ABN 96 125 222 924
Apollo Minerals Limited
and its controlled entities
Annual Financial Report 2015
CONTENTS
Chairman’s Letter
Review of Operations
Corporate Governance
Directors’ Report
Auditor’s Independence Declaration
Consolidated Statement of Profit or Loss and Other Comprehensive Income
Consolidated Statement of Financial Position
Consolidated Statement of Changes in Equity
Consolidated Statement of Cash Flows
Notes to the Financial Statements
Directors’ Declaration
Independent Audit Report to the Members of Apollo Minerals Limited
Additional Information for Listed Companies
Corporate Directory
2
3
11
12
21
22
23
24
25
26
48
49
51
52
CHAIRMAN’S LETTER
Dear Fellow Shareholder,
On behalf of the Directors of Apollo Minerals Limited (Apollo or the Company), I am pleased to
report on the activities of the Company.
2014/15 continued to be a difficult year for both large and small resource companies with price
declines in all commodities for which the Company is undertaking exploration activities.
However, challenging economic conditions also give rise to opportunities. Apollo acquired a
foothold in the world class Fraser Range Nickel Province in Western Australia with a 70% interest in
the Orpheus Nickel project, located 20km along strike from Sirius Resources’ Nova nickel mine.
Sirius Resources provides an excellent example of what was once a small resource company run by
a team of three which through persistence, patience and most importantly exploration drilling
transformed itself in less than 3 years from a company with a market capitalisation of less than $10
million to a company which commenced development of a mine valued at over $1 billion.
Apollo has assembled a well credentialed technical team many of whom worked on the Sirius
project, have been involved in world class base metals discoveries and will now lead Apollo’s
exploration efforts at the Fraser Range Nickel Project in 2015/16.
In addition to the nickel project in Western Australia, Apollo has conducted extensive exploration
in the Gawler Craton in South Australia for Iron‐Oxide‐Copper‐Gold (IOCG). Both projects are in
premier mineral resource provinces and through research, exploration and drilling using the latest
identified numerous priority targets which require further
technology available we have
examination and drilling.
During the year, in accordance with the strategy of developing projects through third party funding
via joint ventures, Apollo successfully concluded a joint venture in which a major international
group will invest up to $4 million in the Kango North Iron Project in West Africa to earn a 50.1%
interest. A maiden drilling programme to evaluate iron ore targets is currently underway.
Apollo also reviewed a number of opportunities which have the potential to significantly increase
shareholder wealth over the next few years as the commodity markets recover.
Our strategy is to increase the value of the company through exploration and drilling with the aim
of making a significant discovery and securing joint ventures to develop existing projects. In 2015
Apollo raised over $3.8 million from share placements and asset sales to implement the strategy.
We look forward to a promising year of exploration in the year ahead and thank all of our
shareholders and brokers for their continued support.
Yours faithfully,
Richard Shemesian
Chairman
23 September 2015
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
ABN 96 125 222 924
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
2 Twitter: @ApolloMinerals
REVIEW OF OPERATIONS
Exploration activity for the year ended 30 June 2015 covered the following project areas:
‐
Fraser Range (Nickel), Western Australia
‐ Mars Aurora Tank (Gold), South Australia
‐
Eaglehawk (Copper/Gold), South Australia
‐
Commonwealth Hill (IOCG), South Australia
‐ Gabon (Iron Ore), West Africa
Fraser Range ‐ Nickel (Apollo 70%)
During the year Apollo acquired a 70% interest in the Orpheus Base Metals JV Project in the Fraser Range nickel
province in south eastern Western Australia (Figure 1).
The project area consists of four tenements covering over 600km² in the most prospective part of the world class
Fraser Range exploration district, host to Sirius Resources’ (ASX: SIR) major Nova nickel (“Ni”)and copper (“Cu”)
deposit. Importantly the Company also acquired in the transaction extensive geophysical, drilling and
geoscientific databases. Exploration drilling in 2014 intersected nickel sulphides making this project area a
standout in the Fraser Range.
The Fraser Range nickel province has attracted significant exploration since the discovery of the Nova deposit in
2012. The Apollo project is strategically located along strike and mid‐way between the Nova deposit to the
northeast and Sirius Resources’ Crux nickel prospect to the southwest.
Figure 1 – Fraser Range gravity image showing Apollo’s tenements (70%) and the high density gravity zone
containing Sirius’ Nova‐Bollinger mine (under construction) and the Crux nickel prospect.
During the second half of 2015, the Company plans to drill test surface geochemical and electro‐magnetic (EM)
targets across a number of prospects including the Oceanus and Plato areas. Access approvals for drilling have
been granted allowing exploration activities to commence immediately.
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
ABN 96 125 222 924
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
3 Twitter: @ApolloMinerals
Within Apollo’s tenements, previous drilling at the Plato prospect intersected primary nickel sulphides with grades
up to 3,900ppm Ni and 2,200ppm Cu. These results confirmed Plato as one of three known magmatic nickel
sulphide systems within the main Fraser Zone and they highlight the potential of Apollo’s tenements.
Figure 2 – High density part of the Fraser Zone showing Plato and Oceanus prospect areas
Evaluation by various independent consultants has confirmed the Oceanus and Plato prospects amongst others as
highly ranked targets for follow up exploration including drilling (Figure 2). Apollo has been awarded up to
$150,000 in Exploration Incentive Scheme (EIS) funding towards the 2015 drilling programme.
Apollo has appointed a technical advisory board to evaluate available data and work programmes on the Project.
Key individuals include Mr Tim Craske, Dr Nigel Brand and Mr Bill Amann (Newexco). This highly experienced team
will work closely with Apollo to contribute invaluable knowledge and technical services to the programme.
Mars Aurora Tank –Gold (Apollo 25%, earning 75%)
During the year Apollo completed a 35 hole‐1,750m drill programme at Mars Aurora Tank which followed‐up on an
earlier drill programme of 3RC holes for 597m which included a drill intersection of 4m at 5g/t Au. Drilling
confirmed discovery of a significant mineralised system with a continuous strike length greater than 500m from
depths of only ~20m to ~50m (Figure 4). Mineralisation is ‘open’ in all directions and at depth.
Highlight drilled thickness intersections include:
•
•
•
Apollo is planning for next phase of exploration at Mars Aurora Tank, which will include deeper and step‐out
drilling to close off mineralisation. The Mars Aurora Tank project is part of the wider Titan Base‐Precious Metals
16m at 1.0g/t Au from 20m, including 12m at 1.3g/t Au from 20m
16m at 0.7g/t Au from 19m, including 4m at 0.9g/t Au from 31m
12m at 0.6g/t Au from 34m, including 8m at 0.8g/t Au from 38m
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
ABN 96 125 222 924
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
4 Twitter: @ApolloMinerals
Project (Figure 3) situated in the Gawler Craton, South Australia and is being explored by Apollo under an earn‐in
JV agreement with Marmota Energy Ltd (ASX code: MEU). The Company has commissioned a review of the Mars
Aurora Tank project by one of the key geologists behind the Challenger gold discovery. Recommendations from
this review are awaited.
Figure 3 ‐ South Australian tenement location plan showing joint venture project areas
Figure 4 – Mars Aurora Tank drill hole location plan and gold distribution
Eaglehawk – Copper/Gold (Apollo earning 75%)
Drilling on the Eaglehawk JV Project area during the year comprised 6 RC holes for 1,249 m including a diamond‐
core extension of a single hole. Wide spaced drilling was conducted across a number of high priority geophysical
targets at the Clay Pan, Boulder, Cedric Bore, Bundi and No Brainer prospects.
Highlights of the programme included the discovery of widespread iron, titanium and phosphate (“FTP”)
mineralisation across the Clay Pan, Boulder and Cedric Bore prospects. Encouraging signs of IOCG alteration and
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
ABN 96 125 222 924
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
5 Twitter: @ApolloMinerals
sulphide mineralisation were observed in drill holes at the Bundi and No Brainer prospects.
Iron Oxide – Titanium – Phosphate
FTP deposit types occur in similar terrains to many of the world’s IOCG deposits. One of the world’s best known
FTP deposits is Rio Tinto’s Lac Tio ilmenite deposit in Canada which is host to 125 Mt of ore at a grade of 34.2%
TiO2.
FTP mineralisation was intersected in two holes intersecting cumulative drilled thickness intervals of 135m at 8%
ilmenite and 6% apatite from 16 m in hole 14CP001; and 126m at 12% ilmenite and 8% apatite from 16 m in hole
14BL001.
Titanium products (TiO2) from these ores are typically used in the pigment industry as a whitening agent derived
from the mineral ilmenite. Phosphate products (P2O5) from these ores are derived from the mineral apatite, and
are most commonly used as agricultural fertilizers, animal feed supplements, food preservatives, anti‐corrosion
agents, cosmetics, fungicides, ceramics, water treatment and metallurgy.
Iron Oxide – Copper ‐ Gold
At the Bundi prospect, assay results from drill hole 14BUN001 included an 80m drilled thickness intersection of a
near surface, iron rich intrusive unit containing 180 ppm Cu and 10.7 % Fe from 4 m drilled depth. The drilling
results are encouraging and demonstrate that the near surface mineralised system correlates to anomalous gold
and copper identified previously in surface samples.
Drilling of a second hole 14BUN002 targeted a strong electromagnetic conductor interpreted to represent massive
sulphides and located below a surface copper geochemical anomaly. Drilling did not intersect a conductor to
explain the modelled response, and subsequent review of the drill trace revealed that the hole had deviated away
from the target. A subsequent down hole survey confirmed that the conductor had not been intersected and
identified a source to the north east of the hole. This target was subsequently drilled to 154m depth intersecting a
mafic intrusion at 130m depth associated with a moderate amount of graphitic material at its contact. The
intersection correlates with the modelled plate conductor and is considered to be the source of the conductive
anomaly. Assay results did not contain significant mineralised intersections. The source of anomalous surface
copper geochemistry remains unresolved and further investigation is warranted.
Drilling of hole 14NB001 at the No Brainer prospect intersected IOCG alteration with veinlets and disseminated
sulphides. Anomalous copper and gold was returned grading 14.3% Fe, 118 ppm Cu and 0.2g/t Au over a 3m
interval from 67 m down hole depth.
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
ABN 96 125 222 924
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
6 Twitter: @ApolloMinerals
Bundi
HPX Commonwealth Hill JV
Bundi South Extension
Boulder
Claypan
Drill hole:
14BUN003
Drill hole:
14BUN001
Eagle Hawk JV
Cedric Bore West
Drill hole:
14CB003
Figure 5 ‐ Eaglehawk JV Project drill hole location plan and priority target areas
Commonwealth Hill JV Project
Drilling at the Commonwealth Hill JV project was conducted by HPX Inc (HPX) as operator and manager of the
tenements. Five holes totalling 1,130m were completed on IP chargeability anomalies within the Wirrida Intrusive
Complex. Results confirmed the intersection of anomalous iron, copper, gold and silver from alteration and
fracture zones providing some encouragement for the discovery of an IOCG system in the area.
Anomalous disseminated sulphide related IOCG geochemistry was intersected in WIRDD001 over an 8m interval
from 284m and in B35DD001 over a 16m interval from 160m. The program was the first drilling in the area to test
the geology deeper than 100m below surface. These resilts plus geochronological studies indicate that the Wirrida
Intrusive Complex may be an analogue to the White Hill Intrusive Complex which hosts the major Prominent Hill
IOCG deposit, 100km to the east, and provide another solid indication that significant IOCG deposits may exist in
the local area.
A single vertical hole (15WIRR0001) was drilled at to a depth of 226m to test a modelled IP anomaly and conductor
situated on the northern margin of the Wirrida Intrusive Complex.
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
ABN 96 125 222 924
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
7 Twitter: @ApolloMinerals
Drilling confirmed the source of the conductor and chargeable anomaly was not related to near surface material
and was related to a deep bedrock source. While minor sulphides were intersected, assay results did not identify
significant mineralisation.
Subsequent to the end of the financial year, HPX advised Apollo of its intention to withdraw from the
Commonwealth Hill JV. Apollo retains 100% interest of the project and is continuing to advance discussions with a
number of interested parties. Review of results from drilling and geophysical modelling will guide ongoing
exploration of other untested targets.
During the term of the JV, HPX conducted over 140km2 of high powered IP, identified multiple targets and drilled
five holes for 1,130m by RC and cored methods. HPX expenditure was approximately $1.1 million.
Having worked closely together over the 18 month period, Apollo and HPX continue to evaluate a number of other
project opportunities.
Gabon, West Africa (70%)
Subsequent to year end the Company finalised an earn‐in joint venture (JV) with Zoradox Limited, a diversified
Middle Eastern group, to sole fund exploration at the Kango North Iron Project in Gabon. Under terms of the JV,
the Partner may earn up to a 50.1% interest by funding ~$4 million (US$3 million) in exploration and development.
The Kango North Iron Project covers 400km2 and is situated in the Estauire Province, located 110km by road from
the country’s capital, Libreville. The Project is well positioned with easy access via well maintained roads and is
sited close to the national electricity grid, shipping ports and open access railway.
During the first stage of the JV, the Partner will earn a 30% interest through their commitment to sole fund the
2015 work programme totalling ~$1 million (US$750,000). This includes a maiden diamond drilling programme.
Apollo will be free carried during exploration until the JV Partner earns a 50.1% interest or ceases funding prior to
completing the earn‐in. The transaction is in line with the Company’s strategy to attract large international funding
partners to its projects.
Subsequent to year end the Company agreed to acquire the remaining 17.5% free carried minority interest in the
project for an initial cash consideration of $70,000 on completion, plus deferred consideration payable in Apollo
shares or cash, thereby increasing Apollo’s interest to 70%.
Corporate
During the year the Company completed the sale of the Mt Oscar Iron Ore Project in Western Australia for a cash
consideration of $500,000 to a private Chinese company. Under the agreement Apollo retains royalties of 1% of
gross mine gate revenue less 50 cents per tonne on iron ore products and 2% of net smelter revenue on all other
mineral products.
The Company successfully raised $2.75 million during the year to further its exploration projects and assess new
opportunities.
The Company undertook a share consolidation late in the financial year on a 1 for 10 basis and the Company now
has 70,155,576 shares on issue.
As at 30 June 2015 the Company had cash and receivables of $1.6 million. Receivables have been collected
subsequent to year end.
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
ABN 96 125 222 924
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
8 Twitter: @ApolloMinerals
COMPETENT PERSON DECLARATION
The information in this Report that relates to Exploration Results is based on information compiled by Mr Derek Pang
who is a member of the Australasian Institute of Mining and Metallurgy. Derek has over 15 years’ experience in
mineral exploration and is a full time employee of Apollo Minerals Ltd. Derek has sufficient experience relevant to the
style of mineralisation and type of deposit under consideration and to the activity which he is undertaking to qualify
as a Competent Person as defined in the 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results,
Mineral Resources and Ore Reserves’. Derek consents to the inclusion in the report of the matters based on their
information in the form and context in which it appears.
The estimates of exploration target sizes mentioned in this report should not be misunderstood or misconstrued as
estimates of Mineral Resources.
The potential quantity and grade of the exploration targets are conceptual in nature and there have been
insufficient results received from exploration to estimate a Mineral Resource compliant with the JORC code (2012)
guidelines. Furthermore, it is uncertain if further exploration will result in the estimation of a Mineral Resource.
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
ABN 96 125 222 924
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
9 Twitter: @ApolloMinerals
Schedule of Tenements
Tenement Name
Fraser Range
Fraser Range
Fraser Range¹
Fraser Range2
Commonwealth Hill
Commonwealth Hill East
Gina
Carne
Bulgunnia3
Eaglehawk JV4
Aurora Tank5
Kango North6
Notes:
Tenement
Number
E63/1281
E63/1282
E63/1695
E28/2403
EL5073
EL5074
EL4960
EL5348
EL5587
EL4932
EL5589
G1‐340
Location
Western Australia
Western Australia
Western Australia
Western Australia
South Australia
South Australia
South Australia
South Australia
South Australia
South Australia
South Australia
Gabon, Africa
Group Ownership %
2014
2015
‐
70
70
‐
70
70
100
100
100
100
100
‐
25
82.5
100
100
100
100
100
‐
25
82.5
1, 2 Exploration Licences E63/1695 and E28/2403 are currently in application pending grant by the Western
Australian
3 Apollo was granted 100% interest in the Bulgunnia EL5587 tenement covering 346km2 for an initial period of two
years.
4 Exploration Licence EL4932 subject to joint venture agreement with Mincor Resources to earn up to 75% by sole
funding exploration totalling AUD$2 million over a 3 year period. Apollo has met the first years’ minimum spend
commitment.
5 Exploration Licence EL5589 subject to joint venture agreement with Marmota Energy to earn up to 75% by sole
funding exploration totalling AUD$900,000 over a 3 year period. Apollo has met the first years minimum spend
commitment.
6 Subject to a farm in agreement with a major middle eastern group whereby the group can earn up to 50.1% by
spending US$ 3 million. Subsequent to year end the group has earned 30% following commencement of an
exploration programme to spend US$750,000.
ABN 96 125 222 924
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
10 Twitter: @ApolloMinerals
CORPORATE GOVERNANCE
CORPORATE GOVERNANCE
The Apollo Minerals Limited group (“Apollo”), through its Board and executives, recognises the need to establish
and maintain corporate governance policies and practices that reflect the requirements of the market regulators
and participants, and the expectations of members and others who deal with Apollo. These policies and practices
remain under constant review as the corporate governance environment and good practices evolve.
ASX Corporate Governance Principles and Recommendations
The third edition of ASX Corporate Governance Council Principles and Recommendations (the “Principles”) sets
out recommended corporate governance practices for entities listed on the ASX.
The Company has issued a Corporate Governance Statement which discloses the Company’s corporate
governance practices and the extent to which the Company has followed the recommendations set out in the
Principles. The Corporate Governance Statement was approved by the Board on 22 September 2015 and is
available on the Company’s website: http://www.apollominerals.com.au/about‐us/corporate‐governance/
ABN 96 125 222 924
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
11 Twitter: @ApolloMinerals
DIRECTORS REPORT
Your directors present their report on Apollo Minerals Limited (Apollo or the Company) for the year ended 30
June 2015.
DIRECTORS
The names of directors in office at any time during or since the end of the year are:
Current Directors
RICHARD SHEMESIAN
B.Com, LLB (Hons.) FINSIA
Chairman
Mr Shemesian is an international mining executive who has been involved in
the financing, construction, development and sale of three mining projects.
ANTHONY HO
B Com, CA, FAICD, FCIS,FGIA
Non‐Executive Director
Specialising in resource finance, law and corporate finance Mr Shemesian has
been a director of and held senior executive positions with a number of ASX‐
listed mining companies and worked as an executive at Macquarie Bank’s
Corporate Advisory Division.
Mr Shemesian is a qualified lawyer, holds a current practicing certificate and
has completed post‐graduate studies in business and finance.
Mr Shemesian was appointed an Executive Director on 27 September 2010.
Mr Ho joined the Apollo Board on 13 July 2009. Mr Ho was previously an
executive director at Arthur Yates & Co Ltd, retiring from this position in April
2002. He was a past non‐executive director of Brazin Limited and DoloMatrix
International Limited; and the past non‐executive Chairman of Esperance
Minerals Limited, Metal Bank Limited and St George Community Housing
Limited.
Mr Ho’s current non‐executive directorships of listed public companies are:
Non‐executive Chairman of Greenland Minerals and Energy Limited.
Hastings Rare Metals Limited where he also chairs the Audit Committee;
and
Non‐executive Chairman of Bioxyne Limited.
Mr Ho was previously a partner of Cox Johnston & Co, Chartered Accountants
(since merged with Ernst & Young). His extensive executive experience included
being Finance Director/Chief Financial Officer of the listed Arthur Yates & Co
Limited, M. S. McLeod Limited group, Galore Group Limited, the Edward H.
O’Brien group of companies and Volante Group Limited.
Mr Ho was appointed a Non‐Executive Director on the 13 July 2009 and chairs
the Audit Committee.
ERIC FINLAYSON
Non‐Executive Director
BSc (Hons) Applied Geology
Mr Finlayson is a geologist with over thirty years’ experience in Australia and
overseas.
Mr Finlayson worked as an exploration geologist in Ireland and Turkey with NL
Petroleum Services and as a field geochemist in Malawi with the British Civil
Uranium Procurement Organisation prior to joining the Geological Survey of
Papua New Guinea in 1984 as a regional geological mapper.
In 1989 he joined Rio Tinto as project geologist responsible for copper and gold
exploration in the Papua New Guinea highlands based out of Sydney and in
1993 was transferred to Vancouver as regional exploration manager for
Canada. This was followed by a transfer to London in 2000 as the personal
assistant to the Head of Exploration.
ABN 96 125 222 924
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
12 Twitter: @ApolloMinerals
DIRECTORS REPORT
In January 2002, he moved to Perth to assume the role of Rio Tinto’s Director of
Exploration for Australasia and in January of 2007 was appointed Global Head
of Exploration for Rio Tinto based in London. In July 2011, he was appointed
CEO of Rio Tinto Coal Mozambique following Rio Tinto’s takeover of Riversdale
Mining. After two years in Mozambique, Eric departed Rio Tinto in July 2013
and joined High Power Exploration Australia.
Mr Finlayson’s current non‐executive directorships of listed public companies
are:
Cordoba Minerals Corp (TSX‐V)
Clean TeQ Holdings Limited (ASX)
Mr Finlayson was appointed a Non‐Executive Director on 1 May 2014.
Directors have been in office since the start of the financial period to the date of this report unless otherwise
stated.
Former Directors
Matthew Rimes – Appointed 3 October 2011, resigned 27 November 2014
Secretary
GUY ROBERTSON
(Company Secretary/Chief
Financial Officer)
B Com (Hons.) CA
Mr Guy Robertson was appointed Company Secretary and Chief Financial
Officer on 12 November 2009.
Mr Robertson has over 30 years’ experience as a Chief Financial Officer and
Company Secretary of both private and ASX listed companies in both Australia
and Hong Kong.
SIGNIFICANT CHANGES IN STATE OF AFFAIRS
Other than as outlined in the operations report, there were no significant changes in the state of affairs of the
Company during the year.
PRINCIPAL ACTIVITIES
The principal activity of the Company during the financial period was mineral exploration. There have been no
significant changes in the nature of the Company’s principal activities during the financial period.
SIGNIFICANT AFTER BALANCE SHEET DATE EVENTS
On 14 August 2015 the Company finalised an earn‐in joint venture with Zoradox Limited, a diversified Middle
eastern group, to sole fund exploration at the Kango North Iron project, Gabon. Under the terms of the agreement
the group will earn a 50.1% interest after spending US $3 million. The group has earned a 30% interest after
commencingman initial exploration programme to spend US $750,000.
Apollo has also entered into an agreement to acquire the remaining 17.5% free carried interest in the project,
bringing its current interest to 70%.
Other than as outlined above there are currently no matters or circumstances that have arisen since the end of the
financial year that have significantly affected or may significantly affect the operations of the consolidated entity,
the results of those operations, or the state of affairs of the consolidated entity in future financial years.
ABN 96 125 222 924
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
13 Twitter: @ApolloMinerals
DIRECTORS REPORT
LIKELY FUTURE DEVELOPMENTS AND EXPECTED RESULTS
Apollo is an exploration company focused on base and precious metals and iron ore. The Board intends to explore
its current tenements in Western Australia, South Australia and Gabon. The Company continues to look at
opportunities in the resource sector and to invest directly and indirectly in base metals, gold and iron ore projects.
During the coming year the Group, depending on available funding, plans to further develop all of its major
projects.
The material business risks faced by the Company that are likely to have an effect on the financial prospects of the
Company, and how the Company manages these risks, are:
Future Capital Needs – the Company does not currently generate cash from its operations. The Company will
require further funding in order to meet its corporate expenses, continue its exploration activities and
complete studies necessary to assess the economic viability of its projects.
Exploration and Development Risks – whilst the Company has already discovered resources on one of its
projects, the Company may fail to discover additional mineral deposits and there is a risk that the Company’s
mineral deposits may not be economically viable. The Company employs geologists and other technical
specialists, and engages external consultants where appropriate to address this risk.
Commodity Price Risk – as a Company which is focused on the exploration of iron ore and base and precious
metals, it is exposed to movements in the price of these commodities. The Company monitors historical and
forecast price information from a range of sources in order to inform its planning and decision making.
PERFORMANCE IN RELATION TO ENVIRONMENTAL REGULATION
The consolidated entity will comply with its obligations in relation to environmental regulation on its Western
Australia, South Australia and Gabon projects when it undertakes exploration in the future. The Directors are not
aware of any breaches of any environmental regulations during the period covered by this report.
OPERATING RESULTS AND FINANCIAL REVIEW
The loss of the consolidated entity after providing for income tax amounted to $1,191,701 (2014: loss of
$14,022,934).
The Group’s operating income increased to $551,017 (2014: $26,190) primarily as a result of the profit on sale of
the Mt Oscar project for $500,000 and an increase in interest income attributable to a higher level of funds on
deposit during the year.
Expenses decreased to $1,742,718 (2014: $14,111,053). Expenses other than exploration expenses written off
increased generally in line with the increase in exploration activity.
The Company has accounted for the research and development tax offset in the amount of $643,642, of which
$532,446 was received subsequent to year end, as a deduction from exploration costs.
Exploration costs increased to $7,717,611 (2014: $6,381,641) reflecting the Fraser Range acquisition and
exploration activity for the year. Exploration expenditure for the year was $1,610,209 (2014: $2,075,266).
Net assets increased to $8,955,856 (2014: $6,743,881) reflecting the capital raise of $2,750,000 and the result for
the year.
ABN 96 125 222 924
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
14 Twitter: @ApolloMinerals
DIVIDENDS PAID OR RECOMMENDED
The directors do not recommend the payment of a dividend and no amount has been paid or declared by way of a
dividend to the date of this report.
DIRECTORS REPORT
REMUNERATION REPORT
Remuneration Policy
The remuneration policy of Apollo has been designed to align director objectives with shareholder and business
objectives by providing a fixed remuneration component which is assessed on an annual basis in line with market
rates and offering specific long‐term incentives based on key performance areas affecting the consolidated group’s
financial results. The Board of Apollo believes the remuneration policy to be appropriate and effective in its ability
to attract and retain the best directors to run and manage the company, as well as create goal congruence
between directors and shareholders.
The Board’s policy for determining the nature and amount of remuneration for board members is as follows:
The remuneration policy, setting the terms and conditions (where appropriate) for the executive directors and
other senior staff members, was developed by the Remuneration Committee and approved by the Board;
In determining competitive remuneration rates, the Board may seek independent advice on local and
international trends among comparative companies and industry generally. It examines terms and conditions
for employee incentive schemes, benefit plans and share plans. Independent advice may be obtained to
confirm that executive remuneration is in line with market practice and is reasonable in the context of
Australian executive reward practices;
The Company is a mineral exploration company, and therefore speculative in terms of performance.
Consistent with attracting and retaining talented executives, directors and senior executives, such personnel
are paid market rates associated with individuals in similar positions within the same industry. Options and
performance incentives may be issued particularly if the Company moves from exploration to a producing
entity and key performance indicators such as profit and production can be used as measurements for
assessing executive performance.
All remuneration paid to directors is valued at the cost to the Company and expensed. Where appropriate,
shares granted to directors and executives are valued as the difference between the market price of those
shares and the amount paid by the director or executive. Options are valued using the Black‐Scholes
methodology;
The Board policy is to remunerate non‐executive directors at market rates for comparable companies for time,
commitment and responsibilities. The Remuneration Committee in consultation with independent advisors
determines payments to the non‐executive directors and reviews their remuneration annually, based on
market practice, duties and accountability.
KEY MANAGEMENT PERSONNEL REMUNERATION
(a) Details of Directors and Key Management Personnel
(i)
(ii)
Current Directors
Richard Shemesian – Chairman
Anthony Ho – Non‐executive Director
Eric Finlayson – Non‐executive Director
Former Directors
Matthew Rimes – Non – executive Director, resigned 27 November 2014
Key Management Personnel
Derek Pang – General Manager Exploration
Former Key Management Personnel
Dominic Tisdell – Chief Executive Officer, resigned 31 May 2015
ABN 96 125 222 924
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
15 Twitter: @ApolloMinerals
DIRECTORS REPORT
Other than the directors and the general manager exploration, the Company had no Key Management Personnel
for the financial year ended 30 June 2015.
Directors’ remuneration and other terms of employment are reviewed annually by the Board having regard to
performance against goals set at the start of the year, relative comparative information and independent expert
advice.
Except as detailed in Notes (a) – (d) to the Remuneration Report, no director or officer has received or become
entitled to receive, during or since the financial period, a benefit because of a contract made by the Company or a
related body corporate with a director, a firm of which a director is a member or an entity in which a director has a
substantial financial interest. This statement excludes a benefit included in the aggregate amount of emoluments
received or due and receivable by directors and shown in Notes (a) – (d) to the Remuneration Report, prepared in
accordance with the Corporations Regulations, or the fixed salary of a full time employee of the Company.
(b) Remuneration of Directors and Key Management Personnel
Remuneration Policy
The Board of Directors is responsible for determining and reviewing compensation arrangements. The Board will
assess the appropriateness of the nature and amount of emoluments of such officers on a periodic basis by
reference to relevant employment market conditions with the overall objective of ensuring maximum stakeholder
benefit from the retention of a high quality Board and executive team. Remuneration of Directors of the Group is
set out below.
Parent & Group Key Management Personnel
l
Base Salary
and Fees
Fair Value
of Options
Granted
R. Shemesian¹
60,000
63,050
A. Ho
M. Rimes
E. Finlayson
D. Tisdell²
D. Pang³
Totals
55,000
16,667
20,000
257,934
150,672
3,791
‐
3,791
‐
1,892
2015
Super‐
annuation
‐
‐
‐
‐
Share
Based
Payments⁴
‐
‐
‐
20,000
Base Salary
and Fees
60,000
50,000
26,667
3,333
Total
123,050
58,791
16,667
43,791
24,504
13,960
30,000
312,438
252,294
6,250
172,774
160,000
2014
Fair
Value of
Options
Granted
‐
Super‐
annuation
‐
Share
Based
Payments
‐
20,000
13,333
3,333
Total
60,000
70,000
40,000
6,666
‐
‐
‐
22,706
14,800
‐
‐
275,000
174,800
37,506
36,666
626,466
‐
‐
‐
‐
‐
‐
560,273
72,524
38,464
56,250
727,511
552,294
¹ Paid to Mining Management Consultants, an entity in which Mr Shemesian has a relevant interest. See note 15.
² Mr Tisdell resigned on 31 May 2015.
³ Mr Pang’s contract has an annual amount payable of $174,400 and can be terminated by either party giving one month’s notice. This
amount has been capitalised to exploration costs.
⁴ In the case of Mr Finlayson shares will be issued following approval by shareholders.
(c) Employee Related Share‐based compensation
To ensure that the Company has appropriate mechanisms to continue to attract and retain the services of
Directors and Employees of a high calibre, the Company has a policy of issuing options or performance share rights
that are exercisable in the future at a certain fixed price.
2,875,000 share options were issued to directors and officers during the year.
ABN 96 125 222 924
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
16 Twitter: @ApolloMinerals
DIRECTORS REPORT
The terms and conditions of each share option affecting reported remuneration in the previous, this or future
reporting periods are:
Grant
date
Exercise
price
Value per
option
at grant
date
First exercise
date/vest
date
Fair value
of options
granted
Expense
recognised
in P & L
this
financial
year
Cumulative
expense
recognised
in P & L to
date
Expiry
date/Last
exercise date
12/5/2015
13 cents
124,007
12/6/16
124,007
124,007
124,007
28/2/2018
Fair values at issue date are determined using a Black‐Scholes option pricing model that takes into account the
exercise price, the term of the options, the expected price volatility of the underlying share and the risk free rate
for the term of the option.
(d) Share and option holdings
All equity dealings with directors have been entered into with terms and conditions no more favourable than those
that the entity would have adopted if dealing at arm’s length. These options relate to both current and previous
directors and management personnel.
Directors’ holdings of shares and share options have been disclosed in the Remuneration Report.
The performance hurdles on performance rights issued to key management personnel during the previous year
have been met. As a consequence the former Chief Executive Officer was granted 30,000 shares during the period
and the following performance right shares will be issued before the expiry date which is 30 November 2015.
Type
R. Shemesian
A. Ho
E. Finlayson
D. Pang
No. Issued Performance Date
30 June 2015
500,000
Expiry Date
30 November 2015
100,000
100,000
30 June 2015
30 November 2015
30 June 2015
30 November 2015
50,000
30 June 2015
30 November 2015
Shares held by Current Directors
Period from 1 July 2014 to 30 June 2015 (after 1 for 10 Consolidation)
R. Shemesian²
A. Ho
E. Finlayson
M. Rimes¹
Balance at
beginning
of period
1,549,436
199,850
‐
294,345
2,043,631
Received as
Remuneration
Options
Exercised
Net Change
Others
Balance at
end of year
‐
124,984
20,832
83,336
229,152
‐
‐
‐
‐
‐
600,000
2,149,436
47,376
250,000
(377,681)
519,695
372,210
270,832
‐
2,792,428
¹Mr Rimes resigned on 27 November 2014
²Mr Shemesian is the sole director and shareholder in Black Swan Global Pty Limited which as trustee for the Black Swan Investment Trust
holds 1,688,968 shares and is a director and shareholder in Normandy Corporation Limited as trustee for the Normandy Superannuation
Fund which holds 560,468 shares.
ABN 96 125 222 924
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
17 Twitter: @ApolloMinerals
DIRECTORS REPORT
Period from 1 July 2013 to 30 June 2014 (prior to 1 for 10 share consolidation)
Balance at
beginning
of period
Received as
Remuneration
Options
Exercised
Net Change
Others
Balance at
end of year
R. Shemesian¹
15,494,357
‐
A. Ho
E. Finlayson
M. Rimes
D. Tisdell²
1,070,000
928,500
‐
2,657,748
‐
19,222,105
‐
285,700
‐
1,214,200
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
15,494,357
1,998,500
‐
2,943,448
‐
20,436,305
¹
²
Mr Shemesian is the sole director and shareholder in Black Swan Global Pty Limited which as trustee for the Black Swan
Investment Trust holds 10,389,679 shares and is a director and shareholder in Normandy Corporation Limited as trustee for the
Normandy Superannuation Fund which holds 5,104,678 shares.
Director resigned during the year.
Options Held By Current Directors and Officers
Period from 1 July 2014 to 30 June 2015 (after 1 for 10 Consolidation)
Balance at
beginning
of period
Granted as
Remuneration
Options
expired
Net Change
Others
Balance at end
of year
R. Shemesian
100,000
2,500,000
(100,000)
A. Ho
M. Rimes¹
E. Finlayson
D. Tisdell
D. Pang
‐
150,000
‐
100,000
‐
(100,000)
‐
150,000
‐
400,000
‐
600,000
‐
(400,000)
75,000
2,875,000
‐
(600,000)
¹ Mr Rimes resigned on 27 November 2014
‐
‐
‐
‐
‐
‐
‐
2,500,000
150,000
‐
150,000
‐
75,000
2,875,000
Period from 1 July 2013 to 30 June 2014 (before 1 for 10 consolidation)
Balance at
beginning
of period
Granted as
Remuneration¹
Options
expired
Net Change
Other
Balance at end
of year
R. Shemesian¹
1,000,000
A. Ho
M. Rimes³
E. Finlayson
D. Tisdell²
‐
1,000,000
‐
6,000,000
8,000,000
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
(2,000,000)
(2,000,000)
‐
‐
‐
‐
‐
‐
1,000,000
‐
1,000,000
‐
4,000,000
6,000,000
¹ Options have fully vested, exercise price 8 cents, expiry date 31 December 2014.
² Options have fully vested, 2 million options have exercise price 8 cents, expiry date 31 December 2014, and 2 million options
have exercise price 15 cents, expiry date 6 May 2015.
³ Options have fully vested, exercise price 12 cents, expiry date 31 December 2014.
ABN 96 125 222 924
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
18 Twitter: @ApolloMinerals
DIRECTORS REPORT
MEETINGS OF DIRECTORS
The number of directors' meetings (including committees) held during the financial period each director held office
during the financial period and the number of meetings attended by each director are:
Directors Meetings
Audit Committee Meetings
Director
Meetings Attended
R. Shemesian
A. Ho
E. Finlayson
M Rimes
13
12
12
4
In addition there were six circular resolutions passed by the board.
Number Eligible to
Attend
13
13
13
4
Meetings Attended
‐
2
1
1
Number Eligible to
Attend
‐
2
1
1
OPTIONS
At the date of this report, the unissued shares of Apollo Minerals Limited under option are as follows:
Grant Date
7 May 2014
18 February 2015
12 May 2015
Date of Expiry
Exercise Price
Number under Option
28 February 2017
28 February 2018
28 February 2018
$0.30
$0.13
$0.13
7,054,174
3,562,500
3,150,000
Option holders do not have any rights to participate in any issue of shares or other interests of the Company or any
other entity.
There have been no options granted over unissued shares or interests of any controlled entity within the Group
during or since the end of the reporting period.
For details of options issued to directors and executives as remuneration, refer to the remuneration report.
No shares were issued following the exercise of options during the year. No person entitled to exercise an option
had or has any right by virtue of the option to participate in any share issue of any other body corporate.
INDEMNIFYING OFFICERS
In accordance with the constitution, except as may be prohibited by the Corporations Act 2001, every officer or
agent of the Company shall be indemnified out of the property of the Company against any liability incurred by
him or her in his or her capacity as officer or agent of the Company or any related corporation in respect of any act
or omission whatsoever and howsoever occurring or in defending any proceedings, whether civil or criminal.
The Company paid insurance premiums of $7,110 in August 2015 in respect of directors’ and officers’ liability. The
insurance premiums relate to:
Costs and expenses incurred by the relevant officers in defending legal proceedings, whether civil or criminal
and whatever their outcome;
Other liabilities that may arise from their position, with the exception of conduct involving wilful breach of
duty or improper use of information to gain a personal advantage.
ABN 96 125 222 924
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
19 Twitter: @ApolloMinerals
DIRECTORS REPORT
PROCEEDINGS ON BEHALF OF COMPANY
No person has applied for leave of court to bring proceedings on behalf of the Company or intervene in any
proceeding to which the Company is a party for the purpose of taking responsibility on behalf of the Company for
all or any part of those proceedings. The Company was not a party to any such proceedings during the year.
NON‐AUDIT SERVICES
The Board of Directors, in accordance with advice from the audit committee, is satisfied that the provision of non‐
audit services during the year is compatible with the general standard of independence for auditors imposed by
the Corporations Act 2001. The Directors are satisfied that the services disclosed below did not compromise the
external auditor’s independence for the following reasons:
‐
‐
all non‐audit services are reviewed and approved by the audit committee prior to commencement to
ensure they do not adversely affect the integrity and objectivity of the auditor, and
the nature of the services provided does not compromise the general principles relating to auditor
independence in accordance with ARES 110: Code of Ethic for Professional Accountants set by the
Accounting Professional and Ethical Standards Board.
The following fees were paid to Hall Chadwick for non‐audit services provided during the year ended 30 June 2015:
Taxation services
$3,000
AUDITOR’S INDEPENDENCE DECLARATION
The lead auditor’s independence declaration for the period ended 30 June 2015 has been received and can be
found on the following page.
Richard Shemesian
Sydney, 23 September 2015
ABN 96 125 222 924
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
20 Twitter: @ApolloMinerals
(NSW)
HALL CHADWICK
Chartered Accountants and Business Advisers
APOLLO MINERALS LIMITED
ABN 96 125 222 924
AND ITS CONTROLLED ENTITIES
AUDITOR'S INDEPENDENCE DECLARATION UNDER S 307C OF
THE CORPORATIONS ACT 2001 TO THE DIRECTORS OF
APOLLO MINERALS LIMITED AND ITS CONTROLLED ENTITIES
I declare that, to the best of my knowledge and belief, during the year ended 30 June 2015
there have been:
i.
ii.
no contraventions of the auditor independence requirements as set out in the
Corporations Act 2001 in relation to the audit; and
no contraventions of any applicable code of professional conduct in relation to the
audit.
SYDNEY
Level 40
2 Park Street
Sydney NSW 2000
Australia
GPO Box 3555
Sydney NSW 2001
Ph: (612)
Fx : (612)
9263
9263
2600
2800
HALL CHADWICK
Level 40, 2 Park Street
Sydney,,N (cid:9)
000
DREW TOWNSEND
Partner
Dated: 23 September 2015
A member of AGN
International Ltd, a
worldwide association
of separate and
independent
accounting
and consulting firms
www.hallchadwick.com.au
SYDNEY • NEWCASTLE • PARRAMATTA • PENRITH • MELBOURNE • PERTH • BRISBANE • GOLD COAST • DARWIN
Liability limited by a scheme approved under Professional Standards Legislation.
APOLLO MINERALS LIMITED
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2015
Revenue
Administration, office and other expenses
Personnel cost
Consultancy costs
Compliance and regulatory expenses
Occupancy costs
Technical, geological and support fees
Marketing fees
Directors fees
Legal fees
Exploration expenditure written off
Share based payments
(LOSS) BEFORE INCOME TAX
Income tax benefit
(LOSS) FOR THE YEAR
Note
2
19
3
2015
$
551,017
(158,589)
(119,784)
(198,356)
(124,528)
(39,847)
(212,247)
(56,934)
(169,168)
(150,838)
(47,500)
(464,927)
2014
$
26,190
(105,091)
(30,005)
(183,241)
(92,474)
(6,795)
(347,331)
(90,736)
(194,160)
(107,841)
(12,686,808)
(266,571)
(1,191,701)
(14,084,863)
‐
61,929
(1,191,701)
(14,022,934)
LOSS ATTRIBUTABLE TO MEMBERS OF THE
PARENT ENTITY
(1,191,701)
(14,022,934)
OTHER COMPREHENSIVE INCOME
‐
‐
TOTAL COMPREHENSIVE (LOSS)
(1,191,701)
(14,022,934)
Earnings per share
Basic and diluted (loss) per share
(cents per share)¹
17
(1.91)
(3.77)
¹2015 earnings per share is post share consolidation.
The Consolidated Statement of Profit or Loss and Other Comprehensive Income is to be read in conjunction with
the attached notes.
ABN 96 125 222 924
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
22 Twitter: @ApolloMinerals
APOLLO MINERALS LIMITED
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2015
Note
2015
$
2014
$
CURRENT ASSETS
Cash and cash equivalents
Trade and other receivables
TOTAL CURRENT ASSETS
NON‐CURRENT ASSETS
Fixed assets
Evaluation and exploration expenditure
TOTAL NON‐CURRENT ASSETS
TOTAL ASSETS
CURRENT LIABILITIES
Trade and other payables
TOTAL CURRENT LIABILITIES
TOTAL LIABILITIES
NET ASSETS
EQUITY
Share Capital
Reserves
Accumulated losses
TOTAL EQUITY
4
5
6
8
9
808,308
757,665
1,565,973
‐
7,717,611
7,717,611
1,239,564
288,277
1,527,841
31,492
6,381,641
6,413,133
9,283,584
7,940,974
327,728
327,728
1,197,093
1,197,093
327,728
1,197,093
8,955,856
6,743,881
10
11
35,650,903
686,391
(27,381,438)
32,614,135
471,883
(26,342,137)
8,955,856
6,743,881
The Consolidated Statement of Financial Position is to be read in conjunction with the attached notes.
ABN 96 125 222 924
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
23 Twitter: @ApolloMinerals
APOLLO MINERALS LIMITED
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2015
Balance as at 1 July 2014
Loss for the year
Issue of share capital
Cost of share capital issued
Expiry of options
Transfer from options based
payments reserve
Transfer to share based
payments reserve
Balance as at 30 June 2015
Balance as at 1 July 2013
Loss for the year
Issue of share capital
Cost of share capital issued
Transfer from options based
payments reserve
Transfer to share based
payments reserve
Balance as at 30 June 2014
Share
Capital
$
32,614,135
‐
3,193,472
(156,704)
‐
Reserves
$
471,883
‐
‐
‐
(152,400)
Accumulated
Losses
$
(26,342,137)
(1,191,701)
‐
‐
152,400
Total
$
6,743,881
(1,191,701)
3,193,472
(156,704)
‐
‐
‐
‐
‐
‐
35,650,903
29,744,528
‐
2,972,524
(102,917)
366,908
686,391
‐
(27,381,438)
366,908
8,955,856
1,188,483
‐
‐
(13,226,592)
(14,022,934)
‐
‐
17,706,419
(14,022,934)
2,972,524
(102,917)
‐
(907,389)
907,389
‐
‐
32,614,135
190,789
471,883
‐
(26,342,137)
190,789
6,743,881
The Consolidated Statement of Changes in Equity is to be read in conjunction with the attached notes.
ABN 96 125 222 924
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
24 Twitter: @ApolloMinerals
APOLLO MINERALS LIMITED
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2015
CASH FLOWS FROM OPERATING ACTIVITIES
Payments to suppliers and employees
Interest received
NET CASH USED IN OPERATING ACTIVITIES
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from sale of project
Payment for exploration and evaluation
Payment of acquisition of exploration assets
Research and development rebate
NET CASH USED IN INVESTING ACTIVITIES
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issue of shares and options
Costs of issue of shares
NET CASH PROVIDED BY FINANCING ACTIVITIES
Note
20
2015
$
2014
$
(1,379,035)
33,765
(1,345,270)
(1,205,945)
50,417
(1,155,528)
500,000
(2,093,575)
(216,903)
111,196
(1,699,282)
2,770,000
(156,704)
2,613,296
‐
(1,446,406)
‐
61,929
(1,384,477)
2,354,245
(102,917)
2,251,328
NET DECREASE IN CASH HELD
(431,256)
(288,677)
Cash at the beginning of the financial year
CASH AT THE END OF THE FINANCIAL YEAR
4
1,239,564
808,308
1,528,241
1,239,564
The Consolidated Statement of Cash Flows is to be read in conjunction with the attached notes.
ABN 96 125 222 924
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
25 Twitter: @ApolloMinerals
APOLLO MINERALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
These consolidated financial statements and notes represent those of Apollo Minerals Limited and Controlled
Entities (the “consolidated group” or “group”).
The separate financial statements of the parent entity, Apollo Minerals Limited, have not been presented
within this financial report as permitted by the Corporations Act 2001.
The financial statements were authorised for issue on 23 September 2015 by the directors of the company.
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
BASIS OF PREPARATION
The financial report is a general purpose financial report that has been prepared in accordance with Australian
Accounting Standards, Australian Accounting Interpretations, other authoritative pronouncements of the
Australian Accounting Standards Board, International Financial Reporting Standards as issued by the
International Accounting Standards Board and the Corporations Act 2001. The Group is a for profit entity for
financial reporting purposes under Australian Accounting Standards.
Australian Accounting Standards set out accounting policies that the AASB has concluded would result in a
financial report containing relevant and reliable information about transactions, events and conditions.
Compliance with Australian Accounting Standards ensures that the financial statements and notes also comply
with International Financial Reporting Standards. Material accounting policies adopted in the preparation of
this financial report are presented below and have been consistently applied unless otherwise stated.
The financial report has been prepared on an accruals basis and is based on historical costs, modified, where
applicable, by the measurement at fair value of selected non‐current assets, financial assets and financial
liabilities.
a. Principles of consolidation
The consolidated financial statements incorporate all of the assets, liabilities and results of the parent (Apollo
Minerals Limited) and all of the subsidiaries (including any structured entities). Subsidiaries are entities the
parent controls. The parent controls an entity when it is exposed to, or has rights to, variable returns from its
involvement with the entity and has the ability to affect those returns through its power over the entity. A list
of the subsidiaries is provided in Note 7.
The assets, liabilities and results of all subsidiaries are fully consolidated into the financial statements of the
Group from the date on which control is obtained by the Group. The consolidation of a subsidiary is
discontinued from the date that control ceases. Intercompany transactions, balances and unrealised gains or
losses on transactions between group entities are fully eliminated on consolidation. Accounting policies of
subsidiaries have been changed and adjustments made where necessary to ensure uniformity of the
accounting policies adopted by the Group.
Equity interests in a subsidiary not attributable, directly or indirectly, to the Group are presented as “non‐
controlling interests”. The Group initially recognises non‐controlling interests that are present ownership
interests in subsidiaries and are entitled to a proportionate share of the subsidiary’s net assets on liquidation at
either fair value or at the non‐controlling interests’ proportionate share of the subsidiary’s net assets.
Subsequent to initial recognition, non‐controlling interests are attributed their share of profit or loss and each
component of other comprehensive income. Non‐controlling interests are shown separately within the equity
section of the statement of financial position and statement of comprehensive income.
Business combinations
Business combinations occur where an acquirer obtains control over one or more businesses.
A business combination is accounted for by applying the acquisition method, unless it is a combination
involving entities or businesses under common control. The business combination will be accounted for from
the date that control is attained, whereby the fair value of the identifiable assets acquired and liabilities
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
ABN 96 125 222 924
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
26 Twitter: @ApolloMinerals
APOLLO MINERALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
(including contingent liabilities) assumed is recognised (subject to certain limited exemptions).
When measuring the consideration transferred in the business combination, any asset or liability resulting from
a contingent consideration arrangement is also included. Subsequent to initial recognition, contingent
consideration classified as equity is not remeasured and its subsequent settlement is accounted for within
equity. Contingent consideration classified as an asset or liability is remeasured each reporting period to fair
value, recognising any change to fair value in profit or loss, unless the change in value can be identified as
existing at acquisition date.
All transaction costs incurred in relation to the business combination are expensed to the consolidated
statement of comprehensive income.
The acquisition of a business may result in the recognition of goodwill or a gain from a bargain purchase.
b. Going concern
The financial statements have been prepared on the going concern basis, which contemplates continuity of
normal business activities and the realisation of assets and discharge of liabilities in the normal course of
business.
As disclosed in the financial statements, the consolidated entity incurred a loss of $1,191,701 and had net cash
outflows from operating activities of $1,345,570 for the year ended 30 June 2015.
The Directors believe that there are reasonable grounds to believe that the company and consolidated entity
will be able to continue as a going concern, after consideration of the following factors:
The company has been successful in raising capital of $2,770,000 during the period;
The consolidated entity has cash at bank at balance date of $808,308, net working capital of $1,238,245 and
net assets of $8,955,856;
The ability of the consolidated entity to further scale back certain parts of their activities that are non
essential so as to conserve cash; and
The consolidated entity retains the ability, if required, to wholly or in part dispose of interests in mineral
exploration and development assets.
Accordingly, the Directors believe that the company and consolidated entity will be able to continue as going
concerns and that it is appropriate to adopt the going concern basis in the preparation of the financial report.
c. New accounting standards for application in future periods
Accounting Standards and Interpretations issued by the AASB that are not yet mandatorily applicable to the
Group, together with an assessment of the potential impact of such pronouncements on the Group when
adopted in future periods, are discussed below:
‐ AASB 9: Financial Instruments and associated Amending Standards (applicable to annual reporting periods
beginning on or after 1 January 2018).
The Standard will be applicable retrospectively (subject to the provisions on hedge accounting outlined below)
and includes revised requirements for the classification and measurement of financial instruments, revised
recognition and derecognition requirements for financial instruments and simplified requirements for hedge
accounting.
The key changes that may affect the Group on initial application include certain simplifications to the
classification of financial assets, simplifications to the accounting of embedded derivatives, upfront accounting
for expected credit loss, and the irrevocable election to recognise gains and losses on investments in equity
instruments that are not held for trading in other comprehensive income. AASB 9 also introduces a new model
for hedge accounting that will allow greater flexibility in the ability to hedge risk, particularly with respect to
hedges of non‐financial items. Should the entity elect to change its hedge policies in line with the new hedge
accounting requirements of the Standard, the application of such accounting would be largely prospective.
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
ABN 96 125 222 924
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
27 Twitter: @ApolloMinerals
APOLLO MINERALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
The directors anticipate that the adoption of AASB 9 will not have a significant impact on the Group’s financial
statements.
‐ AASB 15: Revenue from Contracts with Customers (applicable to annual reporting periods commencing on
or after 1 January 2017).
When effective, this Standard will replace the current accounting requirements applicable to revenue with a
single, principles‐based model. Except for a limited number of exceptions, including leases, the new revenue
model in AASB 15 will apply to all contracts with customers as well as non‐monetary exchanges between
entities in the same line of business to facilitate sales to customers and potential customers.
The core principle of the Standard is that an entity will recognise revenue to depict the transfer of promised
goods or services to customers in an amount that reflects the consideration to which the entity expects to be
entitled in exchange for the goods or services. To achieve this objective, AASB 15 provides the following five‐
step process:
‐
‐
‐
‐
‐
identify the contract(s) with a customer;
identify the performance obligations in the contract(s);
determine the transaction price;
allocate the transaction price to the performance obligations in the contract(s); and
recognise revenue when (or as) the performance obligations are satisfied.
This Standard will require retrospective restatement, as well as enhanced disclosures regarding revenue.
The directors anticipate that the adoption of AASB 15 will not have a significant impact on the Group’s financial
statements.
d.
Income taxes
The income tax expense (revenue) for the year comprises current income tax expense (income) and
deferred tax expense (income). Current income tax expense charged to the profit or loss is the tax payable
on taxable income calculated using applicable income tax rates enacted, or substantially enacted, as at
reporting date. Current tax liabilities (assets) are therefore measured at the amounts expected to be paid
to (recovered from) the relevant taxation authority.
Deferred income tax expense reflects movements in deferred tax asset and deferred tax liability balances
during the year as well unused tax losses. Current and deferred income tax expense (income) is charged
or credited directly to equity instead of the profit or loss when the tax relates to items that are credited or
charged directly to equity. Deferred tax assets and liabilities are ascertained based on temporary
differences arising between the tax bases of assets and liabilities and their carrying amounts in the
financial statements. Deferred tax assets also result where amounts have been fully expensed but future
tax deductions are available. No deferred income tax will be recognised from the initial recognition of an
asset or liability, excluding a business combination, where there is no effect on accounting or taxable
profit or loss.
Deferred tax assets and liabilities are calculated at the tax rates that are expected to apply to the period
when the asset is realised or the liability is settled, based on tax rates enacted or substantively enacted at
reporting date. Their measurement also reflects the manner in which management expects to recover or
settle the carrying amount of the related asset or liability. Deferred tax assets relating to temporary
differences and unused tax losses are recognised only to the extent that it is probable that future taxable
profit will be available against which the benefits of the deferred tax asset can be utilised. Where
temporary differences exist in relation to investments in subsidiaries, branches, associates, and joint
ventures, deferred tax assets and liabilities are not recognised where the timing of the reversal of the
temporary difference can be controlled and it is not probable that the reversal will occur in the
foreseeable future.
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
ABN 96 125 222 924
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
28 Twitter: @ApolloMinerals
APOLLO MINERALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
Current tax assets and liabilities are offset where a legally enforceable right of set‐off exists and it is
intended that net settlement or simultaneous realisation and settlement of the respective asset and
liability will occur. Deferred tax assets and liabilities are offset where a legally enforceable right of set‐off
exists, the deferred tax assets and liabilities relate to income taxes levied by the same taxation authority
on either the same taxable entity or different taxable entities where it is intended that net settlement or
simultaneous realisation and settlement of the respective asset and liability will occur in future periods in
which significant amounts of deferred tax assets or liabilities are expected to be recovered or settled.
e.
Exploration and evaluation costs
Exploration, evaluation and development expenditure incurred is accumulated in respect of each
identifiable area of interest. These costs are only carried forward to the extent that they are expected to
be recouped through the successful development of the area or where activities in the area have not yet
reached a stage that permits reasonable assessment of the existence of economically recoverable
reserves. Accumulated costs in relation to an abandoned area are written off in full against profit in the
year in which the decision to abandon the area is made.
When production commences, the accumulated costs for the relevant area of interest are amortised over
the life of the area according to the rate of depletion of the economically recoverable reserves. 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. Costs of site restoration are provided over the life of the
facility from when exploration commences and are included in the costs of that stage. Site restoration
costs include the dismantling and removal of mining plant, equipment and building structures, waste
removal, and rehabilitation of the site in accordance with clauses of the mining permits. Such costs have
been determined using estimates of future costs, current legal requirements and technology on an
undiscounted basis.
Any changes in the estimates for the costs are accounted on a prospective basis. In determining the costs
of site restoration, there is uncertainty regarding the nature and extent of the restoration due to
community expectations and future legislation. Accordingly the costs have been determined on the basis
that the restoration will be completed within one year of abandoning the site.
f.
Leases
A distinction is made between finance leases which transfer from the lessor to the lessee substantially all
the risks and rewards incident to ownership of the leased asset and operating leases under which the
lessor retains substantially all the risks and rewards.
Where an asset is acquired by means of a finance lease, the fair value of the leased property or the
present value of minimum lease payments, if lower, is established as an asset at the beginning of the
lease term. A corresponding liability is also established and each lease payment is apportioned between
the finance charge and the reduction of the outstanding liability.
Operating lease rental expense is recognised as an expense on a straight line basis over the lease term, or
on a systematic basis more representative of the time pattern of the user's benefit.
g.
Financial instruments
Recognition and initial measurement
Financial assets and financial liabilities are recognised when the entity becomes a party to the contractual
provisions to the instrument. For financial assets, this is equivalent to the date that the company commits
itself to either the purchase or sale of the asset (ie trade date accounting is adopted).
Financial instruments are initially measured at fair value plus transaction costs, except where the
instrument is classified “at fair value through profit or loss”, in which case transaction costs are expensed
to profit or loss immediately.
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
ABN 96 125 222 924
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
29 Twitter: @ApolloMinerals
APOLLO MINERALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
Classification and subsequent measurement
Finance instruments are subsequently measured at fair value, amortised cost using the effective interest
rate method, or cost.
Amortised cost is the amount at which the financial asset or financial liability is measured at initial
recognition less principal repayments and any reduction for impairment, and adjusted for any cumulative
amortisation of the difference between that initial amount and the maturity amount calculated using the
effective interest method.
Fair value is determined based on current bid prices for all quoted investments. Valuation techniques are
applied to determine the fair value for all unlisted securities, including recent arm’s length transactions,
reference to similar instruments and option pricing models.
The effective interest method is used to allocate interest income or interest expense over the relevant
period and is equivalent to the rate that discounts estimated future cash payments or receipts (including
fees, transaction costs and other premiums or discounts) through the expected life (or when this cannot
be reliably predicted, the contractual term) of the financial instrument to the net carrying amount of the
financial asset or financial liability. Revisions to expected future net cash flows will necessitate an
adjustment to the carrying value with a consequential recognition of an income or expense item in profit
or loss.
The Group does not designate any interests in subsidiaries, associates or joint venture entities as being
subject to the requirements of Accounting Standards specifically applicable to financial instruments.
(i) Loans and receivables
Loans and receivables are non‐derivative financial assets with fixed or determinable payments that are not
quoted in an active market and are subsequently measured at amortised cost.
(ii) Financial liabilities
Non‐derivative financial liabilities (excluding financial guarantees) are subsequently measured at amortised
cost.
Impairment
At the end of each reporting period, the Group assesses whether there is objective evidence that a
financial instrument has been impaired. In the case of available‐for‐sale financial instruments, a
prolonged decline in the value of the instrument is considered to determine whether an impairment has
arisen. Impairment losses are recognised in profit or loss. Also, any cumulative decline in fair value
previously recognised in other comprehensive income is reclassified to profit or loss at this point.
h.
Impairment of assets
At each reporting date, the group reviews the carrying values of its tangible and intangible assets to
determine whether there is any indication that those assets have been impaired. If such an indication
exists, the recoverable amount of the asset, being the higher of the asset’s fair value less costs to sell and
value in use, is compared to the asset’s carrying value. Any excess of the asset’s carrying value over its
recoverable amount is expensed to the consolidated statement of comprehensive income. Impairment
testing is performed annually for goodwill and intangible assets with indefinite lives.
Where it is not possible to estimate the recoverable amount of an individual asset, the group estimates
the recoverable amount of the cash‐generating unit to which the asset belongs. In the case of available‐
for‐sale financial instruments, a prolonged decline in the value of the instrument is considered to
determine whether impairment has arisen.
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
ABN 96 125 222 924
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
30 Twitter: @ApolloMinerals
APOLLO MINERALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
i.
Cash and cash equivalents
Cash and cash equivalents include cash on hand, deposits held at call with banks, other short‐term highly
liquid investments with original maturities of 3 months or less, and bank overdrafts. Bank overdrafts are
shown within short‐term borrowings in current liabilities on the consolidated statement of financial
position.
j.
Revenue recognition
Interest revenue is recognised using the effective interest method. It includes the amortisation of any
discount or premium.
k. Borrowing costs
Borrowing costs are recognised as an expense in the period in which they are incurred except borrowing
costs that are directly attributable to the acquisition, construction or production of an asset that
necessarily takes a substantial period to get ready for its intended use or sale. In this case the borrowing
costs are capitalised as part of the cost of such a qualifying asset.
The amount of borrowing costs relating to funds borrowed generally and used for the acquisition of
qualifying assets has been determined by applying a capitalisation rate to the expenditures on those
assets. The capitalisation rate comprises the weighted average of borrowing costs incurred during the
year.
l.
Employee benefits
Short‐term employee benefits
Provision is made for the Group’s obligation for short term employee benefits. Short‐term employee
benefits are benefits (other than termination benefits) that are expected to be settled wholly before
12 months after the end of the annual reporting period in which the employees render the related
service, including wages, salaries and sick leave. Short‐term employee benefits are measured at the
(undiscounted) amounts expected to be paid when the obligation is settled.
The Group’s obligation for short‐term employee benefits such as wages, salary and sick leave are
recognised as part of current trade and other payables in the statement of financial position. The
Group’s obligations for employees’ annual leave and long service leave entitlements are recognised
as provisions in the statement of financial position.
Equity settled compensation
Share‐based payments to employees are measured at the fair value of the instruments issued and
amortised over the vesting periods. Share‐based payments to non‐employees are measured at the fair
value of goods or services received or the fair value of the equity instruments issued, if it is determined
the fair value of the goods or services cannot be reliably measured, and are recorded at the date the
goods or services are received. The corresponding amount is recorded to the option reserve. The fair
value of options is determined using the Black‐Scholes pricing model. The number of shares and options
expected to vest is reviewed and adjusted at the end of each reporting period such that the amount
recognised for services received as consideration for the equity instruments granted is based on the
number of equity instruments that eventually vest.
m. Goods and services tax (GST)
Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST
incurred is not recoverable from the Australian Tax Office. In these circumstances the GST is recognised as
part of the cost of acquisition of the asset or as part of an item of the expense. Receivables and payables
in the consolidated statement of financial position are shown inclusive of GST. Cash flows are presented in
the consolidated statement of cash flows on a gross basis, except for the GST component of investing and
financing activities, which are disclosed as operating cash flows.
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
ABN 96 125 222 924
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
31 Twitter: @ApolloMinerals
APOLLO MINERALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
n. Comparative figures
When required by Accounting Standards, comparative figures have been adjusted to conform to changes
in presentation for the current financial year.
o.
Significant judgements and key assumptions
The directors evaluate estimates and judgements incorporated into the financial report based on
historical knowledge and best available current information. Estimates assume a reasonable expectation
of future events and are based on current trends and economic data, obtained both externally and within
the group.
Key judgements
The Group capitalises expenditure relating to exploration and evaluation where it is considered likely to
be recoverable or where the activities have not reached a stage which permits a reasonable assessment of
the existence of reserves. While there are certain areas of interest from which no reserves have been
extracted, the directors are of the continued belief that such expenditure should not be written off since
feasibility studies in such areas have not yet concluded. Such capitalised expenditure is carried at
reporting date at $7,717,611.
2. REVENUE
Sale of Project
Interest received
Fuel tax rebate
Consolidated Group
2015
$
500,000
45,195
5,822
551,017
2014
$
‐
23,921
2,269
26,190
3. INCOME TAX EXPENSE
(a) No income tax is payable by the parent or consolidated entities as they recorded losses for income tax
purposes for the period.
(b) Reconciliation between income tax expense and prima facie tax on accounting profit (loss)
Accounting loss
Tax at 30%
Tax effect of net non‐deductible expenses (including
share based payment expense and exploration costs
written off)
Deductible exploration costs
Refundable research and development tax offset
Deferred tax asset not recognised
Income tax benefit
Consolidated Group
2015
$
2014
$
(1,191,701)
(357,510)
(14,022,934)
(4,206,880)
170,330
3,777,880
‐
‐
187,180
‐
(458,329)
61,929
887,330
61,929
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
ABN 96 125 222 924
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
32 Twitter: @ApolloMinerals
APOLLO MINERALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
(c) Tax losses
Unused tax losses for which no deferred tax asset has been
recognised
2015
$
2014
$
21,496,225
20,624,321
Potential deferred tax assets attributable to tax losses and exploration expenditure carried forward have not
been brought to account at 30 June 2015 because the directors do not believe it is appropriate to regard
realisation of the deferred tax assets as probable at this point in time. These benefits will only be obtained if:
the company derives future assessable income of a nature and of an amount sufficient to enable the benefit
from the deductions for the loss and exploration expenditure to be realised;
the company continues to comply with conditions for deductibility imposed by law; and
no changes in tax legislation adversely affect the company in realising the benefit from the deductions for
the loss and exploration expenditure.
The applicable tax rate is the national tax rate in Australia for companies, which is 30% at the reporting date.
4. CASH AND CASH EQUIVALENTS
Cash and cash equivalents
5. TRADE AND OTHER RECEIVABLES
CURRENT
Research and development tax offset
Other receivables
GST refund due
Consolidated Group
2015
$
808,308
2014
$
1,239,564
Consolidated Group
2015
$
532,446
174,694
51,525
758,665
2014
$
‐
158,713
129,564
288,277
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
ABN 96 125 222 924
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
33 Twitter: @ApolloMinerals
APOLLO MINERALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
Consolidated Group
2015
$
2014
$
94,738
‐
‐
94,738
(63,246)
(31,492)
‐
(94,738)
‐
94,738
‐
‐
94,738
(51,355)
(11,891)
‐
(63,246)
31,492
6. FIXED ASSETS
Plant and Equipment
At cost
Opening balance
Additions
Disposal
Closing balance
Depreciation
Opening balance
Charge for the year
Disposal
Closing balance
Written down value
7. INTEREST IN SUBSIDIARIES
a.
Information about Principal Subsidiaries
The subsidiaries listed below have share capital consisting solely of ordinary shares which are held directly by
the Group. The proportion of ownership interests held equals the voting rights held by the Group. Each
subsidiary’s principal place of business is also its country of incorporation.
Parent Entity:
Apollo Minerals Limited
Subsidiaries:
Apollo Iron Ore No 1 Pty Limited
Apollo Iron Ore No 2 Pty Limited
Apollo Iron Ore No 3 Pty Limited
Apollo African Holdings Limited²
Apollo Gabon SA¹
Capital Resource Holdings No.1 Limited
Apollo Iron Ore Pty Limited
Southern Exploration Pty Limited
Fraser Range Exploration Pty Limited
Country of
Incorporation
Ownership %
2015
Ownership %
2014
Australia
Australia
Australia
Australia
Hong Kong
Gabon
New Zealand
Australia
Australia
Australia
‐
‐
100
100
82.5
82.5
100
100
100
100
‐
100
100
100
82.5
82.5
100
100
100
‐
¹Subsequent to year end the Group’s interest in this entity decreased to 70%, following a Middle Eastern
Group earning a 30% interest.
²Subsequent to year end the Group acquired the remaining 17.5% of this interest for a cash consideration
of $70,000 plus three share based payments of $60,000 over eighteen months.
b.
Subsidiary financial statements used in the preparation of these consolidated financial statements have also
been prepared as at the same reporting date as the Group’s financial statements.
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
ABN 96 125 222 924
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
34 Twitter: @ApolloMinerals
APOLLO MINERALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
8. EXPLORATION AND EVALUATION EXPENDITURE
Evaluation and exploration expenditure
7,717,611
6,381,641
Consolidated Group
2015
$
2014
$
Reconciliation of carrying amount
Balance at beginning of financial period
Acquisition of Fraser Range project
Acquisition of additional interest in Gabon project
Expenditure in current period
Exploration expenditure written off
Research and development rebate received/receivable
Balance at end of financial period
9. TRADE AND OTHER PAYABLES
CURRENT
Unsecured liabilities:
Trade payables
Sundry payables and accrued expenses
6,381,641
400,000
16,903
1,610,209
(47,500)
(643,642)
7,717,611
16,493,083
‐
500,000
2,075,366
(12,686,808)
‐
6,381,641
Consolidated Group
2015
$
268,943
58,785
327,728
2014
$
1,122,436
74,657
1,197,093
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
ABN 96 125 222 924
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
35 Twitter: @ApolloMinerals
APOLLO MINERALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
10. SHARE CAPITAL
70,155,576 (2014: 493,355,333) fully paid ordinary shares
Consolidated Group
2015
$
35,650,903
2014
$
32,614,135
Ordinary shares participate in dividends and the proceeds on winding up of the parent entity in proportion to
the number of shares held. At shareholders’ meetings each ordinary share is entitled to one vote when a poll is
called, otherwise each shareholder has one vote on a show of hands.
Reconciliation of movements in share capital during the year:
Opening balance
Issue of shares – 1 July 2013
Issue of shares – 15 July 2013
Issue of shares – 23 December 2013
Issue of shares – 25 February 2014
Issue of shares – 28 February 2014
Issue of shares – 7 May 2014
Issue of shares – 7 May 2014
Issue of shares – 7 May 2014
Issue of shares – 25 July 2014
Issue of shares – 13 September 2014
Issue of shares – 6 October 2014
Issue of shares – 26 October 2014
Issue of shares – 29 December 2014
Issue of shares– 15 January 2015
Issue of shares – 17 February 2015
Issue of shares – 17 February 2015
Issue of shares – 17 February 2015
Issue of shares – 17 February 2015
Issue of shares– 18 February 2015
Issue of shares – 19 February 2015
Issue of shares – 24 February 2015
Issue of shares – 25 February 2015
Issue of shares – 31 March 2015
Issue of shares – 31 March 2015
Issue of shares – 31 March 2015
Share consolidation on 1 for 10 basis
on 7 May 2015
Issue of shares – 8 May 2015
Capital raising costs
2015
No. Shares
493,355,333
100,000,000
1,026,944
2,229,561
457,672
2,291,511
6,818,182
2,500,000
2,500,000
25,000,000
2,500,000
500,000
25,000,000
6,250,000
5,000,000
20,000,000
3,000,000
625,000
699,054,203
69,905,576
250,000
‐
70,155,576
2014
No. Shares
324,264,466
1,489,957
303,376
1,214,200
81,818,000
25,000,000
50,000,000
8,465,334
800,000
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
493,355,333
2015
$
32,614,135
2,200,000
29,299
35,673
5,583
36,667
75,000
20,000
20,000
200,000
20,000
5,000
200,000
50,000
40,000
200,000
30,000
6,250
35,787,607
‐
20,000
(156,704)
35,650,903
2014
$
29,744,528
54,681
9,101
42,497
1,227,270
500,000
1,000,000
126,975
12,000
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
32,717,052
‐
‐
(102,917)
32,614,135
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
ABN 96 125 222 924
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
36 Twitter: @ApolloMinerals
APOLLO MINERALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
Consolidated Group
2014
$
2015
$
686,391
471,883
11. RESERVES
Options reserve
Options reserve
Total Options
15,566,674
86,541,667
686,391
471,883
2015
Options
2014
Options
2015
$
2014
$
Opening balance
Issue unlisted options – 31 August 2013
Expiry of unlisted options with exercise date 30
June 2014
Expiry of unlisted options with exercise date 30
June 2014
Issue Director Performance Rights – 23
December 2013
Issue Employee Performance Rights – 23
December 2013, and subsequent grant
Issue unlisted options expiring 28 February
2017, attached to rights issue
Issue unlisted options expiring 28 February
2017
Expiry unlisted options 9 May 2014
Issue of unlisted options expiry date 28
February 2017
Expiry of unlisted options – 31 December 2014
Issue Director Performance Rights
Issue unlisted options expiring 28 February
2018, attached to placement
Expiry of unlisted options
Consolidation on 1 for 10 basis 7 May 2015
Expiry unlisted options 9 May 2015
Issue of unlisted options with expiry date 28
February 2018, directors, employees and
consultants
Issue of unlisted options with expiry date 28
February 2018, attached to placement
Closing balance¹
86,541,667
‐
62,000,000
5,000,000
471,883
‐
1,188,483
112,125
‐
‐
‐
(53,500,000)
(500,000)
‐
‐
(860,315)
(3,074)
7,000,000
32,300
(3,000,000)
8,000,000
23,000
‐
‐
‐
45,541,667
15,000,000
(2,000,000)
10,000,000
(4,000,000)
1,000,000
34,375,000
124,916,667
12,491,674
(200,000)
3,150,000
‐
‐
‐
‐
‐
‐
‐
‐
125,000
15,566,674
‐
86,541,667
‐
‐
‐
171,040
(111,800)
4,700
591,123
(40,600)
135,868
‐
686,391
‐
‐
‐
78,664
(44,000)
‐
‐
‐
‐
‐
‐
‐
‐
471,883
¹Comprised of 14,266,674 options and 800,000 performance rights
The options reserve represents the charge for outstanding options which have met all conditions precedent
to vest, but which have not been exercised.
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
ABN 96 125 222 924
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
37 Twitter: @ApolloMinerals
APOLLO MINERALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
12. FINANCIAL RISK MANAGEMENT
The Board of Directors takes responsibility for managing financial risk exposures of the Group. The Board
monitors the Group’s financial risk management policies and exposures and approves financial transactions. It
also reviews the effectiveness of internal controls relating to commodity price risk, counterparty credit risk,
currency risk, liquidity risk and interest rate risk. The Board meets monthly at which these matters are
reviewed.
The Board’s overall risk management strategy seeks to assist the consolidated group in meeting its financial
targets, while minimising potential adverse effects on financial performance. Its review includes the use of
hedging derivative instruments, credit risk policies and future cash flow requirements.
The Group’s principal financial instruments comprise mainly of deposits with banks and loans to subsidiaries.
The main purpose of the financial instruments is to earn the maximum amount of interest at a low risk to the
Group. The Group also has other financial instruments such as trade debtors and creditors which arise directly
from its operations. For the period under review, it has been the Group’s policy not to trade in financial
instruments.
The Group holds the following financial instruments at the end of the reporting period:
Financial assets
Cash and cash equivalents
Trade and other receivables
Financial liabilities
Trade and other payables
Consolidated
Group
2015
$
808,308
757,665
1,566,973
2014
$
1,239,564
288,277
1,527,841
327,728
1,197,093
The main risks arising from the Group’s financial instruments are market risk, credit risk and liquidity risk. The
board reviews and agrees policies for managing each of these risks and they are summarised below:
a. Market risk
Cash flow and fair value interest rate risk
The Group’s main interest rate risk arises from cash deposits to be applied to exploration and
development areas of interest. It is the Group’s policy to invest cash in short term deposits to minimise
the Group’s exposure to interest rate fluctuations. The Group’s deposits were denominated in
Australian dollars throughout the year. The group did not enter into any interest rate swap contracts
during the year ended 30 June 2015. Neither the group nor the parent has any short or long term debt,
and therefore this risk is minimal.
b. Credit risk
Credit risk refers to the risk that counterparty will default on its contractual obligations resulting in
financial loss to the Group. The Group has adopted the policy of only dealing with credit worthy
counterparties and obtaining sufficient collateral or other security where appropriate, as a means of
mitigating the risk of financial loss from defaults. The cash transactions of the group are limited to high
credit quality financial institutions.
The Group does not have any significant credit risk exposure to any single counterparty or any Group
of counterparties having similar characteristics. The carrying amount of financial assets recorded in
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
ABN 96 125 222 924
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
38 Twitter: @ApolloMinerals
APOLLO MINERALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
the financial statements, net of any provisions for losses, represents the Group’s maximum exposure
to credit risk.
c. Liquidity risk
The Group manages liquidity risk by continuously monitoring forecast and actual cash flows and
matching the maturity profiles of financial assets and liabilities. Surplus funds when available are
generally only invested in high credit quality financial institutions in highly liquid markets.
Financial instrument composition and maturity analysis
The tables below reflect the undiscounted contractual settlement terms for financial instruments of a fixed
period of maturity, as well as management’s expectations of the settlement period for all other financial
instruments. As such, the amounts may not reconcile to the consolidated statement of financial position.
Consolidated Group
Within 1 year
1 to 5 years
Over 5 years
Total
2015
2014
2015
2014
2015
2014
2015
2014
Financial liabilities ‐
due for payment:
Trade and other
payables
Total contractual
outflows
Financial assets –
cash flows realisable
Cash and cash
equivalents
Trade and other
receivables
Total anticipated
inflows
Net
inflow/(outflow) on
financial
instruments
327,728
1,197,093
327,728
1,197,093
808,308
1,239,564
757,665
288,277
1,565,973
1,527,841
1,238,245
(330,748)
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
327,728
1,197,093
327,728
1,197,093
808,308
1,239,564
757,665
288,277
1,565,973
1,527,841
‐
1,238,245
(330,748)
Cash flow sensitivity analysis for variable rate instruments
A change of 100 basis points in interest rates at the reporting date would have increased/(decreased) equity
and profit or loss by the amounts shown below.
Change in profit
Change in equity
Carrying
Value
100bp
increase
100bp
decrease
100bp
increase
100bp
decrease
30 June 2015
Cash and cash equivalents ‐ Consolidated
$
808,308
$
8,083
$
(8,083)
$
8,083
$
(8,083)
30 June 2014
Cash and cash equivalents ‐ Consolidated
1,239,564
12,395
(12,395)
12,395
(12,395)
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
ABN 96 125 222 924
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
39 Twitter: @ApolloMinerals
APOLLO MINERALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
Maturity of financial assets and liabilities
The note below summarises the maturity of the group’s and the parent’s financial assets and liabilities as per
the director’s expectations. The amounts disclosed are the contractual undiscounted cash flows. There are no
derivatives.
Consolidated Group
< 6 months
30 June 2015
Trade and other receivables
Trade and other payables
$
757,365
327,728
Consolidated Group
< 6 months
30 June 2014
Trade and other receivables
Trade and other payables
$
288,277
1,197,093
6 – 12
months
$
6 – 12
months
$
‐
‐
‐
‐
1‐ 5 years
>5 years
Total
$
$
‐
‐
1‐ 5 years
>5 years
$
$
‐
‐
$
757,365
327,728
Total
$
288,277
1,197,093
‐
‐
‐
‐
Fair value of financial assets and financial liabilities
There is no difference between the fair values and the carrying amounts of the Group’s financial instruments.
The Group has no unrecognised financial instruments at balance date.
13. COMMITMENTS FOR EXPENDITURE
The consolidated group currently has commitments for expenditure at 30 June 2015 on its exploration
tenements as follows:
Not later than 12 months
Between 12 months and 5 years
Greater than 5 years
Consolidated
Group
2015
$
2,499,042
1,112,083
‐
3,611,125
Consolidated
Group
2014
$
2,641,560
1,589,633
‐
4,231,193
The Group reviews its tenement obligations on an ongoing basis and will continue to hold existing tenements
based on their prospectivity.
The above commitments include farm‐in agreements with Marmota Energy (Aurora Tank Project) where the
company is earning a 75% interest and the Mincor (Eaglehawk Project) where the company is earning a 75%
interest.
In an agreement entered into with a Middle Eastern group during the year, the group has the right to earn a
50.1% interest in the Gabon, Kango North Project by spending US$3 million over the next 3 years. Subsequent
to year end the group earned a 30% interest on commencement of the initial exploration programme to spend
US$750,000.
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
ABN 96 125 222 924
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
40 Twitter: @ApolloMinerals
APOLLO MINERALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
The Group has terminated all agreements for consultancy including the provision of office, geological and
service personnel. The group has a rental commitment on an office lease as follows:
Not later than 12 months
Between 12 months and 5 years
Greater than 5 years
Consolidated
Consolidated
Group
2015
$
85,585
173,170
‐
258,755
Group
2014
$
150,000
450,000
‐
600,000
14. CONTINGENT LIABILITIES AND CONTINGENT ASSETS
There are no contingent liabilities or assets in existence at balance sheet date.
15. RELATED PARTY DISCLOSURES
Refer to the Remuneration Report contained in the Directors Report for details of the remuneration paid or
payable to each member of the Group’s key management personnel for the year ended 30 June 2015. Other
than the Directors, Chief Executive Officer and General Manager Exploration, the Company had no key
management personnel for the financial period ended 30 June 2015.
The total remuneration paid to key management personnel of the company and the group during the year are
as follows:
Short term employee benefits
Superannuation
Share based payments
Options granted
Related party transactions
Expenses
Mining Management Consultants¹
Wirrida Holdings Pty Limited²
Totals
Consolidated Group
2015
$
560,273
38,464
56,250
72,524
727,511
2014
$
552,294
37,506
36,666
‐
626,466
Consolidated
Group
2015
$
Consolidated
Group
2014
$
57,500
‐
‐
715,366
57,500
715,366
¹
²
Fees paid to a director, Mr Richard Shemesian’s consulting company. The consulting firm is paid a consulting fee at a daily rate of
$1,250 per day. In addition Mr Shemesian was paid directors fees of $60,000 in 2014 and 2015 as outlined in the remuneration
report.
Wirrida Holdings Pty Limited is a subsidiary of HPX Australia Holdings Pty Ltd, a joint venture partner on the Commonwealth Hill
project. Mr Eric Finlayson a director of Apollo is a director of Wirrida Holdings Pty Ltd. This amount was paid to Wirrida Holdings Pty
Ltd for exploration work in the ordinary course of business.
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
ABN 96 125 222 924
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
41 Twitter: @ApolloMinerals
APOLLO MINERALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
16. SEGMENT INFORMATION
The group’s operations are in one business segment being the resources sector. The group operates in
Australia and Gabon. All subsidiaries in the group operate within the same segment.
Segment Revenue
External segment revenue
Segment expenses from continuing operating activities
(Loss) before income tax
Income tax benefit
(Loss) after income tax
Assets
Segment Assets
Total assets
Liabilities
Segment Liabilities
Total Liabilities
An analysis of segment assets is as follows:
Assets
Exploration assets
Commonwealth Hill, South Australia
Fraser Range, Western Australia
Gabon
Total exploration assets
Unallocated
Consolidated Group
2015
$
2014
$
551,017
(1,742,718)
(1,191,701)
‐
(1,191,701)
26,190
(14,111,053)
(14,084,863)
61,929
(14,022,934)
9,283,584
9,283,584
7,940,974
7,940,974
327,728
327,728
1,197,093
1,197,093
5,649,781
492,239
1,575,591
7,717,611
1,565,973
9,283,584
5,080,916
‐
1,300,725
6,381,641
1,559,333
7,940,974
No segment information is provided for Gabon in relation to revenue, profit or loss and liabilities as these are
considered immaterial.
17. EARNINGS PER SHARE
Reconciliation of earnings per share
Basic and diluted earnings per share
Consolidated Group
2015
Cents¹
2014
Cents
(1.91)
(3.77)
Loss used in the calculation of the basic earnings per share
(1,191,701)
(14,022,934)
Weighted average number of ordinary shares:
Used in calculating basic earnings per ordinary share
Dilutive potential ordinary shares
Used in calculating diluted earnings per share
The 2015 figures are post a 1 for 10 share consolidation.
No. of shares¹
No. of shares
62,463,120
‐
62,463,120
371,855,902
‐
371,855,902
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
ABN 96 125 222 924
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
42 Twitter: @ApolloMinerals
APOLLO MINERALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
18. AUDITORS REMUNERATION
Auditor of parent entity
Audit or review of financial reports
Non‐audit services
19. SHARE BASED PAYMENTS
Consolidated Group
2015
$
26,600
3,000
26,600
2014
$
32,600
‐
32,060
Goods or services received or acquired in a share‐based payment transaction are recognised as an increase in
equity if the goods or services were received in an equity‐settled share‐based payment transaction or as a
liability if the goods and services were acquired in a cash settled share‐based payment transaction.
For equity‐settled share‐based transactions, goods or services received are measured directly at the fair value
of the goods or services received provided this can be estimated reliably. If a reliable estimate cannot be made
the value of the goods or services is determined indirectly by reference to the fair value of the equity
instrument granted.
Transactions with employees and others providing similar services are measured by reference to the fair value
at grant date of the equity instrument granted.
The options hold no voting or dividend rights and are unlisted. Details of the options issued to key
management personnel are included in the Directors’ report. No new shares were issued in the period to key
management personnel/directors. Total share based payment expense relates to shares issued in prior period
but vesting in the current period or relates to shares yet to be issued.
Expenses arising from share‐based payment transactions
Total expenses arising from share‐based payment transactions recognised during the year:
Employee benefits expense
Options issued
Performance rights accrual
Shares in lieu of cash payments
Total employee benefits expense
Options issued to advisors
Shares issued to advisors in lieu of cash payments
Total share based payments
Consolidated Group
2014
2015
$
$
124,007
60,000
56,250
240,257
219,670
5,000
464,927
‐
‐
36,664
36,664
190,789
75,782
303,235
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
ABN 96 125 222 924
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
43 Twitter: @ApolloMinerals
APOLLO MINERALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
Options granted to Key Management Personnel:
Balance
at start
of year
Number
granted/(ex
pired)
during year
Options
outstanding
at 30 June
2015
Fair value
of options
granted
during the
year
Number
vested at
30 June
2015
Exercise
Price
Expiry date
Grant date
Option
class
Pre share
Consolidation
1/12/11
Series 1
3,000,000
(3,000,000)
1/12/11
Series 3
1,000,000
(1,000,000)
Post share
Consolidation
1/12/11
Series 2
200,000
(200,000)
‐
‐
‐
‐
‐
‐
12/5/2015
Series 9¹
‐
2,875,000
2,875,000
124,007
‐
‐
‐
‐
8 cents
31/12/14
12 cents
31/12/14
$1.50
9/5/15
13 cents
28/2/18
¹Post share consolidation on a 1 for 10 basis on 7 May 2015
Details of the options issued to key management personnel are included in the Directors’ report.
Options granted to Other Parties:
Grant date
Option
class
Balance at
start of
year
Number
granted/
(expired)
during year
Options
outstanding
at 30 June
2015
Post share Consolidation
Fair
value of
options
granted
during
the year
Number
vested at
30 June
2015
Exercise
Price
Expiry date
19/7/10
Series 7
500,000
7/5/14
Series 8
1,500,000
‐
‐
500,000
1,500,000
‐
‐
500 ,000
$2.50
19/7/15
1,500,000
30 cents
28/2/17
2/7/14
Series 10
12/5/15
Series 11¹
‐
‐
1,000,000
1,000,000
171,040
1,000,000
30 cents
28/2/17
275,000
275,000
11,861
‐
13 cents
28/2/18
Basis of valuation
The Black & Scholes methodology has been used to ascertain fair value, together with the following
assumptions for the options issued:
Expected volatility
(%)
Risk‐free interest
free (%)
Expected life of
option (years)
Exercise price
($)
Grant date share
price¹
Fair value at grant
date¹
Series 7
Series 8
Series 9 & 11
Series 10
70%
5.5%
5.0
80%
3.44%
2.8
77%
2.6%
2.8
260%
2.6%
2.7
$2.50
30 cents
13 cents
30 cents
$1.10
15 cents
10 cents
15 cents
$240,819
$78,664
$135,868
$171,040
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
ABN 96 125 222 924
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
44 Twitter: @ApolloMinerals
APOLLO MINERALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
¹Post share consolidation on a 1 for 10 basis on 7 May 2015
The following table illustrates the number (No.) and weighted average exercise prices of and movements in share
options issued during the year:
No.
2015
Weighted average
exercise price
No.
2014
Weighted average
Exercise price
Outstanding at the beginning of the year
26,000,000
9 cents
60,000,000
7 cents
Adjusted for 1 for 10 share consolidation
on 7 May 2015
Granted during the year
Exercised during the year
Expired/cancelled during the year
Outstanding at the end of the year
Exercisable at the end of the year
2,600,000
90 cents
‐
‐
4,150,000
17.1 cents
15,000,000
3 cents
‐
(600,000)
6,150,000
3,000,000
‐
‐
$1.10
(49,000,000)
39 cents
39 cents
26,000,000
26,000,000
‐
5 cents
9 cents
9 cents
The share options outstanding at the end of the year had a weighted average exercise price of $0.39 (2014:
$0.09) and weighted average remaining contractual life of 2.77 years (2014:1.97 years).
The weighted average fair value of options granted during the year was $358,390 (2014: $190,789).
Other information
No options have been exercised to 30 June 2015 and 30 June 2014.
20. CASH FLOW INFORMATION
Reconciliation of net cash used in operating activities with loss after income tax
Consolidated Group
2014
$
2015
$
Loss after income tax
(1,191,701)
(14,022,934)
Non‐cash flows in profit:
Write off exploration expenditure
Depreciation
Share based payments
Changes in assets and liabilities during the financial
period:
(Increase) in trade and other receivables
Increase/(decrease) in trade and other payables
Net cash outflow from operating activities
‐
‐
464,927
12,586,808
11,892
266,571
(469,381)
(149,115)
(1,345,270)
(40,793)
42,928
(1,155,528)
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
ABN 96 125 222 924
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
45 Twitter: @ApolloMinerals
APOLLO MINERALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
21. PARENT ENTITY DISCLOSURES
(a) Financial position
Current Assets
Cash and cash equivalents
Trade and other receivables
Total Current Assets
Non‐current Assets
Fixed assets
Financial assets
Trade and other receivables
Total Non‐current assets
Total Assets
Current Liabilities
Trade and other payables
Total Current Liabilities
TOTAL LIABILITIES
NET ASSETS
EQUITY
Share Capital
Reserves
Accumulated losses
TOTAL EQUITY
(b) Reserves
Options reserve
(c) Financial performance
Loss for the year
Other comprehensive income
Total comprehensive income
(d) Commitments
All Exploration commitments are held by subsidiary companies.
Administration commitments
Not later than 12 months
Between 12 months and 5 years
2015
$
2014
$
808,217
757,365
1,565,582
‐
916,904
6,688,728
7,605,732
1,239,471
251,184
1,490,655
31,492
500,102
5,811,967
6,343,561
9,171,314
7,834,216
327,728
327,728
327,728
8,843,586
1,197,093
1,197,093
1,197,093
6,637,123
35,650,902
686,391
(27,493,707)
32,614,135
471,883
(26,448,895)
8,843,586
6,637,123
686,391
686,391
471,883
471,883
(1,197,212)
‐
(1,197,212)
(14,214,749)
‐
(14,214,749)
85,585
173,170
258,755
150,000
450,000
600,000
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
ABN 96 125 222 924
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
46 Twitter: @ApolloMinerals
APOLLO MINERALS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
22. SIGNIFICANT AFTER BALANCE DATE EVENTS
On 14 August 2015 the Company finalised an earn‐in joint venture with a diversified Middle Eastern group, to
sole fund exploration at the Kango North Iron project, Gabon. Under the terms of the agreement the group will
earn a 50.1% interest after spending US $3 million. The group has earned a 30% interest after commencing an
initial exploration programme to spend US $750,000.
Apollo has also entered into an agreement to acquire the remaining 17.5% free carried interest in the project,
bringing its current interest to 70%.
There are currently no matters or circumstances that have arisen since the end of the financial year that have
significantly affected or may significantly affect the operations of the consolidated entity, the results of those
operations, or the state of affairs of the consolidated entity in future financial years.
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
ABN 96 125 222 924
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
47 Twitter: @ApolloMinerals
APOLLO MINERALS LIMITED
DIRECTORS DECLARATION
The directors of the Company declare that:
1.
the financial statements and notes, as set out on pages 22 to 47, are in accordance with the
Corporations Act 2001 and:
a. comply with Accounting Standards which, as stated in accounting policy Note 1 to the financial
statements, constitutes explicit and unreserved compliance with International Financial
Reporting Standards (IFRS); and
b. give a true and fair view of the financial position as at 30 June 2015 and of the performance for
the period ended on that date of the Company and consolidated group;
in the directors’ opinion there are reasonable grounds to believe that the Company will be able to pay
its debts as and when they become due and payable.
the directors have been given the declarations required by s295A of the Corporations Act 2001 from the
Chief Executive Officer and Chief Financial Officer.
2.
3.
This declaration is made in accordance with a resolution of the Board of Directors.
Richard Shemesian
Chairman
Sydney, 23 September 2015
Apollo Minerals Ltd
Level 15, 1 Alfred St, SYDNEY, NSW, 2000
www.apollominerals.com.au
ABN 96 125 222 924
Australian Stock Exchange Code: AON
Börse Frankfurt Code: A0M5PT, Symbol: 4AP
Börse Berlin Code: A0M5PT, Symbol: 4AP
48 Twitter: @ApolloMinerals
HALL CHADWICK FAII (NSW)
Chartered Accountants and Business Advisers
APOLLO MINERALS LIMITED
ABN 96 125 222 924
AND ITS CONTROLLED ENTITIES
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF
APOLLO MINERALS LIMITED
Report on the Financial Report
We have audited the accompanying financial report of Apollo Minerals Limited which
comprises the consolidated statement of financial position as at 30 June 2015, 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, notes comprising a summary of significant accounting policies and other
explanatory information and the directors' declaration of the consolidated entity comprising
the company and the entities it controlled at the year's end or from time to time during the
financial year.
Directors' Responsibility 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 is free from material misstatement,
whether due to fraud or error. In Note 1, the directors also state, in accordance with
Accounting Standard AASB 101: Presentation of Financial Statements that the financial
statements comply with International Financial Reporting Standards (IFRS).
Auditor's Responsibility
Our responsibility is to express an opinion on the financial report based on our audit. We
conducted our audit in accordance with Australian Auditing Standards. Those standards
require that we comply with relevant ethical requirements relating to audit engagements and
plan and perform the audit to obtain reasonable assurance whether the financial report is
free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and
disclosures in the financial report. The procedures selected depend on the auditor's
judgment, including the assessment of the risks of material misstatement of the financial
report, whether due to fraud or error. In making those risk assessments, the auditor
considers internal control relevant to the company's preparation of the financial report in
order to design audit procedures that are appropriate in the circumstances, but not for the
purpose of expressing an opinion on the effectiveness of the entity's internal control. An audit
also includes evaluating the appropriateness of accounting policies used and the
reasonableness of accounting estimates made by the directors, as well as evaluating the
overall presentation of the financial report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide
a basis for our audit opinion.
Independence
In conducting our audit, we have complied with the independence requirements of the
Corporations Act 2001.
SYDNEY
Level 40
2 Park Street
Sydney NSW 2000
Australia
GPO Box 3555
Sydney NSW 2001
Ph: (612) 9263 2600
Fx : (612) 9263 2800
A member of AGN
international Ltd, a
worldwide association
of separate and
independent
accounting
and consulting firms
SYDNEY • NEWCASTLE • PARRAMATTA • PENRITH • MELBOURNE • PERTH • BRISBANE • 'GOLD COAST • DARWIN
C1,-er,-4,rt-1c 9 csedcl
www.hallchadwick.com.au
HALL CHADWICK a (NSW)
APOLLO MINERALS LIMITED
ABN 96 125 222 924
AND ITS CONTROLLED ENTITIES
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF
APOLLO MINERALS LIMITED
Auditor's Opinion
In our opinion:
a. the financial report of Apollo Minerals Limited is in accordance with the Corporations Act
2001, including:
i.
ii.
giving a true and fair view of the consolidated entity's financial position as at 30
June 2015 and of its performance for the year ended on that date; and
complying with Australian Accounting Standards and the Corporations Act 2001;
and
b. the financial report also complies with International Financial Reporting Standards as
disclosed in Note 1.
Emphasis of Matter
Without modifying our opinion, we draw attention to Note 1(b) in the financial report, which
indicates that the company incurred a net loss of $1,191,701 and had net cash outflows from
operating activities of $1,345,570 during the year ended 30 June 2015. These conditions,
along with other matters as set forth in Note 1(b) indicate the existence of a material
uncertainty that may cast significant doubt about the company's ability to continue as a going
concern and therefore, the company may be unable to realise its assets and discharge its
liabilities in the normal course of business and at the amount stated in the financial report.
Report on the Remuneration Report
We have audited the remuneration report included in pages 15 to 18 of the directors' report
for the year ended 30 June 2015. 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.
Auditor's Opinion
In our opinion the remuneration report of Artemis Resources Limited for the year ended 30
June 2015 complies with Section 300A of the Corporations Act 2001.
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