ANTIPA MINERALS LTD
ACN 147 133 364
ANNUAL REPORT
FOR THE YEAR ENDED 30 JUNE 2020
Contents
Corporate Directory
Directors’ Report
Remuneration Report
Auditor’s Independence Declaration
Independent Audit Report to Members
Financial Statements
Consolidated Statement of Profit or Loss and Other Comprehensive Income
Consolidated Statement of Financial Position
Consolidated Statement of Cash Flows
Consolidated Statement of Changes in Equity
Notes to the Consolidated Financial Statements
Directors’ Declaration
Corporate Governance Statement
Additional ASX Information
ANNUAL REPORT
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ANNUAL REPORT
Auditor
BDO Audit (WA) Pty Ltd
38 Station Street
Subiaco WA 6008
Securities Exchange Listing
Antipa Minerals Limited shares
are listed on the Australian Securities Exchange
Shares: AZY
Website
www.antipaminerals.com.au
Corporate Directory
Directors
Mr Stephen Power
Executive Chairman
Mr Roger Mason
Managing Director
Mr Mark Rodda
Non-executive Director
Mr Peter Buck
Non-executive Director
Mr Gary Johnson
Non-executive Director
Chief Financial Officer/Company Secretary
Mr Luke Watson
Registered and Principal Office
Level 2
16 Ord Street
West Perth WA 6005
Tel: +61 8 9481 1103
Fax: +61 8 9481 0117
Share Register
Computershare Investor Services Pty Ltd
Level 11
172 St Georges Terrace
Perth WA 6000
Telephone: +61 1300 787 272
Facsimile: +61 8 9323 2033
1
Directors’ Report
30 June 2020
ANNUAL REPORT
The Directors of Antipa Minerals Limited (Directors) present their report on the Consolidated Entity
consisting of Antipa Minerals Limited (Company or Antipa) and the entities it controlled at the end of,
or during, the year ended 30 June 2020 (Consolidated Entity or Group).
DIRECTORS
The following persons were directors of Antipa during the financial year or up to the date of this
report:
Mr Stephen Power
Executive Chairman
Mr Roger Mason
Managing Director
Mr Mark Rodda
Mr Peter Buck
Non-executive Director
Non-executive Director
Mr Gary Johnson
Non-executive Director
CURRENT DIRECTORS
Mr Stephen Power – Executive Chairman
Qualifications – LLB
Stephen Power was previously a commercial lawyer with 30 years’ experience advising participants in
the energy and resources industry in Australia and overseas including England, Canada, Ghana,
Tanzania, Brazil and Peru. Stephen has extensive experience and understanding of the commercial
aspects of resource companies, including farm-in negotiations, joint ventures and mergers and
acquisitions. Stephen was formerly a non-executive director of Melbourne based Karoon Energy
Limited and has interests in a number of businesses in the resources and other industries. Stephen's
wide-ranging commercial and legal experience provides valuable commercial expertise to the
Company.
Other Current Directorships of listed public companies
None
Former Directorships of listed public companies in the last 3 years
None
Mr Roger Mason – Managing Director
Qualifications – BSc (Hons), MAusIMM
Roger Mason is a geologist with over 30 years’ resources industry experience involving exploration,
project, mining and business development roles covering a range of commodities including nickel,
base metals and gold to the level of executive management and company director. Roger graduated
from the University of Tasmania in 1986 with an honours degree in science and has been a Member
of the AusIMM since 1990.
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Directors’ Report
30 June 2020
ANNUAL REPORT
Roger commenced his geology career with WMC Resources Ltd in 1987 before joining Forrestania Gold
NL, which was subsequently acquired by LionOre International Ltd. In 2006 Roger achieved the role of
General Manager Geology for LionOre Australia and then Norilsk Nickel Australia Pty Ltd following the
takeover of LionOre International. During 2009 and 2010 Roger consulted to Integra Mining Ltd on the
Randalls Gold Project Feasibility Study and associated Mineral Resource development and new
business opportunities. Roger has been the Managing Director and CEO of Antipa Minerals Ltd since
the company was listed on the ASX in April 2011.
Other Current Directorships of listed public companies
None
Former Directorships of listed public companies in the last 3 years
None
Mr Mark Rodda – Non-executive Director
Qualifications – BA, LLB
Mark Rodda is a corporate consultant with more than 20 years’ in private practice, in-house legal,
company secretary and corporate consultancy experience. Mark has considerable practical experience
in the management of mergers and acquisitions, divestments, joint ventures, corporate and project
financing transactions and corporate restructuring initiatives.
Mark currently manages Napier Capital, a business established in 2008 which provides clients with
specialist corporate services and assistance with transactional or strategic projects. Prior to its
takeover by Norilsk Nickel for +$6 billion, Mark held the position of General Counsel and Corporate
Secretary for LionOre Mining International Ltd, a company with nickel and gold operations in Australia
and Africa and listings on the Toronto Stock Exchange, London Stock Exchange and ASX.
Special responsibilities
Member of the Audit Committee
Member of the Remuneration and Nomination Committee
Member of Risk and Sustainability Committee
Other Current Directorships of listed public companies
Lepidico Ltd (formerly Platypus Minerals Ltd) – Non-executive Director (appointed 22 August 2016)
Former Directorships of listed public companies in the last 3 years
Coalspur Mines Pty Ltd (formerly Coalspur Mines Limited) – Non-executive Director
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Directors’ Report
30 June 2020
Mr Peter Buck – Non-executive Director
Qualifications – MSc, MAusIMM, Fellow AIG
ANNUAL REPORT
Peter Buck is a geologist with more than 45 years of international mineral exploration and production
experience, principally in nickel, base metals and gold. During his career he has been associated with
the discovery and development of a number of mineral deposits in Australia and Brazil.
Peter worked with WMC for 23 years in a variety of senior exploration and production roles both in
Australia and Brazil before joining Forrestania Gold NL as Exploration Manager in 1994. Forrestania
Gold was subsequently acquired by LionOre International Ltd with whom he became the Director of
Exploration and Geology until mid-2006. Peter managed the highly successful exploration team that
delineated the Maggie Hays nickel deposit and discovered the Emily Ann, Waterloo and Amorac nickel
deposits and the two-million ounce Thunderbox gold deposit in Western Australia. All of these were
subsequently developed into mines. Peter played a key senior management role in progressing these
deposits through feasibility studies to production. Peter also played key senior advisory roles in
indigenous relations in Australia and in LionOre International’s African operations and new business
development. During this period Peter was also a Non-executive director with Gallery Resources
Limited and Breakaway Resources Limited (Breakaway).
In 2006, Peter played a key role in managing a divestment of a large portion of LionOre Australia’s
nickel exploration portfolio into Breakaway. Following this transaction, Peter became the Managing
Director of Breakaway and led the team that discovered extensions to a series of nickel and base
deposits in WA and Queensland. In 2009, Peter left Breakaway to pursue other professional and
personal interests.
From 2010 until early 2013 Peter chaired the Canadian company, PMI Gold (PMI, and played a key
role in co-listing the company on the ASX. The role entailed a revamping of the strategy of the
company to fast-track the advancement of the company’s Ghanaian gold assets and in particular the
preparation of the multi-million ounce Obotan gold deposit. Also, the role entailed overseeing PMI’s
transition to a merger of the company with a Canadian explorer, Keegan Resources, to form Asanko
Gold (subsequently rebranded, Galiano Gold Inc.). Since October 2014, Peter has served as a Non-
executive director of ASX listed, Independence Group NL.
Peter was on the council of The Association of Mining and Exploration Companies (AMEC) for 12 years
and served as its Vice President for several years. After resigning from AMEC, Peter was awarded life
membership. Also, for a number of years, Peter served on the Council for the Centre for Exploration
Targeting established at the University of Western Australia and Curtin University.
Special responsibilities
Member of the Audit Committee
Member of the Remuneration and Nomination Committee
Chair of the Risk and Sustainability Committee
Other Current Directorships of listed public companies
Independence Group NL (appointed 6 October 2014)
Former Directorships of listed public companies in the last 3 years
None
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Directors’ Report
30 June 2020
Mr Gary Johnson – Non-executive Director
Qualifications – MAusIMM, MTMS, MAICD
ANNUAL REPORT
Gary Johnson has over 31 years’ experience in the mining industry as a metallurgist, manager, owner,
director and managing director possessing broad technical and practical experience of the workings
and strategies required by successful mining companies.
Prior to 2011 Gary was Managing Director of Norilsk Nickel Australia, reporting to the Deputy Director
of International Assets at MMC Norilsk Nickel, the world’s largest nickel producer.
Gary now operates his own consulting business, Strategic Metallurgy Pty Ltd, specialising in high-level
metallurgical and strategic consulting. He is Chairman of Lepidico Limited, an ASX listed public
company developing new technology for the lithium battery industry.
For many years Gary was a director of Tati Nickel Mining Company (Pty) Ltd, in Botswana. During his
long association with Tati it grew to be a low-cost nickel producer and the largest nickel mine in Africa.
Special responsibilities
Member of Audit Committee
Chair of the Remuneration and Nomination Committee
Member of Risk and Sustainability Committee
Other Current Directorships of listed public companies
Lepidico Limited (appointed 9 June 2016) (formerly Platypus Minerals Ltd) – Non-executive Chairman
Former Directorships of listed public companies in the last 3 years
None
CHIEF FINANCIAL OFFICER AND COMPANY SECRETARY
Mr Luke Watson – appointed 3 August 2020
Qualifications – B.Bus, CA, CS, FGIA, F Fin
Mr Watson is a Chartered Accountant and experienced CFO who commenced his career at a large
international accounting firm. Since 2005, Luke has held senior corporate and finance positions with
several ASX and TSX listed exploration and development companies operating in the resources
industry, including Mantra Resources Limited (Mantra), OreCorp Limited and OmegaCorp Limited. He
was the CFO and Company Secretary of Mantra from its $6 million IPO in October 2006 until its
acquisition by ARMZ (JSC Atomredmetzoloto) for approximately $1 billion in mid-2011. Luke is also a
member of the Governance Institute of Australia (Chartered Secretary) and the Financial Services
Institute of Australasia.
Mr Simon Robertson – resigned 3 August 2020
Qualifications - B.Bus, CA, M Appl. Fin.
Simon Robertson currently holds the position of Company Secretary for a number of publicly listed
companies and has experience in corporate finance, accounting and administration, capital raisings
and ASX compliance and regulatory requirements.
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Directors’ Report
30 June 2020
PRINCIPAL ACTIVITIES
ANNUAL REPORT
The principal activity of the Company during the financial period was mineral exploration for precious
and base metals including gold (Au), copper (Cu) and silver (Ag).
DIVIDENDS
No dividends have been declared, provided for, or paid in respect of the financial year ended 30 June
2020 (2019: Nil).
SUMMARY REVIEW OF OPERATIONS
For the financial year ending 30 June 2020 the Group recorded a net loss of $1,861,294 (year ended
30 June 2019: $1,785,944 loss) and a net cash outflow from operations of $960,740 (year ending 30
June 2019: $1,462,550).
COMPANY PROJECTS AND ACTIVITIES UNDERTAKEN
Projects and Location Overview
The Company is an ASX listed (ASX:AZY) mineral resources company with large-scale world-class assets
and the objective of providing maximum leverage to shareholders via exploration leading to mine
development success.
The Company has approximately 5,000km2 of highly prospective tenure in the Proterozoic Paterson
Province of Western Australia extending to within 3km of the world-class Telfer gold-copper-silver
mine and in close proximity to the recently discovered Winu Cu-Au development project1 and
Havieron Au-Cu discovery.
The Company’s projects include the +1,300km2 Citadel Project that is subject to a $60 million Farm-in
and Joint Venture Agreement with Rio Tinto Exploration Pty Ltd (Rio Tinto) (who currently holds a 51%
joint venture (JV) interest), the 2,100km2 Wilki Project that is subject to a $60 million Farm-in and Joint
Venture Agreement with Newcrest Operations Limited (Newcrest) (who is yet to earn a JV interest)
and the 1,563km2 Paterson Project that is subject to a $30 million Farm-in and Joint Venture
Agreement with IGO Limited (IGO) (who is yet to earn a JV interest). Additionally, the Company retains
a 100% interest in 144km2 of the Minyari Dome tenements, which hosts the Minyari-WACA Mineral
Resources, plus other deposits and high-quality exploration targets. Details of these projects are
summarised below.
1 On 28 July 2020, Rio Tinto disclosed a maiden Inferred Mineral Resource for Winu (which at a 0.2% copper equivalent cutoff,
is 503Mt at 0.45% copper equivalent (CuEq) and includes a higher grade component of 188Mt at 0.68% CuEq at a cutoff grade
of 0.45% CuEq) and stated that it ‘was targeting first production from Winu in 2023, subject to securing all necessary
approvals’. For further information on Winu, please refer to Rio Tinto’s website (www.riotinto.com) and Australian Securities
Exchange (ASX: RIO) news releases (www.asx.com.au).
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Directors’ Report
30 June 2020
Project Name
Area
Details
Minyari Dome
144km2
Project
(100% Antipa)
Operated by the Company
Granted tenements
Hosts the Minyari Dome
ANNUAL REPORT
Includes Minyari high grade Au-Cu (with Co and Ag)
deposit and WACA high grade Au-Cu (with Ag) deposit
Existing combined Mineral Resources: 723koz gold at 2.0
g/t and 26kt copper at 0.24%
35km north of the Telfer Au-Cu-Ag mine
Within 75km of Rio Tinto’s Winu Cu-Au-Ag development
project
Citadel Project –
Rio Tinto Joint
Venture
(49% Antipa / 51%
Rio Tinto)
+1,300km2 Managed and operated by Rio Tinto (since January 2020)
Subject to Farm-in and Joint Venture Agreement with Rio
Tinto under which Rio Tinto can fund up to $60 million of
exploration expenditure to earn up to a 75% interest
Granted tenements
Hosts Magnum Dome
Includes Magnum Au-Cu-Ag deposit and Calibre Au-Cu-Ag-
W deposit and Corker polymetallic deposit
Existing combined Mineral Resources: 1.6Moz gold at 0.8
g/t and 127kt copper at 0.20%
Within 5km of Rio’s Winu Cu-Au-Ag development project
$9.2m budget approved for CY 2020 fully funded by Rio
Wilki Project –
2,100km2 Managed and operated by the Company (Antipa receives
Newcrest Farm-in
(100% Antipa / 0%
Newcrest)
a 10% management fee)
Subject to Farm-in and Joint Venture Agreement with
Newcrest (who is yet to earn a joint venture interest)
under which Newcrest can fund up to $60 million of
exploration expenditure to earn up to a 75% interest
Granted tenements
Includes highly prospective areas around the Telfer Dome
(including the Chicken Ranch area and Tim’s Dome
deposit), the domal structure upon which the Telfer Au-
Cu-Ag open pit and underground mines are situated
Within 3km of Newcrest’s Telfer Au-Cu mine
Newcrest is a 9.9% shareholder in Antipa via total $4.3m
investment
1,500km2 Managed and operated by the Company (Antipa receives
Paterson Project –
IGO Farm-in
(100% Antipa / 0%
IGO)
a 10% management fee)
Subject to Farm-in and Joint Venture Agreement with IGO
(who is yet to earn a joint venture interest) under which
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Directors’ Report
30 June 2020
Project Name
Area
ANNUAL REPORT
Details
IGO can fund up to $30 million of exploration expenditure
to earn up to a 70% interest
Upon joint venture formation, IGO shall free-carry Antipa
to the completion of a Feasibility Study
Granted tenements
Within 22km of Newcrest’s Telfer Au-Cu mine and 8km of
Rio Tinto’s Winu Cu-Au-Ag development project
IGO is a 4.9% shareholder in Antipa via $3.3m share
placement
The Paterson Province of Western Australia hosts several world-class gold, copper, silver, uranium,
and tungsten deposits, including:
• Newcrest’s Telfer Au-Cu-Ag mine, one of Australia’s largest gold producers;
• Metals X’s Nifty Cu (with Co) mine;
• Newcrest’s O’Callaghans deposit, one of the world’s largest tungsten deposits;
• Rio Tinto’s Winu Cu-Au-Ag development project;
• Greatland Gold plc (Greatland) and Newcrest Farm-in and Joint Venture’s Havieron Au-Cu
(with Co and Ag) deposit; and
• Cameco’s Kintyre uranium deposit.
The Company’s Projects are interpreted to host equivalent Proterozoic geological formations to that
which hosts the Telfer, Winu and Havieron Au-Cu-Ag deposits, the Nifty Cu deposit and O’Callaghans
tungsten and base metal deposit. Regionally, past exploration has interpreted geological structures
and granite intrusions considered to be essential ingredients of the genetic models for the Telfer, Nifty
and O’Callaghans deposits.
Running through the Paterson Province is the El Paso Corridor, which is bound by major structures to
the west and east and hosts multiple, relatively small, subcircular reduced felsic intrusions which are
considered key to the formation of the Paterson’s Au-Cu-Ag deposits. This corridor is potentially akin
to a porphyry Cu-Au belt scenario.
The Company’s exploration strategy is to strive to deliver both greenfields discoveries and increase
brownfield Au-Cu Mineral Resources.
All 2020 exploration programmes have taken, or are being designed to take, account of the impact of
the COVID-19 virus and also to ensure the safety and wellbeing of all stakeholders including local
indigenous groups, employees and contractors and also to comply with government restrictions aimed
at stopping the spread of the virus.
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Directors’ Report
30 June 2020
Minyari Dome Project (Antipa 100% Owned)
Minyari Dome Project – Particulars
ANNUAL REPORT
The Company has 100% ownership of 144km2 of highly prospective ground in the Paterson Province.
The Company’s Minyari Dome Project is located approximately 35km north of Newcrest’s giant Telfer
Au-Cu-Ag mine, 75km of Rio Tinto’s Winu Cu-Au-Ag development project and 50km of Greatland –
Newcrest’s Havieron Au-Cu deposit. The Minyari Dome, dominates the Project, includes the Minyari
and WACA Au-Cu-Co deposits, and Mineral Resources, and provides the Company with an immediate
exploration and possible future development opportunity.
Key metrics of the Minyari Deposit include:
• High-grade Au with Cu with Co and Ag;
• mineralisation commences 0 to 10 metres from the surface and extends down for more than
580 vertical metres;
• +420m strike length;
• up to 60m in width; and
•
remains open down dip and along strike/down-plunge.
Key metrics of the WACA Deposit include:
Located only 700m southwest of the Minyari deposit;
•
• high-grade Au with Cu with Ag and minor Co;
• mineralisation commences 0 to 20 metres from the surface and extends down for more than
340 vertical metres;
• +650m strike length;
•
•
lodes occur within a corridor up to 50m in width; and
remain open down dip and potentially along strike/down-plunge, including high-grade Au
shoots.
The Minyari and WACA deposits have a total combined Indicated and Inferred Mineral Resources of
11 million tonnes grading 2.0 g/t Au, 0.24% Cu, 0.7 g/t Ag and 380 ppm Co for 723,000 ounces of Au,
26,000 tonnes of Cu, 233,000 ounces of Ag and 4,000 tonnes of Co.
The Minyari Dome Project is subject to a 1% net smelter royalty payable on the sale of product.
The Minyari Dome Project, including the Minyari and WACA deposits, is not subject to the Citadel
Project Joint Venture Farm-in Agreement with Rio Tinto, the Wilki Project Farm-in Agreement with
Newcrest or the Paterson Project Farm-in Agreement with IGO (refer below).
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Directors’ Report
30 June 2020
ANNUAL REPORT
North Telfer Project (former) – 2019-20 Mineral Exploration Activities
North Telfer Project (former) Exploration Programmes – Undertaken by Antipa prior to entering the
Farm-in Agreements with both Newcrest and IGO
During 2019-20 financial year, the Company undertook extensive mineral exploration activities with
the objective to aggressively advance the multiple exploration and development opportunities across
its former 1,900km2 North Telfer Project, which prior to 2020 incorporated the 144km2 region which
has become the Minyari Dome Project and various tenements which now form part of both the Wilki
Newcrest Farm-in Project and Paterson IGO Farm-in Project. These activities, which are further
detailed below, included:
• expansive aerial electromagnetic (AEM), aerial magnetic and Gradient Array Induced
Polarisation (GAIP) geophysical surveys;
• heritage surveys;
•
significant air core and reverse circulation (RC) drilling programmes;
• extensive surface soil sampling and geological mapping programmes; and
• planning for a diamond drilling campaign scheduled to commence in Q4 2020.
2019 AEM Survey
The Company undertook a significant AEM survey (600km2) over what was then the North Telfer
Project and Paterson Project, that identified multiple exciting new regional targets, including nine high
priority targets; including one Priority 1, four Priority 2 and four Priority 3 targets.
2019 GAIP Geophysical Survey
A GAIP Geophysical Survey over an area of 6km2 identified extensional targets for the existing Minyari
and Judes deposits, as well as possible WACA Au-Cu deposit strike extensions and several new target
areas.
2020 Exploration Programmes
The final design of the 2020 exploration programme for the Minyari Dome Project was delayed while
the terms of the Paterson Project Farm-in Agreement with IGO were negotiated and agreed (refer
below). Planning for the programme is well underway and includes drill testing of high-grade Au
extensions at Minyari-WACA and other targets including Minyari Dome IP Targets.
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Directors’ Report
30 June 2020
Citadel Project – Rio Tinto JV (49% Antipa / 51% Rio Tinto)
Citadel Project - Particulars
ANNUAL REPORT
The Citadel Project comprises a +1,300km2 tenement holding which is within 80km north of Telfer Au-
Cu-Ag mine and 5km of the Winu Cu-Au-Ag development project. It adjoins the Company’s Paterson
IGO Farm-in Project and includes the Magnum Dome, an area of approximately 30km2 which hosts the
Calibre and Magnum deposits. Calibre and Magnum are large scale minerals systems with existing
Mineral Resources (1.64 Moz Au, 127,000 t Cu and 1.2 Moz Ag) and significant exploration upside.
Key metrics of the Calibre Deposit include:
Large scale mineral system;
•
• multi commodity - Au, Cu, Ag and W;
• +1.6km in strike;
• up to 480m across strike;
• extending to +550m below surface;
• open in most directions; and
•
Inferred Mineral Resource of 47.7 Mt at 0.85 g/t Au, 0.15% Cu and 0.48 g/t Ag for 1.3 Moz Au,
70,000 t Cu and 730,000 oz Ag.
Key metrics of the Magnum Deposit include:
Less than 2km from Calibre;
large scale mineral system;
•
•
• multi commodity - Au, Cu, Ag ± W;
• +2km in strike;
• up to 600m across strike;
• extending to +600m below surface;
• open in most directions; and
•
Inferred Mineral Resource of 16.1Mt at 0.66 g/t Au, 0.36% Cu and 0.99 g/t Ag for 339,000 oz
Au, 58,000 t Cu and 511,000 oz Ag.
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Directors’ Report
30 June 2020
Citadel Project - Farm-in and Joint Venture Agreement
ANNUAL REPORT
Under the terms of a Farm-in and Joint Venture Agreement, Rio Tinto Exploration Pty Limited (Rio
Tinto), a wholly owned subsidiary of Rio Tinto Limited, can fund up to $60 million of exploration
expenditure to earn up to a 75% interest in the Citadel Project (Citadel Farm-in and Joint Venture
Agreement). To do so, requires the following expenditure to be incurred (or paid) by Rio Tinto:
• $3 million exploration expenditure within 18 months of execution of the farm-in agreement
(execution date: 9 October 2015). This has now been satisfied. No JV interest was earned by
the incurring of this amount;
• $8 million exploration expenditure within a further three-year period commencing 11 April
2017 to earn a 51% JV interest. This earn-in milestone was satisfied in January 2020, upon
which a JV was formed, and Rio Tinto became operator of the Project;
• $14 million exploration expenditure within a further three-year period to earn a 65% JV
interest. Rio Tinto is currently in the first year of this stage. The Company may elect to
contribute at this point and maintain a 35% JV interest;
• $35 million exploration expenditure within a further three-year period to earn a 75% JV
interest; and
• Rio Tinto has a right to withdraw from the farm-in at the completion of each annual
exploration programme.
Citadel Project - Mineral Exploration Activities
2019 Calendar Year Citadel Project Exploration Programme – Managed by Antipa
The Company, as operator, completed the $3.4 million 2019 Citadel Project Exploration Programme,
which was fully funded by Rio Tinto as part of a farm-in into the Citadel Project. Highlights included:
• Drilling at the Calibre deposit intersected further significant widths of gold-copper-silver
mineralisation substantially beyond the limits of the existing Calibre Mineral Resource;
• RC drill programme testing existing greenfield copper-gold targets;
• major ground based electrical geophysical survey (GAIP) encompassing approximately
•
620km2; and
completion of an airborne gravity gradiometer survey (AGG) survey to enhance target
generation for Au-Cu mineralisation lying beneath the blanket of younger sedimentary cover.
2020 Calendar Year Citadel Project Exploration Programme – Managed by Rio Tinto
A $9.2 million Citadel Joint Venture Project 2020 Exploration Programme, which is being fully funded
and operated by Rio Tinto, was finalised and commenced in Q1 2020. The 2020 Exploration
Programme includes:
• Up to 13,000m RC and diamond resource drilling programme commenced at the Calibre Au-
Cu deposit, located 45km from Rio Tinto’s Winu Cu-Au development project, with the
following activities occurring during the year:
o Construction of a mobile exploration base camp at Magnum;
o RC drilling (8 holes for 2,628 metres), with assay results pending;
o Diamond drilling (4 holes for 2,176 metres), with assay results pending;
o planning of Calibre metallurgical testwork programme commenced; and
o
geological logging, sampling of RC drill holes and commencement of processing
of diamond core.
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Directors’ Report
30 June 2020
ANNUAL REPORT
• Extensive GAIP Survey programme (13 panels for 210 line km) across structural corridors
prospective for Au-Cu mineralisation, which was completed during the year and identified an
exciting new large Au-Cu target. Highlights included:
o New large (+1.5 kilometre long by 900m wide) Au-Cu target situated:
• 40km from Rio Tinto’s Winu Cu-Au-Ag development project;
• 15km from the Citadel Project JV’s 1.6Moz gold and 127kt copper Calibre
and Magnum Mineral Resources; and
• 14km from the Company-IGO’s Paterson Project Farm-in Reaper-
Poblano-Serrano Au-Cu prospects along the same mineral system bearing
structure.
o GAIP20-01 has similar IP chargeability and structural setting characteristics to the
Calibre and Magnum Au-Cu-Ag deposits;
o 2020 GAIP survey now expanded to cover potential strike extensions to the
GAIP20-01 anomaly and prospective regions nearby;
o drill testing of GAIP20-01 indicatively planned for this calendar year subject to
appropriate approvals; and
o GAIP surveys have been successful in identifying gold-copper mineralisation in the
Paterson Province, including the Calibre and Magnum deposits, by identifying
disseminated sulphides associated with mineralisation.
• Receipt and interpretation of processed AGG data and integration with other datasets, to help
guide further targeting, continued.
• An ongoing review of the Calibre drilling results and broader Magnum Dome modelling to
identify further priority target areas, especially for higher grade mineralisation, continued.
Wilki Project – Newcrest Farm-in (Antipa 100% / Newcrest 0%)
Wilki Project – Particulars
The Wiki Project comes to within 3km of Newcrest’s Telfer mine and 5km of Newcrest’s O’Callaghans
deposit and includes highly prospective areas around the Telfer Dome (including the Chicken Ranch
area and Tim’s Dome deposit), the domal structure upon which the Telfer Au-Cu-Ag open pit,
underground mines and mineral processing facility are situated. The Wilki Project also comes to within
9km of the high-grade Havieron Au-Cu deposit.
Key metrics of Chicken Ranch include:
• Mineralisation commences 0 to 10 metres from the surface and extends down for more than
130 vertical metres;
• +1.1km strike length;
• main zone consists of two or more northwest trending zones of mineralisation within a
•
•
•
corridor up to 70m in width;
several additional north-western trending mineralisation zones to the east and west of the
main zone; Up to 60m in width;
remains open down dip and along 1.1km strike; and
located just 15km northeast of Newcrest’s Telfer mineral processing facility and 25km south
of the Company’s high-grade Minyari and WACA Au deposits.
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Directors’ Report
30 June 2020
Key metrics of Tim’s Dome include:
ANNUAL REPORT
• Au ± Cu mineralisation commences within one metre from the surface;
• mineralised corridor up to 200m in width;
• +3.2 km strike length;
• along strike and interpreted to be on the same geological structure as Newcrest’s Telfer
deposit, which is just 12km away including the mineral processing facility; and
• 35km south of the Company’s high-grade Minyari and WACA Au deposits.
Wilki Project - Farm-in and Joint Venture Agreement
On 28 February 2020, the Company entered into a $60 million farm-in agreement (Wilki Project Farm-
in Agreement) and associated exploration joint venture agreement with Newcrest in respect of a
2,100km2 southern portion of the Company’s 100%-owned ground in the Paterson Province of
Western Australia, now known as the ‘Wilki Project’.
Key terms of Wilki Project Farm-in Agreement include:
•
•
•
Initial $6 million minimum exploration expenditure within 2 years to be managed by the
Company;
further $10 million exploration expenditure within 5 years of commencement to earn a 51%
joint venture interest; and
further $44 million exploration expenditure within 8 years of commencement to earn a 75%
joint venture interest.
For further details of the Wilki Project Farm-in Agreement, please refer to the Company’s Media
Release of 28 February 2020.
Wilki Project - Mineral Exploration Activities
2020 Wilki Project Exploration Programme – Managed by Antipa
During the year, the Wilki 2020 Exploration Programme, to be operated by the Company and fully
funded by Newcrest, was finalised and commenced. Key Wilki Project exploration activities that
occurred during the year included:
•
1,200km2 AEM survey aimed at identifying Au-Cu, including high-grade targets beneath cover
with the following results:
o Three high priority preliminary targets were identified within 10 to 44km of the high-
grade Havieron Au-Cu deposit and Telfer Au-Cu mine and processing facility.
o Analysis and targeting are ongoing, with final data expected in September.
o Some targets have similar characteristics to the high-grade Havieron Au-Cu deposit.
o AEM surveys have resulted in several significant discoveries in the Paterson Province
by identifying conductors representing Au and/or Cu mineralisation.
o Drill testing of identified AEM and magnetic targets planned to commence in October
2020.
•
Intrepid 2.5D enhanced processing of 2019 AEM survey data completed to assist with target
evaluation.
14
Directors’ Report
30 June 2020
ANNUAL REPORT
Other planned 2020 exploration activities for the Wilki Project to include the following components:
•
•
•
•
•
•
Field reconnaissance programme including mapping and geochemical sampling;
aeromagnetic survey covering 800km2;
gravity survey;
Intrepid 2.5D processing and target evaluation of 2020 AEM survey data;
heritage survey; and
RC and diamond core drill programmes testing priority targets under cover, including Havieron
high-grade Au-Cu analogue magnetic anomalies.
Paterson Project – IGO Farm-in (Antipa 100% / IGO 0%)
Paterson Project – Particulars
The Paterson Project comprises over 1,500km2 is located in the southern part of the Paterson Province
and comes to within 8km of the Winu development project, 22km of the Telfer mine and 36km of the
Havieron deposit.
Paterson Project - Farm-in and Joint Venture Agreement
Subsequent to year end, the Company entered into a $30 million farm-in agreement (Paterson Project
Farm-in Agreement) and associated exploration joint venture agreement with IGO.
Key terms of the Paterson Project Farm-in Agreement include:
•
•
Initial $4 million minimum exploration expenditure within 2.5 years from commencement to
be managed by the Company;
further $26 million optional exploration expenditure within 6.5 years from commencement to
earn a 70% joint venture interest (management to be determined at IGO’s option); and
• upon joint venture formation, IGO shall free-carry the Company to the completion of a
Feasibility Study.
Paterson Project (Former) - 2019-20 Mineral Exploration Activities
Paterson Project (former) Exploration Programmes – Undertaken by Antipa prior to entering the Farm-
in Agreements with both Newcrest and IGO
During 2019-20 financial year, the Company undertook extensive mineral exploration activities with
the objective to aggressively advance the multiple exploration and development opportunities across
its former 530km2 Paterson Project, which prior to 2020 incorporated various tenements which now
form part of both the Wilki Newcrest Farm-in Project and Paterson IGO Farm-in Project. These
activities, which are further detailed below, included:
• expansive aerial electromagnetic (AEM) survey;
• heritage survey;
•
• extensive surface soil sampling and geological mapping programmes.
significant air core and RC drilling programmes; and
15
Directors’ Report
30 June 2020
ANNUAL REPORT
Highlights from the 2019 exploration programme which are located within what is now the Paterson
IGO Farm-in Project included:
• Multiple zones of significant Cu, Au, Ag ± Zn and Pb mineralisation intersected at four
greenfield targets, including 4.0m at 8.1 g/t Au and 0.23% Cu from 194m down hole in
19EPC0020, including the Serrano-Poblano-Reaper and Grey prospects:
o
Limited very broad spaced drilling at Serrano-Poblano-Reaper defined a 1.8km long,
several hundred metre wide mineralised zone open in most directions;
limited very broad spaced drilling at Grey intersected high-grade Ag-Cu-Pb-Zn-Au
mineralisation with electromagnetic and magnetic targets remaining largely untested;
and
o
•
two new precious and base metal trends were identified within the El Paso Structural Corridor
with drilling confirming the potential for multiple large-scale discoveries.
2020-21 Paterson Project Exploration Programme – Managed by Antipa
The initial exploration programme for the Paterson Farm-in Project has been jointly prepared by IGO
and considered by a technical committee comprised of IGO and Antipa representatives, with IGO
holding the casting vote. It comprises:
Year 1 Programme and Objectives:
• Focus on Priority 1 Areas of Interest (AOIs) through exploration drilling, geophysical surveying,
geochemical sampling, and follow-up drill testing.
• Characterise stratigraphy via a combination of air core and targeted diamond drilling.
• Conduct regional MT survey to map 3D basin architecture including the key fault structures.
Year 2 (±3) Programme and Objectives:
• Expand exploration activities to include Priority 2 AOIs identifying key structures under
shallow cover.
• Apply IGO deep-penetrating ground based geophysical systems across select AOIs to identify
and delineate 3D conductivity and/or chargeability anomalies.
• Characterise stratigraphy and target testing via a combination of air core and targeted
diamond drilling.
16
Directors’ Report
30 June 2020
Notes:
ANNUAL REPORT
1. Competent Persons Statement: Exploration Results: The information in this that relates to Exploration
Results is based on and fairly represents information and supporting documentation compiled by Mr
Roger Mason, a Competent Person who is a Member of The Australasian Institute of Mining and
Metallurgy. Mr Mason is a full-time employee of the Company. Mr Mason is the Managing Director of
Antipa Minerals Limited, is a substantial shareholder of the Company and is an option holder of the
Company. Mr Mason has sufficient experience relevant to the style of mineralisation and type of deposit
under consideration and to the activity being 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 Company confirms that the form and context in which the Competent Person’s
findings are presented have not been materially modified from the original market announcements.
2. The information in this report that relates to relates to the estimation and reporting of the Minyari-
WACA deposits Mineral Resources is extracted from the report entitled “Minyari/WACA Deposits
Maiden Mineral Resources” created on 16 February 2018, the Calibre deposit Mineral Resource
information is extracted from the report entitled “Calibre Deposit Mineral Resource Update” created on
17 February 2018, the Magnum deposit Mineral Resource information is extracted from the report
entitled “Calibre and Magnum Deposit Mineral Resource JORC 2012 Updates” created on 23 February
2015 and the information in this report that relates to the estimation and reporting of the Chicken Ranch
Area Deposits and Tim’s Dome Deposit Mineral Resources is extracted from the report entitled “Chicken
Ranch and Tim’s Dome Maiden Mineral Resources” created on 13 May 2019, all of which are available
to view on www.antipaminerals.com.au and www.asx.com.au. The Company confirms that it is not
aware of any new information or data that materially affects the information included in the original
market announcements. The Company confirms that the form and context in which the Competent
Person’s findings are presented have not been materially modified from the original market
announcements.
3. Gold Metal Equivalent Information - Calibre Mineral Resource AuEquiv cut-off grade: Gold Equivalent
(AuEquiv) details of material factors and metal equivalent formula are reported in “Calibre Deposit
Mineral Resource Update” created on 17 November 2017 which
is available to view on
www.antipaminerals.com.au and www.asx.com.au.
4. Gold Metal Equivalent Information - Magnum Mineral Resource AuEquiv cut-off grade: Gold
Equivalent (AuEquiv) details of material factors and metal equivalent formula are reported in “Citadel
Project - Calibre and Magnum Deposit Mineral Resource JORC 2012 Updates” created on 23 February
2015 which is available to view on www.antipaminerals.com.au and www.asx.com.au.
COMPANY STRATEGIC AND CORPORATE INITIATIVES
As noted above, in February 2020 the Company signed a $60 million exploration farm-in and joint
venture agreement signed with Newcrest in respect of the Wilki Project. As part of the transaction,
Newcrest acquired a 9.9% interest in Antipa by subscribing for $3.9 million in shares at 1.7 cents per
share.
Subsequent to the end of the financial year, the Company signed a $30 million exploration farm-in
agreement with IGO in respect of the Paterson Project. As part of the transaction, IGO acquired a 4.9%
interest in the Company by subscribing for $3.27 million in shares at a price of 2.747 cents per share.
Newcrest also maintained its 9.9% interest in Antipa by subscribing for $358,909 in shares on the same
terms as IGO.
Following the placements with Newcrest and IGO, the Company finished the year with approximately
$9 million in cash (excluding funds held on behalf of farm-in parties) and is now well funded to pursue
its strategy of identifying and potentially developing mineral resources.
17
Directors’ Report
30 June 2020
ANNUAL REPORT
SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS
Other than as mentioned in the Review of Operations, no significant changes in the state of affairs of
the Consolidated Entity occurred during the financial year.
LIKELY DEVELOPMENTS AND EXPECTED RESULTS ON OPERATIONS
Key outcomes of the Company’s activities undertaken during the financial year include:
• The cumulative potential exploration spend on the Company’s projects located in the
Paterson Province of Western Australia is now $150 million via three farm-in agreements/joint
ventures with major mining companies.
• $20 million of committed exploration expenditure paid for by farm-in parties, Rio Tinto,
Newcrest and IGO in the next two years.
• Antipa’s cash at bank is now (following completion of share placements that occurred
subsequent to 30 June 2020 and excluding funds held on behalf of farm-in parties)
approximately $9 million, which can be responsibly deployed to evaluate 100% owned ground
for a near term development opportunity.
INFORMATION ON DIRECTORS’ INTERESTS IN SECURITIES OF ANTIPA
As at the date of this report, the interests of the Directors in shares and options of Antipa are:
Mr Stephen Power*
Mr Roger Mason
Mr Mark Rodda *
Mr Peter Buck
Mr Gary Johnson
* These figures include:
Number of fully paid ordinary
shares
60,946,084
14,247,270
33,781,249
13,639,548
3,336,537
Number of
options
12,000,000
12,000,000
12,000,000
6,000,000
6,000,000
129,950,690
48,000,000
•
•
1,500,000 shares which are owned by Napier Capital Pty Ltd which is an entity of which Mr Stephen
Power and Mr Mark Rodda both have an interest in; and
3,000,000 options which are owned by Mafiro Pty Ltd, as trustee for the Mafiro Trust, which is an entity
of which Mr Stephen Power and Mr Mark Rodda have an interest in.
18
Directors’ Report
30 June 2020
ANNUAL REPORT
MEETINGS OF DIRECTORS
The following table sets out the number of meetings of the Company's Directors held during the year
ended 30 June 2020, and the number of meetings attended by each director.
Full Board meetings
No. eligible to attend
No. attended
Mr Stephen Power (Chair)
Mr Roger Mason
Mr Mark Rodda
Mr Peter Buck
Mr Gary Johnson
5
5
5
5
5
4
5
5
5
5
Audit committee meetings
No. eligible to attend
No. attended
Mr Mark Rodda (Chair)
Mr Peter Buck
Mr Gary Johnson
2
2
2
2
2
2
Remuneration and Nomination committee
meetings
No. eligible to attend
No. attended
Mr Gary Johnson (Chair)
Mr Mark Rodda
Mr Peter Buck
1
1
1
1
1
1
Risk committee meetings
No. eligible to attend
No. attended
Mr Peter Buck (Chair)
Mr Mark Rodda
Mr Gary Johnson
1
1
1
1
1
1
19
Directors’ Report
30 June 2020
SHARE OPTIONS
At the date of this report the Company has the following options on issue.
ANNUAL REPORT
2020
Number
10,000,000
12,000,000
7,500,000
3,000,000
3,000,000
3,000,000
3,000,000
1,500,000
46,500,000
3,000,000
4,000,000
17,000,000
113,500,000
Exercise Price
Grant
Expiry
$0.0310
$0.0390
$0.0325
$0.0320
$0.0220
$0.0390
$0.0380
$0.0210
$0.0190
$0.0228
$0.0700
$0.0670
17 January 2018
9 February 2017
7 September 2017
3 November 2017
27 July 2018
12 November 2018
27 March 2019
12 November 2019
21 November 2019
13 December 2019
1 September 2020
14 September 2020
17 January 2021
9 February 2021
6 September 2021
2 November 2021
26 July 2022
11 November 2022
26 March 2023
11 November 2023
22 November 2023
12 December 2023
31 August 2024
31 August 2024
In the financial year ended 30 June 2020, nil (30 June 2019: Nil) shares were issued through the
exercise of options.
20
Directors’ Report
30 June 2020
REMUNERATION REPORT (AUDITED)
This remuneration report is set out under the following main headings:
ANNUAL REPORT
A
B
C
D
E
Principles used to determine the nature and amount of remuneration
Details of remuneration
Service agreements
Additional statutory information
Use of remuneration consultants
This remuneration report outlines the Director and Executive remuneration arrangements of the
Company and Group in accordance with the requirements of the Corporations Act 2001 and its
Regulations. For the purpose of this report, key management personnel (KMP) of the Group are
defined as those persons having authority and responsibility for planning, directing and controlling the
major activities of the Company and Group, directly or indirectly, including any director (whether
executive or otherwise) of the Parent Company, and includes the highest paid executives of the
Company and Group.
The information provided in this remuneration report has been audited as required by section 308(3c)
of the Corporations Act 2001.
Details of Key Management Personnel
Directors
Mr Stephen Power
Mr Roger Mason
Mr Mark Rodda
Mr Peter Buck
Mr Gary Johnson
-
-
-
-
-
Executive Chairman
Managing Director
Non-executive Director
Non-executive Director
Non-executive Director
No remuneration was paid to Directors of the Group by Group companies other than Antipa Minerals
Limited, accordingly remuneration paid to KMP of the Group is the same as that paid to KMP of the
Company.
21
Directors’ Report
30 June 2020
REMUNERATION REPORT (AUDITED) (CONTINUED)
ANNUAL REPORT
A.
PRINCIPLES USED TO DETERMINE THE NATURE AND AMOUNT OF REMUNERATION
The Company’s objective is to ensure that pay and rewards are competitive and appropriate for
the results delivered. A Nominations and Remuneration Committee has been established which
makes recommendations to the Board which aims to align rewards with achievement of
strategic objectives and the creation of value for shareholders. The remuneration framework
applied provides a mix of fixed and variable remuneration and a blend of base pay and long-
term incentives as appropriate.
The Nomination and Remuneration Committee considers remuneration of Directors and the
Executive and makes recommendations to the Board. Issues of remuneration are considered
annually or otherwise as required.
Non-executive directors
The maximum aggregate amount of fees that can be paid to Non-executive Directors is subject
to approval by shareholders at General Meetings and is currently set at $400,000. The
Company’s policy is to remunerate Non-executive Directors at market rates (for comparable
companies) for time, commitment and responsibilities. Fees for Non-executive Directors are
not linked to the performance of the Company, however, to align Directors’ interests with
shareholders’ interests, Directors are encouraged to hold shares in the Company and subject to
shareholder approval Non-executive Directors may receive options.
In addition to Directors’ fees, Non-executive Directors are entitled to additional remuneration
as compensation for work outside the scope of Non-executive Directors duties (whether
performed in a consulting or part-time employee capacity). Non-executive Directors’ fees and
payments are reviewed annually by the Board.
No retirement benefits or allowances are paid or payable to Non-executive Directors of the
Company other than superannuation benefits.
Executives
Executives are offered a competitive level of base pay which comprises the fixed (non-risk)
component of their pay and rewards. Base pay for senior executives is reviewed annually to
ensure market competitiveness. There are no guaranteed base pay increases included in any
senior executives’ contracts.
Executives may be paid a cash bonus at the discretion of the Board based on a recommendation
received from the Nomination and Remuneration Committee.
For the year ended 30 June 2020 no cash bonuses were paid (2019: nil).
22
Directors’ Report
30 June 2020
REMUNERATION REPORT (AUDITED) (CONTINUED)
ANNUAL REPORT
Long-term performance incentives comprise options granted at the recommendation of the
Nomination and Remuneration Committee in order to align the objectives executives with
shareholders and the Company (refer section D for further information). The issue of options
to Executive Directors is subject to shareholder approval.
The grant of share options has not been directly linked to previously determined performance
milestones or hurdles.
Persons granted options are not permitted to enter into transactions (whether through the use
of derivatives or otherwise) that limit their exposure to the economic risk in relation to the
securities.
The following options were granted to Key Management Personnel.
2020
Mr Stephen Power*
Mr Roger Mason
Mr Mark Rodda *
Mr Peter Buck
Mr Gary Johnson
* These figures include:
Number of
options
12,000,000
12,000,000
12,000,000
6,000,000
6,000,000
48,000,000
• 1,500,000 shares which are owned by Napier Capital Pty Ltd which is an entity of which Mr Stephen
Power and Mr Mark Rodda both have an interest in; and
• 3,000,000 options which are owned by Mafiro Pty Ltd, as trustee for the Mafiro Trust, which is a
company which Mr Stephen Power and Mr Mark Rodda both have an interest in.
2019 Annual General Meeting
At the 2019 Annual General Meeting (AGM) held on 22 November 2019, the Company’s
shareholders did not record a vote of more than 25% against the Remuneration Report and no
questions or comments were raised at the meeting relating to the Remuneration Report.
Company Performance
The table below shows the performance of the Group as measured by the Group’s share price
and EPS over the last five years.
Share price 30
June
EPS (cents per
share)
2016
2017
2018
2019
2020
$0.054
$0.024
$0.013
$0.014
$0.025
(0.26)
(0.15)
(0.16)
(0.10)
(0.09)
23
ANNUAL REPORT
Total
$
123,117
102,153
102,153
327,423
Directors’ Report
30 June 2020
REMUNERATION REPORT (AUDITED) (CONTINUED)
B.
DETAILS OF REMUNERATION
Amounts of remuneration
Details of the remuneration of KMP are set out in the following tables.
2020
Non-executive directors
Mr Mark Rodda
Mr Peter Buck
Mr Gary Johnson
Sub-Total non-executive directors
Executive directors
Mr Stephen Power
Mr Roger Mason
Total
Cash salary and
fees
$
Fixed Remuneration
Non-
monetary
benefits
$
Other
$
Variable Remuneration
Super-
annuation
$
Accrued
Leave*
$
Cash
bonus
$
Value of
Options**
$
55,000
55,000
55,000
165,000
250,000
300,000
715,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
5,225
5,225
5,225
15,675
-
-
-
-
23,750
26,125
65,550
75,318
94,002
169,320
-
-
-
-
-
-
-
62,892
41,928
41,928
146,748
83,856
83,856
314,460
432,924
503,983
1,264,330
Notes:
* These figures include statutory annual leave and long-service leave entitlements.
** The value of options granted during the period is recognised in compensation in the year of grant, in accordance with Australian accounting standards. Details of
incentive options granted as remuneration to each KMP of the Group during the financial year are outlined in Note 17.
24
Directors’ Report
30 June 2020
REMUNERATION REPORT (AUDITED) (CONTINUED)
2019
Non-executive directors
Mr Mark Rodda
Mr Peter Buck
Mr Gary Johnson
Sub-Total non-executive directors
Executive directors
Mr Stephen Power
Mr Roger Mason
Total
Cash salary and
fees
$
Fixed Remuneration
Non-
monetary
benefits
$
Other
$
Variable Remuneration
Super-
annuation
$
Accrued
Leave
$
Cash
bonus
$
Value of
Options
$
55,000
55,000
55,000
165,000
175,000
300,000
640,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
5,225
5,225
5,225
15,675
16,625
26,125
58,425
-
-
-
-
35,416
78,556
113,972
-
-
-
-
-
-
-
-
-
-
-
-
-
-
ANNUAL REPORT
Total
$
60,225
60,225
60,225
180,675
227,041
404,681
812,397
25
Directors’ Report
30 June 2020
REMUNERATION REPORT (AUDITED) (CONTINUED)
B.
DETAILS OF REMUNERATION (CONTINUED)
ANNUAL REPORT
During the year to 30 June 2020 no at-risk cash bonuses were paid or options granted KMP.
a. Loans to key management personnel
There were no loans made to KMP (or their personally related entities) during the current
financial period.
b. Other transactions with KMP
Payments to director-related parties:
Napier Capital Pty Ltd (i)
2020
$
2019
$
213,044
193,381
(i) The payments were made to Napier Capital Pty Ltd, a company of which Stephen Power and Mark
Rodda are directors. The payments were for corporate advisory, commercial and administrative
services on an arm’s length basis. At the year-end there were no amounts outstanding.
C.
SERVICE AGREEMENTS
Remuneration and other terms of agreement for the Company's non-executive directors are
formalised in letters of appointment. The letter summarises the terms of the appointment,
including compensation, relevant to the office of director. Non-executive directors' fees are set
at $55,000 exclusive of superannuation and excluding any additional fees which may be payable
as compensation for special exertions outside the normal scope of non-executive duties. No
termination benefits are payable to non-executive directors under the terms of their letters of
appointment.
26
Directors’ Report
30 June 2020
REMUNERATION REPORT (AUDITED) (CONTINUED)
ANNUAL REPORT
On 10 March 2011, the Company entered into an Executive Service Agreement with Managing
Director Roger Mason. Under the terms of the contract:
•
•
•
•
•
Mr Mason receives a minimum remuneration package of $275,000 p.a. base salary plus
superannuation plus a motor vehicle allowance of $25,000 per annum.
The Company may terminate this agreement in writing if the Executive becomes
incapacitated by illness or accident for an accumulated period of two months or a period
aggregating more than three months in any twelve-month period.
The Company may terminate the contract at any time without notice if serious
misconduct has occurred. On termination with cause, the Executive is not entitled to any
payment.
If the Company terminates the agreement for any reason other than the above, the
Company must pay the Executive an amount equal to six months’ salary.
If Mr Mason terminates the agreement, he must provide the Company with three
months’ notice period.
On 2 August 2011, the Company entered into an Executive Service Agreement with Executive
Chairman Stephen Power. Under the terms of the contract:
•
•
•
•
•
Mr Power receives a minimum remuneration package of up to $250,000 p.a. base salary
plus superannuation, effective from 1 April 2019.
The Company may terminate this agreement in writing if the Executive becomes
incapacitated by illness or accident for an accumulated period of two months or a period
aggregating more than three months in any twelve month period.
The Company may terminate the contract at any time without notice if serious
misconduct has occurred. On termination with cause, the Executive is not entitled to any
payment.
If the Company terminates the agreement for any reason other than the above, the
Company must pay the Executive an amount equal to six months’ salary.
If Mr Power terminates the agreement, he must provide the Company with three months’
notice period.
27
Directors’ Report
30 June 2020
REMUNERATION REPORT (AUDITED) (CONTINUED)
D.
ADDITIONAL STATUTORY INFORMATION
ANNUAL REPORT
Share and option holdings
The numbers of shares and options over ordinary shares in the Company held during the
financial period by KMP, including their personally related parties, are set out below.
Share holdings
2020
Balance at
start of year
Purchased
Net other
change
Balance at
end of year
Mr Stephen Power (i)
Mr Roger Mason
Mr Mark Rodda (i)
Mr Peter Buck
Mr Gary Johnson
62,928,058
14,247,270
35,774,093
13,639,548
3,336,537
-
-
-
-
-
-
-
-
-
-
62,928,058
14,247,270
35,774,093
13,639,548
3,336,537
(i)
These figures include shares which are owned by Napier Capital Pty Ltd and Mafiro Pty Ltd,
companies which Mr Stephen Power and Mr Mark Rodda are deemed to have an interest in.
Option holdings
Balance
at start of
year
Granted
during the
year as
remuneration
Granted
from
Rights
Issue
Exercised
/expired
Net other
change
Balance
at end of
year(ii)
Value of
options
granted as
remuneration
2020
Mr Stephen Power (i)
19,000,000
12,000,000
Mr Roger Mason
21,000,000
12,000,000
Mr Mark Rodda (i)
16,000,000
9,000,000
Mr Peter Buck
10,000,000
Mr Gary Johnson
10,000,000
6,000,000
6,000,000
-
-
-
-
-
(7,000,000)
(9,000,000)
(7,000,000)
(4,000,000)
(4,000,000)
-
-
-
-
-
24,000,000
24,000,000
18,000,000
12,000,000
12,000,000
$
83,856
83,856
62,892
41,928
41,928
(i)
(ii)
These figures include options which are owned by Napier Capital Pty Ltd and Mafiro Pty Ltd,
companies which Mr Stephen Power and Mr Mark Rodda are deemed to have an interest in.
Options held by KMP’s are vested and exercisable at 30 June 2020.
During the year, no options were exercised by any Directors or KMP.
E.
USE OF REMUNERATION CONSULTANTS
In the year ended 30 June 2020, the Group did not use the services of a remuneration
consultant.
- End of audited remuneration report -
28
Directors’ Report
30 June 2020
EVENTS OCCURRING AFTER THE REPORTING PERIOD
ANNUAL REPORT
Other than as disclosed below, there were no significant events occurring after balance date requiring
disclosure.
1)
On 9 July 2020, the Company entered into a $30 million farm-in agreement (Paterson Project
Farm-in Agreement) and associated exploration joint venture agreement with IGO. Key terms
of the Paterson Project Farm-in Agreement include:
(a)
Initial $4 million minimum exploration expenditure within 2.5 years from commencement
to be managed by the Company;
Further $26 million optional exploration expenditure within 6.5 years
from
commencement to earn a 70% joint venture interest (management to be determined at
IGO's option); and
(b)
(c) Upon joint venture formation, IGO shall free-carry the Company to the completion of a
Feasibility Study.
IGO acquired a 4.9% interest in the Company by subscribing for $3.27 million in shares at a price
of 2.747 cents per share, a 25% premium to the 10-day VWAP prior to receipt by Antipa of a
non-binding farm-in proposal from IGO.
Newcrest maintained its 9.9% interest in Antipa by subscribing for $358,909 in shares on the
same terms as IGO.
2)
Subsequent to year end, the following shares were issued upon exercise of unlisted options:
Date Exercised
Class of Options
Number of Options
Exercised
4 August 2020
$0.017 unlisted options; expiring 31 Aug 2021
10,000,000
21 August 2020
$0.019 unlisted options; expiring 22 Nov 2023
21 August 2020
$0.038 unlisted options; expiring 26 Mar 2023
27 August 2020
$0.021 unlisted options, expiring 11 Nov 2023
27 August 2020
$0.022 unlisted options expiring 26 July 2022
1,500,000
1,250,000
2,500,000
1,000,000
3 September 2020
$0.017 unlisted options; expiring 31 Aug 2021
10,000,000
3 September 2020
$0.038 unlisted options; expiring 26 Mar 2023
18 September 2020
$0.046 unlisted options; expiring 18 Sept 2020
18 September 2020
$0.0325 unlisted options expiring 6 Sept 2021
Total
1,000,000
6,510,871
1,500,000
35,260,871
29
Directors’ Report
30 June 2020
EVENTS OCCURRING AFTER THE REPORTING PERIOD (CONTINUED)
ANNUAL REPORT
3)
The Company granted the following unlisted options to KMP and employees under the
Employee Share Option Plan:
Date Granted
Class of Options
3 August 2020
$0.07 unlisted options; expiring 31 Jul 2024
14 September 2020
$0.067 unlisted options; expiring 31 Aug 2024
Total
Number of Options
Granted
4,000,000
17,000,000
21,000,000
4)
5)
On 18 September 2020, 38,489,129 $0.046 unlisted options expired unexercised.
The impact of the Coronavirus (COVID-19) pandemic is ongoing and while it has limited impact
on the group up to 30 June 2020, it is not practicable to estimate the potential impact, positive
or negative, after the reporting date. The situation continues to develop and is dependent on
measures imposed by the Australian Government and other countries, such as maintaining
social distancing requirements, quarantine, travel restrictions and any economic stimulus that
may be provided.
ENVIRONMENTAL REGULATION
The Consolidated Entity’s environmental obligations are regulated under Australian State and Federal
laws. The Company has a policy of exceeding or at least complying with its environmental performance
obligations.
During the financial period, the Consolidated Entity did not materially breach any particular or
significant Federal, Commonwealth, State or Territory regulation in respect to environmental
management.
INSURANCE AND INDEMNITY OF OFFICERS AND AUDITORS
During the year the Company has paid a premium in respect of a contract to insure the Directors of
the Company (as named above) and the Company Secretary against liabilities incurred as such a
Director, secretary or executive officer to the extent permitted by the Corporations Act 2001. The
contract of insurance prohibits disclosure of the nature of the liability and the amount of the premium.
The Company has not otherwise, during or since the financial year, except to the extent permitted by
law, indemnified or agreed to indemnify an officer or auditor of the Company or of any related body
corporate against a liability incurred as such an officer or auditor.
30
Directors’ Report
30 June 2020
AUDITOR’S INDEPENDENCE DECLARATION
ANNUAL REPORT
The auditor’s independence declaration as required under section 307C of the Corporations Act 2001
is included on page 32 of the financial report.
The auditor did not provide any non-audit services for the year ended 30 June 2020 (30 June 2019:
Nil).
This report is made in accordance with a resolution of the directors made pursuant to section 298(2)
of the Corporations Act 2001.
Stephen Power
Executive Chairman
Perth, Western Australia
29 September 2020
31
Tel: +61 8 6382 4600
Fax: +61 8 6382 4601
www.bdo.com.au
38 Station Street
Subiaco, WA 6008
PO Box 700 West Perth WA 6872
Australia
DECLARATION OF INDEPENDENCE BY PHILLIP MURDOCH TO THE DIRECTORS OF ANTIPA MINERALS
LIMITED
As lead auditor of Antipa Minerals Limited for the year ended 30 June 2020, I declare that, to the best
of my knowledge and belief, there have been:
1. No contraventions of the auditor independence requirements of the Corporations Act 2001 in
relation to the audit; and
2. No contraventions of any applicable code of professional conduct in relation to the audit.
This declaration is in respect of Antipa Minerals Limited and the entities it controlled during the
period.
Phillip Murdoch
Director
BDO Audit (WA) Pty Ltd
Perth, 29 September 2020
BDO Audit (WA) Pty Ltd ABN 79 112 284 787 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275,
an Australian company limited by guarantee. BDO Audit (WA) Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and
form part of the international BDO network of independent a firms. Liability limited by a scheme approved under Professional Standards Legislation.
32
Tel: +61 8 6382 4600
Fax: +61 8 6382 4601
www.bdo.com.au
38 Station Street
Subiaco, WA 6008
PO Box 700 West Perth WA 6872
Australia
INDEPENDENT AUDITOR'S REPORT
To the members of Antipa Minerals Limited
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of Antipa Minerals Limited (the Company) and its subsidiaries (the
Group), which comprises the consolidated statement of financial position as at 30 June 2020, 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 report, including a summary of significant accounting policies and the directors’
declaration.
In our opinion the accompanying financial report of the Group, is in accordance with the Corporations
Act 2001, including:
(i)
Giving a true and fair view of the Group’s financial position as at 30 June 2020 and of its
financial performance for the year ended on that date; and
(ii)
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 Corporations
Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s
APES 110 Code of Ethics for Professional Accountants (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 2 in the financial report which describes the events and/or conditions which
give rise to the existence of a material uncertainty that may cast significant doubt about the group’s
ability to continue as a going concern and therefore the group may be unable to realise its assets and
discharge its liabilities in the normal course of business. Our opinion is not modified in respect of this
matter.
BDO Audit (WA) Pty Ltd ABN 79 112 284 787 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275,
an Australian company limited by guarantee. BDO Audit (WA) Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and
form part of the international BDO network of independent a firms. Liability limited by a scheme approved under Professional Standards Legislation.
33
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in
our audit of the financial report of the current period. These matters were addressed in the context of
our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide
a separate opinion on these matters. 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.
Recoverability of deferred exploration and evaluation expenditure
Key audit matter
How the matter was addressed in our audit
As disclosed in Note 10 to the financial report,
the carrying value of capitalised exploration and
evaluation expenditure represents a significant
asset of the Group.
Refer to Note 4 and Note 10 of the Financial
Report for a description of the accounting policy
and significant judgements applied to capitalised
exploration and evaluation expenditure.
In accordance with AASB 6 Exploration for and
Evaluation of Mineral Resources (AASB 6), the
recoverability of exploration and evaluation
expenditure requires significant judgment by
management in determining whether there are
any facts or circumstances that exist to suggest
that the carrying amount of this asset may
exceed its recoverable amount. As a result, this is
considered a key audit matter.
Our procedures included, but were not limited
to:
· Obtaining a schedule of the areas of
interest held by the Group and assessing
whether the rights to tenure of those
areas of interest remained current at
balance date;
·
·
·
·
Considering the status of the ongoing
exploration programmes in the
respective areas of interest by holding
discussions with management, and
reviewing the Group’s exploration
budgets, ASX announcements and
directors’ minutes;
Considering whether any such areas of
interest had reached a stage where a
reasonable assessment of economically
recoverable reserves existed;
Considering whether any facts or
circumstances existed to suggest
impairment testing was required; and
Assessing the adequacy of the related
disclosures in Note 4 and Note 10 to the
Financial Report.
34
Other information
The directors are responsible for the other information. The other information comprises the
information in the Group’s annual report for the year ended 30 June 2020, but does not include the
financial report and the 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 has no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free
from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with the Australian Auditing Standards will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered material
if, individually or in the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of this financial report.
A further description of our responsibilities for the audit of the financial report is located at the
Auditing and Assurance Standards Board website (http://www.auasb.gov.au/Home.aspx) at:
https://www.auasb.gov.au/admin/file/content102/c3/ar1_2020.pdf
This description forms part of our auditor’s report.
35
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 21 to 28 of the directors’ report for the
year ended 30 June 2020.
In our opinion, the Remuneration Report of Antipa Minerals Limited, for the year ended 30 June 2020,
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.
BDO Audit (WA) Pty Ltd
Phillip Murdoch
Director
Perth, 29 September 2020
36
Consolidated Statement of
Profit or Loss and Other
Comprehensive Income
For the year ended 30 June 2020
Revenue
Total income
Administrative expenses
Employment Benefits
Depreciation
Share based payments
Loss before income tax expense
Income tax (expense) / benefit
Loss after income tax
Other comprehensive income
Other comprehensive income for the year, net of tax
Total comprehensive loss for the year attributable
to owners of the Group
Loss per share for the year attributable to the
member of Antipa Minerals Ltd
ANNUAL REPORT
Note
2020
$
2019
$
(6)
623,306
158,222
(7)
(7)
(7)
(8)
623,306
158,222
(1,112,399)
(1,150,435)
(926,235)
(574,507)
(74,253)
-
(371,713)
(219,224)
(1,861,294)
(1,785,944)
-
-
(1,861,294)
(1,785,944)
-
-
(1,861,294)
(1,785,944)
Basic and diluted loss per share (cents per share)
(20)
(0.09)
(0.10)
The above consolidated statement of profit or loss and other comprehensive income should be read
in conjunction with the accompanying notes.
37
Consolidated Statement of
Financial Position
As at 30 June 2020
Assets
Current assets
Cash and cash equivalents
Trade and other receivables
Total current assets
Non-current assets
Other receivables
Right of use asset
Deferred exploration and evaluation expenditure
Total non-current assets
Total assets
Liabilities
Current liabilities
Trade and other payables
Provisions
Lease liability
Unexpended Joint Venture contributions
Total current liabilities
Non-current liabilities
Lease liability
Total non-current liabilities
Note
(9)
(11)
(10)
(13)(a)
(13)(b)
(12)
(14)
(12)
ANNUAL REPORT
2020
$
2019
$
7,036,790
272,214
7,309,004
8,069,492
473,015
8,542,507
129,905
538,332
27,544,063
129,905
-
24,139,502
28,212,300
24,269,407
35,521,304
32,811,914
867,365
371,860
47,695
1,098,559
2,385,479
542,825
542,825
992,314
149,742
-
1,273,294
2,415,350
-
-
2,928,304
2,415,350
32,593,000
30,396,564
Total liabilities
Net assets
Equity
Contributed equity
Reserves
Accumulated losses
Total equity
(15)
(16)(a)
(16)(b)
42,766,459
3,806,216
(13,979,675)
39,096,856
3,418,089
(12,118,381)
32,593,000
30,396,564
The above consolidated statement of financial position should be read in conjunction with the
accompanying notes.
38
Consolidated Statement of
Cash Flows
For the year ended June 2020
Note
Cash flows from operating activities
Payments to suppliers and employees
Interest received
Management fee
Government stimulus grants
Net cash (outflow) from operating activities
(19)
Cash flows from investing activities
Payments to suppliers and employees capitalised as
exploration and evaluation
Proceeds from EIS grant
Payments for acquisition of subsidiary
Net movement receipts and payments from Joint
Venture Newcrest
Net movement receipts and payments from Joint
Venture Rio Tinto
ANNUAL REPORT
2020
$
(1,633,174)
43,560
528,026
100,848
(960,740)
2019
$
(1,558,277)
95,727
-
-
(1,462,550)
(3,206,762)
109,795
(85,000)
1,225,561
(5,233,229)
485,533
-
-
(1,730,549)
1,584,163
Net cash (outflow) from investing activities
(3,686,955)
(3,163,533)
Cash flows from financing activities
Proceeds from issues of shares
Share issue costs
Net cash inflow from financing activities
3,884,036
(269,043)
3,614,993
5,181,134
(459,543)
4,721,591
Net increase in cash and cash equivalents
(1,032,702)
95,508
Cash and cash equivalents at the beginning of the year
8,069,492
7,973,984
Cash and cash equivalents at the end of the year
(9)
7,036,790
8,069,492
The above consolidated statement of cash flows should be read in conjunction with the accompanying
notes.
39
Consolidated Statement of
Changes in Equity
For the year ended 30 June 2020
2020
Balance at 1 July 2019
(Loss) for the year
Total comprehensive loss for the year
Transactions with owners, in their capacity as owners
Contributions of equity, net of transaction costs
Issue of options – investment
Issue of options
Balance at 30 June 2020
2019
Balance at 1 July 2018
ANNUAL REPORT
Contributed
Equity
$
39,096,856
Share Option
Reserve
$
312,500
Share Based
Payment
Reserve
$
3,105,589
Accumulated
Losses
$
(12,118,381)
Total
$
30,396,564
-
-
-
-
-
-
(1,861,294)
(1,861,294)
(1,861,294)
(1,861,294)
3,669,603
-
-
42,766,459
-
-
-
312,500
-
16,414
371,713
3,493,716
-
-
-
(13,979,675)
3,669,603
16,414
371,713
32,593,000
Contributed
Equity
$
34,235,990
Share Option
Reserve
$
312,500
Share Based
Payment
Reserve
$
2,886,265
Accumulated
Losses
$
(10,332,437)
Total
$
27,102,318
(Loss) for the year
Total comprehensive loss for the year
Transactions with owners, in their capacity as owners
Contributions of equity, net of transaction costs
Issue of options
Balance at 30 June 2019
-
-
-
-
-
-
(1,785,944)
(1,785,944)
(1,785,944)
(1,785,944)
4,860,866
-
39,096,856
-
-
312,500
100
219,224
3,105,589
-
-
(12,118,381)
4,860,966
219,224
30,396,564
The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.
40
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2020
NOTE 1: CORPORATE INFORMATION
ANNUAL REPORT
Antipa Minerals Limited (Company or Antipa) is a company limited by shares incorporated in
Australia whose shares are publicly traded on the Australian Securities Exchange. The
consolidated financial statements of the Group as at and for the year ended 30 June 2020
comprise the Company and its subsidiaries (together referred to as the “Group” and individually
as “Group entities”).
NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The principal accounting policies adopted in the preparation of the financial statement are set
out below. These policies have been consistently applied to all the periods presented, unless
otherwise stated.
a)
Basis of preparation
The financial statements are general-purpose financial statements, which has been prepared in
accordance with Australian Accounting Standards, other authoritative pronouncements of the
Australian Accounting Standards Board, Urgent Issues Group Interpretations and the
Corporations Act 2001. Antipa is a for profit entity for the purposes of preparing financial
statements.
Statement of compliance
The financial statements comply with Australian Accounting Standards, which include Australian
equivalents to International Financial Reporting Standards (AIFRS). Compliance with AIFRS
ensures that the financial statements of Antipa Minerals Limited comply with International
Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board
(IASB).
The separate financial statements of the parent entity, Antipa Minerals Limited, have not been
presented within this financial report as permitted by the Corporations Act 2001.
Historical cost convention
These financial statements have been prepared under the historical cost convention, as
modified by the revaluation of available-for-sale financial assets.
Critical accounting estimates and significant judgements
The preparation of financial statements requires the use of certain critical accounting estimates.
It also requires management to exercise its judgment in the process of applying the company’s
accounting policies. The areas involving a higher degree of judgment or complexity, or areas
where assumptions and estimates are significant to the financial statements as disclosed in Note
4.
AASB 16 Leases
AASB 16 Leases became applicable for the current reporting period and the Company had to
change its accounting policies and make adjustments as a result of adopting this standard.
The impact of the adoption of these standards and the new accounting policies are disclosed
in Note 26.
41
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2020
NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
ANNUAL REPORT
Going Concern
The financial report has been prepared on a going concern basis, which contemplates the
continuity of normal business activity and the realisation of assets and the settlement of
liabilities in the normal course of business.
The Group incurred a net loss of $1,861,294 for the year ended 30 June 2020 and had a net cash
outflow from operations including exploration and evaluation activities of $4,057,707 (excluding
cashflows related to the Newcrest Farm-in Agreement and the Rio Farm-in Agreement) for the
year end. Notwithstanding this, the financial report has been prepared on a going concern basis
which the Directors consider to be appropriate based upon the available unrestricted cash
assets of $5,647,988 as at 30 June 2020.
In addition, on 31 January 2020, the World Health Organization (WHO) announced a global
health emergency because of a new strain of coronavirus originating in Wuhan, China (COVID-
19 outbreak) and the risks to the international community as the virus spreads globally beyond
its point of origin. Because of the rapid increase in exposure globally, on 11 March 2020, the
WHO classified the COVID-19 outbreak as a pandemic. These events are having a significant
negative impact on world stock markets, currencies and general business activities. The full
impact of the COVID-19 outbreak continues to evolve at the date of this report as disclosed in
Note 21.
The ability of the group to continue as a going concern is dependent on the Group being able to
raise additional funds as required to meet ongoing and budgeted exploration commitments and
for working capital. These conditions indicate a material uncertainty that may cast significant
doubt about the Group’s ability to continue as a going concern and, therefore, it may be unable
to realise its assets and discharge its liabilities in the normal course of business. The Directors
believe that they will be able to raise additional capital as required and are in the process of
evaluating the Group’s cash requirements. The Directors believe that the Group will continue as
a going concern. As a result, the financial report has been prepared on a going concern basis.
However, should the Group be unsuccessful in undertaking additional raisings, the Group may
not be able to continue as a going concern. No adjustments have been made relating to the
recoverability and classification of liabilities that might be necessary should the Group not
continue as a going concern.
Should the going concern basis not be appropriate, the entity may have to realise its assets and
extinguish its liabilities other than in the ordinary course of business and at amounts different
from those stated in the financial report. No allowance for such circumstances has been made
in the financial report.
42
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2020
NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
ANNUAL REPORT
Principles of consolidation
The consolidated financial statements incorporate the assets and liabilities of all joint
operations of Antipa Minerals Limited (the Company or the Parent Entity) as at 30 June 2020
and the results of all joint operations for the year then ended. Antipa Minerals Limited and its
joint operations together are referred to in this financial report as the “group” or the
“consolidated entity”.
The Company has a non-controlling interest in the Citadel Project Joint Venture (CPJV).
However, the Company only has rights to CPJV’s assets and obligations for CPJV’s liabilities in
proportion to its participating interest in the arrangement. Based on the AASB framework, an
asset is recognised when it is probable that future economic benefits associated with the asset
will flow to the entity and when the cost of the item can be measured reliably. Given that the
Company only has a proportionate ownership interest in CPJV’s assets, therefore only a
proportion of the benefits of the assets will flow to the Company. On this basis whilst AASB 10
applies, the Company has recognised only its share in the assets of the CPJV. Similarly, to for
liabilities, as the Company are only obligated for a proportion of the liabilities within CPJV, the
Company has recognised only its share of the obligations in the financial statements.
Interests in joint operations
A joint operation is a joint arrangement whereby the parties that have joint control of the
arrangement have rights to the assets, and obligations for the liabilities, relating to the
arrangement.
Joint control is the contractually agreed sharing of control of an arrangement, which exists only
when decisions about the relevant activities require unanimous consent of the parties sharing
control.
When the Company undertakes its activities under joint operations, the Company as a joint
operator recognises in relation to its interest in a joint operation:
•
•
•
•
•
Its assets, including its share of any assets held jointly;
Its liabilities, including its share of any liabilities incurred jointly;
Its revenue from the sale of its share of the output arising from the joint operation;
Its share of the revenue from the sale of the output by the joint operation; and
Its expenses, including its share of any expenses incurred jointly
The Company accounts for the assets, liabilities, revenues and expenses relating to its interest
in a joint operation in accordance with the AASB’s applicable to the particular assets, liabilities,
revenues and expenses.
When the company entity transacts with a joint operation in which the company is a joint
operator (such as a sale or contribution of assets), the Company is considered to be conducting
the transaction with the other parties to the joint operation, and gains and losses resulting from
the transactions are recognised in the Company’s financial statements only to the extent of
other parties' interests in the joint operation.
43
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2020
NOTE 3: FINANCIAL RISK MANAGEMENT
ANNUAL REPORT
The Group’s activities expose it to a variety of financial risks: market risk (including currency risk,
interest rate risk and price risk), credit risk and liquidity risk. The Group’s overall risk
management program focuses on the unpredictability of financial markets and seeks to
minimise potential adverse effects on the financial performance of the Group. The Group uses
different methods to measure different types of risk to which it is exposed.
During the year, the Company maintained a Risk and Sustainability Committee whose role
included the identification and evolution of financial and other risks in conjunction with
executives. The Board provides the overall risk management framework which balances the
potential adverse effects of financial risks on Antipa’s financial performance and position with
the “upside” potential made possible by exposure to these risks and by taking into account the
costs and expected benefits of the various methods available to manage them.
The Group holds the following financial instruments:
Financial assets
Cash and cash equivalents
Restricted cash
Trade and other receivables
Financial liabilities
Trade and other payables
a) Market risk
Interest rate risk
2020
$
5,647,988
1,388,802
272,214
7,309,004
2019
$
6,336,486
1,733,006
473,015
8,542,507
867,365
992,314
As at and during the year ended on reporting date the Group had no significant interest-bearing
assets or liabilities other than liquid funds on deposit. As such, the Group’s income and
operating cash flows (other than interest income from funds on deposit) are substantially
independent of changes in market interest rates. The Group’s exposure to interest rate risk and
the effective weighted average interest rate for each class of financial assets and liabilities is set
out below.
Financial assets
Cash assets
Floating
rate*
2020
%
$
2019
$
%
0.07%
7,036,790
1.64%
8,069,492
* Weighted average effective interest rate
44
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2020
ANNUAL REPORT
NOTE 3: FINANCIAL RISK MANAGEMENT (continued)
The Group’s policy is to maximise the return on cash held through the use of term deposits
where possible.
The Group has performed a sensitivity analysis relating to its exposure to interest rate risk as at
reporting date. The sensitivity analysis demonstrates the effect on the current year results and
equity was not material.
b) Credit risk
Credit risk arises from cash and cash equivalents, deposits with banks and financial institutions,
as well as credit exposures to customers. The maximum exposure to credit risk at the reporting
date is the carrying amount of the financial assets as summarised in part (a) of this note.
As at 30 June 2020, all cash and cash equivalents were held with National Australia Bank, which
has a AA- credit rating.
c) Liquidity risk
Prudent liquidity risk management involves the maintenance of sufficient cash and access to
capital markets. It is the policy of the Board to ensure that the Group is able to meet its financial
obligations and continuing to meet its objectives by ensuring the Group has sufficient working
capital and preserving the placement capacities available to the Company under the ASX Listing
Rules. The Group manages liquidity risk by continuously monitoring actual and forecast cash
flows.
Contractual maturities of financial liabilities
As at the reporting date the Group had total financial liabilities of $867,365 (2019: $992,314)
comprised of non-interest-bearing trade creditors and accruals with a maturity of less than 6
months.
d) Fair value estimation
The fair value of financial assets and financial liabilities must be estimated for recognition and
measurement and/or disclosure purposes.
The carrying value less impairment provision of trade receivables and payables are assumed to
approximate their fair values due to their short-term nature. The fair value of financial liabilities
for disclosure purposes is estimated by discounting the future contractual cash flows at the
current market interest rate that is available to the Group for similar financial instruments.
e) Capital risk management
The Group manages its capital to ensure that it will be able to continue as a going concern while
maximising the potential return to shareholders.
45
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2020
NOTE 4: CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS
ANNUAL REPORT
In preparing this financial report the Group has been required to make certain estimates and
assumptions concerning future occurrences. There is an inherent risk that the resulting
accounting estimates will not equate exactly with actual events and results.
a) Significant accounting judgements
In the process of applying the Group's accounting policies, management has made the following
judgements, apart from those involving estimations, which have the most significant effect on
the amounts recognised in the financial statements:
Deferred tax assets
The Group has carried forward tax losses which have not been recognised as deferred tax assets
as it is not considered sufficiently probable that these losses will be recouped by means of future
profits taxable in the appropriate jurisdictions.
Capitalisation of exploration and evaluation expenditure
The Group has capitalised significant exploration and evaluation expenditure on the basis either
that this is expected to be recouped through future successful development (or alternatively
sale) of the Areas of Interest concerned or on the basis that it is not yet possible to assess
whether it will be recouped.
b) Significant accounting estimates and assumptions
The carrying amounts of certain assets and liabilities are often determined based on estimates
and assumptions of future events. The key estimates and assumptions that have a significant
risk of causing a material adjustment to the carrying amounts of certain assets and liabilities
within the next annual reporting period are:
Impairment of assets
The future recoverability of capitalised exploration and evaluation expenditure is dependent on
a number of factors, including whether the Group decides to exploit the related lease itself or,
if not, whether it successfully recovers the related exploration and evaluation asset through
sale.
Factors that could impact the future recoverability include the level of Ore Reserves and Mineral
Resources, future technological changes, costs of drilling and production, production rates,
future legal changes (including changes to environmental restoration obligations) and changes
to commodity prices.
As at 30 June 2020, the carrying value of capitalised exploration and evaluation is $27,544,063
(2019: $24,139,502).
46
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2020
ANNUAL REPORT
NOTE 4: CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS (continued)
Coronavirus (COVID-19) pandemic
Judgement has been exercised in considering the impacts that the COVID-19 pandemic has had,
or may have, on the consolidated entity based on known information. This consideration
extends to the nature of the services offered, farm-in partners, supply chain, staffing and
geographic regions in which the consolidated entity operates. Other than as addressed in
specific notes, there does not currently appear to be either any significant impact upon the
financial statements or any significant uncertainties with respect to events or conditions which
may impact the consolidated entity unfavourably as at the reporting date or subsequently as a
result of the COVID-19 pandemic.
Share based payments
The consolidated entity measures the cost of equity-settled transactions by reference to the fair
value of the equity instruments at the date at which they are granted. The fair value is
determined by using either the Binomial or Black-Scholes model taking into account the terms
and conditions upon which the instruments were granted. The accounting estimates and
assumptions relating to equity-settled share-based payments would have no impact on the
carrying amounts of assets and liabilities within the next annual reporting period but may impact
profit or loss and equity.
Incremental borrowing rate.
Where the interest rate implicit in a lease cannot be readily determined, an incremental
borrowing rate is estimated to discount future lease payments to measure the present
value of the lease liability at the lease commencement date. Such a rate is based on
what the entity estimates it would have to pay a third party to borrow the funds
necessary to obtain an asset of a similar value to the right-of-use asset, with similar
terms, security and economic environment.
NOTE 5: SEGMENT INFORMATION
Management has determined that the Group has one reportable segment, being mineral
exploration. As the Group is focused on mineral exploration, the Board monitors the Group
based on actual versus budgeted revenues and expenditure incurred by area of interest. This
internal reporting framework is the most relevant to assist the Board with making decisions
regarding the Company and its ongoing exploration activities, while also taking into
consideration the results of exploration work that has been performed to date.
47
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2020
NOTE 6: REVENUE
From continuing operations
Other revenue
Management fee
Interest
Government stimulus grant
Accounting policy
ANNUAL REPORT
2020
$
478,899
43,560
100,847
623,306
2019
$
61,284
96,938
-
158,222
Revenue is measured at the fair value of the consideration received or receivable. The Group
recognises revenue when the amount of revenue can be reliably measured, it is probable that
future economic benefits will flow to the entity and specific criteria have been met for each of
the Group’s activities as described below:
Government grants
Government grants relating to costs are deferred and recognised in profit or loss over the period
necessary to match them with the costs that they are intended to compensate. This is Cash
Boost income received due to COVID-19 during the year
Interest
Revenue is recognised as the interest accrues (using the effective interest method, which is the
rate that exactly discounts estimated future cash receipts through the expected life of the
financial instrument to the net carrying amount of the financial asset).
NOTE 7: EXPENSES
Administration expenses
Employee benefit expenses
Share based payments (i)
(i) Refer to Note 17
2020
$
1,112,399
926,235
371,713
2,410,347
2019
$
1,150,435
574,507
219,224
1,944,166
48
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2020
NOTE 8: INCOME TAX
Current tax
a) Income tax expense
ANNUAL REPORT
2020
$
-
-
2019
$
-
-
A reconciliation between tax expense and the product of accounting profit before
income tax multiplied by the Group's applicable income tax rate is as follows:
Accounting loss before tax
Tax at the Australian statutory income tax rate of
27.5% (2019: 27.5%)
(1,861,294)
(1,785,945)
(511,856)
(491,135)
Tax effect of amounts which are not deductible
(taxable) in calculating taxable income:
Share based payments
Entertainment
Government grants
Fines
Legal fees
Interest charges
Accrued expenses
Cash flow boost
Rent expense
Effective income tax rate changes
Tax loss recognised
Tax losses not recognised
102,221
528
30,194
-
-
-
-
(12,883)
(13,392)
-
-
405,188
-
60,287
1,100
-
-
-
122
204
-
-
-
-
429,422
-
b) Deferred tax assets and (liabilities) are attributable to the following:
Trade and other receivables
Prepayments
Property, plant and equipment
ROI asset – lease
Deferred exploration expenditure
Capital raising costs
Trade and other payables
Provisions
Lease liability
Tax losses recognised to the extent of deferred tax
liabilities
(1,145)
(281)
24,961
20,419
(7,574,617)
(434,676)
3,467
102,262
16,676
(333)
(158)
25,767
-
(6,617,023)
(410,979)
4,675
41,179
-
7,842,934
6,956,871
-
-
The balance of potential deferred tax assets attributable to tax losses carried forward of
$2,153,570 (2019: loss $1,743,254) and other timing differences of nil (2019: nil) in respect of
49
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2020
NOTE 8: INCOME TAX (continued)
ANNUAL REPORT
Antipa Minerals Limited and its controlled entities in the tax consolidated group have not been
brought to account because the Directors do not believe it is appropriate to regard realisation
of future tax benefits as probable.
Antipa Minerals Limited and its wholly owned Australian controlled entities have implemented
the tax consolidation legislation.
The head entity, Antipa Minerals Limited, and its controlled entities in the tax consolidated
group account for their own current and deferred tax amounts. The entities have also entered
into a tax funding agreement under which the wholly-owned entities fully compensate Antipa
Minerals Limited for any current tax payable assumed and are compensated by Antipa Minerals
Ltd for any current tax receivable and deferred tax assets relating to unused tax losses or unused
tax credits that are transferred to Antipa Minerals Limited under the tax consolidation
legislation.
Accounting policy
The income tax expense or revenue for the period is the tax payable on the current period’s
taxable income based on the applicable tax rate adjusted by changes in deferred tax assets and
liabilities attributable to temporary differences and to unused tax losses.
Deferred tax
Deferred income tax is provided in full, using the liability method, on temporary differences
arising between the tax bases of assets and liabilities and their carrying amounts in the
consolidated financial statements. Deferred income tax is not accounted for if it arises from
initial recognition of an asset or liability in a transaction other than a business combination that
at the time of the transaction affects neither accounting or taxable profit or loss. Deferred
income tax is determined using tax rates (and laws) that have been enacted or substantially
enacted by the reporting date and are expected to apply when the related deferred income tax
asset is realised or the deferred income tax liability is settled.
Deferred tax assets are recognised for deductible temporary differences and unused tax losses
only if it is probable that future taxable amounts will be available to utilise those temporary
differences and losses.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset
current tax assets and liabilities and when the deferred tax balances relate to the same taxation
authority. Current tax assets and tax liabilities are offset where the entity has a legally
enforceable right to offset and intends either to settle on a net basis, or to realise the asset and
settle the liability simultaneously.
Current and deferred tax for the year
Current and deferred tax is recognised as an expense or income in the statement of profit or
loss and other 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.
50
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2020
NOTE 9: CURRENT ASSETS – CASH AND CASH EQUIVALENTS
Cash At bank and in hand
Restricted cash (i)
Restricted cash (ii)
ANNUAL REPORT
2020
$
5,647,988
5,685
1,383,117
7,036,790
2019
$
6,336,486
1,733,006
-
8,069,492
(i) As at 30 June 2020 Cash and cash equivalents is held as restricted cash being monies received in
advance from Rio Tinto and restricted for use on the Citadel project $5,685 (2019: $1,733,006).
(ii) As at 30 June 2020 Cash and cash equivalents is held as restricted cash being monies received in
advance from Newcrest and restricted for use on the Wilki project $1,383,117 (2019: Nil).
a) Fair value
The carrying amount of cash and cash equivalents is a reasonable approximation of fair value.
b) Interest rate risk exposure
Information about the Group’s exposure to interest rate risk in relation to cash and cash
equivalents is provided in Note 3.
Accounting policy
For cash flow statement presentation purposes, cash and cash equivalents includes cash on
hand, deposits held at call with financial institutions, other short-term, highly liquid investments
with original maturities of three months or less that are readily convertible to known amounts
of cash and which are subject to an insignificant risk of changes in value, and bank overdrafts.
NOTE 10: DEFERRED EXPLORATION AND EVALUATION EXPENDITURE
At cost
Opening balance
Additions
Less: Exploration Incentive Scheme grants
Closing balance
2020
$
2019
$
24,139,502
19,510,567
3,514,356
(109,795)
5,114,468
(485,533)
27,544,063
24,139,502
The ultimate recoupment of exploration and evaluation expenditure carried forward is
dependent on successful development and exploitation, or alternatively sale of the respective
area of interest.
51
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2020
ANNUAL REPORT
NOTE 10: DEFERRED EXPLORATION AND EVALUATION EXPENDITURE (continued)
Accounting policy
Exploration and evaluation expenditure is stated at cost and is accumulated in respect of each
identifiable area of interest.
Such costs are only carried forward in respect of areas of interest for which the rights of tenure
are current and where:
(i) such costs are expected to be recouped through successful development and
exploitation of the area of interest or, alternatively, by its sale; or
(ii) activities in the area have not at the statement of financial position 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.
All other costs which do not meet these criteria are written off immediately to the statement of
profit or loss and other comprehensive income.
A regular review is undertaken of each area of interest to determine the appropriateness of
continuing to carry forward costs in relation to that area of interest. Where carried forward
expenditure does not satisfy the policy stated above it is written off to the statement of profit
or loss and other comprehensive income in the period in which the decision is made to write-
off. Accumulated costs in relation to an abandoned area are written off to the statement of
profit or loss and other comprehensive income in the period in which the decision to abandon
the area is made.
Rehabilitation, Restoration and Environmental Costs
Long-term environmental obligations are based on the Group’s environmental management
plans, in compliance with current environmental and regulatory requirements. There are
currently no material rehabilitation obligations.
52
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2020
NOTE 11: RIGHT-OF USE LEASE ASSETS
Carrying value
Cost
Accumulated depreciation
Carrying value as at 30 June 2020
Reconciliation
30 June 2020
Opening Balance
Additions
Depreciation expense
Closing Balance
ANNUAL REPORT
30 June 2020
Premises
$
612,585
(74,253)
538,332
Total
$
612,585
(74,253)
538,332
30 June 2020
Premises
$
Total
$
-
612,585
(74,253)
538,332
-
612,585
(74,253)
538,332
Accounting policy
The Group has adopted AASB 16 using the modified retrospective approach under which the
reclassifications and the adjustments arising from the new leasing rules are recognised in the opening
Consolidated Statement of Financial Position on 1 July 2019. There is no initial impact on retained
earnings under this approach. The Group has not restated comparatives for the 2019 reporting period.
From 1 July 2019, where the Company is a lessee, the Group recognised a right-of-use asset and a
corresponding liability at the date which the lease asset is available for use by the Group. Each lease
payment is allocated between the liability and the finance cost. The finance cost is charged to profit
or loss over the lease period to produce a consistent period rate of interest on the remaining balance
of the liability for each period.
53
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2020
NOTE 12: LEASE LIABILITIES
Current Liabilities
Non-Current Liabilities
Fair value as at 30 June 2020
Reconciliation
30 June 2020
Opening Balance
Additions
Finance Expenses
Closing Balance
ANNUAL REPORT
30 June 2020
Premises
$
47,695
542,825
590,520
Total
$
47,695
542,825
590,520
30 June 2020
Premises
$
-
529,879
60,641
590,520
Total
$
-
529,879
60,641
590,520
AASB 16 has been adopted during the period, refer note 26 for details.
NOTE 13: CURRENT LIABILITIES
a) Trade and other payables
Trade payables
Other payables
2020
$
562,487
304,878
867,365
2019
$
539,013
453,301
992,314
The average credit period on purchases is 45 days from the date of invoice. Group policy is to
pay all undisputed invoices within 30 days from the month of receipt. All amounts are expected
to be settled within 12 months.
Fair value
The carrying amount of trade payables is a reasonable approximation of fair value due to their
short-term nature.
Accounting policy
Trade payables and other accounts payable represent liabilities for goods and services provided
to the Group prior to the end of the financial period which are unpaid. The amounts are
unsecured and are usually paid within 30 days of recognition.
54
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2020
NOTE 13: CURRENT LIABILITIES (continued)
b) Provisions
Annual leave provision
Long service leave provision
Accounting policy
ANNUAL REPORT
2020
$
231,911
139,949
371,860
2019
$
149,742
149,742
Other long-term employee benefit obligations
The liability for long service leave and annual leave which is not expected to be settled within
12 months after the end of the period in which the employees render the related service is
recognised in the provision for employee benefits and measured as the present value of
expected future payments to be made in respect of services provided by employees up to the
end of the reporting period using the projected unit credit method. Consideration is given to
the expected future wage and salary levels, experience of employee departures and periods of
service. Expected future payments are discounted using market yields at the end of the
reporting period on national government bonds with terms to maturity and currency that
match, as closely as possible, the estimated future cash outflows.
55
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2020
NOTE 14: UNEXPENDED JOINT VENTURE CONTRIBUTIONS
1.
Opening balance
Newcrest Farm-In
Contributions Newcrest Services Pty Ltd
Expenditure
2. Rio Tinto Farm-In
Opening balance
Contributions Rio Tinto Exploration Pty Ltd
Expenditure
ANNUAL REPORT
2020
$
2019
$
-
1,783,194
(686,841)
1,096,353
1,273,297
1,935,363
(3,206,454)
2,206
-
-
-
-
-
1,811,727
(538,433)
1,273,294
Total Unexpended Joint Venture
Contributions
1,098,559
1,273,294
1.
In February 2020 Antipa signed the Wilki Project Farm-in agreement with Newcrest
Operations Ltd (Newcrest) to agree that Antipa will assume the operatorship of the
exploration of the Wilki project. In accordance with the agreement Antipa will be the
operator for the Wilki Project for the $6 million expenditure period. Under the Wilki Project
Farm-in Agreement Newcrest is sole funding exploration on the Citadel Project to earn an
interest.
Accounting policy
Cash received from pertaining to farm-In agreements is received in advance. Upon receipt
of the funds a liability is recognised for unexpended exploration contributions. As
expenditure is incurred, the liability is decreased. The cash received in advance by Newcrest
is held by the Company in the capacity as operator and is classified as restricted cash.
2.
In March 2019 Antipa signed Citadel Operator Letter agreement with Rio Tinto Exploration
Pty Ltd (Rio) and in conjunction with the Citadel Project Farm-in Agreement signed in
October 2015 to agree that Antipa will assume the operatorship of the exploration of the
Citadel project. During the year, an unincorporated joint venture has been established
whereby under the terms of the joint venture, Rio Tinto will assume operatorship of the
exploration of the Citadel project. Under the arrangement, Rio is sole funding exploration
on the Citadel Project to earn a further interest.
Accounting policy
Cash received from pertaining to farm-In agreements is received in advance. Upon receipt
of the funds a liability is recognised for unexpended exploration contributions. As
expenditure is incurred, the liability is decreased. The cash received in advance by Rio is
held by the Company in the capacity as operator and is classified as restricted cash.
Following the formation of the unincorporated joint venture, the arrangement will be
accounted for as a joint operation in accordance with accounting policies outlined in Note
2.
56
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2020
NOTE 15: CONTRIBUTED EQUITY
a)
Share capital
ANNUAL REPORT
2020
Number
2020
$
2019
Number
2019
$
Fully paid ordinary
shares
2,307,805,247
42,766,459
2,076,332,528
39,096,856
b) Movements in ordinary share capital
Ordinary shares entitle the holder to participate in dividends and the proceeds on winding up
of the Group in proportion to the number of shares held. On a show of hands every holder of
ordinary shares present at a meeting or by proxy, is entitled to one vote. Upon a poll every
holder is entitled to one vote per share held.
Description
2020
Opening balance
Share Placement (i)
Share Placement (ii)
Less: transaction costs
Date
1 July 2019
12 December 2019
3 March 2020
Number of
shares
2,076,332,528
3,000,000
228,472,719
-
Closing balance
30 June 2020
2,307,805,247
Issue Price
$
$0.013
$0.017
39,096,856
39,000
3,884,036
(253,433)
42,766,459
i.
Share issue:
On 12 December 2019, Antipa issued 3,000,000 shares at $0.013 and 3,000,000 unlisted options in
consideration payable pursuant to the terms of an agreement in relation to the transfer of certain
exploration licence applications over ground in the Paterson province of Western Australia. See note
24.
ii.
Share Issue
On 3 March 2020 Antipa issued 228,472,719 shares at $0.017 to Newcrest Operations Ltd (Newcrest)
as a subscription agreement where Newcrest acquired 9.9% shareholding in Antipa.
57
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2020
NOTE 15: CONTRIBUTED EQUITY (continued)
ANNUAL REPORT
Date
Number of
shares
Issue Price
$
Description
2019
Opening balance
Share Placement (i)
Issued as per agreement
– tenements (ii)
Share Placement (iii)
Less: transaction costs
1 July 2018
12 July 2018
1,799,061,488
6,445,140
1 February 2019
15 April 2019
2,000,000
268,825,900
-
$0.012
$0.020
$0.019
Closing balance
30 June 2019
2,076,332,528
34,235,990
77,342
40,000
5,107,692
(364,168)
39,096,856
i.
Issue of shares
On 4 July 2018, the Shareholders of Antipa approved at a General Meeting the issue of 6,445,140
shares at an issue price of $0.012 per share to raise $77,342.
ii. Share Issue
On 1 February 2019 Antipa issued 2,000,000 shares at $0.02 in consideration payable pursuant to
the terms of an agreement in relation to the withdrawal of certain exploration licence applications
over ground in the Paterson province of Western Australia.
iii. Share Placement
On 15 April 2019, Antipa completed a Share Placement. The Placement was 268,825,900 fully paid
shares at an issue price of $0.019 per share to raise $5,107,629. The issue costs of $337,055 are in
relation to the Placement.
Accounting policy
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of
new shares or options are shown in equity as a deduction from the proceeds.
58
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2020
NOTE 16: RESERVES AND ACCUMULATED LOSSES
(a)
Share based payment and option reserve
Opening balance
Movement for the year
Balance at 30 June
(b) Accumulated losses
Opening balance
Net loss for the year
Balance at 30 June
ANNUAL REPORT
2020
$
2019
$
3,418,089
388,127
3,806,216
3,198,765
219,324
3,418,089
(12,118,381)
(10,332,437)
(1,861,294)
(1,785,944)
(13,979,675)
(12,118,381)
(c)
Nature and purpose of reserves
The share-based payments reserve is used to recognise the grant date fair value of options issued
to employees but not exercised.
The share option reserve is used to recognise the grant date fair value of options issued to
consultants in exchange for services but not exercised.
59
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2020
NOTE 17: OPTIONS
ANNUAL REPORT
a. As at reporting date, the Group has the following options on issue:
2020
Number
45,000,000
12,000,000
10,500,000
3,000,000
10,000,000
20,000,000
4,000,000
4,500,000
5,250,000
4,000,000
48,000,000
3,000,000
169,250,000
Exercise Price
Grant
Expiry
$0.0460
$0.0390
$0.0325
$0.0320
$0.0310
$0.0170
$0.0220
$0.0390
$0.0380
$0.0210
$0.0190
$0.0230
19 September 2016
9 February 2017
7 September 2017
3 November 2017
17 January 2018
31 August 2018
27 July 2018
12 November 2018
27 March 2019
12 November 2019
21 November 2019
13 December 2019
18 September 2020
9 February 2021
6 September 2021
2 November 2021
17 January 2021
31 August 2021
26 July 2022
11 November 2022
27 March 2023
11 November 2023
22 November 2023
12 December 2024
Options carry no dividend or voting rights. Upon exercise, each option is convertible into one
ordinary share to rank pari passu in all respects with the Group’s existing fully paid ordinary
shares.
Movements in the number of options on issue during the year are as follows:
Description
Weighted
Average
Exercise
Price
Weighted
Average
Exercise
Price
2019
Number
2020
Number
Options
Opening balance
Issued during the period (i)(ii)(iii)
Issued during the period as per Annual Report 2019
Cancelled during the period
Exercised during the period
Expired during the period
Balance at 30 June
156,250,000
55,000,000
-
-
-
(42,000,000)
169,250,000
0.4980
0.0194
-
-
-
(0.0334)
0.4839
122,500,000
20,000,000
17,750,000
(4,000,000)
-
-
156,250,000
0.4767
0.0090
0.0146
0.0022
-
-
0.4980
60
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2020
NOTE 17: OPTIONS (continued)
2020
b. Share based payments
ANNUAL REPORT
i. 4,000,000 options issued to Employees pursuant to Employee Incentive Option Plan.
These options were valued using a Black-Scholes model. They had a total fair value of
$36,287 and were fully expensed during the period.
Options (valued at $0.00907) were issued to the Employees and were valued using
Black Scholes with the below assumptions:
Number of options in series
Grant date share price
Exercise price
Expected volatility
Option life
Dividend yield
Interest rate
Vesting
Unlisted options
4,000,000
$0.015
$0.021
95%
4 years
0.00%
0.88%
Immediately
ii. 48,000,000 issued to Directors and Company Secretary pursuant to Shareholder
approval at the Annual General Meeting on 22 November 2019. These options were
valued using a Black-Scholes model. They had a total fair value of $335,426 and were
fully expenses during the period.
Options (valued at $0.00699) were issued to an Employee and were valued using Black
Scholes with the below assumptions:
Number of options in series
Grant date share price
Exercise price
Expected volatility
Option life
Dividend yield
Interest rate
Vesting
Unlisted options
48,000,000
$0.012
$0.0199
95%
4 years
0.00%
0.88%
Immediately
61
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2020
NOTE 17: OPTIONS (continued)
ANNUAL REPORT
iii.
3,000,000 issued pursuant to consideration payable pursuant to the terms of an
agreement in relation to the transfer of certain exploration licence applications over
ground in the Paterson province of Western Australia. These options were valued
using a Black-Scholes model. They had a total fair value of $16,414 and were fully
expensed during the period.
Options (valued at $0.00547) were issued to an Employee and were valued using Black
Scholes with the below assumptions:
Number of options in series
Grant date share price
Exercise price
Expected volatility
Option life
Dividend yield
Interest rate
Vesting
Unlisted options
3,000,000
$0.010
$0.0228
100%
4 years
0.00%
0.71%
Immediately
Share based payment
Options issued to Directors, Employees and Company
Secretary
Options issued for acquisition of subsidiary
2020
$
2019
$
371,713
16,414
388,127
219,224
-
219,224
NOTE 18: REMUNERATION OF AUDITORS
During the period, the following fees were paid or payable for services provided by the auditor
of the Group, its related practices and non-related audit firms:
BDO Audit (WA) Pty Ltd for:
An audit of financial reports and other audit work
under the Corporations Act 2001
Total remuneration for audit and other assurance
services
2020
$
2019
$
31,563
31,690
31,563
31,690
62
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2020
ANNUAL REPORT
NOTE 19: RECONCILIATION OF LOSS AFTER INCOME TAX TO NET CASH OUTFLOW FROM OPERATING
ACTIVITIES
Loss for the year
Adjustment for:
Share based payments
Depreciation
(Decrease)/Increase in current liabilities
(Increase)/Decrease in trade and other
receivables
Net cash (outflow) from operating activities
NOTE 20: LOSS PER SHARE
2020
$
(1,861,294)
2019
$
(1,785,944)
371,713
74,253
219,224
-
(193,762)
457,905
648,350
(353,735)
(960,740)
(1,462,550)
2020
Cents
2019
Cents
(0.09)
(0.10)
Basic / diluted loss per share
Loss attributable to the ordinary equity holders of the
Company
Loss used in calculation of basic / diluted loss per share
$
$
Loss
(1,861,294)
(1,785,944)
Weighted average number of ordinary shares used as the
denominator in calculating basic / diluted loss per share
2,152,264,915 1,862,085,879
Accounting policy
Basic earnings per share is calculated by dividing the profit attributable to equity holders of the
Group, excluding any costs of servicing equity other than ordinary shares, by the weighted
average number of ordinary shares outstanding during the financial period, adjusted for bonus
elements in ordinary shares issued during the period.
Diluted earnings per share adjusts the figures used in the determination of basic earnings per
share to take into account the after tax effect of interest and other financing costs associated
with dilutive potential ordinary shares and the weighted average number of additional ordinary
shares that would have been outstanding assuming the conversion of all dilutive potential
ordinary shares.
63
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2020
NOTE 21: EVENTS SUBSEQUENT TO THE REPORTING PERIOD
ANNUAL REPORT
Other than as disclosed below, there were no significant events occurring after balance date requiring
disclosure.
(1) On 9 July 2020, the Company entered into a $30 million farm-in agreement (Paterson Project
Farm-in Agreement) and associated exploration joint venture agreement with IGO. Key terms
of the Paterson Project Farm-in Agreement include:
(a)
Initial $4 million minimum exploration expenditure within 2.5 years from commencement
to be managed by the Company;
Further $26 million optional exploration expenditure within 6.5 years
from
commencement to earn a 70% joint venture interest (management to be determined at
IGO's option); and
(b)
(c) Upon joint venture formation, IGO shall free-carry the Company to the completion of a
Feasibility Study.
IGO acquired a 4.9% interest in the Company by subscribing for $3.27 million in shares at a price
of 2.747 cents per share, a 25% premium to the 10-day VWAP prior to receipt by Antipa of a
non-binding farm-in proposal from IGO.
Newcrest maintained its 9.9% interest in Antipa by subscribing for $358,909 in shares on the
same terms as IGO.
(2)
The following shares were issued upon exercise of unlisted options:
Date Exercised
Class of Options
Number of Options
Exercised
4 August 2020
$0.017 unlisted options; expiring 31 Aug 2021
10,000,000
21 August 2020
$0.019 unlisted options; expiring 22 Nov 2023
21 August 2020
$0.038 unlisted options; expiring 26 Mar 2023
27 August 2020
$0.021 unlisted options, expiring 11 Nov 2023
27 August 2020
$0.022 unlisted options expiring 26 July 2022
1,500,000
1,250,000
2,500,000
1,000,000
3 September 2020
$0.017 unlisted options; expiring 31 Aug 2021
10,000,000
3 September 2020
$0.038 unlisted options; expiring 26 Mar 2023
18 September 2020
$0.046 unlisted options; expiring 18 Sept 2020
18 September 2020
$0.0325 unlisted options; expiring 6 Sept 2021
Total
1,000,000
6,510,871
1,500,000
35,260,871
64
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2020
ANNUAL REPORT
NOTE 21: EVENTS SUBSEQUENT TO THE REPORTING PERIOD (continued)
(3)
The Company granted the following unlisted options to KMP and employees under the
Employee Share Option Plan:
Date Granted
Class of Options
3 August 2020
$0.07 unlisted options; expiring 31 Jul 2024
14 September 2020
$0.067 unlisted options; expiring 31 Aug 2024
Total
Number of Options
Granted
4,000,000
17,000,000
21,000,000
(4) On 18 September 2020, 38,489,129 $0.046 unlisted options expired unexercised.
(5) The impact of the COVID-19 pandemic is ongoing and while it has been financially positive for the
consolidated entity up to 30 June 2020, it is not practicable to estimate the potential impact,
positive or negative, after the reporting date. The situation is rapidly developing and is dependent
on measures imposed by the Australian Government and other countries, such as maintaining
social distancing requirements, quarantine, travel restrictions and any economic stimulus that
may be provided.
NOTE 22: COMMITMENTS & CONTINGENCIES
The Group had no contingent assets or liabilities at reporting date.
The Group must meet the following tenement expenditure commitments to maintain them in
good standing until they are farmed out, sold, reduced, relinquished, exemptions from
expenditure are applied or are otherwise disposed of. It is noted that this is subject to ongoing
exploration results. These commitments, net of farm outs, are not provided for in the financial
statements and are:
Not later than one year
After one year but less than two years
After two years up to five years
After five years
2020
$
1,552,500
2,229,500
8,589,000
3,179,500
15,550,500
2019
$
2,675,500
2,855,500
10,765,000
4,343,000
20,639,000
Other than those disclosed above, the Group has no commitments at reporting date.
65
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2020
NOTE 23: RELATED PARTY TRANSACTIONS
ANNUAL REPORT
Short term employee benefits
Post-employment benefits
Share based payments
2020
$
2019
$
780,550
169,320
314,460
1,264,330
698,425
113,972
-
812,397
There have been the following transactions with related parties during the year ended 30 June
2020 and the prior period
Payments to director-related parties:
Napier Capital Pty Ltd (i)
2020
$
2019
$
213,044
193,381
i. The payments were made to Napier Capital Pty Ltd, a company of which Stephen Power and Mark
Rodda are directors. The payments were for corporate advisory and administrative services on an
arm’s length basis. At the year-end there were no amounts outstanding.
There were no other related party transactions during the period, other than those to KMP’s as
part of remuneration.
66
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2020
ANNUAL REPORT
NOTE 24: SUBSIDIARIES
Name of entity
Country of
incorporation
Class of Shares
Equity Holding
Antipa Resources Pty Ltd*
Kitchener Resources Pty Ltd**
MK Minerals Pty Ltd (i)
Australia
Australia
Australia
Ordinary
Ordinary
Ordinary
100%
100%
100%
* Holds the tenements in relation to the Citadel and North Telfer Projects and Paterson (Telfer Dome)
projects.
** Holds the tenements in relation to the Paterson Project projects.
*** On 12 December 2019, Antipa issued 3,000,000 shares at $0.013 and 3,000,000 unlisted options and
paid $75,000 in cash as consideration payable pursuant to the terms of an agreement in relation to the
transfer of all the issued capital of MK Minerals Pty Ltd, a company that held certain exploration
licence applications over ground in the Paterson province of Western Australia
Accounting policy
The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of
Antipa Minerals Limited ('company' or 'parent entity') as at 30 June 2020 and the results of all
subsidiaries for the year then ended. Antipa Minerals Limited and its subsidiaries together are
referred to in this financial report as the group or the consolidated entity.
Subsidiaries are all those entities over which the consolidated entity has control. The
consolidated entity controls an entity when the consolidated entity is exposed to, or has rights
to, variable returns from its involvement with the entity and has the ability to affect those
returns through its power to direct the activities of the entity. Subsidiaries are fully consolidated
from the date on which control is transferred to the Group. They are de-consolidated from the
date that control ceases.
The acquisition method of accounting is used to account for business combinations by the
Group. Intercompany transactions, balances and unrealised gains on transactions between
Group companies are eliminated. Unrealised losses are also eliminated unless the transaction
provides evidence of the impairment of the asset transferred. Accounting policies of subsidiaries
have been changed where necessary to ensure consistency with the policies adopted by the
Group.
Non-controlling interests in the results and equity of subsidiaries are shown separately in the
consolidated statement of profit or loss and other comprehensive income, statement of changes
in equity and statement of financial position, respectively.
67
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2020
NOTE 25: PARENT ENTITY DISCLOSURES
Financial position
ANNUAL REPORT
Assets
Current assets
Non-current assets
Total assets
Liabilities
Current liabilities
Non-current liabilities
Total liabilities
Net Assets
Equity
Issued capital
Accumulated losses
Reserves:
- Share-based payments
Total equity
Financial performance
Loss for the period
Other comprehensive income
Total comprehensive loss
2020
$
32,884,521
1,139,711
34,024,232
(878,621)
(590,520)
(1,469,141)
32,555,091
2019
$
30,181,084
460,965
30,642,049
(281,481)
-
(281,481)
30,360,568
42,766,459
(14,017,584)
39,096,856
(12,154,377)
3,806,216
32,555,091
3,418,089
30,360,568
2020
$
(1,863,207)
-
(1,863,207)
2019
$
(1,781,866)
-
(1,781,866)
Parent Entity Commitments & Contingencies
The parent entity had no contingent assets or liabilities at reporting date.
68
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2020
NOTE 26: OTHER ACCOUNTING POLICES
ANNUAL REPORT
a) Adoption of New and Revised Standards and Change in Accounting Standards
Early adoption of accounting standards
The Group has not elected to apply any pronouncements before their operative date in the
annual reporting year beginning 1 July 2019.
New and amended standards adopted by the Group
A number of new or amended standards became applicable for the current reporting period for
which the Group has adopted:
• AASB 16 Leases
The new accounting policies are disclosed below. The impact of the adoption of these standards
and the new accounting policies are disclosed below.
AASB 16 Leases
AASB 16 Leases became applicable for the current reporting period and the Group had to change
its accounting policies and make adjustments as a result of adopting this standard.
AASB 16 Leases supersedes AASB 117 Leases. The Group has adopted AASB 16 from 1 July 2019
which has resulted in changes classification, measurement and recognition of leases. The
changes result in almost all leases where the Company is the lessee being recognised on the
Consolidated Statement of Financial Position and removes the former distinction between
operating and finance lease. The new standard requires recognition of a right-of-use asset (the
leased item) and a financial liability (to pay rentals). The exceptions are short-term, and low
value leases.
The Group has adopted AASB 16 using the modified retrospective approach under which the
reclassifications and the adjustments arising from the new leasing rules are recognised in the
opening Consolidated Statement of Financial Position on 1 July 2019. There is no initial impact
on retained earnings under this approach. The Group has not restated comparatives for the
2019 reporting period.
From 1 July 2019, where the Company is a lessee, the Group recognised a right-of-use asset and
a corresponding liability at the date which the lease asset is available for use by the Group. Each
lease payment is allocated between the liability and the finance cost. The finance cost is charged
to profit or loss over the lease period so as to produce a consistent period rate of interest on
the remaining balance of the liability for each period.
The lease payments are discounted using an interest rate implicit in the lease, If that rate cannot
be determined, the Company’s incremental borrowing rate is used, being the rate the lessee
would have to pay to borrow funds necessary to obtain an asset of similar value in a similar
economic environment with similar terms and conditions.
69
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2020
NOTE 26: OTHER ACCOUNTING POLICES (continued)
ANNUAL REPORT
A 5-year extension option are included in lease. In determining the lease term, management
considers all facts and circumstances that create an economic incentive to exercise an extension
option. Extension options are only included in the lease term if the lease is reasonably certain
to be extended.
On initial application right-of-use assets were measured at the amount equal to the lease
liability, adjusted by the amount of any prepaid or accrued lease payments relating to that lease
recognised in the Consolidated Statement of Financial Position as at 30 June 2020.
There were no onerous lease contracts that required an adjustment to the right-of-use assets
of initial application.
On adoption of AASB 16, the Group recognised lease liabilities in relation to leases which had
previously been classified as operating leases under the principles of AASB 117. These liabilities
were measured at the present value of the remaining lease payments, discounted using the
lessee's incremental borrowing rate as of 1 July 2019. The weighted average lessee's
incremental borrowing rate applied to lease liabilities on 1 July 2019 was 10%.
In the statement of cash flows, the Group will recognise cash payments for the principal portion
of the lease liability within financing activities, cash payments for the interest portion of the
lease liability as interest paid within operating activities and short-term lease payments and
payments for lease of low-value assets within operating activities.
If termination options were included in the property lease this would then become an area of
judgement. In determining the lease term, management considers all facts and circumstances
that create an economic incentive to exercise an extension option, or not exercise a termination
option. Extension options (or periods after termination options) are only included in the lease
term if the lease Is reasonably certain to be extended (or not terminated).
Impact
The change in accounting policy resulted in an increase of a right-of-use asset of $538,332 and
a corresponding lease liability of $590,520 in respect of all these leases, other than short-term
leases and leases of low-value assets. The net impact on retained earnings on 1 July 2019 was
$nil. See Notes 11 and 12.
Practical expedients applied
In applying AASB 16 for the first time, the Group has used the following practical expedients
permitted by the standard:
• The accounting for operating leases with a remaining lease term of less than 12 months
as at 1 July 2019 as short-term leases, with no right-of-use asset nor lease liability
recognised; and
• The use of hindsight in determining the lease term where the contract contains options
to extend or terminate the lease.
70
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2020
NOTE 26: OTHER ACCOUNTING POLICES (continued)
ANNUAL REPORT
New and amended standards not yet adopted by the Group
Certain new accounting standards and interpretations have been published that are not
mandatory for 30 June 2020 reporting periods and have not been early adopted by the Group.
The Group's assessment of the impact of these new standards is that they are not expected to
have a material impact on the Group in the current or future periods.
b) Goods and services tax
Revenues, expenses and assets are recognised net of the amount of goods and services tax
(GST), except:
(i)
(ii)
where the amount of GST incurred is not recoverable from the Australian Taxation
Office (ATO). In these circumstances the GST is recognised as part of the cost of
acquisition of the asset or as part of the expense item as applicable; and
receivables and payables, with the exception of accrued expenses and expense
provisions, are stated with the amount of GST included.
The net amount of GST recoverable from, or payable to, the ATO is included as part of
receivables or payables in the statement of financial position.
Cash flows are included in the cash flow statement on a gross basis. The GST components of
cash flows arising from investing and financing activities, which are recoverable from, or payable
to, the ATO are classified as operating cash flows.
c) Share based payment transactions
The fair value of any options issued as remuneration is measured using an appropriate model.
Measurement inputs include share price on measurement date, exercise price of the
instrument, expected volatility (based on weighted average historic volatility adjusted for
changes expected due to publicly available information (if any), weighted average expected life
of the instruments (based on historical experience and general option holder behaviour),
expected dividends, and the risk-free interest rate (based on government bonds).
71
Directors’ Declaration
30 June 2020
The Directors’ declare that:
ANNUAL FINANCIAL REPORT
(a) in the Directors’ opinion, there are reasonable grounds to believe that the Group will
be able to pay its debts as and when they become due and payable;
(b) the financial statements and accompanying notes are prepared in compliance with
International Financial Reporting Standards and interpretations adopted by the
International Accounting Standards Board;
(c) in the Directors’ opinion, the attached financial statements and notes thereto are in
accordance with the Corporations Act 2001 and other mandatory professional
reporting requirements, 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 declarations required by s.295A of the Corporations
Act 2001.
Signed in accordance with a resolution of the Directors made pursuant to s.295(5) of the
Corporations Act 2001.
Stephen Power
Executive Chairman
Perth, Western Australia
29 September 2020
72
Corporate Governance Statement
ANNUAL REPORT
The Board of Directors of Antipa Minerals Ltd (Antipa or the Company) is responsible for the corporate
governance of the Company. The Board guides and monitors the business and affairs of the Company
on behalf of the shareholders by whom they are elected and to whom they are accountable.
This statement sets out the main corporate governance practices in place throughout the financial
in accordance with 3rd Edition of the ASX Corporate Governance Principles and
year
Recommendations.
It is noted that the Company has adopted the 4th Edition of the ASX Corporate Governance Principles
and Recommendations, for the financial year which commenced on 1 July 2020.
This Statement was approved by the Board of Directors and is current as at 29 September 2020.
PRINCIPLE 1: LAY SOLID FOUNDATIONS FOR MANAGEMENT AND OVERSIGHT
ASX Recommendation 1.1: A listed entity should establish the functions reserved to the Board and
those delegated to senior executives and disclose those functions.
The Board has adopted a formal charter that details the respective Board and management functions
and responsibilities. A copy of this Board charter is available in the corporate governance section of
the Company's website at www.antipaminerals.com.au.
ASX Recommendation 1.2: A listed entity should undertake appropriate checks before appointing a
+person or putting forward to security holders a candidate for election as a Director and provide
security holders with all material information relevant to a decision on whether or not to elect or
re-elect a Director.
The Company did not elect any new Directors during the year.
Information in relation to Directors seeking reappointment is set out in the Directors Report and
Notice of Annual General Meeting.
ASX Recommendation 1.3: A listed entity should have a written agreement with each director and
senior executive setting out the terms of their appointment.
The Company has in place written agreements with each Director and Senior Executive.
ASX Recommendation 1.4: The company secretary of a listed company should be accountable
directly to the Board, through the chair, on all matters to do with the proper functioning of the
Board.
The Board Charter provides for the Company Secretary to be accountable directly to the Board
through the Chair.
73
Corporate Governance Statement
ANNUAL REPORT
ASX Recommendation 1.5: A listed entity should:
• Have a diversity policy which includes the requirement for the Board to set measurable
objectives for achieving gender diversity and assess annually the objectives and the entity’s
progress to achieving them;
• disclose the policy or a summary of it;
• disclose the measurable objectives and progress towards achieving them; and
• disclose the respective proportions of men and women on the Board and at each level of
management and the company as a whole.
The Company has adopted a Diversity Policy which is available in the corporate governance section of
the Company's website at www.antipaminerals.com.au.
The Board considers that, due to the size, nature and stage of development of the Company, setting
measurable objectives for the Diversity Policy at this time is not practical. The Board will consider
setting measurable objectives as the Company increases in size and complexity.
The Company currently has no women on the Board or in senior management positions. The Company
has four female employees (29% of the total number of Directors and employees).
ASX Recommendation 1.6: A listed entity should disclose the process for evaluating the
performance of the Board, its committees and individual Directors.
The Company’s Board charter outlines the process for evaluating the performance of the Board and
its Committees. This provides that, once a year, the Board shall review and discuss the performance
of the Board as a whole, its Committees and individual Directors. If it is apparent that there are
problems which cannot be satisfactorily considered by the Board itself, the Board may decide to
engage an independent adviser to undertake this review.
The Company’s Nomination and Remuneration Committee also reviews the performance of the Board,
its committees and individual Directors.
ASX Recommendation 1.7: A listed entity should have and disclose a process for periodically
evaluating the performance of its senior executives and disclose in relation to each reporting period
where a performance evaluation was undertaken in accordance with a process.
The Company has in place procedures for evaluating the performance of its senior executives overseen
by the Nomination and Remuneration Committee. This evaluation is based on specific criteria,
including the business performance of the Company and its subsidiaries, whether strategic objectives
are being achieved and the development of management and personnel.
A performance review was undertaken during the reporting period.
74
Corporate Governance Statement
PRINCIPLE 2: STRUCTURE THE BOARD TO ADD VALUE
ANNUAL REPORT
ASX Recommendation 2.1: The Board of a listed entity should establish a Nomination Committee:
chaired by an independent director; and
• With at least three members the majority of which are independent Directors;
•
• disclose the charter of the committee, the members of the committee and the number of
times the committee met throughout the period and member attendance at those
meetings.
The Board has established a Nomination and Remuneration Committee. Currently, Mr. Peter Buck,
Mr. Gary Johnson and Mr. Mark Rodda serve on the Nomination and Remuneration Committee. Mr.
Buck chaired the committee until 2 August 2019 when Mr. Johnson became chairman.
A copy of the committee’s charter is available in the corporate governance section of the Company's
website at www.antipaminerals.com.au. Details of the number of meetings of the committee and
attendance at those meetings are set out in the Directors Report.
ASX Recommendation 2.2: A listed entity should have and disclose a Board skills matrix setting out
the mix of skills and diversity that the Board currently has or is looking to achieve in its membership.
The Board has established a skill matrix. On a collective basis the Board has the following skills:
Strategic expertise: Ability to identify and critically assess strategic opportunities and threats and
develop strategies.
Specific Industry knowledge: Geological and metallurgical qualifications are held by Board members
and all members of the Board have a general background and experience in the resources sector
including exploration, mineral resource project development and mining.
Accounting and finance: The ability to read and comprehend the Company’s accounts, financial
material presented to the Board, financial reporting requirements and an understanding of corporate
finance.
Legal: Overseeing compliance with numerous laws, ensuring appropriate legal and regulatory
compliance frameworks and systems are in place and understanding an individual Director’s legal
duties and responsibilities.
Risk management: Identify and monitor risks to which the Company is, or has the potential to be
exposed to.
Experience with financial markets: Experience in working in or raising funds from the equity or capital
markets.
Investor relations: Experience in identifying and establishing relationships with Shareholders,
potential investors, institutions and equity analysts.
75
Corporate Governance Statement
ASX Recommendation 2.3: A listed entity should disclose the names of the Directors considered by
the Board to be independent Directors and provide details in relation to the length of service of
each Director.
ANNUAL REPORT
Mr Peter Buck and Mr Gary Johnson are considered independent Directors.
Mr Mark Rodda performs additional consulting work for the Company on an arm’s length basis and as
such is not considered independent.
Mr Stephen Power and Mr Roger Mason are Executive Directors and are not considered independent
Directors as they are employed in an executive capacity.
Messrs Power, Mason, Rodda, and Buck have been Directors since 1 November 2010. Mr Johnson has
been a Director since 23 November 2010.
ASX Recommendation 2.4: The majority of the Board of a listed entity should be independent
Directors.
As in ASX recommendation 2.3, the majority of the Board is not considered to be independent.
The Board considers that its current composition is appropriate given the current size and stage of
development of the Company and allows for the best utilisation of the experience and expertise of its
members.
Directors having a conflict of Interest in relation to a particular Item of business must absent
themselves from the Board meeting before commencement of discussion on the topic.
ASX Recommendation 2.5: The Chair of a listed entity should be an independent Director and, in
particular, should not be the same person as the CEO of the entity.
independent Director.
The Chairperson, Mr Stephen Power
Notwithstanding this the Directors believe that Mr Power is able to, and does make, quality and
independent judgement in the best interests of the Company on all relevant issues before the Board.
is not considered to be an
Mr Roger Mason is Managing Director of the Company. The Board has agreed, and the Company has
set out, a clear statement of division of responsibility between the roles of the Executive Chairman
and the Managing Director.
ASX Recommendation 2.6: A listed entity should have a program for inducting new Directors and
provide appropriate professional development opportunities.
The Nomination and Remuneration Committee has responsibility for the approval and review of
induction procedures for new appointees to the Board to ensure that they can effectively discharge
their responsibilities which will be facilitated by the Company Secretary. There were no new Directors
appointed during the reporting period. The Nomination and Remuneration Committee is also
responsible for the program for providing adequate professional development opportunities for
Directors and management.
76
Corporate Governance Statement
PRINCIPLE 3: ACT ETHICALLY AND RESPONSIBLY
ANNUAL REPORT
ASX Recommendation 3.1: A listed entity should establish a code of conduct and disclose the code
or a summary of the code.
The Company has established a code of conduct that sets out the principles covering appropriate
conduct in a variety of contexts and outlines the minimum standard of behaviour expected from
Directors and employees.
A copy of the Company’s code of conduct is available in the corporate governance section of the
Company's website at www.antipaminerals.com.au.
PRINCIPLE 4: SAFEGUARD INTEGRITY IN FINANCIAL REPORTING
ASX Recommendation 4.1: The Board of a listed entity should establish an audit committee:
• With at least three members, all of whom are non-executive Directors and a majority of
which are independent Directors;
chaired by an independent Director; and
•
• disclose the charter of the committee, the members of the committee and the number of
times the committee met throughout the period and member attendance at those
meetings.
On 2 August 2019, the Board resolved to split the functions of the Audit and Risk Committee into 2
separate committees being an Audit Committee and a Risk and Sustainability Committee. Members
of the Audit Committee are Mr Mark Rodda (Chair), Mr Peter Buck and Mr Gary Johnson.
The role of the Audit Committee is to assist the Board in monitoring and reviewing any matters of
significance affecting financial reporting and compliance.
The qualifications of the members of the Audit Committee are set out in the Directors Report.
Although members of the committee do not hold accounting or finance qualifications, they do have
an understanding of financial reporting requirements and experience in ensuring that these
requirements are met and that relevant controls are in place to ensure the integrity of the financial
statements and reports.
Details of the number of meetings of the Audit Committee and attendance at those meetings during
the year are set out in the Directors’ Report.
A copy of the charter of the Audit Committee is available in the corporate governance section of the
Company's website at www.antipaminerals.com.au.
ASX Recommendation 4.2: The Board of a listed entity should, before it approves the entity’s
financial statements for a financial period, receive from its CEO and CFO a declaration that, in their
opinion, the financial records of the entity have been properly maintained and that the financial
statements comply with the appropriate accounting standards and give a true and fair view of the
financial position and performance of the entity and that the opinion has been formed on the basis
of a sound system of risk management and internal control which is operating effectively.
The Board has received the assurance required by ASX Recommendation 4.2 in respect of the financial
statements for the half year ended 31 December 2019 and the full year ended 30 June 2020. Given
the size and nature of the Company’s operations the Board has not received the assurance in respect
77
Corporate Governance Statement
of the quarterly cash flow statements believing that the provision of the assurance for the half and full
year financial statements is sufficient.
ANNUAL REPORT
ASX Recommendation 4.3: A listed entity should ensure that the external auditor attends its Annual
General Meeting and is available to answer questions from security holders relevant to the audit.
The external auditor attends the Annual General Meeting and is available to answer questions from
shareholders relevant to the audit and financial statements. The external auditor will also be allowed
a reasonable opportunity to answer written questions submitted by shareholders to the auditor as
permitted under the Corporations Act.
PRINCIPLE 5: MAKE TIMELY AND BALANCED DISCLOSURE
ASX Recommendation 5.1: A listed entity should establish written policies designed to ensure
compliance with ASX Listing Rule disclosure requirements and to ensure accountability at a senior
executive level for that compliance and disclose those policies or a summary of those policies.
The Company has established a continuous disclosure policy which is designed to guide compliance
with ASX Listing Rule disclosure requirements and to ensure that all Directors, senior executives and
employees of the Company understand their responsibilities under the policy. The Board has
designated the Executive Chairman, Managing Director and the Company Secretary as the persons
responsible for ensuring that this policy is implemented and enforced and that all required price
sensitive information is disclosed to the ASX as required.
In accordance with the Company's continuous disclosure policy, all information provided to ASX for
release to the market is posted to its website at www.antipaminerals.com.au after ASX confirms an
announcement has been made.
A copy of the continuous disclosure policy is available in the corporate governance section of the
Company's website at www.antipaminerals.com.au.
PRINCIPLE 6: RESPECT THE RIGHTS OF SHAREHOLDERS
ASX Recommendation 6.1: A listed entity should provide information about itself and its governance
to investors via its website.
The Company’s website at www.antipaminerals.com.au contains information about the Company’s
projects, Directors and management and the Company’s corporate governance practices, policies and
charters. All ASX announcements made to the market, including annual and half year financial results
are posted on the website as soon as they have been released by the ASX. The full text of all notices
of meetings and explanatory material, the Company’s Annual Report and copies of all investor
presentations are posted on the website.
ASX Recommendation 6.2: A listed entity should design and implement an investor relations
program to facilitate effective two-way communication with investors.
The Company’s Executive Chairman and Managing Director are the Company’s main contacts for
investors and potential investors and make themselves available to discuss the Company’s activities
when requested. In addition to announcements made in accordance with its continuous disclosure
obligations, from time to time, Antipa prepares and releases general investor updates about the
Company.
78
Corporate Governance Statement
ANNUAL REPORT
Contact with the Company can be made via an email address provided on the website and investors
can subscribe to the Company’s mailing list.
ASX Recommendation 6.3: A listed entity should disclose the policies and processes it has in place
to facilitate and encourage participation at meetings of security holders.
The Company encourages participation of shareholders at any general meetings and its Annual
General Meeting each year. Shareholders are encouraged to lodge direct votes or proxies subject to
the adoption of satisfactory authentication procedures if they are unable to attend the meeting.
The full text of all notices of meetings and explanatory material are posted on the Company’s website
at www.antipaminerals.com.au.
ASX Recommendation 6.4: A listed entity should give security holders the option to receive
communications from, and send communications to, the entity and its security register
electronically.
Contact with the Company can be made via an email address provided on the website and investors
can subscribe to the Company’s mailing list.
The Company’s share register provides a facility whereby investors can provide email addresses to
receive correspondence from the Company electronically and investors can contact the share register
via telephone, facsimile or email.
PRINCIPLE 7: RECOGNISE AND MANAGE RISK
ASX Recommendation 4.1: The Board of a listed entity should have a committee to oversee risk:
• With at least three members, all of whom are non-executive Directors and a majority of
which are independent Directors;
chaired by an independent director; and
•
• disclose the charter of the committee, the members of the committee and the number of
times the committee met throughout the period and member attendance at those
meetings.
The Company has complied with this recommendation.
On 2 August 2019, the Board resolved to split the functions of the Audit and Risk Committee into 2
separate committees being an Audit Committee and a Risk and Sustainability Committee. Members
of the Risk and Sustainability Committee are Mr Peter Buck (Chair), Mr Mark Rodda and Mr Gary
Johnson.
The role of the Risk and Sustainability Committee is to oversee the Company’s risk management
systems, practices and procedures to ensure effective risk identification and management and
compliance with internal guidelines and external requirements.
Details of the number of meetings of the Risk and Sustainability Committee and attendance at those
meetings during the year are set out in the Directors Report.
A copy of the charter of the Risk and Sustainability Committee is available in the corporate governance
section of the Company's website at www.antipaminerals.com.au.
79
Corporate Governance Statement
ANNUAL REPORT
ASX Recommendation 7.2: The Board or a committee of the Board, of a listed entity should review
the entity’s risk management framework at least annually to satisfy itself that it continues to be
sound and disclose in relation to each reporting period whether such a review was undertaken.
The charter of the Risk and Sustainability Committee provides that the committee will annually review
the Company’s risk management framework to ensure that it remains sound.
The committee conducted such a review during the reporting period.
ASX Recommendation 7.3: A listed entity should disclose if it has an internal audit function and if it
does not have an internal audit function that fact and the processes it employs for evaluating and
continually improving the effectiveness of risk management and internal control processes.
Given the Company’s current size and level of operations it does not have an internal audit function.
The Audit Committee and Risk and Sustainability Committee oversee the Company’s risk management
systems, practices and procedures to ensure effective risk identification and management and
compliance with internal guidelines and external requirements and monitors the quality of the
accounting function.
ASX Recommendation 7.4: A listed entity should disclose whether it has any material exposure to
economic, environmental and social sustainability risks and if it does how it manages or intends to
manage those risks.
The Company has exposure to economic risks, including general economy wide economic risks and
risks associated with the economic cycle which impact on the price and demand for minerals which
affects the sentiment for investment in exploration companies.
There will be a requirement in the future for the Company to raise additional funding to pursue its
business objectives. The Company’s ability to raise capital may be affected by these economic risks.
The Company has in place risk management procedures and processes to identify, manage and
minimise its exposure to these economic risks where appropriate.
The operations and proposed activities of the Company are subject to State and Federal laws and
regulations concerning the environment. As with most exploration projects and mining operations,
the Company’s activities are expected to have an impact on the environment, particularly if advanced
exploration or mine development proceed. It is the Company’s intention to conduct its activities to
the highest standard of environmental obligation, including compliance with all environmental laws.
The Board currently considers that the Company does not have any material exposure to social
sustainability risk. The Company’s Corporate Code of Conduct outlines the Company’s commitment to
integrity and fair dealing in its business affairs and to a duty of care to all employees, clients and
stakeholders. The code sets out the principles covering appropriate conduct in a variety of contexts
and outlines the minimum standard of behavior expected from employees when dealing with
stakeholders.
The impact of the Coronavirus (COVID-19) pandemic is ongoing and while it has been financially
positive for the consolidated entity up to 30 June 2020, it is not practicable to estimate the potential
impact, positive or negative, after the reporting date. The situation is rapidly developing and is
dependent on measures imposed by the Australian Government and other countries, such as
80
Corporate Governance Statement
maintaining social distancing requirements, quarantine, travel restrictions and any economic stimulus
that may be provided.
ANNUAL REPORT
PRINCIPLE 8: REMUNERATE FAIRLY AND RESPONSIBLY
ASX Recommendation 8.1: The Board of a listed entity should establish a remuneration committee:
chaired by an independent Director; and
• With at least three members the majority of which are independent Directors;
•
• disclose the charter of the committee, the members of the committee and the number of
times the committee met throughout the period and member attendance at those
meetings.
The Board has established a Nomination and Remuneration Committee and adopted a charter that
sets out the remuneration and nomination committee’s role and responsibilities, composition and
membership requirements. Currently, Mr Peter Buck, Mr Gary Johnson and Mr Mark Rodda serve on
the Nomination and Remuneration Committee.
A copy of the committee’s charter is available in the corporate governance section of the Company's
website at www.antipaminerals.com.au.
Details of the number of meetings of the committee and attendance at those meetings are set out in
the Directors Report.
ASX Recommendation 8.2: A listed entity should separately disclose its policies and practices
regarding the remuneration of non-executive Directors and the remuneration of executive Directors
and other senior executives.
Mr Gary Johnson, Mr Peter Buck and Mr Mark Rodda are paid a fixed annual fee for their service to
the Company as Non-executive Directors. Non-executive Directors may, subject to shareholder
approval, be granted options. Mr Rodda also receives fees in respect to other services provided to the
Company by an entity in which he and Mr Stephen Power have an interest.
Executives of the Company typically receive remuneration comprising a base salary component and
other fixed benefits based on the terms of their employment agreements with the Company and
potentially the ability to participate in bonus arrangements and may, subject to shareholder approval
if appropriate, be granted options.
Details of remuneration received by Directors and executives is set out in the Remuneration Report.
ASX Recommendation 8.3: A listed entity which has an equity based remuneration scheme should
have a policy on whether participants are permitted to enter into transactions which limit the
economic risk of participating in the scheme and disclose the policy or a summary of that policy.
Participants in any Company equity-based remuneration scheme are not permitted to enter into
transactions which limit the economic risk of participating in the scheme.
81
Additional ASX Information
ANNUAL REPORT
The Shareholder information set out below was applicable as at 15 September 2020:
1. Twenty Largest Shareholders
Ordinary Shares
Number
Percentage
NEWCREST OPERATIONS LIMITED
IGO LIMITED
CITICORP NOMINEES PTY LIMITED
ROSANE PTY LTD
FREYCO PTY LTD
CAMPBELL KITCHENER HUME & ASSOCIATES PTY LTD
REDLAND PLAINS PTY LTD
BNP PARIBAS NOMINEES PTY LTD
DARRELL JAMES PTY LTD
CS FOURTH NOMINEES PTY LIMITED
J B WILLIAMS PTY LTD
NORVALE PTY LTD
AJF FABBRO PTY LTD
BNP PARIBAS NOMS PTY LTD
EQUITY TRUSTEES LIMITED
J P MORGAN NOMINEES AUSTRALIA PTY LIMITED
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED - A/C 2
MR ROBERT LESLIE ROGERS
VINGO HOLDINGS LTD
GLYDE STREET NOMINEES PTY LTD
LATSOD PTY LTD
Total Top 20
Other
Total ordinary shares on issue
241,538,219
118,909,000
80,657,720
77,760,420
56,185,214
40,500,000
36,424,062
33,457,435
26,000,000
23,635,269
22,032,073
21,917,955
21,000,000
18,780,000
18,700,000
17,864,223
17,155,169
16,985,661
16,104,640
15,000,000
15,000,000
935,607,060
1,531,422,687
2,467,029,747
9.79
4.82
3.27
3.15
2.28
1.64
1.48
1.36
1.05
0.96
0.89
0.89
0.76
0.76
0.76
0.72
0.70
0.69
0.65
0.61
0.61
37.92
62.08
100.00
2. Substantial Shareholders
Substantial shareholder at the date of this report is:
• Newcrest Operations Limited – 241,538,219 fully paid shares, representing 9.79%
3. Voluntary Escrow
There are currently no holders with shares in voluntary escrow.
4. Voting Rights
See Note 17 to the Annual Financial Statements.
5. On-Market Buy Back
There is currently no on-market buyback program for any of the Company’s listed securities.
82
Additional ASX Information
ANNUAL REPORT
6
Distribution of Equity Securities
Ordinary
Shares
Unlisted options
At $0.046 Expiring
18 Sept 2020
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
Over 100,001
117
27
58
1,836
1,778
Total
3,816
2,467,029,747
Number
Number being held less than
a marketable parcel
Unlisted
options
At $0.039
Expiring 9 Feb
2021
-
-
-
-
1
1
Unlisted options
At $0.0325 Expiring 6
Sept 2021
-
-
-
-
4
4
Unlisted
options
At $0.032
Expiring 2
Nov 2021
-
-
-
-
1
Unlisted
options
At $0.031
Expiring 17 Jan
2021
-
-
-
-
1
Unlisted
options
At $0.022
Expiring 26
Jul 2022
-
-
-
-
3
1
1
2
-
-
-
-
5
5
45,000,000
12,000,000
7,500,000
3,000,000
10,000,000
3,000,000
226
83
Additional ASX Information
ANNUAL REPORT
6. Distribution of Equity Securities (continued)
Unlisted options
Unlisted options
Unlisted options
Unlisted options
Unlisted options Unlisted options Unlisted options
At $0.039
Expiring 11 Nov
2022
-
-
-
-
1
1
At $0.038 Expiring
26 March 2023
-
-
-
-
2
2
At $0.021
Expiring 12 Nov
2023
-
-
-
-
1
1
At $0.019 Expiring
22 Nov 2023
-
-
-
-
6
6
At $0.02274
Expiring 12 Dec
2023
-
-
-
-
1
1
At $0.07 Expiring
31 July 2024
At $0.067 Expiring
31 Aug 2024
-
-
-
-
1
1
-
-
-
-
8
18
3,000,000
3,000,000
1,500,000
46,500,000
3,000,000
4,000,000
17,000,000
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
Over 100,001
Total
Number
7. Option Holders (other than issued pursuant on an employee incentive scheme or to Directors following shareholder approval)
Unlisted Options
Robward Pty Ltd (exercisable at $0.0325 on or before 6 September 2021)
Robward Pty Ltd (exercisable at $0.022 on or before 26 July 2022)
Robward Pty Ltd (exercisable at $0.019 on or before 22 November2023)
Argonaut Investments Pty Ltd (exercisable at $0.039 on or before 9 February 2021)
Bacchus Capital Advisors (exercisable at $0.031 on or before 17 January 2021)
Mrs Tania Kristine King (exercisable at $0.0274 on or before 12 December 2023
Number
3,000,000
1,000,000
1,500,000
12,000,000
10,000,000
3,000,000
30,500,000
84
Additional ASX Information
ANNUAL REPORT
8.
Mineral Resources (JORC Code, 2012 Edition)
Notes:
• Mineral Resource at Chicken Ranch and Tim’s Dome estimated during year ended 30 June 2019
•
•
There have been no changes to the Mineral Resources at Minyari, WACA or the Citadel Project since 30 June 2018
Citadel Project Mineral Resources are tabled on a 100% basis, with Antipa’s current joint venture interest being 49%
85
Additional ASX Information
ANNUAL REPORT
Mineral Resource Estimates – Additional Information
The Company engaged independent consultants to prepare the Mineral Resource estimates. In the course of preparing the Mineral Resource estimates these consultants
have:
• Reviewed the Company’s assay and related QA-QC data for both mineral deposits;
• reviewed digital 3D wireframe models representative of the interpreted geology, mineralisation, structure and oxidisation profiles for both mineral deposits based
on drilling, geological, geochemical, and geophysical information utilised and provided by the Company;
• completed statistical analysis and spatial variography for various metals (including gold and copper) for both mineral deposits;
• completed grade estimations using Ordinary Block Kriging and Inverse Distance (power 2) for the Calibre and Magnum deposits respectively;
• completed block model validation checks for both Mineral Resources;
• classified both Mineral Resource estimates in accordance with the JORC Code, 2012 Edition; and
•
reported the Mineral Resource estimates and compiled the supporting documentation in accordance with the JORC Code, 2012 Edition.
Competent Persons Statement – Mineral Resource Estimations for the Minyari-WACA Deposits, Calibre Deposit, Magnum Deposit and Chicken Ranch Area Deposits
and Tim’s Dome Deposit
The information in this report that relates to relates to the estimation and reporting of the Minyari-WACA deposits Mineral Resources is extracted from the report
entitled “Minyari/WACA Deposits Maiden Mineral Resources” created on 16 February 2018, the Calibre deposit Mineral Resource information is extracted from the
report entitled “Calibre Deposit Mineral Resource Update” created on 17 February 2018, the Magnum deposit Mineral Resource information is extracted from the report
entitled “Calibre and Magnum Deposit Mineral Resource JORC 2012 Updates” created on 23 February 2015 and the information in this report that relates to the
estimation and reporting of the Chicken Ranch Area Deposits and Tim’s Dome Deposit Mineral Resources is extracted from the report entitled “Chicken Ranch and Tims
Dome Maiden Mineral Resources” created on 13 May 2019, all of which are available to view on www.antipaminerals.com.au and www.asx.com.au. The Company
confirms that it is not aware of any new information or data that materially affects the information included in the original market announcements. The Company
confirms that the form and context in which the Competent Person’s findings are presented have not been materially modified from the original market announcements.
Gold Metal Equivalent Information
Magnum Mineral Resource AuEquiv cut-off grade – Gold Equivalent (AuEquiv) details of material factors and metal equivalent formula are reported in “Calibre and
Magnum Mineral Resources JORC 2012 Updates” created on 23 February 2015 (www.antipaminerals.com.au/wp-content/uploads/2018/02/2015-02-23.pdf).
Calibre Mineral Resource AuEquiv cut-off grade – Gold Equivalent (AuEquiv) details of material factors and metal equivalent formula are reported in “Calibre Deposit
Mineral Resource Update” created on 17 February 2018 (www.antipaminerals.com.au/wp-content/uploads/2017/12/Calibre-Deposit-Mineral-Resource-Update.pdf).
86
Additional ASX Information
ANNUAL REPORT
9. Tenement Listing
Project
Status
Holder
Company Interest
Tenement
E45/2519
E45/2524
E45/2525
E45/2526
E45/2527
E45/2528
E45/2529
E45/2874
E45/2876
E45/2877
E45/2901
E45/3917
Antipa IGO (Paterson) Farm-in
Antipa IGO (Paterson) Farm-in
Antipa Newcrest (Wilki) Farm-in
Antipa Newcrest (Wilki) Farm-in
Weeno
Minyari Hill
Lamil Hills
Mt Crofton
Antipa Newcrest (Wilki) Farm-in
Black Hills North
Antipa Newcrest (Wilki) Farm-in
Black Hills South
Antipa Newcrest (Wilki) Farm-in
Wilki Range
Antipa Rio Tinto Citadel JV Project
Antipa Rio Tinto Citadel JV Project
Antipa Rio Tinto Citadel JV Project
Antipa Rio Tinto Citadel JV Project
Antipa (100%)
Anketell
Anketell
Anketell
Anketell
Tyama Hill
E45/3918
Antipa (100%) / Antipa IGO (Paterson) Farm-in
Paterson Range
E45/3919 Antipa (100%) / Antipa Newcrest (Wilki) Farm-in
Paterson Range
E45/3925
E45/4212
E45/4213
E45/4214
E45/4459
E45/4460
E45/4514
E45/4518
E45/4561
E45/4565
E45/4567
E45/4614
E45/4618
E45/4652
E45/4784
E45/4812
E45/4839
E45/4840
E45/4867
E45/4886
E45/5078
E45/5079
E45/5135
E45/5147
E45/5148
E45/5149
E45/5150
E45/5151
Antipa Newcrest (Wilki) Farm-in
Paterson Range
Antipa Rio Tinto Citadel JV Project
Antipa Rio Tinto Citadel JV Project
Antipa Rio Tinto Citadel JV Project
Antipa Newcrest (Wilki) Farm-in
Antipa Newcrest (Wilki) Farm-in
Anketell
Anketell
Anketell
Karakutikati
Karakutikati
Antipa Newcrest (Wilki) Farm-in
Paterson Range
Antipa Newcrest (Wilki) Farm-in
Paterson Range
Antipa Rio Tinto Citadel JV Project
Antipa Newcrest (Wilki) Farm-in
Antipa Newcrest (Wilki) Farm-in
Antipa Newcrest (Wilki) Farm-in
Anketell
Mt Crofton
Karakutikati
Karakutikati
Antipa IGO (Paterson) Farm-in
Paterson Range
Antipa Newcrest (Wilki) Farm-in
Antipa IGO (Paterson) Farm-in
Antipa Newcrest (Wilki) Farm-in
Antipa Newcrest (Wilki) Farm-in
Karakutikati
Anketell
Karakutikati
Pardu
Antipa Newcrest (Wilki) Farm-in
Karakutikati
Antipa Newcrest (Wilki) Farm-in
Chicken Ranch
Antipa Newcrest (Wilki) Farm-in
Triangle
Antipa IGO (Paterson) Farm-in
Antipa Newcrest (Wilki) Farm-in
Antipa Newcrest (Wilki) Farm-in
Antipa Newcrest (Wilki) Farm-in
Antipa Newcrest (Wilki) Farm-in
Antipa IGO (Paterson) Farm-in
Antipa IGO (Paterson) Farm-in
Pardu
Pardu
Telfer
Pardu
Pardu
Pardu
Pardu
Antipa Newcrest (Wilki) Farm-in
Malu Hills
87
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Kitchener Resources Pty Ltd
Kitchener Resources Pty Ltd
Kitchener Resources Pty Ltd
Kitchener Resources Pty Ltd
Kitchener Resources Pty Ltd
Kitchener Resources Pty Ltd
Kitchener Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
100%
100%
100%
100%
100%
100%
100%
49%
49%
49%
49%
100%
100%
100%
100%
49%
49%
49%
100%
100%
100%
100%
49%
100%
100%
100%
100%
100%
49%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
Additional ASX Information
E45/5152
E45/5153
E45/5154
E45/5155
E45/5156
E45/5157
E45/5158
E45/5309
E45/5310
E45/5311
E45/5312
E45/5313
E45/5413
E45/5414
E45/5458
E45/5459
E45/5460
E45/5461
E45/5462
Antipa Newcrest (Wilki) Farm-in
Antipa Newcrest (Wilki) Farm-in
Antipa Newcrest (Wilki) Farm-in
Antipa Newcrest (Wilki) Farm-in
Antipa Newcrest (Wilki) Farm-in
Wanman
Wanman
Wanman
Wanman
Wanman
Antipa Newcrest (Wilki) Farm-in
Malu Hills North
Antipa Newcrest (Wilki) Farm-in
Antipa IGO (Paterson) Farm-in
Antipa Newcrest (Wilki) Farm-in
Antipa Newcrest (Wilki) Farm-in
Kaliranu Hill
Minyari Hill
Lamil Hills
Mt Crofton
Antipa Newcrest (Wilki) Farm-in
Black Hills North
Antipa Newcrest (Wilki) Farm-in
Black Hills South
Antipa IGO (Paterson) Farm-in
Antipa IGO (Paterson) Farm-in
Antipa IGO (Paterson) Farm-in
Antipa IGO (Paterson) Farm-in
Antipa IGO (Paterson) Farm-in
Antipa Newcrest (Wilki) Farm-in
Antipa Newcrest (Wilki) Farm-in
Anketell
Anketell
Minyari East
Lamil North
Minyari West
Minyari West
Wilki Range
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
ANNUAL REPORT
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
MK Minerals Pty Ltd
MK Minerals Pty Ltd
MK Minerals Pty Ltd
MK Minerals Pty Ltd
MK Minerals Pty Ltd
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
88