Astron Limited
Astron Corporation Limited
Annual
24
20
Report
Astron 2024 Annual Report
Cautionary Statement
Certain sections of this report contain forward looking statements that are subject to risk factors
associated with, among others, the economic and business circumstances occurring from time to time
in the countries and sectors in which the Astron Corporation Limited and its controlled subsidiaries
(‘Astron Group’ or ‘Astron’) operates. It is believed that the expectations reflected in these statements are
reasonable, but they may be affected by a wide range of variables which could cause results to differ
materially from those currently.
Forward Looking Statements
This document may include “forward looking statements” within the meaning of securities laws of
applicable jurisdictions. Forward looking statements can generally be identified by the use of the words
“anticipate”, “believe”, “expect”, “project”, “forecast”, “estimate”, “likely”, “intend”, “should”, “could”, “may”,
“target”, “plan”, “guidance” and other similar expressions. Indications of, and guidance on, future earning
or dividends and financial position and performance are also forward-looking statements.
Such forward-looking statements are not guarantees of future performance and involve known and
unknown risks, uncertainties and other factors, many of which are beyond the control of Astron and its
related bodies corporate, together with their respective directors, officers, employees, agents or advisers,
that may cause actual results to differ materially from those expressed or implied in such statement.
Actual results, performance or achievements may vary materially from any forward-looking statements
and the assumptions on which those statements are based.
Readers are cautioned not to place undue reliance on forward looking statements and Astron assumes
no obligation to update such information. Specific regard should be given to the risk factors outlined
in this report (amongst other things). This report is not, and does not constitute, an offer to sell or
the solicitation, invitation or recommendation to purchase any securities and neither this report nor
anything contained in it forms the basis of any contract or commitment.
Corporate Governance Statement
Astron Corporation Limited’s Corporate Governance Statement for 2024 can be found on Astron’s
website at: www.astronlimited.com.au
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3
TABLE OF CONTENTS
Products Overview
4
2024 Year in Review
5
From the Chairman
6
From the Managing Director
9
Astron History
12
Board and Management
14
Company FY2024 Operating Performance
16
The Donald Project
18
Donald Rare Earth & Mineral Sands Project
20
Products Overview
26
Other Activities
28
Environmental Social Governance Report
30
Ore Reserves & Mineral Resources Statement
32
Annual Financial Statements
36
Additional information for Listed Public Companies
111
Glossary of Abbreviations and Defined Terms
114
Corporate Directory
115
Astron 2024 Annual Report
4
PRODUCTS OVERVIEW
Mineral Sands – Used in Every-day Household Applications
Zircon minerals are zirconium silicates (ZrSiO4). They are widely used in
the manufacture of ceramics, such as tiles and sanitaryware; refractories
and other coatings with casting & foundry applications; special coatings
for glass and marine equipment; as well as in a range of other speciality
applications.
Cutting-edge technology for solid state batteries, which will enable the
use of long-range electric vehicles, is expected to use zirconium and
lithium metal alloys.
Titanium is predominately used in the paint and pigment industry,
titanium-based paint is safe and non-hazardous; titanium metal is used in
aerospace and healthcare.
Rare Earths – Critical for the Energy Transition
Rare earths, comprising of the lanthanide series and scandium and
yttrium, are a group of chemically similar metallic elements. Rare earths
have wide-ranging applications in energy transition, most notably in
permanent magnets which are used in electric vehicles, or wind power
generation.
Rare earths are also used in consumer electronics and strategic defence
industries. The demand for rare earths is forecast to increase exponentially,
most notably for the magnet elements of Neodymium, Praseodymium,
Terbium, Dysprosium, which are found in monazite and xenotime minerals.
Astron’s Donald Project holds the world’s fourth largest, rare-earth resource.
Astron places the utmost importance on rehabilitating the land it mines,
and recognises rehabilitated land as one of its core products. Mineral sands
mining involves the progressive rehabilitation of excavated land back to
its original land use, whether it be pastoral, cropping or native vegetation.
Through detailed planning and test-work (Astron has excavated and
rehabilitated test pits, which now host productive agricultural crops), and
adherence to stringent protocols for the restoration of areas excavated.
Astron is confident that it can reinstate the soil to a condition that closely
resembles its original state.
Rehabilitated Land
Zr
Ti
5
2024 YEAR IN REVIEW
$183m
JV
U$17.5M
51%
EQUITY INVESTMENT
SECURED FOR DONALD
PROJECT PHASE 1
SHARES IN ENERGY FUELS
TO BE RECEIVED OVER 2
TRANCHES
OFF-TAKE
100% REEC OFFTAKE
FOR PHASES 1 & 2 SECURED
FID
ADVANCING TOWARD
FID Q1 2025
TARGETED FULL-SCALE
PRODUCTION BY 2027
ASTRON
APPOINTED JV MANAGER
ASTRON RETAINS 51%
ENERGY FUELS EARNS
UP TO 49%
The Donald Project
Joint Venture
Astron 2024 Annual Report
6
FROM THE CHAIRMAN
These
achievements
are
only possible through the
commitment and hard work
of the Company’s growing
team of professionals, and the
support of its shareholders
and the members of the
communities
in
which
it
operates.
With the ability to produce both valuable heavy minerals
and rare earths, and its potentially greater than 50-year
life, the Donald Project will be strongly represented in
two diverse and largely independent market sectors.
This provides greater protection against adverse market
demand and price cycles than is available to single
sector minerals operations.
Furthermore, with its suite of light (neodymium and
praseodymium) and heavy (terbium and dysprosium)
rare earth elements, the project can support both
the high volume and the high price segments of the
rare earths market. These attributes place the Donald
project in a unique position to grow value for Astron’s
shareholders.
Foremost among Astron’s achievements during the
year is the execution of a joint venture agreement with
the US critical minerals company, Energy Fuels Inc. The
agreement, whereby Energy Fuels can earn up to a 49%
interest in the joint venture, is described more fully in
this Annual Report. It provides for Energy Fuels to fund
$183 million of project development cost which is a
substantial component of the total funding requirement
for the first phase of the Donald Project.
In accordance with the agreement Energy Fuels
issued US$3.5 million of its stock to Astron when the
conditions precedent to the joint venture were satisfied
in September 2024, and a further US$14 million will be
issued when the final investment decision to proceed
with project development is made by the joint venture
partners.
Prior to the satisfaction of all conditions precedent
to the joint venture agreement, Energy Fuels funded
project expenditure by way of an interest-free loan
which was then converted to joint venture equity. The
final investment decision is expected in the first quarter
of CY2025.
The Donald Project joint venture agreement also
provides for Energy Fuels to purchase 100% of the
project’s rare earths product for processing at its plant in
Utah. Importantly, this will establish a rare earths value
chain between Australia and the United States which
is aligned with the Australian Government’s Critical
Minerals Strategy.
Under the agreement, Astron has the option to purchase
up to 100% of the projects’ heavy minerals product (a
concentrate containing zircon and titanium dioxide
minerals) for further processing at its mineral separation
plant in Yingkou, China or sale to third parties.
Other notable achievements during the year include
the submission, towards the end of CY2023, of the
draft Donald Project Work Plan to the Earth Resources
Regulator within the Victorian Government Department
of Energy, Environment and Climate Action. The
Victorian Government approval of the Work Plan is the
final major regulatory approval required for the project
to proceed to construction.
The Work Plan describes the nature and scale of the
proposed mining activities, identifies and assesses all
risks which the works may pose to the environment
and to the public, details the nature of community
engagement, and includes a risk management plan for
the purpose of eliminating or minimising identified risks
and monitoring performance. At the time of writing,
Astron understands that the Work Plan approvals
process is well-advanced with approval expected prior
to the end of CY2024.
In February 2024, the Company announced the
execution of an Early Contractor Involvement (ECI)
agreement, for the first phase of the Donald Project,
with Sedgman Pty Ltd, a leading Australian engineering
and construction firm with extensive experience in
mineral processing solutions.
Dear Shareholder
Astron’s achievements in the financial year to 30 June 2024 have propelled the Donald
Rare Earths and Mineral Sands Project to a leading position globally among projects
which are targeting the looming supply shortfalls in the valuable zircon and titanium
feedstock markets, as well as those planning to meet the increasing demand for rare
earths from western world supply chains.
7
The ECI phase of the project is a vital step towards
finalisation of the full project delivery contract for
the processing plant and associated infrastructure. It
involves the optimisation of the technical solution,
the execution strategy, and other relevant services to
progress the development of the project. The ECI will
be followed by detailed design for the processing plant.
Work under the ECI agreement is continuing into the
second half of CY2024.
Subsequent to the 2024 financial year-end, the
Company announced the conversion to equity of
convertible notes with a face value of $6 million and a
corresponding reduction in the Company’s borrowings.
The Convertible notes had been issued to Collins
Street Asset Management (CSAM) which has been a
long-term supporter of the company and its business
strategy. The conversion of the notes resulted in
CSAM becoming a substantial shareholder of Astron
Corporation Limited, with an interest of 6.3% in the
issued capital of the Company.
Astron’s Chinese operations were hampered by the
shortage of suitable feedstocks throughout the year.
However, successful testing of feedstocks from third
parties, and subsequent discussions about long term
processing arrangements, have the potential to support
higher plant utilisation in the future.
Furthermore, evaluation of options to process part or all
of the Donald Project heavy minerals concentrate at the
Yingkou mineral separation plant, are continuing.
In other areas of the business, the Company has
commenced negotiations with the Government of
Senegal with a view to reinstatement of its Senegalese
Mining Licence which the Company believes was
invalidly withdrawn towards the end of CY2023.
The Company is optimistic about achieving a
positive outcome.
I wish to express my gratitude to my fellow board
members who have made a significant contribution in
terms of time, expertise and advice to the company’s
progress through the year. In particular, I note the
contribution of Madam Kang Rong who stepped down
from an executive director role, with responsibility for
the Company’s Chinese operations, to become a non-
executive director. The Company has benefited greatly
from Mdm Rong’s capabilities and contributions over
nearly 30 years.
In conclusion, I wish to thank all employees for their
unstinting contribution to the Company’s progress
through the Financial Year and subsequently; it
reflects their commitment, hard work, capability and
collaborative approach.
In addition, I thank our corporate, financial and technical
advisers who we also regard as key members of the
team. The board values every member of the Astron
team.
George Lloyd
Chairman
Astron 2024 Annual Report
‘‘
WITH THIS JOINT VENTURE, EQUITY
FUNDING AND OFFTAKE ARE SECURED.
ASTRON WILL NOW FOCUS ON
SECURING THE PROJECT DEBT
FUNDING AND DELIVERING THE
FINAL INVESTMENT DECISION (FID).’’
Astron Chairman George Lloyd (L), with Ibrahima Diaw (R)
at Astron’s Mineral Separation Plant in Yingkou Aug 2024.
8
9
In FY24, the Company under-
took another significant step in
its development journey. Most
notably, in June, the company
announced
the
execution
of a binding Joint Venture
agreement with Energy Fuels
Inc.,
a
United
States-based
and New York Stock Exchange
listed critical minerals company,
to develop the Donald Rare Earths and Mineral Sands
Project and establish an independent rare earths supply
value chain linking Australian minerals with U.S.-based
processing facilities.
The Joint Venture will see Energy Fuels provide an equity
investment of A$183m, as well as issue to Astron Energy
Fuels common shares to the value of US$17.5m in two
tranches. The investment in the Joint Venture is expected
to satisfy most of the equity capital for the construction of
the first phase of the Donald Project.
Energy Fuels is an ideal partner for Astron to bring the
Donald Project to life. The companies have strongly
complementary interests with Energy Fuels bringing
technical excellence and knowledge as one of 3
companies in the Western world capable of producing
rare earth oxides. Under the arrangement, Astron, with
its long 35-year history in the mineral sands industry, will
continue to focus on the zircon and titanium feedstocks
and downstream markets while benefiting from the
expansion of the global rare earths market.
Donald Project
With Joint Venture, funding and rare earths offtake
secured, Astron will now focus on securing the project
debt funding and delivering the Final Investment Decision
(FID) for development to commence. To that end, a
number of milestones were reached to facilitate an FID as
early as the first quarter of FY25, these include:
• the submission of the Work Plan to the Victorian Earth
Resources Regulator in October 2023 and on-going
engagement;
• the appointment of Sedgman Pty Ltd as leading
engineers to deliver the early contractor involvement
package for the processing plant;
• the competitive tender and short-listing of key contract
packages including earthworks, mining, transport and
logistics; and
• the delivery of a detailed project execution plan and an
operational readiness plan.
The Donald Project is a long-life Tier 1 mining asset, comprising a world class reserve
of rare earths, zircon and titanium minerals with the potential to generate significant
value through low-risk conventional mining and heavy mineral processing operations.
FROM THE MANAGING DIRECTOR
Market Outlook – Medium Term
The outlook for Mineral Sands products remains positive
for the medium term as global demand for Zircon and
Titanium Dioxide products remains stable and the existing
sources of production continue to deplete. The traditional
mainstays of zircon supply, notably those in Australia, are
expected to deplete within the next 3-5 years.
The demand for rare earths in existing and emerging
technology applications, as well as for energy transition,
continues to increase against a backdrop where the
Western world governments seek to secure an ex-China
supply chain for these critical elements. Donald’s proposed
scale and development timing are crucial not only to
meeting the supply requirements for the zircon industry
but also to supply rare earths for the energy transition.
China
FY2024 was a challenging year for Astron’s Chinese
operations. Overcapacity in the Chinese mineral separation
market, which will be be to the Donald Project’s benefit,
has proven to be a short-term detriment to operations at
Yingkou.
During the financial year, heavy mineral concentrate prices
remained high despite declining prices for the mineral
sands products of ilmenite, rutile and zircon. Operating
margins for mineral separation plants decreased across
China, with many opting to produce at a loss to secure
consistent feedstock supplies.
Under this market background, the Company carried out
a number of significant changes to its Yingkou operations,
these included:
• a strategic review of management and operations
personnel;
• a review of the carrying value of assets; and
• the sale of non-core assets, including the return of land
held in Bayuquan, China to the Liaoning government
for RMB7.5 million which was received in H2 FY24.
Yingkou MSP June 2024
Astron 2024 Annual Report
10
FROM THE MANAGING DIRECTOR
Despite the operations in China contributing to a gross
loss of $2.7 million for the year, the second half of the
financial year saw improvements in operating efficiency
and performance.
Post the financial year, the Company undertook a
production trial of a new feedstock, which yielded positive
results. This is expected to lead to a longer-term contract
that will contribute towards turning the operations around
in the coming financial year.
Senegal
In late 2023, prior to the election that saw the removal
of the incumbent president, the government of Senegal
issued an order purporting to withdraw the mining license
granted to Senegal Mineral Resources SA (SMR), Astron’s
operating subsidiary.
Astron is of the view that the order is illegal and did not
follow the necessary procedures as set out in the Mining
Code of Senegal. Post the election, the Company is in
discussions with the new government and is optimistic
about achieving a positive outcome.
Gambia
As outlined in previous years, the republic of Gambia owes
approximately A$32 million to Astron by way of damages
awarded by an International Centre for Settlement of
Investment Disputes (ICSID) determination. This was a
result of an illegal seizure of Astron’s mining operation in
the country.
While the recovery of the award is slow, the company
remains determined to recover the award and will
continue to pursue recovery with the help of its litigation
funder.
Personnel Appointments / Changes
As Astron continues to evolve, the company has added
depth to its operational and project teams. Notable
appointments include Grant Huggins, as General Manager
of Operations, and Bruno Putrino, as Financial Controller.
Both, highly qualified, will bring decades of relevant
mineral sands experience and make a significant
contribution to the Astron team. In addition, the Company
has appointed BG&E Resources Pty Ltd, as a dedicated
project management office which will assist the Donald
Project through the upcoming development phase.
“The Bourew women’s section of Fongny Diabang Kounda supports the SMR company for the development of the mineral resources of
Casamance. We ask the state and new government to support Senegal Mineral Resources for all resource exploitation.”
11
Integration
With Covid-19 in the rear-view mirror, the Company can
once again leverage its global networks to achieve better
outcomes. I wish to express my gratitude to members of
our team and our contractors across the globe for their
hard work over the previous year.
The operation of different divisions, however far apart, is
interlinked through the aim of establishing Astron as a
globally significant critical minerals producer.
Next Steps
I look forward, with great excitement, to the year ahead.
Financial year 2025 is expected to be a pivotal year for
Astron, with key targets of:
For Donald Project Phase 1
1. obtaining final approvals – with all other key approvals
received, the final outstanding approval is the approval
is the project Work Plan, targeted for H2 CY24;
2. finalising detailed project capital and operating
estimates sufficient for a final investment decision to
be taken;
3. obtaining sufficient project financing – most notably
debt, where discussions are on-going and advanced;
and
4. a positive final investment decision.
For Donald Project Phase 2
5. additional geological definition and delineation, to
improve confidence in the existing resource, and target
the finer 20–38-micron mineral fraction as well as the
heavy rare earths containing xenotime mineral;
For China Operations
6. securing a long-term heavy mineral concentrate
supply.
Along with our Chairman, I wish to thank our shareholders
for their on-going support and commend the members of
our team for their hard work. It is only with the benefit of
your dedication and persistence, we are now much closer
to realising the objective of establishing ourselves as a
globally significant mineral sands producer.
Tiger Brown
Managing Director
Astron 2024 Annual Report
12
ASTRON HISTORY
1983
Listed on ASX
Establishes zircon sales, marketing, chemical product processing in China
1988
Zirconium materials projects, China
1992
Shenyang Astron Mining Industries established
Import of zircon sand into China, export of zircon chemicals
1996
Zircon flour, fused zirconium manufacturing facilities, China
1997
Zirconium chemical production JVs to expand zircon chemical production capacity
2000
Bayuchuan manufacturing facility, China – expanded fused zirconia production
2001
Advanced Materials UK established – sales and product service to European markets
2004
Acquired Donald Mineral Sands resource, Victoria
Commencement of development evaluation
2007
Downstream zirconium production subsidiaries sold to Imerys S.A.
Retained mineral sands trading activities, Shenyang
Zircon, titanium, technical R&D operations, Yingkou, China
2009
Donald Project Environmental Effects Statement favourably assessed
2012
Ore Reserve Statement for part of Donald mining area
Astron Corporation formed, ASX-listed, replacing Astron Limited
Water rights for Donald project secured
2013
Completion of initial D.F.S for Donald project
2014
Construction of high purity zirconia production facility, China (completed 2017)
2015
Pilot plant treatment of Donald ore through wet concentrator plant
2017
Donald mine development and marketing studies progressed
Initial detailed studies completed
2019
Excavation of second Donald bulk ore sample
2020
Donald HMC produced for further separation testing
Hybrid mineral separation feasibility test work commenced
2022
Donald Project Mining Licence Mineral Resource updated, confirming the presence of significant rare earth elements
13
Newly installed separation spirals at Astron Yingkou Plant , May 2024
Mr. Lin and Mr. Li undertaking separation testwork for Donald HMC at Astron’s Yingkou R&D lab
Astron 2024 Annual Report
14
George Lloyd
Chairman
George has over 40 years resource industry, corporate finance and business development
experience. He has served as a senior executive and director of a number of listed and
unlisted companies with interests in engineering services, industrial minerals, base and
precious metals, energy, and corporate finance. His career included a number of years as a
senior executive with the Australian company RGC Limited, which was a global leader in the
mineral sands industry. George is also Chairman of Ausenco Pty Ltd, a global engineering
services provider; Chairman of VBX Pty Ltd, a developer of Australian bauxite resources;
and a non-executive director of Cemos Group Plc, a north African cement producer.
Gerard King A.M.
Non Executive Director
Gerard is a former partner of Lavan & Walsh, which became Phillips Fox Perth. Experienced
in commercial contracting, mining law and corporate and ASX compliance. A former
member of the Australian Mining & Petroleum Lawyers Association. Served as a non-
executive director for several companies.
Dr Mark Elliott
Non Executive Director
Mark has 27 years experience in corporate roles, both as chairman and managing director
on several ASX-listed and private companies. Involved in identifying and securing resource
projects, capital raisings, marketing and completing commercial agreements, feasibility
studies, mine development plans and their execution.
Rong Kang
Non Executive Director
Rong joined Astron in 1995 and has been a key contributor to the establishment of Astron’s
downstream processing and global marketing and sales activities, with a deep knowledge
of the mineral sands product market and its key participants. Board member since 2012.
BOARD AND MANAGEMENT
15
Tiger Brown
Managing Director
Tiger joined Astron in 2018, holding various business development planning and executive
roles in China and Australia prior to joining the board in 2019. Appointed managing director
in February 2021 and has overseen the detailed planning for the commercialisation of the
Donald project.
Sean Chelius
Donald Project Director
Sean joined Astron in January 2022 as the Project Director for the Donald Mineral Sands and
Rare Earth project. Sean has over 30 years international experience in mining project planning
and implementation, including full responsibility for taking projects from concept through to
commissioning and production. His experience involves project management and engineering
roles in Australia, South Africa, Zimbabwe, Papua New Guinea and Fiji with BHP, Anglo American,
Newcrest, Ausenco and Worley Parsons.
Greg Bell
Chief Financial Officer
Greg’s advisory and corporate experience spans more than 21 years, working initially
in corporate advisory and assurance services with Deloitte, followed by 8 years with
Mineral Deposits Limited (MDL) as Accounting Manager and then Chief Financial Officer.
Subsequent to MDL, Greg held both consulting and executive roles with international
mineral sands and resource companies, including in the critical minerals sector.
Jessica Reid
General Manager Sustainability
Experienced environmental and social professional working across Australia and PNG on
natural resource and major infrastructure projects for over 18 years as Principal at Teltra
Tech (formerly Coffey). Previous experience includes the delivery of Donald Project ESS
and Gippsland Renewable Energy Zone in VIC, environmental approvals for the Wafi-Golpu
Project, OK Tedi Life Extension in PNG.
Astron 2024 Annual Report
16
COMPANY FY2024 OPERATING PERFORMANCE
Operating Performance
Financial Year 2024 was a transformational year for Astron
as the Company prepares for the start of construction of
the Donald Project in FY2025. This has included a number
of significant milestones being reached, notably:
• submission of the Donald Project Work Plan, which
is the final major permit outstanding, to the Earth
Resources Regulator;
• execution of a binding joint venture agreement
between Astron and Energy Fuels Inc. which provides
for the majority of the equity funding required; and
• initiation of the early contractor involvement (ECI) phase
with Australian leading mining project engineering
company Sedgman Pty Ltd.
The Company recorded a consolidated net loss before
tax of $22,324,614 (2023: $6,039,121) on sales revenue
of $12,216,920 (2023: $14,458,725). The reduction in
profitability over the previous year is largely attributable to:
• increased expenses associated with the progression of
the Donald Project
• the impairment of development assets relating to the
Niafarang Project in Senegal following the withdrawal
of the Company’s mining licence in October 2023; and
• a review of the carrying values of the assets of the
Company’s Chinese operations.
Financial Performance
Actual cash outflows from operations were A$7,864,174
(2023: $1,647,745), reflecting the increase of corporate
overheads and project expenditure as the Donald
Project ramps up. The Yingkou operations continued to
experience a negative gross margin due in part to the
high cost of raw materials and lack of stable supply which
persisted throughout the year.
The Company’s total borrowings including convertible
notes at June 2024 totalled $19,945,342 (2023: $21,562,141).
Borrowings include $3,221,201 loans advanced by Energy
Fuels as part of the initial project funding under the Joint
Venture agreement, these loans have now been converted
to joint venture equity.
Subsequent to year-end, $6 million of convertible notes
were redeemed as shares in the Company which reduced
borrowings by approximately $4.6 million.
Cash and cash equivalents at 30 June were $2,745,799
(2023: $7,204,674). Since June, Donald Project expenditure
has been funded by Astron’s joint venture partner Energy
Fuels which reduces the Company’s cash on hand
requirements.
In the financial year 2024, $7,639,145 was invested in
exploration and evaluation (2023: $5,855,362) of the
Donald Project as pre-construction development activities
ramped up.
17
Final products of zircon, rutile and monazite
Astron 2024 Annual Report
Astron 2024 Annual Report
KEY HIGHLIGHTS:
• World’s LARGEST zircon resource
• Globally 4
th most significant rare earths resource
• Anticipated project life (over 40 years)
• Attractive economics for shareholders
• Generating wealth for the region and stakeholders
• Majority of equity funding secured
The Donald Project
Overview
The Donald Rare Earth & Mineral Sands Project (Donald Project) is a globally
significant rare earth and mineral sands project located in the Wimmera region of Victoria,
approximately 300kms north-west of Melbourne.
The project comprises the granted mining license MIN5532 (the site of the first phase
development of the project), retention license RL2002 (which is the site of the second
phase of project development ), and retention license RL2003 covering a total project
area of ~ 40,000 hectares.
The area is mainly cleared land, used for cropping and grazing, and is located close
to supporting infrastructure.
18
19
DONALD PROJECT
TENEMENT LOCATION PLAN
VICTORIA
Richardson River
Donald
Glenorchy
Litchfield
Watchem
Murtoa
Marnoo
Warracknabeal
Stawell
Horsham
Minyip
Rupanyup
36°10'S
36°20'S
36°30'S
36°40'S
36°50'S
37°0'S
36°10'S
36°20'S
36°30'S
36°40'S
36°50'S
37°0'S
143°0'E
142°50'E
142°40'E
142°30'E
142°20'E
142°10'E
143°0'E
142°50'E
142°40'E
142°30'E
142°20'E
142°10'E
LEGEND
Astron tenement
Resource deposit
Transport route
Major road
Minor road
Railway
Town
Major drainage
Donald Project
0
5
10
15
km
Donald Rare Earth & Mineral Sands Project
MIN5532 - held by
DMS since 2010
Phase 1 Operations
RL2003 - held by DMS since 2014
Jackson Deposit
Future Development Opportunity
0
100
200
km
To Portland
RL2002 - held by
DMS since 2014
Phase 2 Operations
EL8516 - under
application
Donald Deposit
EL = Exploration Licence
MIN = Mining Licence
RL = Retention Licence
Wimmera Intermodal
Freight Terminal
MIN5532 with an area of 27km2,
is the site of Phase 1 of the
Donald Project which supports a
41.5-year mine life.
Combined, MIN5532 and RL2002
supports a mine life of 58 years.
Any development on RL2002 would be subject to additional approvals including a new Environmental
Effects Statement, and the conversion of a part of the RL2002 into a new mining licence.
Astron 2024 Annual Report
20
DONALD RARE EARTH & MINERAL SANDS PROJECT
The Donald Project will be developed in two-phases.
Phase 1 activities are located on MIN5532, and Phase 2
is currently planned to be undertaken on RL2002
The Donald Project comprises two deposits, the Donald
deposit and the Jackson deposit which, together
contain a total Mineral Resource of 2.6 billion tonnes
of ore at 4.6% heavy mineral (HM) content and includes
the world’s largest zircon resource with over 22Mt of
in-situ zircon. The rare earth bearing monazite content
alone, which equates to approximately 1.6Mt of total
rare earth oxide (TREO) equivalents, ranks the Project as
the fourth largest of its kind outside of China.
The Phase 1 and Phase 2 development activities will be
carried out on the Donald deposit.
Mining Operations
Over the 41.5-year Phase 1 project life, mining
operations will produce, on average, 7.5Mtpa of ore
for processing to yield, on average, 229ktpa of heavy
mineral concentrate (HMC) and 7.2ktpa of rare earth
concentrate (REEC).
The key features of Phase 1 operations are:
• Conventional truck and shovel open-pit mining to be
carried out by an independent contractor;
• Run of mine ore will be stockpiled and fed into a
Mining Unit Plant (MUP) where it will be screened
and slurried;
• Ore will be pumped to a Wet Concentrator Plant
(WCP) to produce a mixed heavy mineral concentrate
(HMC); and
• The mixed HMC will be fed to the concentrate
upgrade plant (CUP) where it will be separated by
flotation into final products consisting of a rare earth
element concentrate (REEC) and an HMC containing
zircon and titanium dioxide minerals.
Phase 2 will duplicate Phase 1 operations on RL2002 and
approximately, double ore throughput and production
of HMC and REEC, it will be subject to additional
approvals and permitting requirements.
Financials
Phase 1 delivers strong returns based on the Definitive
Feasibility Study (DFS), which was released on 26 April
2023.
• $852 million After tax NPV8 based on an average
annual forecast Revenue of $314m and $148m of
EBITDA
• 25.8% internal rate of return
• 41.5-year mine life and a 3.75 year payback of the
capital investment
• Accesses only 17% of the total Donald Project
Mineral Resource
• $392 million total Capital Requirement, including
$364m of capital expenditure and $28m of working
capital, at a 12% contingency (February 2023 values)
• 500 FTE jobs into the local region – including 180
FTEs directly employed by the Company
The Current Phase 1 capital cost estimate is expected to
be within the range $450 - $490 (August 2024 values)
The combined Phase 1 and Phase 2 operations are
forecast to generate an after tax NPV of $2.2 billion
over a 58-year mine life, according to the Phase 2 pre-
feasibility study released on 27 June 2023. It is expected
that Phase 2 equity requirements will be largely funded
through internally generated cashflows from Phase 1.
Project Finance
On 6 June 2024, Astron executed a binding Joint
Venture Agreement, for the development of the Donald
Project with Energy Fuels Inc., a U.S.-based critical
minerals company. This partnership was formed
following approximately six months of discussion and
due diligence after both parties signed a Memorandum
of Understanding to investigate the joint development
of the Project.
Highlights
• $183 million investment satisfies majority of Phase 1
equity requirement
• 100% of rare earth offtake for Phase 1 and 2 secured
by Energy Fuels
• Rare Earth offtake to feed Energy Fuel’s rare earth
processing facility at White Mesa Mill in Utah
• Astron appointed as joint venture manager
• Astron has right to 100% of HMC offtake with options
to process at its Yingkou Mineral Separation Plant
Under the terms of the Joint venture, Astron will
contribute 100% of the Donald deposit, which is
contained within mining licence MIN5532 and retention
licence RL2002. Energy Fuels will invest $183 million to
earn a 49% interest in the Venture. This earn-in amount
comprises:
• $1.5 million which has already been paid, by way of
an exclusivity fee, and used for project development
activities,
21
• an immediately available interest-free loan to fund
100% of Project activities until the satisfaction (or
waiver) of the Conditions Precedent, following which
the loan was converted to equity in the joint venture
company, and
• sole funding of the balance of Donald Project
development costs up to the earn-in amount.
On expenditure of the full earn-in amount, Energy Fuels
will earn a 49% interest in the joint venture and Astron
will retain a 51% interest. It is expected that Energy
Fuel’s investment will satisfy most of the equity capital
requirement for Phase 1 of the Donald Project. The
remaining capital is expected to be debt-funded at the
joint venture company level. If additional equity capital
is required, it will be funded by the parties pro-rata to
their Venture interests.
Energy Fuels will also issue its common stock with a
value of US$17.5 million to Astron in two tranches, US$3.5
million upon the satisfaction of conditions precedent
to the Venture becoming effective and US$14.0 million
upon approval of the Final Investment Decision (FID)
for Phase 1 of the Donald Project. The first tranche was
issued subsequent to financial year-end.
Astron will remain responsible for the day-to-day
operations of the Project through its wholly owned
subsidiary, Astron Mineral Sands Pty Ltd, which will be
the manager of the Venture. After the start of Phase 1
commercial production, it is intended that the Venture
will proceed to develop Phase 2 of the Project as soon
as reasonably practical.
Binding REEC Offtake
The REEC Offtake Agreement provides for Energy Fuels
to purchase all of Donald REEC from the joint venture
on a take-or-pay basis for the life of the Phase 1 and
Phase 2 projects (which indicatively is 58 years).
Energy Fuels will process the REEC at its White Mesa
refinery in Utah to produce rare earth oxides for a
wide range of uses including electric vehicle and wind
turbine motors, defence systems, and sophisticated
componentry in many domestic and industrial
applications.
Historically, heavy rare earth elements have been
sourced from mines in the south of China which
are depleting. Processors have been turning to
sources in lower regulatory and human rights control
environments to meet the increasing heavy rare earth
demand.
With a high content of heavy rare earths in the Donald
REEC, the Astron/Energy Fuels joint venture will provide
an ethical source of strategic heavy rare earth elements
that is auditable from mine to final product.
The joint venture will deliver between 7,000 to 8,000
tonnes per year of REEC to Energy Fuels over the life
of the Phase 1 Project. Following the commissioning
of the Phase 2 Project, Energy Fuels will purchase
approximately 13,000 tonnes to 14,000 tonnes of REEC
per year.
The REEC Offtake Agreement will come into effect
following the Venture’s Final Investment Decision for
Phase 1 of the Donald Project.
The price of REEC will be based on a formula derived
from the market price of the constituent rare earth
oxides, a payability factor, and the actual assemblage of
the REEC product. The Venture will be responsible for
organising transport to Energy Fuels’ White Mesa Mill
in Utah.
Joint Venture Transaction Structure
See the following diagram for an overview of the
Transaction between Energy Fuels (EFR) and Astron
(ATR). See the ASX announcement dated 4th June 2024
for a detailed summary of Joint venture terms.
1The Conditions Precedent include the transfer of assets, comprising the Donald deposit tenements (MIN5532 and RL2002) and Astron’s Donald Project
water rights, to the joint venture company, and Energy Fuels obtaining Foreign Investment Review Board (FIRB) approval of its investment in the Project.
The transfer of assets has been completed post year end and is detailed in the asx announcement dated 15/07/2024.
Astron 2024 Annual Report
22
Transaction Rationale
Energy Fuels is a leading US-based critical minerals
company. The Company, as the leading producer
of uranium in the United States, mines uranium and
produces natural uranium concentrates that are sold to
major nuclear utilities to produce carbon-free nuclear
energy. Energy Fuels recently began the production
of advanced rare earth element materials, including
mixed REE carbonate, and plans to produce commercial
quantities of separated REE oxides.
The entities, Astron and Energy Fuels, have strongly
complementary interests. Energy Fuels’ primary focus
is the recovery and sale of rare earths products from the
Donald Project, whereas Astron’s primary focus is on
the production and sale of the Donald Project’s mineral
sands products, being zircon and titanium feedstock.
The joint venture will develop the Donald Project as
a long-life source of critical minerals and establish a
Western rare earth value chain with Energy Fuel’s rare
earth processing facility in the U.S.
Geological Evaluation
A 20-hole sonic drilling program was conducted in the
second half of the year on tenement MIN5532. Drilling
targeted geotechnical investigations and additional bulk
density analysis that was completed at ATC Williams
laboratories. The drilling also provided additional bulk
samples for processing into HMC and REEC samples
that were sent to prospective customers for evaluation.
Project Works Tenders
As the project continues to ramp up towards the
expected start of construction next year, tender proposals
from a range of high calibre contractors across multiple
work packages have been received and evaluated.
Mining tender commercial and technical adjudications
have been finalised and site visits have been held.
The tender package for earthworks was issued to
several earthmoving contractors. In addition, tenders
have been issued for pipe-line supply and installation,
accommodation village supply and installation, product
transport and logistics, water/sewage treatment plants
and general communications infrastructure.
Donald Rare Earth & Mineral Sands Project
Regulatory approvals
The Donald Rare Earth and Minerals Sands Project has been subject to detailed evaluation over many years, with all
main regulatory approvals completed or well advanced. It is the only critical minerals project in Victoria that has the
benefit of the positively assessed EES, a federal EPBC licence and a granted mining licence. In addition, it owns water
rights which are sufficient to meet the requirements of the Phase 1 and Phase 2 operations.
The work plan is the major outstanding approval before construction. Astron has submitted a revised work plan after
addressing formal feedback from government agencies. The final approval of the Work Plan is targeted in H2 CY2024
and will pave the way for construction commencement in early 2025.
Advanced Regulatory Approval Status
Key Approval Requirement
Completed
Date
Expiry
Environmental Effects Statement
✓
2008
N/A
EPBC (federal)
✓
Mar-09
2034
Cultural Heritage Management Plan
✓
Jan-14
Life of mine
Mining Licence – MIN55321
✓
Aug-10
Aug-30
Water Rights2
✓
Jan-12
Jan-41
Radiation Licence3
✓
Dec-20
Dec-26
Work Plan
Pending
Target
H2 2024
Life of mine
Notes
1. Renewal of a Mining Licence in Victoria involves an application to the government outlining the term of the licence renewal, the reasons for
renewal (such as an operating mine), details of the proposed operations for the renewal term and estimated expenditure for the following five
years. The maximum term for a mining licence in Victoria is 20 years.
2. Water Rights include a 6.975 GL water entitlement purchased with option to renewal from GWM Water in 2012 for A$17m, sufficient for Phase 1
& Phase 2.
3. Radiation Licence was first issued in 2014 and have since been renewed periodically, most recently renewed in December 2023.
23
This, combined, with the additional engineering work
(see below) will form the basis for the Final Investment
Decision planned in FY2025.
Process Plant Engineering
Towards the end of CY2023, the Company executed
an Early Contractor Involvement (ECI) agreement with
Sedgman Pty Ltd, a member of the CIMIC Group. Sedgman
is a leading Australian engineering and construction firm
with extensive experience in mineral processing solutions
across the project lifecycle.
Sedgman has completed value optimisation exercises
across the processing plant design. Finalised process
design basis and criteria have been agreed; these have
informed work on procuring the required materials and
equipment for construction. All tenders relating to process
plant equipment supply, pre-assembly and construction
have been issued. Quantities for all major commodity and
equipment requirements have been determined and are
largely within DFS estimates.
Non-process infrastructure
Road
Integrated services, including the overhead powerline,
water pipeline and road upgrades, will be installed along
a road corridor between Minyip and the mine site.
Evaluations of road alignment options and design were
completed to minimise potential impacts on flora along
the route. The preliminary road upgrade designs were
submitted and subsequently endorsed by the Yarriambiack
Shire Council.
Power
Astron has continued to work closely with Powercor to
progress the design and approvals for the 66kV overhead
powerline from Horsham substation to the mine site. Work
included preparing submissions for necessary approvals,
design development and studies relating to earthing,
heritage and ecology.
Water
A design package for the provision of raw water to the
project was completed . ‘In-principle’ approval of the water
pipeline design was received by GWM Water, the local
water system operator, following which, the Company
entered into a developer agreement to commence design
for permitting applications.
Plans for a tie-in operation to connect the project
water pipeline to the existing GWM pipeline have been
developed and approved by GWM. The tie-in is planned
for the low-demand winter period. Two separate tenders
have been issued for the tie-in works and pipeline supply
and installation.
Accommodation
A suitable parcel of land for the accommodation village site
was identified and leased. Several site studies have been
completed including noise modelling, storm water and
bush fire analysis. These studies helped form a submission
to the local government for planning permits. Subsequent
to financial year-end, the Company received the approval
from the shire for the accommodation village.
Further activities over the accommodation village site
included design of the village power supply.
Transport and logistics
HMC and REEC product transport tenders have been
issued. The Company has received a number of
conforming proposals from experienced and competent
Australian logistic service providers.
Project Timeline
The project has a dedicated and achievable timeline to first production and positive cash flows
Note: The above timetable is current as at the date of this report and is subject to change as the Venture continues pre-construction activities and signs definitive contracts with contractors and service providers for construction of the Project
2024
2025
2026
2027
Activity
Q4
Q1
Q2
Q3
Q4
Q1
Q2
Q3
Q4
Q1
Q2
Project Financing (Debt)
On-Min Approvals
Off-Min Approvals
Earthworks
66kV Powerline
Water
EPC
Dewatering
Mining
Transport & Logistics
Negotiations
Review
✓
✓
✓
Final Tender & Design
Award
✓
Mob.
Pre-Strip
Construction
Operations
Construction
Access & Permits
Award
Design
Award
✓
Construct
ECI
Start
Fabrication and Supply
Construction
Comm.
Final Tender & Design
Award
Supply
Construction
Dewatering Initial Mining Blocks
Operations
Tender
Award
Supply
Comm.
Tender
Award
Supply
Comm.
✓
✓
FID
Astron 2024 Annual Report
24
Donald Rare Earth & Mineral Sands Project
Approvals and Permitting
Work plan
Under the Victorian Mineral Resources (Sustainable
Development) Act 1990, authorisation of mining work is
granted by a Work Plan approved by the Head of Earth
Resources Regulation (ERR).
The Work Plan, sometimes referred to as a ‘Mining Plan’
or ‘Permit of Works’ in other jurisdictions, is the main
regulatory approval outstanding prior to construction of
Phase 1 of the Donald Project.
The Work Plan describes the nature and scale of the
proposed mining activities, identifies and assesses all risks
which the works may pose to the environment and to
the public, details the plan for community engagement,
and includes a risk management plan for the purpose of
eliminating or minimising identified risks and monitoring
performance.
The Work Plan is a culmination of environmental
assessments undertaken by the Company on areas
including but not limited to, flora and fauna, surface
water, ground water, air quality, noise, visual impacts
and radiation. The Donald project Work Plan included 17
detailed operational management plans.
In October 2023, the Company submitted its Work Plan
proposal to the Earth Resources Regulator. Following the
receipt of feedback, a revised submission was lodged in
June 2024 and is now under assessment. Final approval of
the Work Plan is targeted by the end of CY2024.
Other Items
• In December the Victorian Environment Protection
Authority (EPA) confirmed that the only permit it
required under the Environment Protection Act
2017 for the Donald Project is the A18, relating to the in-
pit tailings cells. Preparation of this permit application is
underway.
• Retention Licence RL2003, which covers Astron’s
Jackson deposit, was renewed to 9 October 2031.
• In April, the Company’s radiation management licence,
which expired in December 2023, was renewed until
December 2026.
Operational Readiness
Astron has developed a comprehensive operational
readiness plan with the help of external consultants BG&E
Pty Ltd for the eventual transition from construction into
operations. In addition, post the Financial Year close,
Astron made a number of key appointments including
the General Manager of Operations, who will lead the
Company into next phrase of its evolution.
Marketing and Sales
Rare earths market
Donald’s REEC, contains the rare earth bearing minerals
monazite and xenotime. Total rare earth oxide (TREO)
demand is forecast to increase from 2022 to 2035 at a
CAGR of 6.0%, driven by the expansion of the permanent
magnet sector, in line with increasing demand for
electric vehicles, wind turbines and many emerging high
technology applications.
China has historically dominated rare earth supply,
accounting for 70% of world mine production in
2022. Increasing demand for rare earths has improved
the economics of prospective mining projects, with
numerous projects outside of China aiming to reach
production over the next decade.
The second half of FY2024 saw a decline in rare earth
prices, largely driven by the weakness in the consumer
electronics sector, which remains the major area of
demand, this was exacerbated by the less than anticipated
demand for EVs and hybrid vehicles compared to forecast.
The price is showing signs of recovery in the new financial
year and structurally, the supply demand outlook remains
favourable.
Very few new projects are expected to come online in time
to meet forecast demand, which may lead to shortages
for certain rare earth elements. The Donald Project, with
its short development timeframe, is well placed to take
advantage of this opportunity.
Major Rare earth element
applications
• Wind Turbines
• Battery Alloys
• Solar Arrays
• Electric Vehicles
25
Donald project REEC attributes
An important characteristic of the Donald REEC, which
differentiates the project from many of the western world
rare earth producers, is its relatively high xenotime content.
Xenotime is a source of the valuable heavy rare earths
Dysprosium and Terbium which are particularly important
in the production of powerful, heat tolerant magnets with
special applications in electric vehicles. The other main
rare earth mineral in Donald REEC is Monazite which
contains the less valuable lighter rare earths neodymium
and praseodymium. The Donald Deposit has a high
xenotime to monazite ratio of greater than 0.3:1.
HMC product
Extensive metallurgical test work undertaken by Astron,
with the support of Mineral Technologies, has characterised
the Donald HMC product. Following removal of the rare
earth content, the Project will target a 95% heavy mineral
grade, resulting in a higher proportion of valuable minerals
and less waste than is typically found in heavy mineral
concentrates.
In addition, given its favourable zircon assemblage, the
Donald HMC is expected to contain higher zirconium
dioxide (ZrO2) concentration than competitor HMCs,
increasing its value to mineral sands processors.
The Company has conducted separation testing of Donald
HMC into final products at laboratory and pilot plant
scales. Zircon recovery was 85%, with 71% recovered as
premium zircon and 14% as secondary zircon. Recovery
of a combined titania product was 86%. The test work
demonstrates the ability to achieve commercial recoveries
of final products from Donald’s HMC product.
Zircon market
Declining
zircon
supplies
globally
have
created
economic
tailwinds
for
producers.
The
current
global zircon consumption is approximately 1.2Mtpa.
Ceramics is the major end-use for zircon, accounting
for approximately half of the total demand. Demand
is driven by urbanisation and consumption trends, which
historically have been led by China.
In the short term, economic conditions in China are reducing
demand. However, in the medium term, production will
be insufficient to meet current levels of demand. Untill
recently, zircon supply has been concentrated between a
small number of key players who accounted for about 60%
of global supply.
However, due to resource depletion and/or grade decline,
these suppliers only accounted for 45% of global zircon
production in 2021 and their position has continued to
weaken. The increasing scarcity is projected to create
supply shortages, and the Donald Project represents a
timely source that will benefit from increasing prices.
Zircon Attributes
Metallurgical test work undertaken on Donald HMC
indicates a high proportion of premium grade zircon can
be commercially recovered. Furthermore, the test work
shows Donald zircon has high whiteness levels and low
levels of impurities in comparison with competing zircon
products. This provides a distinct competitive advantage
for supply to the ceramics market.
Titania Attributes
Titanium feedstocks are primarily used in the production
of TiO2 pigment, which has a wide range of applications
including paint, plastics, and coatings. To meet the
requirements of the pigment production process,
relatively low grade TiO2 minerals can be processed into
intermediate products with higher TiO2 content, such as
titanium slag.
Test work indicates that Donald Project titania is a desirable
feedstock for producing titanium slag for the Chloride
TiO2 pigment process, known as chloride slag. As a
product, with high TiO2 content and low calcium content,
Donald titania has particular application as a “sweetener”
(or higher titanium dioxide content) for existing chloride
slag feeds.
HMC Offtake
During the March quarter, Astron received formal letters of
intent from several mineral separation plant operators in
China which are interested in entering into Donald HMC
offtake agreements, either for direct offtake or for toll-
processing to produce marketable zircon and titanium
dioxide products.
Astron has evaluated the responses and selected two
prospective partners to which it has issued further HMC
samples for separation testing and analysis. Negotiations
are on-going and will be finalised prior to a positive final
investment decision.
The Company is also in negotiations with several
prospective
end-user
counterparties
for
offtake
agreements. These include slag, pigment, ceramics, and
zirconium chemicals producers.
Project Finance
The Company has engaged RPM Global as an
independent technical expert to prepare project technical
and environmental due diligence reports for provision to
potential lenders to the project. The Company continues
to work with its debt advisors, ICA Partners, on the
roadmap to obtaining attractive project financing.
Astron 2024 Annual Report
26
PRODUCTS OVERVIEW
Based on the Phase 1 Donald Project Definitive Feasibility Study, which was released on 26 April 2023, the project has
a revenue split of 57% rare earths and 43% mineral sands over its greater than 40-year mine life.
With over 35 years of market experience in mineral sands downstream processing, Astron is looking forward to
leveraging its strong market connections and knowledge in the development of the Donald Project.
Paint & pigment production
In addition to being a globally significant rare earths project, the Donald Project,
with the largest zircon resources in the world, is a major potential source of zircon
and titanium minerals. This diverse mineral characterisation distinguishes Donald
from all other development-ready mineral sands and rare earth projects.
Titanium – Applications:
Medical devices
Foundry Appl;ications
Aerospace
Medical devices – hips & artificial joints
27
Ceramics, kitchen & sanitaryware
Zircon – Applications:
Ceramics
Solar Panels
Foundary Applications
Ship building – UV resistance
Astron 2024 Annual Report
28
Astron China Operations
In Yingkou, Liaoning, Astron operates a mineral
separation plant with an annual feed capacity of 150,000
tonnes. The company holds intellectual property and
production capabilities in a range of minerals processing
areas, including pure hafnium-free zirconia production;
a method for reducing impurities in zircon; fine rutile
recovery and agglomeration.
The Yingkou mineral separation plant undertakes
two main commercial operations, the processing of
concentrates and middlings (including zircon and
rutile) to final products of zircon and rutile, as well as
agglomeration technology to produce a pelletised rutile
product from fine rutile feedstock and chloride slag
fines.
At the beginning of the year the market supply for heavy
mineral concentrates into China was tight, with many
processing operations unable to obtain feedstocks and
being idle or under-utilised. Astron experienced issues
with the delivery of feedstock due to both availability
and shipping delays.
OTHER ACTIVITIES
1https://www.reuters.com/markets/commodities/chinas-rare-earths-dominance-focus-after-mineral-export-curbs-2023-07-05/
Astron has been in negotiations with raw material
suppliers to secure long-term feedstock supply to the
Yingkou plant and has been provided a bulk sample for
processing trials which involve the recommissioning
and start-up of the Mineral Separation Plant.
If the outcome of the bulk trial is successful, it is
anticipated that Astron will enter into a long-term
supply contract for the raw material and will restart
steady-state production, albeit at a less than full capacity
through-put, at Yingkou.
Other opportunities
Astron’s China team has been exploring options to
facilitate processing of the Donald heavy mineral
concentrate at the Yingkou mineral separation plant
with minimal capital expenditure.
This included working with the Changsha Institute, the
leading mineral sands process engineers in China, to
re-evaluate the existing process flow diagram, which
was designed by Mineral Technologies, and exploring
equipment options with suppliers.
The Company has been able to negotiate the return of
land it owned in BaYuQuan district, Yingkou, Liaoning
to the government in exchange for RMB7.5m (~A$1.6m),
with proceeds received in the first half of 2024. Astron
China will continue to rationalise its non-core asset
holdings in China.
Yingkou mineral separation plant
29
West-African Business Update
Niafarang Project
The Niafarang Project is located within a 397 square
kilometre exploration licence area on the Casamance
coast of Senegal, West Africa. Astron has the rights
to a licence issued under Order Number 09042/
MIM/TMG through its subsidiary company, Senegal
Mineral Resources SA (“SMR”). Exploration and mining
titles were granted to SMR in 2017, including a Small
Mining Licence (“SML”) which has been recently
renewed with a term expiring in May 2027.
The Ministry of Mines and Geology in Senegal
(Ministry) has now issued an order purporting
to withdraw the authorisation granted to SMR to
operate the SML.
SMR is of the view that the order issued by the
Ministry is invalid on the basis that it does not comply
with the procedures set out in the Mining Code of
Senegal, as the requisite procedures (including
certain requirements for formal notices) were not
followed.
Further, the basis of the withdrawal is, in SMR’s view,
also invalid as one of the bases of the purported
withdrawal is that the temporary resettlement of a
small, localised population to allow mining activities
to commence has not occurred. Under the mining
code, resettlement depends on actions to be taken
by the local and provincial officials in Senegal rather
than by the holder of the licence.
SMR has commenced a mediation process under
which an independent mediator has been appointed
to seek resolution with the Ministry.
This is a mandatory process and, under the mediation
process in Senegal, the mediator will make a decision
based on his or her findings. This decision is subject
to a right of appeal by either party under a more
formal arbitration process.
Progress of the mediation process commenced
by SMR in December 2023 has been slow due to
the political uncertainty in Senegal caused by the
initial delay of Presidential elections, and then the
subsequent reinstatement of the elections.
With the election now completed, the Company is
optimistic about achieving a positive outcome with
regard to the mediation. Local Astron representatives
have
commenced
engaging
with
the
new
government led by Mr Ousmane Sonko, whose main
electoral base is situated in the Project location. It is
expected that the election of the new government
will be beneficial to bringing the mediation process
to a close.
The cost of, and involvement of Astron’s Australian
personnel in, the mediation process is minimal.
Gambian Litigation Progress
As outlined in previous years, in 2015 Astron
was awarded damages through an International
Centre for Settlement of Investment Disputes
(ICSID) determination in relation to the Gambian
Government’s seizure of the Astron-Carnegie minerals
sands project in Gambia.
Recovery of the initial award of approximately A$32
million continues to be slow, however the Company
has entered into a litigation funding agreement to
expedite the recovery of this award at no further cost
to the Company.
Astron 2024 Annual Report
30
Safety
Astron is committed to responsible mining practices to
promote the safety of its people and others involved in
the development and operation of the project. There
were no material safety incidents during the year ended
30 June 2024. Safe operations will continue to be
prioritised in plans for the Donald Project going forward,
especially as the project nears the construction phase.
Community
Aston has continued to build upon its local relationships
and seek beneficial outcomes for local communities
alongside the development of the Donald Project.
Regular and transparent engagement with stakeholders
through project updates, timely responses to queries and
considering feedback is an important aspect of Astron’s
social licence to operate within the community.
Activities include regular coffee drop-in sessions and
community events, in addition to formal project updates
and presentations to shire councils and members of the
community reference group.
Senior management personnel continue to undertake
regular site visits to meet with local groups, council
representatives, and community organisations. Astron
team members regularly meet with affected landowners
during field activities.
During the financial year, the Company renewed its
Memorandum of Understanding with Yarriambiack Shire
Council to include an additional focus on delivering
housing through local partnerships. Astron has delivered
on this through providing investment support to the
Murtoa Housing Initiative, which aims to build affordable
housing units in the nearby township of Murtoa.
Astron also sponsored a number of community
organisations and worked with the local health service
on the establishment of a new site office in the town of
Minyip.
The Barengi Gadjin Land Council (BGLC) Corporation has
hosted cultural awareness training for Astron personnel.
We appreciate their generosity in dedicating their time
and sharing valuable insights.
Consulting firm RPS has been engaged to support further
development and implementation of the Company’s
stakeholder engagement strategy, strengthening Astron’s
ability to communicate regularly and widely, ensuring that
such communications are tailored to the stakeholders’
needs, and providing further capacity to act on community
feedback.
Environment
Astron has committed significant resources to meeting
the environmental regulatory requirements in developing
the Donald Project. These include preservation of
flora and fauna, collaboration with local indigenous
groups to preserve culturally significant artifacts and a
comprehensive rehabilitation plan.
ENVIRONMENTAL SOCIAL GOVERNANCE REPORT
Overview
Community Workshop Information Session
31
Climate risk / Strategy
Rare earth mines in Australia such as the proposed
Donald Project play an important role in the green
energy transition by supplying essential minerals needed
for renewable energy technologies.
These minerals, including neodymium, praseodymium,
terbium and dysprosium that are contained in the Donald
Project resource, are crucial for manufacturing the powerful
magnets used in wind turbines and electric vehicles. Astron
is also committed to establishing performance targets
for greenhouse gas emissions for its operations that are
aligned with State and Federal standards and targets.
Wind
Ship building – UV resistance
EV
Battery Alloys
Solar Arrays
Astron 2024 Annual Report
32
ORE RESERVES & MINERAL RESOURCES STATEMENT
The following provides an overview of the JORC 2012 compliant Ore Reserves and Mineral
Resources for the Donald Rare Earth and Mineral Sands Project. The Ore Reserves and
Mineral Resources Statement is based on, and fairly presents, information and supporting
documentation prepared by a competent person and the Ore Reserves and Mineral Resources
as a whole have been approved by a named competent person, as seen in the Competent
Persons Statement on page 37.
Ore Reserves
Astron announced updated Ore Reserves totalling 309Mt at 4.4% HM for MIN5532 on 31 March 2023 (Table 1). The Ore
Reserve estimate is based on the MIN5532 Mineral Resource estimate, announced to the ASX on 1 December 2022 that used
heavy liquid separation analysis to estimate tonnes, HM, slimes and oversize plus valuable heavy mineral data. Measured
and Indicated Mineral Resources were converted to Proved and Probable Ore Reserves respectively, subject to mine design,
modifying factors and underlying economic evaluation.
Astron announced updated RL2002 Ore Reserves totalling 516Mt at 4.6% HM on 27 June 2023 (Table 1). The Ore Reserve
estimate is based on the RL2002 Mineral Resource estimate, announced to the ASX on 7 April 2016. Measured and Indicated
Mineral Resources were converted to Proved and Probable Ore Reserves respectively, subject to mine design, modifying
factors and underlying economic evaluation.
Based on the announced updates to the Ore Reserves for MIN5532 and RL2002, total Ore Reserves of the Donald Deposit
increased by 223Mt (37%). Total in-situ zircon reserves increased by 22.6% to 6.7Mt and in-situ monazite reserves increased
by 32.0% to 648.2kt.
The Ore Reserve Statement is reported in accordance with the guidelines of the Australasian Code for Reporting of Exploration
Results, Mineral Resources and Ore Reserves, 2012 Edition and ASX Listing Rules (JORC Code (2012). The Statement includes
a revised Ore Reserves estimate of the Donald project that complies with the requirements of the JORC Code (2012). There
have been no changes to Ore Reserves or Mineral Resource Estimates during the year ended 30 June 2024.
Table 1: Ore Reserve for Donald Deposit (MIN5532 and RL2002) as at 30 June 2024
% of total HM
Classification
Tonnes
(mt)
Total
HM (%)
Slimes
(%)
Oversize
(%)
Zircon
Rutile
Ilmenite
Leucoxene
Monazite
Xenotime
MIN5532
Proved
263
4.4
15.4
9.8
16.7
5.5
21.6
25.9
1.8
0.67
Probable
46
4.1
19.7
11.1
15.3
5.5
21.3
20.1
1.8
0.64
Total
309
4.4
16.1
10.0
16.5
5.5
21.6
25.1
1.8
0.66
Within RL2002 outside of MIN5532
Proved
152
5.6
7.1
18.8
21.1
9.4
31.3
18.2
1.8
-
Probable
364
4.1
13.7
15.7
17.1
7.5
32.8
19.3
1.6
-
Total
516
4.6
11.7
16.6
18.6
8.2
32.3
18.9
1.7
-
Total Donald Deposit
Proved
415
4.8
12.4
13.1
18.6
7.2
25.7
22.6
1.8 See Notes
Probable
410
4.1
14.4
15.2
16.9
7.3
31.5
19.4
1.6 See Notes
Total
825
4.5
13.4
14.1
17.8
7.2
28.4
21.2
1.7 See Notes
Notes to Table 1:
1. The ore tonnes have been rounded to the nearest 1Mt and grades have been rounded to one decimal place except for xenotime which is rounded to two
decimal places.
2. The Ore Reserve is based on Indicated and Measured Mineral Resource contained within mine designs above an economic cut-off.
3. A break-even cut-off has been applied defining any material with product values greater than processing cost as Ore.
4. Mining recovery and dilution have been applied to the figures above.
5. The updated RL2002 Ore Reserve does not include an announced figure on xenotime due to historical samples used in the Ore Reserve calculation not
being analysed for xenotime. Further drilling work consisting of a maximum of 958 drillholes may be undertaken to further define the Ore Reserve and
delineate the xenotime content. Metallurgical test work confirms the existence of xenotime to be relatively consistent across the mineral deposit, which
represents upside to the announced combined rare earth mineral figures. Thus, the xenotime content of the entire Donald Deposit has not been stated.
6. The rutile grades are a combination of rutile and anatase minerals.
7. The Ore Reserve estimates have been compiled in accordance with the guidelines defined in the 2012 JORC Code
33
The Ore Reserve estimate was prepared by AMC Consultants Pty Ltd, an experienced and prominent mining engineering
consultancy with appropriate mineral sands experience in accordance with the JORC Code (2012 Edition). The Ore Reserve is
estimated using all available geological and relevant drill hole and assay data, including mineralogical sampling and test work
on mineral recoveries and final product qualities.
The Company is not aware of any new information or data that materially affects the information included in the Ore Reserve
estimate and confirms that all material assumptions and technical parameters underpinning the estimate continue to apply
and have not materially changed.
Mineral Resources
Mineral Resources only used heavy liquid separation analysis to estimate tonnes, HM, slimes and oversize for the Donald
Project using a 1%HM cut-off grade. Resources were last estimated for MIN5532 on 1 December 2022 with RL2002 and RL2003
on 7 April 2016. These Mineral Resources represent resource estimates with and without valuable heavy mineral (VHM) data
to provide a guide to the total potential tonnes and HM% for the Donald and Jackson deposits. Resources without VHM data
were not used in the Ore Reserve Estimation by AMC. The Mineral Resources for the Donald and Jackson deposits based on
1%HM cut-off grade is shown in Table 2.
Based on the updated Mineral Resource for MIN5532 as outlined above, total Mineral Resources reported above a 1% total HM
cut-off increased by 69Mt (1.2%), highlighted by a 3.1% increase in inferred resources to 737Mt.
Table 2: Mineral Resource above a 1% total HM cut-off as at 30 June 2024
Classification
Tonnes
(mt)
Total HM
(%)
Slimes
(%)
Oversize
(%)
Within MIN5532
Measured
394
4.2
16
10
Indicated
110
3.5
24
11
Inferred
20
2.3
22
14
Subtotal
525
4.0
18
10
Within RL2002 outside of MIN5532
Measured
343
3.9
20
8
Indicated
833
3.3
16
14
Inferred
1,595
3.3
16
6
Subtotal
2,771
3.4
16
9
Total within Donald Deposit (RL2002)
Measured
737
4.1
18
9
Indicated
943
3.3
17
13
Inferred
1,615
3.3
16
6
Subtotal
3,296
3.5
17
9
Total within Jackson Deposit (RL2003)
Measured
-
-
-
-
Indicated
1,903
2.8
19
6
Inferred
584
2.9
17
3
Subtotal
2,487
2.9
19
5
Total Donald Project
Measured
737
4.1
18
9
Indicated
2,846
3.0
18
8
Inferred
2,199
3.2
16
5
Total
5,783
3.2
17
7
Notes to Table 2:
1. MRE is based on heavy liquid separation (HLS) analysis only.
2. The total tonnes may not equal the sum of the individual resources due to rounding.
3. The cut-off grade is 1% HM.
4. The figures are rounded to the nearest: 1M for tonnes, one decimal for HM and whole numbers for slimes and oversize.
Astron 2024 Annual Report
34
The Australian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves, 2012 Edition, sets out
minimum standards, recommendations and guidelines for public reporting in Australia of Exploration Results, Mineral
Resources and Ore Reserves authored by the Joint Ore Reserves Committee of The Australian Institute of Mining and
Metallurgy, Australian Institute of Geoscientists and Minerals Council of Australia.
Table 3: Mineral Resource where VHM data is available reported above a 1%
total HM cut-off as at 30 June 2024
% of total HM
Classification
Tonnes
(mt)
HM
(%)
Slimes
(%)
Oversize
(%)
Zircon
Rutile/
Anatase
Ilmenite
Leucoxene
Monazite
Xenotime
Within MIN5532
Measured
394
4.2
16
10
16
7
21
24
1.8
0.66
Indicated
110
3.5
24
11
15
6
19
18
1.7
0.61
Inferred
20
2.3
22
14
13
7
19
20
1.4
0.55
Subtotal
525
4.0
18
10
16
7
21
23
1.8
0.65
Within RL2002 outside of MIN5532
Measured
185
5.5
19
7
21
9
31
19
2.0
Indicated
454
4.2
16
13
17
7
33
19
2.0
Inferred
647
4.9
15
6
18
9
33
17
2.0
Subtotal
1,286
4.8
16
9
18
8
33
18
2.0
Total within Donald Deposit (RL2002)
Measured
579
4.6
17
9
18
8
25
22
1.9
Indicated
564
4.1
17
13
17
7
31
19
2.0
Inferred
667
4.8
15
6
18
9
33
17
2.0
Subtotal
1,811
4.6
16
9
18
8
30
19
1.9
Total within Jackson Deposit (RL2003)
Measured
-
-
-
-
-
-
-
-
-
Indicated
668
4.9
18
5
18
9
32
17
2.0
Inferred
155
4.0
15
3
21
9
32
15
2.0
Subtotal
823
4.8
18
5
19
9
32
17
1.0
Total Donald Project
Measured
579
4.6
17
9
18
8
25
22
1.9
Indicated
1,232
4.5
18
9
17
8
31
18
2.0
Inferred
822
4.7
15
5
18
9
33
17
2.0
Total
2,634
4.6
17
8
18
8
31
18
2.0
Notes to Table 3:
1. MRE is based on heavy liquid separation analysis and where valuable heavy minerals (VHM) have been determined.
2. The total tonnes may not equal the sum of the individual resources due to rounding.
3. The cut-off grade is 1% HM.
4. The figures are rounded to the nearest: 1Mt for tonnes, one decimal for HM, monazite, whole numbers for slimes, oversize, zircon, rutile + anatase,
ilmenite and leucoxene and two decimals for xenotime.
5. Zircon, ilmenite, rutile+anatase, leucoxene, monazite and xenotime percentages are reported as a percentage of HM.
6. Rutile + anatase, leucoxene and monazite resource has been estimated using fewer samples than the other valuable heavy minerals outside
MIN5532. The accuracy and confidence in their estimate is therefore lower.
GOVERNANCE AND INTERNAL CONTROLS
Mineral Resource and Ore Reserve are compiled by qualified Astron personnel and / or independent consultants
following industry standard methodology and techniques. The underlying data, methodology, techniques and
assumptions on which estimates are prepared are subject to internal peer review by senior Company personnel, as
is JORC compliance. Where deemed necessary or appropriate, estimates are reviewed by independent consultants.
35
Competent Persons named by the Company are members of the Australasian Institute of Mining and Metallurgy and /
or the Australian Institute of Geoscientists and qualify as Competent Persons as defined in the JORC Code 2012.
COMPETENT PERSONS STATEMENT
The information in this document that relates to the estimation of the RL2002 Mineral Resources is based on information
compiled by Mr Rod Webster, a Competent Person who is a Member of the Australasian Institute of Mining and Metallurgy
and Australian Institute of Geoscientists. Mr Webster is a full-time employee of AMC Consultants Pty Ltd and is independent
of Astron Corporation Limited, the owner of the Donald Project Mineral Resources. Mr Webster has sufficient experience
that is relevant to the style of mineralisation and type of deposit under consideration and to the activity being undertaken to
qualify as a Competent Person as defined in the 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results,
Mineral Resources and Ore Reserves’. The Company confirms that the form and context in which the Competent Persons’
findings are presented have not materially modified from the relevant original market announcement.
The information in this report that relates to the MIN5532 Mineral Resource estimate is based on, and fairly reflects,
information and supporting documentation compiled by Mrs Christine Standing, a Competent Person who is a Member of
the Australasian Institute of Mining and Metallurgy and the Australian Institute of Geoscientists. Mrs Standing is a full-time
employee of Optiro Pty Ltd (Snowden Optiro) and is independent of Astron Corporation Limited, the owner of the Mineral
Resources. Mrs Standing has sufficient experience that is relevant to the style of mineralisation and type of deposit under
consideration and to the activity being undertaken to qualify as a Competent Person as defined in the 2012 Edition of
the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’. The Company confirms
that the form and context in which the Competent Persons’ findings are presented have not materially modified from the
relevant original market announcement.
The information in this document that relates to the estimation of the Ore Reserves for MIN5532 is based on information
compiled by Mr Pier Federici, a Competent Person who is a Member of the Australasian Institute of Mining and Metallurgy.
Mr Federici is a full-time employee of AMC Consultants Pty Ltd and is independent of Astron Corporation Limited. Mr
Federici has sufficient experience that is relevant to the style of mineralisation and type of deposit under consideration and
to the activity being undertaken to qualify as a Competent Person as defined in the 2012 Edition of the ‘Australasian Code
for Reporting of Exploration Results, Mineral Resources and Ore Reserves’. The Company confirms that the form and context
in which the Competent Persons’ findings are presented have not materially modified from the relevant original market
announcement.
The information in this report that relates to the RL2002 Ore Reserve estimate is based on, and fairly reflects, information
and supporting documentation compiled by Mr Pier Federici FAusIMM(CP), a Competent Person who is a Fellow of the
Australasian Institute of Mining and Metallurgy. Mr Federici is a full-time employee of AMC Consultants Pty Ltd (AMC) and
is independent of Astron Corporation Limited, the owner of the Ore Reserve. Mr Federici has sufficient experience that is
relevant to the style of mineralisation and type of deposit under consideration and to the activity being undertaken to qualify
as a Competent Person as defined in the 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results, Mineral
Resources and Ore Reserves’. Mr Federici consents to the inclusion in the report of the matters based on his information in
the form and context in which it appears.
SUPPORTING INFORMATION REQUIRED UNDER ASX LISTING RULES, CHAPTER 5
The supporting information below is required, under Chapter 5 of the ASX Listing Rules, to be included in market
announcements reporting estimates of Mineral Resources and Ore Reserves.
PREVIOUSLY REPORTED INFORMATION
This report includes information that relates to Exploration Results, Mineral Resources and Ore Reserves prepared and first
disclosed under the JORC Code 2012 and a Bankable Feasibility Study. The information was extracted from the Company’s
previous ASX announcements as follows:
• RL2002 Ore Reserve Update – “RL2002 Ore Reserve Update and Project Financial Update” – 27 June 2023
• MIN5532 Ore Reserve Update – “Donald Project MIN5532 Ore Reserves Update” – 31 March 2023
• MIN5532 Mineral Resource Update – “Donald Project Mining Licence Mineral Resource Update” – 1 December 2022
• RL2002 Mineral Resources – “Donald Mineral Sands Project Mineral Resource Update” – 7 April 2016
These announcements are available to view on Astron’s website at www.astronlimited.com.au
The Company confirms that it is not aware of any new information or data that materially affects the information included
in the relevant market announcements and, in the case of estimates of Mineral Resources, Ore Reserves and the Donald Rare
Earth and Mineral Sands Project Definitive Feasibility Study and Phase 2 Pre-Feasibility Study, that all material assumptions
and technical parameters underpinning the estimates in the relevant market announcement continue to apply and have
not materially changed. The Company confirms that the form and context in which the Competent Persons’ findings are
presented have not been materially modified from the relevant original market announcements.
Astron 2024 Annual Report
36
Astron Corporation Limited
ARBN 154 924 553, Incorporated in Hong Kong, Company Number: 1687414
Annual Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited
Hong Kong Company Number: 1687414, ARBN 154 924 553
Annual Financial Statements
For the year ended 30 June 2024
Contents
Astron Corporation Limited Annual Financial Statements | 37
DIRECTORS’ REPORT .......................................................................................................................................................... 38
REMUNERATION REPORT ................................................................................................................................................... 50
AUDITOR’S INDEPENDENCE DECLARATION .................................................................................................................... 56
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME ................................. 57
CONSOLIDATED STATEMENT OF FINANCIAL POSITION ................................................................................................ 58
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY ................................................................................................. 59
CONSOLIDATED STATEMENT OF CASH FLOWS .............................................................................................................. 60
NOTES TO THE FINANCIAL STATEMENTS ........................................................................................................................ 61
1.
General Information ..................................................................................................................................................... 61
2.
Basis of preparation and material accounting policy information ................................................................................. 61
3.
Critical accounting estimates and judgments ............................................................................................................... 70
4.
Segment information .................................................................................................................................................... 71
5.
Revenue and other income .......................................................................................................................................... 73
6.
Loss before income tax expense ................................................................................................................................. 74
7.
Income tax expense ..................................................................................................................................................... 75
8.
Loss per share ............................................................................................................................................................. 76
9.
Auditor’s remuneration ................................................................................................................................................. 76
10.
Cash and cash equivalents .......................................................................................................................................... 76
11.
Trade and other receivables and prepayments ............................................................................................................ 78
12.
Inventories .................................................................................................................................................................... 79
13.
Investments in Gambia ................................................................................................................................................ 79
14.
Financial assets at fair value through profit or loss ...................................................................................................... 80
15.
Subsidiaries .................................................................................................................................................................. 80
16.
Property, plant and equipment ..................................................................................................................................... 81
17.
Exploration and evaluation assets ............................................................................................................................... 82
18.
Development costs ....................................................................................................................................................... 84
19.
Right-of-use assets ...................................................................................................................................................... 85
20.
Trade and other payables ............................................................................................................................................ 86
21.
Contract liabilities ......................................................................................................................................................... 86
22.
Borrowings ................................................................................................................................................................... 86
23.
Convertible notes ......................................................................................................................................................... 88
24.
Provisions ..................................................................................................................................................................... 88
25.
Deferred tax ................................................................................................................................................................. 89
26.
Issued capital ............................................................................................................................................................... 89
27.
Share based payments ................................................................................................................................................ 90
28.
Reserves ...................................................................................................................................................................... 94
29.
Holding company statement of financial position ......................................................................................................... 95
30.
Dividends ..................................................................................................................................................................... 96
31.
Related party transactions ........................................................................................................................................... 96
32.
Commitments ............................................................................................................................................................... 97
33.
Cash flow information ................................................................................................................................................... 98
34.
Employee benefit obligations ..................................................................................................................................... 100
35.
Lease liabilities ........................................................................................................................................................... 100
36.
Financial Risk Management ....................................................................................................................................... 100
DIRECTORS’ DECLARATION ........................................................................................................................................... 106
INDEPENDENT AUDITOR’S REPORT ................................................................................................................................ 107
Astron Corporation Limited
Company Number: 1687414
Directors' Report
30 June 2024
Astron Corporation Limited Annual Financial Statements | 38
The Directors of Astron Corporation Limited (Astron or the Company) present their report, together with the consolidated financial
statements of the Company and its controlled entities (the Group), for the year ended 30 June 2024 and the audit report thereon.
FINANCIAL SNAPSHOT
Net tangible asset value per share
Down
1,036%
To
(7.72) cps
Revenue, Interest Income and Other Income
Down
(16.5%)
To
13,725,316
Net cash flow from operating activities
Down
$6,218,284
To
(7,866,029)
Loss before tax
Down
$16,285,493
To
$(22,324,614)
Loss after tax attributable to members
Down
$17,134,692
To
$(24,865,684)
Total comprehensive loss
Up
$16,438,138
To
$(24,553,144)
PRINCIPAL ACTIVITIES / BUSINESS ENTITIES
Astron is a Hong Kong incorporated company listed on the Australian Securities Exchange (ASX). The principal activities
undertaken by wholly-owned subsidiary companies include:
•
exploration, evaluation and development work through Astron Pty Limited and Donald Mineral Sands Pty Limited to advance
the Group’s holding of the Donald Rare Earths and Mineral Sands Project in regional Victoria to a Final Investment Decision
(FID). The project will consist of an initial phase involving the mining and concentrating of heavy mineral bearing ore to
produce a rare earth element concentrate (REEC) and mineral sands heavy mineral concentrate (HMC) for sale to domestic
and international processors;
•
the operation of titanium-based materials processing activities, including a mineral separation plant at Yingkou, China, the
evaluation and advancement of downstream applications for zircon and titanium, as well as procurement and trading activities
through the Company’s wholly-owned subsidiary Astron Titanium (Yingkou) Ltd; and
•
the evaluation and the progression of regulatory approvals in relation to the Niafarang mineral sands deposit in Senegal.
Revenue is currently generated from the Group’s China-based processing operations. Both the Donald Rare Earths and Mineral
Sands Project (Donald Project) and the Niafarang mineral sands project are at a pre-execution and pre-production stage.
During the year ended 30 June 2024, the Company entered into a joint venture agreement with Energy Fuels Inc (Energy Fuels)
in relation to the Donald Project whereby Energy Fuels will contribute $183 million in cash and US$17.5 million in Energy Fuels
stock in exchange for a 49% interest in the Donald Deposit (comprising the granted mining licence MIN5532 and retention licence
RL2002) and an offtake agreement for 100% of the Donald Project’s Phase 1 and Phase 2 rare earth element concentrate product
(REEC). Completion of the joint venture is subject to customary conditions precedent which, at the date of this report, are yet to
be satisfied. Other than the above, there were no other significant changes to the Group structure in the financial year ended 30
June 2024.
DIRECTORS
The names of directors in office during the year and up to the date of this report are:
Mr George Lloyd
Mr Tiger Brown
Mr Gerard King
Dr Mark Elliott
Mdm Kang Rong
DIRECTORS OF THE COMPANY’S SUBSIDIARIES
During the year and up to the date of this report, all of the directors of Astron were also directors of certain subsidiaries of the
Company. Other directors of the Company’s subsidiaries during the year and up to the date of this report are:
Mdm Jian Ping
Astron Corporation Limited
Company Number: 1687414
Directors' Report
30 June 2024
Astron Corporation Limited Annual Financial Statements | 39
INFORMATION ON DIRECTORS
Mr George Lloyd
Chairman (non-executive director)
Qualifications
Bachelor of Engineering Science in Industrial Engineering, UNSW
Master of Business Administration, UNSW Stanford Executive Management
Programme, Stanford University
Experience
•
Board member since 20 July 2021
•
Professional career has encompassed executive roles with RGC Limited;
Elders Resources Limited; Southern Pacific Petroleum NL, Central Pacific
Minerals NL and Australian Gas Light Company.
•
Mr Lloyd is Chairman of engineering services group Ausenco Pty Ltd and
Chairman of bauxite development company VBX Limited. He has held
numerous directorships of public listed and private companies, including
Metro Mining Limited, Pryme Energy Limited, Cape Alumina Limited,
Equatorial Mining Limited, Goldfields Limited and Aurion Gold Limited
Interest in Shares1
675,926 CDIs
1,200,000 unlisted share options
Special Responsibilities
Audit, Nomination & Remuneration Committees
Directorships held in other listed entities
Not currently a director of any other listed company
Mr Tiger Brown
Managing director
Qualifications
B.S. (Economics), Wharton School of Business, University of Pennsylvania
Experience
•
Board member since 4 December 2019
•
Mr Brown has worked with Astron business entities in China and Australia
before being appointed a director in the role of Executive Director, Business
Development. He was appointed Managing Director effective 17 February
2021
Interest in Shares1
96,017,824 CDIs
Special Responsibilities
Managing Director and Nomination & Remuneration Committee
Directorships held in other listed entities
Not currently a director of any other listed company
1.
Interest in Shares includes directly, indirectly, beneficially or potentially beneficially held shares.
Astron Corporation Limited
Company Number: 1687414
Directors' Report
30 June 2024
Astron Corporation Limited Annual Financial Statements | 40
Mdm Kang Rong
Non-Executive director & Chairwoman of Astron Titanium (Yingkou) Ltd
Qualifications
B.E. (Chem), Shanghai University; Executive MBA, Chungking Graduate
School
Experience
•
Board member since 31 January 2012 (prior to that of Astron Pty Limited
from 21 August 2006)
•
Mdm Kang Rong joined Astron in 1995, originally as marketing manager of
Astron in Shenyang and has since held a number of leadership roles,
including acting as the group’s Chief Operating Officer for a number of years
before Mr Tiger Brown became Managing Director.
•
In addition to her board position, Mdm Kang Rong is actively involved in
managing the company’s Chinese operations.
•
Prior to her time at Astron, Mdm Kang Rong worked as a Chemical
Production Engineer at Shenyang Chemical Company (a major Chinese
company based in Shenyang, Liaoning Province, China) before moving to
Hainan Island to work in sales and administration roles for Japanese trading
company, Nissei Ltd
Interest in Shares1
3,000,100 CDIs
Special Responsibilities
Chairwoman of Astron’s China-based processing and trading operations,
Astron Titanium (Yingkou) Ltd
Directorships held in other listed entities
Not currently a director of any other listed company
Mr Gerard King
Non-executive director
Qualifications
LLB, University of Western Australia
AICD
Experience
•
Board Member since 6 December 2011 (Astron Pty Limited, 5 November
1985)
•
Former partner of law firm Phillips Fox with over 30 years of experience in
corporate and business advisory roles including as a director of a number
of Australian public companies
Interest in Shares1
1,900,890 CDIs and 100 Ordinary shares
400,000 unlisted share options
Special Responsibilities
Audit Committee
Directorships held in other listed entities
Not currently a director of any other listed company
1.
Interest in Shares includes directly, indirectly, beneficially or potentially beneficially held shares.
Astron Corporation Limited
Company Number: 1687414
Directors' Report
30 June 2024
Astron Corporation Limited Annual Financial Statements | 41
Dr Mark Elliott
Non-executive director
Qualifications
Diploma in Applied Geology, Ballarat School of Mines; Ph.D, University of New
South Wales, FAICD, FAusIMM (CP Geo), FAIG
Experience
•
Board member since 25 January 2021
•
Chartered professional accreditation as a geologist
•
Commenced his career as a senior geologist with Anaconda Australia Inc
•
Subsequently held roles as Chairman and Managing Director of ASX-listed
and private companies including Mako Gold Ltd, Hot Rock Ltd, Chinalco
Yunnan Copper Resources Limited and Zirtanium Limited
Interest in Shares1
438,993 CDIs
800,000 unlisted share options
Special Responsibilities
Chair of the Audit, Nomination & Remuneration Committees
Directorships held in other listed entities
Chairman of AuKing Mining Limited (retired October 2022), Non-executive
director of Nexus Minerals Limited (retired November 2022) and Aruma
Resources Limited (retired August 2022)
1.
Interest in Shares includes directly, indirectly, beneficially or potentially beneficially held shares.
DIRECTORS’ MEETINGS
Throughout the year ended 30 June 2024, there were 11 directors’ meetings. Eligibility and attendances were as follows:
Director
Eligible
Attended
Mr George Lloyd
11
11
Mr Tiger Brown
11
11
Mr Gerard King
11
11
Dr Mark Elliott
11
9
Mdm Kang Rong
11
10
During the year ended 30 June 2024, there were three Audit and remuneration committee meetings and two Nomination and
Remuneration Committee meeting. Eligibility and attendances were as follows:
Audit & Risk
Nomination &
Remuneration
Director
Eligible
Attended
Eligible
Attended
Mr George Lloyd
3
3
2
2
Mr Tiger Brown
NA
NA
2
2
Mr Gerard King
3
3
NA
NA
Dr Mark Elliott
3
3
2
2
SHARE OPTIONS
During the year, there were no options over issued shares or interests in the Group granted to directors or key executives. At 30
June 2024, there were 2,000,000 share options over issued shares outstanding. (2023: 2,000,000).
Astron Corporation Limited
Company Number: 1687414
Directors' Report
30 June 2024
Astron Corporation Limited Annual Financial Statements | 42
OPERATIONAL AND FINANCIAL REVIEW
Business Highlights
•
During the year ended 30 June 2024, the Company entered into a joint venture agreement with Energy Fuels Inc (Energy
Fuels) in relation to the Donald Project whereby Energy Fuels will contribute $183 million in cash and US$17.5 million in
Energy Fuels stock to earn a 49% interest in the Donald Deposit (comprising the granted mining licence MIN5532 and
retention licence RL2002) and an offtake agreement for 100% of the Donald Project’s Phase 1 and Phase 2 rare earth element
concentrate (REEC). Completion of the joint venture is subject to customary conditions precedent which, at the date of this
report, are yet to be satisfied.
•
In October 2023, the Company submitted a draft Donald Project Work Plan to the Earth Resources Regulator within the
Victorian Government Department of Energy, Environment and Climate Action. The Victorian Government approval of the
Work Plan is the Final major regulatory approval required for the project to proceed to construction. The Work Plan describes
the nature and scale of the proposed mining activities, identifies and assesses all risks which the works may pose to the
environment and to the public, details the nature of community engagement, and includes a risk management plan for the
purpose of eliminating or minimising identified risks and monitoring performance. The Company understands that the Work
Plan approvals process is well-advanced with approval expected prior to the end of CY2024.
•
In February 2024, the Company announced the execution of an Early Contractor Involvement (ECI) agreement, for the first
phase of the Donald Project, with Sedgman Pty Ltd, a leading Australian engineering and construction firm with extensive
experience in mineral processing solutions. The ECI phase of the project is a vital step towards finalisation of the full project
delivery contract for the processing plant and associated infrastructure. It involves the optimisation of the technical solution,
the execution strategy, and other relevant services to progress the development of the project. The ECI will be followed by
detailed design and procurement of long lead-time equipment for the processing plant. Work under the ECI agreement is
continuing into the second half of CY2024.
•
Astron’s Chinese operations were hampered by the shortage of suitable feedstocks throughout the year. However, successful
testing of feedstocks from third parties and subsequent discussions about long term processing arrangements have the
potential to support higher plant utilisation in the future. Furthermore, evaluation of options to process part or all of the Donald
Project heavy minerals concentrate at the Yingkou mineral separation plant, are continuing.
•
In October 2023, The Ministry of Mines and Geology in Senegal (Ministry) issued an order purporting to withdraw the
authorisation granted to SMR to operate the small mine licence. The Company has commenced negotiations with the
Government of Senegal with a view to reinstatement of its Senegalese Mining Licence which the Company believes was
invalidly withdrawn. The Company is optimistic about achieving a positive outcome.
Financial results – key features
The main features of the 2024 financial results are provided below. Segmental results are provided in Note 4 to these financial
statements, which provide information on the financial performance for the main business entities and activities of the Group.
Net loss
The Company recorded a consolidated net loss before tax of $22,324,614 (2023: $6,039,121), an increase in the net loss of
$16,285,493 or 269.7%. The primary reason for the significant decrease in profitability of the Company related to the impairment
of development assets relating to the Niafarang Project in Senegal of $9,596,089 following the withdrawal of the Company’s
mining licence in October 2023. Other significant non-cash items included impairment of trade and other receivables of $1.2 million
and impairment of inventory of $0.9 million. The Yingkou operations continued to experience a negative gross margin during the
year due, in part, to the high cost of raw materials and lack of a stable raw materials supply which persisted throughout the year.
Revenue
Sales revenue decreased by 15.5% to $12,216,920 (2023: $14,458,725) primarily as a result lack of stable supply of raw materials
throughout the year which prevented the Yingkou operations from operating at efficient levels.
Expenses
The Company’s general and administrative expenses increased by $2.2 million for the year ended 30 June 2024 to $8,315,395
reflecting an increase in corporate activity such as consulting, legal costs arising from negotiation of the joint venture agreement
with Energy Fuels, and the preparation for the Final Investment Decision for the Donald Project.
Operating cash flow
Cash outflows from operations were $7,866,029 (2023: Operating cash outflows of $1,647,745) reflecting an increase in the loss
before tax offset by non-cash impairment charges as outlined above.
Astron Corporation Limited
Company Number: 1687414
Directors' Report
30 June 2024
Astron Corporation Limited Annual Financial Statements | 43
Net assets
The Group’s net assets as at 30 June 2024 decreased to $80,164,529 (2023: $90,496,303) as a result of capital raising activities
during the year of $13,752,342 (net of costs) offset by the Company’s total comprehensive loss for the year of $24,553,144 (2023:
$8,115,006).
OPERATIONS REVIEW
Donald
The Donald Rare Earth & Mineral Sands Project (Donald Project) is a globally significant rare earth and mineral sands project
located in the Wimmera region of Victoria, approximately 300kms north-west of Melbourne. The project comprises the granted
mining license MIN5532 (the site of the first phase development of the project), retention license RL2002 (which is the site of the
second phase of project development) and retention license RL2003 covering a total project area of almost 43,000 hectares.
A number of key milestones were achieved during the year, including:
Joint venture with Energy Fuels
On 6 June 2024, Astron executed binding Joint Venture documents to develop the Donald Project with Energy Fuels, a U.S. based
critical minerals company. This joint venture was formed following approximately six months of discussions and due diligence,
after both parties signed a Memorandum of Understanding to investigate the joint development of the Project.
The key terms of the joint venture transaction include:
•
Energy Fuels to earn a 49% interest in the joint venture and Astron to retain a 51% interest
•
$183 million investment by Energy Fuels which is expected to satisfy the majority of Phase 1 equity requirement
•
100% of rare earth offtake for Phase 1 and 2 secured by Energy Fuels
•
Rare Earth offtake to feed Energy Fuel’s rare earth processing facility at White Mesa Mill in Utah
•
Astron appointed as joint venture manager
•
Astron has right to up to 100% of HMC offtake with options to process at its Yingkou Mineral Separation Plant or provide it to
third parties
Under the terms of the Joint venture, Astron will contribute 100% of the Donald deposit, which is contained within mining licence
MIN5532 and retention licence RL2002. Energy Fuels will invest $183 million in the project to earn a 49% interest in the joint
venture. This earn-in amount comprises:
•
$1.5 million which has already been paid, by way of an exclusivity fee, and used for project development activities,
•
an immediately available interest-free loan to fund 100% of Project activities until the satisfaction (or waiver) of the Conditions
Precedent, following which the loan will be converted to equity in the joint venture company, and
•
sole funding of the balance of Donald Project development costs up to the earn-in amount.
On expenditure of the full earn-in amount, Energy Fuels will have earned a 49% interest in the joint venture and Astron will retain
a 51% interest. It is expected that Energy Fuel’s investment will satisfy most of the equity capital requirement for Phase 1 of the
Donald Project. The remaining capital is expected to be debt-funded at the joint venture company level. If additional equity capital
is required, it will be funded by the parties pro-rata to their joint venture interests.
Energy Fuels will also issue to Astron common stock with a value of US$17.5 million in two tranches, US$3.5 million upon the
satisfaction of conditions precedent to the joint venture agreement becoming effective and US$14.0 million upon approval of the
Final Investment Decision (FID) for Phase 1 of the Donald Project.
Astron will remain responsible for the day-to-day operations of the Project through its wholly owned subsidiary, Astron Mineral
Sands Pty Ltd, which will be the manager of the joint venture. After the start of Phase 1 commercial production, it is intended that
the joint venture will proceed to develop Phase 2 of the Project as soon as reasonably practical.
Astron Corporation Limited
Company Number: 1687414
Directors' Report
30 June 2024
Astron Corporation Limited Annual Financial Statements | 44
The REEC Offtake Agreement provides for Energy Fuels to purchase all of Donald REEC from the joint venture on a take-or-pay
basis for the life of the Phase 1 and Phase 2 projects (which indicatively is 58 years). Energy Fuels will process the REEC at its
White Mesa refinery in Utah to produce rare earth oxides for a wide range of uses including electric vehicle and wind turbine
motors, defence systems, and sophisticated componentry in many domestic and industrial applications.
Historically, heavy rare earth elements have been sourced from mines in the south of China which are depleting. Processors have
been turning to sources in lower regulatory and human rights control environments to meet the increasing heavy rare earth
demand. With a high content of heavy rare earths in the Donald REEC, the Astron/Energy Fuels joint venture will provide an
ethical source of strategic heavy rare earth elements that is auditable from mine to final product.
The joint venture will deliver between 7,000 to 8,000 tonnes per year of REEC to Energy Fuels over the life of the Phase 1 Project.
Following the commissioning of the Phase 2 Project, Energy Fuels will purchase approximately 13,000 tonnes to 14,000 tonnes
of REEC per year.
The REEC Offtake Agreement will come into effect following the joint venture’s Final Investment Decision for Phase 1 of the
Donald Project. The price of REEC will be based on a formula derived from the market price of the constituent rare earth oxides,
a payability factor, and the actual assemblage of the REEC product. The joint venture will be responsible for organising transport
to Energy Fuels’ White Mesa Mill in Utah.
The below diagram provides an overview of the joint venture transaction structure:
Energy Fuels is a leading US-based critical minerals company. The Company, which is the leading producer of uranium in the
United States, mines uranium and produces natural uranium concentrates that are sold to major nuclear utilities to produce carbon-
free nuclear energy. Energy Fuels recently began the production of advanced rare earth element materials, including mixed REE
carbonate, and plans to produce commercial quantities of separated REE oxides
The entities, Astron and Energy Fuels, have strongly complementary interests. Energy Fuels’ primary focus is the recovery and
sale of rare earths products from the Donald Project, whereas Astron’s primary focus is on the production and sale of the Donald
Project’s mineral sands products, being zircon and titanium feedstock.
The joint venture will develop the Donald Project as a long-life source of critical minerals and establish a Western rare earth value
chain with Energy Fuel’s rare earth processing facility in the U.S.
Astron Corporation Limited
Company Number: 1687414
Directors' Report
30 June 2024
Astron Corporation Limited Annual Financial Statements | 45
Approvals and Permitting
Work plan
Under the Victorian Mineral Resources (Sustainable Development) Act 1990, authorisation of mining work is granted by a Work
Plan approved by the Head of Earth Resources Regulation (ERR).
The Work Plan, sometimes referred to as a ‘Mining Plan’ or ‘Permit of Works’ in other jurisdictions, is the main regulatory approval
outstanding prior to construction of Phase 1 of the Donald Project.
The Work Plan describes the nature and scale of the proposed mining activities, identifies and assesses all risks which the works
may pose to the environment and to the public, details the plan for community engagement, and includes a risk management plan
for the purpose of eliminating or minimising identified risks and monitoring performance. The Work Plan is a culmination of recent
environmental assessments undertaken by the Company on areas including but not limited to, flora and fauna, surface water,
ground water, air quality, noise, visual impacts and radiation. In total, the Work Plan included 17 detailed operational management
plans.
In October, the Company submitted its Work Plan proposal to the Earth Resources Regulator in the Victorian Government
Department of Energy, Environment and Climate Action (DEECA). In April, the Company received formal Victorian Government
feedback on its Work Plan submission and has commenced activities to address the matters raised. These include consulting
with government agencies to address the climate change, air quality, groundwater and noise aspects of the project to ensure that
the Work Plan meets expectations. A revised submission was subsequently prepared and submitted to the government in June
2024 and is under assessment.
Final approval of the Work Plan is targeted prior to the end of CY2024.
Other Items
•
In December the Victorian Environment Protection Authority (EPA) confirmed that the only permit it required under the
Environment Protection Act 2017 for the Donald Project is the A18, relating to the in-pit tailings cells. Preparation of this permit
application is underway.
•
Retention Licence RL2003, which covers Astron’s Jackson deposit, was renewed to 9 October 2031.
•
In April, the Company’s radiation management licence, which expired in December 2023, was renewed until December 2026.
Geological Evaluation
A 20-hole sonic drilling program was conducted in the second half of the year on tenement MIN5532. Drilling targeted geotechnical
investigations and additional bulk density analysis that was completed at ATC Williams laboratories. The drilling also provided
additional bulk samples for processing into HMC and REEC samples that were sent for evaluation by prospective customers.
Project Works Tenders
As the project continues to ramp up towards the expected start of construction early next year, adjudication of submissions from
a range of high calibre contractors were received during the period across multiple work packages.
Mining tender commercial and technical adjudications have been finalised and site visits have been held. The tender package for
earthworks was issued to several earthmoving contractors. In addition, tenders have also been issued for pipe-line supply and
installation, accommodation village supply and installation, mining product transport and logistics, water/sewage treatment plants
and general communication infrastructure.
This combined with the additional engineering work (see below) will form the basis for the Final Investment Decision planned in
FY2025.
Process Plant Engineering
Towards the end of CY2023, the Company executed an Early Contractor Involvement (ECI) agreement with Sedgman Pty Ltd, a
member of the CIMIC Group. Sedgman is a leading Australian engineering and construction firm with extensive experience in
mineral processing solutions across the project lifecycle.
Sedgman has completed value optimisation exercises across the processing plant design. Finalised process design basis and
criteria have been agreed; these have informed work on procuring the required materials and equipment for construction. All
tenders relating to process plant equipment supply, pre-assembly and construction have been issued. Quantities for all major
commodity and equipment requirements have been determined and are largely within DFS estimates.
Astron Corporation Limited
Company Number: 1687414
Directors' Report
30 June 2024
Astron Corporation Limited Annual Financial Statements | 46
Non-process infrastructure
Road
Integrated services including the overhead powerline, water pipeline and road upgrades will be installed along a road corridor
between Minyip and the mine site. Evaluations of road alignment options and design were completed to minimise potential impacts
on flora along the route. The preliminary road upgrade designs were submitted and subsequently endorsed by the Yarriambiack
Shire Council during the period.
Power
Astron has continued to work closely with Powercor to progress the design and approvals for the 66kV overhead powerline from
Horsham substation to the mine site. Work during the quarter included preparing submission for necessary approvals, design
development and studies relating to earthing, heritage and ecology.
Water
A design package for provision of raw water to the project was completed during the period. ‘In-principle’ approval of the water
pipeline design was received from GWM Water (GWM), the local water system operators, following which the Company has
entered into a developer agreement to commence design for permitting applications.
Plans for a tie-in operation to connect the project water pipeline to the existing GWM pipeline have been developed and approved
by GWM. The tie-in is planned for the low-demand winter period to allow connection. Two separate tenders have been issued for
the tie-in works and pipeline supply and installation.
Accommodation
A suitable parcel of land for the accommodation village was identified located and leased. Several site studies have been
completed including noise modelling, storm water and bush fire analysis. These studies helped form a submission to the local
government for planning permits. Subsequent to financial year end, the Company received approval from the shire with regards
to the accommodation village.
Further activities over the accommodation village site included design of the village power supply.
Transport and logistics
HMC and REEC product transport tenders have been issued. The Company received a number of conforming proposals from
experienced and competent Australian logistic service providers.
Operational Readiness
Astron has developed a comprehensive operational readiness plan with the help of external consultants BG&E Pty Ltd for the
eventual transition from construction into operations. In addition, post the Financial Year close, Astron made a number of key
appointments including the General Manager of Operations, who will lead the Company into the natural next phrase of its evolution.
Project Finance
The Company engaged RPM Global as an independent technical expert to prepare project technical and environmental due
diligence reports for provision to potential lenders to the project. The Company continues to work with our debt advisors, ICA
Partners, on the roadmap for obtaining attractive project financing. This included a recent workshop to finalise the debt process
schedule following the equity commitment from Energy Fuels.
Astron Corporation Limited
Company Number: 1687414
Directors' Report
30 June 2024
Astron Corporation Limited Annual Financial Statements | 47
China operations
FY24 remained a challenging year at the Yingkou Mineral Separation Plant. Market supply for heavy mineral concentrates into
China continued to be tight, operating well below optimum utilisation.
Astron has been in negotiations with raw material suppliers for the purpose of obtaining long-term feedstock supply to the Yingkou
plant. In the fourth quarter, the operations received a bulk sample for processing trials. If the outcome of the bulk trial is successful,
it is anticipated that Astron will enter into a long-term supply contract for the raw material.
Other activities
Astron’s China team has been exploring options to facilitate processing of the Donald heavy mineral concentrate at the Yingkou
mineral separation plant with minimal capital expenditure. Activities included working with the Changsha Institute, the leading
mineral sands process engineers in China, to re-evaluate the existing process flow diagram, which was designed by Mineral
Technologies, and to conduct discussions with equipment suppliers to explore equipment options.
The Company has been able to negotiate the return of land it owned in BaYuQuan district, Yingkou, Liaoning to the government
in exchange for RMB7.5m (~A$1.6m), with funds received in July 2024. Astron China will continue to rationalise its non-core asset
holdings in China.
Senegal
The Niafarang Project is located within a 397 square kilometre exploration licence area on the Casamance coast of Senegal,
West Africa. Astron has the rights to a licence issued under Order Number 09042/MIM/TMG through its subsidiary company,
Senegal Mineral Resources (“SMR”). Exploration and mining titles were granted to SMR in 2017, including a Small Mining Licence
(“SML”) which has been recently renewed with a term expiring in May 2027.
The Ministry of Mines and Geology in Senegal (Ministry) has now issued an order purporting to withdraw the authorisation granted
to SMR to operate the SML.
SMR is of the view that the order issued by the Ministry is invalid on the basis that it does not comply with the procedures set out
in the Mining Code of Senegal, as the requisite procedures (including certain requirements for formal notices) were not followed.
Further, the basis of the withdrawal is, in SMR’s view, also invalid as one of the bases of the purported withdrawal is that the
temporary resettlement of a small, localised population to allow mining activities to commence has not occurred. Under the mining
code, resettlement depends on actions to be taken by the local and provincial officials in Senegal rather than by the holder of the
licence.
SMR has commenced a mediation process under which an independent mediator will be appointed to seek resolution with the
Ministry. The independent mediator will meet with both parties individually and will also facilitate a joint meeting of the parties.
This is a mandatory process and, under the mediation process in Senegal, the mediator will make a decision based on his or her
findings. This decision is subject to a right of appeal by either party under a more formal arbitration process.
The mediation process commenced by SMR in December 2023. Progress has been slow due to political uncertainty in Senegal
caused by the initial delay of Presidential elections, and then the subsequent reinstatement of the elections.
With the election now completed, the Company is optimistic about achieving a positive outcome from the mediation. Local Astron
representatives have commenced engaging with the new government. It is expected that the election of the new government will
be beneficial to bringing the mediation process to a close.
The cost of, and involvement of Astron’s Australian personnel in, the mediation process is minimal.
BUSINESS RISKS
Supply risk
The Company is dependent on renewing its existing supply contracts for rutile and zircon middlings to be processed through its
plants in China. The Company is currently in advanced discussions with additional feedstock suppliers.
Funding risk
The Donald Project is expected to require a significant capital investment. The Company may seek to raise funds through equity
or debt financing or other means. The terms of such financing cannot be determined at this point and may result in delays in
execution timelines for the project.
Astron Corporation Limited
Company Number: 1687414
Directors' Report
30 June 2024
Astron Corporation Limited Annual Financial Statements | 48
Project execution risk
Project timeframes, capital expenditure, equipment availability, ability to access key personnel or a combination of these and other
factors have been captured as potential risks in the risk matrix. Where foreseeable delays, which may cause either a delay in the
completion of the Donald Project or an overrun in terms of capital expenditure or operational costs, are identified they will be
allowed for in the risk matrix revisions and mitigated at that point.
Geopolitical risk
The Company intends to export its products from the Donald Project to various markets. There is a risk that geopolitical risks
could adversely impact the proposed sales including intended sales to third parties or the Company’s subsidiary operations in
China.
Commercial and contract risk
Potential future earnings, profitability and growth are dependent on the Company’s ability to successfully implement its business
plans. The Company’s ability to do so depends on a number of different factors, including matters which may be beyond the
control of the Company.
Commodity price risk
The Company’s future revenues are expected to be derived mainly from mineral sands products, rare earth concentrate sales and
royalties gained from potential joint ventures or other arrangements. Consequently, the Company’s potential future earnings will
likely be closely related to the price of such minerals which may fluctuate and exchange rate risks for products sold when
denominated in currencies other than the Australian dollar.
Exchange rate risk
The revenue, earnings, assets and liabilities of the Group may be exposed adversely to exchange rate fluctuations. The
Company’s revenue may be denominated in a foreign currency, and as a result, fluctuations in exchange rates could result in
unanticipated and material fluctuations in the financial results of the Group.
Environmental regulation
The Group’s operations and projects are subject to the laws and regulations regarding environmental compliance and relevant
hazards of the jurisdictions in which it has interests and carries on business.
The Environmental Effects Statement for the Donald Project has been approved in Australia. The Group complies with all
environmental regulations in relation to its operations and there were no reportable environmental incidents from its Australian
operations.
In China, the Group continues working closely with the local authorities to maintain high standards. In relation to the manufacturing
processes in China, there are no outstanding exceptions as noted by regular local government environmental testing and
supervision.
To the best of the directors' knowledge, the Group has adequate systems in place to ensure compliance with the requirements of
all environmental legislation within the jurisdictions in which it operates and is not aware of any breach of those requirements
during the financial year and up to the date of the Directors' Report.
Occupational health and safety
During the year there were 3 minor lost time injuries at the company’s operations in Yingkou, China. The Company has undertaken
steps, including a health and safety audit of the plant and plant operations, to improve employee safety.
Significant changes in state of affairs
There have been no significant changes in the Group's state of affairs during the financial year.
Astron Corporation Limited
Company Number: 1687414
Directors' Report
30 June 2024
Astron Corporation Limited Annual Financial Statements | 49
LOOKING AHEAD
Matters subsequent to the end of the financial year
On 31 July 2024, the Company announced that all the convertible notes on issue had been converted into ordinary shares in the
Company through the issue of 11,500,000 ordinary shares (including 11,111,111 shares relating to $5,000,000 in principal notes
and $1,000,000 in interest notes and 388,889 ordinary shares as an early conversion fee). The ordinary shares issued to the
convertible note holder are subject to a voluntary escrow period of twelve months from issue.
The Group has funding options available to provide support for ongoing operations. These funding options could be a mix of third
parties or director/shareholder support and will be pursued as required.
No other matters or circumstances that have arisen since the end of the financial year which significantly affected or may
significantly affect the operations of the Group, the results of those operations or the state of affairs of the Group in future financial
years.
Likely Developments
During the next financial year, the Group expects to:
•
satisfy all conditions precedent to the Donald Project joint venture agreement with Energy Fuels becoming effective;
•
receive final approval of the Victorian Mining Work Plan for the Donald Project;
•
negotiate and confirm offtake agreements for HMC produced by the Donald Project;
•
secure appropriate financing for the Donald Project through the most efficient mix of debt and equity funding;
•
undertake a Final Investment Decision (FID) for the Donald Project; and
•
continue engagement with the local community and regulators in relation to both the Donald Project and the Senegal Project;
and
•
Chinese heavy mineral processing plant production expected to increase as supply agreements are realised.
For the Donald Project, the following represent the key work streams:
•
finalisation of early contractor involvement to confirm engineering and design ready for construction commencement;
•
complete final design and tender packages for key off-site infrastructure including overhead powerline, water and road
upgrades and accommodation village;
•
complete tender packages for key operating contracts including mining services and transport and logistics;
•
complete final capital and operating cost estimates for Phase 1 construction and operations; and
•
collaborate with advisors and potential financiers to secure appropriate construction funding and undertake FID.
Astron Corporation Limited
Company Number: 1687414
Directors' Report
30 June 2024
Astron Corporation Limited Annual Financial Statements | 50
REMUNERATION REPORT
Policy for determining the nature and amount of Key Management Personnel (KMP) remuneration
The remuneration policy of the Group has been designed to align director and executive objectives with shareholder and business
objectives by providing a fixed remuneration component and offering potential long-term incentives based on key performance
areas affecting the Group's financial results. The Board of Astron Corporation Limited believes the remuneration policy to be
appropriate and effective in its ability to attract and retain the best executives and directors to run and manage the Group, as well
as create goal congruence between directors, executives and shareholders.
The Board's policy for determining the nature and amount or remuneration for the board members and senior executives of the
Group is as follows:
•
The remuneration policy for executive directors and other KMP was developed by the Nomination & Remuneration committee
and approved by the Board after seeking professional advice from an independent external consultant.
•
All executives receive a market-related base salary (which is based on factors such as length of service and experience),
other statutory benefits and potential performance incentives.
•
The Nomination & Remuneration committee reviews executive packages annually by reference to the Group’s performance,
executive performance and comparable information from industry sectors.
The performance of executives is measured against criteria agreed with each executive and is based predominantly on the
forecast growth of the Group’s profits and shareholders’ value. All bonuses and incentives are linked to the performance of the
individual and are discretionary. The objective is designed to attract the highest calibre of executives and reward them for
performance that results in long term growth in shareholder wealth.
At the discretion of the Committee from time to time shares are issued to executives to reflect their achievements. The Board has
approved the Employee Share Option Plan (ESOP) and, subsequent to shareholder approval, options were issued to directors
and other employees and consultants.
Where applicable executive directors and executives receive a superannuation guarantee contribution required by the government,
which was 11.0% during the year ended 30 June 2024 increasing to 11.5% in the year ending 30 June 2025, and do not receive
any other retirement benefits.
Some individuals, however, have chosen to sacrifice part of their salary to increase payments towards superannuation.
If shares are given to directors and/or executives, these shares are issued at the market price of those shares.
The board policy is to remunerate non-executive directors at market rates for time, commitment and responsibilities. The Board
determines payments to the non-executive directors and reviews their remuneration annually, based on market practice, duties
and accountability. Independent external advice is sought when required. The maximum aggregate amount of fees that can be
paid to non-executive directors is subject to approval by shareholders at the Annual General Meeting. Fees for non-executive
directors are not linked to the performance of the Group. However, to align director's interests with shareholder interests, the
directors are encouraged to hold shares in the Group.
Performance based remuneration
As part of each executive director and executive’s remuneration package there is a discretionary short term incentive element.
This program intends to align the interests of directors and executives with those of the business and shareholders.
In determining whether or not each executive director and executive's bonus is due, the Nomination & Remuneration committee
bases the assessment on audited figures and independent reports where appropriate.
The Nomination & Remuneration committee reserves the right to award bonuses where performance expectation has prima facie
not been met but it is considered in the interests of the Group to continue to reward that individual.
Discretionary bonuses of Nil (2023: Nil) were paid during the year.
The Company is formalising a short term incentive program that will be based on key performance indicators (KPIs) set at the
beginning of the performance period and assessed at the end of the performance period. KPIs for each employee will be set with
overall Group business, operating and financial objectives in mind and will be a combination of Group and individual performance
measures. The terms of the short term inventive program are currently being defined for review and approval by the Nomination
& Remuneration committee.
Astron Corporation Limited
Company Number: 1687414
Directors' Report
30 June 2024
Astron Corporation Limited Annual Financial Statements | 51
Company performance, shareholder wealth and directors’ and executives’ remuneration
The remuneration policy has been tailored to increase goal congruence between shareholders, directors and executives. This has
been achieved by awarding discretionary bonuses to encourage the alignment of personal and shareholder interests. The Group
believes this policy to have been effective in increasing shareholder wealth and the Group's consolidated statement of financial
position over the past five years.
The following table shows the sales revenue, profits and dividends for the last five years for the listed entity, as well as the share
price at the end of the respective financial years.
A$’000
2020
2021
2022
2023
2024
Sales revenue
8,430
16,418
19,000
14,459
12,217
Net Loss
(6,293)
(2,968)
(9,038)
(7,731)
(24,866)
Share Price at Year-end
0.17
0.58
0.50
0.49
0.76
Dividends Paid
-
-
-
-
-
Key Management Personnel
The following persons were KMP of the Group during the financial year:
Name
Position Held
Directors
Mr George Lloyd
Chairman – non-executive
Mr Tiger Brown
Managing director
Mdm Kang Rong
Non-executive director
Mr Gerard King
Non-executive director
Dr Mark Elliott
Non-executive director
Key executives
Mr Tim Chase
General Manager of global operations (resigned 17 July 2023)
Mr Sean Chelius
Donald project director
Mr Greg Bell
Chief Financial Officer
Mr Joshua Theunissen
General counsel and Australian company secretary
Shareholdings
Details of equity instruments (other than options and rights) held directly, indirectly, beneficially or potentially beneficially by KMP
and their related parties are as follows:
30 June 2024
Balance
1 Jul 2023
Shares
purchased
Options
Exercised
Other
Balance
30 Jun 2024
Directors
Mr George Lloyd
675,926
-
-
-
675,926
Mr Tiger Brown
96,017,824
-
-
-
96,017,824
Mdm Kang Rong
4,000,100
-
(1,000,000)
3,000,100
Mr Gerard King
1,900,990
-
-
-
1,900,990
Dr Mark Elliott
438,993
-
-
-
438,993
Key executives
Mr Sean Chelius
-
-
-
99,425
99,425
Mr Greg Bell
93,188
-
-
-
93,188
Mr Joshua Theunissen
37,138
15,726
-
-
52,864
103,164,159
15,726
-
(900,575)
102,280,310
Astron Corporation Limited
Company Number: 1687414
Directors' Report
30 June 2024
Astron Corporation Limited Annual Financial Statements | 52
Options held
Details of options held directly, indirectly, beneficially or potentially beneficially by KMP and their related parties are as follows:
30 June 2024
Balance
1 Jul 2023
Options
issued
Options
exercised
Balance
30 Jun 2024
Directors
Mr George Lloyd
1,200,000
-
-
1,200,000
Mr Tiger Brown
-
-
-
-
Mdm Kang Rong
-
-
-
-
Mr Gerard King
400,000
-
-
400,000
Dr Mark Elliott
800,000
-
-
800,000
Key executives
Mr Tim Chase1
500,000
-
(500,000)
-
Mr Sean Chelius
600,000
-
-
600,000
Mr Greg Bell
600,000
-
-
600,000
Mr Joshua Theunissen
200,000
-
-
200,000
4,300,000
-
(500,000)
3,800,000
1.
T. Chase resigned on 17 July 2023 and ceased to be a member of KMP.
Details of Remuneration
Details of compensation by key management personnel of Astron Corporation Limited Group are set out below:
Short term benefits
Post-employment
benefits
Cash, fees
salary &
commission
s
A$
Cash
Bonus
A$
Non-cash
benefits/
other
A$
Share-
based
payment
expenses1
A$
Termination
payments
A$
Superannuation
A$
Total
A$
% of
remuneration
that is
performance
based
Year ended 30 June
2024
Directors
Mr George Lloyd
120,000
-
-
-
-
13,200
133,200
-
Mr Tiger Brown
268,752
50,000
1,920
-
-
27,424
348,096
14.4
Mdm Kang Rong2
234,160
-
-
-
-
-
243,160
-
Mr Gerard King
60,000
-
-
-
-
-
60,000
-
Dr Mark Elliott
60,000
-
-
-
-
6,600
66,600
-
Key executives
Mr Sean Chelius
326,752
153,800
16,071
-
-
27,424
524,047
29.3
Mr Greg Bell
331,133
105,532
-
13,345
-
27,399
477,409
24.9
Mr Joshua Theunissen
135,318
-
-
-
-
-
135,318
-
1,536,115
309,332
17,991
13,345
-
102,047
1,978,830
Astron Corporation Limited
Company Number: 1687414
Directors' Report
30 June 2024
Astron Corporation Limited Annual Financial Statements | 53
Details of Remuneration (cont’d)
Short term benefits
Post-employment
benefits
Cash, fees
salary &
commissions
A$
Non-cash
benefits/
other
A$
Share-based
payment
expenses1`
A$
Termination
payments
A$
Superannuation
A$
Total
A$
% of
remuneration
that is
performance
based
Year ended 30 June 2023
Directors
Mr George Lloyd
140,600
-
102,453
-
-
243,053
42.2
Mr Tiger Brown
100,000
-
-
-
10,500
110,500
-
Mdm Kang Rong2
250,000
-
-
-
-
250,000
-
Mr Gerard King
60,000
-
102,453
-
-
162,453
63.1
Dr Mark Elliott
60,000
-
-
-
6,300
66,300
-
Key executives
Mr Tim Chase3
326,154
10,876
-
-
33,921
370,951
-
Mr Sean Chelius
319,000
14,151
-
-
27,500
360,651
-
Mr Greg Bell4
240,912
-
125,845
-
18,969
385,726
32.6
Mr Joshua Theunissen1
94,575
-
-
-
-
94,575
-
1,591,241
25,027
330,751
-
97,190
2,044,209
16.2
Notes:
1.
The figures provided in ‘Share-based payment expenses’ were not provided in cash to the KMP during the financial period. These amounts
are calculated in accordance with accounting standards and represent the amortisation of accounting fair values of performance rights that
have been granted to KMP in this or prior financial years. The fair value of performance rights have been valued as at their date of grant
and in accordance with the requirements of HKFRS 2 Share-Based Payments. The fair value of options is measured using a generally
accepted valuation model. The fair values are then amortised over the entire vesting period of the equity instruments. Total remuneration
shown in ‘Total’ therefore includes a portion of the fair value of unvested equity compensation during the year. The amount included as
remuneration is not related to or indicative of the benefit (if any) that individuals may ultimately realise should these equity instruments vest
and be exercised.
2.
Paid or payable to management company.
3.
During the year ended 30 June 2023, Mr Tim Chase entered into an agreement with the Company to pay out a portion of the annual leave
liability owing to him from past service. A total amount of $61,154 (before taxes and superannuation) was paid under the agreement which
was included in the Group’s provision for annual leave at 30 June 2022.
4.
Mr Greg Bell was appointed as the Chief Financial Officer of the Group on 3 October 2022 and, as such, become a member of KMP from
this date. Mr Bell received 600,000 share options as part of his agreement to hold the position, with various vesting conditions as outlined
in Note 27 of the financial statements. These share options have been valued in accordance with HKFRS 2 and will be amortised in
accordance with the vesting conditions.
Use of remuneration consultants
The Board has previously employed external consultants to review and provide recommendations regarding the amount and
elements of executive remuneration, including short-term and long-term incentive plan design. No remuneration consultants were
employed during the year.
Termination payment
No termination payments were paid during the year to KMP.
Astron Corporation Limited
Company Number: 1687414
Directors' Report
30 June 2024
Astron Corporation Limited Annual Financial Statements | 54
Share-based payments
During the 2024 year, there were no (2023: 1,400,000) options granted to directors or KMP. (2023: $346,349). The value of share
options issued to KMP will be amortised in accordance with their vesting conditions to comply with HKFRS 2 Share based
payments.
Voting and comments at the Company’s 2023 Annual General Meeting
The Company received 91.45% of “yes” votes on its remuneration report for the 2023 financial year.
The Company did not receive any specific feedback at the AGM on its remuneration report.
Service contracts
Service contracts (or letters of engagement) have been entered into, or are in the process of being entered into, by the Group
with all KMP and executives, describing the components and amounts of remuneration applicable on their initial appointment
including terms, other than non-executives who have long established understanding of arrangements with the Group. These
contracts do not fix the amount of remuneration increases from year to year. Remuneration levels are reviewed generally each
year by the Nomination & Remuneration Committee to align with changes in job responsibilities and market salary expectations.
Other key management personnel have ongoing contracts with a notice period of three months for key management personnel.
There are no non-standard termination clauses in any of these contracts.
The Nomination & Remuneration Committee considers the appropriate remuneration requirements. In August 2012, the Group
engaged external consultants to review the Group’s salary and incentive benchmarks. No consultants were engaged to review
Group remunerations during the year ended 30 June 2024.
END OF REMUNERATION REPORT
INDEMNIFYING OFFICERS OR AUDITOR
Insurance premiums paid for directors
During the year, the Group paid a premium in respect of a contract indemnifying directors, secretaries and executive officers of
the Company and its controlled entities against a liability incurred as director, secretary or executive officer. The contract of
insurance prohibits disclosure of the nature of the cover.
The Company has not otherwise, during or since the end of the financial year, except to the extent permitted by law, indemnified
or agreed to indemnify an officer or auditor of the Company or any of its controlled entities against a liability incurred as such an
officer or auditor.
NON-AUDIT SERVICES
During the financial year, the following fees for non-audit services were paid or payable to the auditor BDO Limited or its related
practices:
2024
$
2023
$
Other Services
Taxation services
-
-
Other assurance services
-
-
The directors are satisfied that the provision of non-audit services during the year by the auditor (or by another person or firm on
behalf of the auditor) is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001.
The directors are satisfied that the provision of non-audit services by the auditor, as set out above, did not compromise the auditor
independence requirements of the Hong Kong Institute of Certified Public Accountants (HKICPA) for the following reasons:
•
all non-audit services have been reviewed by the Board to ensure that they do not impact the integrity and objectivity of the
auditor; and
•
none of the non-audit services undermine the general principles relating to auditor independence as set out by the HKICPA.
Astron Corporation Limited
Company Number: 1687414
Directors' Report
30 June 2024
Astron Corporation Limited Annual Financial Statements | 55
AUDITOR’S INDEPENDENCE DECLARATION
The lead auditor’s independence declaration for the year ended 30 June 2024 has been received and can be found on page 56
of the financial report.
DIRECTORS’ DECLARATION REGARDING HKFRS COMPLIANCE STATEMENT
The directors declare that these annual financial statements have been prepared in compliance with Hong Kong Financial
Reporting Standards.
DIVIDENDS PAID AND PROPOSED
No final dividend was proposed for the year ended 30 June 2024 (2023: Nil).
PROCEEDINGS ON BEHALF OF COMPANY
No person has applied to the Court for leave to bring proceedings on behalf of the Company, or to intervene in any proceedings
to which the Company is a party, for the purpose of taking responsibility on behalf of the Company for all or part of those
proceedings.
Signed in accordance with a resolution of the board of directors and is signed for and on behalf of the directors by:
Chairman:
Mr George Lloyd
Date: 16 September 2024
Astron Corporation Limited
Company Number: 1687414
Declaration of Independence
to the Directors of Astron Corporation Limited
As lead auditor of Astron Corporation Limited for the year ended 30 June 2024 I declare that, to the best of my knowledge and
belief, there have been no contraventions of the auditor independence requirements in the Code of Ethics for Professional
Accountants issued by the Hong Kong Institute of Certified Public Accountants.
BOO Limited
Certified Public Accountants
Chiu Wing Cheung Ringo
Practising Certificate Number P04434
Hong Kong, 16 September 2024
Astron Corporation Limited Annual Financial Statements
I 56
Astron Corporation Limited
Company Number: 1687414
Consolidated Statement of Profit or Loss and Other Comprehensive Income
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 57
Consolidated
Year ended
Note
30 Jun 2024
A$
30 Jun 2023
A$
Sales revenue
5
12,216,920
14,458,725
Cost of sales
(14,935,159)
(14,244,971)
Gross (loss)/profit
(2,718,239)
213,754
Interest income
5
1,074
474
Other income
5
1,507,322
1,970,774
Distribution expenses
(86,221)
(152,140)
Marketing expenses
(12,810)
(179,332)
Occupancy expenses
(1,549)
(21,195)
Administrative expenses
(8,315,395)
(6,076,128)
Provision for impairment on receivables
6
(166,240)
(118,716)
Write-off of sundry receivables and prepayments
(1,014,155)
-
Fair value (loss) /gain on financial assets at fair value through profit or loss
(5,519)
744
Impairment of inventories
(855,495)
-
Net impairment of Niafarang project
6
(9,596,089)
-
Costs associated with Gambian litigation
6
-
(47,655)
Share based payments expenses
6
(13,345)
(285,522)
Finance costs
6
(729,571)
(1,185,794)
Other expenses
(318,382)
(158,385)
Loss before income tax expense
6
(22,324,614)
(6,039,121)
Income tax expense
7
(2,541,070)
(1,691,871)
Net loss for the year
(24,865,684)
(7,730,992)
Other comprehensive income
Items that may be reclassified subsequently to profit or loss:
Foreign currency translation differences (tax: Nil)
312,540
(384,014)
Other comprehensive income for the year, net of tax
312,540
(384,014)
Total comprehensive income for the year
(24,553,144)
(8,115,006)
Loss for the year attributable to:
Owners of Astron Corporation Limited
(24,865,684)
(7,730,992)
Total comprehensive income for the year attributable to:
Owners of Astron Corporation Limited
(24,553,144)
(8,115,006)
Loss per share
Basic and diluted loss per share (cents)
8
(15.74)
(5.98)
The above Consolidated Statement of Profit or Loss and Other Comprehensive Income should be read in conjunction with the
accompanying notes included on pages 61 to 105.
Astron Corporation Limited
Company Number: 1687414
Consolidated Statement of Financial Position
As at 30 June 2024
Astron Corporation Limited Annual Financial Statements | 58
Consolidated
Note
30 Jun 2024
A$
30 Jun 2023
A$
ASSETS
Current assets
Cash and cash equivalents
10
2,745,799
7,204,674
Term deposits greater than 90 days
10
139,209
46,112
Trade and other receivables and prepayments
11
5,752,850
6,261,343
Inventories
12
1,266,900
2,217,845
Financial assets at fair value through profit or loss
14
42,800
8,319
Total current assets
9,947,558
15,738,293
Non-current assets
Property, plant and equipment
16
19,882,759
22,831,507
Exploration and evaluation assets
17
93,372,759
82,590,196
Development costs
18
-
8,901,965
Right-of-use assets
19
1,799,990
2,773,422
Total non-current assets
115,055,508
117,097,090
TOTAL ASSETS
125,003,066
132,835,383
LIABILITIES
Current liabilities
Trade and other payables
20
9,248,421
6,578,001
Contract liabilities
21
98,508
656,001
Borrowings – current
22
8,891,356
14,627,740
Convertible notes
23
4,622,273
5,365,323
Lease liabilities
35
85,256
-
Provisions
24
151,123
126,666
Total current liabilities
23,096,937
27,353,731
Non-current liabilities
Deferred tax liabilities
25
15,161,890
12,620,821
Borrowings – non-current
22
6,431,713
1,569,078
Lease liabilities
35
147,997
-
Long-term provisions
24
-
795,450
Total non-current liabilities
21,741,600
14,985,349
TOTAL LIABILITIES
44,838,537
42,339,080
NET ASSETS
80,164,529
90,493,303
EQUITY
Issued capital
26
102,985,548
89,233,205
Reserves
28
18,864,215
18,082,648
Accumulated losses
(41,685,234)
(16,819,550)
TOTAL EQUITY
80,164,529
90,493,303
Mr Tiger Brown
Mr George Lloyd
The above Consolidated Statement of Financial Position should be read in conjunction with the accompanying notes included on
pages 61 to 105.
Astron Corporation Limited
Company Number: 1687414
Consolidated Statement of Changes in Equity
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 59
Note
Issued
capital
A$
Accumulated
losses
A$
Share
based
payment
reserve
A$
Foreign
currency
translation
reserve
A$
Convertible
notes equity
reserve
A$
Capital
reserve
A$
Total equity
A$
Balance at 1 July 2022
76,549,865
(9,088,558)
1,832,735
14,212,420
546,818
1,450,005
85,503,285
Loss for the year
-
(7,730,992)
-
-
-
-
(7,730,992)
Other comprehensive income
- Exchange differences on
translation of foreign
operations
-
-
-
(384,014)
-
-
(384,014)
Total comprehensive
income/(loss) for the year
-
(7,730,992)
-
(384,014)
-
-
(8,115,006)
Issue of ordinary shares
12,995,003
-
-
-
-
-
12,995,003
Share issue costs
(172,501)
-
-
-
-
-
(172,501)
Recognition of equity settled
share-based payments expense
26
(139,162)
-
424,684
-
-
-
285,522
Total transactions with owners
recognised directly in equity
12,683,340
-
424,684
-
-
-
13,108,024
Equity as at 30 June 2023
89,233,205
(16,819,550)
2,257,419
13,828,406
546,818
1,450,005
90,496,303
Balance at 1 July 2023
89,233,205
(16,819,550)
2,257,419
13,828,406
546,818
1,450,005
90,496,303
Loss for the year
-
(24,865,684)
-
-
-
-
(24,865,684)
Other comprehensive income
- Exchange differences on
translation of foreign
operations
-
-
-
312,540
-
-
312,540
Total comprehensive
income/(loss) for the year
-
(24,865,684)
-
312,540
-
-
(24,553,144)
Issue of ordinary shares
12,727,724
-
-
-
-
-
12,727,724
Share issue costs
(66,517)
-
-
-
-
-
(66,517)
Conversion of 10,000 convertible
notes
1,091,136
-
-
-
(91,136)
-
1,000,000
Extension of convertible note
-
-
-
-
546,818
-
546,818
Recognition of equity settled
share-based payments expense
26
-
-
13,345
-
-
-
13,345
Total transactions with owners
recognised directly in equity
13,752,343
-
13,345
-
455,682
-
14,221,370
Equity as at 30 June 2024
102,985,548
(42,485,694)
2,270,764
14,140,946
1,002,500
1,450,005
80,164,529
The above Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying notes included on
pages 61 to 105.
Astron Corporation Limited
Company Number: 1687414
Consolidated Statement of Cash Flows
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 60
Consolidated
Year ended
Note
30 Jun 2024
A$
30 Jun 2023
A$
Cash flows from operating activities:
Receipts from customers
14,221,951
22,376,537
Payments to suppliers and employees
(22,089,125)
(25,567,857)
Net cash outflows from operations
(7,864,174)
(3,191,320)
Refundable Australian R&D tax offsets received
-
1,543,575
Net cash outflows from operating activities
33
(7,864,174)
(1,647,745)
Cash flows from investing activities:
Acquisition of property, plant and equipment
(194,638)
(1,484,650)
Proceeds from disposal of property, plant and equipment
297,750
-
Investment in community housing initiative
14
(40,000)
-
Investment in financial assets – terms deposits greater than 90 days
(93,097)
-
Capitalised exploration and evaluation expenditure
(7,639,145)
(5,855,362)
Net cash outflows from investing activities
(7,669,130)
(7,340,012)
Cash flows from financing activities:
Interest received
1,074
474
Interest paid
(723,835)
(362,641)
Contribution from joint venture activities
3,221,201
-
Proceeds from the issue of ordinary shares net of transaction costs
12,613,482
11,822,502
Principal paid on lease liabilities
(75,503)
-
Net proceeds from/(repayment of) borrowings
(4,139,430)
2,611,311
Net cash inflows from financing activities
33
10,896,989
14,071,646
Net (decrease)/increase in cash and cash equivalents
(4,636,315)
5,083,889
Cash and cash equivalents at beginning of the year
7,204,674
2,447,986
Net foreign exchange differences
177,440
(327,201)
Cash and cash equivalents at end of the year
33
2,745,799
7,204,674
The above Consolidated Statement of Cash Flows should be read in conjunction with the accompanying notes included on pages
61 to 105.
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 61
1.
General Information
The consolidated financial statements of Astron Corporation Limited for the year ended 30 June 2024 were authorised for
issue in accordance with a resolution of the directors on 16 September 2024 and relate to the consolidated entity consisting
of Astron Corporation Limited (“the Company”) and its subsidiaries (collectively “the Group”).
The financial statements are presented in Australian dollars ($).
Astron Corporation Limited is a for-profit company limited by shares incorporated in Hong Kong whose shares are publicly
traded through CHESS Depository Interests on the Australian Securities Exchange (ASX).
2.
Basis of preparation and material accounting policy information
Basis of preparation
The consolidated financial statements have been prepared in accordance with Hong Kong Financial Reporting Standards
and Interpretations (hereinafter collectively referred to as the (“HKFRS”) issued by the Hong Kong Institute of Certified Public
Accountants (“HKICPA”) and the provisions of the Hong Kong Companies Ordinance which concern the preparation of
financial statements.
The consolidated financial statements have also been prepared on a historical cost basis, except for certain financial
instruments which are measured at fair value as explained in the accounting policies set out below.
Going concern basis
As at 30 June 2024, the Group had a deficit of current assets over current liabilities of $13,149,379 including current bank
borrowings of $5,608,292 while cash held by the Group is recorded to be $2,745,799. For the year ended 30 June 2024, the
Group incurred a gross loss and net loss after tax of $2,718,239 and $24,865,684 respectively and recorded net cash
outflows from operating activities of $7,864,174. The deficit of current assets over current liabilities, gross loss, continued
operating losses and net cash outflows from operating activities, are conditions, along with the matters set out below, that
may cast significant doubt on the Group’s ability to continue as a going concern. The consolidated financial statements have
been prepared on a going concern basis, which assumes the continuity of normal business activity and the realisation of
assets and settlement of liabilities in the normal course of business. The directors are of the view that based on cash flow
forecasts covering 18 months from the end of the reporting period and consideration of the plans and measures stated below,
the business remains a going concern.
The directors are confident the Group will have sufficient funds to meet its ongoing needs for at least the next 12 months
from the date of this report based on the following:
•
The completion of the joint venture agreement with Energy Fuels will provide sufficient new funding to continue
progression of development activities relating to the Donald Project and continue to meet its primary milestones in
relation to the Project.
•
The directors anticipate that the Group will be able to renew certain borrowings and raise further funding, through capital
raisings, private placement or otherwise, to fund any head office corporate costs and cash shortfall experienced in
China.
•
The Group has agreed in principle terms for stable supply of appropriate raw materials for the Group’s mineral separation
plant in China. Agreement for a stable supply of raw materials is imperative to the sustainability and profitability of the
mineral separation plant as not only will it ensure consistent production volumes (and, by extension, sales volumes), it
will also allow the Group to increase production efficiencies through reducing the volatility of plant settings and
consequently increase profit margins. The Group has received and processed shipments of raw materials in the third
quarter of 2024. Notwithstanding the above agreement, it is not expected that the plant will operate at full capacity in
this timeframe.
•
An undertaking by the majority shareholder to provide financial support where necessary to enable the Group to meet
its obligations and commitments until the Company is adequately financed.
•
The undertaking by a director not to demand repayments due to her and her related entities of approximately $4.8 million
until such time when any repayment will not affect the Group’s ability to repay other creditors in the normal course of
business (refer note 31).
Assuming the plans and measures in the forecast can be successfully implemented as scheduled, the directors are of the
opinion that the Group will have sufficient working capital to finance its operations and fulfil its financial obligations as and
when they fall due. Accordingly, the directors of the Group consider that it is appropriate to prepare the consolidated financial
statements on a going concern basis notwithstanding that there is a material uncertainty relating to the above events or
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 62
conditions that may cast significant doubt as to the Group’s ability to continue as a going concern and, therefore, that it may
be unable to realise its assets and discharge its liabilities in the normal course of business.
Notwithstanding the above, significant material uncertainties exist as to whether the directors of the Company will be able to
achieve its plans and measures as described above. Whether the Group will be able to continue as a going concern would
depend upon the Group’s ability to generate adequate financing and operating cash flows in the near future, and to obtain
continuous financial support from its related parties.
Should the Group fail to achieve the plans and measures as scheduled, it might not be able to continue as a going concern,
and adjustments would have to be made to reduce the value of assets to their net realisable amounts, to reclassify non-
current assets and non-current liabilities as current assets and current liabilities respectively and to provide for any further
liabilities which might arise. The effect of these adjustments has not been reflected in these consolidated financial
statements.
Material accounting policy information
The following material accounting policy information have been adopted in the preparation and presentation of the
consolidated financial statements.
Basis of consolidation
The Group financial statements consolidate those of the Company and all of its subsidiaries as at 30 June 2024. The
Company controls a subsidiary if it is exposed, or has rights, to variable returns from its involvement with the subsidiary and
has the ability to affect those returns through its power over the subsidiary.
All transactions and balances between Group companies are eliminated on consolidation, including unrealised gains and
losses on transactions between Group companies. Where unrealised losses on intra-group asset sales are reversed on
consolidation, the underlying asset is also tested for impairment from a Group perspective. Amounts reported in the financial
statements of subsidiaries have been adjusted where necessary to ensure consistency with the accounting policies adopted
by the Group.
Profit or loss and other comprehensive income of subsidiaries acquired or disposed of during the year are recognised from
the effective date of acquisition, or up to the effective date of disposal, as applicable.
Foreign currency translation
The functional and presentation currency of the Company and its Australian subsidiaries is Australian dollars ($).
Foreign currency transactions are translated into the functional currency using the exchange rates ruling at the date of the
transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated at the rate of exchange ruling
at the end of the reporting period. Foreign exchange gains and losses resulting from settling foreign currency transactions,
as well as from restating foreign currency denominated monetary assets and liabilities, are recognised in profit or loss except
when they are deferred in other comprehensive income as qualifying cash flow hedges or where they relate to differences
on foreign currency borrowings that provide a hedge against a net investment in a foreign entity.
Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when
fair value was determined.
The functional currency of the overseas subsidiaries is primarily Chinese Renminbi (RMB). The assets and liabilities of these
overseas subsidiaries are translated into the presentation currency of the Company at the closing rate at the end of the
reporting period and income and expenses are translated at the weighted average exchange rates for the year. All resulting
exchange differences are recognised in other comprehensive income as a separate component of equity (foreign currency
translation reserve). On disposal of a foreign entity, the cumulative exchange differences recognised in foreign currency
translation reserves relating to that particular foreign operation are recognised in the profit or loss.
Revenue recognition
Revenue is recognised at the fair value of the consideration received or receivable. Amounts disclosed as revenue are net
of returns, trade allowances and duties and taxes paid. The following specific recognition criteria must also be met before
revenue is recognised:
Sale of goods
Revenue from contracts with customers is recognised when control of goods is transferred to the customers at an amount
that reflects the consideration to which the Group expects to be entitled in exchange for those goods, excluding those
amounts collected on behalf of third parties. Revenue excludes value added tax or other sales taxes and is after deduction
of any trade discounts.
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 63
Depending on the terms of the contract and the laws that apply to the contract, control of the goods may be transferred over
time or at a point in time. Control of the goods is transferred over time if the Group’s performance:
•
provides all of the benefits received and consumed simultaneously by the customer;
•
creates or enhances an asset that the customer controls as the Group performs; or
•
does not create an asset with an alternative use to the Group and the Group has an enforceable right to payment for
performance completed to date.
If control of the goods transfers over time, revenue is recognised over the period of the contract by reference to the progress
towards complete satisfaction of that performance obligation. Otherwise, revenue is recognised at a point in time when the
customer obtains control of the goods.
Customers obtain control of the goods when the goods are delivered to and have been accepted. Revenue is thus recognised
upon when the customers accepted the goods. There is generally only one performance obligation.
Contract liabilities
A contract liability represents the Group’s obligation to transfer goods to a customer for which the Group has received
consideration (or an amount of consideration is due) from the customer.
Interest income
Interest income is recognised as it accrues using the effective interest method. The effective interest method uses the
effective interest rate which is the rate that exactly discounts the estimated future cash receipts over the expected life of the
financial asset.
Rental income
Rental income is accounted for on a straight-line basis over the lease term. Contingent rentals are recognised as income in
the periods when they are earned.
Income tax
The income tax expense for the year is the tax payable on the current year's taxable income based on the national income
tax rate for each jurisdiction adjusted by changes in deferred tax assets and liabilities attributable to temporary differences
between the tax base of assets and liabilities and their carrying amounts in the financial statements, and to unused tax
losses.
Deferred tax assets and liabilities are recognised for all temporary differences, between carrying amounts of assets and
liabilities for financial reporting purposes and their respective tax bases, at the tax rates expected to apply when the assets
are recovered or liabilities settled, based on those tax rates which are enacted or substantively enacted for each jurisdiction.
Exceptions are made for certain temporary differences arising on initial recognition of an asset or a liability if they arose in a
transaction, other than a business combination, that at the time of the transaction did not affect either accounting profit or
taxable profit.
Deferred tax assets are only recognised for deductible temporary differences and unused tax losses if it is probable that
future taxable amounts will be available to utilise those temporary differences and losses.
Deferred tax assets and liabilities are not recognised for temporary differences between the carrying amount and tax bases
of investments in subsidiaries, associates and interests in joint ventures where the parent entity is able to control the timing
of the reversal of the temporary differences and it is probable that the differences will not reverse in the foreseeable future.
The Group has implemented the tax consolidation legislation for the whole of the financial year. The stand-alone taxpayer
within a group approach has been used to allocate current income tax expense and deferred tax balances to wholly owned
subsidiaries that form part of the tax consolidated group where the head entity has assumed all the current tax liabilities and
the deferred tax assets arising from unused tax losses for the tax consolidated group via intercompany receivables and
payables because a tax funding arrangement has been in place for the whole financial year. The amounts receivable/payable
under tax funding arrangements are due upon notification by the head entity, which is issued soon after the end of each
financial year. Interim funding notices may also be issued by the head entity to its wholly owned subsidiaries in order for the
head entity to be able to pay tax instalments. These amounts are recognised as current intercompany receivables or
payables.
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 64
Financial instruments
Financial assets
A financial asset (unless it is a trade receivable without a significant financing component) is initially measured at fair value
plus, for an item not at fair value through profit or loss (FVTPL), transaction costs that are directly attributable to its acquisition
or issue. A trade receivable without a significant financing component is initially measured at the transaction price.
All regular way purchases and sales of financial assets are recognised on the trade date, that is, the date that the Group
commits to purchase or sell the asset. Regular way purchases or sales are purchases or sales of financial assets that require
delivery of assets within the period generally established by regulation or convention in the market place.
Equity instruments
On initial recognition of an equity investment that is not held for trading, the Group could irrevocably elect to present
subsequent changes in the investment’s fair value in other comprehensive income. This election is made on an investment-
by-investment basis. Equity investments at fair value through other comprehensive income are measured at fair value.
Dividend income are recognised in profit or loss unless the dividend income clearly represents a recovery of part of the cost
of the investments. Other net gains and losses are recognised in other comprehensive income and are not reclassified to
profit or loss. All other equity instruments are classified as FVTPL, whereby changes in fair value, dividends and interest
income are recognised in profit or loss.
Impairment loss on financial assets
The Group recognises loss allowances for expected credit loss (ECL) on trade receivables, other receivables, and other
financial assets measured at amortised cost. The ECLs are measured on either of the following bases: (1) 12 months ECLs:
these are the ECLs that result from possible default events within the 12 months after the reporting date: and (2) lifetime
ECLs: these are ECLs that result from all possible default events over the expected life of a financial instrument. The
maximum period considered when estimating ECLs is the maximum contractual period over which the Group is exposed to
credit risk.
ECLs are a probability-weighted estimate of credit losses. Credit losses are measured as the difference between all
contractual cash flows that are due to the Group in accordance with the contract and all the cash flows that the Group expects
to receive. The shortfall is then discounted at an approximation to the assets’ original effective interest rate.
For trade receivables, the Group applies the simplified approach and has calculated ECLs based on lifetime ECLs. The
Group has established a provision matrix that is based on the Group’s historical credit loss experience, adjusted for forward-
looking factors specific to the debtors and the economic environment.
For other debt financial assets, the ECLs are based on the 12-months ECLs. However, when there has been a significant
increase in credit risk since origination, the allowance will be based on the lifetime ECLs.
When determining whether the credit risk of a financial asset has increased significantly since initial recognition and when
estimating ECL, the Group considers reasonable and supportable information that is relevant and available without undue
cost or effort. This includes both quantitative and qualitative information analysis, based on the Group’s historical experience
and informed credit assessment and including forward-looking information.
The Group assumes that the credit risk on a financial asset has increased significantly if it is more than 30 days past due.
The Group considers a financial asset to be credit-impaired when: (1) the borrower is unlikely to pay its credit obligations to
the Group in full, without recourse by the Group to actions such as realising security (if any is held); or (2) the financial asset
is more than 90 days past due.
Interest income on credit-impaired financial assets is calculated based on the amortised cost (i.e. the gross carrying amount
less loss allowance) of the financial asset. For non credit-impaired financial assets interest income is calculated based on
the gross carrying amount.
Financial liabilities
The Group classifies its financial liabilities, depending on the purpose for which the liabilities were incurred. Financial
liabilities at fair value through profit or loss are initially measured at fair value and financial liabilities at amortised costs are
initially measured at fair value, net of directly attributable costs incurred.
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 65
Financial liabilities at amortised cost
Financial liabilities at amortised cost including trade and other payables, borrowings and the debt element of convertible
notes issued by the Group are subsequently measured at amortised cost, using the effective interest method. The related
interest expense is recognised in profit or loss.
Gains or losses are recognised in profit or loss when the liabilities are derecognised as well as through the amortisation
process.
Convertible notes
Convertible notes issued by the Group that contain both the liability and conversion option components are classified
separately into their respective items on initial recognition. Conversion option that will be settled by the exchange of a fixed
amount of cash or another financial asset for a fixed number of the Company’s own equity instruments is classified as an
equity instrument.
On initial recognition, the fair value of the liability component is determined using the prevailing market interest rate of similar
non-convertible debts. The difference between the proceeds of the issue of the convertible notes and the fair value assigned
to the liability component, representing the conversion option for the holder to convert the notes into equity, is included in
equity (convertible notes equity reserve).
In subsequent periods, the liability component of the convertible notes is carried at amortised cost using the effective interest
method. The equity component, represented by the option to convert the liability component into ordinary shares of the
Company, will remain in convertible notes equity reserve until the embedded option is exercised (in which case the balance
stated in convertible notes equity reserve will be transferred to issued capital). Where the option remains unexercised at the
expiry dates, the balance stated in convertible notes equity reserve will be released to the retained earnings. No gain or loss
is recognised upon conversion or expiration of the option.
Transaction costs that relate to the issue of the convertible notes are allocated to the liability and equity components in
proportion to the allocation of the proceeds. Transaction costs relating to the equity component are charged directly to equity.
Transaction costs relating to the liability component are included in the carrying amount of the liability portion and amortised
over the period of the convertible notes using the effective interest method.
Effective interest method
The effective interest method is a method of calculating the amortised cost of a financial asset or financial liability and of
allocating interest income or interest expense over the relevant period. The effective interest rate is the rate that exactly
discounts estimated future cash receipts or payments through the expected life of the financial asset or liability, or where
appropriate, a shorter period.
Equity instruments
Equity instruments issued by the Company are recorded at the proceeds received, net of direct issue costs.
The Hong Kong Companies Ordinance, Cap. 622 (the Ordinance), came into operation on 3 March 2014. Under the
Ordinance, shares of the Company do not have a nominal value. Consideration received or receivable for the issue of shares
on or after 3 March 2014 is credited to share capital. Commissions and expenses are allowed to be deducted from share
capital under s. 148 and s. 149 of the Ordinance.
Derecognition
The Group derecognises a financial asset when the contractual rights to the future cash flows in relation to the financial asset
expire or when the financial asset has been transferred and the transfer meets the criteria for derecognition in accordance
with HKFRS 9.
Financial liabilities are derecognised when the obligation specified in the relevant contract is discharged, cancelled or
expires.
Cash and cash equivalents
For the purposes of the Consolidated Statement of Cash Flows, cash and cash equivalents includes cash on hand and at
banks, deposits held at call with financial institutions, other short term, highly liquid investments with maturities of three
months or less, that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes
in value and bank overdrafts.
For the purpose of the Consolidated Statement of Cash Flows, movements in term deposits with maturity over three months
are shown as cash flows from investing activities.
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 66
Inventories
Inventories are stated at the lower of cost and net realisable value. Cost comprises all direct materials, direct labour and an
appropriate portion of variable and fixed overheads. Fixed overheads are allocated on the basis of normal operating capacity.
Costs are assigned to inventories using the weighted average cost basis. Net realisable value is the estimated selling price
in the ordinary course of business, less the estimated selling cost of completion and selling expenses.
Property, plant and equipment
Each class of property, plant and equipment is carried at cost less, where applicable, any accumulated depreciation and
impairment losses.
All other plant and equipment is stated at historical cost, including costs directly attributable to bringing the asset to the
location and condition necessary for it to be capable of operating in the manner intended by management, less depreciation
and any impairments.
Freehold land is not depreciated. Leasehold improvements are depreciated over the shorter of either the unexpired period
of the lease or the estimated useful lives of the improvements.
Depreciation on other assets is calculated on a straight-line basis over the estimated useful life of the asset as follows:
Class of Asset
Leasehold buildings
10-50 years
Freehold land
Indefinite
Plant and equipment
3-10 Years
The assets' residual value and useful lives are reviewed, and adjusted if appropriate, at the end of each reporting period.
Gains and losses on disposals are calculated as the difference between the net disposal proceeds and the asset's carrying
amount and are included in profit or loss in the year that the item is de-recognised.
The cost of fixed assets constructed within the Group includes the cost of materials, direct labour, borrowing costs (if any)
and an appropriate proportion of fixed and variable overheads.
Subsequent costs are included in the asset's carrying amount or recognised as a separate asset, as appropriate, only when
it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be
measured reliably.
Additional costs incurred on impaired capital works in progress are expensed in profit or loss.
Leases
All leases (irrespective of whether they are operating leases or finance leases) are required to be capitalised in the
consolidated statement of financial position as right-of-use assets and lease liabilities, but accounting policy choices exist
for an entity to choose not to capitalise (i) leases which are short-term leases and/or (ii) leases for which the underlying asset
is of low-value. The Group has elected not to recognise right-of-use assets and lease liabilities for which at the
commencement date have a lease term of 12 months or less. The lease payments associated with those leases have been
expensed on straight-line basis over the lease term.
Right-of-use asset
The right-of-use asset should be recognised at cost and would comprise: (i) the amount of the initial measurement of the
lease liability; (ii) any lease payments made at or before the commencement date, less any lease incentives received; (iii)
any initial direct costs incurred by the lessee and (iv) an estimate of costs to be incurred by the lessee in dismantling and
moving the underlying asset to the condition required by the terms and conditions of the lease, unless those costs are
incurred to produce inventories. Except for right-of-use asset that meets the definition of an investment property or a class
of property, plant and equipment to which the Group applies the revaluation model, the Group measures the right-of-use
assets applying the cost model. Under the cost model, the Group measures the right-of-use assets at cost, less any
accumulated depreciation and any impairment losses, and adjusted for any remeasurement of lease liability. Lease assets
are depreciated on a straight-line basis over their expected useful lives on the same basis as owned assets, or where shorter,
the term of the relevant lease.
The following payments for the underlying right-of-use asset during the lease term that are not paid at the commencement
date of the lease are considered to be lease payments: (i) fixed payments less any lease incentives receivable; (ii) variable
lease payments that depend on an index or a rate, initially measured using the index or rate as the commencement date;
(iii) amounts expected to be payable by the lessee under residual value guarantees; (iv) the exercise price of a purchase
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 67
option if the lessee is reasonably certain to exercise that option and (v) payments of penalties for terminating the lease, if
the lease term reflects the lessee exercising an option to terminate the lease.
Intangibles
Research and development costs
Research costs are expensed as incurred. Development costs incurred on an individual project is capitalised if the product
or service is technically feasible, adequate resources are available to complete the project, it is probable that future economic
benefits will be generated and expenditure attributable to the project can be measured reliably. Expenditure capitalised
comprises costs of services and direct labour. Other development costs are expensed when they are incurred. The carrying
value of development costs is reviewed annually when the asset is not yet available for use, or when events or circumstances
indicate that the carrying value may be impaired.
Capitalised development costs are amortised over the periods the Group expects to benefit from selling the products
developed. The amortisation expense is recognised in profit or loss.
Exploration and Evaluation Expenditure
Costs carried forward
Costs arising from exploration and evaluation activities are carried forward provided that the rights to tenure of the area of
interest are current and such costs are expected to be recouped through successful development, or by sale, or where
exploration and evaluation activities have not, at reporting date, reached a stage to allow a reasonable assessment regarding
the existence of economically recoverable reserves. Expenditure incurred is accumulated in respect of each identifiable area
of interest.
Water rights
The Group has capitalised water rights. The water rights are amortised over the term of the right. The carrying value of water
rights is reviewed annually or when events or circumstances indicate that the carrying value may be impaired.
Costs abandoned area
Costs carried forward in respect of an area of interest that is abandoned are written off in the year in which the decision to
abandon is made.
Regular review
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
Costs of site restoration are to be provided once an obligation presents. 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 will be determined using estimates of future costs, current legal requirements and
technology on a discounted basis.
Impairment of non-financial assets
At the end of each reporting period, the Group assesses whether there is any indication that individual assets are impaired.
Where impairment indicators exist, recoverable amount is determined and impairment losses are recognised in the profit or
loss where the asset's carrying value exceeds its recoverable amount. Recoverable amount is the higher of an asset's fair
value less costs to sell and value in use. For the purpose of assessing value in use, the estimated future cash flows are
discounted to their present value using a pretax discount rate that reflects current market assessments of the time value of
money and the risks specific to the asset.
Where it is not possible to estimate recoverable amount for an individual asset, recoverable amount is determined for the
cash generating unit to which the asset belongs.
Borrowing costs
Borrowing costs directly attributable to the acquisition, construction or production of assets that necessarily take a substantial
period of time to prepare for their intended use or sale, are added to the cost of those assets, until such time as the assets
are substantially ready for their intended use or sale.
All other borrowing costs are recognised in profit or loss in the period in which they are incurred.
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 68
Provisions
Provisions for employee entitlements and relocation are recognised when the Group has a present legal or constructive
obligation as a result of a past event, it is probable that that an outflow of economic resources will be required to settle the
obligation and the amount can be reliably estimated. Provisions are not recognised for future operating losses.
Where the effect of the time value of money is material, provisions are determined by discounting the expected future cash
flows at a pretax rate that reflects current market assessments of the time value of money and, where appropriate, the risks
specific to the liability.
Employee benefit provisions
Wages and salaries, annual leave and sick leave
Liabilities for wages and salaries, including non-monetary benefits, annual leave and accumulating sick leave expected to
be settled within 12 months of the end of the reporting period are recognised in respect of employees' services rendered up
to the end of the reporting period and measured at amounts expected to be paid when the liabilities are settled. Liabilities
for non-accumulating sick leave are recognised when leave is taken and measured at the actual rates paid or payable.
Liabilities for wages and salaries and annual leave are included as part of Other Payables.
Bonus plan
The Group recognises an expense and a liability for bonuses when the entity is contractually obliged to make such payments
or where there is past practice that has created a constructive obligation.
Retirement benefit obligations
The Group contributes to employee superannuation funds in accordance with its statutory obligations. Contributions are
recognised as expenses as they become payable.
Share-based payments
The Group may provide benefits to employees (including directors) of the Group in the form of share-based payment
transactions, whereby employees render services in exchange for shares (equity settled transactions). Such equity settled
transactions are at the discretion of the Nomination & Remuneration Committee.
The fair value of options or rights granted is recognised as an employee benefit expense with a corresponding increase in
equity (share-based payment reserve). The fair value is measured at grant date and recognised over the period during which
the employees become unconditionally entitled to the options. Fair value is determined using a Black-Scholes option pricing
model. In determining fair value, no account is taken of any performance conditions other than those related to the share
price of Astron Corporation Limited (market conditions). The cumulative expense recognised between grant date and vesting
date is adjusted to reflect the directors’ best estimate of the number of options or rights that will ultimately vest because of
internal conditions of the options or rights, such as the employees having to remain with the Group until vesting date, or such
that employees are required to meet internal KPI. No expense is recognised for options or rights that do not ultimately vest
because internal conditions were not met. An expense is still recognised for options or rights that do not ultimately vest
because a market condition was not met.
Where the terms of options or rights are modified, the expense continues to be recognised from grant date to vesting date
as if the terms had never been changed. In addition, at the date of the modification, a further expense is recognised for any
increase in fair value of the transaction as a result of the change.
Where options are cancelled, they are treated as if vesting occurred on cancellation and any unrecognised expenses are
taken immediately to profit or loss. However, if new options are substituted for the cancelled options or rights and designated
as a replacement on grant date, the combined impact of the cancellation and replacement are treated as if they were a
modification.
When shareholders’ approval is required for the issuance of options or rights, the expenses are recognised based on the
grant-date fair value according to the management estimation. This estimate is re-assessed upon obtaining formal approval
from shareholders.
Where equity instruments are granted to persons other than employees, the consolidated statement of profit or loss and
other comprehensive income is charged with the fair value of goods and services received.
Dividends/Return of capital
No dividends were paid or proposed for the years ended 30 June 2024 and 30 June 2023. There is no Dividend Reinvestment
Plan in operation.
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 69
Segment reporting
Segment revenues, expenses, assets and liabilities are those that are directly attributable to a segment and the relevant
portion that can be allocated to the segment on a reasonable basis. Segment assets include all assets used by a segment
and consist primarily of operating cash, receivables, inventories, property, plant and equipment and other intangible assets.
Segment liabilities consist primarily of trade and other creditors, employee benefits and provisions.
Earnings/Loss per share
Basic earnings/losses per share
Basic earnings/loss per share is calculated by dividing the profit/loss attributable to owners of the Company by the weighted
average number of ordinary shares outstanding during the financial year, adjusted for bonus elements in ordinary shares
during the year.
Diluted earnings/losses per share
Earnings/Losses used to calculate diluted earnings/losses per share are calculated by adjusting the basic earnings/losses
by the after tax effect of dividends and interest associated with dilutive potential ordinary shares. The weighted average
number of shares used is adjusted for the weighted average number of ordinary shares that would be issued on the
conversion of all the dilutive potential ordinary shares into ordinary shares.
Goods and Services Tax (GST)/Value Added Tax (VAT)
Revenues, expenses are recognised net of GST/VAT except where GST/VAT incurred on a purchase of goods and services
is not recoverable from the taxation authority, in which case the GST/VAT is recognised as part of the cost of acquisition of
the asset or as part of the expense item.
Receivables and payables are stated with the amount of GST/VAT included. The net amount of GST/VAT recoverable from,
or payable to, the taxation authority is included as part of receivables or payables in the consolidated statement of financial
position.
Commitments and contingencies are disclosed net of the amount of GST/VAT recoverable from, or payable to, the taxation
authority.
Government grant
Government grants are not recognised until there is reasonable assurance that the Group will comply with the conditions
attaching to them and that the grants will be received. Grants that compensate the Group for expenses incurred are
recognised as income or deducted in the related expenses, as appropriate, in profit or loss on a systematic basis in the same
periods in which the expenses are incurred.
Grants that compensate the Group for the cost of an asset are recognised as deferred income in the consolidated statement
of financial position and transferred to profit or loss on a systematic and rational basis over the useful lives of the related
assets.
Government grants that are receivable as compensation for expenses or losses already incurred or for the purpose of giving
immediate financial support to the Group with no future related costs are recognised in profit or loss in the period in which
they become receivable and are recognised as other income, rather than reducing the related expense.
Adoption of HKFRS
Adoption of new or revised HKFRSs - effective on 1 July 2023
The HKICPA has issued a number of new or amended HKFRSs that are first effective for the current accounting period of
the Group:
HKFRS 17
Insurance Contracts
Amendments to HKAS 8
Definition of Accounting Estimates
Amendments to HKAS 12
Deferred Tax related to Assets and Liabilities arising from a
Single Transaction
Amendments to HKAS 12
International Tax Reform – Pillar Two Model Rules
None of these new or amended HKFRSs has material impact on the Group’s results and financial position for the current or
prior period and/or accounting policies.
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 70
New or revised HKFRSs that have been issued but are not yet effective
The following new or revised HKFRSs, potentially relevant to the Group’s consolidated financial statements, have been
issued, but are not yet effective and have not been early adopted by the Group. The Group’s current intention is to apply
these changes on the date they become effective.
Amendments to HKAS1
Classification of Liabilities as Current or Non-current1
Amendments to HKAS 1 and HKFRS Practice
Statement 2
Disclosure of Accounting Policies1
HK Interpretation 5 (2020)
Presentation of Financial Statements – Classification by the
Borrower of a Term Loan that Contains a Repayment on
Demand Clause1
Amendments to HKFRS 16
Lease Liability in a Sale and Leaseback1
Amendments to HKAS21
Lack of Exchangeability2
Amendments to HKRS9 and HKFR7
Classification and Measurement of Financial Instruments3
HKRS 18
Presentation and Disclosure in Financial Statements4
HKRS 19
Subsidiaries without Public Accountability: Disclosures4
1.
Effective for annual periods beginning on or after 1 January 2024
2.
Effective for annual periods beginning on or after 1 January 2025
3.
Effective for annual periods beginning on or after 1 January 2026
4.
Effective for annual periods beginning on or after 1 January 2027
The directors anticipate that all of the relevant pronouncements will be adopted in the Group’s accounting policy for the first
period beginning after the effective date of the pronouncement. The directors are currently assessing the possible impact of
these new or revised standards on the Group’s results and financial position in the first year of application. The directors of
the Company anticipate that the application of HKFRS 18 has no impact on the Group’s financial positions and performance
in foreseeable future, but has impact on presentation of the consolidated statement of profit or loss and other comprehensive
income. All the other new or revised HKFRSs that have been issued but are not yet effective are unlikely to have material
impact on the Group’s results and financial position upon application.
3.
Critical accounting estimates and judgments
In the application of the Group’s accounting policies, the directors are required to make judgements, estimates and
assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The
estimates and associated assumptions are based on historical experience and other factors that are considered to be
relevant. Actual results differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are
recognised in the period in which the estimate is revised if the revision affects only that period or in the period of the revision
and future periods if the revision affects both current and future periods.
Impairment assessment of intangible assets and property, plant and equipment (PPE)
The Group assesses impairment at the end of each reporting period by evaluating conditions specific to the Group that may
lead to impairment of intangible assets and PPE. Where an impairment trigger exists, the recoverable amount of the asset
is determined. Fair value less costs to dispose and value in use calculations are performed in assessing recoverable amounts
incorporate a number of key estimates and judgements.
The Group has used a combination of independent and director valuations to support the carrying value of intangible assets
while the Group also uses bankable feasibility status reports where these are available. The Group’s main intangible assets
are its exploration and evaluation assets related to the Donald project located in Victoria, Australia and its development costs
incurred on the Niafarang project in Senegal. The valuations use various assumptions to determine future cash flows based
around risks including capital, geographical, markets, foreign exchange and mineral price fluctuations.
All other assets have been assessed for impairment based on either their value in use or fair value less costs to sell. The
impairment assessments inherently involve significant judgements and estimates to be made.
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 71
Capitalisation of exploration and evaluation assets
The Group has continued to capitalise expenditure, incurred on the exploration and evaluation of the Donald project in
Victoria, Australia in accordance with HKFRS 6. This has occurred because the technical feasibility and economic viability
of extracting the mineral resources have not been completed and hence are not demonstrable at this time. The Group has
assessed that the balances capitalised will be recoverable through the project’s successful development.
Provision for expected credit losses of receivables
The provision for impairment of receivables assessment requires a degree of estimation and judgement. The level of
provision is assessed by taking into account the recent sales experience, the aging of receivables, historical collection rates
and specific knowledge of the individual debtors’ financial position. The Group has an outstanding receivable for the disposal
of surplus land in China from 2015, further details of which are set out in note 11. The Group is confident the balance of $0.9
million due at year end (2023: $0.9 million). will be settled within the next twelve months after the reporting period.
Income tax
The Group is subject to income taxes in the jurisdictions in which it operates. Significant judgment is required in determining
the provision for income tax. There are transactions and calculations undertaken during the ordinary course of business for
which the ultimate tax determination is uncertain. The Group recognises tax receivables and liabilities based on the Group’s
current understanding of the tax law. Where the final tax outcome of these matters is different from the carrying amounts,
such differences will impact the current and deferred tax provisions in the period in which such determination is made.
Deferred tax assets
Deferred tax assets have not been recognised for capital losses and revenue losses as the utilisation of these losses is not
considered probable at this stage.
Inventories
Management estimates the net realisable values of inventories, taking into account the most reliable evidence available at
each reporting date. The future realisation of these inventories may be affected by future technology or other market-driven
changes that may reduce future selling prices.
Going concern basis
These consolidated financial statements have been prepared on a going concern basis, the validity of which depends upon
the financing plan assessed as detailed in note 2 to these consolidated financial statements. However, because not all future
events or conditions can be predicted, this assumption is not a guarantee as to the Group’s and Company’s ability to continue
as a going concern.
4.
Segment information
Description of segments
The Group has adopted HKAS 8 Operating Segments from whereby segment information is presented using a 'management
approach', i.e. segment information is provided on the same basis as information used for internal reporting purposes by the
Managing Director/President (chief operating decision maker) who monitors the segment performance based on the segment
net loss/profit before tax for the period. Operating segments have been determined on the basis of reports reviewed by the
Managing Director/President who is considered to be the chief operating decision maker of the Group. The reportable
segments are as follows:
•
Donald Rare Earths & Mineral Sands (DMS): Development of the DMS mine
•
China: Development and construction of mineral processing plant and mineral trading
•
Senegal: Development of the Niafarang mine
•
Other: Group treasury and head office activities
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 72
Segment information provided to the managing director
DMS
China
Senegal
Other
Consolidated
30 June
2024
2023
2024
2023
2024
2023
2024
2023
2024
2023
A$
A$
A$
A$
A$
A$
A$
A$
A$
A$
Sale of mineral products:
Revenue from contracts with external
customers
-
-
12,216,920
14,458,725
-
-
-
12,216,920
14,458,725
Other income:
Interest income
392
33
-
-
-
-
682
441
1,074
474
Rent and other income
(106,090)
162,787
1,000,800
264,412
-
-
612,612
1,543,575
1,507,322
1,970,774
Total revenue and other income
(105,698)
162,820
13,217,720
14,723,137
-
-
613,294
1,544,016
13,725,316
16,429,973
Segment result
Segment (loss)/profit before tax
(282,219)
(171,280)
(20,306,115)
(2,422,631)
743,539
42,077
(3,280,279)
(3,487,287)
(23,125,074)
(6,039,121)
Acquisition of PPE, Intangible assets
and other non-current segment assets
11,554,636
6,494,887
112,559
1,898,851
-
201,201
212,432
10,053
11,879,627
8,604,992
Depreciation and amortisation
39,779
19,169
1,611,583
1,994,928
-
-
75,767
11,098
1,727,129
2,025,195
Impairment of Niafarang project
-
-
-
-
9,596,089
-
-
-
9,596,089
-
Provision for impairment of trade
receivables
-
-
1,180,395
118,716
-
-
-
-
1,180,395
118,716
Assets
Segment assets
99,332,119
87,727,731
23,199,786
34,267,691
225,065
9,963,806
2,246,095
876,155
125,003,066
132,835,383
Consolidated total assets
125,003,066
132,835,383
Liabilities
Segment liabilities
4,158,790
2,073,802
1,040,026
1,946,494
791,234
1,476,677
3,508,002
2,659,145
9,498,052
8,156,118
Total borrowings
3,221,201
-
12,174,139
16,269,089
-
-
(72,271)
(72,271)
15,323,069
16,196,818
Convertible notes
4,622,273
5,365,323
-
-
-
-
-
4,622,273
5,365,323
Lease liabilities
86,640
-
-
-
-
-
146,612
-
233,253
-
Deferred tax liabilities
-
-
-
-
15,161,890
12,620,821
15,161,890
12,620,821
Consolidated total liabilities
44,838,537
42,339,080
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 73
Geographical information
Although the Group is managed globally, it operates in the following main geographical areas:
Hong Kong
The Company was incorporated in Hong Kong.
Australia
The home country of Astron Pty Limited and one of the operating subsidiaries which performs evaluation and exploration
activities. Interest and rental income is derived from Australian sources.
China
The home country of subsidiaries which operate in the mineral processing and product trading segment.
Other
The Group is focused on developing mineral sands opportunities, principally in Senegal with a view to integrating into the
Chinese operations.
Sales revenue
Interest income
Non-current assets
30 Jun 2024
A$
30 Jun 2023
A$
30 Jun 2024
A$
30 Jun 2023
A$
30 Jun 2024
A$
30 Jun 2023
A$
Australia
-
-
392
33
98,559,740
87,501,478
China
12,216,920
14,458,725
-
-
16,495,715
19,857,806
Other countries
-
-
682
441
53
9,737,806
12,216,920
14,458,725
1,074
474
115,055,508
117,097,090
During 2024, $11,208,183 or 91.7% (2022: $12,308,924 or 85.4%) of the revenue depended on seven (2023: six) customers.
5.
Revenue and other income
Consolidated
30 Jun 2024
A$
30 Jun 2023
A$
Revenue from contracts with customers within the scope of HKFRS 15
Timing of revenue recognition – at a point in time
-
sale of goods
12,216,920
14,458,725
Interest income
1,074
474
Other income:
-
property settlement
292
-
-
research and development tax incentive refund
374,362
1,543,575
-
rental income
131,116
162,787
-
profit on disposal of fixed assets
628,397
95,333
-
other income
373,155
169,079
Total other income
1,507,322
1,970,774
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 74
6.
Loss before income tax expense
Loss before income tax expense is arrived at after charging/crediting:
Employee benefits1 (including directors’ remuneration):
Consolidated
Note
30 Jun 2024
A$
30 Jun 2023
A$
Salaries and fees
1,897,035
1,360,704
Non-cash benefits
208,207
247,706
Employee share option expenses
27
13,345
285,522
Superannuation
230,682
152,365
2,349,269
2,046,297
Notes
1.
Employee benefits expense excludes an amount of $1,453,466 (2023: $858,867) which has been capitalised to the exploration and
evaluation assets as part of the continuing development of the Donald Rare Earths and Mineral Sands Project.
Other items
Consolidated
Note
30 Jun 2024
A$
30 Jun 2023
A$
Finance costs:
-
on borrowings
674,076
347,825
-
on convertible notes
-
743,051
-
debt advisory costs
-
53,478
-
lease liabilities
24,785
-
-
other finance costs
30,710
41,440
729,571
1,185,794
Depreciation and amortisation
2,320,389
2,618,455
Less: capitalisation of water rights amortisation
17
(593,260)
(593,260)
1,727,129
2,025,195
Costs associated with Gambia litigation
13
-
47,655
Net impairment of Niafarang project
16
9,596,089
-
Write-off of sundry receivables and prepayments1
1,014,155
-
Provision for impairment on receivables
11
164,260
118,716
Notes
1.
Sundry receivables and prepayments that were outstanding for an extended period have been deemed unrecoverable at 30 June
2024.
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 75
7.
Income tax expense
The components of tax expense comprise:
Consolidated
30 Jun 2024
A$
30 Jun 2023
A$
Deferred taxation:
-
Unrealised inventory
-
(188,749)
-
Capitalisation of expenditure on DMS project (net)
(2,549,354)
(1,475,407)
-
Other movements
8,284
(27,715)
Total
(2,541,070)
(1,691,871)
The Company is subject to Australian Income Tax which is calculated at 25% (2023: 25%) of its estimated assessable profit.
No Australian Income Tax has been provided in the financial statements as the Company did not derive any estimated
assessable profit in Australia for the current and prior years.
The prima facie tax on loss before income tax expense is reconciled to the income tax as follows:
Consolidated
30 Jun 2024
A$
30 Jun 2023
A$
Loss before income tax expense
(22,324,614)
(6,039,121)
Prima facie tax benefit on loss at 25% (2023: 25%)
-
continuing operations
5,581,154
1,509,780
Add/(Less) tax effect of:
-
Effect of revenue that is exempt from taxation
45,736
24,019
-
Effect of research and development tax incentive refund1
93,590
385,894
-
Effect of expenses that are not deductible in determining taxable profit
(2,634,819)
(449,751)
-
Effect of expenses that are not deductible in determining taxable profit – Gambia
-
(12,943)
-
Effect of unused tax losses not recognised as deferred tax assets in the current
year
(4,742,053)
(2,837,452)
-
Effect of different tax rate of subsidiaries operating in other jurisdictions
(884,678)
(311,418)
Income tax expense
(2,541,070)
(1,691,871)
Notes
1.
Tax benefit relates to Australian Government Grant in relation to research & development tax incentives on eligible expenditure related
to the DMS project. To the extent that research and development costs are eligible activities under the “Research and development
tax incentive” programme, a 43.5% refundable tax offset is available for companies with annual turnover of less than $20 million. The
Group recognises refundable tax offsets received in the financial year as a government grant in the statement of profit or loss or
comprehensive income.
Income tax rates
Australia
In accordance with the Australian Income Tax Act, Astron Pty Limited and its 100%-owned Australian subsidiaries have
formed a tax consolidated group, tax funding or sharing agreements have been entered into. Australia has a double tax
agreement with China and there are currently no impediments to repatriating profits from China to Australia. Dividends paid
to Astron Pty Limited from Chinese subsidiaries are non-assessable under current Australian Income Tax Legislation.
China (including Hong Kong)
The Company is subject to Hong Kong tax law. Hong Kong profits tax had been provided for at the rate of 16.5% on the
estimated assessable profits for the years ended 30 June 2023 and 2024.
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 76
The Group’s subsidiaries in China are subject to Chinese income tax laws. Chinese taxation obligations have been fully
complied based on the regular tax audits performed by the Chinese tax authorities. The general RPC Corporate income tax
rate was 25% in 2024 and 2023.
According to applicable tax regulations prevailing in the PRC, dividends distributed by a company established in the Mainland
of China to a foreign investor with respect to profit derived after 1 January 2008 are generally subject to a 10% withholding
tax. If a foreign investor is incorporated in Hong Kong, under the double taxation arrangement between the Mainland of
China and Hong Kong, the relevant withholding tax rate applicable to such foreign investor will be reduced from 10% to 5%
subject to the fulfilment of certain conditions.
Items not chargeable or not deductible for tax purposes
Items not chargeable or deductible for tax purposes for the Group principally represent costs associated with the Gambian
litigation and other costs incurred but not related to operations.
8.
Loss per share
Reconciliation of loss used in the calculation of loss per share:
Consolidated
30 Jun 2024
A$
30 Jun 2023
A$
Loss attributable to owners
(24,865,684)
(7,730,992)
Loss used to calculate basic and diluted loss per share
(24,865,684)
(7,730,992)
Weighted average number of ordinary shares:
Consolidated
30 Jun 2024
A$
30 Jun 2023
A$
Weighted average number of ordinary shares outstanding during the year
for the purpose of basic and diluted loss per share
158,012,156
129,279,930
Dilutive shares
For the purpose of calculating diluted loss per share for the years ended 30 June 2024 and 2023, no adjustment was made
as the exercise of the outstanding share options and convertible notes has an anti-dilutive effect on the basic loss per share.
9.
Auditor’s remuneration
Consolidated
30 Jun 2024
A$
30 Jun 2023
A$
Audit and review of financial statements
BDO Limited
302,566
297,429
10. Cash and cash equivalents
Consolidated
30 Jun 2024
A$
30 Jun 2023
A$
Cash on hand
29
825
Cash at bank
2,745,770
7,203,849
2,745,799
7,204,674
Cash on hand is non-interest bearing. Cash at bank comprise bank current account balances and short-term deposits at call
bearing floating interest rates between 0.01% and 0.35% (2023: 0.0% and 1.2%). Deposits have an average maturity of
90 days (2023: 90 days).
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 77
Concentration of risk by geography – cash at bank
Consolidated
30 Jun 2024
A$
30 Jun 2023
A$
Australia
2,208,580
863,104
China
534,292
6,300,500
Senegal
2,926
40,245
2,745,798
7,203,849
Concentration of risk by bank
Consolidated
30 Jun 2024
A$
30 Jun 2023
A$
Australia
Commonwealth Bank - S&P rating of AA- (2023: AA-)
1,912,666
800,159
Bendigo Bank – S&P rating A- (2023: BBB+)
290,525
62,945
Other Australian banks
5,389
-
2,208,580
863,104
China
Shengjing Bank – unrated
8
644,418
Shanghai Pudong Development Bank - S&P rating of BBB
408,879
3,515,010
Bank of China – S&P Rating of A+
48,179
-
Bank of Communications Company Limited – S&P rating of A-
-
2,079,910
Other banks
77,226
61,162
534,292
6,300,500
Other countries
Other banks
2,926
40,245
Restrictions on cash
The Chinese domiciled cash on hand may have some restriction on repatriation to Australia depending on basis on which
the funds are transferred to Australia. Depending on the basis, there may be taxes (including withholding tax) of 13% (2023:
13%) to be paid.
Term deposits greater than 90 days
Consolidated
30 Jun 2024
A$
30 Jun 2023
A$
Term deposits with maturity over 90 days
139,209
46,112
As at 30 June 2024, term deposits with maturity over 90 days of $139,209 (2023: $46,112) bear fixed interest rates of
between 1.2% and 4.55% (2023: 1.2% and 3.35%) and have a maturity of 3 to 12 months.
Restrictions on cash
As at 30 June 2024, the above term deposits with maturity over 90 days are provided as security over the Company’s
Australian mining tenements and are required to be maintained as long as the tenement remains held by the Company.
The short-term deposits include $45,000 (2023: $45,000) of cash backed by Bank Guarantees for the operations of the
Donald project.
During the year, the company held a term deposit of $48,097 as security in the form of a cash backed bank guarantee over
the corporate head office premises.
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 78
Concentration of risk by geography – term deposits
Consolidated
30 Jun 2024
A$
30 Jun 2023
A$
Australia
139,209
46,112
Concentration of risk by bank – term deposits
Consolidated
30 Jun 2024
A$
30 Jun 2023
A$
Australia
Commonwealth Bank-S&P rating of AA- (2023: AA-)
128,097
35,000
Other
11,112
11,112
139,209
46,112
11. Trade and other receivables and prepayments
Consolidated
30 Jun 2024
A$
30 Jun 2023
A$
Current assets:
Trade receivables
664,857
106,266
Provision for impairment of trade receivables
(106,124)
(39,058)
Net trade receivables
558,733
67,208
Land sale receivable
1,042,906
1,095,945
Impairments
(260,987)
(164,392)
Net land sale receivable
781,919
931,553
Sundry receivables
2,902,998
2,577,001
Prepayments
1,883,086
3,059,965
Impairments
(373,886)
(374,384)
Net prepayments
1,509,200
2,685,581
Total trade and other receivables and prepayments
5,752,850
6,261,343
Land sale receivable
During the year ended 30 June 2014, the Group entered into an agreement to transfer 1,065,384m² of land held in Yingkou
Province in China to a state-owned entity. As the under-development of this land resulted from a change of government
development plans and restructure, this land transfer has been subsidised by the Chinese Government. Final contracts over
the land sale have been exchanged and the disposal was brought to account in the year ended 30 June 2015. The net
proceeds receivable amounted to $20,356,248. The land contract is unconditional, and payment is binding on the buyer
being the Yingkou Government and its related entities, but the payments expected have been delayed.
The receivable is currently outside the terms initially agreed.
As at 30 June 2024, the total amount outstanding before ECL provision was $1,042,906 (2023: $1,095,945). During the year
ended 30 June 2024 the Company received RMB250,000 ($52,771) in relation to the land sale receive (2023: Nil). The
directors continue to believe this remaining balance will be recovered in full as it is owed by a Chinese government entity
but estimate it will now be settled in 2024 or 2025. The provision has accordingly been determined on that basis and as such
a further provision for expected credit loss of $98,032 (2023: $118,716) was recognised for the year ended 30 June 2024.
As at 30 June 2024, the impairment provision for land sale receivable was $260,987 (2023: $164,392).
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 79
Ageing analysis
The ageing analysis of trade debtors, based on due dates, is as follows:
Consolidated
30 Jun 2024
A$
30 Jun 2023
A$
0-30 days (not past due)
558,733
67,208
At the end of the reporting period, the Group’s trade debtors were predominantly receivable from Chinese trading partners.
The Chinese debtors are regularly reviewed and, as is common practice in China, the terms may be extended to preserve
client relationships. Where applicable, the Group has impaired significantly overdue receivables.
Impairment on trade debtors
At year end, the Group reviewed its trade debtors and brought to account impairment where required.
As at 30 June 2024, the impairment provision for trade debtors was $106,124 (2023: $39,058).
Prepayments
At year end, the Group had made advances for property, plant and equipment purchases.
Included in prepayments is an amount of RMB1,800,000 carried forward from 2008, equivalent to $373,886 (2023: $374,384)
which is the prepayment for construction. This amount has been fully impaired due to low possibility of collection.
12. Inventories
Consolidated
30 Jun 2024
A$
30 Jun 2023
A$
Raw materials
165,747
317,132
Semi-manufactured goods
1,942,985
1,605,693
Finished goods
-
381,776
Total inventories
2,108,732
2,304,601
Less impairment of semi-manufactured goods
(841,832)
(86,756)
1,266,900
2,217,845
During the year ended 30 June 2024, the Company raised a provision for net realisable value against certain work in progress
inventory of $841,832 (2023: $86,756).
13. Investments in Gambia
Carnegie Minerals (Gambia) Limited is a 100% subsidiary of the Company. It was incorporated to commence mining activities
in Gambia. The investments and receivables associated with the Company have been impaired in full. The original
agreement prior to the seizure of the assets was that Astron Pty Limited had an obligation to fund the development and
operating costs of the mine by way of loans.
As announced to the ASX on 23 July 2015, the Group has received a successful finding in its favour. The Group and the
Gambian government made submissions on damages to the International Centre for Settlement of Investment Disputes
(ICSID). ICSID has determined the award including damages in favour of Astron.
The determination was for US$18,658,358 in damages for breach of the mining licence, interest of US$993,683, arbitration
costs of US$445,860 (minus any sums refunded to Astron by ICSID on its final accounting) and £2,250,000 for legal costs.
In total this is approximately A$31 million (Award).
On 2 December 2015, the Group notified the ASX that Gambia had submitted an application for annulment to ICSID, on the
grounds of the constitution of the arbitral tribunal, and arguments about admissibility and jurisdiction. An application for
annulment is the only form of action open to Gambia under the ICSID rules, as there is no form of appeal process.
The ICSID panel of three arbitrators has confirmed that the Award should not be annulled in whole or in part in July 2020.
The Group has been ordered to meet one half of the cost of the Committee being US$221,992 payable to Gambia and shall
be offset against sums due under the Award. As of 30 June 2024, no assets arising from this matter were recognised.
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 80
When the Group receives a settlement, an additional contingent legal fee of £171,000 (equivalent to approximately
A$307,000) is payable to the lawyers who assisted in this matter.
For the year ended 30 June 2024, the Group incurred $nil (2023: $47,655) of costs in relation to entering into a litigation
funding agreement with an international law firm to attempt to expedite the recovery of this award. The litigation funder has
agreed to incur up to US$2 million in recovery against the award.
14. Financial assets at fair value through profit or loss
Consolidated
30 Jun 2024
A$
30 Jun 2023
A$
Equity securities
-
Listed in Australia
2,800
8,319
-
Units in Murtoa Housing Innovation Pty Ltd
40,000
-
42,800
8,319
Financial assets at fair value through profit or loss include listed equity investments in Australia. These financial assets
comprise investments in the ordinary issued capital of three public companies listed on the ASX. The cost of these
investments was $1,877,716. There are no fixed returns or fixed maturity date attached to these investments.
For listed equity securities and preference shares, fair value is determined by reference to closing bid prices on the ASX.
15. Subsidiaries
Country of
Percentage Owned
incorporation
30 Jun 2024
30 Jun 2023
Parent entity
Astron Corporation Limited
Hong Kong
Subsidiaries of parent entity
Astron Pty Limited
Australia
100
100
Astron Mineral Sands Pty Limited
Australia
100
100
Astron Titanium (Yingkou) Co Ltd
China
100
100
Astron Titanium (Yingkou) Hong Kong Holdings Limited
Hong Kong
100
100
Carnegie Minerals (Gambia) Inc
USA
100
100
Carnegie Minerals (Gambia) Limited
The Gambia
100
100
Camden Sands Inc
USA
100
100
Coast Resources Limited
Isle of Man
100
100
Dickson & Johnson Pty Limited
Australia
100
100
Donald Mineral Sands Pty Ltd
Australia
100
100
Donald Project Pty Ltd (ii)
Australia
100
-
Sovereign Gold Pty Limited
Australia
100
100
WIM 150 Pty Limited
Australia
100
100
Astron Senegal Holding Pty Ltd
Hong Kong
100
100
Senegal Mineral Resources SA
Senegal
100
100
Senegal Mineral Sands Ltd
Hong Kong
100
100
Zirtanium Pty Limited
Australia
100
100
(i) The proportion of ownership interest is equal to the proportion of voting power held.
(ii) Incorporated on 1 February 2024, as the joint venture entity for the development of the Donald project in conjunction with
Energy Fuels Inc.
Other than the above no other subsidiaries were acquired or disposed of during the year ended 30 June 2024.
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 81
16. Property, plant and equipment
Consolidated
30 Jun 2024
A$
30 Jun 2023
A$
Land
At cost
5,222,151
5,162,151
Buildings
At cost
15,665,905
11,355,515
Less accumulated depreciation
(5,490,953)
(4,752,412)
Net carrying value
10,174,952
6,603,103
Capital works in progress
At cost
5,134,544
5,137,423
Less accumulated impairment losses
(3,695,914)
(3,700,834)
Total capital works in progress
1,438,630
1,436,589
Plant and equipment
At cost
12,646,099
18,482,113
Less accumulated depreciation
(7,838,918)
(7,089,951)
Less accumulated impairment losses
(1,760,155)
(1,762,498)
Net carrying value
3,047,026
9,629,664
Total property, plant and equipment
19,882,759
22,831,507
Assets pledged as security
As at 30 June 2024, property, plant and equipment with carrying value of $8,867,544 (2023: $6,864,250) were pledged as
security for short term loans (note 22).
Capital works in progress
Capital works in progress represent plant and equipment being assembled and/or constructed. They are not ready for use
and not yet being depreciated.
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 82
Movements in net carrying values
Movement in the carrying amount for each class of property, plant and equipment between the beginning and the end of the
current financial year.
Land
A$
Buildings
A$
Capital
works in
progress
A$
Plant and
equipment
A$
Total
A$
Balance at 1 July 2022
5,162,151
7,149,406
711,850
10,581,991
23,605,398
Additions
-
587,773
780,128
541,005
1,908,906
Disposals
-
(88,104)
(6,614)
(2,585)
(97,303)
Depreciation
-
(518,351)
-
(1,423,083)
(1,941,434)
Transfers1
-
(247,219)
-
247,219
-
Foreign exchange movements
-
(280,402)
(48,775)
(314,883)
(644,060)
Balance at 30 June 2023
5,162,151
6,603,103
1,436,589
9,629,664
22,831,507
Additions
60,000
9,296
4,015
121,328
194,639
Disposals
-
(114,805)
-
-
(114,805)
Depreciation
-
(635,929)
-
(943,585)
(1,579,514)
Transfers2
-
4,380,178
-
(4,380,178)
-
Impairment3
-
-
-
(1,466,746)
(1,466,746)
Foreign exchange movements
-
(66,891)
(1,974)
86,543
17,678
Balance at 30 June 2024
5,222,151
10,174,952
1,438,630
3,047,026
19,882,759
1.
During the year ended 30 June 2023, following reconciliation of the fixed asset register to underlying source documents, depreciation
previously classified as relating to buildings was discovered to be related to plant and equipment. As such, an amount of $247,219
has been transferred between the two asset classifications at 30 June 2023.
2.
During the year ended 30 June 2024, following reconciliation of the fixed asset register to underlying source documents, assets with
a book value of $4,380,178 previously classified as relating to plant and equipment were discovered to be related to buildings. As
such, an amount of $4,380,178 has been transferred between the two asset classifications at 30 June 2024.
3.
Refer note 18.
17. Exploration and evaluation assets
Consolidated
Note
30 Jun 2024
A$
30 Jun 2023
A$
Evaluation costs
Cost
17(a)
7,794,648
7,795,057
Accumulated impairment loss
17(a)
(7,487,231)
(7,487,231)
307,417
307,826
Exploration expenditure capitalised - DMS project
Exploration and evaluation phases
17(b)
83,307,428
71,931,196
Water rights - DMS project
17(c)
At Cost
17,958,613
17,958,613
Less accumulated amortisation
(8,200,699)
(7,607,439)
9,757,914
10,351,174
Total exploration and evaluation assets
17(e)
93,372,759
82,590,196
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 83
(a)
Evaluation costs
Consolidated
30 Jun 2024
A$
30 Jun 2023
A$
TiO2 project
Cost
7,487,231
7,487,231
Less accumulated impairment losses
(7,487,231)
(7,487,231)
-
-
Capitalised testing and design
Cost
307,417
307,826
Total evaluation costs
307,417
307,826
(b) Exploration and evaluation expenditure
This expenditure relates to the Group's investment in the Donald Rare Earths and Mineral Sands Project. As at 30 June
2024, the Group has complied with the conditions of the granting of MIN5532, RL 2002, RL2003 and EL5186. As such,
the directors believe that the tenements are in good standing with the Department of Energy, Environment and Climate
Action (Earth Resources Regulator) in Victoria, who administers the Mineral Resources Development Act 1990.
During the year, DMS submitted its Work Plan application to the Earth Resources Regulator within the Victorian
Government Department of Energy, Environment and Climate Action. The Work Plan is the primary regulatory approval
outstanding prior to construction of Phase 1 of the Donald Project. Further, the Company also engaged Sedgman Pty
Ltd to complete Early Contractor Involvement in order to finalise the process design basis, processing facility layout,
engineering development and tendering of supply, pre-assembly and construction. The Company also undertook
further sonic drilling for geotechnical and bulk density test work, progressed off-site infrastructure engineering and
design for power, water and roads, and continued preparations for a Final Investment Decision.
The recoverability of the carrying amount of the exploration and evaluation assets is dependent upon the successful
development and commercial exploitation or alternatively sale of the area of interest.
(c)
Water rights
In 2012, the Group acquired rights to the supply of water for the Donald project. The water rights are amortised over
25 years (subject to the extension of this term) in line with entitlements.
In July 2018, a “Deed of Variation” was signed between Grampians Wimmera Mallee Water Corporation (GWM Water)
and Donald Mineral Sands Pty Ltd., a wholly owned subsidiary of the Company. The variation provides for an extension
of the term of the original agreement of up to four years subject to terms and conditions. The amortisation period of the
water rights have accordingly been extended by four years to a total period of 29 years to December 2040.
(d) Finite lives
Intangible assets, other than goodwill have finite useful lives. To date, other than water rights, no amortisation has been
charged in respect of intangible assets due to the stage of development for each project.
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 84
(e)
Movement in net carrying values
Evaluation
costs
A$
Exploration and
evaluation
phase
A$
Water rights
A$
Total
A$
Balance at 1 July 2022
320,716
65,436,309
10,944,434
76,701,459
Additions1
-
6,494,887
-
6,494,887
Amortisation
-
-
(593,260)
(593,260)
Foreign exchange movements
(12,890)
-
-
(12,890)
Balance at 30 June 2023
307,826
71,931,196
10,351,174
82,590,196
Additions1
-
11,376,232
-
11,376,232
Amortisation
-
-
(593,260)
(593,260)
Foreign exchange movements
(409)
-
-
(409)
Balance at 30 June 2024
307,417
83,307,428
9,757,914
93,372,759
1. Additions of exploration and evaluation phase during the year included the amortisation of water rights of $593,260 (2023:
$593,260) which was capitalised during the year.
18. Development costs
Consolidated
30 Jun 2024
A$
30 Jun 2023
A$
Balance at 1 July
8,901,965
8,374,798
Additions
-
201,201
Impairment
(8,929,803)
-
Foreign exchange movements
27,838
325,966
Balance at 30 June
-
8,901,965
Astron Corporation Limited’s (ASX: ATR) subsidiary in Senegal, Senegal Mineral Resources SA (SMR), had its small mining
licence, issued under Order Number 09042/MIM/TMG, renewed for five years in April 2023.
During the year ended 30 June 2024, The Ministry of Mines and Geology in Senegal (Ministry) issued an order purporting
to withdraw the authorisation granted to SMR to operate the small mining licence.
The Company is of the view that the order issued by the Ministry is invalid on the basis that it does not comply with the
procedures set out in the Mining Code of Senegal, as the requisite procedures (including certain requirements for formal
notices) were not followed. Further, the basis of the withdrawal is in SMR’s view is also invalid as one of the bases of the
purported withdrawal is that the temporary resettlement of a small, localised population to allow mining activities to
commence has not occurred. Under the mining code, resettlement, which has not occurred, depends on actions to be taken
by the local and provincial officials in Senegal rather than by the holder of the licence.
SMR has commenced a mediation process under which an independent mediator was appointed to seek resolution with the
Ministry. The independent mediator met with both the parties individually and also facilitated a joint meeting of the parties.
This is a mandatory process and, under the mediation process in Senegal, the mediator will make a decision based on his
or her findings. This decision is subject to a right of appeal by either party under a more formal arbitration process.
The mediation process has been delayed due to presidential elections in Senegal and the consequential change in
government that occurred following this election. The Company has enjoyed cordial dialogue with the new government in
order to avoid the mediation process however there has been minimal progress.
The cost of, and involvement of Astron’s Australian personnel in, the mediation process is minimal.
Astron and SMR will work with the independent mediator and the Ministry to address this issue, as SMR believes the order
and the process followed by the Ministry was erroneous and flawed. Astron will provide further updates once the mediation
process has been completed, however the current intention is to seek to have the Ministry’s order withdrawn.
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 85
Despite the Company’s views in relation to the validity of the Ministry’s notice of withdrawal, the uncertainty of the mediation
outcome, potential additional time needed if the right of appeal is enforced and whether the final mediation outcome will be
recognised and enforced by the Ministry has led the Company to expect the recoverable amount (based on its value in use)
of Niafarang Project assets to be nil at reporting date. Accordingly, the Company has recognised an impairment of
$8,929,804 against development costs and a further $1,466,746 against property, plant and equipment (see note 16) relating
to the Niafarang Project.
19. Right-of-use assets
Consolidated
30 Jun 2024
A$
30 Jun 2023
A$
Balance at 1 July
2,773,422
2,974,558
Additions
308,756
-
Disposals
(1,150,306)
-
Amortisation
(147,615)
(83,761)
Foreign exchange movements
15,733
(117,375)
Balance at 30 June
1,799,990
2,773,422
Right-of-use assets represented by:
Leased
Premises
A$
Land Use
Rights
A$
Total
A$
Balance at 1 July 2022
-
2,974,558
2,974,558
Amortisation
-
(83,761)
(83,761)
Foreign exchange movements
-
(117,375)
(117,375)
Balance at 1 July 2023
-
2,773,422
2,773,422
Additions
308,756
-
308,756
Disposals
-
(1,150,306)
(1,150,306)
Amortisation
(81,940)
(65,675)
(147,615)
Foreign exchange movements
-
15,733
15,733
Balance at 30 June 2024
226,817
1,573,174
1,799,990
During the year the Group entered into a three-and five-year commercial lease of its corporate head office and its office
premises for use in its operations in Minyip respectively.
During the year ended 30 June 2014, management entered into an agreement to transfer 1,065,384m² of land held in
Yingkou province China to a state-owned entity, representing approximately 83% of the total land held by the Group in
Yingkou province. As the under-development of this land resulted from a change of government development plan and
restructure, this land transfer has been subsidised by the Chinese Government. Final contracts over the land sale were
exchanged and the disposal was brought to account in the year ended 30 June 2015. The net proceeds amounting to
$20,356,248 were to be received in instalments. Further details of this land sale receivable are set out in note 11. The
remaining 17% of the land, representing 214,802m² is shown as Right-of-Use Asset.
In addition to the land referred to above, the Group also owns a nearby piece of land measuring approximately 18,302m²
located at Bayuquan District, Yingkou Province, China. Both pieces of land are held on long term leases with lease terms
ranging from 48 to 54 years. During the year, the Company negotiated the partial return of land with a book value of RMB5.5
million to the Bayuquan Government as part of rationalising its land assets in the Yingkou province. As such, the Company
received proceeds of RMB7.6 million in early July 2024 as consideration for the return of the land.
As at 30 June 2024, right-of-use assets with carrying value of $1,555,121, (2023: $1,499,620) are pledged as security over
short- term loans (note 22).
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 86
20. Trade and other payables
Consolidated
30 Jun 2024
A$
30 Jun 2023
A$
Unsecured liabilities
Trade payables
6,052,969
3,617,909
Deposits received in advance
95,432
14,923
Other payables1
3,100,020
2,945,169
9,248,421
6,578,001
Notes
1.
Included in other payables was a balance of $2,027,065 (2023: $1,964,565) in aggregate due to a related company as detailed in
note 31.
21. Contract liabilities
Consolidated
30 Jun 2024
A$
30 Jun 2023
A$
Contract liabilities arising from:
Advance deposit for future provision of goods1
98,508
656,001
Notes
1.
Sale of goods
Contract liabilities are amounts received by the Group as advances in relation to the sale of mineral products which are expected to
be recognised as revenue in the next 12 months.
22. Borrowings
Consolidated
30 Jun 2024
A$
30 Jun 2023
A$
Current
Other short-term borrowings1-
473,038
2,782,564
Bank borrowings3
5,608,292
5,823,748
Advances from directors4
2,810,026
6,021,428
8,891,356
14,627,740
Non-current
Other long-term borrowings1
1,444,939
633,118
Loan payable to EFR Donald Ltd2
3,221,201
-
Bank borrowings3
1,765,573
935,960
6,431,713
1,569,078
Notes
1.
Other short and long-term borrowings are Chinese subsidiary loans including:
a)
amounts of $367,615 and $449,475 (2023: 673,580 and $641,392), denominated in RMB, which are interest bearing at 4.2%
- 4.6%, repayable in October 2025 and Apr 2027 respectively and secured against right of use assets which are in use by
Astron Titanium (Yingkou) Limited but remain the property of the lessor;
b)
an amount of $1,100,887 (2023: $1,102,353) which is interest bearing at 8.0% p.a. (2023: 10.0%), repayable in March 2026
and secured by certain fixed assets in China amounting to $2,436,953 (2023: $1,499,620 (Note 19 and 16))
c)
amounts of $NIL (2023: $998,357), denominated in RMB which were interest bearing at 1.0% to 7.5%, unsecured and repaid
during the year.
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 87
2.
Loans payable to EFR Donald Ltd
Pursuant to the terms of the joint venture agreement executed with EFR Donald Ltd, a subsidiary of Energy Fuels Inc, on 4 June 2024,
Energy Fuels immediately assumed responsibility for funding 100% of Donald Project expenditure by way of an interest free loan to
the joint venture company. The loan will be converted to equity in the joint venture, as part of Energy Fuels’ $183 million project
development contribution, on satisfaction of the Conditions Precedent.
In the event that Conditions Precedent are not satisfied, the Company has an interest free period of three years in which to repay any
amounts funded by Energy Fuels during the pre-completion period.
3.
Bank borrowings
The bank loans are Chinese subsidiary loans denominated in RMB, interest bearing between 3.45% to 5.0% p.a. (2023: 4.5% to 5.50%)
and have the following maturity profile:
a)
September 2024 - $2,077,145 ;
b)
November 2024 - $2,077,145;
c)
March 2025 - $1,454,002;
d)
March 2026 - $207,715; and
e)
March 2027 - $1,557,858.
These loans are pledged with fixed assets amounting to $10,422,665 (2023: $6,864,250) (note 16 and note 19) of the Group, and
personal guarantees from directors of $7,373,865 (2023: $6,759,708).
The loan agreements have been entered into by Astron’s operating subsidiary and the Company does not provide any guarantees
over the borrowings.
4.
Advances from directors
At 30 June 2024, executive directors Mdm Kang Rong and Mr. Tiger Brown had advanced the Group $2,810,026 (2023: $6,021,428)
and Nil) respectively for working capital. The loans are provided interest free and repayable on demand.
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 88
23. Convertible notes
In March 2022, Astron issued Convertible Notes (the Notes) to raise the principal amount of $5,000,000 and incurred
$1,000,000 to pay interest on the Notes. The Notes have a term of two years and are convertible into ordinary shares of the
Company at A$0.54 per share (representing a 24% premium over the trailing 60-day VWAP). The Notes carry a 10% p.a.
coupon payable up front in the form of 10,000 additional notes (equivalent to $1 million) with the full amount capitalised to
the loan balance. On 17 March 2024, the maturity date of the Notes were extended for a further two years to 17 March 2026.
The Notes are secured by the 100% owned subsidiary, Donald Mineral Sands Pty Ltd, providing a first ranking general
security agreement, guarantee and registered mortgage over real property held.
The movements of the liability component and conversion option component of the Notes during the year ended 30 June
2024 are as follows:
Note
Liability
component
of the Notes
A$
Conversion
option
component
of the Notes
A$
Total
A$
At 1 July 2022
4,622,272
546,818
5,169,090
Effective interest expenses recognised to profit or
loss
743,051
-
743,051
At 30 June 2023
5,365,323
546,818
5,912,141
Effective interest expenses recognised to profit or
loss
803,768
-
803,768
Conversion of 10,000 notes into ordinary shares at
$0.54 per share
26
(1,000,000)
(91,136)
(1,091,136)
Extension of notes – 50,000
(546,818)
546,818
-
At 30 June 2024
4,622,273
1,002,500
5,624,773
Categorised as – current portion:
At 30 June 2023
5,365,323
-
5,365,323
At 30 June 2024
4,622,273
-
4,622,273
On 31 July 2024, the Company announced that all the convertible notes on issue had been converted into ordinary shares
in the Company through the issue of 11,500,000 ordinary shares (including 11,111,111 shares relating to $5,000,000 in
principal notes and $1,000,000 in interest notes and 388,889 ordinary shares as an early conversion fee). The ordinary
shares issued to the convertible note holder are subject to a voluntary escrow period of twelve months from issue.
24. Provisions
Consolidated
30 Jun 2024
A$
30 Jun 2023
A$
Current
Employee entitlements
151,123
126,666
Non-current
Relocation provision1
-
795,450
1.
The provision for relocation represents the estimated costs to relocate and compensate landowners for the Senegal mineral sands
project.
Following the impairment of development assets relating to the Niafarang Project in Senegal, the Company de-recognised the
relocation provision.
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 89
25. Deferred tax
Liabilities
Consolidated
30 Jun 2024
A$
30 Jun 2023
A$
Deferred tax liability
Deferred tax liability arises from the following:
-
Capitalised expenditure
15,238,098
12,689,744
-
Provisions and other timing differences
(77,208)
(68,923)
15,161,890
12,620,821
Deferred tax assets not brought to account
Deferred tax assets are not brought to account as benefits will only be realised if the conditions for deductibility set out in
note 2 occur.
Consolidated
30 Jun 2024
A$
30 Jun 2023
A$
Tax losses:
-
Revenue losses (China)
11,569,525
9,328,686
-
Revenue losses (Australia)
7,704,570
5,315,057
-
Capital losses
12,206,357
12,694,612
26. Issued capital
Consolidated
30 Jun 2024
A$
30 Jun 2023
A$
30 Jun 2024
No.
30 Jun 2023
No.
Fully paid ordinary shares
At beginning of the year
89,233,205
76,549,865
146,544,643
122,479,784
Shares issued on:
– 21 October 2022
-
2,585,003
-
4,787,042
– 18 November 2022
-
776,300
-
1,437,632
– 19 December 2022
-
2,415,000
-
4,472,223
– 17 February 2023
-
218,700
-
405,000
– 13 June 2023
-
3,500,000
-
6,481,481
– 30 June 2023
-
3,500,000
-
6,481,481
– 27 September 2023
47,724
-
99,425
-
– 12 October 2023
1,680,000
-
3,000,000
-
– 22 November 2023
4,000,000
-
7,142,857
-
– 24 January 2024
3,000,000
-
5,357,143
-
– 17 March 2024 convertible note conversion
(Note 23)
1,091,136
-
1,851,852
-
– 21 March 2024
4,000,000
-
7,142,857
-
Share issue costs – cash
(66,517)
(172,501)
-
-
Non-cash share issue costs (note 27)
-
(139,162)
-
-
At the end of the year
102,985,548
89,233,205
171,138,777
146,544,643
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 90
Ordinary shares
Ordinary shares participate in dividends and the proceeds on winding up of the parent entity in proportion to the number of
shares held.
At the 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.
Capital risk management
The Group considers its capital to comprise its ordinary share capital, reserves, accumulated losses and net debt.
In managing its capital, the Group’s primary objective is to ensure its continued ability to provide a consistent return for its
equity shareholders through a combination of capital growth and dividends. In order to achieve this objective, the Group has
made decisions to adjust its capital structure to achieve these aims, either through altering its dividend policy, new share
issues, or share buy backs, the Group considers not only its short-term position but also its long term operational and
strategic objectives.
Consolidated
30 Jun 2024
A$
30 Jun 2023
A$
Borrowings (including convertible notes)
19,945,342
21,562,141
Total equity
80,164,529
90,496,303
Net debt to equity ratio
24.88%
23.86%
There have been no significant changes to the Group’s capital management objectives, policies and processes in the year
nor has there been any change in what the Group considers to be its capital.
27. Share based payments
Employee Share Option Plan
The Company operates the Employee Share Option Plan (the ESOP) for the purpose of providing incentives and rewards
to Eligible Participants for their contribution to the Group and/or to enable the Group to recruit and retain high-calibre
employees and attract valuable human resources to the Group. The ESOP is to extend to directors, employees, contractors
or prospective participants who meet that criteria on appointment (Eligible Participant) (or the Eligible Associate of such
person) of the Company or an associated body corporate of the Company as the Board may in its discretion determine.
The maximum aggregate number of the options issued under the ESOP shall not at any time exceed 5% of the Company's
total issued shares (being up to 8,556,939 (2023: 7,327,232) options based on the number of issued shares outstanding at
30 June 2024). The exercise price of an Option is to be determined by the Board at its sole discretion.
The exercise period commences on the Option Commencement Date and ends on the earlier of:
•
the expiration of such period nominated by the Board at its sole discretion at the time of the grant of the Option but being
not less than two years;
•
an associated body corporate ceases because of an Uncontrollable Event, the earlier of:
a.
the expiry of the Option Period; or
b.
six months (or such other period as the Board shall, in its absolute discretion, determine) from the date on which
the Eligible Participant ceased that employment or engagement;
•
an associated body corporate ceases because of a Controllable Event, the earlier of:
a.
the expiry of the Option Period; or
b.
six months (or such other period as the Board shall, in its absolute discretion, determine) from the date on which
the Eligible Participant ceased that employment or engagement;
•
the Eligible Participant ceasing to be employed or engaged by the Company or an associated body corporate of the
Company due to fraud, dishonesty or being in material breach of their obligations to the Company or an associated body
corporate.
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 91
The Company had the following share-based payment arrangements issued under the ESOP in existence during the current
and prior periods:
Grant date
Expiry date
Exercise
price
Number of options
on issue
Date
Date
A$
30 Jun 24
30 Jun 23
ATRAA1
30 Nov 2021
30 Nov 2024
0.3375
800,000
800,000
ATRAB1
30 Nov 2021
30 Nov 2024
0.7200
800,000
800,000
ATRAC
13 Dec 2021
13 Dec 2024
0.6300
1,450,000
2,100,000
ATRAD
22 Nov 2022
22 Nov 2025
0.7725
800,000
800,000
ATRAE
1 Oct 2022
1 Oct 2025
0.9000
600,000
600,000
4,450,000
5,100,000
1.
Issues ATRAA and ATRAB were agreed via separate director resolutions on 23 February 2021 (based on the share price at this date
of $0.225) and 20 July 2021 (based on the share price at this date of $0.48) respectively. However, these issues were subject to
shareholder approval and thus the grant date is taken to be the date of shareholder approval being on 30 November 2021.
Vesting Conditions
There are no vesting conditions for issues ATRAA, ATRAB and ATRAD. All options issued under these tranches are free to
be exercised from the date of issue.
The following vesting conditions are in place for tranche ATRAC:
•
300,000 options – no vesting conditions
•
1,800,000 options – 50% of options vest on issue, with a further 25% on the first and second anniversary of the issue
date respectively, contingent on remaining employed. Unvested options lapse on cessation of employment.
The following vesting conditions are in place for tranche ATRAE:
•
300,000 options – no vesting conditions
•
300,000 options – 50% of options vest on issue, with a further 25% on the first and second anniversary of the issue date
respectively, contingent on remaining employed. Unvested options lapse on cessation of employment.
Movement in the number of options issued under the ESOP
Total number of
ESOP options
outstanding
Weighted
average exercise
price
No.
A$
Balance at 1 July 2022
3,700,000
0.5862
Options granted under the employee share option plan
1,400,000
0.8271
Balance at 30 June 2023
5,100,000
0.6524
Options expired under the employee share option plan
(650,000)
-
Balance at 30 June 2024
4,450,000
0.6524
No share options were exercised during the years ended 30 June 2023 and 2024.
As at 30 June 2024, there were no further key executives that had any rights to acquire shares in terms of a share-based
payment scheme for employee remuneration.
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 92
Fair value of options issued under the ESOP
The fair value of the options granted was using Black Scholes Option Pricing Model that takes into account the following
inputs on the grant date:
ATRAA1
ATRAB1
ATRAC
ATRAD
ATRAE
Grant date
30 Nov 2021
30 Nov 2021
13 Dec 2021
22 Nov 2022
1 Oct 2022
Share price at grant date
0.3000
0.3000
0.4200
0.5950
0.6000
Fair value
0.2866
0.2127
0.2261
0.2561
0.2357
Valuation date
30 Nov 2021
30 Nov 2021
13 Dec 2021
22 Nov 2022
1 Oct 2022
Expiry date
30 Nov 2024
30 Nov 2024
13 Dec 2024
22 Nov 2025
1 Oct 2025
Exercise price
0.3375
0.7200
0.6300
0.7725
0.9000
Volatility2
90.23%
90.23%
90.23%
77.23%
77.23%
Dividend yield
0.0%
0.0%
0.0%
0.0%
0.0%
Risk free interest rate
1.67%
1.67%
1.67%
3.04%
3.04%
Total life of options
3 years
3 years
3 years
3 years
3 years
1.
Issues ATRAA and ATRAB were agreed via separate director resolutions on 23 February 2021 (based on the share price at this date
of $0.225) and 20 July 2021 (based on the share price at this date of $0.48) respectively. However, these issues were subject to
shareholder approval and thus the grant date is taken to be the date of shareholder approval being on 30 November 2021.
2.
Expected volatility (determined based on a statistical analysis of historical daily share prices over the same period as the life of the
options), early exercise behaviour and expected life of share options are determined based on market research data and historical
data respectively and may not necessarily be the actual outcome.
The fair value of options issued under the ESOP at grant date is as follows:
ATRAA
ATRAB
ATRAC
ATRAD
ATRAE
Number of options
800,000
800,000
2,100,000
800,000
600,000
Fair value of options issued at grant date
0.2866
0.2127
0.2261
0.2561
0.2357
Total fair value of options at grant date
229,308
170,188
474,906
204,906
141,443
Share-based payment expense
The following table outlines the share-based payment expense recognised in the profit or loss for each tranche of options
issued under the ESOP:
Consolidated
30 June 2024
A$
30 June 2023
A$
Unlisted options
ATRAC1
-
(45,229)
ATRAD
-
204,906
ATRAE
13,345
125,845
13,345
285,522
3.
An offer for the issue of 200,000 options under the ESOP to a consultant was declined during the year ended 30 June 2022. However,
the share-based payment expense relating to these options was recognised during the year ended 30 June 2022. As such, an
adjustment to share-based payments expense has been recognised during the year ended 30 June 2023 in order to reflect the fact
that these options were never issued and therefore the Company has not incurred any expense in relation to these options.
The fair value of the share options granted during the year ended 30 June 2024 was $13,345 (30 June 2023: $285,522)
(note 2) which had been recognised as employee share option expense with the corresponding balance credited to the
share-based payment reserve.
A share-based payment of $913,104 was recognised in 2017 after certain milestones with respect to the Senegal project
were achieved by a project consultant. This represents a 3% equity interest in the project, calculated by reference to the
Senegal project’s fair value and to be satisfied by the issue of shares in a Senegalese subsidiary.
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 93
Broker options
Pursuant to the completion of the private placement announced by the Company on 17 October 2022, 600,000 options
exercisable at $0.81 expiring on 18 October 2025 were issued to Blue Ocean Equities nominee company L39 Pty Ltd in
accordance with the lead manager agreement executed by the Company on 15 September 2022. These options vest
immediately.
The details of these options are outlined below:
Grant
Vesting
Expiry
Exercise
price
Number of
options on
issue
Number of
options on
issue
Date
Date
Date
A$ 30 Jun 2024
30 Jun 2023
ATRAO
18 Oct 2022
18 Oct 2022
18 Oct 2025
0.81
600,000
600,000
Movement in the number of broker options
Total number of
ESOP options
outstanding
Weighted
average
exercise price
No.
A$
Options granted to broker under lead manager agreement
600,000
0.81
Balance at 30 June 2024 and 2023
600,000
0.81
No broker options were exercised during the year ended 30 June 2024 (2023:Nil).
Fair value of options issued to brokers
The fair value of the options granted was estimated using Black Scholes Option Pricing Model, which approximates the fair
value of the services received, takes into account the following inputs on the grant date:
ATRAO
Grant date
18 Oct 2022
Share price at grant date
0.5700
Fair value
0.2319
Valuation date
18 Oct 2022
Expiry date
18 Oct 2025
Exercise price
0.8100
Volatility1
77.23%
Dividend yield
0.0%
Risk free interest rate
3.04%
Total life of options
3 years
1.
Expected volatility, determined based on a statistical analysis of historical daily share prices over the same period as the life of the
options, and early exercise behaviour and expected life of share options, determined based on the market research data and historical
data respectively, may not necessarily be the actual outcome.
The fair value of options issued to brokers at grant date is as follows:
ATRAO
Number of options
600,000
Fair value of options issued at grant date
0.2319
Total fair value of options at grant date
139,162
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 94
Share-based payment expense – share issue costs
The following table outlines the share-based payment expense recognised as a reduction in share capital for each tranche
of options issued to brokers:
Consolidated
30 Jun 2024
A$
30 Jun 2023
A$
Unlisted options
ATRAO
-
139,162
The fair value of the share options granted during the year ended 30 June 2024 was $NIL (30 June 2023: $139,162). Share-
based payments expenses relating to broker options were recognised directly in equity as a reduction in the value of issued
capital at the date relevant shares are issued (or over the vesting period in the event vesting conditions are applicable) (note
26).
28. Reserves
Consolidated
30 Jun 2024
A$
30 Jun 2023
A$
Foreign currency translation reserve
14,140,946
13,828,406
Share-based payment reserve
2,270,764
2,257,419
Convertible notes equity reserve
1,002,500
546,818
Capital reserves
1,450,005
1,450,005
18,864,215
18,082,648
Foreign currency translation reserve
The foreign currency translation reserve records exchange differences arising on translation of foreign controlled
subsidiaries. The reserve balance at 30 June 2024 was $14,140,946 (2023: $13,828,407).
Share based payment reserve
The share-based payment reserve records the amount of expense raised in terms of equity-settled share-based payment
transactions. The reserve balance at 30 June 2024 was $2,270,764 (2023: $2,257,419).
Convertible notes equity reserve
The convertible notes equity reserve records the carrying value of equity component of unconverted convertible notes issued
by the Company. The reserve balance at 30 June 2024 was $1,002,500 (2023: $546,818).
Capital reserves
Since at least 1 July 2014, the Company had entered into an unwritten informal agreement with Firback Finance Ltd (Firback)
under which the services of Mr. Alex Brown, the former President, Managing Director and major shareholder of the Company
until his death on 30 November 2019, was supplied to the Company (the Firback Contract). Under the terms of the Firback
Contract, an accumulated amount of $1,450,005 was outstanding and due to Firback. Firback has since been wound up and
no longer exists. It was further noted that prior to being wound up, Firback had not made any demand for payment of the
balance outstanding, nor given notice of assignment of the outstanding amount to the Company so the Company considered
the Firback contract expired during the year ended 30 June 2021. The amount owing to Firback was accordingly transferred
to capital reserve during the year ended 30 June 2021. The reserve balance at 30 June 2024 was $1,450,005 (2023:
$1,450,005).
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 95
29. Holding company statement of financial position
Consolidated
Note
30 Jun 2024
A$
30 Jun 2023
A$
ASSETS
Current assets
Amounts due from a subsidiary
40,904,790
26,879,295
Total current assets
40,904,790
26,879,295
Non-current assets
Investment in subsidiary
76,549,866
76,549,866
Total non-current assets
76,549,866
76,549,866
TOTAL ASSETS
117,454,656
103,429,161
LIABILITIES
Current liabilities
Accruals and other payables
178,879
175,743
Convertible notes
23
4,622,273
5,365,323
Total current liabilities
4,801,152
5,541,066
TOTAL LIABILITIES
4,801,152
5,541,066
NET ASSETS
112,653,504
97,888,095
EQUITY
Issued capital
26
102,985,548
89,233,205
Reserves
3,306,299
2,854,567
Retained earnings
6,361,657
5,800,323
TOTAL EQUITY
112,653,504
97,888,095
Mr Tiger Brown
Mr George Lloyd
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 96
30. Dividends
There were no dividends paid, recommended or declared during the current and previous financial year.
31. Related party transactions
Parent entity
Astron Corporation Limited is the parent entity of the Group.
Subsidiaries
Interests in subsidiaries are disclosed in note 15.
Transactions with key management personnel
Key management of the Group are the executive members of the board of directors. Key Management Personnel
remuneration includes the following expenses:
Consolidated
30 Jun 2024
A$
30 Jun 2023
A$
Short term employee benefits:
-
Salaries and fees
1,536,115
1,570,641
-
Short-term incentive payments
309,332
-
-
Share-based payment expenses
13,345
330,751
-
Non-cash benefits
17,991
25,027
Total short-term employee benefits
1,876,783
1,926,419
Post-employment benefits
-
Superannuation
102,047
117,790
Total Key Management Personnel remuneration
1,978,830
2,044,209
Directors’ Emoluments
Directors’ emoluments disclosed pursuant to Section 383 of the Hong Kong Companies Ordinance (Cap.622) and the
Companies (Disclosure of Information about Benefits of Directors) Regulation (Cap.622G) are as follows:
Consolidated
30 Jun 2024
A$
30 Jun 2023
A$
Short term employee benefits:
-
Salaries and fees1
742,912
590,000
-
Short-term incentive payments
50,000
-
-
Share-based payment expenses
-
204,906
-
Non-cash benefits
1,920
-
-
Post-employment benefits
47,224
37,400
Total directors’ emoluments
842,056
832,306
Note:
1.
The amount includes management fees of $145,833 for the year ended 30 June 2024 and $250,000 for the year ended 30 June 2023
to Juhua International Limited of which the beneficial owner is Mdm Kang Rong.
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 97
Interest free loans
All subsidiary companies are wholly owned with any interest free loans being eliminated on consolidation.
Management services provided
Management and administrative services are provided at no cost to subsidiaries. Astron Pty Limited predominantly incurs
directors’ fees, management and administration services for the Group. Although these costs are applicable to the Group as
a whole, they are not reallocated/recharged to individual entities within the Group.
Related party loans
As at 30 June 2024, non-executive director Mdm Kang Rong had advanced the Group $2,810,026 (2023: $6,021,428) for
working capital. The loans are provided interest free and repayable on demand.
As at 30 June 2024, there were unpaid director and management fees payable to a director-related entity as follows:
•
Mdm Kang Rong, Juhua International Limited of $2,027,065 (2023: $1,964,565) (note 20).
The above liabilities have been subordinated and will not be called upon unless and until such time that the Company has
available funds and repayments will not affect the Group’s ability to repay other creditors in the normal course of business.
32. Commitments
Operating lease commitments
There were no non-cancellable operating leases contracted for but not capitalised at 30 June 2023 and 2024.
Water rights
In accordance with the terms of the contract with GWM Water, the Company is committed to incurring a quarterly headworks
charge in order to maintain future water rights. For the year ended 30 June 2024, the headworks charge was $943,500
(2023: $793,490).
Guarantees between subsidiaries
Astron Pty Limited has provided a letter of support to the Victorian Department of Economic Development, Jobs, Transport
and Resources to fund any expenditure incurred by Donald Mineral Sands Pty Limited and Donald Project Pty Ltd.
Other commitments and contingencies
Land
In 2008, Astron Titanium (Yingkou) Co Ltd holds two land sites acquired from the Chinese Government. As outlined in Note
19, the Company relinquished a portion of this land during the year, of which the consideration and profit on relinquishment
has been recognised in the statement of profit or loss and other comprehensive income. As at 30 June 2024, the net book
value of this land was $1,573,173 (2023: $2,773,422) (note 19).
Minimum expenditure on exploration and mining licences
To maintain the Exploration and Mining Licenses at Donald, the Group is required to spend $1,261,800 (2023: $1,561,800)
on exploration and development expenditure over the next year. The minimum expenditure amount per annum will normally
increase over the life of an exploration license. The amount of this expenditure could be reduced should the Group decide
to relinquish land.
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 98
33. Cash flow information
Reconciliation of cash provided by operating activities with loss after income tax expense
Consolidated
30 Jun 2024
A$
30 Jun 2023
A$
Net loss for the year
(24,865,684)
(7,730,992)
Non-cash flows in loss from ordinary activities
Depreciation of property, plant and equipment
1,579,514
1,941,434
Amortisation of right-of-use assets
147,615
83,761
Bad debts/provision for impairment on receivables
1,180,395
118,716
Fair value (gain)/loss on financial assets at fair value through profit or loss
5,519
(744)
Net gain on disposal of property, plant and equipment
(182,944)
-
Impairment of development assets
9,596,089
-
Share based payment expenses
61,069
285,522
Finance costs
722,759
1,105,217
Decrease in trade and other receivables
272,207
7,766,647
Decease in inventories
913,054
350,965
Increase/(decrease) in trade and other payables and provisions
86,397
(7,069,029)
Effects on foreign exchange rate movement
78,766
(191,113)
Increase in deferred taxes
2,541,070
1,691,871
(7,864,174)
(1,647,745)
Reconciliation of cash
Consolidated
Note
30 Jun 2024
A$
30 Jun 2023
A$
Cash at the end of the financial year as shown in the cash flow statement
is reconciled to items in the consolidated statement of financial position
as follows:
Cash on hand
10
29
825
Cash at bank
10
2,745,770
7,203,849
2,745,799
7,204,674
Loan facilities
Details of the loan facilities of the Group at reporting dates are as follows:
Consolidated
Note
30 Jun 2024
A$
30 Jun 2023
A$
Available loan facilities
7,373,865
6,759,708
Utilised loan facilities
22
(7,373,865)
(6,759,708)
Unused loan facilities
-
-
As at 30 June 2023 and 2024, the Group’s loan facilities were secured by assets held by its China subsidiary.
Non-cash financing activities
No dividends were paid in cash or by the issue of shares under a dividend reinvestment plan during the current year and
prior year.
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 99
During the year ended 30 June 2024, interest charged of $803,766 on the convertible note related to the unwinding of the
discounted value of the liability component of the compound financial instrument and was capitalised to exploration
expenditure in line with the Company’s accounting policy (30 June 2023: $743,051 recognised in the consolidated statement
of financial performance).
The table below details changes in the Group’s liabilities arising from financing activities. Liabilities arising from financing
activities are those for which cash flows were or future cash flows will be, classified in the Group’s consolidated statement
of cash flows from financing activities.
Lease
liabilities
(note 35)
$
Borrowings
(note 22)
$
Convertible
Notes
(note 23)
$
At 1 July 2022
-
13,668,492
4,622,272
Changes from cash flows:
Repayment of borrowings
-
(394,097)
-
Proceeds from bank borrowings
-
3,005,408
-
Loan interest paid
-
(362,641)
-
Total changes from financing cash flows
-
2,248,670
-
-
Interest expense
-
362,641
743,051
Transfer of balances
-
537,248
-
Exchange adjustments
-
(620,233)
-
At 30 June 2023
-
16,196,818
5,365,323
Changes from cash flows:
Repayment of borrowings
-
(4,139,430)
-
Principal paid on lease liabilities
(75,503)
-
-
Interest paid on lease liabilities
(24,785)
-
-
Proceeds from joint venture funding
-
3,221,201
-
Loan interest paid
-
(723,834)
-
Total changes from financing cash flows
(100,288)
(1,642,063)
-
Conversion of 10,000 notes into shares at $0.54 per share
-
-
(1,000,000)
Extension of 50,000 notes
-
-
(545,818)
Additions
308,756
-
-
Interest expense
24,785
723,834
803,768
Exchange adjustments
-
44,480
-
At 30 June 2024
233,253
15,323,069
4,622,273
Acquisition of entities
As per Note 15, the Company incorporated Donald Project Pty Ltd on 1 February 2024 to act as the joint venture operating
entity for the joint venture transaction executed with Energy Fuels on 4 June 2024. There was no impact on the cash balances
of the Group follow this entities incorporation. Other than the above, no other entities were acquired or incorporated during
the year ended 30 June 2023 and 2024.
Disposal of entities
There were no disposals of entities in the current or prior financial years.
Restrictions on cash
There is no restricted cash included in the Group’s consolidated cash and cash equivalents balance at 30 June 2023 and
2024. Refer to note 10 for further details.
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 100
34. Employee benefit obligations
As at 30 June 2024 and 30 June 2023, the majority of employees are employed in China. In accordance with normal business
practice in China, employee benefits such as annual leave must be fully utilised annually. Chinese provisions for employee
entitlements at year end would be insignificant.
35. Lease liabilities
The Group as leasee
The Group leases office premises for use in its operations. Leases of office premises have lease term of three to five years
and only comprise fixed payments over the lease terms.
The movements of lease liabilities are as follows:
A$
At 1 July 2023
-
Additions
308,756
Finance costs
24,785
Lease payments
(100,288)
At 30 June 2024
233,253
The present value of future lease payments are presented in the consolidated statement of financial position as follows:
Consolidated
30 Jun 2024
A$
Current
85,256
Non-current
147,997
Future lease payments are due as follows:
Minimum
lease
payments
A$
Interest
A$
Present value
of minimum
lease
payments
A$
Within one year
104,612
19,356
85,256
More than one year, but not exceeding two years
109,016
10,221
98,795
More than two years, but not exceeding five years
54,181
4,979
49,202
At 30 June 2024
267,809
34,556
233,253
36. Financial Risk Management
General objectives, policies and processes
In common with all other businesses, the Group is exposed to risks that arise from its use of financial instruments. This note
describes the Group’s objectives, policies and processes for managing those risks and the methods used to measure them.
Further quantitative information in respect of these risks is presented throughout these financial statements.
There have been no substantive changes in the Group’s exposure to financial instrument risks, its objectives, policies and
processes for managing those risks or the methods used to measure them from previous periods unless otherwise stated in
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 101
this note. The principal financial instruments from which financial instrument risk arises are cash at banks, term deposits
greater than 90 days, trade and other receivables and payables, financial assets at fair value through profit or loss,
convertible notes, lease liabilities and borrowings.
The Board has overall responsibility for the determination of the Group’s risk management objectives and policies. The
Groups' risk management policies and objectives are therefore designed to minimise the potential impacts of these risks on
the results of the Group where such impacts may be material. The Group has significant experience in its principal markets
which provides the directors with assurance as to the effectiveness of the processes put in place and the appropriateness
of the objectives and policies it sets. The Group engages a number of external professionals to ensure compliance with best
practice principles.
The overall objective of the Board is to set polices that seek to reduce risk as far as possible without unduly affecting the
Group’s competitiveness and flexibility. Further details regarding these policies are set out below:
Credit risk
Credit risk is the risk that the other party to a financial instrument will fail to discharge their obligation resulting in the Group
incurring a financial loss. This usually occurs when debtors or counterparties to derivative contracts fail to settle their
obligations owing to the Group.
In respect of cash investments, most of cash, cash equivalents and term deposits greater than 90 days are held with
institutions with a AA- to BBB credit rating. As set out in note 10, a small proportion of the Group’s cash was held with a local
PRC bank which did not have any credit rating.
In respect of trade receivables, there is concentration of credit risk as 100% (2023: 75%) of the Group’s trade debtors is from
two (2023: two) customers. Group policy is that sales are only made to customers that are credit worthy. Trade receivables
are predominantly situated in China.
Other receivables include $1,042,906 (2023: $1,095,945) being the gross land sale receivable from the Yingkou Provincial
government. The directors are of the opinion that the credit risk on this receivable to be low for the reasons set out in note 11.
Credit risk is managed on a Group basis and reviewed regularly by management and the Audit & Risk Committee. It arises
from exposures to customers as well as through certain derivative financial instruments and deposits with financial
institutions.
Refer to note 10 for concentration of credit risk for cash and cash equivalents.
The maximum exposure of the Group to credit risk at the end of the reporting period is as follows:
Consolidated
30 Jun 2024
A$
30 Jun 2023
A$
Cash & cash equivalents
2,745,799
7,204,674
Term deposits with maturity over 90 days
139,209
46,112
Trade and other receivables
4,243,650
3,575,762
7,128,658
10,826,548
The Group measures loss allowances for trade receivables at an amount equal to lifetime ECLs, which is calculated
individually and collectively using a provision matrix. As the Group’s historical credit loss experience does not indicate
significantly different loss patterns for different customer segments, the loss allowance based on past due status is not further
distinguished between the Group’s different customer bases.
The following table presents the gross carrying amount and the lifetime expected credit loss in respect of individually
assessed trade receivables as at 30 June 2024 and 2023:
Consolidated
30 Jun 2024
A$
30 Jun 2023
A$
Gross carrying amount
106,124
39,058
Lifetime expected credit loss
(106,124)
(39,058)
Net carrying amount
-
-
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 102
The following table presents the gross carrying amount under collective measurement (after individual assessed loss
allowance) and the provision for impairment loss in respect of collectively assessed trade receivables as at 30 June 2024:
Expected loss rate
%
Gross carrying
amount
A$
Loss allowance
A$
30 June
2024
2023
2024
2023
2024
2023
Current (not past due)
-
-
558,733
67,208
-
-
Expected credit loss is close to zero as the trade receivables have no recent history of default, the impact of the expected
loss from collectively assessed trade receivables to be immaterial.
Liquidity risk
Liquidity risk is the risk that the Group may encounter difficulties raising funds to meet commitments associated with financial
instruments, e.g. borrowing repayments. The Group manages liquidity risk by monitoring forecast cash flows. As at 30 June
2024, the Group had cash of $2,745,799 (2023: $7,204,674).
Maturity analysis
Note
Carrying
Amount
A$
Contractual
Cash flows
A$
< 6 months
A$
> 6 months
A$
Year ended 30 June 2024
Non-derivatives
Trade payables
20
6,052,969
6,052,969
6,052,969
-
Other payables
20
3,100,020
3,100,020
3,100,020
-
Borrowings
22
6,031,227
6,031,227
2,810,026
3,221,201
Total non-interest bearing liabilities
15,184,216
15,184,216
11,963,015
3,221,201
Borrowings
22
9,291,842
9,291,842
4,402,778
4,889,064
Convertible notes
23
4,622,273
6,000,000
-
6,000,000
Lease liabilities
35
233,253
267,809
51,991
215,818
Total interest bearing liabilities
14,147,368
15,559,651
4,454,768
11,104,882
Total liabilities
29,331,584
30,743,867
16,417,784
14,326,083
Note
Carrying
Amount
A$
Contractual
Cash flows
A$
< 6 months
A$
> 6 months
A$
Year ended 30 June 2023
Non-derivatives
Trade and note payables
20
3,617,909
3,617,909
3,617,909
-
Other payables
20
2,945,169
2,945,169
2,945,169
-
Borrowings
22
6,021,428
6,021,428
6,021,428
-
Total non-interest bearing liabilities
12,584,506
12,584,506
12,584,506
-
Borrowings
22
10,175,390
10,175,390
5,517,200
4,658,190
Convertible notes
23
5,365,323
6,000,000
-
6,000,000
Total interest bearing liabilities
15,540,713
16,175,390
5,517,200
10,658,190
Total liabilities
28,125,219
28,759,896
18,801,706
10,658,190
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 103
Fair value
The fair values of listed investments have been valued at the quoted market price at the end of the reporting period. Other
assets and other liabilities approximate their carrying value.
At 30 June 2023 and 2024, the aggregate fair values and carrying amounts of financial assets and financial liabilities carried
at amortised cost approximate their carrying amounts.
Financial assets at fair value through profit or loss are recognised in the consolidated statement of financial position of the
Group according to the hierarchy stipulated in HKFRS 7.
Consolidated
30 Jun 2024
A$
30 Jun 2023
A$
Financial assets at fair value through profit or loss
ASX Listed equity shares - Level 1
2,800
8,319
Unlisted units in Murtoa Housing Innovation – Level 2
40,000
-
42,800
8,319
The Group does not have any Level 3 financial assets.
Price risk
Given that price movements are not considered material to the Group, the Group does not have a risk management policy
for price risk. However, the Group's management regularly review the risks associated with fluctuating input and output
prices.
As at 30 June 2024, the maximum exposure of price risk to the Group was the financial assets at fair value through profit or
loss for $2,800 (2023: $8,319). 100% of the Group’s ASX Listed equity shareholding investments is in the mining or energy
sector.
The Group’s exposure to equity price risk is as follows:
Consolidated
30 Jun 2024
A$
30 Jun 2023
A$
Carrying amount of listed equity shares on ASX
2,800
8,319
Sensitivity Analysis
Increase/(decrease) in share price
30 Jun 2024
A$
30 Jun 2023
A$
+10%
-10%
+10%
-10%
Listed equity shares on ASX
Loss before tax – increase/(decrease)
280
(280)
832
(832)
The above analysis assumes all other variables remain constant.
Interest rate risk
The Group manages its interest rate risk by monitoring available interest rates and maintaining an overriding position of
security whereby most of the Group’s cash and cash equivalents and term deposits are held with institutions with an AA- to
BBB credit rating while a proportion is held with an unrated bank in PRC.
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
The Group’s exposure to interest rate risk and the effective weighted average interest rate by maturity periods is set out in the tables below:
Weighted average
effective interest rate
Floating interest rate
Fixed interest rate
Non-interest bearing
Total
30 June
2024
2023
2024
2023
2024
2023
2024
2023
2024
2023
%
%
$
$
$
$
$
$
$
$
Financial assets:
Cash and cash equivalents
0.17
0.01
2,745,770
7,203,849
-
-
29
825
2,745,799
7,204,674
Term deposits greater than 90 days
1.72
1.72
-
-
139,209
46,112
-
-
139,209
46,112
Trade and other receivables
-
-
-
-
-
-
4,243,650
3,575,762
4,243,650
3,575,762
Financial assets at fair value through profit
or loss
-
-
-
-
-
-
42,800
8,319
42,800
8,319
Total financial assets
2,745,770
7,203,849
139,209
46,112
4,286,479
3,584,906
7,171,458
10,834,867
Financial liabilities:
Trade and other payables
-
-
-
-
-
-
9,152,989
6,563,078
9,152,989
6,563,078
Borrowings
3.89
4.95
7,373,865
6,759,708
1,917,977
3,415,682
6,031,227
6,021,428
15,323,069
16,196,818
Convertible notes
15.00
15.00
-
-
4,622,273
5,365,323
-
-
4,622,273
5,365,323
Lease liabilities
10.00
-
-
-
233,253
-
-
-
233,253
-
Total financial liabilities
7,373,865
6,759,708
6,773,503
8,781,005
15,184,216
12,584,506
29,331,584
28,125,219
Astron Corporation Limited Annual Financial Statements | 104
Astron Corporation Limited
Company Number: 1687414
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 105
Sensitivity analysis
The following table shows the movements in loss due to higher/lower interest costs from variable interest rate financial
instruments in Australia and China.
+ 1% (100 basis points)
-1% (100 basis points)
30 Jun 2024
A$
30 Jun 2023
A$
30 Jun 2024
A$
30 Jun 2023
A$
Cash at bank
27,458
72,038
(27,458)
(72,038)
Borrowings
(73,739)
(67,597)
73,739
67,597
(46,281)
4,441
46,281
(4,441)
Tax charge of 25% (2023: 25%)
11,570
(1,110)
(11,570)
1,110
(34,711)
3,331
34,711
(3,331)
Foreign currency risk
The Group is exposed to fluctuations in foreign currencies arising from the sale and purchase of goods and services in
currencies other than the Group's measurement currency. The Group manages this risk through the offset of trade
receivables and payables where the majority of trading is undertaken in either the USD or RMB. Current trading terms ensure
that foreign currency risk is reduced by sales terms being cash on delivery where possible.
Astron Corporation Limited
Company Number: 1687414
Directors’ Declaration
For the year ended 30 June 2024
Astron Corporation Limited Annual Financial Statements | 106
The directors of the Company declare that:
1.
The financial statements, comprising the consolidated statement of profit or loss and other comprehensive income,
consolidated statement of financial position, consolidated statement of cash flows, consolidated statement of changes in
equity, accompanying notes, are in accordance with Hong Kong Financial Reporting Standards and give a true and fair view
of the consolidated entity’s financial position as at 30 June 2024 and of its performance for the year ended on that date.
2.
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.
This declaration is made in accordance with a resolution of the board of directors and is signed for and on behalf of the directors
by:
Chairman
Mr George Lloyd
Dated 16 September 2024
IBDO
Tel : +852 2218 8288
Fax: +852 2815 2239
www.bdo.com. hk
5gi: +852 2218 8288
ft6 : +852 2815 2239
www.bdo.com.hk
25th Floor Wing On Centre
111 Connaught Road Central
Hong Kong
;tff-@:i:p 111
71<3'.2i:p,1)25
Independent Auditor's Report
To the members of Astron Corporation Limited
(incorporated in Hong Kong with limited liability)
Opinion
We have audited the consolidated financial statements of Astron Corporation Limited ("the Company") and its
subsidiaries (together "the Group") set out on pages 57 to 105, which comprise the consolidated statement
of financial position as at 30 June 2024, and the consolidated statement of profit or loss and other
comprehensive income, the consolidated statement of changes in equity and the consolidated statement of
cash flows for the year then ended, and notes to the consolidated financial statements, including material
accounting policy information.
In our opinion, the consolidated financial statements give a true and fair view of the consolidated financial
position of the Group as at 30 June 2024, and of its consolidated financial performance and its consolidated cash
flows for the year then ended in accordance with Hong Kong Financial Reporting Standards issued by the Hong
Kong Institute of Certified Public Accountants ("HKICPA") and have been properly prepared in compliance with
the Hong Kong Companies Ordinance.
Basis for Opinion
We conducted our audit in accordance with Hong Kong Standards on Auditing ("HKSAs") issued by the HKICPA.
Our responsibilities under those standards are further described in the "Auditor's Responsibilities for the Audit
of the Consolidated Financial Statements" section of our report. We are independent of the Group in accordance
with the HKICPA's "Code of Ethics for Professional Accountants" ("the Code"), and we have fulfilled our other
ethical responsibilities in accordance with the Code. We believe that the audit evidence we have obtained is
sufficient and appropriate to provide a basis for our opinion.
Material Uncertainty Related to Going Concern
We draw attention to note 2 in the consolidated financial statements, which indicates that as at 30 June 2024,
the Group's current liabilities exceeded current assets by $13,149,379 and the Group incurred a gross loss and
net loss after tax of $2,718,239 and $24,865,684 respectively and recorded net cash outflows from operating
activities of $7,864,174 for the year then ended. These conditions along with other matters set out in note 2
indicate that a material uncertainty exists that may cast significant doubt on the Group's ability to continue as
a going concern. Our opinion is not modified in respect of this matter.
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit
of the consolidated financial statements of the current period. These matters were addressed in the context of
our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not
provide a separate opinion on these matters. In addition to the matter described in the Material Uncertainty
Related to Going Concern section, we have determined the matters described below to be the key audit matters
to be communicated in our report.
BDO Limited
,:!j'Jl!"SJ.1'l1/IJ7\W/gtgifi,JJ\Jlp}i'fj"j[i!8lsj
BDO Limited, a Hong Kong limited company, is a member of BDO International Limited, a UK company limited by guarantee,
and forms part of the international BDO network of independent member firms.
Astron Corporation Limited Annual Financial Statements
I 71
Astron Corporation Limited Annual Financial Statements | 107
Astron Corporation Limited Annual Financial Statements | 108
Astron Corporation Limited Annual Financial Statements | 109
Astron Corporation Limited Annual Financial Statements | 110
2024/25 FINANCIAL CALENDAR (ON OR BEFORE)
Release of quarterly report
31 October 2024
2024 annual general meeting
28 November 2024
Release of quarterly report
31 January 2025
Release of half-year report
28 February 2025
Release of quarterly report
30 April 2025
Additional information required by the Australian Securities Exchange Ltd and not shown elsewhere in this report is as follows.
The information is current as at 1 October 2024.
1.
SHAREHOLDERS’ INTERESTS
(a)
Distribution of shareholders
Size of holding
Number of
shareholders
Number of
shares held
%
184
100,815
0.06
227
622,161
0.34
96
763,010
0.42
194
7,094,634
3.88
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 and over
52
174,055,150
95.30
753
182,635,770
100.00
5
307
Non CDI holders
1 - 1,000
1,001 - 5,000
1
2,700
6
3,007
(b)
Less than marketable parcels
There were 89 holders of less than a marketable parcel of 19,774 shares ($500 worth) based on the closing market price of ATR
shares on 1 October 2024.
ADDITIONAL INFORMATION FOR LISTED COMPANIES
(c)
For securities subject to escrow
Class
Number of
Securities
ASX or
Voluntary
End of Escrow
Period
Fully paid CDIs
11,500,000
Voluntary
31 July 2025
111
(d)
Twenty largest CDI holders
Rank
Name
Number of
shares held
%
1
Kobe Investments Ltd
94,165,972
51.56
2
Ruiqing Tan
30,820,105
16.88
3
Sandhurst Trustees Ltd
13,351,852
7.31
4
Citicorp Nominees Pty Limited
7,491,758
4.10
5
Mr Jinzhong Sun
3,356,581
1.84
6
Juhua International Limited
3,000,000
1.64
7
Pandora Nominees Pty Ltd
1,900,890
1.04
8
Bealey Pty Limited
1,851,852
1.01
9
Zhang Hong
1,785,714
0.98
10
Mr Milton Yannis
1,179,509
0.65
11
Mr Donald Alexander Black
1,076,812
0.59
12
Mr Thomas Albanese
1,000,000
0.55
13
Mr Darrell Vaughan Manton + Mrs Veronica Josephine Manton
933,364
0.51
14
BT Portfolio Services Ltd
860,000
0.47
15
Yanjuan Zhao
810,000
0.44
16
Mr Adrian Robert Nijman + Mrs Jenny Ann Nijman
760,000
0.42
17
Jojeto Pty Ltd
675,926
0.37
18
G W Eales Pty Ltd
638,689
0.35
19
HSBC Custody Nominees (Australia) Limited
547,687
0.30
20
Mr Christopher David Hammer
500,000
0.27
Totals: Top 20 holders of CDI
166,706,711
91.28
Total Remaining Holders Balance
15,929,059
8.72
Total CDIs
182,635,770
100.00
Total non-CDI holders
3,007
Total shares on issue
182,638,777
(e)
Voting rights
All ordinary shares (whether fully paid or not) carry one vote per share without restriction.
2.
TENEMENT SCHEDULE
Location
Tenement
Expiry Date
Interest at year
end
%
Victoria Australia
RL2002
9 October 2029
100
Victoria Australia
RL2003
9 October 2031
100
Victoria Australia
MIN5532
19 August 2030
100
Victoria Australia
EL8516
7 April 2029
100
Senegal
09042/MIM/TMG
29 May 2027
100
112
ADDITIONAL INFORMATION FOR LISTED COMPANIES
113
3. INFORMATION POLICY
It is the policy of the Company to conform with the highest reporting and information standards to its shareholders. Company
spokespeople are available and pleased to respond to queries from financial community, investors and shareholders.
During the year, the Group held one shareholder information session meeting and at the meeting active discussions took place
and questions were answered.
All these initiatives will continue to be improved and expanded in the coming year with the objective of providing the fullest and
most detailed information to shareholders consistent with the Company’s objectives.
Information on the Group and presentations to analysts can be obtained from the Company’s website astronlimited.com.au
To assist and improve service to shareholders related to the administration of the fully registered shares shareholders can contact
our share registry service.
Shareholders can also contact the Company directly by telephone in Australia +61 3 5385 7088.
GLOSSARY OF ABBREVIATIONS AND DEFINDED TERMS
TERM
$ or A$ or AUD
Australian dollars
AMC
AMC Consultants Pty Ltd
ARBN
Australian Registered Business Number
Astron Titanium or Yingkou
Astron Titanium (Yingkou) Limited
Astron, or ATR or the Group
The Company and its controlled entities
ASX
Australian Securities Exchange
BG&E
BG&E Resources Pty Ltd
BGLC
Barengi Gadjin Land Council Aboriginal Corporation
Board
The board of directors of the Company
CAGR
Compound annual growth rate
CDI
CHESS Depositary Interest
Company
Astron Corporation Limited ARBN 154 924 553, Hong Kong Company Number 1687414
CUP
Concentrate upgrade plant
DEECA
Victorian Government Department of Energy, Environment and Climate Action
DFS
Definitive Feasibility Study
Director
A member of the Board
DMS or DMS Project
Donald Mineral Sands Pty Ltd
Donald Project
The Donald Rare Earth & Mineral Sands Project
ECI
Early Contractor Involvement
EES
Environmental Effects Statement
EFR
EFR Donald Ltd
Energy Fuels
Energy Fuels Inc.
EPBC
Environmental Protection Biodiversity Conservation
ERR
Head of Earth Resources Regulation
ESOP
Employee Share Option Plan
ESS
Environmental and Social Sustainability
FID
Financial Investment Decision
FTE
Full-time equivalent
FVTPL
Fair value through profit or loss
GST
Goods and services tax
GWM or GWM Water
Grampians Wimmera Mallee Water Corporation
HKAS
Hong Kong Accounting Standards
HKFRS
Hong Kong Financial Reporting Standards, HKAS and Interpretations
HKICPA
Hong Kong Institute of Certified Public Accountants
HLS
Heavy liquid separation
HM
Heavy mineral
HMC
Heavy mineral concentrate
JORC Code
The Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves
Kt
One thousand tonnes
MIN5532
Victorian mining licence 5532
MRE
Mineral resource estimate
Mt
Million tonnes
Niafarang Project
Niafarang mineral sands project
PPE
Property, plant and equipment
PRC
People’s Republic of China
REEC
Rare earth element concentrate
RL2002
Victorian retention licence 2002
RL2003
Victorian retention licence 2003
RMB
Chinese yuan
RPS
RPS Group
Sedgman
Sedgman Pty Ltd
SML
Small Mining Licence
SMR
Senegal Mineral Resources SA
TiO2
Titanium dioxide
US$ or USD
Unites States Dollar
VHM
Valuable heavy minerals
VWAP
Volume weighted average price
WCP
Wet concentrator plant
YSC or Shire
Yarriambiack Shire Council
ZrO2
Zirconium dioxide
114
115
DIRECTORS
Mr George Lloyd (Chairman, Non-executive Director)
Mr Tiger Brown (Managing Director)
Mr Gerard King (Non-executive Director)
Dr Mark Elliott (Non-executive Director)
Mdm Kang Rong (Non-executive Director)
COMPANY SECRETARY AND REGISTERED OFFICE
Boardroom Corporate Services (HK) Limited
31/F., 148 Electric Road
North Point
Hong Kong
AUSTRALIAN CORPORATE OFFICE
Level 10, 224 Queen Street
Melbourne VIC 3000
Australia
Tel:
+61 3 5385 7088
E:
investors@astronlimited.com
W:
astronlimited.com.au
CHINA BUSINESS OFFICE
C/ Yingkou Astron Mineral Resources Co Ltd
Room 5612, Building No. 5, Hua Fu Tian Di
No. 128, Ha’erbin Road, Shenhe District
Shenyang 110013
China
Tel/Fax: +86 24 2259 5960
AUDITOR
BDO Limited
25th Floor, Wing On Centre
111 Connaught Road Central
Hong Kong
SHARE REGISTRY
Computershare Investor Services Limited
Level 3, 60 Carrington Street
Sydney NSW 2000
Australia
Computershare Hong Kong Investor Services Limited
Hopewell Centre, 46th Floor
183 Queen’s Road East
Wan Chai
Hong Kong
BANKERS
Commonwealth Bank of Australia
48 Martin Place
Sydney NSW 2000
Australia
ASX CODE
ATR
CORPORATE DIRECTORY
Astron 2024 Annual Report
116
www.astronlimited.com.au