated over the
shorter period of lease term and useful life of the
underlying asset.
If a lease transfers ownership of the underlying
asset or the cost of the right-of-use asset reflects
that the Group expects to exercise a purchase
option, the related right-of-use asset is depreciated
over the useful life of the underlying asset. The
depreciation starts at the commencement date of
the lease.
The right-of-use assets are presented as a
separate line in the consolidated statement of
financial position.
The Group applies AASB 136 to determine whether
a right-of-use asset is impaired and accounts for
any identified impairment loss as described in the
‘Property, Plant and Equipment’ policy.
n) Government grants
Government grants are assistance by government
in the form of transfers of resources to the Group
in return for past or future compliance with certain
conditions relating to the operating activities of
the entity.
Government grants are not recognised until there
is reasonable assurance that the Group will comply
with the conditions attached to them and the grant
will be received. Government grants whose primary
condition is to assist with exploration activities are
netted against the exploration asset to which they
relate in the statement of financial position.
Other government grants are recognised as
income over the periods necessary to match them
with the related costs which they are intended to
compensate on a systematic basis. Government
grants receivable as compensation for expenses
or losses already incurred or for the purpose
of giving immediate financial support to the
consolidated entity with no future related costs
are recognised as income in the period in which it
becomes receivable.
Other grants related to cost reimbursements are
recognised as other income in profit or loss in the
period when the costs were incurred or when
the incentive meets the recognition requirements
(if later).
o) Business combinations
Acquisitions of subsidiaries and businesses are
accounted for using the acquisition method. The
consideration for each acquisition is measured
at the aggregate of their fair values (at the date
of exchange) of assets given, liabilities incurred
or assumed, and equity instruments issued by the
Group in exchange for control of the acquiree.
Acquisition-related costs are recognised in profit or
loss as incurred.
Where applicable, the consideration for the
acquisition includes any asset or liability resulting
from a contingent consideration arrangement,
measured at its acquisition-date fair value.
Subsequent changes in such fair values are
adjusted against the cost of acquisition where they
qualify as measurement period adjustments (see
below). All other subsequent changes in the fair
value of contingent consideration classified as an
asset or liability are accounted for in accordance
with relevant Standards. Changes in the fair value
of contingent consideration classified as equity are
not recognised.
Where a business combination is achieved in
stages, the Group’s previously held interests in the
acquired entity are remeasured to fair value at the
acquisition date (i.e. the date the Group attains
control) and the resulting gain or loss, if any, is
recognised in profit or loss. Amounts arising from
interest in the acquiree prior to the acquisition date
91
ANNUAL REPORT 2023
q) Non-current assets held for sale
Non-current assets (and disposal groups) classified
as held for sale are measured at the lower of
carrying amount and fair value less costs to sell.
Non-current assets and disposal groups are
classified as held for sale if their carrying amount
will be recovered through a sale transaction
rather than through continuing use. This condition
is regarded as met only when the sale is highly
probable, and the asset (or disposal group) is
available for immediate sale in its present condition.
Management must be committed to the sale which
should be expected to qualify for recognition as
a completed sale within one year from the date
of classification.
When the Group is committed to a sale plan
involving loss of control of a subsidiary, all of the
assets and liabilities of that subsidiary are classified
as held for sale when the criteria described above
are met, regardless of whether the Group will retain
a non-controlling interest in its former subsidiary
after the sale.
When the Group is committed to a sale plan
involving disposal of an investment in an associate
or, a portion of an investment in an associate, the
investment, or the portion of the investment in the
associate, that will be disposed of is classified as
held for sale when the criteria described above are
met. The Group then ceases to apply the equity
method in relation to the portion that is classified as
held for sale. Any retained portion of an investment
in an associate that has not been classified as held
for sale continues to be accounted for using the
equity method.
r) Research and development
Expenditure on research and development
activities are recognised in the period in which it is
incurred. Research activities are captured in both
the Consolidated Statement of Profit or Loss, as
expenses, and on the Consolidated Statement of
Financial Position as part of the exploration and
evaluation assets where appropriate.
Research and development government grants
both received and accrued, are recognised in
other income, for expenditure recognised as an
expense, and offsetting the associated capitalised
expenditure when the expenditure is recognised in
exploration and evaluation.
Financial report (audited)
Notes to the financial statements
that have previously been recognised in other
comprehensive income are reclassified to profit or
loss, where such treatment would be appropriate if
that interest were disposed of.
The acquiree’s identifiable assets, liabilities and
contingent liabilities that meet the conditions for
recognition under AASB 3 Business Combinations
are recognised at their fair value at the acquisition
date, except that:
¬ deferred tax assets or liabilities and liabilities
or assets related to employee benefit
arrangements are recognised and measured in
accordance with AASB 112 “Income Taxes” and
AASB 119 “Employee Benefits” respectively;
¬
liabilities or equity instruments related to the
replacement by the Group of an acquiree’s
share-based payment awards are measured
in accordance with AASB 2 “Share-based
Payment”; and
¬ assets (or disposal groups) that are classified as
held for sale in accordance with AASB 5 “Non-
current Assets Held for Sale and Discontinued
Operations” are measured in accordance with
that Standard.
If the initial accounting for a business combination
is incomplete by the end of the reporting period
in which the combination occurs, the Group
reports provisional amounts for the items for which
the accounting is incomplete. Those provisional
amounts are adjusted during the measurement
period (see below), or additional assets or liabilities
are recognised, to reflect new information obtained
about facts and circumstances that existed as
of the acquisition date that, if known, would have
affected the amounts recognised as of that date.
The measurement period is the period from
the date of acquisition to the date the Group
obtains complete information about facts and
circumstances that existed as of the acquisition
date and is subject to a maximum of one year.
p) Asset acquisitions
The acquisition of assets that do not represent a
business combination in accordance with AASB
3 Business Combinations are accounted for
as an asset acquisition. Accordingly, when an
asset acquisition does not constitute a business
combination, the cost of acquisition is allocated
to the identifiable assets and liabilities based on
their relative fair values at the date of purchase.
Transactions costs of the acquisition are included in
the capitalised cost of the asset. No goodwill arises
on the acquisition and no deferred tax will arise due
to the initial recognition exemption for deferred tax
under AASB 112 Income Taxes.
92
ANDROMEDA METALS LIMITED
Financial report (audited)
Notes to the financial statements
4 LOSS FROM OPERATIONS
Other income
Interest income on bank deposits
Gain/(Loss) on disposal of assets (i)
Government Grants (ii)
Fair value movement in equity investment held at fair value through
profit & loss
Other
YEAR ENDED
30/06/23
$
459,521
-
1,575,422
(34,300)
1,510
2,002,153
YEAR ENDED
30/06/22
$
39,297
(2,224)
538,693
(124,950)
1,700
452,516
(i) Disposal of office equipment.
(ii) Research & Development tax incentive recognised of $1,547,422 (2022: $516,693) and $28,000 grant received
for the Export Market Development Grant (2022: $22,000 from Entrepreneurs program).
Other expenses
Employee benefit expense:
Post-employment benefits:
Accumulated benefit superannuation plans
410,549
267,827
Share based payments:
Equity settled share-based payments (i)
Other employee benefits
427,243
6,010,358
6,848,150
2,280,129
3,574,562
6,122,518
Less amounts capitalised in exploration and evaluation expenditure
(2,973,779)
(2,030,688)
Depreciation of property, plant and equipment
Short-term rental expenses
3,874,371
4,091,830
424,722
65,746
191,021
37,138
(i) Share based payments relate to the amortisation of shares, options or performance rights granted to employees.
Share based payments do not represent cash payments and may or may not be exercised by the employee.
93
ANNUAL REPORT 2023
Financial report (audited)
Notes to the financial statements
5 INCOME TAX
a) Income tax recognised in profit or loss
The prima facie income tax expense on the loss before income
tax reconciles to the tax expense in the financial statements
as follows:
Loss from continuing operations
Income tax income calculated at 30%
Share based payments
Non deductable expenses
Non-assessable income
Other
YEAR ENDED
30/06/23
$
YEAR ENDED
30/06/22
$
(9,461,246)
(2,838,374)
128,173
823,590
(464,227)
-
(8,733,119)
(2,619,936)
684,039
173,412
(155,008)
-
Deferred tax assets not brought to account
2,350,838
1,917,493
Tax expense
-
-
The tax rate used in the above reconciliation is the corporate tax rate of 30% payable by Australian corporate
entities on taxable profits under Australian tax law, being the tax rate that is expected to apply to the period
when the net deferred tax asset is expected to be realised. There has been no change in the corporate tax rate
when compared with the previous reporting period.
b) Recognised tax assets and liabilities
Deferred tax assets/ and (liabilities) are attributable to the following:
30/06/23
$
(106,908)
(40,634,183)
(525,000)
(82,790)
37,176
1,061,717
213,712
108,357
-
(39,927,919)
39,927,919
-
30/06/22
$
(83,488)
(4,131,169)
(75,000)
(72,644)
26,769
1,384,148
42,999
66,251
-
(2,842,134)
2,842,134
-
Trade and other receivables
Exploration and evaluation expenditure
Assets available for sale
Property plant and equipment
Investments
Capital raising costs
Trade and other payables
Employee benefits
Other liabilities
Tax value of losses carried forward
Net deferred tax assets / (liabilities)
94
ANDROMEDA METALS LIMITED Financial report (audited)
Notes to the financial statements
c) Unrecognised deferred tax assets:
A deferred tax asset has not been recognised in respect of the following items:
Tax losses-revenue (Group)
Tax losses-revenue (transferred)
30/06/23
$
30/06/22
$
14,076,994
13,602,695
7,768,807
1,217,701
Exploration and evaluation expenditure
-
33,865,690
A deferred tax asset has not been recognised in respect of the
above tax losses because it is not probable that future taxable
profit will be available against which the consolidated entity can
utilise the benefit.
d) Movement in recognised temporary differences and tax losses
Opening balance
Recognised in equity
Recognised in income
Closing balance
Tax consolidation
30/06/23
$
30/06/22
$
-
-
-
-
-
-
-
-
Relevance of tax consolidation to the consolidated entity
The Company and its wholly owned Australian resident entities are in a tax-consolidated group and are therefore
taxed as a single entity. The head entity within the tax consolidated group is Andromeda Metals Limited.
Nature of tax funding arrangement
Entities within the tax-consolidated group have entered into a tax funding arrangement with the head entity.
Under the terms of the tax funding arrangement, Andromeda Metals Limited and its wholly owned Australian
resident entities have agreed to pay a tax equivalent payment to or from the head entity, based on the current
tax liability or current tax asset of the entity. Such amounts are reflected in amounts receivable from or payable to
other entities in the-consolidated group.
6 CASH AND CASH EQUIVALENTS
Cash at bank
Cash on deposit (i)
30/06/23
$
30/06/22
$
5,300,890
8,851,537
10,000,000
24,001,666
15,300,890
32,853,203
(i) Term deposits with maturity of 3 months or less at varying interest rates in excess of cash at bank rates.
95
ANNUAL REPORT 2023
Financial report (audited)
Notes to the financial statements
7 CURRENT TRADE AND OTHER RECEIVABLES
Interest receivable
Government grant receivable
Prepaid expenses
GST receivable
Other receivables and prepayments
8 OTHER NON-CURRENT FINANCIAL ASSETS
Deposits (Note 22 (e))
Equity Investments at fair value through profit & loss (i)
Environmental bonds
30/06/23
$
86,998
2,401,143
269,362
42,413
41,105
2,841,021
30/06/23
$
225,857
12,250
62,000
300,107
30/06/22
$
9,917
865,108
268,376
89,145
14,665
1,247,211
30/06/22
$
258,284
46,940
67,000
372,224
(i) Shares owned in listed companies with fair value based on the quoted share price on the ASX with fair value
recognised in Note 4.
9 EXPLORATION AND EVALUATION ASSETS
Costs brought forward
Expenditure incurred during the year
30/06/23
$
137,367,031
7,372,212
30/06/22
$
11,316,819
3,714,818
Acquisition additions of Minotaur Exploration (refer note 29)
-
124,066,962
Government grants received / receivable
(370,220)
(1,041,224)
Impairment of exploration and evaluation expenditure assets
Expenditure impaired (i)
Expenditure written off (ii)
Transfer to assets held for sale- refer note 9(a)
144,369,023
138,057,375
(672,213)
(72,374)
(1,500,000)
(2,244,587)
(422,114)
(18,230)
(250,000)
(690,344)
142,124,436
137,367,031
96
ANDROMEDA METALS LIMITED Financial report (audited)
Notes to the financial statements
(i)
Impairment
Impairment of specific exploration and evaluation assets during the year have occurred where Directors have
concluded that capitalised expenditure is unlikely to be recovered by sale or future exploitation. At each
reporting date the group undertakes an assessment of the carrying amount of its exploration and evaluation
assets.
During the year indicators of impairment were identified on certain exploration and evaluation assets in
accordance with AASB 6 Exploration for and Evaluation of Mineral Resources. The identified impairment relates
to the tenements that are going through a sale process and the carrying value has been written down to the
expected sale proceeds.
As a result of this review, an impairment loss of $672,213 (2022: $422,114) has been recognised in relation to areas
of interest where the Directors have concluded that the capitalised expenditure is written down to its estimated
recoverable or sale value.
(ii) Expenditure written off relates to exploration and evaluation expenditure associated with tenements or parts
of tenements that have been surrendered, or exploration to identify new exploration targets where no tenure is
currently held by the Company.
The recoverability of the carrying value of the exploration and evaluation assets is dependent on successful
development and commercial exploitation, or alternatively, sale of the respective areas of interest.
9a ASSETS HELD FOR SALE
Exploration and evaluation assets
30/06/23
$
1,750,000
30/06/22
$
250,000
Selected exploration and evaluation assets have been actively marketed with sales discussions well advanced as at
30 June 2023. The associated exploration asset has been written down to the expected value of the sales proceeds.
The excess carrying value of the exploration asset has been impaired prior to the asset being reclassified into assets
held for sale.
97
ANNUAL REPORT 2023 Financial report (audited)
Notes to the financial statements
10 PROPERTY, PLANT AND EQUIPMENT
LAND &
BUILDINGS
PLANT AND
EQUIPMENT
WORK IN
PROGRESS
MOTOR
VEHICLES
FURNITURE
& FITTINGS
OFFICE & IT
EQUIPMENT
LEASEHOLD
IMPROVEMENT
RIGHT OF USE
ASSETS
TOTAL
2022/23
Gross carrying amount
Opening balance
736,180 445,824
92,172
4,792
18,263
165,560
-
-
141,862
702,374
(105,432)
(71,717)
-
-
-
30,439
93,045
-
84,104
-
-
-
-
894,807 2,357,598
129,765 1,004,440
736,180
482,254 722,829
4,792
111,308
195,999
84,104 1,024,572 3,362,038
Additions
Transfers
Balance
30 June 2023
Accumulated depreciation
Opening balance
(15,026)
(48,826)
Depreciation
(16,904)
(88,746)
(31,930)
(137,572)
Balance
30 June 2023
Net book value
30 June 2023
-
-
-
(4,209)
(5,798)
(80,735)
-
(68,685)
(223,279)
(264)
(26,914)
(45,419)
(20,886)
(225,589)
(424,722)
(4,473)
(32,712)
(126,154)
(20,886)
(294,274)
(648,001)
704,250 344,682 722,829
319
78,596
69,845
63,218
730,298 2,714,037
-
-
-
-
-
-
-
-
-
-
185,268
542,077
851,978
2,114,604
-
-
(142,439)
(299,083)
894,807 2,357,598
(103,274)
(329,117)
(107,850)
(191,021)
142,439
296,859
(68,685)
(223,279)
826,122
2,134,319
2021/22
Gross carrying amount
Opening balance
-
45,998
38,288
4,792
62,488
205,243
Additions
Transfers
Disposals and
write-offs
Balance
30 June 2022
736,180
404,974
60,856
6,972
(6,972)
(12,120)
-
-
-
-
2,307
58,309
-
-
(46,532)
(97,992)
736,180 445,824
92,172
4,792
18,263
165,560
Accumulated depreciation
Opening balance
-
(24,428)
Depreciation
(15,026)
(36,518)
-
12,120
(15,026)
(48,826)
-
-
-
-
(3,945)
(46,568)
(150,902)
(264)
(3,600)
(27,763)
-
44,370
97,930
(4,209)
(5,798)
(80,735)
721,154
396,998
92,172
583
12,465
84,825
Disposals and
write-offs
Balance
30 June 2022
Net book value
30 June 2022
98
ANDROMEDA METALS LIMITED Financial report (audited)
Notes to the financial statements
10 PROPERTY, PLANT AND EQUIPMENT continued
The Group has three leases, one for office premises, one for property, and the other for equipment. The average
lease term is 2.75 years (2022: 4.5 years).
Amount recognised in profit or loss
Depreciation expense on right-to-use assets
Interest expense on lease liabilities
Expense relating to short term leases
The total cash outflow for leases amounts to $224,381 (2022: $102,271).
11 CURRENT LIABILITIES – TRADE AND OTHER PAYABLES
Trade payables and accruals (i)
30/06/23
$
225,589
27,374
65,746
30/06/23
$
1,730,341
1,730,341
30/06/22
$
107,850
10,206
37,138
30/06/22
$
1,966,169
1,966,169
(i) Trade payables and accruals principally comprise amounts outstanding for trade purchases in relation to
exploration activities and ongoing costs. The average credit period taken for trade purchases is 30 days. No
interest is charged on the trade payables. The Group has financial risk management policies in place to ensure
that all payables are paid within the agreed credit terms.
12 CURRENT LIABILITIES – PROVISIONS
Employee benefits – annual leave
Movement in employee benefits
Balance at the beginning of the year
Leave accrued
Leave taken
Closing value
30/06/23
$
309,710
309,710
185,337
347,107
(222,733)
309,711
30/06/22
$
185,337
185,337
41,933
202,234
(58,830)
185,337
99
ANNUAL REPORT 2023 Financial report (audited)
Notes to the financial statements
13 LEASE LIABILITIES
Maturity analysis:
Year 1
Year 2
Year 3
Year 4
Year 5
Less unearned interest
Closing value
Analysed as:
Current
Non-current
30/06/23
$
30/06/22
$
221,161
218,679
196,764
134,372
-
770,976
(43,860)
727,116
200,576
526,540
727,116
190,865
196,585
200,015
193,733
131,924
913,122
(66,985)
846,137
165,974
680,163
846,137
The Group does not face a significant liquidity risk with regards to its lease liabilities. Lease liabilities are monitored
within the Group’s treasury function.
14 NON-CURRENT LIABILITIES - PROVISIONS
Employee benefits – long service leave
Make good provision
30/06/23
$
51,480
55,000
106,480
30/06/22
$
35,498
-
35,498
100
ANDROMEDA METALS LIMITED Financial report (audited)
Notes to the financial statements
15 ISSUED CAPITAL
3,110,270,932 fully paid ordinary shares (2022: 3,108,008,432)
219,934,341
219,302,341
30/06/23
$
30/06/22
$
2,107,500 treasury stock (2022: 2,107,500)
Movement in issued shares for the year:
(52,221)
(52,221)
219,882,120
219,250,120
NUMBER
YEAR ENDED
30/06/23
$
NUMBER
YEAR ENDED
30/06/22
$
Fully paid ordinary shares
Balance at beginning of financial year
3,108,008,432
219,302,341
2,160,727,827
56,981,743
Placement at 15 cents
Costs associated with the issue of shares
Exercise of listed options
Exercise of unlisted options
-
-
-
-
-
-
-
-
299,999,219
44,999,913
-
-
(2,303,816)
-
23,273,333
1,622,283
Conversion of Performance Rights
2,262,500
632,000
3,500,000
1,032,500
Transfer from Options Reserve
Shares issued as part of acquisition of
Minotaur Exploration (i)
Related income tax
-
-
-
-
-
-
-
-
620,508,053
116,969,718
-
-
Balance at end of financial year
3,110,270,932
219,934,341
3,108,008,432
219,302,341
Treasury stock
Balance at beginning of financial year
(2,107,500)
(52,221)
(2,107,500)
(52,221)
Shares issued from treasury stock
-
-
-
-
Balance at end of financial year
(2,107,500)
(52,221)
(2,107,500)
(52,221)
Total issued capital
3,108,163,432
219,882,120
3,105,900,932
219,250,120
Fully paid shares carry one vote per share and carry the right to dividends.
(i) Represents the value of shares at the date of issue. Details of the acquisition are disclosed in Note 29 below.
Financial year ended 30 June 2022
On 27 July 2021 the Company issued 299,999,219 ordinary shares under a placement to professional and
sophisticated investors and existing shareholders at an issue price of 15 cents per share raising $44,999,913
before costs.
Financial year ended 30 June 2023
There were no shares issued as part of a capital raising during the year.
101
ANNUAL REPORT 2023 Financial report (audited)
Notes to the financial statements
Share options on issue
OPENING
AS AT 30/6/22
ISSUED
EXERCISED
FORFEITED
LAPSED
CLOSING
AS AT 30/6/23
Unlisted Options (i)
43,320,000
Unlisted Options (ii)
20,000,000
Unlisted Options (ii)
6,160,000
Total
69,480,000
-
-
-
-
-
-
-
-
- (43,320,000)
-
-
- 20,000,000
(1,400,000)
-
4,760,000
(1,400,000)
(43,320,000)
24,760,000
(i)
Issued on 24/12/19 with an exercise price of 6.4 cents and an expiry date of 28/11/22.
(ii)
Issued on 24/12/19 with an exercise price of 7.5 cents and an expiry date of 28/11/23.
(iii) Issued on 3/12/21 and vest 31/12/23 with an exercise price of 23.75 cents and an expiry date of 31/12/25.
Performance rights
OPENING
AS AT 30/6/22
ISSUED
EXERCISED
FORFEITED
LAPSED
Performance Rights (i)
10,558,850
Performance Rights (ii)
2,000,000
Performance Rights (iii)
5,639,475
Performance Rights (iv)
2,760,000
Performance Rights (v)
2,625,000
Performance Rights (vi)
750,000
Total
24,333,325
-
-
-
-
-
-
-
-
(1,001,250)
(2,000,000)
-
-
-
-
(860,364)
-
(1,125,000)
-
-
-
-
-
CLOSING
AS AT 30/6/23
9,557,600
-
4,779,111
2,760,000
1,500,000
(262,500)
-
(487,500)
-
(2,262,500)
(2,986,614)
(487,500)
18,596,711
(i)
(ii)
Issued on the 26/11/20 expiring on the 26/11/23. The vesting condition is the Commencement of mining at the
Great White Deposit (or equivalent deposit).
Issued on the 24/12/20 expiring on the 24/12/22. The vesting condition was the Approval of the Mining Lease
application for the Great White Project.
(iii) Issued on the 26/08/21, with an expiry date of 23/12/23. 67.7% of the Performance Rights to vest upon the
commencement of mining and 32.3% of the Performance Rights to vest upon the first shipment of Kaolin product.
(iv) Issued 25/11/21, with an expiry date of 30/6/24. The performance rights will vest and be convertible into fully
paid ordinary shares in the Company upon commercial shipment of a refined kaolin product, with the following
graduated hurdles:
i. 50,000 tonnes shipped will result in 20% of Performance Rights to vest;
ii.
115,000 tonnes shipped will result in 50% of Performance Rights to vest;
iii. 165,000 tonnes or more shipped will result in 100% of Performance Rights to vest.
(v) Issued on 2/12/21, with an expiry date of 30/6/23. The performance rights will vest and be convertible into fully
paid ordinary shares in the Company upon commercial shipment of a refined kaolin product, with the following
graduated hurdles:
i. 50,000 tonnes shipped will result in 20% of Performance Rights to vest;
ii.
115,000 tonnes shipped will result in 50% of Performance Rights to vest;
iii. 165,000 tonnes or more shipped will result in 100% of Performance Rights to vest.
(vi) Issued 2/12/21, with an expiry date of 31/12/23. 55% of the Performance Rights to vest upon the achievement of
several Business Development hurdles and 45% to vest upon the commencement of mining.
102
ANDROMEDA METALS LIMITED Financial report (audited)
Notes to the financial statements
16 RESERVES
Share option reserve (i)
NCI acquisition reserve (ii)
30/06/23
$
4,287,070
926,813
5,213,883
30/06/22
$
5,938,472
926,813
6,865,285
(i) The share option reserve arises from the issuance of share options and performance rights to directors,
employees and consultants.
(ii) The NCI acquisition reserve represents the incremental increase (or decrease) in the Andromeda share price
on the acquisition of non-controlling interests post the date control was obtained. This reserve relates to the
acquisition of Minotaur Exploration Limited.
17 LOAN FUNDED EMPLOYEE SHARE PLAN
The Loan Funded Employee Share Plan (LFESP) is an ownership-based compensation plan for executives, employees
and consultants established in November 2015.
At 30 June 2023 the number of shares granted to executives and employees was nil and the amount held by the
trustee of the LFESP was 2,107,500 that are available to be issued to executives and employees. During the year no
shares were transferred to executives and employees through the settlement of their respective interest-free loans.
No shares have been issued under the plan since May 2018 and the Group does not intend to issue anything further
under this plan.
18 KEY MANAGEMENT PERSONNEL COMPENSATION
The key management personnel of Andromeda Metals Limited during the year were:
y M Wilkes (Non-executive Chairman)
y A N Shearer (Non-executive Director) – Resigned 24 August 2022
y M Holzberger (Non-executive Director)
y A Perrin (Non-executive Director) – Commenced 1 July 2022
y R Katsiouleris (CEO & Managing Director) – Commenced 1 April 2023
y J E Marsh (Executive Director - Sales & Marketing) – Managing Director 1 July 2022 to 31 March 2023
y J F Ranford (Chief Operating Officer) – Resigned as Director 21 November 2022
y M Zannes (Chief Financial Officer) – Resigned 3 March 2023
y
T Anderson (Chief Commercial Officer)
The aggregate compensation of key management personnel of the Group is set out below:
Short-term employee benefits
Other non-cash benefits
Superannuation
Incentives
Post-employment benefits
Share-based payments (i)
YEAR ENDED
30/06/23
$
2,084,592
36,799
118,450
374,606
46,549
(449,663)
2,211,331
YEAR ENDED
30/06/22
$
1,686,133
71,232
103,973
-
-
1,876,305
3,737,643
(i) Share based payments do not represent cash payments to key management personnel and the related shares
may or may not ultimately vest.
103
ANNUAL REPORT 2023 Financial report (audited)
Notes to the financial statements
19 REMUNERATION OF AUDITORS
Deloitte and related network firms*
Audit or review of financial reports
– Andromeda Group
Grant Thornton and related network firms
Audit or review of financial reports
– Minotaur Exploration Limited
30/06/23
$
30/06/22
$
154,721
100,670
15,000
169,721
-
100,670
* The auditor of Andromeda Metals Limited is Deloitte Touche Tohmatsu.
20 RELATED PARTY DISCLOSURES
a) Equity interests in related parties
Equity interests in subsidiaries
Details of the percentage of ordinary shares held in subsidiaries are disclosed in Note 26 to the financial
statements.
Interests in joint arrangements
Details of interests in joint arrangements are disclosed in Note 21 to the financial statements.
b) Key management personnel compensation
Details of key management personnel compensation are disclosed in Note 18.
c) Transactions with key management personnel
Other than as disclosed in Note 18 and Note 20(b), there were no transactions with key management personnel or
their personally related entities during the year ended 30 June 2023 (2022: Nil).
21 THIRD PARTY INTERESTS
The Group had interests in unincorporated joint arrangements at 30 June 2023 as follows:
Great White Kaolin Joint Venture (note i) – Halloysite-Kaolin Evaluation
and Development
Halloysite Nanotechnology Joint Venture (note ii) - halloysite research
Eyre Kaolin Joint Venture (note iii)
Wudinna Gold Joint Venture (note iv) – Gold Exploration
Moonta Copper ISR Joint Venture (note v) – Copper in-situ recovery
Moonta Porphyry Joint Venture (note vi) – Copper/Gold Exploration
PERCENTAGE
INTEREST 2023
PERCENTAGE
INTEREST 2022
100%
100%
-
25%
100%
90%
100%
100%
-
35%
100%
90%
(i) Under the terms of the Great White Kaolin Joint Venture Agreement with Minotaur Exploration Limited (Minotaur)
announced 26 April 2018, the Company reached Stage 2 during the December 2020 Quarter, earning a
75% interest in the Project. On 10 November 2021 the Company announced that it had entered into a Bid
Implementation Agreement, pursuant to which Andromeda will offer to acquire all issued ordinary shares of
Minotaur by way of an off-market takeover offer. On 7 February 2022 the Company announced that it had
acquired Minotaur (Note 29) and subsequently consolidated the Great White Kaolin Project.
104
ANDROMEDA METALS LIMITED
Financial report (audited)
Notes to the financial statements
(ii) The Halloysite Technology Joint Venture was a collaborative partnership with Minotaur Exploration Limited
established on 16 May 2019 to undertake research and development to develop intellectual property and
investigate commercial applications for halloysite-kaolin nanotubes sourced from the Great White Kaolin Project.
On 10 November 2021 the Company announced that it had entered into a Bid Implementation Agreement,
pursuant to which Andromeda will offer to acquire all the issued ordinary shares of Minotaur by way of an off-
market takeover offer. On 7 February 2022 the Company announced that it had completed the acquisition on
Minotaur Exploration Limited (Note 29) and subsequently consolidated the Great White Kaolin Project.
(iii) The Heads of Agreement (HOA) with private entity Peninsula Exploration Pty Ltd (Peninsula) to form the Eyre Kaolin
Project Joint Venture (EKJV) was announced 12 August 2021. Under the terms of the agreement the Company is to
sole fund $140,000 (exclusive of tenement rents) on the Project tenements within 12 months of commencement of
the EKJV which was 13 September 2021. Stage 1 expenditure obligation by Andromeda of $750,000 (exclusive of
tenement rents and which is inclusive of the minimum expenditure requirement) within 3 years of commencement
to earn a 51% interest in the EKJV (Stage 1 commitment). Andromeda can elect to sole fund an additional $2
million over a further 3 years on meeting Stage 1 to earn an additional 29% interest, taking its overall interest in the
EKJV to 80% (Stage 2 commitment). During the year an Exploration Target at the Chairlift Prospect was identified
23 holes were drilled. From this drilling, the Company continues to await the full results of the samples that were
submitted for processing and analysis.
(iv) Under the terms of the Wudinna Farm-in and Joint Venture Agreement, Lady Alice Mines Pty Ltd (LAM) was
required to spend $2,100,000 by 30 October 2020 on exploration activities across tenements comprising the
Company’s Eyre Peninsula Gold Project to earn a 50% equity interest in the Project. The Company granted an
extension to 31 December 2020 for the completion of the Stage 1 expenditure following a request from LAM due
to logistical issues associated with COVID-19, which was met. On 8 February 2022 the Company announced that
LAM had given notice that it had met Stage 2 of the earn in having spent an additional $1,650,000, increasing
its equity to 65%. On 1st December 2022, LAM advised that they had achieved their Stage 3 expenditure
commitment to earn 75% of the project. Thereafter each party may contribute to ongoing expenditure in
respect to their joint venture holding or else elect to dilute. Should a party’s equity fall below 5%, its equity will
be compulsory acquired by the other party at a price to be negotiated in good faith or as determined by an
independent valuer. LAM was acquired by London Stock Exchange listed entity Cobra Resources PLC in
calendar year 2019 and acts as the operator of the joint venture.
(v) The Moonta Copper ISR Mining Farm-in and Joint Venture Agreement was entered into on 19 December 2018
with Environmental Metals Recovery Pty Ltd (EMR) to progress the potential to recover copper via in-situ leach
recover technique across the northern part of the Company’s Moonta tenement in South Australia. Under the
terms of the agreement joint venture EMR had the right to sole fund $2.0million over 4 years to earn a 51% equity
interest in the project area. The 51% earn-in requirements were not satisfied within the 4-year timeframe, but the
Company has not yet given a breach notice under the agreement pending the outcome of ongoing discussions
between the parties as to the best way to proceed.
(vi) The Moonta Porphyry Joint Venture was established under a Heads of Agreement dated 12 February 1996
and the Group currently holds a 90% joint venture interest. The Group has an option to purchase the remaining
10% at any time for a consideration of $200,000 cash or the equivalent of $200,000 in Andromeda Metals
Limited shares
The amount included in mining tenements, exploration, and evaluation (Note 9) includes $1,435,434
(2022: $3,255,130) relating to the above joint arrangements.
105
ANNUAL REPORT 2023 Financial report (audited)
Notes to the financial statements
22 COMMITMENTS FOR EXPENDITURE AND CONTINGENT LIABILITIES
a) Exploration expenditure commitments
The Group has certain obligations to perform exploration work and expend minimum amounts of money on such
works on mineral exploration tenements.
These obligations will vary from time to time, subject to statutory approval. The terms of current and future joint
ventures, the grant or relinquishment of licences and changes to licence areas at renewal or expiry, will alter the
expenditure commitments of the Company.
Total expenditure commitments at balance date in respect of minimum expenditure requirements not provided for
in the financial statements are approximately:
Not later than one year
Later than one year but not later than two years:
Later than two years but not later than five years:
b) Natural Nanotech
2023
$
650,417
400,833
1,116,250
2022
$
663,333
439,583
1,190,833
The Group has commitments to fund research partnerships that have been entered into by Natural Nanotech Pty
Ltd. Natural Nanotech Pty Ltd is a fully owned subsidiary of the Group.
Total expenditure commitments at balance date in respect of the research funding not provided for in the financial
statements are approximately:
Not later than one year
Later than one year but not later than two years:
Later than two years but not later than five years:
2023
$
605,000
380,000
142,500
2022
$
1,750,000
1,605,000
1,920,000
The Research Agreement related to the Carbon Capture and Conversion project with the University of Newcastle
was terminated by mutual agreement on the 28th April 2023. Andromeda retains control and ownership of the
CC&C business opportunity and associated intellectual property.
c) Capital expenditure
The Group has committed to purchase a number of long lead time capital items in order to build the processing
plant at the Great White Project.
Total expenditure commitments at balance date in respect of the capital expenditure not provided for in the
financial statements are approximately:
Not later than one year
Later than one year but not later than two years:
Later than two years but not later than five years:
2023
$
2,607,070
-
-
2022
$
-
-
-
d) Service agreements
Details of the current services and consultancy agreements are set out below:
2023
KEY MANAGEMENT PERSONNEL
TERMS
J F Ranford
Monthly rate of $30,000 for 3 days week
Mr Ranford entered into an employment agreement on 20 October 2022 and the above service agreement is no
longer in effect.
106
ANDROMEDA METALS LIMITED Financial report (audited)
Notes to the financial statements
2022
KEY MANAGEMENT PERSONNEL
TERMS
J F Ranford
R G J Grivas (i)
N J Harding (ii)
Monthly rate of $30,000 for 3 days week
Daily rate of $1,000 per day as required
Daily rate of $920
(i) Mr Grivas resigned as a Director of the Company on 20 January 2022 and the agreement is no longer in effect
(ii) Mr Harding resigned as a Director of the Company on 11 August 2021 and the agreement is no longer in effect
On 1 June 2020 the Group entered into a service agreement with an entity associated with J F Ranford with no fixed
term. The Group or the entity associated with J F Ranford may terminate the agreement by giving three months’
notice respectively.
e) Bank guarantees
The Group has provided restricted cash deposits of $225,857 as security for the following unconditional
irrevocable bank guarantees:
¬
Environment bonds of $10,107 (2022: $10,008) to the Minister for Mineral Resources Department,
South Australia,
¬ A cash deposit of $90,225 (2022: $90,225) to secure a credit card facility,
¬ A rent guarantee of $125,525 (2022: $125,525) to the landlord of the Company’s leased office premises.
23 FINANCIAL INSTRUMENTS
Capital risk management
The Group aims to manage its capital to ensure that entities in the Group will be able to continue as a going concern
while maximising the return to shareholders through the optimisation of the debt and equity balance.
The capital structure of the Group consists of cash and cash equivalents, and equity attributable to equity holders of
the parent, comprising issued capital, reserves and accumulated losses.
Due to the nature of the Group’s activities (exploration) the directors believe that the most advantageous way to fund
activities is through equity and strategic joint venture arrangements. The Group’s exploration activities are monitored
to ensure that adequate funds are available.
Categories of financial instruments
Financial assets
Cash and cash equivalents
Trade and other receivables
Other financial assets
Financial liabilities
Trade and other payables
Lease liabilities
2023
$
2022
$
15,300,890
32,853,203
2,841,021
300,107
1,247,211
372,224
1,730,341
727,116
1,966,169
846,137
Interest rate risk management
The Group’s exposures to interest rates on financial assets and financial liabilities are detailed in the liquidity risk
management section of this note.
107
ANNUAL REPORT 2023
Financial report (audited)
Notes to the financial statements
Interest rate sensitivity analysis
The sensitivity analysis below has been determined based on the exposure to interest rates for both derivative and
non-derivative instruments at the reporting date and the stipulated change taking place at the beginning of the
financial year and held constant throughout the reporting period.
At reporting date, if interest rates had been 50 basis points higher or lower and all other variables were held constant,
the Group’s net profit would increase by $116,779 and decrease by $105,446 (2022: increase by $200,224 and
decrease by $44,295). This is mainly attributable to interest rates on bank deposits.
Credit risk management
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to
the Group. The Group has adopted a policy of only dealing with creditworthy counterparties and obtaining sufficient
collateral where appropriate, as a means of mitigating the risk of financial loss from activities.
The Group does not have any significant credit risk exposure to any single counterparty or any group of
counterparties having similar characteristics. The credit risk on liquid funds is limited because the counterparties are
banks with high credit-ratings assigned by international credit-rating agencies.
The carrying amount of financial assets recorded in the financial statements, net of any allowances for losses,
represents the Group’s maximum exposure to credit risk without taking account of the value of any collateral obtained.
Liquidity risk management
Ultimate responsibility for liquidity risk management rests with the Board of Directors, who has built an appropriate
liquidity risk management framework for the management of the Group’s short, medium and long-term funding and
liquidity management requirements. The Group manages liquidity risk by maintaining adequate reserves.
Liquidity and interest risk tables
The following table details the Group’s remaining contractual maturity for its non-derivative financial liabilities. The
table has been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on
which the Group can be required to pay. The table includes both interest and principal cash flows.
WEIGHTED AVERAGE
EFFECTIVE INTEREST RATE
%
LESS THAN
ONE YEAR
$
ONE TO
TWO YEARS
$
TWO TO
THREE YEARS
$
THREE TO
FOUR YEARS
$
FOUR TO
FIVE YEARS
$
2023
Non-interest bearing
-
1,730,341
-
-
-
Interest bearing
3.23%
200,576
204,712
189,079
132,749
2022
Non-interest bearing
-
1,966,169
-
-
-
-
-
-
Interest bearing
3.23%
187,566
187,088
184,337
172,683
114,462
Fair value of financial instruments
The fair values of financial assets and financial liabilities are determined as follows:
y
y
the fair value of financial assets and financial liabilities with standard terms and conditions and traded on active
liquid markets are determined with reference to quoted market prices.
the fair value of other financial assets and financial liabilities (excluding derivative instruments) are determined in
accordance with generally accepted pricing models based on discounted cash flow analysis using prices from
observable current market transactions.
y
the book value approximates the fair value.
108
ANDROMEDA METALS LIMITED
Financial report (audited)
Notes to the financial statements
24 SEGMENT INFORMATION
The Group’s focus is on developing its Kaolin Halloysite assets, including the Great White Project and associated
technologies. The decision to allocate resources to other projects in which the Group has an interest is predominantly
based on available cash reserves, technical data and the expectations of future commodity prices. This is the basis
on which internal reports are provided to the directors for assessing performance and determining the allocation of
resources within the Group. Overall, the Group has a number of exploration licenses in Australia which are managed
on a portfolio basis. Accordingly, the Group effectively operates as one segment, being exploration in Australia.
25 EARNINGS PER SHARE
Basic earnings per share – Profit / (loss)
Diluted earnings per share – Profit / (loss)
Basic earnings per share
The earnings and weighted average number of ordinary shares used
in the calculation of basic earnings per share are as follows:
– Earnings
YEAR ENDED
30/06/23
CENTS PER SHARE
YEAR ENDED
30/06/22
CENTS PER SHARE
(0.30)
(0.30)
(0.33)
(0.33)
$
$
(9,461,246)
(8,733,119)
NUMBER
NUMBER
– Weighted average number of ordinary shares
3,109,993,603
2,661,699,070
Diluted earnings per share
The earnings and weighted average number of ordinary shares used
in the calculation of diluted earnings per share are as follows:
– Earnings
$
$
(9,461,246)
(8,733,119)
NUMBER
NUMBER
– Weighted average number of ordinary shares
3,109,993,603
2,661,699,070
The following potential ordinary shares are anti-dilutive and are
therefore excluded from the weighted average number of ordinary
shares for the purposes of diluted profit / (loss) per share:
– Listed share options
– Unlisted share options
– Treasury shares
YEAR ENDED
30/06/23
NUMBER
YEAR ENDED
30/06/22
NUMBER
-
-
24,760,000
69,480,000
2,107,500
2,107,500
26,867,500
71,587,500
109
ANNUAL REPORT 2023 Financial report (audited)
Notes to the financial statements
26 CONTROLLED ENTITIES
NAME OF ENTITY
Parent Entity
Andromeda Metals Limited
Subsidiaries
Adelaide Exploration Pty Ltd
Peninsula Resources Pty Ltd
ADN LFESP Pty Ltd
Mylo Gold Pty Ltd
Frontier Exploration Pty Ltd
Andromeda Industrial Minerals Pty Ltd
Andromeda Green Technologies
Andromeda IP Pty Ltd
Andromeda Base Metals Holdings Pty Ltd
Andromeda Industrial Minerals Holdings Pty Ltd
Andromeda Technologies Holdings Pty Ltd
Andromeda Industrial Minerals NZ Pty Ltd
Camel Lake Halloysite Pty Ltd
Eyre Kaolin Pty Ltd
Great White Industrial Minerals Holdings Pty Ltd
Minotaur Exploration Pty Ltd
Minotaur Industrial Minerals Pty Ltd
Great Southern Kaolin Pty Ltd
Natural Nanotech Pty Ltd
(i) Head entity in tax consolidated group
(ii) Members of tax consolidated group
COUNTRY OF
INCORPORATION
OWNERSHIP INTEREST
2023
%
2022
%
Australia
100%
100%
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
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%
100%
-
-
-
-
-
-
-
100%
100%
100%
100%
(i)
(ii)
(ii)
(ii) (iii)
(ii)
(ii)
(ii)
(ii)
(ii)
(ii)
(ii)
(ii)
(ii)
(ii)
(ii)
(ii)
(ii)
(ii)
(ii)
(ii)
(iii) The Company acts as the trustee to the Loan Funded Employee Share Plan.
110
ANDROMEDA METALS LIMITED Financial report (audited)
Notes to the financial statements
27 PARENT ENTITY DISCLOSURES
FINANCIAL POSITION
Assets
Current assets
Non-current assets
Total assets
Liabilities
Current liabilities
Non-current liabilities
Total liabilities
Equity
Issued capital
Reserves
Accumulated profits/(losses)
Total equity
FINANCIAL PERFORMANCE
Profit / (loss) for the year
Other comprehensive income
30/06/23
$
30/06/22
$
18,138,405
32,669,615
146,892,086
141,510,640
165,030,491
174,180,255
2,240,628
633,020
2,873,648
2,206,356
715,661
2,922,017
219,882,119
219,250,119
4,292,071
5,938,472
(62,017,347)
(53,930,353)
162,156,843
171,258,238
YEAR ENDED
30/06/23
$
YEAR ENDED
30/06/22
(9,228,922)
(7,582,717)
-
-
Total comprehensive income / (loss)
(9,228,922)
(7,582,717)
Commitment for expenditure and contingent liabilities of the parent entity
Note 22 to the financial statements disclose the Group’s commitments for expenditure and contingent liabilities. Of the
items disclosed in that note the following relate to the parent entity:
y
service agreements
y bank guarantees
28 SUBSEQUENT EVENTS
On the 24 August 2023 the Company released the results of the updated Definitive Feasibility Study (2023 DFS)
following a comprehensive strategy review and approach to developing The Great White Project. The Great White
Project Net Present Value increased by 65% to A$1,010 million and average annual earnings before interest, tax,
depreciation and amortisation (EBITDA) increased 59% to A$130 million. With the 2023 DFS completed the Company
can progress our funding strategy to support an anticipated Final Investment Decision being made.
On the 15th September 2023, the Company confirmed the sale of the Drummond Epithermal Gold Project (via the
disposal of subsidiary Adelaide Exploration Pty Ltd) with consideration received in the form of shares in Trigg Minerals
Limited of $250,000 and reimbursement of tenement expenditure up to an amount of $45,000 for expenditure
incurred by Andromeda from 1 August 2022 until 30 June 2023. Andromeda will also receive a non-refundable
upfront payment of $27,000 in cash and a refund of $7,500 in respect of the environmental bonds for the project at
completion of the sale.
There were no other matters or circumstances occurring subsequent to the end of the financial year that has
significantly affected, or may significantly affect, the operations of the consolidated entity, the results of those
operations, or the state of affairs of the consolidated entity in future financial years.
111
ANNUAL REPORT 2023 Financial report (audited)
Notes to the financial statements
29 ASSET ACQUISITION (PRIOR YEAR)
Minotaur Exploration Limited
On the 10th of November 2021 Andromeda announced the unanimously recommended off-market takeover offer
of Minotaur Exploration Limited. The deal was designed to consolidate the Great White and Natural Nanotech joint
ventures as 100% owned under Andromeda. The offer of 1.15 new Andromeda shares for every Minotaur share was
seen as an accretive transaction for Andromeda. The bid was subject to a number of conditions precedent.
On the 7th February 2022, Andromeda announced the offer made under its off-market takeover bid for all the
securities in Minotaur Exploration Limited was free from all Conditions set out in section 14.7 of the associated
Bidder’s Statement. As at 9.00am on the 7th of February Andromeda’s relevant interest in MEP was 79.16% with
the ADN share price being $0.19 cents per share. At the closing of the offer period on the 25th of February 2022
Andromeda’s relevant interest had increased to 92.12% with the ADN share price being $0.17 cents per share. On this
date Andromeda also announced the intention to commence the compulsory acquisition of the remaining shares in
Minotaur to bring Andromeda’s interest to 100%. The compulsory acquisition was completed on the 29th of March
2022 with the ADN share price at $0.18 cents per share.
The Group has determined that the acquisition of Minotaur Exploration Ltd does not represent a business
combination in accordance with AASB 3 Business Combinations. As such the acquisition has been accounted for
as an asset acquisition and accordingly the cost of acquisition has been allocated to the identifiable assets and
liabilities on the basis of their relative fair values at the date of purchase. Additionally, no deferred tax will arise due to
the initial recognition exemption for deferred tax under AASB 112 Income Taxes.
Consideration related to the acquisition is detailed below:
PURCHASE CONSIDERATION
Ordinary shares issued (620,508,053)
Acquisition related costs
NCI Reserve
Carrying value of previously held interest in Natural Nanotech Pty Ltd
Total purchase consideration
$
116,969,718
2,348,383
926,813
276,822
120,521,736
The fair value of Andromeda shares issued to Minotaur shareholders is based on the share price on the 7th of
February 2022 (acquisition date) of $0.19 cents and issued capital was recorded at this value for the 79.16% or
relevant interest on this date. Shares issued after the acquisition date relating to the close of the offer period on the
25th February 2022 (12.96% at $0.1835) and the compulsory acquisition on the 29th March 2022 (7.88% at $0.18)
were recorded in share capital at the relevant share price. The difference between the share price at the date of
acquisition and the subsequent share issues has been recorded in the NCI reserve.
NET ASSETS ACQUIRED
Cash and cash equivalents
Other current assets
Net trade receivables / payables
Exploration and evaluation assets
ADN loan/cash calls payables (i)
Net identifiable assets acquired
$
1,178,858
171,890
77,374
124,066,962
(4,973,348)
120,521,736
(i) Payables to Andromeda become intercompany entries upon consolidation and have been eliminated
accordingly. All amounts outstanding between Minotaur and Andromeda were pre-existing arrangements at the
date of acquisition.
112
ANDROMEDA METALS LIMITED Directors’ Declaration
The Directors declare that:
a) In the Directors’ opinion, there are reasonable grounds to believe that the Company will be able to pay its
debts as and when they become due and payable;
b) In the Directors’ opinion, the attached financial statements are in compliance with International Financial
Reporting Standards, as stated in Note 3 to the financial statements;
c) In the Directors’ opinion, the financial statements and notes thereto are in accordance with the Corporations
Act 2001, including compliance with accounting standards and giving a true and fair view of the financial
position and performance of the Group; and
d) The Directors have been given the declaration required by Section 295A of the Corporation Act 2001.
Signed in accordance with a resolution of the Directors made pursuant to Section 295(5) of the Corporations
Act 2001.
On behalf of the Directors
Bob Katsiouleris
Managing Director & CEO
Mick Wilkes
Non-executive Chair
Adelaide, South Australia
29 September 2023
113
ANNUAL REPORT 2023 Independent auditors report
to the members of Andromeda Metals Ltd
Deloitte Touche Tohmatsu
ABN 74 490 121 060
11 Waymouth Street
Adelaide SA 5000
Australia
Tel: +61 8 8407 7000
www.deloitte.com.au
Independent Auditor’s Report to the members of Andromeda
Metals Limited
RReeppoorrtt oonn tthhee AAuuddiitt ooff tthhee FFiinnaanncciiaall RReeppoorrtt
Opinion
We have audited the financial report of Andromeda Metals Limited (the Company) and its subsidiaries (the Group)
which comprises the consolidated statement of financial position as at 30 June 2023, the consolidated statement of
profit or loss and other 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 other explanatory information, and the directors’ declaration.
In our opinion, the accompanying financial report of the Group is in accordance with the Corporations Act 2001,
including:
•
•
giving a true and fair view of the Group’s financial position as at 30 June 2023 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 & 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 confirm that the independence declaration required by the Corporations Act 2001, which has been given to the
directors of the Company, would be in the same terms if given to the directors as at the time of this auditor’s report.
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 3 in the financial report which indicates that the Group incurred net losses of $9,461,246,
experienced net cash outflows from operating activities of $9,134,790 and net cash outflows from investing activities
of $8,193,143 for the year ended 30 June 2023. As stated in Note 3, these events or conditions, along with other
matters as set forth in Note 3, indicate that a material uncertainty exists that may cast significant doubt on the
Group’s ability to continue as a going concern. Our opinion is not modified in respect of this matter.
Liability limited by a scheme approved under Professional Standards Legislation.
Member of Deloitte Asia Pacific Limited and the Deloitte organisation.
114
ANDROMEDA METALS LIMITED
Independent auditors report
to the members of Andromeda Metals Ltd
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 for 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.
In addition to the matter described in the Material Uncertainty Related to Going Concern section, we have
determined the matters described below to be the key audit matters to be communicated in our report.
KKeeyy AAuuddiitt MMaatttteerr
AAccccoouunnttiinngg ffoorr EExxpplloorraattiioonn aanndd EEvvaalluuaattiioonn AAsssseettss
As at 30 June 2023, the carrying value of
exploration and evaluation assets amounts to
$142,124,436 including additions of $7,372,212
as disclosed in Note 9.
Significant judgement is applied in determining
the treatment of exploration and evaluation
expenditure including:
treatment of exploration and evaluation
expenditure during the year;
o whether the conditions for
capitalisation are satisfied;
o which elements of exploration and
evaluation expenditure qualify for
capitalisation; and
o whether the costs associated with
exploration and evaluation
expenditure is complete.
whether the carrying value of
exploration and evaluation assets is
recoverable;
o
the Group’s intention and ability to
proceed with a future work
program;
the likelihood of license renewal or
extension; and
the expected or actual success of
resource evaluation and analysis.
the classification of assets as Exploration
& Evaluation Assets or Development
Assets.
o
o
•
•
•
115
HHooww tthhee ssccooppee ooff oouurr aauuddiitt rreessppoonnddeedd ttoo tthhee KKeeyy AAuuddiitt
MMaatttteerr
Our procedures associated with exploration and evaluation
expenditure incurred during the year included, but were not
limited to:
•
•
•
obtaining an understanding of the Group’s key
controls over the capitalisation or expensing of
exploration and evaluation expenditure; and
testing, on a sample basis, exploration and
evaluation expenditure to confirm the nature of the
costs incurred, and the appropriateness of the
classification between asset and expense; and
assessing the completeness of costs capitalised.
Our procedures associated with the carrying value of
exploration and evaluation assets included, but were not
limited to:
•
•
obtaining an understanding of the Group’s key
controls relating to the identification of indicators of
impairment;
evaluating management’s impairment indicator
assessment, including consideration as to whether
any events exist at the reporting date which may
indicate that exploration and evaluation assets may
not be recoverable:
o obtaining a schedule of the area of interest
held by the Group and confirming whether the
rights to tenure of that area of interest
remained current at balance date. This included
confirming that an active renewal application
had been lodged where a licence had expired;
and
o holding discussions with management as to the
status of ongoing exploration programs in the
respective area of interest; and
o assessing whether any facts or circumstances
existed to suggest impairment testing was
required.
Our procedures associated with the classification of
Exploration & Evaluation Assets included, but were not
limited to:
115
ANNUAL REPORT 2023
Independent auditors report
to the members of Andromeda Metals Ltd
•
•
•
holding discussions with management in relation to
any commitments; and
review of board minutes and contracts to assess
whether these would indicate that a final
investment decision has been made; and
performing subsequent events procedures to
identify if any final investment decision has been
made after the reporting date.
We also assessed the adequacy of the disclosures in Note 3
and 9 to the financial statements.
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 2023, 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 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. 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 have 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.
116
116
ANDROMEDA METALS LIMITED
Independent auditors report
to the members of Andromeda Metals Ltd
As part of an audit in accordance with the Australian Auditing Standards, we exercise professional judgement and
maintain professional skepticism throughout the audit. We also:
•
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.
• 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.
•
•
•
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and
related disclosures made by the directors.
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.
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.
• 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’s 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.
117
117
ANNUAL REPORT 2023
Independent auditors report
to the members of Andromeda Metals Ltd
RReeppoorrtt oonn tthhee RReemmuunneerraattiioonn RReeppoorrtt
Opinion on the Remuneration Report
We have audited the Remuneration Report included on pages 58 to 75 of the Directors’ Report for the year ended
30 June 2023..
In our opinion, the Remuneration Report of Andromeda Metals Limited, for the year ended 30 June 2023, 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.
DELOITTE TOUCHE TOHMATSU
DDaarrrreenn HHaallll
Partner
Chartered Accountants
Adelaide, 29 September 2023
118
118
ANDROMEDA METALS LIMITED
Shareholder information
as at 13 September 2023
DISTRIBUTION AND NUMBER OF SHAREHOLDERS
RANGE OF UNITS
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 and over
Total
TOTAL HOLDERS
483
1,915
1,796
6,061
3,369
UNITS
93,188
5,934,669
14,162,766
237,449,503
2,852,630,806
% UNITS
0.00
0.19
0.46
7.63
91.72
13,624
3,110,270,932
100.00
6,275 shareholders hold less than a marketable parcel of shares
TOP 20 SHAREHOLDERS
RANK
NAME
BURATU PTY LTD
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