Athena
Resources
Limited
ABN 69 113 758 900
ANNUAL FINANCIAL REPORT 2018
CONTENTS
Company information
Review of Operations
Directors’ Report
Auditor’s Independence Declaration
Statement of Comprehensive Income
Statement of Financial Position
Statement of Changes in Equity
Statement of Cash Flows
Notes to and Forming Part of the Financial Statements
Directors’ Declaration
Independent Auditor’s Report
Shareholder Details
Interest in Mining Tenements
Corporate Governance Statement
2
3
16
24
25
26
27
28
29
44
45
49
51
51
Athena Resources Limited
Page 1
COMPANY INFORMATION
ABN
Directors
Secretaries
69 113 758 900
D A Webster
E W Edwards
H W Wai
E W Edwards
P J Newcomb
(Chairman)
(Executive Director)
(Executive Director)
Registered Office
24 Colin Street
West Perth, WESTERN AUSTRALIA 6005
Postal Address
Share Registry
Auditor
Bankers
Securities Exchange Listing
Telephone: +61 8 9222 5888
+61 8 9222 5810
Facsimile:
ahn@athenaresources.com.au
Email:
PO Box 1970
West Perth, WESTERN AUSTRALIA 6872
Computershare Investor Services Pty Ltd
Level 11, 172 St Georges Terrace
Perth, WESTERN AUSTRALIA 6000
Telephone: +61 8 9323 2000
+61 8 9323 2033
Facsimile:
HLB Mann Judd
Level 4, 130 Stirling Street
Perth, WESTERN AUSTRALIA 6000
Telephone: +61 8 9227 7500
+61 8 9227 7533
Facsimile:
Westpac Banking Corporation
1257 Hay Street
West Perth, WESTERN AUSTRALIA 6005
Athena Resources Limited shares
are listed on the Australian Securities Exchange
(Home Exchange – Perth)
ASX Code: Shares AHN
Website
www.athenaresources.com.au
Athena Resources Limited
Page 2
REVIEW OF OPERATIONS (continued)
THE BYRO PROJECT
LOCATION
The Byro Iron project is strategically located in the Midwest Iron province which
includes a substantial mining sector. The projects southern boundary is 210km north
of the Mullewa Rail Siding by road and 275km from the Port of Geraldton. Development
of the Byro Iron project is expanding the overall resource in the Midwest region along
with neighbours at the Karara Iron Project, Sinosteel’s Weld Range Project, the
proposed Jack Hills Project, and Mt Gibson’s Extension Hill project, amongst others.
Access and improved infrastructure to the maturing iron ore province is growing with
development of the CSIRO SKA Project and increased capacity and further
development at the Port of Geraldton.
TENURE
Figure 1 Location
Athena’s Byro Project covers approximately 800 square kilometres and consists of five
exploration licences. Athena has a 100% interest in the project. The Company has
applied and received authorisation to explore for iron ore on the exploration licences.
Athena has also been granted two mining leases covering the Fe1 (M09/166) and Mt
Narryer (M09/168) deposits.
Athena Resources Limited
Page 3
REVIEW OF OPERATIONS (continued)
GEOLOGY AND MINERALISATION
Athena’s Byro Project is located along the north-western margin of the Yilgarn Craton,
within an Archaean Gneiss Belt which trends north-northeast for approximately 200km.
The geology is predominately quartzo-feldspathic gneisses and migmatites with
amphibolites, quartzites, BIF’s, felsic volcanics and layered mafic-ultramafic intrusions.
Regional folding and thrusting has resulted in a steep dominant westerly dip and north-
northeast strike, although locally this varies from north to east. The high grade
magnetite iron ore at Byro has been characterised by a coarse metamorphic grain size,
super low impurities during development of thick migmatite layers in the upper
amphibolite - granulite metamorphic terrain.
Outcropping sequences of mafic to ultramafic lithologies suggest a series of
prospective intrusions, the extent of which has been refined with gravity and detailed
magnetic surveys where alluvial cover persists. Past exploration in the region indicates
the presence of anomalous copper-nickel-PGE and chromite mineralisation. Two
altered, layered mafic-ultramafic bodies are found at Taccabba Well and Imagi Well
where iron-rich chromite occurrences have been discovered. At the Milly Milly Project,
copper gossans exist at the edge of the Milly Milly Intrusion.
Nearby historic drilling intersected copper and nickel mineralisation. Further drilling by
Athena has advanced the understanding of this intrusive body as being a highly
prospective fertile system.
PROJECT DEVELOPMENT
Following the decline of iron ore prices through 2011 to 2015, and resulting poor
economy of supplying a mill feed product, Athena committed to a research and
development phase. This led to the identification of a high-grade product acceptable
to industrial markets other than mill feed. It was decided to concentrate on the Fe1
deposit (M09/166) and the Mt Narryer deposit (M09/168).
There have been many external contributors to the work completed on the FE1 Project.
In summary, a Maiden Inferred JORC resource was calculated by AMC Consultants,
Perth, on behalf of Athena and announced on 28 November 2011.
The Changsha Institute of Mining and Metallurgy (CRIMM), in China, conducted the
first ore characterization test work in 2010 on the FE1 ore, identifying a high-grade
magnetite concentrate with low impurities and favorable ore characteristics. At the
same time ore characterization test work was carried out in Australia by ALS Ammtec
at their specialist iron ore laboratory.
These two sets of independent results are in agreement and collectively underpinned
engineering designs and a Pre-Feasibility Study on the FE1 deposit. The pre-feasibility
study was completed by GR Engineering Limited, (‘GR’) in Australia. A further study
was carried out in 2018 by Yantai Xinhai Mining Research and Design Co, Ltd. (Xinhai)
in China. These designs resulted in two separate outcomes. These studies are best
described as Scoping Studies as defined in the JORC Code 2012. The Scoping
Studies referred to in this report are based on low-level technical and economic
assessments, and are insufficient to support estimation of Ore Reserves or to provide
assurance of an economic development case at this stage, or to provide certainty that
the conclusions of the Scoping Studies can be reasonably justified.
Athena Resources Limited
Page 4
REVIEW OF OPERATIONS (continued)
GR Engineering Plant Costing Study
In the earliest study, GR evaluated the design and costs associated with the
construction and operation of a processing facility proposed for the Byro FE1 Magnetite
Project.
The process flow sheet and plant design were simple and resulted from analysis of the
mineralogical and metallurgical investigations conducted during Changsha Research
Institute of Mining and Metallurgy test work in China and ALSA laboratories in
Australia. Substantial capital and operating cost savings were identified and compared
to other magnetite projects in Australia that required fine grinding and more complex
separation techniques. The coarse grind brings with it a significant cost saving in power
required for grinding. The preferred process circuit consists of crushing, grinding,
classification, rougher and cleaning wet LIMS, thickening and filtration.
Xinhai Engineering and Costing Study
The Xinhai study, (2018), evaluated design and costs associated with construction and
operation of a new mining, crushing and processing facility producing concentrate at
the the Byro FE1 Magnetite Project. The study aimed to produce a concentrate with a
grade of 68% – 70%Fe, P-80 at 110 µm.
As detailed in the ASX announcements on 16 and 17 April 2018 the primary
concentrate sample was then further processed, producing a Super Purity magnetite
(SPFe) of >72%Fe and a high Purity magnetite (HPFe) of >71.3%Fe. (100% purity
magnetite (Fe3O4) is approximately 72.35%Fe) The work used bulk sample retrieved
from drilling reported to the ASX on 6 November 2017.
As the mineral resource at Fe1 is in the inferred category Athena is not able under the
ASX Listing Rules to publish the results of Xinhai Study production targets or economic
results. The results of the study were however positive and justify Athena to commit to
bringing the inferred resource to an indicated and measured resource and completion
of a feasibility study.
Processing options to achieve the high and super purity grades include separation
techniques that exclude the use of reverse flotation circuits and the related use of
environmentally harmful reagents. This was possible because of the physical
characteristics of magnetite ore with very few impurities and the development of simple
but innovative processing techniques.
The metallurgical samples produced: SPFe with a grade of 72.00%Fe yielding 38% of
the sample tested, and HPFe with a grade of 71.30%Fe yielding 52%. The remaining
Iron concentrate with a grade of 65.00%Fe and a yield of 3% is considered a byproduct
but still of premium grade quality. The waste material of 7% consists mostly of silica
and will be used in the cement industry.
The preferred processing circuits consist of crushing, grinding, classification, rougher
and cleaning with concentrate conditioning in conjunction with multiple stages of wet
LIMS, followed by thickening and filtration.
The output products from mining and the primary processing in Australia are targeted
to be at a grade of >68%Fe with P80 110 µm. It is important to note that the 45µm size
component for this product is directly suitable for the coal wash market once screened.
The secondary processing plant for SPFe and HPFe products under the Xinhai study
was based on production in China.
Athena Resources Limited
Page 5
REVIEW OF OPERATIONS (continued)
MARKETS AND PRODUCTION REQUIREMENT
Athena has identified a high-grade product specification acceptable to industrial and
high value markets as follows:
Magnetite in Bulk Coal Wash Market
Approximately 6kg of magnetite is used per tonne of processed coal
Global estimated requirement for coal washing magnetite is 6 to 12 million
tonnes per annum.
Magnetite in Dense Media Separation
Heavy media gravity separation means separating products with different
densities. Magnetite is used to produce dense medium slurry for coal washing
(as above), mineral processing and recycling of metals and plastics.
Magnetite in Ammonia and Gas to Liquid Fuel Synthesis Markets
The catalyst market carries one of the highest demands on purity and as such
pays high premiums to acknowledge the cost of maintaining a high standard.
The Byro FE1 magnetite product meets all requirements for raw material intake
for production of iron catalysts for the synthesis of ammonia and Gas to Liquid
fuels.
Iron Powder Markets
The Byro Fe1 SPFe and HPFe magnetite products meet all requirements for a
raw material additive for powder metal alloy production. The magnetite products
are required to be further processed for final consumption as a powder metal by
reduction to produce Fe. The two major uses of iron powder are:
3D Printing (Additive manufacturing)
3D Printing or Additive manufacturing is a process of creating a three-
dimensional object from a digital file. It is called additive because it generally
involves building up thin layers of material, one by one. The technology can
produce complex shapes that are not possible with traditional casting and
machining methods, or subtractive techniques.
Iron Powder Press-and-Sinter and Metal Injection Molding
The predominant market for Press/Sinter structural Powder Metallurgy parts is
the automotive sector. On average across all geographical regions, around 80%
of all Powder Metallurgy structural components are for automotive applications.
Supply of raw magnetite for powder metal alloys and components market is
estimated to be worth more than Au$6 billion by 2020.
Athena Resources Limited
Page 6
REVIEW OF OPERATIONS (continued)
WORK COMPLETED THIS YEAR
RESULTS FOR BULK METALLURGICAL SAMPLE
During the year Yantai Xinhai Mining Research and Design Co, Ltd., (Xinhai), from
Shandong Provence, China, conducted mineral processing test work on the FE1 and
Mt Narryer ore bodies. The ore and concentrate were subject to a full investigation
undertaken by Xinhai, which required development of an appropriate beneficiation
process. The work used bulk sample retrieved from drilling reported to the ASX, 19
January 2017 and 6 November 2017.
The results of the metallurgical investigation were compiled by Mr. Yunlong Zhang.
Mr. Zhang is the Chairman of the Yantai Xinhai Group of which the Yantai Xinhai
Mining Research and Design Co, Ltd is a fully owned subsidiary. Mr. Zhang is a Fellow
of the Australasian Institute of Mining and Metallurgy, (See competent person
statement).
It has been demonstrated by Athena, that the magnetite discovered within the
companies Byro mining leases is of unique quality. The processing system developed
by Xinhai was specifically tailored to suite the Byro project ore type while targeting a
product suitable for markets in premium industrial processes, high purity metal
production and the growing global Powder Metal (PM) industries.
Xinhai demonstrated the process route can reliably produce a bulk concentrate that
could be divided into two categories, a High Purity magnetite product (HPFe) 71.5%Fe
< 72%Fe, and a Super Purity magnetite product (SPFe), > 72%Fe, (Table 1 and Table
4).
The test work shows successful magnetic concentration was achieved using
innovative processing methods without the requirement of reverse floatation circuits
for both ore bodies. The consequence of not using reverse floatation means no
reagents used in processing and this means close to zero harmful inputs into a system
where the primary ore is very low in sulphur and very low phosphorous or other detritus.
The process developed by Xinhai has a very low environmental impact and can be
achieved with significant cost advantage compared to the current high-grade market
equivalents.
Multi-element and phase analysis results and grain size analysis are listed below. The
results are from a consistent product, a consequence of the processing flow system
designed by Xinhai. The processing system developed by Xinhai resulting in a
72.06%Fe product is exceptional when considering the theoretical maximum content
of iron in pure magnetite is 72.35%Fe. Multi-element and phase analysis was
completed using atomic absorption spectrometry, (AAS).
Full assay results for the FE1 ore body within M09/166 HPFe and SPFe are listed in
Tables 1-6 and results for the Mt Narryer ore body within M09/168 in Table 7-9.
Athena Resources Limited
Page 7
REVIEW OF OPERATIONS (continued)
THE ANALYSIS RESULTS FOR SPFE MAGNETITE FROM FE1
Table 1 Multi-Element Analysis of Super-Purity Magnetite from FE1
Element
TFe
SiO2
Al2O3
CaO
MgO
TiO2
MFe
FeO
Content (%)
72.06
0.31
0.21
0.14
0.07
0.10
71.23
22.65
Element
S
P
K2O
Na2O
Mn
V2O5
Cl
F
Content (%)
0.03
<0.01
<0.01
0.012
0.068 <0.01
<0.01
<0.01
Table 2 Phase Analysis Results of SPFe High-Purity Magnetite of FE1 Ore
Phase
Magnetic
Iron
Metallic
Iron
Ferric
Sulfate
Siderite
Iron content (%)
71.23
Proportion (%)
98.85
0.25
0.35
0.43
0.60
0.01
0.01
Hematite
&
Limonite
0.08
0.11
Iron
Sulfide
Iron
Silicate
Total
0.01
0.01
0.05
72.06
0.07 100.00
Table 3 Grain Size Screen Analysis Results of SPFe High-Purity Magnetite of
FE1 Ore
Yield (%)
Grade (%)
Proportion (%)
TFe
SiO2
TFe
Size Fraction (Mesh)
+200
>74µm
-
18.94
-200+325
74 µm>44µm
32.82
-325+500
44µm < 30µm
20.21
Total
18.94
51.76
71.97
-500
<30 µm
28.03
100.00
Raw ore
100.00
-
71.78
71.97
72.11
72.32
72.06
0.45
0.32
0.28
0.24
18.87
32.78
20.22
28.13
SiO2
27.13
33.43
18.02
21.42
0.31
100.00
100.00
THE ANALYSIS RESULTS FOR HPFE MAGNETITE FROM FE1
Table 4 Multi-Element Analysis Results of High-Purity Magnetite HPFe
Elements
TFe
SiO2
Al2O3
CaO MgO
TiO2
MFe
FeO
Contents (%)
71.55
0.59
0.34
0.16
0.09
0.10
70.72
21.21
Elements
S
P
K2O
Na2O
Mn
V2O5
Cl
F
Contents (%)
0.03
<0.01
<0.01
0.013
0.071 <0.01
<0.01
<0.01
Table 5 Phase Analysis Results of High-Purity Magnetite HPFe of FE1 Ore
Phase
Magnetic
iron
Metallic
iron
Ferric
Sulfate
Siderite
Iron contents (%) 70.72
Proportion (%)
98.84
0.24
0.34
0.44
0.62
0.01
0.01
Hematite
&
Limonite
0.08
0.11
Iron
Sulfide
Iron
Silicate
Total
0.01
0.01
0.05
71.55
0.07 100.00
Athena Resources Limited
Page 8
REVIEW OF OPERATIONS (continued)
Table 6 Grain Size Screening Analysis Results of High-Purity Magnetite HPFe
of FE1 Ore
Yield (%)
Grade (%)
Proportion (%)
Size (mesh) Micron µm
>200
>74µm
-
21.94
200 <325
74 µm>44µm
32.53
325 < 500
44µm < 30µm 18.21
Total
21.94
54.47
72.68
<500
<30 µm
27.32
100.00
Raw ore
100.00
TFe
71.04
71.31
71.84
72.06
71.55
SiO2
0.89
0.65
0.48
0.36
TFe
21.78
32.42
18.28
27.52
SiO2
32.96
35.69
14.75
16.60
0.59
100.00
100.00
The Analysis Results for HPFe magnetite form concentrate from Mt Narryer
The test trials applied to the Mt Narryer ore body concentrate involved the same
procedures applied to the FE1 concentrate. The maximum purity achievable for the Mt
Narryer ore using this method is a high purity concentrate of 71.59%Fe which is HPFe
magnetite. The TFe recovery was 97.82%
Table 7. Multi-Element Analysis Results of High-Purity Magnetite HPFe of Mt
Narryer Ore
Elements
TFe
SiO2
Al2O3
CaO
MgO
TiO2
MFe
FeO
Contents (%)
71.59
0.58
0.20
0.04
0.10
0.045 69.49
20.42
Elements
S
P
K2O
Na2O
Mn
V2O5
Cl
F
Contents (%)
0.07
0.003
<0.01
<0.01
0.002 <0.01
<0.01
<0.01
Table 8. Phase Analysis Results of High-purity Iron Powder HPFe of Mt Narryer
Ore
Phase
Magnetic
iron
Metallic
iron
Ferric
Sulfate
Siderite
Hematite
&
Limonite
Iron
Sulfide
Iron
Silicate
Total
Iron contents (%) 69.49
Proportion (%)
97.07
0.57
0.80
1.36
1.90
0.03
0.04
0.059
0.021
0.06
71.59
0.08
0.03
0.08 100.00
Table 9. Grain Size Screening Analysis Results of High-purity Magnetite HPFe
of Mt Narryer Ore
Micron
µm
>44µm
44µm <
30µm
<30 µm
Size (mesh)
325
325 + 500
-500
Raw ore
Yield (%)
Grade (%)
Proportion (%)
-
Total
TFe
SiO2
16.21
16.21
70.23
17.93
34.14
71.24
65.86
100.00
100.00
-
72.02
71.59
0.88
0.79
0.45
0.58
TFe
15.9
SiO2
24.57
17.84
24.39
66.26
51.04
100.00
100.00
Athena Resources Limited
Page 9
REVIEW OF OPERATIONS (continued)
The implications of bulk High Purity and Super Purity magnetite concentrate in terms
of project viability is significant. The raw product in concentrate is of the highest quality
available and is not directed towards a furnace feed product or valued at the spot price
plus standard premiums. This material will eventually make its way to high tech
specialized applications.
PREVIOUS WORK
FE1 Metallurgical Review - Key Attributes
Review of the physical and metallurgical characteristic of the Byro Magnetite.
• Observed crystal is granular
• Grain size up to 4mm (4,000 µm)
• Dissemination Granularity 95% between 0.2mm < 1.65mm (200µm < 1,650 µm)
• Hardness on Mohs scale 6.5 with Vickers Hardness Number (VHN100=681 - 792
kg/mm2)
• Specific gravity calculated at 5.18 g/cm3
• Uneven fracture parting on surface {111}
• Negligible cleavage planes within the crystal matrix.
FE1 Chemistry Review - Key Attributes
The concentrate chemistry key attributes are,
• Mineral composition of the ore is simple.
• No significant secondary alteration.
• K2O, Na2O, P, and S, all low and with P and S particularly low.
• Product is a high-quality concentrate of primary acidic magnetite.
• SiO2, Al2O3, CaO, and MgO decrease as TFe increases.
• Magnetite represents the major iron-bearing mineral, while quartz represents the
major gangue mineral.
• Tailings component of the ore is SiO2, accounting for 80.99% of the total
• Product and tailings have no significant environment impacts.
Table 10. Chemical Components of the Ore (%)
Components
TFe
FeO
Fe2O3 SiO2
TiO2
Al2O3 CaO
MgO
Content
37.52
18.28
33.33
41.49
0.11
Components MnO
Na2O
K2O
P
S
Content
0.18
0.093
0.036
0.056
0.054
1.41
Loss in
ignition
0.70
1.55
TFe/FeO
2.05
2.38
Coef of
basicity
0.09
Athena Resources Limited
Page 10
REVIEW OF OPERATIONS (continued)
Table 11. Results of Chemical Phase of Iron in the Ore
Phase of
iron
Fe in
magnetite
Content
Proportion
34.62
92.27
Fe in
hematite &
limonite
0.81
2.16
Fe in
carbonate
Fe in
sulfide
Fe in
Silicate
0.17
0.45
0.03
0.08
1.89
5.04
Total
37.52
100.00
The major recoverable content in the ore is iron, at a grade of 37.52%; and 70% on
concentration. Total iron over iron oxide ratio of the ore is 2.05, and the coefficient of
basicity (CaO＋MgO) / (SiO2＋Al2O3) equals 0.09. This is important for the ammonia
production industry as low impurities and oxygen reduction is helpful for improved
ammonia synthesis.
Minerals to be disposed by separation for iron enrichment on concentration include
mainly SiO2, followed by Al2O3, CaO, and MgO, altogether amounting 46.83% of the
total weight. Contents of phosphorus and sulphur, which are the common hazardous
contents, in like ores, are too low to cause any substantial influence on the quality of
concentrate. Common Byro magnetite grains contain only microscopic impurities. The
grain shown in Figure 1 displays a rare example of a 5µm (0.005mm) impurity within a
2,000µm (2mm) magnetite crystal.
FE1 Grain Size and Granularity Review - Key Attributes
Magnetite grain size at the FE1 Resource is distributed mostly as moderate to fine
grains, 1.65mm > 0.30mm in size. More than 94% of the magnetite grains can be
separated free under the milling fineness of -0.21mm, which is equivalent to 65% of
the minerals under -200 mesh (expressed as “-200mesh / 45%”). Silicate and
amphibole minerals occur along the fissure between and edges of the magnetite
grains, and actual milling product can be appropriately coarser than the design test
parameters.
Grain Size and key attributes are,
• Magnetite occurs mainly in disseminated to matrix form.
• Dissemination granularity size varies
• Grain size can be up to 4mm (4,000 µm)
• Large product range
• 94% of the useful magnetite can be separated free at -200 mesh / 45%.
• Discrete silica at magnetite crystal edges allow clean early extraction.
• Care to be taken to avoid over grinding
• Concentrate productivity 47.9%,
• Magnetite recovery 92.27%.
The image below is an example of a large grain tested at the Changsha Research
Institute of Mining and Metallurgy in China
Athena Resources Limited
Page 11
REVIEW OF OPERATIONS (continued)
Figure 2 Scanning Electron Microprobe
The most useful attributes of premium grading for industrial magnetite are purity and
size. Dissemination granularity is a consequence of the physical characteristics of the
metamorphic magnetite and is the start point for targeting a product size. Table 12
shows the granularity range for the Byro Magnetite is relatively large with the majority
of grains in a wide spread of coarse fractions. The bulk group increasing at 0.3mm
(300µm) up to 1.65mm (1,650 µm).
Table 12. Dissemination Granularity range of FE1 Magnetite
Granularity
（mm)
2.3 > 1.65
1.65 > 1.17
1.17 > 0.83
0.83 > 0.59
0.59 > 0.42
0.42 > 0.30
0.30 > 0.21
0.21 > 0.15
0.15 > 0.105
0.105 > 0.074
0.074 > 0.052
0.052 > 0.037
0.037 > 0.026
0.026 > 0.019
>0.019
Distribution
rate
Cumulative
distribution rate
8.31
20.77
18.69
15.58
12.98
10.65
7.46
2.92
1.65
0.61
0.20
0.12
0.05
0.01
Trace amount
8.31
29.08
47.77
63.35
76.33
86.98
94.44
97.36
99.01
99.62
99.82
99.94
99.99
100.00
Athena Resources Limited
Page 12
REVIEW OF OPERATIONS (continued)
The widespread granular distribution in the coarse range demonstrates usable
volumes for grooming to suite multiple target sizes for multiple product applications.
There is also scope for improving the extraction of the grain size in the upper spectrum
of the product range. The sharp contrast between the 2.3mm > 1.65mm at 8.31% and
1.65mm > 1.17mm @ 20.77% suggests it would be possible to over mill the product.
A very coarse fraction, >2mm, can be removed post crushing and at first pass milling
to prevent overgrinding. Upcoming test work will determine the productivity of an early
mill product.
Byro Magnetite Work Indices Review
Determination of the Byro Magnetite Work Indices was completed at the same time as
the granular classification in China. The Work Indices tests were repeated in Australia
with near to identical results.
Work Indices already determined are,
• Strong - Unconfined Compressive Strength (UCS) recorded values of 139.9 -
153.7 Mpa
• Bond Impact Crushing Work Index (CWi) recorded average value of 15.5 kWh/t
• Bond Ball Mill Work Index recorded a value of 16.5 kWh/t (test aperture of 106
micron).
• Bond Rod Mill Work Index recorded a value of 8.3 kWh/t.
• Bond Abrasion Index recorded a value of 0.3894
Athena is now looking at the costs and practical steps towards development of a low
volume processing plant with additional classification and clean-up modules for
industry specific requirements. This will be based on current pricing and the favourable
material work indices already determined.
BYRO PROJECT MAGNETITE EXPLORATION POTENTIAL TO DATE.
The company has steadily been developing the potential of the tenements by gaining
an understanding and characterisation of the mineralization discovered, followed by
refining targets areas and the development of a maiden JORC compliant inferred
resource at FE1. The most recent metallurgy completed so far is in reference to
industrial applications for the JORC compliant inferred resource below.
Table 13 FE1 JORC Compliant Inferred Resource
Mt
C
DTR Fe DTR SiO2 DTR Al2O3 DTR P
DTR S DTR LOI %
DTR
70.7%
1.16%
0.32%
0.003%
0.014%
-3.26
35.1%
MAGNETITE EXPLORATION TARGET
The company has developed and announced in July 2014, magnetite exploration
targets which are expressed in terms of maximums and minimums for both tonnes and
grade in the range of 131 to 481 Mt at 16 to 30 % Fe to date. Work completed
throughout the tenements support the figures which remain unchanged in particular
the target for the Mt Narryer Project is supported by the most recent drilling at the
Athena Resources Limited
Page 13
REVIEW OF OPERATIONS (continued)
project. The target remains unchanged from that announced in July 2014.
Table 14 Magnetite Exploration Target
FE1
Byro North
Byro Deeps
Range
Maximum
Minimum
Maximum
Minimum
Maximum
Minimum
Tonnes
6,300,000
2,021,250
90,956,250
32,340,000
34,965,000
12,432,000
Mt
6.3
2.0
90.9
32.0
34.9
12.4
Byro South Region
Maximum
164,587,500
164.6
Milly Milly Region
Maximum
Minimum
Mt Narryer
Combined Total
Minimum
Maximum
Minimum
Maximum
Minimum
23,940,000
56,700,000
22,680,000
23.9
56.7
22.6
127,575,000
127.5
37,800,000
37.8
481,083,750
480.9
131,213,250
131.0
% Fe
42.1
31.1
44.0
21.6
36.1
25.4
38.6
21.6
42.4
24.8
46.4
36.4
30.0
16.0
The range estimated is in accordance with JORC (2012) guidelines. Grade range at
the six projects is taken from the from surface rock chip sampling of outcrop and RC
drilling assays where drilling has been executed. No cuts or averaging have been
applied. All assay results reported as per ASX -AHN announcements through the
period July 2010-2014. All surface dimensions are from surface mapping programs.
More drilling is needed to prove depth or true thickness. Depth estimates in the
absence of drilling have been made based on outcrop and field relationships. The
potential quantity and grade of the exploration target is conceptual in nature. There has
been insufficient exploration to define a Mineral Resource or to understand the
potential of any of the exploration targets.
Further exploration is warranted to improve understanding and reduce uncertainty. It is
uncertain if further exploration will result in the estimation o n a mineral resource. The
magnetite exploration target listed in Table 14 above remains unchanged from its
original form with supporting data announced in July 2014.
MINING LEASES GRANTED
On 9 April 2018 mining leases M09/166 (covering the Fe1 deposit) and M09/168
(covering the Mt Narryer deposit) were granted.
CAUTIONARY NOTES
FORWARD LOOKING STATEMENTS
This announcement contains certain statements that may constitute “forward looking
statements”. Such statements are only predictions and are subject to inherent risks
Athena Resources Limited
Page 14
REVIEW OF OPERATIONS (continued)
and uncertainties, which could cause actual values,
results, performance
achievements to differ materially from those expressed, implied or projected in any
forward-looking statements.
Drilling to date supports aspects of the estimates in this report which were published
earlier this year. The quantity and grade reported is conceptual in nature. There has
been sufficient exploration to define a mineral resource and further exploration is
warranted to improve understanding and reduce uncertainty about this body.
JORC CODE COMPLIANCE STATEMENT
Some of the information contained in this announcement is historic data that have not
been updated to comply with the 2012 JORC Code. The information referred to in the
announcement was prepared and first disclosed under the JORC Code 2004 edition.
It has not been updated since to comply with the JORC Code 2012 edition on the basis
that the information has not materially changed since it was last reported.
COMPETENT PERSONS STATEMENT
The results of the Xinhai Engineering Costing and metallurgical investigation included
in this report were compiled by Mr Yunlong Zhang. Mr Zhang is the Chairman of the
Yantai Xinhai Group of which the Yantai Xinhai Mining Research and Design Co. Ltd.,
is a fully owned subsidiary. Mr Zhang is a Fellow of the Australasian Institute of Mining
and Metallurgy and has sufficient relevant experience in the styles of mineralisation
and deposit styles under consideration to qualify as a Competent Person as defined in
“The Australasian Code for Reporting of Exploration Results, Mineral Resources and
Ore Reserves (JORC Code 2012 Edition)”. Mr Zhang consents to the inclusion of the
information in the announcement in the context and format in which it appears, and
new information announced in this report is compliant with the JORC Code 2012
Edition.
The information included in this report was compiled by Mr Liam Kelly, an employee of
Athena Resources Limited. Mr Kelly is a Member of the Australasian Institute of Mining
and Metallurgy and has sufficient relevant experience in the styles of mineralisation
and deposit styles under consideration to qualify as a Competent Person as defined in
“The Australasian Code for Reporting of Exploration Results, Mineral Resources and
Ore Reserves (JORC Code 2012 Edition)”. Mr Kelly consents to the inclusion of the
information in the announcement in the context and format in which it appears, and
that the historical information was compliant with the relevant JORC Code, 2004
Edition, and new information announced in this report is compliant with the JORC Code
2012 Edition.
COMPETENT PERSONS DISCLOSURE
Mr Zhang is the Chairman of the Yantai Xinhai Group and currently holds securities in
the Yantai Xinhai Group as well as securities in the investment company Brilliant Glory
Industrial Corporation Limited which has a 19.9% holding in Athena Resources Ltd.
Mr Kelly is an employee of Athena Resources Ltd and currently holds securities in the
company.
Athena Resources Limited
Page 15
DIRECTORS REPORT
Your Directors submit their report on the consolidated entity consisting of Athena
Resources Limited (“Athena” or “the Company”) and its controlled entities (“Group”) for
the financial year ended 30 June 2018.
DIRECTORS
The names of directors who held office during or since the end of the year and until
the date of this report are as follows. Directors were in office for this entire period;
David Arthur Webster
Edmond William Edwards Executive Director
Executive Director
Hau Wan Wai
Chief Executive Officer
Jian Li
Chairman
(Appointed 29/12/2017)
(Resigned 29/12/2017)
PARTICULARS OF DIRECTORS AND COMPANY SECRETARIES
David Arthur Webster
Chairman
Experience
Mr Webster’s career in Australian agriculture includes developing an extensive run of
farming properties in Western Australia and restructuring the Australian wool
industry. More recently Mr Webster has been involved in significant Chinese
investments in agriculture and associated infrastructure in Australia. He is currently a
director of Australian Wool Innovation Limited (AWI) where he is also Chairman of the
Finance and Audit Committee and he is a director of the Australian Wool Testing
Authority Limited.
Mr Webster’s considerable commercial expertise together with many years of
experience of working with government at the highest level, both in Australia and
overseas, is of substantial value to Athena Resources.
Interest in Shares
9,891,798 Fully Paid Shares
Special Responsibilities
Mr Webster is Chairman of the Audit Committee.
Directorships held in listed entities
In the 3 years immediately before the end of the financial year Mr Webster did not
serve as a director of any other listed companies.
Athena Resources Limited
Page 16
DIRECTORS REPORT (continued)
Hau Wan Wai
Executive Director
Experience
Hau Wan Wai (John) graduated from The University of Regina Canada in 1998 with a
Bachelor of Administration, Major in Marketing. John speaks Mandarin, Cantonese and
English. He was born and resides in Hong Kong. John is also the executive director of
Brilliant Glory Industrial Corporation Ltd, the Hong Kong company which is the 100%
parent of Brilliant Glory Investments.
He has over seventeen years of international trade and relations experience having
started his career as a merchandiser. He specialises in management of overseas
customers to locate the sourcing of materials for mainland China in many different
fields, and especially in Mineral resources.
Interest in Shares
43,000,000 Fully Paid Shares
Special Responsibilities
Mr Wai is responsible for the promotion of the company in China.
Directorships held in listed entities
In the 3 years immediately before the end of the financial year Mr Wai did not serve as
a director of any other listed companies.
Edmond William Edwards Executive Director and Joint Company Secretary
Qualifications
Mr Edwards is a Chartered Accountant with a Bachelor of Commerce from the
University of Western Australia.
Experience
Mr Edwards has over 40 years of experience in the mining industry in Western
Australia. He has previously been Executive Director or Finance Director of a number
of listed mining and exploration companies having taken many of these companies
through the initial public offering, then exploration, feasibility and finally into production.
These companies include Taruga Gold Limited, Scotgold Resources Ltd, Resource
Mining Corporation Ltd, Fox Resources Ltd, Aztec Resources Ltd, Acclaim Exploration
NL and Matlock Mining NL.
Interest in Shares
30,503,066 Fully Paid Shares
Athena Resources Limited
Page 17
DIRECTORS REPORT (continued)
Special Responsibilities
Mr Edwards is responsible for the financial management of the company and is also a
Joint Company Secretary.
Directorships held in listed entities
In the 3 years immediately before the end of the financial year Mr Edwards did not
serve as a director of any other listed companies.
Peter John Newcomb
Joint Company Secretary
Qualifications
Mr Newcomb is a Fellow of the Institute of Chartered Accountants in England and
Wales and a member of Chartered Accountants Australia and New Zealand.
Experience
Mr Newcomb has over 40 years professional and commercial experience working in a
number of industries and locations including London, Scotland, Singapore and Perth.
The majority of his experience over the last ten years has been in the Resources
industry in Western Australia.
PRINCIPAL ACTIVITIES
The principal activity of the consolidated entity during the year was mineral exploration
in Australia.
OPERATING AND FINANCIAL REVIEW
Review of Operations
A review of operations of the group during the financial year is contained in the Review
of Operations section of this annual report.
Consolidated (loss) /profit after income tax for the
financial year
(193,552)
(130,994)
2018
$
2017
$
Financial Position
At 30 June 2018 the Company has cash reserves of $39,086.
Dividends
No dividends were paid during the year and no recommendation is made as to
dividends.
Athena Resources Limited
Page 18
DIRECTORS REPORT (continued)
SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS
In the opinion of the Directors, there were no significant changes in the state of affairs
of the consolidated entity that occurred during the financial year under review not
otherwise disclosed in this report or in the consolidated accounts.
MATTERS SUBSEQUENT TO THE END OF FINANCIAL YEAR
Since the end of the financial year under review and the date of this report, there has
not arisen any matter, transaction or event of a material and unusual nature likely, in
the opinion of the directors of the Company, to significantly affect the operations of the
consolidated entity, in the current or subsequent financial years other than the
termination of the Sale Option Agreement for the Byro project detailed in Note 22 of
these Financial Statements.
LIKELY DEVELOPMENTS AND EXPECTED RESULTS
The Company intends to continue its exploration activities with a view to the
commencement of mining operations as soon as possible.
Further information on likely developments in the operations of the consolidated entity
and the expected results of operations have not been included in this report because
the Directors believe it would be likely to result in unreasonable prejudice to the
Company.
MEETINGS OF DIRECTORS
The following table sets out the number of meetings of the Company’s Directors held
during the year ended 30 June 2018, and the number of meetings attended by each
Director. These meetings included matters relating to the Remuneration and
Nomination Committees of the Company.
David Arthur Webster
Edmond William Edwards
Hau Wan Wai
Jian Li
AUDIT COMMITTEE
Number
eligible to attend
Number
attended
8
8
4
4
8
8
2
2
The audit committee was comprised of the non-executive director Mr D Webster.
During the year ended 30 June 2018, Mr D Webster attended two meetings of the Audit
Committee.
Athena Resources Limited
Page 19
DIRECTORS REPORT (continued)
REMUNERATION REPORT (AUDITED)
This report details the nature and amount of remuneration for each member of the key
management personnel of Athena Resources Limited.
The following persons acted as directors during or since the end of the financial year:
David Arthur Webster
Edmond William Edwards Executive Director
Executive Director
Hau Wan Wai
Chief Executive Officer
Jian Li
Chairman
(Appointed 29/12/2017)
(Resigned 29/12/2017)
The Company has no other key management personnel.
The information provided in the remuneration report includes remuneration disclosures
that are required under Accounting Standards AASB 124 “Related Party Disclosures”.
These disclosures have been transferred from the financial report and have been
audited.
Remuneration policy
The board policy is to remunerate directors at market rates for time, commitment and
responsibilities. The board determines payment to the 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 directors’ fees that can be paid is subject to approval by shareholders in
general meeting, from time to time. Fees for non-executive directors are not linked to
the performance of the consolidated entity. However, to align directors’ interests with
shareholder interests, the directors are encouraged to hold securities in the company.
The company’s aim is to remunerate at a level that will attract and retain high-calibre
directors and employees. Company officers and directors are remunerated to a level
consistent with the size of the company.
All remuneration paid to directors and executives is valued at the cost to the company
and expensed.
Performance-based remuneration
The company does not pay any performance-based component of remuneration.
Details of remuneration for year ended 30 June 2018
Directors’ Remuneration
No salaries, commissions, bonuses or superannuation were paid or payable to
directors during the year. Remuneration was by way of fees (as detailed below) paid
monthly in respect of invoices issued to the Company by the Directors or Companies
associated with the Directors in accordance with agreements between the Company
and those entities. No other short-term or long-term benefits were provided during the
current or prior year. Details of the agreements are set out below.
Athena Resources Limited
Page 20
DIRECTORS REPORT (continued)
Agreements in respect of cash remuneration of Directors:
Mr. Edwards is an Executive Director responsible for the financial operations of the
Company. The Company has an agreement with Tied Investments Pty Ltd to provide
the management services of Mr. Edwards to the Company in relation to its corporate
activities on normal commercial terms and conditions. An annual fee of $180,000
excluding GST was paid during the year. Mr. Edwards is a director of Tied Investments
Pty Ltd. The Company may terminate the contract by giving three months’ notice. Tied
Investments Pty Ltd may terminate by giving three months’ notice.
Mr David Webster is a Non-Executive Director. Fees payable to Mr Webster are
detailed below. No fee was paid to Mr Li or Mr Wai.
The Directors are entitled to reimbursement of out-of-pocket expenses incurred whilst
on company business.
The total remuneration paid to directors is summarised below:
Year ended 30 June 2018
Director
Associated Company
E W Edwards
D A Webster
H W Wai
J Li
Tied Investments Pty Ltd
Cobpen Co Investments Pty Ltd
Year ended 30 June 2017
Director
Associated Company
E W Edwards
D A Webster
J Li
Tied Investments Pty Ltd
Cobpen Co Investments Pty Ltd
Fees
$
180,000
48,000
-
-
228,000
Fees
$
180,000
48,000
-
228,000
Aggregate amounts payable to Directors and their personally related entities.
Current:
Accounts Payable (inc. GST)
Loans
2018
$
718,024
140,000
858,024
Total
$
180,000
48,000
-
-
228,000
Total
$
180,000
48,000
-
228,000
2017
$
597,294
-
597,294
Athena Resources Limited
Page 21
DIRECTORS REPORT (continued)
During the year unsecured interest free loans were made by Directors to support short
term cash flow as follows:
Mr Edwards
Mr Webster
$100,000
$40,000
The maximum amount outstanding during the period and balance of the loan
outstanding at 30 June 2018 was $140,000.
There were no performance related payments, option or share based payments,
superannuation payments or other benefits made during the year.
Directors’ Shareholdings in the Company:
Director
Hau Wan Wai
E W Edwards
D A Webster
Balance
1 July 2017
43,000,000
30,503,066
9,891,798
83,394,864
Placement
Balance
30 June 2018
-
-
-
-
43,000,000
30,503,066
9,891,789
83,394,864
The shareholding disclosed for Hau Wan Wai are held in Brilliant Glory Industrial Corp
Ltd of which Hau Wan Wai is sole Director.
End of Remuneration Report
SHARE OPTIONS
As at the date of this report, there were no options over unissued ordinary shares in
the parent entity.
ENVIRONMENTAL ISSUES
The consolidated entity has conducted exploration activities on mineral tenements.
The right to conduct these activities is granted subject to environmental conditions and
requirements. The consolidated entity aims to ensure a high standard of
environmental care is achieved and, as a minimum, to comply with relevant
environmental regulations. There have been no known breaches of any of the
environmental conditions.
INDEMNIFICATION OF DIRECTORS
During the financial year, the Company has given an indemnity or entered into an
agreement to indemnity as follows:
The Company has entered into agreements with Mr E Edwards, Mr D Webster and Mr
H Wai to indemnify them against any liability incurred by them as an officer of the
Company including costs and expenses of successfully defended legal proceedings.
Athena Resources Limited
Page 22
AUDITOR’S INDEPENDENCE DECLARATION
As lead auditor for the audit of the consolidated financial report of Athena Resources Limited for the
year ended 30 June 2018, I declare that to the best of my knowledge and belief, there have been no
contraventions of:
a)
the auditor independence requirements of the Corporations Act 2001 in relation to the audit;
and
b)
any applicable code of professional conduct in relation to the audit.
Perth, Western Australia
28 September 2018
N G Neill
Partner
HLB Mann Judd (WA Partnership) ABN 22 193 232 714
Level 4 130 Stirling Street Perth WA 6000 | PO Box 8124 Perth BC WA 6849 | Telephone +61 (08) 9227 7500 | Fax +61 (08) 9227 7533
Email: mailbox@hlbwa.com.au | Website: www.hlb.com.au
Liability limited by a scheme approved under Professional Standards Legislation
HLB Mann Judd (WA Partnership) is a member of International, a world-wide organisation of accounting firms and business advisers
Athena Resources Limited
Page 24
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2018
Revenue
Expenses
Depreciation
Employee and Consultant Costs
Listing and Share Registry Costs
Office and Communication Costs
Other expenses
LOSS BEFORE INCOME TAX BENEFIT
Note
Consolidated Entity
2
3
2018
$
2017
$
240,015
2,136
(5,731)
(254,143)
(26,517)
(59,840)
(87,336)
(193,552)
(6,159)
(260,239)
(26,748)
(88,762)
(143,437)
(523,209)
Income tax benefit
4
-
392,215
NET (LOSS) FOR THE YEAR
(193,552)
(130,994)
Other comprehensive income
-
-
TOTAL COMPREHENSIVE (LOSS) FOR THE YEAR
(193,552)
(130,994)
Basic (loss) per share (cents per share)
20
(0.09)
(0.06)
These financial statements should be read in conjunction with the accompanying notes.
Athena Resources Limited
Page 25
STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2018
CURRENT ASSETS
Cash and cash equivalents
Trade and other receivables
Note
Consolidated Entity
2018
$
2017
$
5
6
39,086
125,927
19,020
60,901
Total Current Assets
165,013
79,921
NON-CURRENT ASSETS
Plant and equipment
Mineral exploration and evaluation
7
8
13,960
7,679,399
19,691
7,584,542
Total Non-Current Assets
7,693,359
7,604,233
TOTAL ASSETS
CURRENT LIABILITIES
7,858,372
7,684,154
Trade and other payables
9
1,136,360
768,590
Total Current Liabilities
1,136,360
768,590
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued capital
Accumulated losses
TOTAL EQUITY
1,136,360
768,590
6,722,012
6,915,564
10 13,400,888
11
(6,678,876)
6,722,012
13,400,888
(6,485,324)
6,915,564
Athena Resources Limited
Page 26
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2018
Consolidated Entity
Year ended 30 June 2018
Issued
Capital
$
Accumulated
Losses
$
Total
$
Balance at 1 July 2017
Comprehensive loss for the year
Balance at 30 June 2018
13,400,888
-
13,400,888
(6,485,324)
(193,552)
(6,678,876)
6,915,564
(193,552)
6,722,012
Year ended 30 June 2017
Balance at 1 July 2016
Comprehensive loss for the year
Balance at 30 June 2017
13,400,888
-
13,400,888
(6,354,330)
(130,994)
(6,485,324)
7,046,558
(130,994)
6,915,564
Athena Resources Limited
Page 27
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2018
Note
Consolidated Entity
2018
$
2017
$
CASH FLOWS FROM OPERATING ACTIVITIES
Payments to suppliers
Interest received
Research and Development tax offset
(259,957)
15
-
(376,311)
2,136
392,215
Net Cash Inflow from Operating Activities
16
(259,942)
18,040
CASH FLOWS FROM INVESTING ACTIVITIES
Payments for mineral exploration/evaluation
expenditure
(99,990)
(777,955)
Net Cash (Outflow) From Investing Activities
(99,990)
(777,955)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from borrowings from related party
Repayment of borrowings from related party
400,000
(20,000)
140,000
(120,000)
Net Cash Inflow from Financing Activities
380,000
20,000
Net increase in cash held
20,068
(739,915)
Cash and cash equivalents at beginning of the
financial year
19,020
758,935
Cash and cash equivalents at the end of this financial
year
5
39,088
19,020
Athena Resources Limited
Page 28
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
NOTE 1 – STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Preparation
The financial report is a general purpose financial report, which has been prepared in
accordance with the requirements of the Corporations Act 2001, Accounting Standards
and Interpretations and complies with other requirements of the law.
The financial report has also been prepared on a historical cost basis. The financial
report is presented in Australian dollars. For the purposes of preparing the
consolidated financial statements, the company is a for-profit entity
The company is a listed public company, incorporated in Australia and operating in
Australia. The entity’s principal activities are mineral exploration.
The accounting policies detailed below have been consistently applied to all years
presented unless otherwise stated. The financial statements are for the consolidated
entity consisting of Athena Resources Limited and its subsidiaries.
Reporting Basis and Conventions
The financial report has been prepared on the basis of accounting principles applicable
to a going concern, which assumes the commercial realisation of the future potential
of Athena’s assets and the discharge of its liabilities in the normal course of business.
The Board considers that Athena is a going concern and recognises that additional
funding is required to ensure that it can continue to fund its operations and further
develop its mineral exploration and evaluation assets during the twelve month period
from the date of approval of this financial report. The company has access to the
following potential source of funding:
• The placement of securities under the ASX Listing Rule 7.1 or otherwise;
• An excluded offer pursuant to the Corporations Act 2001; or
• The sale of assets.
Accordingly, the Directors believe that subject to prevailing equity market conditions,
Athena will obtain sufficient funding to enable it to continue as a going concern and
that it is appropriate to adopt that basis of accounting in the preparation of the financial
report. Should Athena be unable to obtain sufficient funding as outlined above, there
is a material uncertainty that may cast significant doubt whether it will be able to
continue as a going concern and therefore, whether it will realise its assets and
extinguish its liabilities in the normal course of business and at the amounts stated in
the financial report. The financial statements do not include any adjustments relating
to the recoverability and classification of recorded asset amounts or to the amounts
and classification of liabilities that might be necessary should it not continue as a going
concern.
Athena Resources Limited
Page 29
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
Statement of Compliance
The financial report was authorised for issue on 28 September 2018.
The financial report complies with Australian Accounting Standards, which include
Australian equivalents to International Financial Reporting Standards (AIFRS).
Compliance with AIFRS ensures that the financial report, comprising the financial
statements and notes thereto, complies with International Financial Reporting
Standards (IFRS).
Adoption of new and revised standards
Changes in accounting policies on initial application of Accounting Standards
In the year ended 30 June 2018, the Directors have reviewed all of the new and revised
Standards and Interpretations issued by the AASB that are relevant to the
Consolidated Entity’s operations and effective for the current annual reporting period.
It has been determined by the Directors that there is no impact, material or otherwise,
of the new and revised Standards and Interpretations on the Consolidated Entity’s
business and therefore, no change is necessary to accounting policies of the
consolidated entity.
The Directors have also reviewed all new Standards and Interpretations that have been
issued but are not yet effective for the year ended 30 June 2018. As a result of this
review the Directors have determined that there is no material impact of the new and
revised Standards and Interpretations on its business and, therefore, no change
necessary to consolidated entity accounting policies.
Segment Reporting
Operating segments are reported in a manner that is consistent with the internal
reporting provided to the chief operating decision maker. The chief operating decision
maker has been identified as the Board of Athena Resources Limited.
Accounting Policies
(a) Principles of Consolidation
A controlled entity is any entity controlled by Athena Resources Limited. Control exists
where Athena Resources Limited has the capacity to dominate the decision making in
relation to the financial and operating policies of another entity so that the other entity
operates with Athena Resources Limited to achieve the objectives of Athena
Resources Limited. All controlled entities have a 30 June financial year-end.
All intercompany balances and transactions between entities in the consolidated entity,
including any unrealised profit or losses, have been eliminated on consolidation.
Accounting policies of subsidiaries have been changed where necessary to ensure
consistencies with those policies applied by the parent entity.
Athena Resources Limited
Page 30
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
Where controlled entities have entered or left the consolidated entity during the year,
their operating results have been included from the date control was obtained or until
the date control ceased.
(b) Income Tax
The charge for current income tax expenses is based on the profit for the year adjusted
for any non-assessable or disallowable items. It is calculated using tax rates that have
been enacted or are substantively enacted by the balance date.
Deferred tax is accounted for in respect of temporary differences arising between the
tax bases of assets and liabilities and their carrying amount in the financial statements.
No deferred income tax will be recognised from the initial recognition of an asset or
liability, excluding a business combination, where there is no effect on accounting or
taxable profit or loss.
Deferred tax is calculated at the tax rates that are expected to apply to the period when
the asset is realised or liability is settled. Deferred tax is credited in the statement of
comprehensive income except where it relates to items that may be credited directly
to equity, in which case the deferred tax is adjusted directly against equity.
Deferred income tax assets are recognised to the extent that it is probable that future
tax profits will be available against which deductible temporary differences can be
utilised.
The amount of benefits brought to account or which may be realised in the future is
based on the assumption that no adverse change will occur in income taxation
legislation and the anticipation that the consolidated entity will derive sufficient future
assessable income to enable the benefit to be realised and comply with the conditions
of deductibility imposed by the law.
(c) Plant and Equipment
Each class of plant and equipment is carried at cost less, where applicable, any
accumulated depreciation.
Plant and equipment
Plant and equipment are measured on the cost basis less accumulated depreciation
and accumulated impairment losses.
The carrying amount of plant and equipment is reviewed annually by Directors to
ensure it is not in excess of the recoverable amount from these assets. The
recoverable amount is assessed on the basis of the expected net cash flows which will
be received from the asset’s employment and subsequent disposal. The expected net
cash flows have been discounted to their present values in determining recoverable
amounts.
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 consolidated
Athena Resources Limited
Page 31
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
benefits associated with the item will flow to the consolidated entity and the cost of the
item can be measured reliably. All other repairs and maintenance are charged to the
statement of comprehensive income during the financial period in which they are
incurred.
Depreciation
The depreciable amount of all fixed assets including capitalised lease assets, but
excluding computers, is depreciated on a reducing balance commencing from the time
the asset is held ready for use. Computers are depreciated on a straight line basis over
their useful lives to the consolidated entity commencing from the time the asset is held
ready for use.
The depreciation rates used for each class of depreciable assets are:
Class of Fixed Asset
Plant and Equipment
Depreciation Rate
15 – 50%
The assets’ residual values and useful lives are reviewed, and adjusted if appropriate,
at each balance date.
An asset’s carrying amount is written down immediately to its recoverable amount if
the asset’s carrying amount is greater than its estimated recoverable amount.
Gains and losses on disposals are determined by comparing proceeds with the
carrying amount. These gains and losses are included in the statement of
comprehensive income. When revalued assets are sold, amounts included in the
revaluation reserve relating to that asset are transferred to accumulated losses.
(d) Mineral Exploration and Evaluation Expenditure
Exploration and evaluation expenditure incurred is either written off as incurred or
accumulated in respect of each identifiable area of interest. Tenement acquisition
costs are initially capitalised. Costs are only carried forward to the extent that they are
expected to be recouped through the successful development of the areas, sale of the
respective areas of interest or where activities in the area have not yet reached a stage,
which permits reasonable assessment of the existence of economically recoverable
reserves.
Accumulated costs in relation to an abandoned area are written off in full in the year in
which the decision to abandon the areas is made.
When production commences, the accumulated costs for the relevant area of interest
are amortised over the life of the area according to the rate of depletion of the
economically recoverable reserves.
A regular review is undertaken of each area of interest to determine the
appropriateness of continuing to carry forward costs in relation to that area of interest.
Athena Resources Limited
Page 32
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
Restoration, rehabilitation and environmental costs necessitated by exploration and
evaluation activities are expensed as incurred and treated as exploration and
evaluation expenditure.
(e) Impairment of Assets
At each reporting date, the Directors review the carrying values of its tangible and
intangible assets to determine whether there is any indication that those assets have
been impaired. If such an indication exists, the recoverable amount of the assets, being
the higher of the asset’s fair value less costs to sell and value in use, is compared to
the asset’s carrying value. Any excess of the asset’s carrying value over its recoverable
amount is expensed to the statement of comprehensive income.
Where it is not possible to estimate the recoverable amount of an individual asset, the
consolidated entity estimates the recoverable amount of the cash-generating unit to
which the asset belongs.
(f) Provisions
Provisions are recognised where there is a legal or constructive obligation, as a result
of past events, for which it is probable that an outflow of economic benefits will result
and that outflow can be reliably measured.
(g) Cash and Cash Equivalents
Cash and cash equivalents includes cash on hand, deposits held at call with banks
and other short-term highly liquid investments with original maturities of three months
or less.
(h) Revenue
Interest revenue is recognised on a proportional basis taking into account the interest
rates applicable to the financial assets.
All revenue is stated net of the amount of goods and service tax (GST).
(i) Goods and Services Tax (GST)
Revenues, expenses and assets are recognised net of the amount of GST, except
where the amount of GST incurred is not recoverable from the Australian Tax Office.
In these circumstances the GST is recognised as part of the cost of acquisition of the
asset or as part of an item of the expenses. Receivables and payables in the statement
of financial position are shown inclusive of GST.
(j) Issued Capital
Issued and paid up capital is recognised at the fair value of the consideration received
by the company. Any transaction costs arising on the issue of ordinary shares are
recognised directly in equity as a reduction of the share proceeds received.
Athena Resources Limited
Page 33
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
(k) Comparative Figures
When required by Accounting Standards, comparative figures have been adjusted to
conform to changes in presentation for the current financial year.
(l) Critical accounting estimates and judgements
The application of accounting policies requires the use of judgements, estimates and
assumptions about carrying values of assets and liabilities that are not readily apparent
from other sources. The estimates and associated assumptions are based on historical
experience and other factors that are considered to be relevant. Actual results may
differ from these estimates.
(m) Key Estimates – Impairment of exploration expenditure
The Directors assess impairment at each reporting date by evaluating conditions
specific to the consolidated entity that may lead to impairment of exploration
expenditure. In making this assessment, the Directors have considered the existence
of any possible indicators of impairment per AASB 6 “Exploration for and Evaluation of
Mineral Resources”.
On the basis of this review, the Directors have not written off any exploration
expenditure during the financial year and are satisfied that no impairment is present at
June 30 2018.
Consolidated Entity
2017
2018
$
$
NOTE 2 - REVENUE
Revenue from non-operating activities
Interest received
Contribution to overheads from Brilliant Glory (Note 22)
Total revenue
15
240,000
240,015
2,136
-
2,136
NOTE 3 - LOSS FROM ORDINARY ACTIVITIES BEFORE TAX EXPENSE
Expenses
Depreciation of non-current assets:
Office furniture and equipment
Motor vehicles
Total depreciation of non-current assets
720
5,011
5,731
1,148
5,011
6,159
Athena Resources Limited
Page 34
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
NOTE 4 - INCOME TAX
No income tax is payable by Athena as each entity in the consolidated entity incurred
a loss for tax purposes for the year and each has available recoupable income tax
losses at balance date. The aggregate of income tax attributable to the financial year
differs from the amount calculated on the operating loss. The differences are calculated
as follows:
Loss for the year
Income tax calculated at 30%
Tax effect of permanent differences:
R&D Tax Offset
Deferred tax asset not recognised
Income Tax Attributable to Operating Loss
Consolidated Entity
2017
2018
$
$
(193,552)
(523,209)
(58,065)
(156,963)
-
58,065
-
392,215
156,963
392,215
Revenue Losses
3,694,127 3,523,152
The potential deferred tax asset has not been brought to account in the financial report
at 30 June 2018 as the Directors do not believe it is appropriate to regard the realisation
of the asset as probable. This asset will only be obtained if:
(a)
(b)
(c)
The company and its controlled entity derive future assessable income of
an amount and type sufficient to enable the benefit from the deductions for
the tax losses and the unrecouped exploration expenditure to be realised;
The company and its controlled entity continue to comply with the conditions
for deductibility imposed by tax legislation; and
No changes in tax legislation adversely affect the company and its controlled
entity in realising the benefit from the deductions for the tax losses and
unrecouped exploration expenditure.
Franking Credits
No franking credits are available at balance date for the subsequent financial year.
NOTE 5 - CASH AND CASH EQUIVALENTS
Cash at bank and on hand
39,086
39,086
19,020
19,020
Athena Resources Limited
Page 35
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
NOTE 6 - TRADE AND OTHER RECEIVABLES
Current
Other Debtors
GST Receivable
NOTE 7 - PLANT AND EQUIPMENT
Plant and equipment
Cost
Provision for depreciation
Movement for the year
Opening balance
Additions
Depreciation expensed
Closing balance
Consolidated Entity
2017
$
2018
$
96,061
29,866
125,927
28,056
32,845
60,901
201,554
(187,594)
13,960
201,554
(181,863)
19,691
19,691
-
(5,731)
13,960
25,850
-
(6,159)
19,691
NOTE 8 - MINERAL EXPLORATION AND EVALUATION
At cost brought forward – exploration and evaluation
phase
Expenditure during the year
At cost less impairment
7,584,542
7,184,778
94,857
7,679,399
399,764
7,584,542
The recoupment of costs carried forward in relation to the area of interest in exploration
and evaluation phases is dependent on the successful development and commercial
exploitation or sale of the respective area.
NOTE 9 – TRADE AND OTHER PAYABLES
Current
Trade creditors and accruals
Loan from Brilliant Glory Investments Pty Ltd (Note 22)
Loan from directors (Note 18)
Loan from other officer
Due to directors - remuneration
Due to other officer - remuneration
87,579
-
140,000
20,000
718,024
170,757
1,136,360
36,896
20,000
-
-
597,294
114,400
768,590
Athena Resources Limited
Page 36
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
Consolidated Entity
2017
2018
$
$
NOTE 10 - ISSUED CAPITAL
a)
Issued capital
(216,760,789 ordinary shares fully paid)
13,400,888
13,400,888
b) There were no movements in ordinary share capital of the Company during the
years ended June 2017 and June 2018
Voting and dividend rights
Ordinary shares participate in dividends and the proceeds on winding up of the parent
entity in proportion to the number of shares held.
At shareholders meetings each ordinary share is entitled to one vote when a poll is
called, otherwise each shareholder has one vote on a show of hands.
NOTE 11 - RESERVES AND ACCUMULATED LOSSES
Accumulated Losses
(6,678,876)
(6,485,324)
Accumulated Losses
Balance at beginning of the year
Net (Loss) for the year
Balance at end of the year
(6,485,324)
(193,552)
(6,678,876)
(6,354,330)
(130,994)
(6,485,324)
NOTE 12 - COMMITMENTS FOR EXPENDITURE
Mineral Tenement Leases
In order to maintain current rights of tenure to mining tenements, the consolidated
entity will be required to outlay amounts of $4,912,240 (2017: $4,059,670) in respect
of minimum tenement expenditure requirements and lease rentals. The obligations are
not provided for in the financial report and are payable as follows:
Not later than one year
Later than 1 year but not later than 2 years
Later than 2 years but not later than 5 years
982,448
982,448
2,947,344
4,912,240
811,934
811,934
2,435,802
4,059,670
The Company has a number of avenues available to continue the funding of its current
exploration program and as and when decisions are made, the Company will disclose
this information to shareholders.
The commitments referred to above represent the Company’s share of obligations
under joint venture agreements without allowing for dilution.
Athena Resources Limited
Page 37
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
NOTE 13 - CONTINGENT LIABILITIES
Athena Resources Limited and its controlled entities have no known material
contingent liabilities as at 30 June 2018
NOTE 14 - INVESTMENT IN CONTROLLED ENTITIES
Class of
Shares
Book Value of Athena’s
Investments
2018
$
2017
$
Complex Exploration Pty Ltd
Capricorn Resources Pty Ltd
Byro Exploration Pty Ltd (c)
Ordinary
Ordinary
Ordinary
100
100%
100%
200
100% 1,390,000
1,390,300
100
200
1,390,000
1,390,300
(a) The above controlled entities are incorporated in Australia.
(b) The book value of Athena Resources Limited’s investment in the ordinary
shares of controlled entities is at cost, which does not exceed the underlying
net assets of the entity.
(c) Wholly owned subsidiary of Complex Exploration Pty Ltd.
NOTE 15 - SEGMENT INFORMATION
During the year the Group operated principally in one business segment being
mineral exploration within Australia.
NOTE 16 - NOTES TO THE STATEMENT OF CASH FLOWS
Consolidated Entity
2017
2018
$
$
Reconciliation of (loss) / profit after income tax to net
operating cash flows
(Loss) / Profit from ordinary activities
(193,552)
(130,994)
Depreciation
Profit on sale of other entities
5,731
-
6,159
-
Movement in assets and liabilities
Receivables
Payables
Net cash provided by operating activities
(65,026)
(7,095)
(259,942)
148,595
(5,720)
18,040
Athena Resources Limited
Page 38
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
NOTE 17 - KEY MANAGEMENT PERSONNEL
(a) Directors
The names and positions of Directors in office at any time during the financial year are:
David Arthur Webster
Edmond William Edwards Executive Director
Executive Director
Hau Wan Wai
Chief Executive Officer
Jian Li
Chairman
(Appointed 29/12/2017)
(Resigned 29/12/2017)
(b) Remuneration Polices
Remuneration policies are disclosed in the Remuneration Report which is contained
in the Directors’ Report.
(c) The total remuneration paid to Directors is summarised below:
Year ended 30 June
Short-term employee benefits
Post-employment benefits
Other-long term benefits
Other – based payments
Parent Entity
2018
$
2017
$
228,000
-
-
-
228,000
228,000
-
-
-
228,000
d) Aggregate amounts payable to Directors and their personally related entities.
Current
Accounts payable
Loans
NOTE 18 - RELATED PARTY INFORMATION
Transactions within the Consolidated Entity
Non-current receivables – Controlled Entities
Less : Provision for non recovery
718,024
140,000
858,024
597,294
597,294
Parent Entity
2018
$
2017
$
9,234,884
(1,554,985)
7,679,899
9,140,029
(1,554,985)
7,585,044
Athena Resources Limited
Page 39
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
During the year unsecured interest free loans were made by Directors to support short
term cash flow as follows:
Mr Edwards
Mr Webster
$100,000
$40,000
The maximum amount outstanding during the period and balance of the loan
outstanding at 30 June 2018 was $140,000.
NOTE 19 - REMUNERATION OF AUDITORS
Amount received, or due and receivable, by the auditors for:
Consolidated entity
2017
2018
$
$
Auditing and reviewing of the financial statements of
Athena Resources Limited and of its controlled entities
Other Services
NOTE 20 – (LOSS) / PROFIT PER SHARE
22,750
-
22,750
22,200
-
22,200
Number of Shares
2018
No
2017
No
Weighted average number of ordinary shares
outstanding during the year used in the calculation of
basic loss per share
216,760,789 216,760,789
$
$
(Loss) used in the calculation of loss per share
(193,552)
(130,994)
NOTE 21 - FINANCIAL RISK MANAGEMENT
(a) Financial Risk Management Policies
The consolidated entity’s financial instruments consist mainly of deposits with banks,
accounts receivable and accounts payable.
The board’s overall risk management strategy seeks to assist the group in meeting its
financial targets, whilst minimising potential adverse effects on financial performance.
The group has developed a framework for a risk management policy and internal
compliance and control systems that covers the organisational, financial and
operational aspects of the consolidated entity’s affairs. The Chairman is responsible
for ensuring the maintenance of, and compliance with, appropriate systems.
(i)
Financial Risk Exposures and Management
The main risks the group is exposed to through its financial instruments are interest
rate risk and liquidity risk.
Athena Resources Limited
Page 40
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
Interest Rate Risk
The consolidated entity’s exposure to interest rate risk, which is the risk that a financial
instrument’s value will fluctuate as a result of change in the market, interest rate and
the effective weighted average interest rate on these financial assets, is as follows:
Non-Interest Bearing
Floating Interest Rate
Financial Assets
- Cash at bank
- Trade debtors
Total Financial Assets
2018
$
-
125,927
125,927
2017
$
-
60,901
60,901
Financial Liabilities
- Payable and accruals
- Amounts payable related parties
Total Financial Liabilities
278,336
858,024
1,136,360
171,298
597,284
768,592
2018
$
39,088
-
39,088
-
-
-
2017
$
19,020
-
19,020
-
-
-
Weighted Average Effective Interest Rate is 1.0% (2017: 1.8%)
Liquidity Risk
The consolidated entity manages liquidity risk by monitoring forecast cash flows.
Credit Risk
The maximum exposure to credit risk, excluding the value of any collateral or other
security, at balance date, is the carrying amount net of any allowance for doubtful
debts, as disclosed in the statement of financial position and notes to the financial
statement.
In the case of cash deposited, credit risk is minimised by depositing with recognised
financial intermediaries such as banks, subject to Australian Prudential Regulation
Authority supervision.
The consolidated entity does not have any material risk exposure to any single debtor
or group of debtors under financial instruments entered into by it.
Capital Management Risk
Management controls the capital of the consolidated entity in order to maximise the
return to shareholders and ensure that the consolidated entity can fund its operations
and continue as a going concern.
Athena Resources Limited
Page 41
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
Management effectively manages the consolidated entity’s capital by assessing the
consolidated entity’s financial risks and adjusting its capital structure in response to
changes in these risks and in the market. These responses include the management
of expenditure and debt levels and share and option issues. There have been no
changes in the strategy adopted by management to control capital of the consolidated
entity since the prior year.
(a) Financial Instruments
Net Fair Values
For financial assets and liabilities, the net fair value approximates their carrying value.
The consolidated entity has no financial assets or liabilities that are readily traded on
organised markets at balance date and has no financial assets where the carrying
amount exceeds net fair values at balance date.
The aggregate net fair values and carrying amounts of financial assets and financial
liabilities are disclosed in the statement of financial position and in the notes to and
forming part of the financial statements.
Interest Rate Sensitivity Analysis
The consolidated entity has not performed a sensitivity analysis relating to its exposure
to interest rate risk.
NOTE 22 – TERMINATION OF SALE OPTION AGREEMENT FOR BYRO
PROJECT
On 6 December 2016 Athena announced that it and Brilliant Glory Industrial
Corporation Limited together with Brilliant Glory Investments Pty Ltd (collectively,
Brilliant Glory) had signed a formal Sale Option Agreement.
The agreement was subject to a satisfaction date (or sunset date) of 30 June 2017
which was subsequently extended a number of times, with the most recent extension
being to 31 July 2018.
On 28 May 2018 Athena gave notice to Brilliant Glory that Athena had completed its
Conditions Precedent to the Sale Option Agreement. Brilliant Glory has not completed
its Conditions Precedent required under the Sale Option Agreement. In view of these
matters Athena has decided not to grant any further extensions and has served Brilliant
Glory with a termination notice. Accordingly, the agreement is at an end.
Since year end the Company received $96,000, being outstanding funds from Brilliant
Glory which were due in respect of the period ended 30 June 2018. In addition, the
amounts advanced as loans to the Company from Brilliant Glory to 30 June 2018 of
$240,000 (See Note 2) have been taken to other income as a result of the termination
of the Company’s agreement with Brilliant Glory.
Athena Resources Limited
Page 42
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
NOTE 23 - PARENT ENTITY DISCLOSURES
2018
$
2017
$
Financial Position
CURRENT ASSETS
Cash and cash equivalents
Trade and other receivables
Total Current Assets
NON-CURRENT ASSETS
Plant and equipment
Investment in subsidiaries
Loans to subsidiaries (i)
Total Non-Current assets
TOTAL ASSETS
CURRENT LIABILITIES
Trade and other payables
Total Current Liabilities
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued capital
Accumulated losses
TOTAL EQUITY
Financial Performance
(Loss) for the year
Other comprehensive income
Total comprehensive (loss)
Accumulated losses prior year
38,286
125,927
164,213
18,220
60,901
79,121
13,960
300
7,679,899
7,694,159
19,691
300
7,585,044
7,605,035
7,858,372
7,684,156
1,376,360
1,376,360
768,592
768,592
1,376,360
768,592
6,482,012
6,915,564
13,400,888
(6,918,876)
13,400,888
(6,485,324)
6,482,012
6,915,564
(433,552)
-
(433,552)
(6,485,324)
(6,918,876)
(130,994)
-
(130,994)
(6,354,330)
(6,485,324)
The parent entity has not entered into any guarantees in relation to debts of its
subsidiaries, has no contingent liabilities, and has no commitments for acquisition of
property, plant and equipment.
(i)
The ultimate recovery of the loans to the subsidiaries is dependent on the
successful development and/or commercial exploitation or sale of the
subsidiaries’ exploration assets.
Athena Resources Limited
Page 43
Independent Auditor’s Report
to the Members of Athena Resources Limited
REPORT ON THE AUDIT OF THE FINANCIAL REPORT
Opinion
We have audited the financial report of Athena Resources Limited (“the Company”) and its controlled
entities (“the consolidated entity”), which comprises the statement of financial position as at 30 June
2018, the statement of comprehensive income, the statement of changes in equity and the statement
of cash flows for the year then ended, and notes to the financial statements, including a summary of
significant accounting policies, and the directors’ declaration.
In our opinion, the accompanying financial report of the consolidated entity is in accordance with the
Corporations Act 2001, including:
a) giving a true and fair view of the consolidated entity’s financial position as at 30 June 2018 and of
its financial performance for the year then ended; and
b) complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for Opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under
those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial
Report section of our report. We are independent of the consolidated entity in accordance with the
auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the
Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional
Accountants (“the Code”) that are relevant to our audit of the financial report in Australia. We have also
fulfilled our other ethical responsibilities in accordance with the Code.
We 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 1 in the financial report, which indicates the existence of a material
uncertainty exists that may cast significant doubt on the consolidated entity’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 financial report of the current period. These matters were addressed in the context of
our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide
a separate opinion on these matters. In addition to the matter described in the Material Uncertainty
Related to Going Concern section, we have determined the matters described below to be the key audit
matters to be communicated in our report.
HLB Mann Judd (WA Partnership) ABN 22 193 232 714
Level 4 130 Stirling Street Perth WA 6000 | PO Box 8124 Perth BC WA 6849 | Telephone +61 (08) 9227 7500 | Fax +61 (08) 9227 7533
Email: mailbox@hlbwa.com.au | Website: www.hlb.com.au
Liability limited by a scheme approved under Professional Standards Legislation
HLB Mann Judd (WA Partnership) is a member of International, a world-wide organisation of accounting firms and business advisers
Athena Resources Limited
Page 45
Key Audit Matter
How our audit addressed the key audit
matter
Carrying amount of exploration and evaluation
expenditure
Note 8 of the financial report
In accordance with AASB 6 Exploration for and
Evaluation of Mineral Resources, the Group capitalises
exploration and evaluation expenditure and at 30 June
2018 had capitalised exploration and evaluation
expenditure of $7,679,399.
Our audit focussed on the Group’s assessment of the
carrying amount of the capitalised exploration and
evaluation asset as it involved the most communication
with those charged with governance and also is of
importance to the users’ understanding of the financial
report as a whole.
We planned our work to address the audit risk that the
capitalised expenditure might no longer meets the
recognition criteria of the standard. In addition, we
considered it necessary to assess whether facts and
circumstances existed to suggest that the carrying
amount of an exploration and evaluation asset may
exceed its recoverable amount.
Our procedures included but were not
limited to the following:
- We obtained an understanding of
the key processes associated with
management’s review of carrying
values of each area of interest;
- We considered
the Director’s
assessment of potential indicators
of impairment;
- We obtained evidence that the
Group has current rights to tenure
of its area of interest; and
- We examined the disclosures made
in the financial report.
Information Other than the Financial Report and Auditor’s Report Thereon
The directors are responsible for the other information. The other information comprises the information
included in the consolidated entity’s annual financial report for the year ended 30 June 2018, but does
not include the financial report and our auditor’s report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not
express any form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information
and, in doing so, consider whether the other information is materially inconsistent with the financial
report or our knowledge obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this
other information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the Directors for the Financial Report
The directors of the Company are responsible for the preparation of the financial report that gives a true
and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and
for such internal control as the directors determine is necessary to enable the preparation of the financial
report that gives a true and fair view and is free from material misstatement, whether due to fraud or
error.
Athena Resources Limited
Page 46
In preparing the financial report, the directors are responsible for assessing the ability of the
consolidated entity to continue as a going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless the directors either intend to liquidate
the consolidated entity or to cease operations, or have no realistic alternative but to do so.
Auditor’s Responsibilities for the Audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free
from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes
our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit
conducted in accordance with Australian Auditing Standards will always detect a material misstatement
when it exists. Misstatements can arise from fraud or error and are considered material if, individually
or in the aggregate, they could reasonably be expected to influence the economic decisions of users
taken on the basis of this financial report.
As part of an audit in accordance with the Australian Auditing Standards, we exercise professional
judgement and maintain professional scepticism throughout the audit. We also:
•
Identify and assess the risks of material misstatement of the financial report, whether due to fraud
or error, design and perform audit procedures responsive to those risks, and obtain audit evidence
that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a
material misstatement resulting from fraud is higher than for one resulting from error, as fraud may
involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal
control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures
that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Consolidated entity’s internal control.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by the directors.
• Conclude on the appropriateness of the directors’ use of the going concern basis of accounting
and, based on the audit evidence obtained, whether a material uncertainty exists related to events
or conditions that may cast significant doubt on the consolidated entity’s ability to continue as a
going concern. If we conclude that a material uncertainty exists, we are required to draw attention
in our auditor’s report to the related disclosures in the financial report or, if such disclosures are
inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up
to the date of our auditor’s report. However, future events or conditions may cause the consolidated
entity to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the financial report, including the
disclosures, and whether the financial report represents the underlying transactions and events in
a manner that achieves fair presentation.
We communicate with the directors regarding, among other matters, the planned scope and timing of
the audit and significant audit findings, including any significant deficiencies in internal control that we
identify during our audit.
We also provide the directors with a statement that we have complied with relevant ethical requirements
regarding independence, and to communicate with them all relationships and other matters that may
reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with the directors, we determine those matters that were of most
significance in the audit of the financial report of the current period and are therefore the key audit
matters. We describe these matters in our auditor’s report unless law or regulation precludes public
disclosure about the matter or when, in extremely rare circumstances, we determine that a matter
should not be communicated in our report because the adverse consequences of doing so would
reasonably be expected to outweigh the public interest benefits of such communication.
Athena Resources Limited
Page 47
REPORT ON THE REMUNERATION REPORT
Opinion on the Remuneration Report
We have audited the Remuneration Report included in the directors’ report for the year ended 30 June
2018.
In our opinion, the Remuneration Report of Athena Resources Limited for the year ended 30 June 2018
complies with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the Remuneration
Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express
an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian
Auditing Standards.
HLB Mann Judd
Chartered Accountants
Perth, Western Australia
28 September 2018
N G Neill
Partner
Athena Resources Limited
Page 48
SHAREHOLDER DETAILS
FOR THE YEAR ENDED 30 JUNE 2018
ANALYSIS OF SHAREHOLDING – 18 SEPTEMBER 2018
SHARES
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 – or more
Total on issue
Shareholders holding less than marketable parcel
Voting Rights
24
49
70
272
148
563
216,760,789
250
Article 16 of the Constitution specifies that on a show of hands every member present in
person, by attorney or by proxy shall have:
(a) for every fully paid share held by him one vote
(b) for every share which is not fully paid a fraction of the vote equal to the
amount paid up on the share over the nominal value of the shares.
Substantial Shareholders
The following substantial shareholders have notified the Company in accordance with
Corporations Act 2001.
Brilliant Glory Industrial Corp Ltd
Edmond William Edwards
43,000,000
30,503,066
19.84%
14.07%
Directors’ Shareholding
Interest of each director in the share capital of the Company is detailed in the
Remuneration Report.
Athena Resources Limited
Page 49
SHAREHOLDER DETAILS
FOR THE YEAR ENDED 30 JUNE 2018
TOP TWENTY SHAREHOLDERS 18 SEPTEMBER 2018
Shareholder
Shares
%
Rank
Brilliant Glory Industrial Corp Ltd
Tied Nominees Pty Ltd
Ishine International Resources Limited
Cobpen Co Investments Pty Ltd
Kelanco Pty Ltd
Vitor Pty Ltd
Stonydeep Investments Pty Ltd
Citicorp Nominees Pty Limited
Mr Andrew Peter Thomson
Julia Edwards Superannuation Pty Ltd
Mr Ronald Wang Chi Tai
Caroline Patricia Edwards
Mr Terence Weston
Mr James Gregory Puklowski
Mr Andrew John Puklowski
Befavo Pty Ltd
B C & K D Kelly
Mr Liam Kelly
Rasko Holdings Pty Ltd
Tandem Technical Consultants Pty Ltd
TOP 20 TOTAL
43,000,000
30,459,066
8,300,000
8,077,301
6,946,186
6,666,667
5,554,000
5,437,481
4,432,500
4,020,000
3,916,565
3,803,375
3,671,000
3,253,895
2,531,767
2,504,409
1,973,047
1,954,889
1,925,972
1,850,000
143,532,677
19.84
14.05
3.83
3.73
3.20
3.08
2.56
2.51
2.04
1.85
1.81
1.75
1.69
1.50
1.17
1.16
0.91
0.90
0.89
0.85
69.33
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
Athena Resources Limited
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INTEREST IN MINING TENEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
INTEREST IN MINING TENEMENTS
Byro
E09/1507
E09/1552
E09/1637
E09/1781
E09/1938
M09/166
M09/168
E – Exploration License
M – Mining Lease
CORPORATE GOVERNANCE STATEMENT
FOR THE YEAR ENDED 30 JUNE 2018
The Board of Directors of Athena Resources Limited is responsible for the corporate
governance of the Company. The Board guides and monitors the business and affairs
of Athena Resources Limited on behalf of the shareholders by whom they are elected
and to whom they are accountable. The statement reports on Athena Resources
Limited’s key governance principles and practices.
Details of the Corporate Governance Statement can be found on the Athena Resources
Limited’s website at:
http://www.athenaresources.com.au/corporate/corporate-governance/
Athena Resources Limited
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