ABN 69 113 758 900
ANNUAL FINANCIAL REPORT 2019
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
19
27
28
29
30
31
32
53
54
58
60
60
Athena Resources Limited
Page 1
COMPANY INFORMATION
ABN
Directors
Secretaries
Registered Office
Postal Address
Share Registry
Auditor
Bankers
Securities Exchange Listing
69 113 758 900
D A Webster
E W Edwards
H W Wai
E W Edwards
P J Newcomb
(Non-Executive Chairman)
(Executive Director)
(Executive Director)
24 Colin Street
West Perth, WESTERN AUSTRALIA 6005
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
THE BYRO MAGNETITE INDUSTRIAL MINERALS PROJECT
LOCATION
The BYRO Project is located in the Shire of Murchison and covers an area of approximately
800km2, containing 11 magnetite ore bodies. AHN has established the magnetite iron project,
FE1.
The project southern tenement boundary is 230km north from the nearest rail link, Mullewa
Rail siding, and 310km from the Port of Geraldton. Other projects in the greater region include
Karara Mine (Ansteel Group and Gindalbie Metals), Weld Range (Sino - SMC), Jack Hills Mine
(Mitsubishi), and the recently in care and maintenance, Tallering Peak Mine (Mt Gibson
Mining).
AHN hold 5 granted exploration licenses comprising the total BYRO Project and the Mt
NARRYER Project; The Byro Project tenements are E09/1637, E09/1552, E09/1507, and
E09/1781. The Mt Narryer Project tenement is E09/1938. Athena has been working on the
Byro tenements since 2009. AHN was granted two mining leases, M09/166 a licensed mining
area of 6.72km2, containing the FE1 magnetite deposit within E09/1507 and M09/168
containing the Mt Narryer magnetite deposit within E09/1938. Both mining leases were
granted on the 9 April 2018 by the West Australian Government, authorizing the development
of the tenements under regulation of the Government of Western Australia and the Department
of Mines Industry Regulation and Safety.
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
The Athena exploration leases contain 11 magnetite ore bodies and 9 beneficiable hematite
ore bodies grouped within 5 regional areas. The FE1 deposit sits within the Byro South region.
An Exploration Potential Target was announced on potential tonnes and grade in August 2014,
on the ASX Company Announcements Platform. The assessment was compliant with JORC
2012 requirements.
Development of the regions has been prioritised by magnetitic intensity, tonnes and grade of
the ore body and proximity to the transport corridor. The Byro South Region has the highest
concentration of multiple ore bodies and has been given priority.
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.
Athena Resources Limited
Page 4
REVIEW OF OPERATIONS (continued)
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.
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.
Athena Resources Limited
Page 5
REVIEW OF OPERATIONS (continued)
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 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.
MARKETS AND PRODUCTION REQUIREMENT
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.
Bulk Coal Wash Market
The much sought after coarse grained high grade magnetite concentrate is primarily used for
dense medium separation in coal washing mineral preparation.
Magnetite is suited to coal washing due to its:
•
•
High density; and
Ability to be recovered via magnetic separation for recycling and reuse.
The dense medium separation process used in most coal washing and magnetic separation
plants requires a suspension of magnetite in water. Magnetite for coal washing must be of
overall high purity and be devoid of contaminants, such as hematite, sulphides or other
minerals.
Magnetite is reasonably durable (and therefore does not readily break down), and is
chemically stable during coal washing and magnetic separation. It is also non-fouling, which
means that even if small amounts become incorporated with washed products, subsequent
treatment stages will not be adversely affected.
Athena propose to target the following markets for its coal washing product.
Athena Resources Limited
Page 6
REVIEW OF OPERATIONS (continued)
China
China produces domestically (2018) 3.66 billion tonnes of coal of which 51% is prepared coal
and 55% of the prepared coal uses dense medium. This would require approximately 4.5
million tonnes of magnetite.
Prices quoted in China for magnetite suitable for coal washing (CIF Geraldton) range from
CNY 970/t to CNY 1,050/t or (A$194.96 – A$211.03)
India
India produces domestically (2018) 0.716 billion tonnes of coal of which 50% is prepared coal
and 80% of the prepared coal uses dense medium. This would require approximately 1.4
million tonnes of magnetite.
Mr R K Sachdev, President of the Coal Preparation Society of India remarked as follows:
“In India more and more wash plants are coming up albeit gradually. Some 10 to 12 coal
washery tenders are already in the pipeline.”
In case of thermal coal washing requirement being limited to 34% ash content in clean coal,
most wash plants are jig based. However, some washeries which are processing thermal coal
to lower ash content say 26 to 28%ash content are using heavy medium circuits, both cyclones
and baths. They are generally, barring a couple of serious players, buying locally marketed
Magnetite. Serious players like Tata Steel are importing.
In case of coking coal some 8 to 10 new washeries are to be set up in coming few years in
addition to major revamping of existing 16 odd coking coal washeries. These will definitely
require high grade magnetite, because of favourable cost- benefits of higher cleans recovery
expected from these plants. Currently there a couple of local Indian suppliers of magnetite.
But quality and cost are always an issue.
Lately, washery operators have come to realize the cost and benefits of using better quality
magnetite rather than using cheaper local product having poor quality magnetite.”
Imported coal wash Magnetite is quoted at between US$150- US$180 CIF, India or A$211 –
A$254
Australia
In 2018 Australia exported 203 Million tonnes of thermal (energy) coal and 179 Mt of
metallurgical (steel-making) coal. This represents about 75% of coal produced. The other 25%
is thermal coal for power stations.
The coal produced will require approximately 500,000 tonnes of magnetite. Tasmania Mines/
Kara project supplies approximately 200,000 tonnes. The balance is currently imported from
Brazil, Chile and South Africa.
Tasmania Mines in their 2016 Annual Report lodged with ASX (now delisted) reported sales
into NSW of Dense Medium Magnetite of 193,627 tonnes for revenue of $40.6M (A$210). The
current price is estimated at about A$250/t.
Athena Resources Limited
Page 7
REVIEW OF OPERATIONS (continued)
Indonesia
Indonesia produces (2018) 0.528 billion tonnes of coal of which 0.413 billion tonnes are
exported to India, China, Japan and South Korea. The exported coal would require coal
washing. This is a new and expanding market and one that Athena will also target.
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 Moulding
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.
Water Filtration
Sand and gravel bed filters used by many municipal water treatment plants can realize benefits
by using heavier aggregates in the sand bed.
The heavier specific gravity of magnetite aggregates allow a more aggressive backwash in
the cleaning phase without loss of product, and because magnetite is magnetic it can be easily
scavenged back from waste water streams for reuse.
Athena Resources Limited
Page 8
REVIEW OF OPERATIONS (continued)
Heavy Concrete
When used as the aggregate portion of a concrete mix, magnetite increases the density of the
concrete to twice that of standard concrete. This so called "heavy concrete" has become a
common building material in nuclear plants as well as (in brick form) for the mitigation of
radiation in x-ray facilities. Beyond that, however, heavy concrete is used to make
counterweights and as thermal mass in heat storage situations. The most common and
growing use is in the design and building of passive solar collection in domestic housing. Still
in its infancy, this application has grown out of the search for more efficient heat retention
beyond that offered by standard concrete.
The denser the material, the greater its thermal retention properties, and heavy concrete offers
twice the mass in the same volume as standard concrete. Being just as strong and flexible as
standard concrete, it can be used in the very same applications and offer substantially
improved thermal characteristics.
The use of heavy concrete in nuclear power plants is dependent on new plant contracts and
old plant repairs. It does not represent a stable consumption but can be an important add-in
market in the short term.
The most stable use currently is in the production of counterweights for everything from
washing machines to pipeline anchors to crane counterweights.
Athena Resources Limited
Page 9
REVIEW OF OPERATIONS (continued)
WORK COMPLETED THIS YEAR
Resource Development and Mining Plan Approval Work
Drilling
Planning has been completed for a proposed drilling program. Athena Resources gained
approval for an infill drilling program at FE1 for the use of ground disturbing equipment on
M09/166-I.Registration ID: 77001. The program design has resulted following discussions with
external resource consultants. The planned infill program includes 11 RC with Diamond tail
drill holes and is designed to lift the FE1 magnetite resource from a JORC Inferred to JORC
Indicated for inclusion in the Byro Project Feasibility Study.
Transport Corridor
The transport corridor for the Byro project includes several options through the development
of the project contingent on output tonnage. The primary option within this study is based on
an output tonnage of 1.2mtpa delivered to port, by road direct from the mine site to the Port of
Geraldton.
Both the Shires and Main Roads WA have been collectively involved with Athena Resources
in the assessment of the corridor to accommodate for RAV Network 10, N10.3, TD5 & TDN5.3
access. The road network from the FE1 mine site to the Port of Geraldton has been deemed
suitable and formally added to the RAV Network.
The largest section of road within the road corridor is the Carnarvon Mullewa Road, extending
through the Shire of Murchison and continues south from Murchison Shire boundary to the
City of Greater Geraldton, until intersecting with the Mt Magnet Geraldton Road at Mullewa.
The Carnarvon Mullewa Road is currently managed by the two Shires; Shire of Murchison and
City of Greater Geraldton and the Mt Magnet Geraldton Road is managed by Main Roads WA.
Athena Resources is continuing to work with the two Shires responsible for the Carnarvon
Mullewa Road, developing a management and maintenance plan.
Water Supply Desk Top Study
The Yarra Yarra Paleo Channel Bore Field:
Two holes using reverse circulation drilling within the Yarra Yarra Paleo Channel confirms a
significant quantity of water. Hole AHRC0019 has been identified as the most proximal to the
Yarra Yarra paleo channel and indicates a base of channel at depth of 157m. The Desk Top
Study has been expanded on the potential of the channel to supply water for the project using
reviewed drilling, airborne TDEM data, 100yr rainfall data sets and pastoral water bore data.
The outcome of the study was sufficiently positive to proceed to planning water mass balance
investigations and the planning and design of a 2 bore, bore field. This work is ongoing and
is a requirement for completion of a feasibility study, mining proposal and prior to the
preparation and submission of a H3 Hydrogeological Report with 5C license application.
Athena Resources Limited
Page 10
REVIEW OF OPERATIONS (continued)
The makeup water requirement for the FE1 project has been revised up from 0.6 gigalitres
per annum to 2 gigalitres per annum. This allows for super purity processing to achieve grades
up to 72%Fe for industrial processes. Desktop review and drilling to date has identified the
Yarra Yarra paleo channel as a likely water source for the project.
Environment
A detailed level 2 flora survey was carried out for FE1 during October/November 2018. The
survey was completed for the development of the FE1 mining proposal in accordance with the
Guidelines for Mining Proposals in Western Australia. The final report has been received.
The survey was designed to examine and retrieve data necessary to assess impacts to flora
and vegetation in accordance with the Environmental Protection Authority (EPA) Technical
Guidance, Flora and Vegetation Surveys for Environmental Impact Assessment, December
2016 (guidance document):
In conclusion, the area was extensively surveyed. Seven vegetation types were mapped of
which Hardpan Mulga Shrubland was the most common.
The following recommendations were made to protect and enhance the conservation and
botanical values in the Fe1 Project area:
• Ground disturbance and clearing of vegetation should be limited to that which is
essential for the development of the project.
• Where possible, maintain existing drainage systems, e.g. do not allow roads etc. to
disrupt or divert historic flow patterns.
• Retain and stockpile cleared vegetation for use in the later rehabilitation of disturbed
areas. The value of the soil and vegetation matter that may be sourced from clearing
operations for use in future rehabilitation work cannot be overestimated in this
environment. It is important to note however, that stockpiled topsoil needs to be
maintained with some degree of vegetation cover to retain the viability of micro-
organisms essential for the growth and survival of most plant species.
• Apply weed control measures.
• Whilst acknowledging the severity of the existing land degradation and difficulties
imposed on any rehabilitation programmes carried out in conjunction with overlapping
pastoral activities in such arid areas, consideration should be given to the possibility of
harvesting local native seed for future rehabilitation opportunistically and prior to any
clearing being carried out. The unpalatable and therefore abundant Limestone Wattle
(Acacia sclerosperma) and the various Cassias (Senna sp), inhabiting the Creek line
Shrubland vegetation type, produce an abundance of hard coated seed which should
be an essential component of any seed mix used in future rehabilitation programmes.
• Further multivariate analysis needs to be carried out to evaluate the potential for
Priority Ecological Community (PEC) being replicated within the survey area.
• A supplementary survey be carried out during the optimum time period recommended
in the EPA Technical Guidance statement, 6-8 weeks post-wet season (March – June),
to rescore existing quadrats to capture data on ephemerals not recorded in this survey
and install additional monitoring quadrats along Yarra Yarra Creek to determine the
Athena Resources Limited
Page 11
REVIEW OF OPERATIONS (continued)
potential for groundwater dependent plant species to exist and be impacted by
development.
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.
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 12
REVIEW OF OPERATIONS (continued)
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.
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 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 boundary
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 boundaries 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 13
REVIEW OF OPERATIONS (continued)
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. The following table 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).
Athena Resources Limited
Page 14
REVIEW OF OPERATIONS (continued)
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
The widespread granular distribution in the coarse range demonstrates usable volumes for
grooming to suit 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 Resources Limited
Page 15
REVIEW OF OPERATIONS (continued)
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.
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 project. The target remains unchanged from that
announced in July 2014.
Athena Resources Limited
Page 16
REVIEW OF OPERATIONS (continued)
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 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.
Athena Resources Limited
Page 17
REVIEW OF OPERATIONS (continued)
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 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 15.87% 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 18
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 2019.
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
Hau Wan Wai
Non-Executive Chairman
Executive Director
Executive Director
PARTICULARS OF DIRECTORS AND COMPANY SECRETARIES
David Arthur Webster
Non-Executive 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
12,364,747 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 19
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 twenty 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.
Interest in Shares
38,128,831 Fully Paid Shares
Athena Resources Limited
Page 20
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.
2019
$
2018
$
Consolidated loss after income tax for the financial year
434,995
193,552
Financial Position
At 30 June 2019 the Company has cash reserves of $5,913.
Dividends
No dividends were paid during the year and no recommendation is made as to dividends.
Athena Resources Limited
Page 21
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
Except as stated in Note 28, 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.
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 2019, 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
AUDIT COMMITTEE
Number eligible
to attend
4
4
2
Number
attended
4
4
2
The audit committee was comprised of the non-executive director Mr D Webster.
During the year ended 30 June 2019, Mr D Webster held two meetings of the Audit Committee.
Athena Resources Limited
Page 22
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
Hau Wan Wai
Non-Executive Chairman
Executive Director
Executive Director
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 2019.
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 23
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 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 2019
Director
Associated Company
E W Edwards
D A Webster
H W Wai
Tied Investments Pty Ltd
Cobpen Co Investments Pty Ltd
Year ended 30 June 2018
Director
Associated Company
E W Edwards
D A Webster
H W Wai
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 (including GST)
Loans
2019
$
810,200
111,900
922,100
Athena Resources Limited
Total
$
180,000
48,000
-
228,000
Total
$
180,000
48,000
-
228,000
2018
$
718,024
140,000
858,024
Page 24
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
Mr Wai
$40,000
$40,000
$31,900
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 2018
43,000,000
30,503,066
9,891,798
Rights Issue
Balance
30 June 2019
-
7,625,765
2,472,949
43,000,000
38,128,831
12,364,747
83,394,864
10,098,714
93,493,578
The shareholding disclosed for Hau Wan Wai are held in Brilliant Glory Industrial Corp Ltd of
which Hau Wan Wai is sole Director.
The Company received no specific feedback on its Remuneration Report at the 2018 Annual
General Meeting.
The Company did not use remuneration consultants during the year.
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.
Athena Resources Limited
Page 25
DIRECTORS REPORT (continued)
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.
AUDITOR
HLB Mann Judd continues in office in accordance with section 327 of the Corporations Act
2001.
NON-AUDIT SERVICES
No non-audit services were provided by our auditors, HLB Mann Judd, during the year ended
30 June 2019.
AUDITOR’S INDEPENDENCE DECLARATION
The auditor’s independence declaration as set out on page 28 has been received for the year
ended 30 June 2019 and forms part of this directors’ report.
PROCEEDINGS ON BEHALF OF COMPANY
No person has applied for leave of Court to bring proceedings on behalf of the Company or
intervene in any proceedings to which the company is a party for the purpose of taking
responsibility on behalf of the Company for all or any part of those proceedings.
The Company was not a party to any such proceedings during the year.
Signed in accordance with a resolution of the directors.
...............................................................
E W EDWARDS
Executive Director
Dated at Perth this 30th day of September, 2019.
Athena Resources Limited
Page 26
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 2019, 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
30 September 2019
N G Neill
Partner
Athena Resources Limited
Page 27
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2019
Expenses
Directors’ remuneration
Salaries and employee costs
Legal and professional
Office and communication
Listing and share registry
Financial
Depreciation
Other expenses
Recoveries to capitalised exploration
Net expenses
Other income
Note
Consolidated Entity
2019
$
2018
$
228,000
153,300
77,050
70,544
39,756
12,682
5,651
38,418
228,000
153,300
73,058
59,840
26,517
11,734
5,731
57,787
(170,400)
(182,400)
455,001
433,567
7
8
2
(20,006)
(240,015)
LOSS BEFORE INCOME TAX BENEFIT
434,995
193,552
Income tax benefit
4
-
-
NET LOSS FOR THE YEAR
434,995
193,552
Other comprehensive income
-
-
TOTAL COMPREHENSIVE LOSS FOR THE YEAR
434,995
193,552
Basic loss per share (cents per share)
25
0.18
0.09
Athena Resources Limited
Page 28
STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2019
CURRENT ASSETS
Cash and cash equivalents
Trade and other receivables
Total Current Assets
NON-CURRENT ASSETS
Note
Consolidated Entity
2019
$
2018
$
5
6
5,913
37,040
39,086
125,927
42,953
165,013
Plant and equipment
Mineral exploration and evaluation
7
8
8,309
8,409,884
13,960
7,679,399
Total Non-Current Assets
TOTAL ASSETS
CURRENT LIABILITIES
Trade creditors and accruals
Deferred creditors
Related party loans
Third party loans
8,418,193
7,693,359
8,461,146
7,858,372
9
10
11
12
372,524
962,200
111,900
208,100
87,579
888,781
160,000
-
Total Current Liabilities
1,654,724
1,136,360
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued capital
Accumulated losses
TOTAL EQUITY
1,654,724
1,136,360
6,806,422
6,722,012
14 13,920,293
13
(7,113,871)
6,806,422
13,400,888
(6,678,876)
6,722,012
Athena Resources Limited
Page 29
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2019
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 2019
Balance at 1 July 2018
Entitlements Issue (Note 14)
Issue Costs
Comprehensive loss for the year
Balance at 30 June 2019
13,400,888
541,901
(22,496)
-
13,920,293
(6,678,876)
-
-
(434,995)
(7,113,871)
6,722,012
541,901
(22,496)
(434,995)
6,806,422
Athena Resources Limited
Page 30
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2019
Note
Consolidated Entity
2019
$
2018
$
CASH FLOWS FROM OPERATING ACTIVITIES
Payments to suppliers
Interest received
(546,630)
6
(415,789)
15
Net Cash Outflow from Operating Activities
15
(546,624)
(415,774)
CASH FLOWS FROM INVESTING ACTIVITIES
Payments for mineral exploration and evaluation
(301,298)
(284,762)
Net Cash (Outflow) From Investing Activities
(301,298)
(284,762)
CASH FLOWS FROM FINANCING ACTIVITIES
Contributions received from Brilliant Glory
102,848
580,602
Proceeds of Entitlement Issue (before expenses)
Proceeds/(repayments) of related party loans
Proceeds of third party loans
Proceeds of employee loans
541,901
(48,100)
208,100
10,000
-
140,000
-
-
Net Cash Inflow from Financing Activities
814,749
720,602
Net increase/(decrease) in cash held
(33,173)
20,066
Cash and cash equivalents at beginning of the financial
year
39,086
19,020
Cash and cash equivalents at the end of this financial
year
5
5,913
39,086
Athena Resources Limited
Page 31
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
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 (Going Concern)
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.
Notwithstanding the fact that the Group incurred an operating loss of $434,995, has a
working capital deficit of $1,611,771 and a net cash outflow from operating activities
amounting to $546,624, the Directors are of the opinion that the Company is a going
concern for the following reasons:
• Subsequent to year-end, the Group raised $391,000 of equity capital via an issue
of 11,171,429 ordinary shares at $0.035 cents and received additional loan
advances of $158,800. The funds raised will be used to meet the ongoing working
capital requirements of the Group.
• Concurrently, the Group converted debt of $366,900 ($208,100 as at 30 June
2019) to equity via the issue of 10,482,857 ordinary shares at $0.035 cents.
Athena Resources Limited
Page 32
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
Additionally, certain related parties have confirmed that debt totalling $962,200 will be
deferred until such time as the Group has raised sufficient funds to settle all of its existing
debts to non-related parties.
The Directors also anticipate that a further equity raising will be completed in the 2020
financial year.
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.
Statement of Compliance
The financial report was authorised for issue on 30 September 2019.
The financial report complies with Australian Accounting Standards, which include
Australian equivalents
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).
to
Adoption of New and Revised Standards
In the year ended 30 June 2019, 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 2019. 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.
Athena Resources Limited
Page 33
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
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.
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.
Athena Resources Limited
Page 34
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
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 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)
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.
Athena Resources Limited
Page 35
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
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.
(e)
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.
(f)
Cash and Cash Equivalents
Cash and cash equivalents include cash on hand, deposits held at call with banks and
other short-term highly liquid investments with original maturities of three months or less.
(g) 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).
(h) 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.
(i)
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.
(j)
Comparative Figures
When required by Accounting Standards, comparative figures have been adjusted to
conform to changes in presentation for the current financial year.
(k)
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 2019.
Athena Resources Limited
Page 36
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
(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) Deferred Exploration and Evaluation Expenditure
Exploration and evaluation expenditures in relation to each separate area of interest are
recognised as an exploration and evaluation asset in the year in which they are incurred
where the following conditions are satisfied:
(a) the rights to tenure of the area of interest are current; and
(b) at least one of the following conditions is also met:
(i)
(ii)
the exploration and evaluation expenditures are expected to be recouped
through successful development and exploitation of the area of interest, or
alternatively, by its sale; or
exploration and evaluation activities in the area of interest have not at the
balance date reached a stage which permits a reasonable assessment of the
existence or otherwise of economically recoverable reserves, and active and
significant operations in, or in relation to, the area of interest are continuing.
Exploration and evaluation assets are initially measured at cost and include acquisition of
rights to explore, studies, exploratory drilling, trenching and sampling and associated
activities and an allocation of depreciation and amortised of assets used in exploration
and evaluation activities. General and administrative costs are only included in the
measurement of exploration and evaluation costs where they are related directly to
operational activities in a particular area of interest.
Exploration and evaluation assets are assessed for impairment when facts and
circumstances suggest that the carrying amount of an exploration and evaluation asset
may exceed its recoverable amount. The recoverable amount of the exploration and
evaluation asset (for the cash generating unit(s) to which it has been allocated being no
larger than the relevant area of interest) is estimated to determine the extent of the
impairment loss (if any). Where an impairment loss subsequently reverses, the carrying
amount of the asset is increased to the revised estimate of its recoverable amount, but
only to the extent that the increased carrying amount does not exceed the carrying amount
that would have been determined had no impairment loss been recognised for the asset
in previous years.
Where a decision has been made to proceed with development in respect of a particular
area of interest, the relevant exploration and evaluation asset is tested for impairment and
the balance is then reclassified to development.
Athena Resources Limited
Page 37
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
(n)
Trade and other payables
Trade payables and other payables are carried at amortised cost and represent liabilities
for goods and services provided to the Group prior to the end of the financial year that are
unpaid and arise when the Group becomes obliged to make future payments in respect
of the purchase of these goods and services. Trade and other payables are presented
as current liabilities unless payment is not due within 12 months.
NOTE 2 – OTHER INCOME
Other income from non-operating activities
Interest received
Contribution to overheads from Brilliant Glory
Total revenue
Consolidated Entity
2018
2019
$
$
6
20,000
20,006
15
240,000
240,015
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
640
5,011
5,651
720
5,011
5,731
Athena Resources Limited
Page 38
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
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% (2018 30%)
Tax effect of permanent differences:
Deferred tax asset not recognised
Income Tax Attributable to Operating Loss
Accumulated Tax Losses
Loss for the year
Disallowable expenses
Exploration expenditure
Timing differences
Section 40-880 deduction
Tax loss for the year
Tax losses brought forward
Current year loss
Tax losses carried forward
Consolidated Entity
2018
2019
$
$
(434,995)
(193,552)
(130,498)
(58,065)
130,498
-
58,065
-
434,995
(13,118)
730,485
(136)
26,753
1,178,979
193,552
(17,462)
94,857
1,676
57,296
329,919
12,073,759
1,178,979
13,252,738
11,743,840
329,919
12,073,759
The potential deferred tax asset has not been brought to account in the financial report at 30
June 2019 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) 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;
(b) The company and its controlled entity continue to comply with the conditions for
deductibility imposed by tax legislation; and
(c) 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.
Tax loss comparatives have been restated to reconcile to the prior year tax return.
Athena Resources Limited
Page 39
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
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
NOTE 6 – TRADE AND OTHER RECEIVABLES
Current
Debtors – overhead related
Debtors – exploration related
GST Receivable
NOTE 7 – PLANT AND EQUIPMENT
Consolidated Entity
2019
$
5,913
5,913
2018
$
39,086
39,086
3,814
-
33,226
37,040
32,200
63,861
29,866
125,927
Year ended 30 June 2018
Balance at 1 July 2017
Additions
Disposals
Depreciation Charge
Balance at 30 June 2018
Year ended 30 June 2019
Balance at 1 July 2018
Additions
Disposals
Depreciation Charge
Balance at 30 June 2019
Cost
$
Accumulated
Depreciation
$
Net Book
Value
$
201,554
-
-
-
201,554
201,554
-
-
-
201,554
(181,863)
-
-
(5,731)
(187,594)
(187,594)
-
-
(5,651)
(193,245)
19,691
-
-
(5,731)
13,960
13,960
-
-
(5,651)
8,309
Athena Resources Limited
Page 40
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
NOTE 8 – MINERAL EXPLORATION AND EVALUATION
Consolidated Entity
2019
$
2018
$
Balance at 1 July 2018
7,679,399
7,584,542
Expenditure during the year on external costs and services
Native title on grant of mining leases
Overheads recovered through timesheet allocations
Contribution to tenement expenditure by Brilliant Glory
279,072
300,000
170,400
(18,987)
316,920
-
182,400
(404,463)
Balance at 1 July 2019
8,409,884
7,679,399
The recoupment of costs carried forward in relation to areas of interest in the exploration and
evaluation phases is dependent on the successful development and commercial exploitation
or sale of the respective areas.
NOTE 9 – TRADE CREDITORS AND ACCRUALS
Current
Trade creditors - overheads
Trade creditors – mineral exploration and evaluation
Native title on grant of mining leases
Loan from employee
42,715
19,809
300,000
10,000
372,524
45,544
42,035
-
-
87,579
Athena Resources Limited
Page 41
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
NOTE 10 – DEFERRED CREDITORS
E Edwards
D Webster
R Kandiah
P Newcomb
E Edwards
D Webster
R Kandiah
P Newcomb
1 July 2017
Fees
(inc GST)
Payment
30 June 2018
352,494
174,400
70,400
114,400
711,694
198,000
52,800
-
52,800
303,600
130,070
-
-
(3,557)
126,513
420,424
227,200
70,400
170,757
888,781
1 July 2018
Fees
(inc GST)
Payment
30 June 2019
420,424
227,200
70,400
170,757
888,781
198,000
52,800
-
52,800
303,600
123,424
-
35,200
71,557
230,181
495,000
280,000
35,200
152,000
962,200
Directors and Officers have agreed to defer payment of fee arrears until such time as the
company is in a position to settle without prejudicing third party creditors.
NOTE 11 – RELATED PARTY LOANS
During the year, Directors and Company Secretary extended unsecured interest free loans to
the Company, for the purpose of supporting short-term cash flow as follows:
Officer
1 July 2018
Advances
Repayments
30 June 2019
E Edwards
D Webster
H Wai
P Newcomb
100,000
40,000
-
20,000
160,000
70,000
40,000
31,900
50,000
191,900
130,000
40,000
-
70,000
240,000
40,000
40,000
31,900
-
111,900
NOTE 12 – THIRD PARTY LOANS
Loan from Goldway Mega Trade Limited
Consolidated Entity
2019
$
208,100
208,100
2018
$
-
-
Athena Resources Limited
Page 42
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
Third party loans are interest free, the loan from Goldway Mega Trade Limited was converted
to shares in the placement announced on 27 September 2019.
NOTE 13 – RESERVES AND ACCUMULATED LOSSES
Balance at beginning of the year
Net Loss for the year
Balance at end of the year
NOTE 14 – ISSUED CAPITAL
Consolidated Entity
2019
$
(6,678,876)
(434,995)
(7,113,871)
2018
$
(6,485,324)
(193,552)
(6,678,876)
Ordinary Fully Paid Shares
$
$
As at 1 July 2018
Rights Issue net of issue costs of $22,496
As at 30 June 2019
As at 1 July 2018
Rights Issue
As at 30 June 2019
13,400,888
519,405
13,920,293
13,400,888
-
13,400,888
Shares
Shares
216,760,789
54,190,133
270,950,922
216,760,789
-
216,760,789
Athena Resources Limited
Page 43
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
NOTE 15 – NOTES TO THE STATEMENT OF CASH FLOWS
Reconciliation of (loss) / profit after income tax to net operating cash flows
Consolidated Entity
2019
$
2018
$
(Loss) / Profit from ordinary activities
(434,995)
(193,552)
Depreciation
Recoveries to exploration
Share Issue Costs
Contribution to overheads
Movement in assets and liabilities
Receivables – overhead related
Payables – overhead related
Payables - deferred
Net cash used by operating activities
5,651
(170,400)
(22,496)
(20,000)
5,731
(182,400)
-
(240,000)
25,026
(2,829)
73,419
(546,624)
(1,165)
18,525
177,087
(415,774)
NOTE 16 – FINANCIAL INSTRUMENTS
The Directors have assessed that the value of financial assets and financial liabilities
approximate their fair value at balance date.
NOTE 17 – NON-RENOUNCEABLE ENTITLEMENTS OFFER
On 31 December 2018, 54,190,133 shares were issued under a fully subscribed pro-rata non-
renounceable entitlement offer for one new share for every four existing shares held by eligible
shareholders, at an issue price of $0.01 per new share.
The subscription comprised 22,399,114 acceptances and 15,436,637 shortfall applications
from eligible shareholders and a further placement of 16,354,382 shortfall shares.
The costs of the issue were $22,496.
NOTE 18 – COMMITMENTS FOR EXPENDITURE REVENUE
Mineral Tenement Leases
Athena Resources Limited
Page 44
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
In order to maintain current rights of tenure to mining tenements, the consolidated entity will
be required to outlay amounts of $5,144,185 (2018: $4,912,240) 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
Consolidated Entity
2019
$
1,028,837
1,028,837
3,086,511
5,144,185
2018
$
982,448
982,448
2,947,344
4,912,240
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.
NOTE 19 – CONTINGENT LIABILITIES
Athena Resources Limited and its controlled entities have no known material contingent
liabilities as at 30 June 2019.
NOTE 20 – INVESTMENT IN CONTROLLED ENTITIES
Class of
Shares
Complex Exploration Pty Ltd
Capricorn Resources Pty Ltd
Byro Exploration Pty Ltd
Ordinary
Ordinary
Ordinary
100%
100%
100%
Book Value of Athena’s
Investments
2019
$
2018
$
100
200
1,390,000
1,390,300
100
200
1,390,000
1,390,300
The above controlled entities are incorporated in Australia.
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.
Byro Exploration Pty Ltd is a wholly owned subsidiary of Complex Exploration Pty Ltd.
NOTE 21 – SEGMENT INFORMATION
During the year the Group operated principally in one business segment being mineral
exploration within Australia.
Athena Resources Limited
Page 45
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
NOTE 22 – 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
Hau Wan Wai
Non-Executive Chairman
Executive Director
Executive Director
(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
2019
$
2018
$
228,000
-
-
-
228,000
228,000
-
-
-
228,000
d)
Aggregate amounts payable to Directors and their personally related entities.
Current
Accounts payable
Loans
Parent Entity
2019
$
810,200
111,900
922,100
2018
$
718,024
140,000
858,024
Athena Resources Limited
Page 46
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
NOTE 23 – RELATED PARTY INFORMATION
Transactions within the Consolidated Entity
Non-current receivables – Controlled Entities
Less : Provision for non recovery
9,965,369
(1,554,985)
8,410,384
9,234,884
(1,554,985)
7,679,899
At balance date unsecured interest free loans were made by Directors to support short term
cash flow were as follows:
Mr Edwards
Mr Webster
Mr Wai
$40,000
$40,000
$31,900
NOTE 24 – REMUNERATION OF AUDITORS
Amount received, or due and receivable, by the auditors for:
Auditing and reviewing of the financial statements of Athena
Resources Limited and of its controlled entities
Other Services
Consolidated entity
2019
$
2018
$
23,400
-
23,400
22,750
-
22,750
Audit fees are included in Legal and Professional in the Statement of Comprehensive Income.
Athena Resources Limited
Page 47
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
NOTE 25 – PROFIT/(LOSS) PER SHARE
Consolidated entity
2019
$
2019
$
(Loss) used in the calculation of loss per share
(434,995)
(193,552)
Weighted average number of ordinary shares outstanding
during the year
244,375,487
216,760,789
Basic (loss) per share (cents per share)
(0.18)
(0.09)
NOTE 26 – FINANCIAL RISK MANAGEMENT
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.
Financial Risk Exposures and Management
The main risks the group is exposed to through its financial instruments are interest rate risk
and liquidity risk.
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:
Athena Resources Limited
Page 48
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
Financial Assets
- Cash at bank
- Trade debtors
Total Financial Assets
Non-Interest Bearing
Floating Interest Rate
2019
$
-
37,040
37,040
2018
$
-
125,927
125,927
2019
$
5,913
-
5,913
2018
$
39,086
-
39,086
Financial Liabilities
- Trade Creditors and Accruals
- Deferred Creditors
- Related Party Loans
- Third Party Loans
Total Financial Liabilities
72,524
962,200
111,900
208,100
1,354,724
278,336
858,024
-
-
1,136,360
300,000
-
-
-
300,000
-
-
-
-
-
Weighted Average Effective Interest Rate is 1.0% (2018: 1.0%)
Interest on Native Title liability of $300,000 is contracted as the ANZ Indicator Interest Rate
rate which is currently 1.2%. The company has agreed with the Native Title Party that
$100,000 will be paid in October, and the balance of $200,000 will bear interest at the above
rate with effect form 1 July 2019.
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 49
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
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.
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 as it is not materially exposed to interest rate risk.
Athena Resources Limited
Page 50
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
NOTE 27 – SUBSEQUENT EVENTS
Suspension
On 13 August 2019 the ASX announced that the securities of Athena Resources Limited
(‘AHN’) will be suspended from quotation immediately under Listing Rule 17.3, pending a
satisfactory response to ASX queries and further, as ASX has determined that AHN’s financial
condition is not adequate to warrant the continued quotation of its securities and therefore it
is in breach of Listing Rule 12.2. The suspension will continue until AHN is able to demonstrate
compliance with Listing Rule 12.2 and respond satisfactorily to ASX’s queries.
At the date of this report the securities are still suspended from quotation.
Share Placement
Between 1 July 2019 and this date Goldway Mega Trade Limited has advanced a further
$158,800 bringing its total loans to $366,900.
On 27 September 2019 the company announced the completion of a placement of 21,654,286
shares at an issue price of $0.035 each to raise $757,900.
The placement represents conversion of loan funds from Goldway Mega Trade Limited of
$366,900 and new funds of $391,000. The shares are subject to a voluntary escrow for 12
months from the date of issue.
Athena Resources Limited
Page 51
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
NOTE 28 – PARENT ENTITY DISCLOSURES
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
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
2019
$
5,113
37,040
42,153
2018
$
38,286
125,927
164,213
8,309
300
8,110,386
8,118,995
13,960
300
7,679,899
7,694,159
8,161,148
7,858,372
1,354,726
1,354,726
1,376,360
1,376,360
1,354,726
1,376,360
6,806,422
6,722,012
13,920,293
(7,113,871)
13,400,888
(6,678,876)
6,806,422
6,722,012
(434,995)
-
(434,995)
(6,678,876)
(7,113,871)
(193,552)
-
(193,552)
(6,485,324)
(6,678,876)
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.
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 52
DIRECTORS’ DECLARATION
FOR THE YEAR ENDED 30 JUNE 2019
1.
In the opinion of the directors of Athena Resources Limited (the ‘Company’):
a) the accompanying financial statements and notes are in accordance with the
Corporations Act 2001 including:
(i)
(ii)
giving a true and fair view of the consolidated entity’s financial position as
at 30 June 2019 and of its performance for the year then ended; and
complying with Australian Accounting Standards, the Corporations
Regulations 2001, professional
requirements and other
mandatory requirements.
reporting
b) there are reasonable grounds to believe that the Company will be able to pay its debts
as and when they become due and payable.
c) the financial statements and notes thereto are in accordance with International
Financial Reporting Standards issued by the International Accounting Standards Board.
2. This declaration has been made after receiving the declarations required to be made to
the directors in accordance with Section 295A of the Corporations Act 2001 for the
financial year ended 30 June 2019.
_______________________________
E W Edwards
Executive Director
Dated at Perth this 30th September 2019
Athena Resources Limited
Page 53
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 Group”), which comprises the consolidated statement of financial position
as at 30 June 2019, the consolidated statement of comprehensive income, the consolidated
statement of changes in equity and the consolidated statement of cash flows for the year then
ended, and notes to the financial statements, including a summary of significant accounting
policies, and the directors’ declaration.
In our opinion, the accompanying financial report of the Group is in accordance with the
Corporations Act 2001, including:
a) giving a true and fair view of the Group’s financial position as at 30 June 2019 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 Group 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 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 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.
Athena Resources Limited
Page 54
Key Audit Matter
How our audit addressed the key audit
matter
Capitalised Exploration and Evaluation Expenditure
Refer to Note 8.
In accordance with AASB 6 Exploration for and
Evaluation of Mineral Resources,
the Group
capitalises exploration and evaluation expenditure
and as at 30 June 2019 had a deferred exploration
and evaluation expenditure balance of $8,409,884.
the users’ understanding of
Exploration and evaluation expenditure was
determined to be a key audit matter as it is important
financial
to
statements as a whole and was an area which
involved the most audit effort and communication
with those charged with governance.
the
Our procedures included but were not
limited to:
- Obtained an understanding of the key
processes
with
management’s review of the carrying
value of exploration and evaluation
expenditure;
associated
- Considered the Directors’ assessment
of potential indicators of impairment in
addition
own
assessment;
to making
our
- Obtained evidence that the Group has
current rights to tenure of its areas of
interest;
- Considered the nature and extent of
planned ongoing activities;
- Substantiated a sample of expenditure
supporting
to
agreeing
by
documentation; and
- Examined the disclosures made in the
annual 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 Group’s annual report for the year ended 30 June 2019, 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.
In preparing the financial report, the directors are responsible for assessing the ability of the Group
to continue as a going concern, disclosing, as applicable, matters related to going concern and
using the going concern basis of accounting unless the directors either intend to liquidate the Group
or to cease operations, or have no realistic alternative but to do so.
Athena Resources Limited
Page 55
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 Group’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 Group’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 Group 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 56
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included within the directors’ report for the year ended
30 June 2019.
In our opinion, the Remuneration Report of Athena Resources Limited for the year ended 30 June
2019 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
30 September 2019
N G Neill
Partner
Athena Resources Limited
Page 57
SHAREHOLDER DETAILS
FOR THE YEAR ENDED 30 JUNE 2019
ANALYSIS OF SHAREHOLDING – 17 SEPTEMBER 2019
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
SHARES
25
49
68
262
150
554
270,950,922
229
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
Peter John Newcomb
43,000,000
38,128,831
17,100,000
15.87%
14.07%
6.31%
Directors’ Shareholding
Interest of each director in the share capital of the Company is detailed in the Remuneration
Report.
Athena Resources Limited
Page 58
SHAREHOLDER DETAILS
FOR THE YEAR ENDED 30 JUNE 2019
TOP TWENTY SHAREHOLDERS 17 SEPTEMBER 2019
Shareholder
Shares
%
Rank
Brilliant Glory Industrial Corp Ltd
Tied Nominees Pty Ltd
Stonydeep Investments Pty Ltd
Cobpen Co Investments Pty Ltd
Mr James Gregory Puklowski
Vitor Pty Ltd
Ishine International Resources Limited
Citicorp Nominees Pty Limited
Gardner Mining Pty Ltd
Kelanco Pty Ltd
Mr Mark Snabel-Matthews
Kokatu Pty Ltd
Mr Andrew Peter Thomson
Julia Edwards Superannuation Pty Ltd
Caroline Patricia Edwards
Mr Terence Weston
Mr Andrew John Puklowski
Mr L P Kelly & Ms H Salomons (Kelly Super)
Mr Ronald Wang Chi Tai
Mr G P Russell
Total
43,000,000
38,073,831
17,100,000
10,096,626
9,253,895
8,333,333
8,300,000
7,160,769
6,675,000
6,108,750
5,950,830
5,020,000
4,432,500
4,020,000
3,954,218
3,671,000
3,631,767
3,243,611
3,064,765
3,000,000
194,090,895
15.87
14.05
6.31
3.73
3.42
3.08
3.06
2.64
2.46
2.25
2.20
1.85
1.64
1.48
1.46
1.35
1.34
1.20
1.13
1.11
71.63
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
Athena Resources Limited
Page 59
INTEREST IN MINING TENEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
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
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
Page 60