ABN 79 147 133 364
ANNUAL REPORT
FOR THE YEAR ENDED 30 JUNE 2021
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
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
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Directors’ Report
30 June 2021
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 2021 (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
Non-executive Director
Mr Peter Buck
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 over 34 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 35 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.
Roger commenced his geology career with Western Mining Corporation (WMC) Ltd in 1987 before joining
Forrestania Gold NL in 1997, 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 in 2007. During 2009 and 2010 Roger consulted to Integra Mining
Ltd on the Randalls Gold Project Feasibility Study, including the 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, achievements include the discovery of multiple mineral deposits
including the 2.1 million ounce Calibre gold-copper-silver deposit, and defining total combined resources of
approximately 3.2 million ounces of gold, 188,000 tonnes of copper and 2.0 million ounces of silver.
Other Current Directorships of listed public companies
None
Former Directorships of listed public companies in the last 3 years
None
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Mr Mark Rodda – Non-executive Director
Qualifications – BA, LLB
ANNUAL REPORT
Mark Rodda is a corporate consultant with over 24 years’ private law practice, in-house legal, company
secretarial and corporate experience. Mark has considerable practical experience in the management of local
and international mergers and acquisitions, divestments, exploration and project joint ventures, strategic
alliances, corporate and project financing transactions and corporate restructuring initiatives. Mark currently
manages Napier Capital Pty Ltd, a business established in 2008 to provide clients with specialist corporate
services and assistance with transactional or strategic projects. Prior to its 2007 takeover by Norilsk Nickel for
US$6+ billion, Mark held the position of General Counsel and Corporate Secretary for LionOre Mining
International Ltd, a company with operations in Australia and Africa and listings on the TSX, LSE and ASX.
Special responsibilities
Chair 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 – Non-executive Director (appointed 22 August 2016)
Former Directorships of listed public companies in the last 3 years
None
Mr Peter Buck – Non-executive Director
Qualifications – MSc, MAusIMM, Fellow AIG
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, IGO Limited.
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.
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30 June 2021
ANNUAL REPORT
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
Chair of the Risk and Sustainability Committee
Member of the Audit Committee
Member of the Nomination and Remuneration Committee
Other Current Directorships of listed public companies
IGO Limited (appointed 6 October 2014)
Former Directorships of listed public companies in the last 3 years
None
Mr Gary Johnson – Non-executive Director
Qualifications – MAusIMM, MTMS, MAICD
Gary Johnson has over 40 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
Chair of the Remuneration and Nomination Committee
Member of Audit Committee
Member of Risk and Sustainability Committee
Other Current Directorships of listed public companies
Lepidico Limited (appointed 9 June 2016) – 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.
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Mr Simon Robertson – resigned 3 August 2020
Qualifications - B.Bus, CA, M Appl. Fin.
ANNUAL REPORT
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.
PRINCIPAL ACTIVITIES
The principal activity of the Company during the financial period was mineral exploration for precious and base
metals including gold, copper and silver.
DIVIDENDS
No dividends have been declared, provided for, or paid in respect of the financial year ended 30 June 2021 (2020:
Nil).
SUMMARY REVIEW OF OPERATIONS
For the financial year ending 30 June 2021 the Group recorded a net loss of $3,556,918 (year ended 30 June
2020: $1,861,294 loss) and a net cash outflow from operations of $834,692 (year ending 30 June 2020:
$960,740).
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 in excess of 5,200km2 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 copper-gold-silver development project1 and Havieron gold-copper
development project2.
The Company’s projects include the +1,300km2 Citadel Joint Venture Project with Rio Tinto3 (who currently holds
a 65% joint venture (JV) interest), the +2,100km2 Wilki Project that is subject to a $60 million Farm-in and Joint
Venture Agreement with Newcrest4 (who is yet to earn a JV interest) and the +1,550km2 Paterson Project that
is subject to a $30 million Farm-in and Joint Venture Agreement with IGO5 (who is yet to earn a JV interest).
Additionally, the Company retains a 100% interest in 144km2 of the Minyari Dome Project, 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 cut -off, is 503Mt at
0.45% copper equivalent (CuEq) and includes a higher grade component of 188Mt at 0.68% CuEq at a cut -off grade of 0.45% CuEq) and on
16 July 2021 disclosed that it continued to actively engage with the Traditional Owners and plans to commence discussions on the initial
scope and mine design, also in consultation with the Western Australian Environmental Protection Authority, with a final investment decision
now targeted for 2022 and first production in 2025 partly due to COVID-19 constraints. Drilling, fieldwork and study activities continued to
progress. 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).
2 On 22 July 2021, Newcrest confirmed that works to progress the necessary approvals and permits that are required to commence the
development of an operating underground mine and associated infrastructure at the Project are ongoing. Newcrest expects to release its
Havieron Pre-Feasibility Study in the second half of CY21. For further information on Havieron, please refer to Newcrest’s website
(www.newcrest.com) and Australian Securities Exchange (ASX: NCM) news releases (www.asx.com.au).
3 All references to ‘Rio Tinto’ in this document are to Rio Tinto Exploration Pty Ltd, a wholly owned subsidiary of Rio Tinto Limit ed.
4 All references to ‘Newcrest’ in this document are to Newcrest Operations Ltd, a wholly owned subsidiary of Newcrest Mining Limited.
5 All references to ‘IGO’ in this document are to IGO Newsearch Pty Ltd, a wholly owned subsidiary of IGO Limited.
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Project Name
Area
Details
ANNUAL REPORT
Minyari Dome Project
144km2
(100% Antipa)
Owned and operated by the Company.
Granted tenements.
Hosts the Minyari Dome.
Includes Minyari high grade gold-copper (with cobalt and silver)
deposit and WACA high grade gold-copper (with silver) deposit.
Existing combined Mineral Resources: 723koz gold at 2.0 g/t and 26kt
copper at 0.24% plus silver and cobalt resources.
35km north of the Telfer gold-copper-silver mine and mineral
processing facility.
Potential stand-alone development opportunity.
Within 75km of Rio Tinto’s Winu copper-gold-silver development
project.
Citadel Project –
~1,300km2 Managed and operated by Rio Tinto (since January 2020).
Rio Tinto Joint Venture
(35% Antipa / 65% Rio Tinto)
Subject to Joint Venture Agreement with Rio Tinto under which Rio
Tinto has funded in excess of $25 million of exploration expenditure
to earn a 65% interest.
In April 2021, Antipa elected to contribute to future Citadel Project
Joint Venture expenditure in accordance with its remaining 35% joint
venture interest.
Granted tenements.
Hosts the Magnum Dome.
Includes the Magnum gold-copper-silver deposit, the Calibre gold-
copper-silver-tungsten deposit and the Corker polymetallic deposit.
Existing combined Mineral Resources: 2.4Moz gold at 0.72 g/t and
162kt copper at 0.15% plus silver and tungsten resources.
Within 5km of Rio’s Winu copper-gold-silver development project.
Expanded $24.5m budget approved for CY 2021.
Wilki Project –
Newcrest Farm-in
(100% Antipa / 0%
Newcrest)
~2,100km2 Managed and operated by the Company.
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 plus several minor tenement applications.
Includes highly prospective areas around the Telfer Dome (including
the Chicken Ranch deposit and Tim’s Dome deposit), and the
northern continuation of the domal structure upon which the Telfer
gold-copper-silver open pit and underground mines are situated.
Within 3km of Newcrest’s Telfer gold-copper mine and mineral
processing facility.
Newcrest
is a ~9.9% shareholder
in Antipa via total $7.1m
investment.
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ANNUAL REPORT
Project Name
Paterson Project –
IGO Farm-in
(100% Antipa / 0% IGO)
Details
Area
~1,550km2 Managed and operated by the Company (Antipa receives 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 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 gold-copper mine and 8km of Rio
Tinto’s Winu copper-gold-silver development project.
IGO is a ~4.9% shareholder in Antipa via total $4.5m investment.
The Paterson Province of Western Australia hosts several world-class gold, copper, silver, uranium, and tungsten
deposits, including:
Newcrest’s Telfer gold-copper-silver mine, one of Australia’s largest gold producers;
Cyprium Metals’ Nifty copper (with cobalt) mine;
Newcrest’s O’Callaghans deposit, one of the world’s largest tungsten deposits;
Rio Tinto’s Winu copper-gold-silver development project;
Greatland6 and Newcrest Farm-in and Joint Venture’s Havieron gold-copper development project; 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 gold-copper-silver deposits, the Nifty copper 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.
The Company’s exploration strategy is to strive to deliver both greenfields discoveries and increase brownfield
gold-copper Mineral Resources.
All 2021 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.
Minyari Dome Project (Antipa 100% Owned)
Minyari Dome Project – Particulars
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 gold-copper‐
silver mine, 75km south of Rio Tinto’s Winu copper-gold-silver development project and 50km northwest of
Greatland – Newcrest’s Havieron gold-copper development project. The Minyari Dome dominates the Project,
which hosts the Minyari and WACA gold‐copper-silver-cobalt 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 gold with copper silver and cobalt;
mineralisation commences 0 to 10 metres from the surface and extends down for more than 650
vertical metres;
+450m strike length;
6 All references to ‘Greatland’ in this document are to Greatland Gold plc.
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up to 300m in width; and
remains open down dip and along strike/down-plunge.
Key metrics of the WACA Deposit include:
ANNUAL REPORT
Located only 700m southwest of the Minyari deposit;
high-grade gold with copper and silver ± minor cobalt;
mineralisation commences 0 to 20 metres from the surface and extends down for more than 350
vertical metres;
+650m strike length;
lodes occur within a corridor up to 50m in width; and
remains open down dip and potentially along strike/down-plunge, including high-grade gold shoots.
The Minyari and WACA deposits have a total combined Indicated and Inferred Mineral Resources of 11 million
tonnes grading 2.0 g/t gold, 0.24% copper, 0.7 g/t silver and 380 ppm cobalt for 723,000 ounces of gold, 26,000
tonnes of copper, 233,000 ounces of silver and 4,160 tonnes of cobalt.
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).
Minyari Project – Mineral Exploration Activities
During the 2020-21 financial year, the Company undertook extensive mineral exploration activities with the
objective to aggressively advance the multiple exploration and development opportunities across its 144km2
wholly owned Minyari Dome Project. These activities, which are further detailed below, included:
CY 2020 Minyari Dome Project Exploration Programme Results
The Minyari Dome CY 2020 exploration programme, which was fully funded and operated by the Company,
included a 2,479m diamond drill (DD) programme, with the aim of:
Potentially increasing the size and grade of both the Minyari and WACA deposits, which combined host
high-grade JORC 2012 Mineral Resource Estimates (MRE) of 732koz gold at 2.0 g/t and 26kt copper at
0.24%. The MREs remain open down dip/plunge, and along strike;
Providing structural and mineral system data for interpretation, which is critical for establishing the
location and continuity of high-grade gold shoots; and
Providing sample material needed to undertake further metallurgical test-work.
Key highlights and significant results received during the year included:
DD drilling at Minyari and WACA returned multiple high-grade gold and copper intersections with
significant zones of gold-copper-silver-cobalt mineralisation intersected, including outside existing
Mineral Resource boundaries;
Results analogous to Havieron gold-copper deposit – Mineralisation hosted by same lithologies with
intrusion related hydrothermal alteration and sulphide breccias;
Significant results from the six-hole programme include:
5.35m at 12.35 g/t gold and 0.06% copper from 311.65m down hole in 20MYD0192;
23.00m at 4.53 g/t gold, 0.41% copper and 1.04 g/t silver from 549.00m down hole in
20MYD0194;
19.65m at 2.59 g/t gold, 0.44% copper and 1.47 g/t silver from 292.35m down hole in
20MYD0194;
5.25m at 5.16 g/t gold, 0.59% copper and 2.66 g/t silver from 390.40m down hole in
20MYD0192;
4.30m at 6.41 g/t gold, 0.71% copper and 2.36 g/t silver from 424.4m down hole in
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ANNUAL REPORT
20MYD0192;
3.00m at 8.53 g/t gold, 1.01% copper and 2.90 g/t silver from 534.55m down hole in
20MYD0192;
5.45m at 4.87 g/t gold, 1.37% copper and 1.05 g/t silver from 223.55m down hole in
20MYD0196; and
8.45m at 3.51 g/t gold, 0.22% copper and 0.54 g/t silver from 198.60m down hole in
20MYD0193.
CY 2021 Minyari Dome Project Exploration Programme
The Minyari Dome Project CY 2021 exploration programme includes the following:
A significant DD (up to 6,000m) and reverse circulation (RC) (up to 15,000m) drill programme focused
on the Minyari and WACA deposits commenced in early May with the following objectives:
Test for both extensions to and new zones of high‐grade gold‐copper mineralisation; and
Upgrade the Mineral Resource estimate.
Project development study, key components including;
Mining study (both open pit and underground);
Geotechnical evaluation; and
Further metallurgical test‐work.
Undertake a DHEM survey to identify the location of potential high‐grade sulphide rich breccias similar
to the Havieron “Sulphide Crescent Zone”;
RC drill programme follow‐up of encouraging 2020 air core results in the GAIP09 and Judes areas;
Continuation of the GAIP survey programme (commenced in 2019) to identify further priority target
Systematic surface geochemical programme to identify further priority drill target areas;
areas; and
A detailed ground magnetic survey to enhance drill targeting.
The Minyari Dome Project CY 2021 exploration programme will be subject to ongoing review based on results,
field conditions, contractor availability and pricing and other relevant matters.
CY 2021 Minyari Dome Project Exploration Programme Results
Initial RC drilling results (first 11 RC holes for 3,282m) at Minyari returned multiple high-grade gold and copper
intersections, including new “Minyari East” discovery where further significant zones of gold-copper-silver-
cobalt mineralisation were intersected outside the existing Mineral Resource. Key highlights and significant drill
results include:
Existing Minyari Resource infill drilling returned multiple high-grade gold and copper intersections,
including 362.0m at 1.4 g/t gold and 0.16% copper from 230.0m down hole in 21MYC0216;
New “Minyari East” discovery made, where further significant zones of gold-copper-silver-cobalt
mineralisation were intersected outside the existing Minyari Resource, including:
31.0m at 3.20 g/t gold and 0.26% copper from 383.0m down hole to end-of-hole in
21MYC0205, including:
2.0m at 17.54 g/t gold, 1.40% copper and 2.19 g/t silver from 390.0m, also including:
o 1.0m at 32.10 g/t gold, 2.29% copper and 3.83 g/t silver from 391.0m
2.0m at 18.80 g/t gold, 0.82% copper and 2.30 g/t silver from 397.0m, also including:
o 1.0m at 33.00 g/t gold, 0.80% copper and 3.56 g/t silver from 398.0m
6.0m at 16.83 g/t gold, 0.50% copper and 0.96 g/t silver from 335.0m down hole in
21MYC0208, including:
1.0m at 58.90 g/t gold, 0.75% copper and 1.88 g/t silver from 339.0m
22.0m at 2.60 g/t gold and 0.08% copper from 294.0m down hole in 21MYC0200, including:
1.0m at 42.30 g/t gold, 0.16% copper and 1.03 g/t silver from 294.0m
The new “Minyari East” high-grade gold-copper mineralisation:
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ANNUAL REPORT
Enhances Resource and development opportunity - Just 80m east of the existing Minyari Mineral
Resource boundary;
extends the overall width of the Minyari mineralisation envelope to approximately 275m;
remains open in all directions - Intersected along 140m of strike and 150m of dip;
further potential - Multiple additional zones of mineralisation within eastern zone; and
diamond tails and additional RC and diamond drilling planned.
Citadel Project – Rio Tinto JV (35% Antipa / 65% Rio Tinto; earnt by sole funding $25 million)
Citadel Project - Particulars
The Citadel Project comprises a +1,300km2 tenement holding which is within 80km north of Telfer gold-copper-
silver mine and 5km of the Winu copper-gold-silver 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,
Magnum and Corker deposits. Calibre and Magnum are large scale minerals systems with existing Mineral
Resources (2.4 Moz gold, 162,000 t copper and 1.8 Moz silver) and significant exploration upside.
Key metrics of the Calibre Deposit include:
Large scale mineral system;
multi commodity - gold, copper, silver and tungsten;
+1.6km in strike;
up to 480m across strike;
extending to +550m below surface;
open in several directions; and
Inferred Mineral Resource of 92.0 Mt at 0.72 g/t gold, 0.11% copper and 0.46 g/t silver for 2.1 Moz gold,
104,000 t copper and 1.3 Moz silver.
Key metrics of the Magnum Deposit include:
Less than 2km from Calibre;
large scale mineral system;
multi commodity - gold, copper, silver ± tungsten;
+2km in strike;
up to 600m across strike;
extending to +600m below surface;
open in several directions; and
Inferred Mineral Resource of 16.1Mt at 0.66 g/t gold, 0.36% copper and 0.99 g/t silver for 339,000 oz
gold, 58,000 t copper and 511,000 oz silver.
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Citadel Project - Farm-in and Joint Venture Agreement
ANNUAL REPORT
Under the terms of a Farm-in and Joint Venture Agreement, Rio Tinto could sole fund up to $60 million of
exploration expenditure to earn up to a 75% interest in the Citadel Project (Citadel Project Farm-in Agreement).
As at 31 March 2021, Rio Tinto had funded in excess of $25 million in exploration expenditure on the Citadel
Project and, in accordance with the terms of the Citadel Project Farm-in Agreement, earned a 65% interest in
the Citadel Project Joint Venture. In April 2021 and in accordance with the terms of the Citadel Project Farm-in
Agreement, the Company elected to co-contribute to future Citadel Project Joint Venture expenditure in
accordance with its remaining 35% joint venture interest. As such, Rio Tinto no longer has a right to earn a 75%
interest in the Citadel Project Joint Venture.
Citadel Project - Mineral Exploration Activities
CY 2020 Citadel Project Exploration Programme – Managed by Rio Tinto
The Citadel CY 2020 Exploration Programme, fully funded and operated by Rio Tinto, comprised the following
principal activities:
A combined DD and RC resource drilling programme to test potential extensions and further define and
improve ore body knowledge at, the Calibre deposit which is located 45km from Rio Tinto’s Winu
copper-gold-silver development project;
Continuation of the GAIP Survey programme across structural corridors prospective for gold and/or
copper mineralisation on the Citadel Joint Venture Project tenements - prioritising areas which have
had limited (or no) testing of the basement by drilling;
Processing and interpretation of the data from the airborne gravity gradiometer survey completed in
late 2019 (AGG Survey); and
An ongoing review of the Calibre drilling results and broader Magnum Dome modelling to identify
further priority target areas, especially for higher grade mineralisation.
Significant results received during CY 2020 for the Citadel Exploration Programme are summarised below:
Drill results for the CY 2020 exploration programme were received with the following key highlights:
Assays were received for 27 drill holes (for a total of 10,605m) completed at Calibre as part of
the 2020 programme. Significant Calibre results received during the year included:
146.7m at 1.36 g/t gold and 0.08% copper from 95.9m down hole in CALB0027;
319.8m at 0.96 g/t gold and 0.05% copper from 95.0m down hole in CALB0025;
208.0m at 0.58 g/t gold and 0.11% copper from 215.0m down hole in CALB0014;
173.0m at 0.71 g/t gold and 0.05% copper from 150.0m down hole in CALB0024;
43.5m at 1.73 g/t gold and 0.02% copper from 107.0m down hole in CALB0016.
14.0m at 1.28 g/t gold and 0.03% copper from 94.0m down hole in CALB0024;
59.0m at 0.61 g/t gold and 0.01% copper from 359.0m down hole in CALB0026;
15.9m at 1.99 g/t gold, 0.03% copper and 1.15 g/t silver from 447.6m down hole in
CALB0026;
12.2m at 2.08 g/t gold and 0.07% copper from 113.8m down hole in CALB0028;
8.4m at 2.25 g/t gold from 423.6m down hole in CALB0023; and
0.8m at 15.95 g/t gold, 1.71% copper and 8.92 g/t silver from 169.0m down hole in
CALB0023.
Calibre Mineral Resource Estimate (JORC 2012) was increased by 62% to:
2.1 million ounces of gold, 103,700 tonnes of copper and 1.3 million ounces of silver from 92
million tonnes at 0.72 g/t gold, 0.11% copper and 0.46 g/t silver (on a 100% basis); and
2.7 million gold-equivalent ounces from 92 million tonnes at 0.92 g/t gold-equivalent7.
7 Calculation of the gold equivalent (Aueq) is documented in the ASX Release dated 17 May 2021.
11
Directors’ Report
30 June 2021
ANNUAL REPORT
The MRE was compiled by Optiro Pty Ltd (for the Company) and reported in accordance with guidelines and
recommendations of the 2012 JORC Code based on a 0.5 g/t gold metal equivalent cut-off. The deposit is
considered amenable to open pit mining.
Assays were received for the Citadel Joint Venture Project greenfield exploration drill programme (i.e. outside
of the drilling at the Calibre deposit) which comprised RC drilling at Rimfire and DD drilling at Le Tigre. Significant
Rimfire results included:
50.0m at 0.33 g/t gold and 0.19% copper from 54.0m down hole in RMFR0002; and
30.0m at 0.20 g/t gold and 0.10% copper from 184.0m down hole in RMFR0005.
CY 2021 Citadel Project Exploration Programme – Managed by Rio Tinto
In April 2021, a significantly expanded $24.5 million Citadel Joint Venture Project CY 2021 Exploration
Programme (previously $13.8 million) was agreed by Antipa and Rio Tinto. The total budgeted spend for 2021 is
inclusive of JV management fees.
The Citadel 2021 Exploration Programme, to be operated by Rio Tinto, comprises the following activities:
A 19,000m to 23,000m RC and DD drill programme focused on the Magnum Dome area, which hosts
the Calibre and Magnum gold-copper-silver Mineral Resources and Corker deposit, and the Rimfire area
together with select regional targets including the Boxer GAIP target;
undertaking preliminary metallurgical test-work at Calibre;
appraisal work in respect of early-stage conceptual project development options at the Calibre deposit;
continuation of the GAIP survey programme across prospective structural corridors of the Citadel
tenements, prioritising areas that have had limited or no testing of the basement by drilling;
ongoing processing and interpretation of GAIP and drill hole data, including final 2020 programme data,
together with Calibre deposit and Magnum Dome modelling to identify further priority target areas and
support a potential Mineral Resource update; and
Calibre camp infrastructure installation and expansion.
The 2021 DD and RC drill programme commenced in March 2021 and GAIP surveying in April 2021. Assay results
are pending and are expected to be reported in Q3 and Q4 CY 2021.
Consistent with previous years, the programme and budget will be subject to ongoing review based on results,
field conditions, contractor availability and pricing and other relevant matters.
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 gold-copper-silver open pit, underground mines and mineral
processing facility are situated. The Wilki Project also comes to within 9km of the high-grade Havieron gold-
copper 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
12
Directors’ Report
30 June 2021
ANNUAL REPORT
located just 15km northeast of Newcrest’s Telfer mineral processing facility.
Key metrics of Tim’s Dome include:
Gold ± copper 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; and
located just 12km northeast of Newcrest’s Telfer mineral processing facility.
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
CY 2020 Wilki Project Exploration Programme – Managed by Antipa
The Wilki CY 2020 Exploration Programme, fully funded by Newcrest and operated by the Company, was
completed with the following key highlights:
The Phase 2 greenfield exploration programme, completed in December 2020, included the drill testing
of a number of the high priority gold-copper targets identified during Phase 1. The 2020 drilling
consisted of an RC programme comprised of 14 greenfield plus one brownfield (Chicken Ranch) RC holes
for a total of approximately 4,000m testing priority targets under shallow cover, including Havieron
high-grade gold-copper analogue magnetic and AEM conductivity anomalies. Key results of the Phase 2
drilling programme included:
RC drill testing of
intersected minor zones of anomalous
initial greenfield targets
gold±copper±silver and other pathfinder elements; and
multiple (12) new geophysical targets were identified for testing in CY 2021.
CY 2021 Wilki Project Exploration Programme – Managed by Antipa
The Wilki Project CY 2021 exploration programme commenced in May 2021 and is planned to include:
RC drill programme testing of up to 8 recently identified greenfield AEM and/or magnetic targets;
brownfield drill programme, RC, and possible diamond core, evaluating extensional and conceptual
targets at the Tim’s Dome and Chicken Ranch gold±copper deposits located within 15km of the Telfer
mine and mineral processing facility;
surface geochemical sampling programme in selected areas under less than 15m of cover to generate
additional new drill targets;
air core drill programme testing areas with existing surface geochemical gold-copper anomalism;
aeromagnetic survey covering 540km2 and 7,000 line-km at a 100m line spacing over areas requiring
enhanced magnetic resolution; and
13
Directors’ Report
30 June 2021
ANNUAL REPORT
an ongoing review and interpretation of historic exploration data to enhance geological modelling, and
potentially identify further target areas for gold-copper mineralisation.
During the June Quarter, an RC rig was mobilised and commenced drilling. Assay results are pending and are
expected to be reported in Q3 and Q4 CY 2021.
The Wilki Project CY 2021 exploration programme will be subject to ongoing review based on results, field
conditions, contractor availability and pricing and other relevant matters.
Paterson Project – IGO Farm-in (Antipa 100% / IGO 0%)
Paterson Project – Particulars
The Paterson Project comprises over 1,550km2, is located in 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
In July 2020, the Company entered into a $30 million farm-in agreement and associated exploration joint venture
agreement with IGO (Paterson Project Farm-in Agreement).
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 - Mineral Exploration Activities
FY 2021 Paterson Project Exploration Programme – Managed by Antipa
During the year, the Paterson Project FY 2021 Exploration Programme, operated by the Company and fully
funded by IGO, was finalised, and commenced. Key Paterson Project exploration activities that occurred during
the year included:
Phase 1 greenfield air core drill programme, the objective of which was to systematically evaluate the
extensive Reaper-Poblano-Serrano gold-copper-silver and Grey silver-gold-copper-zinc-lead mineralised
trends, was completed in December 2020. In total, 79 Phase 1 air core holes were completed for ~4,026m,
key results of which included:
45m at 0.12 g/t gold from 24m down hole intersected 500m north of the Poblano gold-copper-
silver prospect;
4m at 0.31 g/t gold from 80m down hole intersected 70m northwest of the Poblano gold-
copper-silver prospect;
Poblano gold-copper-silver mineralisation strike extended by approximately 500m to +1.6km
of mineralised strike; and
Poblano gold±copper±silver mineralisation intersected beneath shallow sand cover; and
Several anomalies identified for follow-up in CY 2021.
Paterson Project CY 2021 Exploration Programme
An air core drill programme of up to 11,000m is planned to be completed in two tranches. The first tranche
commenced in June 2021. Target areas include the Reaper-Poblano-Serrano gold-copper trend, together with a
parallel, north-northwest trending, structural corridor immediately to the east which hosts the Alcatraz
prospect, and several newly identified target areas for potential gold-copper mineral systems located to the
northwest of Grey and northwest of Minyari.
14
Directors’ Report
30 June 2021
ANNUAL REPORT
The remainder of the Paterson Project CY 2021 exploration programme is planned to consist of the following
greenfield exploration activities:
Follow-up diamond core drill testing of select targets on tenement E45/2519 located 8km along strike
from Rio Tinto’s Winu copper-gold-silver deposit;
regional scale surface geochemical sampling and analysis;
ongoing target generation and assessment.
Assay results from the first tranche air core drill programme are pending and are expected to be reported in Q3
and Q4 CY 2021.
The Paterson Project CY 2021 exploration programme will be subject to ongoing review based on results, field
conditions, contractor availability and pricing, and other relevant matters.
Notes:
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.
3.
4.
Competent Persons Statement – Mineral Resource Estimations for the Minyari-WACA Deposits, Calibre
Deposit, Tim’s Dome and Chicken Ranch Deposits, and Magnum Deposit: The information in this
document that 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
November 2017 with Competent Persons Kahan Cervoj and Susan Havlin, the Calibre deposit Mineral
Resource is extracted from the report entitled “Calibre Gold Resource Increases 62% to 2.1 Million Ounces”
created on 17 May 2021 with Competent Person Ian Glacken, the Tim’s Dome and Chicken Ranch deposits
Mineral Resources is extracted from the report entitled “Chicken Ranch and Tims Dome Maiden Mineral
Resources” created on 13 May 2019 with Competent Person Shaun Searle, and 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 with Competent Person Patrick Adams, 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 and that all material assumptions and technical
parameters underpinning the estimates in the relevant original market announcements continue to apply
and have not materially changed. 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 - Calibre Mineral Resource AuEquiv cut-off grade: Gold Equivalent
(Aueq) details of material factors and metal equivalent formula are reported in “Calibre Gold Resource
Increases 62% to 2.1 Million Ounces” created on 17 May 2021 which is available to view on
www.antipaminerals.com.au and www.asx.com.au.
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.
15
Directors’ Report
30 June 2021
COMPANY STRATEGIC AND CORPORATE INITIATIVES
ANNUAL REPORT
As noted above, in July 2020 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 Rio Tinto sole funding in excess of $25 million in exploration expenditure on the Citadel JV Project and
earning a 65% joint venture, in April 2021 Antipa elected to contribute to future exploration expenditure in
accordance with its remaining 35% joint venture interest.
During the June 2021 Quarter, the Company completed a share placement to raise $22 million through the issue
of approximately 524 million fully paid ordinary shares at $0.042 per share. The Company also undertook a Share
Purchase Plan (SPP) for $3 million resulting in a total capital raising of $25 million (before costs). In addition,
Antipa completed a $1 million placement through the issue of approximately 23.8 million shares at $0.042 per
share to the London Stock Exchange listed Commodity Discovery Fund (CD Fund). Following the placement to
CD Fund and the SPP, Newcrest participated in two further placements at $0.042 per share, raising a total of
$443,100.
Proceeds from the various placements and SPP will predominantly be used to:
Maintain the Company’s interest at 35% in the Citadel Joint Venture Project with Rio Tinto by electing
to co-contribute to future joint venture expenditure;
accelerate exploration and appraisal activities at the 100% owned Minyari Dome Project, including
follow up drilling and undertaking project development studies; and
general working capital purposes.
Following the various placements during the year, which in total raised approximately $30 million (before costs),
the Company finished the year with approximately $30.6 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.
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:
Following the MRE upgrade for the Calibre Deposit in May 2021, the Company’s combined JORC
resources are approximately 3.2 million ounces of gold for the Calibre and Minyari Deposits, both of
which offer potential near-term development opportunities for Antipa8.
The cumulative potential free-carried exploration spend on the Company’s Projects located in the
Paterson Province of Western Australia is now $115 million via three farm-in agreements/joint ventures
with major mining companies.
CY 2021 exploration programmes of +60,000 drill metres, combined for all Projects, totalling up to $40
million of committed exploration expenditure, with approximately $20 million paid for by farm-in/joint
venture parties, Rio Tinto, Newcrest and IGO.
8 Includes Rio Tinto’s 65% share of the Calibre MRE.
16
Directors’ Report
30 June 2021
ANNUAL REPORT
Antipa’s cash at bank is now (following completion of share placements that occurred subsequent to
30 June 2021 and excluding funds held on behalf of farm-in parties) approximately $30.6 million, which
can be responsibly deployed to further evaluate 100% owned ground for a near term stand-alone
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 (i)
Mr Roger Mason
Mr Mark Rodda (i)
Mr Peter Buck
Mr Gary Johnson
Number of fully paid ordinary shares
61,385,554
14,686,740
34,220,720
15,079,018
3,776,009
Number of
options
24,000,000
24,000,000
24,000,000
12,000,000
12,000,000
Notes:
(i)
These figures include:
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.
129,148,041
96,000,000
MEETINGS OF DIRECTORS
The following table sets out the number of meetings of the Company's Directors held during the year ended 30
June 2021, and the number of meetings attended by each director.
Full Board meetings
Mr Stephen Power (Chair)
Mr Roger Mason
Mr Mark Rodda
Mr Peter Buck
Mr Gary Johnson
Audit Committee meetings
Mr Mark Rodda (Chair)
Mr Peter Buck
Mr Gary Johnson
Nomination and Remuneration Committee
meetings
Mr Gary Johnson (Chair)
Mr Mark Rodda
Mr Peter Buck
Risk and Sustainability Committee meetings
Mr Peter Buck (Chair)
Mr Mark Rodda
Mr Gary Johnson
No. attended
9
9
9
9
9
No. attended
2
2
2
No. attended
1
1
1
No. attended
1
1
1
No. eligible to attend
9
9
9
9
9
No. eligible to attend
2
2
2
No. eligible to attend
1
1
1
No. eligible to attend
1
1
1
17
Directors’ Report
30 June 2021
SHARE OPTIONS
At the date of this report the Company has the following options on issue.
ANNUAL REPORT
2021
Number
2,000,000
3,000,000
3,000,000
750,000
45,000,000
3,000,000
4,000,000
17,000,000
3,000,000
47,000,000
6,000,000
2,000,000
133,750,000
Exercise Price
Grant
Expiry
$0.0220
$0.0390
$0.0380
$0.0210
$0.0190
$0.0228
$0.0700
$0.0670
$0.0810
$0.0750
$0.0730
$0.06300
27 July 2018
12 November 2018
27 March 2019
12 November 2019
21 November 2019
13 December 2019
1 September 2020
14 September 2020
23 October 2020
23 November 2020
23 April 2021
7 July 2021
26 July 2022
11 November 2022
26 March 2023
11 November 2023
22 November 2023
12 December 2023
31 July 2024
31 August 2024
30 September 2024
20 November 2024
31 March 2025
30 June 2025
In the financial year ended 30 June 2021, 62,010,871 (30 June 2020: Nil) shares were issued through the exercise
of options.
18
Directors’ Report
30 June 2021
REMUNERATION REPORT (AUDITED)
This remuneration report is set out under the following main headings:
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
ANNUAL REPORT
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
Other KMP
-
-
-
-
-
Executive Chairman
Managing Director
Non-executive Director
Non-executive Director
Non-executive Director
Mr Luke Watson -
CFO & Company Secretary (appointed 20 July 2020)
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.
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.
19
Directors’ Report
30 June 2021
REMUNERATION REPORT (AUDITED) (CONTINUED)
Non-executive directors
ANNUAL REPORT
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 2021, Mr Mason received a cash bonus of $30,000. No other cash bonuses were paid
during the year under review (2020: nil).
Long-term performance incentives comprise options granted at the recommendation of the Nomination and
Remuneration Committee in order to align the objectives of executives with shareholders and the Company
(refer section D for further information). The issue of options to 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.
20
Directors’ Report
30 June 2021
REMUNERATION REPORT (AUDITED) (CONTINUED)
2021
ANNUAL REPORT
Directors
Mr Stephen Power (i)
Mr Roger Mason
Mr Mark Rodda
Mr Peter Buck
Mr Gary Johnson
Other KMP
Mr Luke Watson
Number of
options
12,000,000
12,000,000
9,000,000
6,000,000
6,000,000
6,000,000
51,000,000
Notes:
(i)
This figure includes 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.
2020 Annual General Meeting
At the 2020 Annual General Meeting (AGM) held on 20 November 2020, 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)
2017
$0.024
(0.15)
2018
$0.013
(0.16)
2019
$0.014
(0.10)
2020
$0.025
(0.09)
2021
$0.041
(0.14)
21
Directors’ Report
30 June 2021
REMUNERATION REPORT (AUDITED) (CONTINUED)
B.
DETAILS OF REMUNERATION
Amounts of remuneration
Details of the remuneration of KMP are set out in the following tables.
ANNUAL REPORT
Fixed Remuneration
Variable Remuneration
2021
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
Other KMP
Luke Watson (iv)
Total
Cash salary and
fees
$
Non-
monetary
benefits
$
Other
$
Super-
annuation
$
Accrued
Leave (i)
$
Short
Term
Incentive
Bonus (ii)
$
Value of
Options
(iii)
$
55,000
55,000
55,000
165,000
250,000
315,000
188,768
918,768
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
5,225
5,225
5,225
15,675
-
-
-
-
-
-
-
-
278,090
185,393
185,393
648,876
23,750
27,550
(34,351)
36,168
-
30,000
370,786
370,786
610,185
779,504
17,933
84,908
15,148
16,965
170,787
30,000 1,561,235
392,636
2,611,876
Total
$
338,315
245,618
245,618
829,551
Percentage of
Remuneration
relating to
Performance
%
82.2%
75.5%
75.5%
60.8%
51.4%
43.5%
These figures include statutory annual leave and long-service leave entitlements.
Notes:
(i)
(ii) Mr Mason received a discretionary bonus of $30,000 during the year end 30 June 2021, for the Company’s ongoing exploration success in the Paterson Province
(iii)
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 18.
(iv) Mr Watson was appointed as CFO and Company Secretary effective 20 July 2020.
22
Directors’ Report
30 June 2021
ANNUAL REPORT
REMUNERATION REPORT (AUDITED) (CONTINUED)
Fixed Remuneration
Variable Remuneration
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
$
Non-
monetary
benefits
$
Super-
annuation
$
Other
$
Accrued
Leave (i)
$
Short Term
Incentive
Bonus
$
Value of
Options (ii)
$
Percentage of
Remuneration
relating to
Performance
%
Total
$
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
75,318
94,002
65,550
169,320
-
-
-
-
-
-
-
62,892
41,928
41,928
146,748
123,117
102,153
102,153
327,423
83,856
83,856
432,924
503,983
314,460
1,264,330
51.1%
41.0%
41.0%
19.4%
16.6%
Notes:
(i)
(ii)
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 18.
23
Directors’ Report
30 June 2021
REMUNERATION REPORT (AUDITED) (CONTINUED)
B.
DETAILS OF REMUNERATION (CONTINUED)
ANNUAL REPORT
During the year to 30 June 2021 no at-risk cash bonuses were paid or options granted to KMP.
(1)
Loans to key management personnel
There were no loans made to KMP (or their personally related entities) during the current financial period.
(2)
Other transactions with KMP
Payments to director-related parties:
Napier Capital Pty Ltd (i)
2021
$
2020
$
213,000
213,044
(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.
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 $305,000 p.a. base salary plus superannuation,
plus a motor vehicle allowance of $25,000 per annum, effective from 1 January 2021.
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.
24
Directors’ Report
30 June 2021
REMUNERATION REPORT (AUDITED) (CONTINUED)
ANNUAL REPORT
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.
On 20 July 2020, the Company entered into an Executive Service Agreement with Chief Financial Officer and
Company Secretary Luke Watson. Under the terms of the contract:
D.
Mr Watson receives a minimum remuneration package of up to $250,000 p.a. base salary plus
superannuation, effective from 1 January 2021.
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 Watson terminates the agreement, he must provide the Company with three months’ notice period.
ADDITIONAL STATUTORY INFORMATION
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.
25
Directors’ Report
30 June 2021
REMUNERATION REPORT (AUDITED) (CONTINUED)
ANNUAL REPORT
Share holdings
2021
Directors
Mr Stephen Power (i)
Mr Roger Mason
Mr Mark Rodda (i)
Mr Peter Buck
Mr Gary Johnson
Other KMP
Mr Luke Watson
Balance at
start of year
62,928,058
14,247,270
35,774,093
13,639,548
3,336,539
Purchased (ii)
Disposed (i) (iii)
3,700,340
439,470
3,689,471
1,439,470
439,470
5,242,844
-
5,242,844
-
-
-
2,380,952
-
Net
other
change
-
-
-
-
-
-
Balance at
end of year
61,385,554
14,686,740
34,220,720
15,079,018
3,776,009
2,380,952
Notes:
(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 both deemed to have an interest in.
(ii)
During the year, the following shares were purchased by the Directors and KMP:
Mr Power purchased:
o
439,470 shares at $0.042 each on 24 May 2021, as part of the SPP completed on that date;
and
o
3,260,870 shares following the exercise of $0.046 unlisted options on 17 September 2020.
Mr Mason purchased 439,470 shares at $0.042 each on 24 May 2021, as part of the SPP completed
on that date;
Mr Rodda purchased:
o
439,470 shares at $0.042 each on 24 May 2021, as part of the SPP completed on that date;
and
3,250,001 shares following the exercise of $0.046 unlisted options on 17 September 2020.
o
Mr Buck purchased:
o
439,470 shares at $0.042 each on 24 May 2021, as part of the SPP completed on that date;
and
1,000,000 shares on-market at $0.045 each on 21 May 2021.
o
Mr Johnson purchased 439,470 shares at $0.042 each on 24 May 2021, as part of the SPP
completed on that date; and
Mr Watson purchased 2,380,952 shares at $0.042 each on 29 April 2021, as part of the Placement
completed on that date.
(iii) On 7 August 2020, Mafiro Pty Ltd sold 5,242,844 shares on-market, at an average price of $0.0481 per
share. Mr Stephen Power and Mr Mark Rodda are both deemed to have an interest in the disposal of
shares by Mafiro Pty Ltd.
26
Directors’ Report
30 June 2021
REMUNERATION REPORT (AUDITED) (CONTINUED)
Option holdings
ANNUAL REPORT
Balance at
start of
year (i)
Granted during
the year as
remuneration (ii)
Expired
Exercised
Balance at
end of
year (i)(iv)
Value of options
granted during the
year as
remuneration
2021
Directors
Mr Stephen Power
24,000,000
12,000,000
(8,739,130)
(3,260,870)
24,000,000
Mr Roger Mason
24,000,000
12,000,000
(12,000,000)
-
24,000,000
Mr Mark Rodda
18,000,000
9,000,000
(5,749,999)
(3,250,001)
18,000,000
Mr Peter Buck
12,000,000
6,000,000
(6,000,000)
Mr Gary Johnson
12,000,000
6,000,000
(6,000,000)
Other KMP
Mr Luke Watson (iii)
-
6,000,000
-
-
-
-
12,000,000
12,000,000
6,000,000
170,787
$
370,786
370,786
278,090
185,393
185,393
Notes:
(i) Mr Power’s option holdings include 3 million options held by Mafiro Pty Ltd, an entity in which Mr Power
(ii)
(iii)
and Mr Rodda are both deemed to have an interest in.
The options granted to the Directors were approved by shareholders at the Company’s Annual General
Meeting on 20 November 2020 and are exercisable at $0.075 each on or before 20 November 2024. Mr
Power’s option holdings include 3 million options held by Mafiro Pty Ltd, an entity in which Mr Power and
Mr Rodda are both deemed to have an interest in.
4 million options granted to Mr Watson are exercisable at $0.07 each on or before 31 July 2024, with the
remaining 2 million options exercisable at $0.073 each on or before 31March 2025.
(iv) Options held by all KMP are fully vested and exercisable at 30 June 2021.
During the year, Messrs Power and Rodda exercised $0.046 options that were due to expire on 18 September
2020. There were no other options exercised by Directors or KMP.
Exercise
Price
$
Grant
Date Fair
Value
$
No. Granted
% Vested
at 30
June
2021
% of
Grant
Vested
%
Grant
Date
Expiry
Date
% of Total
Remuneration
that consists of
Option
Valuations
%
20-11-20 20-11-24 $0.075 $0.0309 12,000,000
20-11-20 20-11-24 $0.075 $0.0309 12,000,000
20-11-20 20-11-24 $0.075 $0.0309 9,000,000
20-11-20 20-11-24 $0.075 $0.0309 6,000,000
20-11-20 20-11-24 $0.075 $0.0309 6,000,000
3-08-20 31-07-24 $0.070 $0.0275 4,000,000
23-04-21 31-03-25 $0.073 $0.0303 2,000,000
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
60.8%
47.6%
82.2%
75.5%
75.5%
43.5%
2021
Directors
Stephen Power
Roger Mason
Mark Rodda
Peter Buck
Gary Johnson
Other KMP
Luke Watson
Notes
(i)
(ii)
Details on the valuation of the options granted during the year are provided in Note 18.
Each option converts into one ordinary share of Antipa Minerals Limited on exercise.
27
Directors’ Report
30 June 2021
ANNUAL REPORT
(iii)
No amounts are paid or payable by the recipient on receipt of the options. The options are not subject
to vesting conditions and there are no further service or performance criteria that need to be met in
relation to options granted.
Details of the value of options granted, exercised or lapsed for each Key Management Personnel of the
Company or Group during the financial year are as follows:
Total Value of
Options Granted
During the Year (i)
$
Value of Options
Exercised During
the Year
$
Value of Options
Expired During the
Year (ii)
$
370,786
370,786
278,090
185,393
185,393
170,787
65,641
-
65,423
-
-
-
175,919
241,560
115,747
120,780
120,780
-
2021
Directors
Stephen Power
Roger Mason
Mark Rodda
Peter Buck
Gary Johnson
Other KMP
Luke Watson
Notes
(i)
(ii)
The value of options granted during the year is recognised in compensation in the year of grant, in
accordance with Australian Accounting Standards.
No options were forfeited or cancelled during the year.
USE OF REMUNERATION CONSULTANTS
E.
In the year ended 30 June 2021, the Group did not use the services of a remuneration consultant.
- End of audited remuneration report -
28
Directors’ Report
30 June 2021
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 23 July 2021, in accordance with the Citadel Project JV Agreement, the Company transferred
$3,790,293 (excluding GST) to Rio Tinto representing Antipa’s 35% share of JV expenditure for the period
from 31 March 2021 – 30 June 2021. This amount has been capitalised as Deferred Exploration and
Evaluation Expenditure at 30 June.
(2)
Subsequent to year end, the following shares were issued upon exercise of unlisted options:
Date Exercised
Class of Options
13 August 2021
$0.032 unlisted options; expiring 2 Nov 2021
27 August 2021
$0.0325 unlisted options; expiring 6 Sep 2021
6 September 2021
$0.0325 unlisted options; expiring 6 Sep 2021
Total
Number of Options
Exercised
3,000,000
3,900,000
600,000
7,500,000
(3)
The Company granted the following unlisted options to employees under the Employee Share Option
Plan:
Date Granted
Class of Options
6 July 2021
$0.063 unlisted options; expiring 30 Jun 2025
Total
Number of Options
Granted
2,000,000
2,000,000
(4)
(5)
On 6 September 2021, 1,500,000 $0.0325 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 2021, 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.
29
Directors’ Report
30 June 2021
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 31 of the financial report.
The auditor did not provide any non-audit services for the year ended 30 June 2021 (30 June 2020: 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
14 September 2021
30
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 JARRAD PRUE TO THE DIRECTORS OF ANTIPA MINERALS
LIMITED
As lead auditor of Antipa Minerals Limited for the year ended 30 June 2021, 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.
Jarrad Prue
Director
BDO Audit (WA) Pty Ltd
Perth, 14 September 2021
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 member firms. Liability limited by a scheme approved under Professional Standards Legislation.
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
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 2021, 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 2021 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.
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 member firms. Liability limited by a scheme approved under Professional Standards Legislation.
32
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.
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 11 to the financial report,
the carrying value of capitalised exploration and
evaluation expenditure represents a significant
asset of the Group at 30 June 2021.
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 11 to the
Financial Report.
33
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 2021, 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 at:
https://www.auasb.gov.au/admin/file/content102/c3/ar1_2020.pdf
This description forms part of our auditor’s report.
34
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 19 to 28 of the directors’ report for the
year ended 30 June 2021.
In our opinion, the Remuneration Report of Antipa Minerals Limited, for the year ended 30 June 2021,
complies with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the
Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility
is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with
Australian Auditing Standards.
BDO Audit (WA) Pty Ltd
Jarrad Prue
Director
Perth, 14 September 2021
35
Consolidated Statement of
Profit or Loss and Other
Comprehensive Income
For the year ended 30 June 2021
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
Note
(6)
(7)
(7)
(7)
(8)
ANNUAL REPORT
2021
$
2020
$
756,843
623,306
756,843
623,306
(795,845)
(1,112,399)
(1,122,083)
(926,235)
(75,879)
(74,253)
(2,319,954)
(371,713)
(3,556,918)
-
(3,556,918)
(1,861,294)
-
(1,861,294)
-
-
(3,556,918)
(1,861,294)
Basic and diluted loss per share (cents per share)
(21)
(0.14)
(0.09)
The above consolidated statement of profit or loss and other comprehensive income should be read in
conjunction with the accompanying notes.
36
Consolidated Statement of
Financial Position
As at 30 June 2021
Assets
Current assets
Cash and cash equivalents
Trade and other receivables
Total current assets
Non-current assets
Other receivables
Property, Plant and equipment
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
Total liabilities
Net assets
Equity
Contributed equity
Reserves
Accumulated losses
Total equity
Note
(9)
(10)
(12)
(11)
(14)(a)
(14)(b)
(13)
(15)
(13)
(16)
(17)(a)
(17)(b)
ANNUAL REPORT
2021
$
2020
$
33,650,484
1,283,024
34,933,508
7,036,790
272,214
7,309,004
140,148
163,736
464,079
37,216,131
37,984,095
72,917,602
129,905
-
538,332
27,544,063
28,212,300
35,521,304
8,657,719
431,982
56,954
1,867,899
11,014,554
485,870
485,870
11,500,424
61,417,179
867,365
371,860
47,695
1,098,559
2,385,479
542,825
542,825
2,928,304
32,593,000
72,827,601
6,126,169
(17,536,592)
61,417,178
42,766,459
3,806,216
(13,979,675)
32,593,000
The above consolidated statement of financial position should be read in conjunction with the accompanying
notes.
37
Consolidated Statement of
Cash Flows
For the year ended June 2021
Note
Cash flows from operating activities
Payments to suppliers and employees
Interest received
Management fee
Government stimulus grants
Net cash (outflow) from operating activities
(20)
Cash flows from investing activities
Payments to suppliers and employees capitalised as
exploration and evaluation
Proceeds from EIS grant
Payments for acquisition of subsidiary
Payments for property, plant & equipment
Net movement receipts and (payments) from Joint Venture
Newcrest
Net movement receipts and (payments) from Joint Venture
IGO
Net movement receipts and (payments) from Joint Venture
Rio Tinto
ANNUAL REPORT
2021
$
(1,534,560)
29,785
492,645
177,438
(834,692)
(3,711,537)
-
-
(163,736)
156,669
1,113,364
2020
$
(1,633,174)
43,560
528,026
100,848
(960,740)
(3,206,762)
109,795
(85,000)
-
1,225,561
-
-
(1,730,549)
Net cash (outflow) from investing activities
(2,605,240)
(3,686,955)
Cash flows from financing activities
Proceeds from issues of shares
Proceeds from options exercised
Share issue costs
Net cash inflow from financing activities
30,084,191
1,754,000
(1,784,565)
30,053,626
3,884,036
-
(269,043)
3,614,993
Net increase / (decrease) in cash and cash equivalents
26,613,694
(1,032,702)
Cash and cash equivalents at the beginning of the year
7,036,790
8,069,492
Cash and cash equivalents at the end of the year
(9)
33,650,484
7,036,790
The above consolidated statement of cash flows should be read in conjunction with the accompanying notes.
38
Consolidated Statement of
Changes in Equity
For the year ended 30 June 2021
Contributed Equity
$
Share
Option
Reserve
$
Share Based Payment
Reserve
$
Accumulated Losses
$
Total
$
ANNUAL REPORT
Balance at 1 July 2020
42,766,459
312,500
3,493,716
(13,979,675)
32,593,000
Comprehensive income:
Loss for the year
Total comprehensive loss for the year
Transactions with owners, in their capacity as owners:
Contributions of equity, net of costs
Issue of options
Balance at 30 June 2021
-
-
-
-
-
-
(3,556,918)
(3,556,918)
(3,556,918)
(3,556,918)
30,061,142
-
72,827,601
-
-
312,500
-
2,319,954
5,813,670
-
-
(17,536,592)
30,061,142
2,319,954
61,417,178
Balance at 1 July 2019
39,096,856
312,500
3,105,589
(12,118,381)
30,396,564
Comprehensive income:
Loss for the year
Total comprehensive loss for the year
Transactions with owners, in their capacity as owners:
Contributions of equity, net of costs
Issue of options - investment
Issue of options
Balance at 30 June 2020
-
-
-
-
-
-
(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
The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.
39
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2021
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 2021 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.
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.
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 $3,556,918 for the year ended 30 June 2021 and had a net cash outflow from
operations including exploration and evaluation activities of $4,546,229 (excluding cashflows related to the
Newcrest and IGO Farm-in Agreements and the Rio Tinto JV 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 $30,649,779 as at 30 June 2021.
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
40
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2021
ANNUAL REPORT
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 22.
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.
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 2021 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.
41
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2021
ANNUAL REPORT
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.
NOTE 3: FINANCIAL RISK MANAGEMENT
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
2021
$
30,649,779
3,000,705
1,283,024
34,933,508
2020
$
5,647,988
1,388,802
272,214
7,309,004
7,658,660
867,365
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*
* Weighted average effective interest rate
2021
$
%
2020
$
%
0.65%
33,650,484
0.56%
7,036,790
The Group’s policy is to maximise the return on cash held through the use of term deposits where possible.
42
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2021
ANNUAL REPORT
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 2021, all cash and cash equivalents were held with National Australia Bank, which has an 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 $7,658,660 (2020: $867,365) comprised of
non-interest-bearing trade creditors and accruals with a maturity of less than six 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.
NOTE 4: CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS
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.
43
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2021
Capitalisation of exploration and evaluation expenditure
ANNUAL REPORT
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 2021, the carrying value of capitalised exploration and evaluation is $37,216,131 (2020:
$27,544,063).
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.
44
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2021
NOTE 5: SEGMENT INFORMATION
ANNUAL REPORT
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.
NOTE 6: REVENUE
From continuing operations
Other revenue
Management fee
Interest
Government stimulus grant
Accounting policy
2021
$
549,619
29,785
177,438
756,843
2020
$
478,899
43,560
100,847
623,306
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)
Notes:
(i)
Refer to Note 18 for further details.
2021
$
795,845
1,122,083
2,319,954
4,237,882
2020
$
1,112,399
926,235
371,713
2,410,347
45
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2021
NOTE 8: INCOME TAX
Current tax
(a) Income tax expense
ANNUAL REPORT
2021
$
-
-
2020
$
-
-
reconciliation between
A
income tax multiplied by the Group's applicable income tax rate is as follows:
tax expense and
the product of accounting profit before
Accounting loss before tax
(3,556,918)
(1,861,294)
Tax at the Australian statutory income tax rate of
27.5% (2020: 27.5%)
(924,799)
(511,856)
Tax effect of amounts which are not deductible
(taxable) in calculating taxable income:
Share based payments
Entertainment
Government grants
Cash flow boost
Rent expense
Effective income tax rate changes
Tax loss recognised
Tax losses not recognised
603,188
228
-
(13,000)
(26,429)
427,796
(66,984)
-
102,221
528
30,194
(12,883)
(13,392)
-
-
405,188
-
(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
(316)
(9,832)
(19,735)
38,611
(9,676,194)
(518,302)
5,720
112,315
29,794
(1,145)
(281)
24,961
20,419
(7,574,617)
(434,676)
3,467
102,262
16,676
10,037,939
7,842,934
-
-
The balance of potential deferred tax assets attributable to tax losses carried forward of $2,397,253 (2020: loss
$2,153,570) and other timing differences of nil (2020: nil) in respect of 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 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.
46
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2021
ANNUAL REPORT
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.
NOTE 9: CURRENT ASSETS – CASH AND CASH EQUIVALENTS
Cash At bank and in hand
Restricted cash (i)
Restricted cash (ii)
Restricted cash (iii)
2021
$
30,649,779
260
1,680,908
1,319,537
33,650,484
2020
$
5,647,988
5,685
1,383,117
-
7,036,790
Notes:
(i)
(ii)
As at 30 June 2021 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 $260 (2020: $5,685).
As at 30 June 2021 Cash and cash equivalents is held as restricted cash being monies received in advance
from Newcrest and restricted for use on the Wilki project $1,680,908 (2020: 1,383,117).
47
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2021
ANNUAL REPORT
(iii)
As at 30 June 2021 Cash and cash equivalents is held as restricted cash being monies received in advance
from IGO and restricted for use on the Paterson project $1,319,537 (2020: nil).
(a)
The carrying amount of cash and cash equivalents is a reasonable approximation of fair value.
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: NON CURRENT ASSETS - PROPERTY PLANT AND EQUIPMENT
2021
$
2020
$
407,116
(243,379)
163,736
-
241,743
(241,743)
-
165,373
-
-
(1,637)
163,736
-
-
Plant and Equipment
Cost
Accumulated depreciation
Net carrying amount
Reconciliation
Carrying amount at beginning of year
Additions
Net written down value of plant and equipment written off
Depreciation charge for the year
Carrying amount at end of year
48
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2021
NOTE 11: DEFERRED EXPLORATION AND EVALUATION EXPENDITURE
ANNUAL REPORT
At cost
Opening balance
Additions (i)
Less: Exploration Incentive Scheme grants
Closing balance
2021
$
2020
$
27,544,063
24,139,502
9,672,068
-
3,514,356
(109,795)
37,216,131
27,544,063
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.
Notes:
(i)
On 23 July 2021, in accordance with the terms of the Citadel Project Joint Venture Agreement, the
Company transferred $3,790,293 (excluding GST) to Rio Tinto representing Antipa’s 35% share of JV
expenditure for the period from 31 March 2021 – 30 June 2021. In addition, a further $999,059 of
exploration and evaluation expenditure for the Citadel Project Joint Venture that was incurred at 30 June.
These amounts have been capitalised as Deferred Exploration and Evaluation Expenditure at 30 June.
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
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.
(ii)
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.
49
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2021
NOTE 12: RIGHT-OF USE LEASE ASSETS
Carrying value
At cost - Premises
Cost
Accumulated depreciation
Carrying value at 30 June
Reconciliation
Opening Balance
Additions
Depreciation expense
Closing Balance
ANNUAL REPORT
2021
$
612,585
(148,506)
464,079
2021
$
538,332
-
(74,253)
464,079
2020
$
612,585
(74,253)
538,332
2020
$
-
612,585
(74,253)
538,332
Accounting policy
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.
NOTE 13: LEASE LIABILITIES
Current Liabilities
Non-Current Liabilities
Fair value as at 30 June
Reconciliation
30 June 2021
Opening Balance
Additions
Finance Expenses
Closing Balance
30 June 2021
Premises
$
Total
$
30 June 2020
Premises
$
Total
$
56,954
485,870
542,824
56,954
485,870
542,824
47,695
542,825
590,520
47,695
542,825
590,520
30 June 2021
Premises
$
Total
$
30 June 2020
Premises
$
Total
$
590,520
590,520
-
(47,696)
542,824
-
(47,696)
542,824
-
529,879
60,641
590,520
-
529,879
60,641
590,520
50
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2021
NOTE 14: CURRENT LIABILITIES
(a)
Trade and other payables
Trade payables
Other payables
ANNUAL REPORT
2021
$
6,722,495
1,935,224
8,657,719
2020
$
562,487
304,878
867,365
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 twelve 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.
(b)
Provisions
Annual leave provision
Long service leave provision
2021
$
264,803
167,179
431,982
2020
$
231,911
139,949
371,860
Accounting policy
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.
NOTE 15: UNEXPENDED JOINT VENTURE CONTRIBUTIONS
(a) Newcrest Farm-In (i)
Opening balance
Contributions Newcrest Services Pty Ltd
Expenditure
2021
$
1,096,353
4,109,725
(4,204,394)
1,001,684
2020
$
-
1,783,194
(686,841)
1,096,353
51
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2021
ANNUAL REPORT
(b) Rio Tinto Farm-In (ii)
Opening balance
Contributions Rio Tinto Exploration Pty Ltd
Expenditure
(c) IGO Farm-In (iii)
Opening balance
Contributions IGO Pty Ltd
Expenditure
Total Unexpended Joint Venture Contributions
2021
$
2,206
-
(635)
1,571
-
2,992,856
(2,128,212)
864,644
1,867,899
2020
$
1,273,297
1,935,363
(3,206,454)
2,206
-
-
-
-
1,098,559
Notes:
(i)
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 Wilki 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.
(ii)
Under the terms of a Farm-in and Joint Venture Agreement, Rio Tinto could sole fund up to $60 million of
exploration expenditure to earn up to a 75% interest in the Citadel Project (Citadel Project Farm-in
Agreement). As at 31 March 2021, Rio Tinto had funded in excess of $25 million in exploration expenditure
on the Citadel Project and, in accordance with the terms of the Citadel Project Farm-in Agreement, earned
a 65% interest in the Citadel Project Joint Venture. In April 2021 and in accordance with the terms of the
Citadel Project Farm-in Agreement, the Company elected to co-contribute to future Citadel Project Joint
Venture expenditure in accordance with its remaining 35% joint venture interest. As such, Rio Tinto no
longer has a right to earn a 75% interest in the Citadel Joint Venture.
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.
(iii)
In July 2020 Antipa signed the Paterson Project Farm-in agreement with IGO Newsearch Pty Ltd (IGO) to
agree that Antipa will assume the operatorship of the exploration of the Paterson project. In accordance
with the agreement Antipa will be the operator for the Paterson Project for the $4 million expenditure
period. Under the Paterson Project Farm-in Agreement IGO is sole funding exploration on the Paterson
Project to earn an interest.
52
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2021
ANNUAL REPORT
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 IGO is held by the Company in the capacity as operator and is
classified as restricted cash.
NOTE 16: CONTRIBUTED EQUITY
(a)
Share capital
2021
Number
2021
$
2020
Number
2020
$
Fully paid ordinary
shares
3,131,388,262
72,827,601
2,307,805,247
42,766,459
(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.
Movements in ordinary share capital - 2021
Description
2021
Opening balance
Share placement (i)
Exercise of options
Exercise of options
Exercise of options
Exercise of options
Exercise of options
Exercise of options
Exercise of options
Exercise of options
Exercise of options
Exercise of options
Exercise of options
Exercise of options
Exercise of options
Exercise of options
Exercise of options
Share Placement (ii)
Share Placement (iii)
Share Placement (iv)
Share Placement (v)
Exercise of options
Share Placement (vi)
Less transaction costs
Closing balance
Date
1 July 2020
9 July 2020
4 August 2020
21 August 2020
21 August 2020
27 August 2020
27 August 2020
3 September 2020
3 September 2020
18 September 2020
18 September 2020
23 October 2020
13 November 2020
13 November 2020
21 December 2020
22 January 2021
16 February 2021
29 April 2021
24 May 2021
27 May 2021
2 June 2021
11 June 2021
18 June 2021
Number of
shares
2,307,805,247
131,974,500
10,000,000
1,250,000
1,500,000
2,500,000
1,000,000
10,000,000
1,000,000
6,510,871
1,500,000
1,500,000
1,500,000
1,000,000
10,000,000
7,000,000
5,000,000
523,809,549
71,428,571
7,750,000
23,809,524
750,000
2,800,000
30 June 2021
3,131,388,262
53
Issue Price
$
$0.0275
$0.0170
$0.0380
$0.0190
$0.0210
$0.0220
$0.0170
$0.0380
$0.0460
$0.0325
$0.0325
$0.0190
$0.0220
$0.0310
$0.0390
$0.0390
$0.0420
$0.0420
$0.0420
$0.0420
$0.0210
$0.0420
42,766,459
3,625,340
170,000
47,500
28,500
52,500
22,000
170,000
38,000
299,500
48,750
48,750
28,500
22,000
310,000
273,000
195,000
22,000,001
3,000,000
325,500
1,000,000
15,750
117,600
(1,777,048)
72,827,601
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2021
ANNUAL REPORT
Notes:
(i)
(ii)
(iii)
(iv)
(v)
(vi)
Share issue – IGO and Newcrest:
On 9 July 2020, IGO acquired a 4.9% interest in the Company by subscribing for $3.27 million in shares at
a price of $0.275 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. The placements raised a total of 3,625,340 (before costs).
Share Issue – Institutional Placement:
On 29 April 2021, the Company completed a share placement to institutional and sophisticated investors
to raise $22 million through the issue of approximately 524 million fully paid ordinary shares at $0.042
per share.
Share Issue – Share Purchase Plan (SPP):
On 24 May 2021, the Company completed a SPP to raise $3 million through the issue of approximately
71.4 million fully paid ordinary shares at $0.042 per share.
Share Issue – Newcrest Placement #1:
On 27 May 2021, Newcrest maintained its 9.9% interest in Antipa by subscribing for $325,500 in shares
on the same terms as the share placement and SPP.
Share Issue – CDF Placement #1:
On 2 June 2021, the Company completed a share placement to the CD Fund to raise $1 million through
the issue of approximately 23.8 million fully paid ordinary shares at $0.042 per share.
Share Issue – Newcrest Placement #2:
On 18 June 2021, Newcrest maintained its 9.9% interest in Antipa by subscribing for $117,600 in shares
on the same terms as the share placement and SPP.
Movements in ordinary share capital - 2020
Description
2020
Opening balance
Share Placement (i)
Share Placement (ii)
Less: transaction costs
Date
1 Jul 2019
12 Dec 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
Notes:
(i)
(ii)
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 25
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.
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.
54
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2021
NOTE 17: RESERVES AND ACCUMULATED LOSSES
(a)
Share based payment and option reserve
Opening balance
Movement for the year
Balance at 30 June
Accumulated losses
(b)
Opening balance
Net loss for the year
Balance at 30 June
(c)
Nature and purpose of reserves
ANNUAL REPORT
2021
$
2020
$
3,806,216
3,418,089
2,319,953
6,126,169
388,127
3,806,216
(13,979,675)
(3,556,918)
(17,536,592)
(12,118,381)
(1,861,294)
(13,979,675)
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.
NOTE 18: OPTIONS
As at 30 June 2021, the Group has the following options on issue:
2021
Number
6,000,000
3,000,000
2,000,000
3,000,000
3,000,000
750,000
45,000,000
3,000,000
4,000,000
17,000,000
3,000,000
47,000,000
6,000,000
142,750,000
Exercise Price
Grant
$0.0325
$0.0320
$0.0220
$0.0390
$0.0380
$0.0210
$0.0190
$0.0228
$0.0700
$0.0670
$0.0810
$0.0750
$0.0730
7 September 2017
3 November 2017
27 July 2018
12 November 2018
27 March 2019
12 November 2019
21 November 2019
13 December 2019
3 August 2020
14 September 2020
23 October 2020
20 November 2020
23 April 2021
Expiry
6 September 2021
2 November 2021
26 July 2022
11 November 2022
27 March 2023
11 November 2023
22 November 2023
12 December 2024
31 July 2024
31 August 2024
30 September 2024
20 November 2024
31 March 2025
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.
55
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2021
Movements in the number of options on issue during the year are as follows:
ANNUAL REPORT
Description
Options
Opening balance
Issued during the period (i)(ii)(iii)(iv)(v)(vi)(vii)
Cancelled during the period
Exercised during the period
Expired during the period
Closing Balance at 30 June
Weighted
Average
Exercise
Price
Weighted
Average
Exercise
Price
2020
Number
2021
Number
169,250,000
77,000,000
(3,000,000)
(62,010,871)
(38,489,129)
142,750,000
0.4839
0.0731
0.0358
0.0286
(0.0460)
0.0499
156,250,000
55,000,000
-
-
(42,000,000)
169,250,000
0.4980
0.0194
-
-
(0.0334)
0.4839
Notes:
(i)
(ii)
(iii)
(iv)
(v)
(vi)
(vii)
4,000,000 options issued to a KMP pursuant to the Employee Incentive Option Plan. These options were
valued using a Black-Scholes model. They had a total fair value of $110,111 and were fully expensed during
the period.
17,000,000 options issued to employees pursuant to the Employee Incentive Option Plan. These options
were valued using a Black-Scholes model. They had a total fair value of $487,192 and were fully expensed
during the period.
3,000,000 options issued to employees pursuant to the Employee Incentive Option Plan. These options
were valued using a Black-Scholes model. They had a total fair value of $92,790 and were fully expensed
during the period.
2,000,000 options issued to employees pursuant to the Employee Incentive Option Plan. These options
were valued using a Black-Scholes model. They had a total fair value of $61,798 and were fully expensed
during the period.
45,000,000 options issued to Directors pursuant to shareholder approval obtained at the Company’s
Annual General Meeting on 20 November 2020. These options were valued using a Black-Scholes model.
They had a total fair value of $1,390,448 and were fully expensed during the period.
4,000,000 options issued to employees pursuant to the Employee Incentive Option Plan. These options
were valued using a Black-Scholes model. They had a total fair value of $121,352.74 and were fully
expensed during the period.
2,000,000 options issued to Directors pursuant to shareholder approval obtained at the Company’s Annual
General Meeting on 10 August 2021. These options were valued using a Black-Scholes model. They had a
total fair value of $60,676.37 and were fully expensed during the period.
56
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2021
ANNUAL REPORT
The options were issued to Employees / Directors and valued using Black Scholes with the following assumptions:
Number of options
Grant date
Grant data share price
Exercise price
Expected volatility
Option life
Dividend yield
Interest rate
Vesting
(i)
4,000,000
3-Aug-20
$0.045
$0.070
100%
4 years
0.00%
0.36%
Immediately
(ii)
17,000,000
14-Sep-20
$0.046
$0.067
100%
4 years
0.00%
0.36%
Immediately
(iii)
3,000,000
23-Oct-20
$0.049
$0.081
100%
4 years
0.00%
0.36%
Immediately
(iv)
2,000,000
20-Nov-20
$0.050
$0.075
100%
4 years
0.00%
0.36%
Immediately
(v)
45,000,000
20-Nov-20
$0.050
$0.075
100%
4 years
0.00%
0.36%
Immediately
(vi)
4,000,000
23-Apr-21
$0.049
$0.073
100%
4 years
0.00%
0.36%
Immediately
(vii)
2,000,000
23-Apr-21
$0.049
$0.073
100%
4 years
0.00%
0.36%
Immediately
57
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2021
Share based payment
Options issued to Directors, Employees and Company Secretary
Options issued for acquisition of subsidiary
ANNUAL REPORT
2021
$
2020
$
2,319,954
-
2,319,954
371,713
16,414
388,127
NOTE 19: 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:
Audit of financial reports and other audit work under the
Corporations Act 2001
Other assurance services
Total remuneration for audit and other assurance services
2021
$
37,000
1,400
38,400
2020
$
29,413
2,150
31,563
NOTE 20: 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 21: LOSS PER SHARE
Basic / diluted loss per share
2021
$
(3,556,918)
2020
$
(1,861,294)
2,319,954
75,879
493,966
(167,573)
(834,692)
371,713
74,253
(193,762)
648,350
(960,740)
2021
Cents
2020
Cents
Loss attributable to the ordinary equity holders of the Company
(0.14)
(0.09)
Loss used in calculation of basic / diluted loss per share
Loss
$
$
(3,556,918)
(1,861,294)
Weighted average number of ordinary shares used as the
denominator in calculating basic / diluted loss per share
2,577,605,842
2,152,264,915
58
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2021
Accounting policy
ANNUAL REPORT
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.
NOTE 22: EVENTS SUBSEQUENT TO THE REPORTING PERIOD
Other than as disclosed below, there were no significant events occurring after balance date requiring disclosure.
(1)
On 23 July 2021, in accordance with the Citadel Project JV Agreement, the Company transferred
$3,790,293 (excluding GST) to Rio Tinto representing Antipa's 35% share of JV expenditure for the period
from 31 March 2021 - 30 June 2021. This amount has been capitalised as Deferred Exploration and
Evaluation Expenditure at 30 June.
(2)
Subsequent to year end, the following shares were issued upon exercise of unlisted options:
Date Exercised
13 August 2021
27 August 2021
6 September 2021
Total
Class of Options
$0.032 unlisted options; expiring 2 Nov 2021
$0.0325 unlisted options; expiring 6 Sep 2021
$0.0325 unlisted options; expiring 6 Sep 2021
Number of Options
Exercised
3,000,000
3,900,000
600,000
7,500,000
(3)
The Company granted the following unlisted options to employees under the Employee Share Option
Plan:
Date Granted
Class of Options
6 July 2021
$0.063 unlisted options; expiring 30 Jun 2025
Total
Number of Options
Granted
2,000,000
2,000,000
(4)
(5)
On 6 September 2021, 1,500,000 $0.0325 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 2021, 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.
59
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2021
NOTE 23: COMMITMENTS & CONTINGENCIES
The Group had no contingent assets or liabilities at reporting date.
ANNUAL REPORT
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
2021
$
5,568,448
949,594
2,812,800
937,600
10,268,442
2020
$
1,552,500
2,229,500
8,589,000
3,179,500
15,550,500
Notes:
(i)
The majority of the commitments at 30 June 2021 relates to tenement expenditure commitments to
maintain the Group exploration licences 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.
(ii)
The commitments at 30 June 2021 also includes an amount of approximately $4.4 million for the Citadel
Project JV for the remainder of CY 2021. Under the terms of the Citadel Project Farm-in Agreement, in
March 2021 Rio Tinto earned a 65% interest in the Citadel Project JV. In April 2021 and in accordance with
the terms of the Citadel Project Farm-in Agreement, the Company elected to co-contribute to future
Citadel Project JV expenditure to maintain its remaining 35% joint venture interest.
Other than those disclosed above, the Group has no commitments at reporting date.
NOTE 24: RELATED PARTY TRANSACTIONS
Short term employee benefits
Post-employment benefits
Share based payments
2021
$
2020
$
1,033,675
16,965
1,561,235
2,611,876
780,550
169,320
314,460
1,264,330
There have been the following transactions with related parties during the year ended 30 June 2021 and the prior
period
Payments to director-related parties:
Napier Capital Pty Ltd (i)
2021
$
2020
$
213,000
213,044
Notes:
(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.
60
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2021
ANNUAL REPORT
There were no other related party transactions during the period, other than those to KMP’s as part of
remuneration.
NOTE 25: SUBSIDIARIES
Name of entity
Antipa Resources Pty Ltd (i)
Kitchener Resources Pty Ltd(ii)
MK Minerals Pty Ltd (iii)
Country of
incorporation
Class of Shares
Equity Holding
Australia
Australia
Australia
Ordinary
Ordinary
Ordinary
100%
100%
100%
Notes:
(i) Holds the tenements in relation to the Citadel JV, Wilki and Paterson Farm-in projects, and Minyari Dome
(100%) Project.
(ii) Holds the tenements in relation to the Paterson Project.
(iii) 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 2021 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.
61
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2021
NOTE 26: 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:
-
Total equity
Share-based payments
Financial performance
Loss for the period
Other comprehensive income
Total comprehensive loss
2021
$
61,826,536
1,081,724
62,908,261
(1,010,968)
(542,824)
(1,553,792)
61,354,469
72,827,601
(17,599,303)
6,126,170
61,354,469
2021
$
(3,581,714)
-
(3,581,714)
2020
$
32,884,521
1,139,711
34,024,232
(878,621)
(590,520)
(1,469,141)
32,555,091
42,766,459
(14,017,584)
3,806,216
32,555,091
2020
$
(1,863,207)
-
(1,863,207)
Parent Entity Commitments & Contingencies
The parent entity had no contingent assets or liabilities at reporting date.
NOTE 27: OTHER ACCOUNTING POLICES
(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 2021.
New and amended standards not yet adopted by the Group
The Company has adopted all of the new, revised or amending Accounting Standards and Interpretations issued
by the Australian Accounting Standards Board (‘AASB’) that are mandatory for the current reporting period.
There has been no material impact on the financial statements by their adoption.
(b)
Goods and services tax
Revenues, expenses and assets are recognised net of the amount of goods and services tax (GST), except:
(1)
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
62
Notes To The Consolidated
Financial Statements
For the year ended 30 June 2021
ANNUAL REPORT
(2)
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).
63
Directors’ Declaration
30 June 2021
The Directors declare that:
ANNUAL FINANCIAL REPORT
in the Directors’ opinion, there are reasonable grounds to believe that the Group will be able to pay its
(a)
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
14 September 2021
64
Corporate Governance Statement
ANNUAL REPORT
CORPORATE GOVERNANCE STATEMENT
FOR THE FINANCIAL YEAR ENDING 30 JUNE 2021
This Corporate Governance Statement is current as at 14 September 2021 and has been approved by the Board of the Company on that date.
This Corporate Governance Statement discloses the extent to which the Company has, during the financial year ending 30 June 2021, followed the recommendations set by
the ASX Corporate Governance Council in its publication Corporate Governance Principles and Recommendations – 4th Edition (Recommendations). The Recommendations
are not mandatory, however the Recommendations that have not been followed for any part of the reporting period have been identified and reasons provided for not
following them along with what (if any) alternative governance practices were adopted in lieu of the recommendation during that period.
The Company has adopted a Corporate Governance Plan which provides the written terms of reference for the Company’s corporate governance duties.
The Company’s Corporate Governance Plan is available on the Company’s website at www.antipaminerals.com.au.
RECOMMENDATIONS (4TH EDITION)
COMPLY
EXPLANATION
Principle 1: Lay solid foundations for management and oversight
Recommendation 1.1
(a)
A listed entity should have and disclose a board
charter which sets out the respective roles and
responsibilities of the Board, the Chair and
management, and includes a description of
those matters expressly reserved to the Board
and those delegated to management.
YES
The Company has adopted a Board Charter that sets out the specific roles and responsibilities
of the Board, the Chair and management and includes a description of those matters expressly
reserved to the Board and those delegated to management.
The Board Charter sets out the specific responsibilities of the Board, requirements as to the
Board’s composition, the roles and responsibilities of the Chair and Company Secretary, the
establishment, operation and management of Board Committees, Directors’ access to
Company records and information, details of the Board’s relationship with management,
details of the Board’s performance review and details of the Board’s disclosure policy.
A copy of the Company’s Board Charter, which is part of the Company’s Corporate Governance
Plan, is available on the Company’s website.
65
Corporate Governance Statement
RECOMMENDATIONS (4TH EDITION)
COMPLY
EXPLANATION
ANNUAL REPORT
Recommendation 1.2
A listed entity should:
(b)
appropriate
before
undertake
appointing a director or senior executive or
putting someone forward for election as a
Director; and
checks
(c)
provide security holders with all material
information in its possession relevant to a
decision on whether or not to elect or re-elect a
Director.
(a)
YES
(b)
The Company has guidelines for the appointment and selection of the Board and
senior executives in its Corporate Governance Plan. The Company’s Nomination and
Remuneration Committee Charter (in the Company’s Corporate Governance Plan)
requires the Nomination and Remuneration Committee (or, in its absence, the Board)
to ensure appropriate checks (including checks in respect of character, experience,
education, criminal record and bankruptcy history (as appropriate)) are undertaken
before appointing a person or putting forward to security holders a candidate for
election, as a Director. In the event of an unsatisfactory check, a Director is required
to submit their resignation.
The Company did not elect any new Directors during the financial year ending 30 June
2021.
Under the Nomination and Remuneration Committee Charter, all material
information relevant to a decision on whether or not to elect or re-elect a Director
must be provided to security holders in the Notice of Meeting containing the
resolution to elect or re-elect a Director.
Recommendation 1.3
A listed entity should have a written agreement with each
Director and senior executive setting out the terms of their
appointment.
YES
Recommendation 1.4
The Company Secretary of a listed entity should be
accountable directly to the Board, through the Chair, on all
matters to do with the proper functioning of the Board.
YES
Recommendation 1.5
A listed entity should:
(d)
have and disclose a diversity policy;
PARTIALLY
The Company’s Nomination and Remuneration Committee Charter requires the Nomination
and Remuneration Committee (or, in its absence, the Board) to ensure that each Director and
senior executive is personally a party to a written agreement with the Company which sets out
the terms of that Director’s or senior executive’s appointment.
The Company has had written agreements with each of its Directors and senior executives for
the past financial year.
The Board Charter outlines the roles, responsibility and accountability of the Company
Secretary. In accordance with this, the Company Secretary is accountable directly to the Board,
through the Chair, on all matters to do with the proper functioning of the Board.
(a)
(b)
The Company has adopted a Diversity Policy which provides a framework for the
Company to establish, achieve and measure diversity objectives, including in respect
of gender diversity. The Diversity Policy is available, as part of the Corporate
Governance Plan, on the Company’s website.
The Diversity Policy allows the Board to set measurable gender diversity objectives,
if considered appropriate, and to continually monitor both the objectives if any have
been set and the Company’s progress in achieving them.
66
Corporate Governance Statement
ANNUAL REPORT
COMPLY
EXPLANATION
(c)
The Board did not set measurable gender diversity objectives for the past financial
year, because:
(i)
the Board considered that, given the limited size, nature and stage of
development of the Company, setting measurable objectives for the
Diversity Policy at this time was not practical; and
(ii)
(iii)
if it became necessary to appoint any new Directors or senior executives,
the Board considered the application of the measurable diversity objectives
and determined that, given the small size of the Company and the Board,
requiring specified objectectives to be met, may unduly limit the Company
from applying the Diversity Policy as a whole and the Company’s policy of
appointing the best person for the job; and
the respective proportions of men and women on the Board, in senior
executive positions and across the whole organisation (including how the
entity has defined “senior executive” for these purposes) for the past
financial year is as follows:
(A)
the Company currently has no women on the Board or in senior
executive positions. A senior executive, for these purposes, means
key management personnel (as defined in the Corporations Act)
other than a non-executive Director; and
(B)
The Company has five female employees (24% of the total number of
Directors and employees).
RECOMMENDATIONS (4TH EDITION)
(e)
through its board or a committee of the board
set measurable objectives for achieving gender
diversity in the composition of its board, senior
executives, and workforce generally; and
(f)
disclose in relation to each reporting period:
(i)
the measurable objectives set for that
period to achieve gender diversity;
(ii)
(iii)
entity’s
the
achieving those objectives; and
progress
towards
either:
(A)
(B)
the respective proportions
of men and women on the
Board, in senior executive
positions and across the
workforce
whole
(including how the entity
“senior
has
executive”
these
purposes); or
defined
for
under
if the entity is a “relevant
employer”
the
Workplace
Gender
Equality Act, the entity’s
most
“Gender
Equality
Indicators”, as
defined in the Workplace
Gender Equality Act.
recent
If the entity was in the S&P / ASX 300 Index at the
commencement of the reporting period, the measurable
objective for achieving gender diversity in the composition
of its board should be to have not less than 30% of its
directors of each gender within a specified period.
67
Corporate Governance Statement
RECOMMENDATIONS (4TH EDITION)
COMPLY
EXPLANATION
ANNUAL REPORT
Recommendation 1.6
A listed entity should:
(g)
have and disclose a process for periodically
evaluating the performance of the Board, its
committees, and individual Directors; and
(h)
disclose for each reporting period whether a
performance evaluation has been undertaken in
accordance with that process during or in
respect of that period.
Recommendation 1.7
A listed entity should:
(i)
have and disclose a process for evaluating the
performance of its senior executives at least
once every reporting period; and
(j)
disclose for each reporting period whether a
performance evaluation has been undertaken in
accordance with that process during or in
respect of that period.
YES
YES
Principle 2: Structure the Board to be effective and add value
Recommendation 2.1
The Board of a listed entity should:
(k)
have a nomination committee which:
(i)
has at
least three members, a
majority of whom are independent
Directors; and
YES
(a)
(b)
(a)
(b)
(a)
The Company’s Nomination and Remuneration Committee (or, in its absence, the
Board) is responsible for evaluating the performance of the Board, its committees
and individual Directors on an annual basis. It may do so with the aid of an
independent advisor. The process for this is set out in the Company’s Corporate
Governance Plan, which is available on the Company’s website.
The Company’s Corporate Governance Plan requires the Company to disclose
whether or not performance evaluations were conducted during the relevant
reporting period. The Company has completed performance evaluations in respect
of the Board, its committees (if any) and individual Directors for the past financial
year in accordance with the above process.
These performance evaluations were completed by the Company’s Nomination and
Remuneration Committee.
The Company’s Nomination and Remuneration Committee (or, in its absence, the
Board) is responsible for evaluating the performance of the Company’s senior
executives on an annual basis. The Company’s Remuneration Committee (or, in its
absence, the Board) is responsible for evaluating the remuneration of the Company’s
senior executives on an annual basis. A senior executive, for these purposes, means
key management personnel (as defined in the Corporations Act) other than a non-
executive Director.
The applicable processes for these evaluations can be found in the Company’s
Corporate Governance Plan, which is available on the Company’s website.
The Company has completed performance evaluations in respect of the senior
executives for the past financial year in accordance with the applicable processes.
The Company had a Nomination and Remuneration Committee for the past financial
year. Currently, Mr Gary Johnson, Mr Peter Buck and Mr Mark Rodda serve on the
Nomination and Remuneration Committee. Mr Johnson is the chair of the committee.
68
Corporate Governance Statement
RECOMMENDATIONS (4TH EDITION)
COMPLY
EXPLANATION
ANNUAL REPORT
(ii)
chaired by an
is
Director,
independent
and disclose:
(iii)
(iv)
(v)
the charter of the committee;
the members of the committee; and
as at the end of each reporting
period, the number of times the
committee met
the
period and the individual attendances
of the members at those meetings; or
throughout
(l)
if it does not have a nomination committee,
disclose that fact and the processes it employs
to address Board succession issues and to
ensure that the Board has the appropriate
balance of skills, knowledge, experience,
independence, and diversity to enable it to
discharge
responsibilities
effectively.
its duties and
Recommendation 2.2
A listed entity should have and disclose a Board skills
matrix setting out the mix of skills that the Board currently
has or is looking to achieve in its membership.
YES
The Company’s Nomination and Remuneration Committee Charter provides for the
creation of a Nomination and Remuneration Committee (if it is considered it will
benefit the Company), with at least three members, a majority of whom are
independent non-executive Directors, and which must be chaired by an independent
Director. A copy of the committee’s charter is available in the corporate governance
section of the Company's website. The members of the Nomination and
Remuneration Committee, the number of times the committee met during the last
financial year, and the individual attendances of the members, are disclosed in the
Directors’ Report.
Under the Nomination and Remuneration Committee Charter (in the Company’s Corporate
Governance Plan), the Nomination and Remuneration Committee (or, in its absence, the
Board) is required to prepare a Board skills matrix setting out the mix of skills that the Board
currently has (or is looking to achieve) and to review this at least annually against the
Company’s Board skills matrix to ensure the appropriate mix of skills to discharge its
obligations effectively and to add value and to ensure the Board has the ability to deal with
new and emerging business and governance issues.
The Company has, for the past financial year, had a Board skill matrix setting out the mix of
skills and diversity that the Board currently has or is looking to achieve in its membership. A
copy is available in the Company’s Annual Report.
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.
69
Corporate Governance Statement
RECOMMENDATIONS (4TH EDITION)
COMPLY
EXPLANATION
ANNUAL REPORT
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,
debt or capital markets.
Investor relations: Experience in identifying and establishing relationships with Shareholders,
potential investors, institutions and equity analysts.
The Board Charter requires the disclosure of each Board member’s qualifications and
expertise. Full details as to each Director and senior executive’s relevant skills and experience
are available in the Company’s Directors’ Report.
(a)
(b)
(c)
The Board Charter requires the disclosure of the names of Directors considered by
the Board to be independent. 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.
70
Recommendation 2.3
A listed entity should disclose:
(m)
the names of the Directors considered by the
Board to be independent Directors;
YES
(n)
if a Director has an
interest, position or
relationship of the type described in Box 2.3 of
the ASX Corporate Governance Principles and
Recommendations (4th Edition), but the Board
is of the opinion that it does not compromise the
independence of the Director, the nature of the
interest, position or relationship in question and
an explanation of why the Board is of that
opinion; and
(o)
the length of service of each Director
Corporate Governance Statement
RECOMMENDATIONS (4TH EDITION)
COMPLY
EXPLANATION
ANNUAL REPORT
Recommendation 2.4
A majority of the Board of a listed entity should be
independent Directors.
NO
Recommendation 2.5
The Chair of the Board of a listed entity should be an
independent Director and, in particular, should not be the
same person as the CEO of the entity.
NO
The Company’s Board Charter requires that, where practical, the majority of the Board should
be independent.
There was not an independent majority of the Board for all of the past financial year.
The Board did not consider an independent majority of the Board was appropriate for the past
financial year given:
(a)
the Company considers at least two (2) Directors need to be executive Directors for
the Company to be effectively managed;
(b)
(c)
the Company considers it necessary, given its speculative and small scale activities,
to attract and retain suitable Directors by offering Directors an interest in the
Company; and
the Company considers it appropriate to provide remuneration to its Directors in the
form of securities in order to conserve its limited cash reserves.
In order to structure the Board in such a way to add value despite not having an independent
majority of Directors, the Board requires that any Director who has 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 item.
The Board Charter provides that, where practical, the Chair of the Board should be an
independent Director and should not be the CEO/Managing Director.
The Chair of the Company, Mr Stephen Power, during the past financial year was not an
independent Director and was not the CEO/Managing Director. 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. Mr Roger Mason
is Managing Director of the Company.
The Board did not have an independent Chair because it was not feasible due to the company’s
current size and Board structure. 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.
71
Corporate Governance Statement
RECOMMENDATIONS (4TH EDITION)
COMPLY
EXPLANATION
ANNUAL REPORT
Recommendation 2.6
A listed entity should have a program for inducting new
Directors and for periodically reviewing whether there is a
need for existing directors to undertake professional
development to maintain the skills and knowledge needed
to perform their role as Directors effectively.
YES
Principle 3: Instil a culture of acting lawfully, ethically and responsibly
Recommendation 3.1
A listed entity should articulate and disclose its values.
YES
Recommendation 3.2
A listed entity should:
(p)
have and disclose a code of conduct for its
Directors, senior executives, and employees;
and
YES
(q)
ensure that the Board or a committee of the
Board is informed of any material breaches of
that code.
Recommendation 3.3
A listed entity should:
(r)
have and disclose a whistleblower policy; and
YES
In accordance with the Company’s Board Charter, the Nomination and Remuneration
Committee (or, in its absence, the Board) is responsible for the approval and review of
induction and continuing professional development programs and procedures for Directors to
ensure that they can effectively discharge their responsibilities. The Company Secretary is
responsible for facilitating inductions and professional development including receiving
briefings on material developments in laws, regulations and accounting standards relevant to
the Company.
There were no new Directors appointed during the reporting period.
(a)
(b)
(a)
(b)
The Company and its subsidiary companies (if any) are committed to conducting all
of its business activities fairly, honestly with a high level of integrity, and in
compliance with all applicable laws, rules and regulations. The Board, management
and employees are dedicated to high ethical standards and recognise and support the
Company’s commitment to compliance with these standards.
The Company’s values are set out in its Code of Conduct (which forms part of the
Corporate Governance Plan) and are available on the Company’s website. All
employees are given appropriate training on the Company’s values and senior
executives will continually reference such values.
The Company’s Corporate Code of Conduct applies to the Company’s Directors,
senior executives and employees.
The Company’s Corporate Code of Conduct (which forms part of the Company’s
Corporate Governance Plan) is available on the Company’s website. Any material
breaches of the Code of Conduct are reported to the Board or a committee of the
Board.
The Company’s Whistleblower Protection Policy (which forms part of the Corporate
Governance Plan) is available on the Company’s website. Any material breaches of the
Whistleblower Protection Policy are to be reported to the Board or a committee of the Board.
72
Corporate Governance Statement
RECOMMENDATIONS (4TH EDITION)
(s)
ensure that the Board or a committee of the
Board is informed of any material incidents
reported under that policy.
ANNUAL REPORT
COMPLY
EXPLANATION
Recommendation 3.4
A listed entity should:
(t)
have and disclose an anti-bribery and corruption
policy; and
YES
(u)
ensure that the Board or committee of the
Board is informed of any material breaches of
that policy.
Principle 4: Safeguard the integrity of corporate reports
The Company’s Anti-Bribery and Anti-Corruption Policy (which forms part of the Corporate
Governance Plan) is available on the Company’s website. Any material breaches of the Anti-
Bribery and Anti-Corruption Policy are to be reported to the Board or a committee of the
Board.
Recommendation 4.1
The Board of a listed entity should:
(v)
have an audit committee which:
(i)
has at least three members, all of
whom are non-executive Directors
and a majority of whom are
independent Directors; and
(ii)
chaired by an
is
independent
Director, who is not the Chair of the
Board,
and disclose:
(iii)
(iv)
the charter of the committee;
relevant qualifications and
the
experience of the members of the
committee; and
(a)
PARTIALLY
The Company had an Audit Committee for the past financial year. The Company’s
Corporate Governance Plan contains an Audit Committee Charter that provides for
the creation of an Audit Committee with at least three members, all of whom must
be non-executive Directors, and majority of the Committee must be independent
Directors. The Committee must be chaired by an independent Director who is not the
Chair.
The members of the Audit Committee, their relevant qualification and experience,
the number of times the Committee met during the last financial year, and the
individual attendances of the members, are disclosed in the Directors’ Report. The
charter of the Audit Committee is available, as part of the Corporate Governance
Plan, on the Company’s website.
The Audit Committee is chaired by Mr Rodda, who is not an independent director.
Although the members of the Audit 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.
The role of the Audit Committee is to assist the Board in monitoring and reviewing
any matters of significance affecting financial reporting and compliance.
73
Corporate Governance Statement
RECOMMENDATIONS (4TH EDITION)
COMPLY
EXPLANATION
ANNUAL REPORT
(v)
in relation to each reporting period,
the number of times the committee
met throughout the period and the
the
of
attendances
individual
members at those meetings; or
(w)
if it does not have an audit committee, disclose
that fact and the processes it employs that
independently verify and safeguard the integrity
of
the
processes for the appointment and removal of
the external auditor and the rotation of the
audit engagement partner.
its corporate
reporting,
including
YES
The Company’s Audit and Risk Committee Charter requires the CEO and CFO (or, if none, the
person(s) fulfilling those functions) to provide a sign off on these terms.
The Company has obtained a sign off on these terms for each of its financial statements in the
past financial year.
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 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.
Recommendation 4.3
A listed entity should disclose its process to verify the
integrity of any periodic corporate report it releases to the
market that is not audited or reviewed by an external
auditor.
YES
The Company has included in each of its (to the extent that the information contained in the
following is not audited or reviewed by an external auditor):
74
Corporate Governance Statement
RECOMMENDATIONS (4TH EDITION)
COMPLY
EXPLANATION
ANNUAL REPORT
(a)
(b)
(c)
(d)
(a)
(b)
annual reports or on its website, a description of the process it undertook to verify
the integrity of the information in its annual directors’ report;
quarterly reports, or in its annual report or on its website, a description of the
process it undertook to verify the integrity of the information in its quarterly
reports;
integrated reports, or in its annual report (if that is a separate document to its
integrated report) or on its website, a description of the process it undertook to
verify the integrity of the information in its integrated reports; and
periodic corporate reports (such as a sustainability or CSR report), or in its annual
report or on its website, a description of the process it undertook to verify the
integrity of the information in these reports.
The Company’s Corporate Governance Plan details the Company’s Continuous
Disclosure policy.
The Corporate Governance Plan, which incorporates the Continuous Disclosure
policy, is available on the Company’s website.
The Company’s Continuous Disclosure policy 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 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, after ASX confirms an announcement
has been made.
Under the Company’s Continuous Disclosure Policy (which forms part of the Corporate
Governance Plan), all members of the Board receive material market announcements
promptly after they have been made.
Principle 5: Make timely and balanced disclosure
Recommendation 5.1
A listed entity should have and disclose a written policy
for complying with its continuous disclosure obligations
under listing rule 3.1.
YES
Recommendation 5.2
A listed entity should ensure that its board receives copies
of all material market announcements promptly after they
have been made.
YES
Recommendation 5.3
YES
All substantive investor or analyst presentations were released on the ASX Markets
Announcement Platform ahead of such presentations.
75
Corporate Governance Statement
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A listed entity that gives a new and substantive investor or
analyst presentation should release a copy of the
presentation materials on the ASX Market Announcements
Platform ahead of the presentation.
Principle 6: Respect the rights of security holders
Recommendation 6.1
A listed entity should provide information about itself and
its governance to investors via its website.
YES
Recommendation 6.2
A listed entity should have an investor relations program
that facilitates effective two-way communication with
investors.
YES
Recommendation 6.3
A listed entity should disclose how it facilitates and
encourages participation at meetings of security holders.
YES
Information about the Company and its governance is available in the Corporate Governance
Plan which can be found on the Company’s website.
The Company’s website also 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 reasonably practicable after 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.
The Company has adopted a Shareholder Communications Strategy which aims to promote
and facilitate effective two-way communication with investors. The Strategy outlines a range
of ways in which information is communicated to shareholders and is available on the
Company’s website as part of the Company’s Corporate Governance Plan.
The Company’s 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, the Company prepares and releases
general investor updates.
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.
Shareholders are encouraged to participate at all general meetings and AGMs of the Company.
Upon the despatch of any notice of meeting to Shareholders, the Company Secretary shall
send out material stating that all Shareholders are encouraged to participate at the meeting.
The Company provided Shareholders with the opportunity to participate in shareholder
meetings by live webcasting meetings online and allowing voting in person, by proxy or online.
The full text of all notices of meetings and explanatory material are posted on the Company’s
website.
76
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RECOMMENDATIONS (4TH EDITION)
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Recommendation 6.4
A
listed entity should ensure that all substantive
resolutions at a meeting of security holders are decided by
a poll rather than by a show of hands.
YES
Recommendation 6.5
A listed entity should give security holders the option to
receive communications from, and send communications
to, the entity and its security registry electronically.
YES
All substantive resolutions at securityholder meetings were decided by a poll rather than a
show of hands.
The Shareholder Communication Strategy provides that security holders can register with the
Company to receive email notifications when an announcement is made by the Company to
the ASX, including the release of the Annual Report, half yearly reports and quarterly reports.
Links are made available to the Company’s website on which all information provided to the
ASX is immediately posted.
Shareholder queries should be referred to the Company Secretary at first instance. 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 registry 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
Recommendation 7.1
The Board of a listed entity should:
(x)
have a committee or committees to oversee
risk, each of which:
(i)
has at
least three members, a
majority of whom are independent
Directors; and
(ii)
chaired by an
is
Director,
independent
and disclose:
(iii)
(iv)
the charter of the committee;
the members of the committee; and
(a)
YES
The Company had a Risk and Sustainability Committee for the past financial year. The
Company’s Corporate Governance Plan contains a Risk and Sustainability Committee
Charter that provides for the creation of a Risk and Sustainability Committee with at
least three members, all of whom must be non-executive Directors, and majority of
the Committee must be independent Directors. The Committee must be chaired by
an independent Director who is not the Chair. Members of the Risk and Sustainability
Committee are Mr Peter Buck (independent Chair), Mr Mark Rodda and Mr Gary
Johnson. A majority of the Directors comprising the Risk and Sustainability
Committee are considered to be independent.
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.
77
Corporate Governance Statement
RECOMMENDATIONS (4TH EDITION)
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(v)
as at the end of each reporting
period, the number of times the
committee met
the
period and the individual attendances
of the members at those meetings; or
throughout
(y)
if
it does not have a risk committee or
committees that satisfy (a) above, disclose that
fact and the process it employs for overseeing
the entity’s risk management framework.
Recommendation 7.2
The Board or a committee of the Board should:
(z)
review the entity’s risk management framework
at least annually to satisfy itself that it continues
to be sound and that the entity is operating with
due regard to the risk appetite set by the Board;
and
(aa)
disclose in relation to each reporting period,
whether such a review has taken place.
Recommendation 7.3
A listed entity should disclose:
(bb)
if it has an internal audit function, how the
function is structured and what role it performs;
or
YES
YES
(cc)
if it does not have an internal audit function,
that fact and the processes it employs for
the
evaluating and continually
effectiveness
risk
management and internal control processes.
governance,
improving
its
of
A copy of the Corporate Governance Plan, which contains the Risk and Sustainability
Committee Charter, is available on the Company’s website. The members of the Risk
and Sustainability Committee, the number of times the Committee met during the
last financial year, and the individual attendances of the members, are disclosed in
the Directors’ Report.
(a)
(b)
(a)
(b)
The Risk and Sustainability Committee Charter requires that the Risk and
Sustainability Committee (or, in its absence, the Board) should, at least annually,
satisfy itself that the Company’s risk management framework continues to be sound
and that the Company is operating with due regard to the risk appetite set by the
Board.
The Company’s Risk and Sustainability Committee has completed a review of the
Company’s risk management framework in the past financial year.
The Audit Committee Charter provides for the Audit Committee to monitor and
periodically review the need for an internal audit function, as well as assessing the
performance and objectivity of any internal audit procedures that may be in place.
Given its current size and level of activities, the Company did not have an internal
audit function for the past financial year. The Audit and Risk and Sustainability
Committees were responsible for overseeing 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.
78
Corporate Governance Statement
RECOMMENDATIONS (4TH EDITION)
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Recommendation 7.4
A listed entity should disclose whether it has any material
exposure to environmental or social risks and, if it does,
how it manages or intends to manage those risks.
YES
The Risk and Sustainability Committee Charter requires the Risk and Sustainability Committee
to assist management to determine whether the Company has any potential or apparent
exposure to environmental or social risks and, if it does, put in place management systems,
practices and procedures to manage those risks.
Where the Company does not have material exposure to environmental or social risks, the
Committee will report the basis for that determination to the Board, and where appropriate
benchmark the Company’s environmental or social risk profile against its peers. The Company
discloses this information in its Annual Report.
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. The Company manages
environmental risks, material or otherwise, by seeking to conduct its operational 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 behaviour expected
from employees when dealing with stakeholders.
The impact of the Coronavirus (COVID-19) pandemic is ongoing, and 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.
79
Corporate Governance Statement
RECOMMENDATIONS (4TH EDITION)
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Principle 8: Remunerate fairly and responsibly
Recommendation 8.1
The Board of a listed entity should:
(dd)
have a remuneration committee which:
(i)
has at
least three members, a
majority of whom are independent
Directors; and
(ii)
chaired by an
is
Director,
independent
and disclose:
(iii)
(iv)
(v)
the charter of the committee;
the members of the committee; and
as at the end of each reporting
period, the number of times the
committee met
the
period and the individual attendances
of the members at those meetings; or
throughout
YES
(a)
(b)
The Company had a Nomination and Remuneration Committee for the past financial
year. The Company’s Corporate Governance Plan contains a Nomination and
Remuneration Committee Charter that provides for the creation of a Nomination and
Remuneration Committee (if it is considered it will benefit the Company), with at least
three members, a majority of whom are be independent Directors, and which must
be chaired by an independent Director.
Current members of the Nomination and Remuneration Committee are Mr Gary
Johnson (independent Chair) Mr Peter Buck and Mr Mark Rodda. A majority of the
Directors comprising the Nomination and Remuneration Committee are considered
to be independent.
The members of the Remuneration Committee, the number of times the committee
met during the last financial year, and the individual attendances of the members,
are disclosed in the Directors’ Report.
(ee)
if it does not have a remuneration committee,
disclose that fact and the processes it employs
level and composition of
for setting the
senior
for Directors
remuneration
executives and ensuring that such remuneration
is appropriate and not excessive.
and
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.
YES
The Company’s Corporate Governance Plan requires the Board to disclose its policies and
practices regarding the remuneration of Directors and senior executives, which is disclosed in
the Remuneration Report (Audited) contained in the Directors’ Report.
Messrs Johnson, Buck and 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.
80
Corporate Governance Statement
RECOMMENDATIONS (4TH EDITION)
COMPLY
EXPLANATION
ANNUAL REPORT
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.
(a)
(b)
The Company had an equity-based remuneration scheme during the past financial
year. The Company did have a policy on whether participants are permitted to enter
into transactions (whether through the use of derivatives or otherwise) which limit
the economic risk of participating in the scheme.
In summary, the policy states that 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.
Recommendation 8.3
YES
A listed entity which has an equity-based remuneration
scheme should:
(ff)
have a policy on whether participants are
permitted to enter into transactions (whether
through the use of derivatives or otherwise)
which limit the economic risk of participating in
the scheme; and
(gg)
disclose that policy or a summary of it.
Additional recommendations that apply only in certain cases
Recommendation 9.1
Recommendation is not applicable.
A listed entity with a director who does not speak the
language in which board or security holder meetings are
held or key corporate documents are written should
disclose the processes it has in place to ensure the director
understands and can contribute to the discussions at those
meetings and understands and can discharge their
obligations in relation to those documents.
Recommendation 9.2
Recommendation is not applicable.
A listed entity established outside Australia should ensure
that meetings of security holders are held at a reasonable
place and time.
Recommendation 9.3
Recommendation is not applicable.
81
Corporate Governance Statement
RECOMMENDATIONS (4TH EDITION)
COMPLY
EXPLANATION
ANNUAL REPORT
A listed entity established outside Australia, and an
externally managed listed entity that has an AGM, should
ensure that its external auditor attends its AGM and is
available to answer questions from security holders
relevant to the audit.
82
Additional ASX Information
ANNUAL REPORT
The Shareholder information set out below was applicable as at 6 September 2021:
1.
Twenty Largest Shareholders
Ordinary Shares
NEWCREST OPERATIONS LIMITED
CITICORP NOMINEES PTY LIMITED
IGO LIMITED
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
ROSANE PTY LTD
FREYCO PTY LTD
BNP PARIBAS NOMINEES PTY LTD
REDLAND PLAINS PTY LTD
HOFFMANS PTY LTD
NATIONAL NOMINEES LIMITED
IGO LIMITED
BNP PARIBAS NOMINEES PTY LTD SIX SIS LTD
J B WILLIAMS PTY LTD
STICHTING LEGAL OWNER CDFUND
NORVALE PTY LTD
AJF FABBRO PTY LTD
DARRELL JAMES HOLDINGS PTY LTD
BNP PARIBAS NOMINEES PTY LTD
SODELU PTY LTD
CAMPBELL KITCHENER HUME & ASSOCIATES PTY LTD
Total Top 20
Other
Total ordinary shares on issue
Substantial Shareholders
2.
Substantial shareholders at the date of this report is:
Number
Percentage
310,010,163
150,675,175
118,909,000
91,990,049
65,000,000
59,885,554
51,390,139
34,439,470
33,135,000
31,040,529
29,308,650
27,184,424
24,064,528
23,809,524
22,439,470
20,000,000
20,000,000
17,537,108
17,250,001
16,132,993
1,164,201,777
1,974,686,485
3,138,888,262
9.88
4.80
3.79
2.93
2.07
1.91
1.64
1.10
1.06
0.99
0.93
0.87
0.77
0.76
0.72
0.64
0.64
0.56
0.55
0.51
37.1
62.9
100.0
Shareholder Name
Newcrest Operations Limited
Number of
Shares
310,010,163
Percentage
%
9.88
Voluntary Escrow
3.
There are currently no holders with shares in voluntary escrow.
Voting Rights
4.
See Note 18 to the Annual Financial Statements.
On-Market Buy Back
5.
There is currently no on-market buyback program for any of the Company’s listed securities.
83
Additional ASX Information
ANNUAL REPORT
6
Distribution of Equity Securities
Ordinary
Shares
130
28
143
2,432
2,342
5,075
Unlisted options
Unlisted options
Unlisted options
Unlisted options
Unlisted options
At $0.022 Expiring
26 Jul 2022
-
-
-
-
1
At $0.039 Expiring
11 Nov 2022
-
-
-
-
1
At $0.038 Expiring
26 March 2023
-
-
-
-
2
At $0.021 Expiring
12 Nov 2023
-
-
-
-
1
At $0.019 Expiring
22 Nov 2023
-
-
-
-
5
1
1
2
1
6
3,138,888,262
2,000,000
3,000,000
3,000,000
750,000
45,000,000
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
Over 100,001
Total
Number
Number of shares being held less than a marketable parcel is 8,621.
Unlisted options
Unlisted options
Unlisted options
Unlisted options
Unlisted options
Unlisted options
Unlisted options
At $0.02274 Expiring
12 Dec 2023
-
-
-
-
1
1
At $0.07 Expiring
31 July 2024
-
-
-
-
1
At $0.067 Expiring
31 Aug 2024
-
-
-
-
8
At $0.081 Expiring
30 Sep 2024
-
-
-
-
2
At $0.075 Expiring
20 Nov 2024
-
-
-
-
6
At $0.073 Expiring
31 March 2025
-
-
-
-
4
At $0.063 Expiring
30 June 2025
-
-
-
-
1
1
8
2
6
4
1
3,000,000
4,000,000
17,000,000
3,000,000
47,000,000
6,000,000
2,000,000
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
Over 100,001
Total
Number
84
Additional ASX Information
ANNUAL REPORT
6. Option Holders (other than issued pursuant on an employee incentive scheme or to Directors following shareholder approval)
Unlisted Options
Mrs Tania Kristine King (exercisable at $0.0274 on or before 12 December 2023
Number
3,000,000
3,000,000
85
Additional ASX Information
ANNUAL REPORT
7.
Mineral Resources (JORC Code, 2012 Edition)
86
Additional ASX Information
ANNUAL REPORT
Notes:
(i) Mineral Resource for Minyari and WACA Deposits estimated during year ended 30 June 2018.
(ii) Mineral Resource at Chicken Ranch and Tim’s Dome estimated during year ended 30 June 2019.
(iii) Mineral Resource at Calibre Deposit estimated during year ended 30 June 2021 (refer additional comments below).
(iv) Mineral Resource at Magnum Deposits estimated during year ended 30 June 2015.
(v)
Citadel Project Mineral Resources are tabled on a 100% basis, with Antipa’s current joint venture interest being 35%.
Mineral Resource Estimates – Comparison with Previous Year
In May 2021, the Company announced the Calibre Deposit’s MRE (JORC 2012) had increased by 62% to:
2.1 million ounces of gold, 103,700 tonnes of copper and 1.3 million ounces of silver at 0.72 g/t gold and 0.11% copper (on a 100% basis); and
2.7 million gold-equivalent ounces from 92 million tonnes at 0.92 g/t gold-equivalent (on a 100% basis).
The MRE was compiled by Optiro Pty Ltd (for the Company) and reported in accordance with guidelines and recommendations of the 2012 JORC Code based on a 0.5 g/t gold
metal equivalent cut-off. The deposit is considered amenable to open pit mining.
In accordance with ASX Listing Rule 5.21.4, a comparison of the Calibre Deposit MRE at 30 June 2021 and 30 June 2020 is provided below:
Calibre Mineral Resource Statement (JORC 2012) – May 2021 and November 2017
Notes:
1. The resource has been reported at a cut-off grade above 0.5 g/t gold equivalent (Aueq); the calculation of the metal equivalent is documented below
2. The 0.5 g/t Aueq cut-off assumes large scale open pit mining
3. The resource is on a 100% basis, with Antipa’s current joint venture interest being 35%
4. Small discrepancies may occur due to the effects of rounding
Other than as disclosed above, the Company confirms that there have been no material changes to the any of the Company’s MREs since 17 May 2021.
87
Additional ASX Information
ANNUAL REPORT
Mineral Resource Estimates – Additional Information
The Company engaged independent consultants to prepare the MREs. In the course of preparing the MREs these consultants have:
Reviewed the Company’s relevant assay and related QA-QC data;
generated or reviewed deposit digital 3D wireframe models representative of the interpreted geology, mineralisation, oxidisation profiles ± structure which are
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 deposits;
completed grade estimations using geostatistical techniques;
completed block model validation checks for the resultant Mineral Resources;
classified all MREs in accordance with the JORC Code, 2012 Edition; and
reported the MREs and compiled the supporting documentation in accordance with the JORC Code, 2012 Edition.
Governance of Mineral Resources
The Company engages employees, external consultants and competent persons (as determined pursuant to the JORC 2012 Code) to assist with the preparation and
calculation of estimates for its Mineral Resources.
Management and the Executive Directors review these estimates and underlying assumptions for reasonableness and accuracy. The results of the MRE are then reported
in accordance with the requirements of JORC 2012 and other applicable rules (including ASX Listing Rules).
Where material changes occur during the year to a project, including the project’s size, title, exploration results or other technical information, previous MRE and market
disclosures are reviewed for completeness.
The Company reviews its MRE annually each year, for inclusion in the Company’s Annual Report. If a material change has occurred in the assumptions or data used in
previously reported mineral resources, where possible a revised MRE will be prepared as part of the annual review process. However, there are circumstance where
this may not be possible (e.g. an ongoing drilling programme), in which case a revised MRE will be prepared and reported as soon as practicable.
Competent Persons Statement – Mineral Resource Estimations for the Minyari-WACA Deposits, Calibre Deposit, Tim’s Dome and Chicken Ranch Deposits, and
Magnum Deposit
The information in this document that 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 November 2017 with Competent Persons Kahan Cervoj and Susan Havlin, the Calibre deposit
Mineral Resource is extracted from the report entitled “Calibre Gold Resource Increases 62% to 2.1 Million Ounces” created on 17 May 2021 with Competent Person
Ian Glacken, the Tim’s Dome and Chicken Ranch deposits Mineral Resources is extracted from the report entitled “Chicken Ranch and Tims Dome Maiden Mineral
Resources” created on 13 May 2019 with Competent Person Shaun Searle, and 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 with Competent Person Patrick Adams, all of which are available to
88
Additional ASX Information
ANNUAL REPORT
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 and that all material assumptions and technical parameters underpinning the estimates in the relevant
original market announcements continue to apply and have not materially changed. 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 - Calibre Mineral Resource Gold Equivalent cut-off grade
Gold Equivalent (Aueq) details of material factors and metal equivalent formula are reported in “Calibre Gold Resource Increases 62% to 2.1 Million Ounces” created
on 17 May 2021 which is available to view on www.antipaminerals.com.au and www.asx.com.au.
Gold Metal Equivalent Information - Magnum Mineral Resource Gold Equivalent cut-off grade
Gold Equivalent (Aueq) 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.
89
Additional ASX Information
ANNUAL REPORT
8. Tenement Listing
Tenement
E45/4618
Project
Antipa (100%)
E45/3918
Antipa (100%) / Antipa IGO (Paterson) Farm-in
E45/3919
Antipa (100%) / Antipa Newcrest (Wilki) Farm-in
E45/3917
E45/4784
E45/5078
E45/5149
E45/5150
E45/5309
E45/5413
E45/5414
E45/2519
E45/2524
E45/5458
E45/5459
E45/5460
E45/3925
E45/4459
E45/4460
E45/4514
E45/4518
E45/4565
E45/4567
E45/4614
E45/4652
E45/4812
E45/4839
E45/4840
E45/4867
E45/4886
E45/5079
E45/5135
E45/5147
E45/5148
E45/5151
E45/5152
E45/5153
E45/5154
E45/5155
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 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 IGO (Paterson) Farm-in
Antipa IGO (Paterson) Farm-in
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 Newcrest (Wilki) Farm-in
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
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
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
Antipa Newcrest (Wilki) Farm-in
Antipa Newcrest (Wilki) Farm-in
Antipa Newcrest (Wilki) Farm-in
90
Status
Holder
Company
Interest
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
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
Kitchener Resources Pty Ltd
Kitchener Resources Pty Ltd
MK Minerals Pty Ltd
MK Minerals Pty Ltd
MK Minerals 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%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
Additional ASX Information
ANNUAL REPORT
E45/5156
E45/5157
E45/5158
E45/5310
E45/5311
E45/5312
E45/5313
E45/2525
E45/2526
E45/2527
E45/2528
E45/2529
E45/5461
E45/5462
E45/5781
E45/5782
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
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
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
Antipa Newcrest (Wilki) Farm-in
E45/2874
Antipa Rio Tinto Citadel JV Project
E45/2876
Antipa Rio Tinto Citadel JV Project
E45/2877
Antipa Rio Tinto Citadel JV Project
E45/2901
Antipa Rio Tinto Citadel JV Project
E45/4212
Antipa Rio Tinto Citadel JV Project
E45/4213
Antipa Rio Tinto Citadel JV Project
E45/4214
Antipa Rio Tinto Citadel JV Project
E45/4561
Antipa Rio Tinto Citadel JV Project
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
Live
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
Kitchener Resources Pty Ltd
Kitchener Resources Pty Ltd
Kitchener Resources Pty Ltd
Kitchener Resources Pty Ltd
Kitchener Resources Pty Ltd
MK Minerals Pty Ltd
MK Minerals Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Antipa Resources Pty Ltd
Rio Tinto Exploration Pty Ltd
Antipa Resources Pty Ltd
Rio Tinto Exploration Pty Ltd
Antipa Resources Pty Ltd
Rio Tinto Exploration Pty Ltd
Antipa Resources Pty Ltd
Rio Tinto Exploration Pty Ltd
Antipa Resources Pty Ltd
Rio Tinto Exploration Pty Ltd
Antipa Resources Pty Ltd
Rio Tinto Exploration Pty Ltd
Antipa Resources Pty Ltd
Rio Tinto Exploration Pty Ltd
Antipa Resources Pty Ltd
Rio Tinto Exploration Pty Ltd
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
35%
65%
35%
65%
35%
65%
35%
65%
35%
65%
35%
65%
35%
65%
35%
65%
91