a
Athen
Resources
Limited
ABN 69 113 758 900
ANNUAL FINANCIAL REPORT 2022
CONTENTS
Company information
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
3
4
15
16
17
18
19
20
37
38
42
44
44
Athena Resources Limited
Page 2
COMPANY INFORMATION
ABN
Directors
Secretary
Registered Office
Postal Address
Share Registry
Auditor
Bankers
69 113 758 900
E W Edwards
H W Wai
P J Newcomb
E W Edwards
(Executive Director)
(Non-executive Director)
(Non-executive Director)
21 Millstream Rise
Hillarys, Western Australia 6025
Telephone:
Email:
+61 448 895 664
ahn@athenaresources.com.au
21 Millstream Rise
Hillarys, Western Australia 6025
Computershare Investor Services Pty Ltd
Level 11, 172 St Georges Terrace
Perth, Western Australia 6000
Telephone:
Facsimile:
+61 8 9323 2000
+61 8 9323 2033
HLB Mann Judd (WA Partnership)
Level 4, 130 Stirling Street
Perth, Western Australia 6000
Telephone:
Facsimile:
+61 8 9227 7500
+61 8 9227 7533
Westpac Banking Corporation
109 St Georges Terrace
Perth, Western Australia 6000
Securities Exchange Listing
Athena Resources Limited shares
are listed on the Australian Securities Exchange
(Home Exchange – Perth)
ASX Code: AHN
Website
www.athenaresources.com.au
Athena Resources Limited
Page 3
DIRECTORS’ REPORT
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
2022.
REVIEW OF OPERATIONS
Exploration and Evaluation
BYRO INDUSTRIAL MAGNETITE PROJECT – Green Steel
In May 2022 Athena announced Board approval to develop the 2004 inferred JORC compliant
magnetite Mineral Resource Estimate (MRE) to a 2012 JORC compliant Indicated Resource.
• Encryption drilling at the FE1 Resource was planned with eleven infill diamond drill holes.
Once the MRE is in the Indicated classification the Company will be in a position to convert
the resource to Probable Mineral Reserve.
• The Company is on a scheduled path to complete the indicated MRE and move forward to
development of the Company’s Project Feasibility Study, (PFS) within 2022.
Through pilot processing trials Athena can reliably produce bulk concentrate at the FE1 Inferred
resource to be divided into two categories, a High Purity magnetite, (HPFe), product 71.5%Fe <
72%Fe, and a Super Purity magnetite, (SPFe), product >72%Fe. (Announced on 16 April 2018 and
18 September 2018). These iron grades are equalled by few mines in the world and among the
highest purity reported in Australia.
The FE1 magnetite resource is a boutique resource identified as Globally unique through
comprehensive development including metallurgy, ore characterisation and engineered processing
design over the last ten years. The unique nature of the Byro magnetite concentrate puts the product
at the forefront of supply to current premium industrial processes and supply to high purity “Green
Steel” production of the uppermost grade and purity available.
Engineering design following pilot trials demonstrate supply of magnetite concentrate can be achieved
with low capital expenditure using industry standard processing within an economic transport corridor
through to the Port of Geraldton, an established iron ore export port, to global markets hungry for high
grade – low impurity feed stock.
Blast furnaces, with fossil fuel-based energy and coking coal for reduction of the oxide account for
70% of world steel production and produce >7% of total global CO2 emissions. Reduction of iron ore
(iron oxide) is responsible for the bulk of CO2 emission in the industry. Steel production is going
through a revolutionary shift to low impurity - low CO2 emission production, now commonly known as
“Green Steel”.
In July 2022 Athena announced completion of the infill resource drilling program. The completion of
drilling and preliminary data acquisition is a key component in the development of the Byro magnetite
resource with many milestones already completed. The infill program supports major steps including
grant of mining leases, native title mining agreement, thorough metallurgy repeated in Australia and
China, process engineering design, Main Roads WA approved transport corridor, hydrology studies,
advanced environmental studies and exploration drilling of supporting satellite ore bodies.
Athena Resources Limited
Page 4
DIRECTORS’ REPORT (continued)
The program was designed by the Company in consultation with Entech Pty Ltd who have been
appointed to undertake the Mineral Resource Estimation (MRE). The program was designed to satisfy
the identified data gaps required to lift the resource from an inferred to indicated resource including
required geotechnical data for pit optimization for the PFS.
The infill program consisted of 11 RC pre-collars followed by 11 diamond tails for solid core recovery
and 3 standalone RC holes. Several holes were drilled twinning historic holes. Data from the twinned
holes will be used to fulfill data gaps required by the 2012 JORC Code and define variability within the
ore body while extending the modelled block to the west and to a depth of 200m.
BYRO BASE METALS PROJECT
During the year Reverse Cycle (RC) drilling programs were completed at five target areas within the
Milly Milly and Moonborough Intrusions. Completion of drilling and drilling details were announced on
the ASX Platform on 18 October 2021.
The drilling programs included a total of 2,096m of RC drilling for a total of 13 holes. Samples from
drilling were compiled and sent to Intertek Laboratories.
Milly Milly Intrusion (Cu/Ni/PGE)
On 3 May 2022 Athena announced the preliminary results from the Milly Milly Target Areas. Study
works included lithological logging, cross-sectional interpretation, and assay results.
Highlights and findings from these works include.
Discovery of high-grade graphite seams from successful target drilling of an MLTEM conductor from
hole AHRC0096 at Milly Milly within Area 2.
Graphite Intersections include
• 3m @ 4.83%C from 102m including 1m @ 13.02%C from 103m,
• 3m @ 3.16%C from 107m including 1m @ 5.28%C from108m,
• 2m @ 1.68%C from 120m including 1m @ 2.22%C from120m.
Confirmation that lithology within the Conduit Target in Area 3 is a high MgO olivine dunite and directly
related to the main Milly Milly intrusion.
Nickel Intersection includes
• 11m @ 0.46%Ni from 9m including 1m @ 0.82%Ni from 12m.
Discovery of a new package of prospective rock types in close proximity to the recently refined gravity
anomaly within Area 2 at Milly Milly.
• The new package includes felsic -intermediate and ultramafic rock types.
• The sequence is not directly associated with the main Milly Milly intrusion and may represent
an eruptive sequence.
Athena Resources Limited
Page 5
DIRECTORS’ REPORT (continued)
Moonborough Intrusion (Cu/Ni/PGE)
In March 2022 Athena announced the assay results from the Moonborough Intrusion. Study works
included lithological logging, cross-sectional interpretation, thin section petrology and XRD scanning
and assay results.
Highly encouraging copper and PGE results include the following:
AHRC0100: 6m @ 0.32%Cu from 19m, including 1m @ 0.57%Cu, 191ppb Pd, 30ppb Pt from 22m
and 3m @ 0.230g/t Au from 21m including 1m @ 0.317g/t Au from 23m.
AHRC0101: 1m @ 0.39%Cu from 58m, including 0.5m @ 0.62% Cu, 0.28g/t Au, 150 ppb Pd,
50ppb Pt from 58.5m in AHRC0101, within a broad zone of 35m @ 555.9ppm Cu from 46m,
AHRC0106: 18m @ 487.95 ppm Cu from 0m
36m @ 61.36 ppb 3PGE (Pd, Pt, Au) from 0m
The northern gabbro within the Moonborough Intrusion is more extensive than previously mapped. It
thickens, plunges and is open to the northwest. Xray Diffraction analysis, (XRD), was completed on a
small sample of drill cuttings from Moonborough. XRD results imply the gabbro assemblage contains
two phases, a non-mineralized calcic amphibole phase and a mineralised pyroxene gabbro phase.
It is interpreted as a result of a series of magma pulses differentiated by variable geochemistry from a
deep magma source, similar to the emplacement of economic layered intrusions in similar tectonic
environments. Thin section petrology has confirmed that the disseminated ores within the mineralized
pyroxene lens comprise of bornite (Cu), chalcopyrite (Cu), and ilmenite (Ti).
Detailed results of activities and discussion thereon are contained in our Quarterly Activities Reports
which are available on our website www.athenaresources.com.au.
Corporate
Share Capital
During the year, and after shareholder approval was granted at the General Meeting held on 30 July
2021, the Company issued 70,900,000 shares to Directors and Officers to settle fee arrears in the
amount of $567,200.
The fully underwritten Entitlements Issue was also concluded, raising a total before costs of
$2,888,270 for the issue of 105,319,945 entitlement shares and 255,713,834 shortfall shares.
An additional 20,000,000 shares were issued to Goldway Mega Trade for $160,000.
Under the Lead Manager Mandate CPS Capital Group Pty Ltd and or its nominees, received
75,000,000 Options, following the successful reinstatement of the Company on ASX. The Options
have an expiry term of four years with an exercise price of $0.02. Shareholder approval for these
options was granted on 30 November 2021.
These options were issued on 16 February 2022.
During the year a number of shares were released from escrow. At the date of this report there were
no shares in escrow.
Athena Resources Limited
Page 6
DIRECTORS’ REPORT (continued)
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 unless otherwise stated:
Name
Office
Appointed
Resigned
Edmond William Edwards
Hau Wan Wai
Peter John Newcomb
Frank Robert Knezovic
David Colin Wheeler
Giuseppe Paolo Graziano
Clinton Stash Moxham
Executive Director
Non-executive Director
Non-executive Director
Non-executive Director
Non-executive Director
Non-executive Director
Non-executive Director
23-09-2022
30-06-2021
30-06-2021
31-05-2022
01-08-2022
31-05-2022
30-09-2022
01-08-2022
30-09-2022
PARTICULARS OF DIRECTORS AND COMPANY SECRETARY
Edmond William Edwards Executive Director and Company Secretary
Qualifications
Mr Edwards is a member of Chartered Accountants Australia and New Zealand (CAANZ), with a
Bachelor of Commerce from the University of Western Australia.
Experience
Mr Edwards has over 45 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
69,378,831 Fully Paid Shares
Special Responsibilities
Mr Edwards is responsible for the day to day running of the Company with an emphasis on financial
and tenement management.
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.
Athena Resources Limited
Page 7
DIRECTORS’ REPORT (continued)
Hau Wan Wai
Qualifications
Non-executive Director
BA The University of Regina Canada, Major in Marketing.
Experience
Mr Wai speaks Mandarin, Cantonese and English. He was born and resides in Hong Kong. Mr Wai
is also an executive director of Brilliant Glory Industrial Corporation Ltd, the Hong Kong company
which is the 100% parent of major shareholder Brilliant Glory Investments Pty Ltd.
He has over twenty five 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
49,250,000 Fully Paid Shares
Special Responsibilities
Mr Wai is responsible for the promotion of the company in Hong Kong and 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.
Peter John Newcomb
Non-executive Director
Qualifications
Mr Newcomb is a former 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 45 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 twenty years has been in the Resources industry predominantly in Western
Australia.
Interest in Shares
99,275,000 Fully Paid Shares
Special Responsibilities
Financial reporting, financial modelling and geospatial databases.
Directorships held in listed entities
In the 3 years immediately before the end of the financial year Mr Newcomb did not serve as a
director of any other listed companies.
Athena Resources Limited
Page 8
DIRECTORS’ REPORT (continued)
PRINCIPAL ACTIVITIES
The principal activity of the Group 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 at the start of the Directors’ Report.
2022
$
Consolidated loss\(profit) after income tax for the financial year
547,720
Financial Position
At 30 June 2022 the Company has cash reserves of $663,311.
Dividends
2021
$
(343)
No dividends were paid during the year and no recommendation is made as to dividends.
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 Group
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 26, 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 Group 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.
Athena Resources Limited
Page 9
DIRECTORS’ REPORT (continued)
MEETINGS OF DIRECTORS
The following table sets out the number of meetings of the Company’s Directors held during the
year ended 30 June 2022, and the number of meetings attended by each Director.
These meetings included matters relating to the Remuneration and Nomination Committees of the
Company.
Edmond William Edwards
Hau Wan Wai
David Colin Wheeler
Frank Robert Knezovic
Giuseppe Paolo Graziano
Number eligible to
attend
6
6
6
6
-
Number attended
5
6
6
6
-
The Company also attended to other Board business via several circular resolutions of the Board.
AUDIT COMMITTEE
The audit committee was comprised of Executive director Mr E Edwards.
During the year ended 30 June 2022, Mr Edwards held two meetings of the Audit Committee.
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:
Edmond William Edwards
Hau Wan Wai
Peter John Newcomb
Frank Robert Knezovic
David Colin Wheeler
Giuseppe Paolo Graziano
Clinton Stash Moxham
Executive Director
Non-executive Director
Non-executive Director
Non-executive Director
Non-executive Director
Non-executive Director
Non-executive Director
The Company has no other key management personnel.
Resigned
Resigned
Resigned
Resigned
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
Athena Resources Limited
Page 10
DIRECTORS’ REPORT (continued)
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 2022.
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.
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 $120,000 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 six
months’ notice. Tied Investments Pty Ltd may terminate by giving six months’ notice
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 2022
Director
Associated Company
E W Edwards
H W Wai
D C Wheeler
F R Knezovic
G P Graziano
Tied Investments Pty Ltd
Pathways Corporate
Nova Legal *
Pathways Corporate **
Fees
$
120,000
-
48,000
44,000
4,000
216,000
Total
$
120,000
-
48,000
44,000
4,000
216,000
* Represents remuneration from 1 July 2021 to 31 May 2022
** Represents remuneration from 31 May 2022 to 30 June 2022
Athena Resources Limited
Page 11
DIRECTORS’ REPORT (continued)
Year ended 30 June 2021
Director
Associated Company
E W Edwards
H W Wai
Tied Investments Pty Ltd
Fees
$
150,000
-
150,000
Total
$
150,000
-
150,000
Aggregate amounts payable to Directors and their personally related entities.
Current
Accounts Payable (including GST)
Services provided by Director
Services provided by related party
Loans
2022
$
2021
$
-
-
-
-
33,000
52,484
40,000
125,484
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
E W Edwards
Hau Wan Wai
D C Wheeler**
F R Knezovic *
G P Graziano**
Balance
1 July
2021
38,128,831
43,000,000
-
-
-
81,128,831
Balance on
appointment
Acquired
during the
year
At date of
resignation
Balance
30 June
2022
-
-
-
-
6,250,000
6,250,000
31,250,000
6,250,000
6,250,000
6,250,000
-
50,000,000
-
-
-
6,250,000
-
6,250,000
69,378,831
49,250,000
6,250,000
-
6,250,000
131,128,831
resigned 31 May 2022
*
** single holding by Pathways Corporate of which both are Directors
The shareholding disclosed for Hau Wan Wai is held in Brilliant Glory Investments Pty Ltd of which
Hau Wan Wai is a Director.
The Company received no specific feedback on its Remuneration Report at the 2021 Annual
General Meeting.
End of Remuneration Report
Athena Resources Limited
Page 12
DIRECTORS’ REPORT (continued)
SHARE OPTIONS
As at the date of this report, there were 75,000,000 unlisted options over unissued ordinary shares
in the parent entity. The options are exercisable at 2c per share and expire on 15 February 2026.
ENVIRONMENTAL ISSUES
The Group has conducted exploration activities on mineral tenements. The right to conduct these
activities is granted subject to environmental conditions and requirements. The group aims to
ensure a high standard of environmental care is achieved and, as a minimum, to comply with
relevant environmental regulations. There have been no known breaches of any of the
environmental conditions.
INDEMNIFICATION OF DIRECTORS
During the financial year, the Company has given an indemnity or entered into an agreement to
indemnity as follows:
The Company has entered into agreements with Mr E Edwards to indemnify him 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
Our auditors, HLB Mann Judd provided an Independent Limited Assurance Report for inclusion
within the Company’s Prospectus during the year at a cost of $7,575.
No other Non-Audit services were provided during the year.
The directors are satisfied that the provision of non-audit services during the financial year, by the
auditor (or by another another person or firm on the auditor's behalf), is compatible with the general
standard of independence for auditors imposed by the Corporations Act 2001.
• The directors are of the opinion that the services as disclosed in Note 23 to the financial
statements do not compromise the external auditor's independence requirements of the
Corporations Act 2001 for the following reasons:
• all non-audit services have been reviewed and approved to ensure that they do not impact
the integrity and objectivity of the auditor; and
• none of the services undermine the general principles relating to auditor independence as
set out in APES 110 Code of Ethics for Professional Accountants issued by the Accounting
Professional and Ethical Standards Board, including reviewing or auditing the auditor's own
work, acting in a management or decision-making capacity for the company, acting as
advocate for the company or jointly sharing economic risks and rewards.
Athena Resources Limited
Page 13
DIRECTORS’ REPORT (continued)
AUDITOR’S INDEPENDENCE DECLARATION
The auditor’s independence declaration as set out on page 15 has been received for the year
ended 30 June 2022 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, 2022.
Athena Resources Limited
Page 14
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 2022, 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 2022
M R Ohm
Partner
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2022
PROFIT & LOSS
Expenses
Directors’ remuneration
Salaries and employee costs
Legal and professional
Office and communication
Listing and share registry
Financial expenses
Depreciation
Other expenses
Note
Consolidated
2022
$
2021
$
244,000
227,337
144,568
11,304
51,375
41,540
-
68,996
7
150,000
198,272
165,100
15,692
42,563
11,681
1,266
13,191
Total Expenses
789,120
597,765
Recoveries to capitalised exploration
8
(241,400)
(205,400)
Expenses net of recoveries
547,720
392,365
Other income
LOSS/(PROFIT) BEFORE INCOME TAX BENEFIT
Income tax benefit
2
4
-
(392,708)
547,720
(343)
-
-
NET LOSS/(PROFIT) FOR THE YEAR
547,720
(343)
Other comprehensive income
-
-
TOTAL COMPREHENSIVE LOSS/(INCOME) FOR THE YEAR
547,720
(343)
Basic loss per share (cents per share)
24
0.072
-
These financial statements should be read in conjunction with the accompanying notes.
Athena Resources Limited
Page 16
STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2022
BALANCE SHEET
CURRENT ASSETS
Cash and cash equivalents
Trade and other receivables
Total Current Assets
NON-CURRENT ASSETS
Note
Consolidated
2022
$
2021
$
5
6
663,311
232,913
130,031
70,810
896,224
200,841
Plant and equipment
Mineral exploration and evaluation
7
8
-
10,965,438
-
9,247,238
Total Non-Current Assets
10,965,438
9,247,238
TOTAL ASSETS
CURRENT LIABILITIES
Trade creditors and accruals
Annual leave payable
Other liabilities
Related party loans
11,861,662
9,448,079
9
10
11
62,120
34,187
424,855
-
214,023
26,345
22,623
40,000
Total Current Liabilities
521,162
302,991
NON-CURRENT LIABILITIES
Long service leave provision
Total Non-Current Liabilities
TOTAL LIABILITIES
NET ASSETS
EQUITY
Contributed equity
Reserves
Accumulated losses
TOTAL EQUITY
56,001
49,527
56,001
49,527
577,163
352,518
11,284,499
9,095,561
13
14
12
18,956,665
323,100
(7,995,266)
11,284,499
16,543,107
-
(7,447,546)
9,095,561
These financial statements should be read in conjunction with the accompanying notes.
Athena Resources Limited
Page 17
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2022
EQUITY
Consolidated
Year ended 30 June 2021
Issued
Capital
$
Reserves
$
Accumulated
Losses
$
Total
$
Balance at 1 July 2020
Issue of shares
Issue costs
Comprehensive income for the year
Balance at 30 June 2021
14,944,446
1,656,200
(57,539)
-
16,543,107
-
-
-
-
-
(7,447,889)
-
-
343
(7,447,546)
7,496,557
1,656,200
(57,539)
343
9,095,561
Year ended 30 June 2022
Balance at 1 July 2021
Issue of shares
Issue costs – cash based
Issue costs – fair value of options
Comprehensive loss for the year
Balance at 30 June 2022
16,543,107
3,048,270
(319,112)
(315,600)
-
18,956,665
-
7,500
-
315,600
-
323,100
(7,447,546)
-
-
(547,720)
(7,995,266)
9,095,561
3,055,770
(319,112)
-
(547,720)
11,284,499
These financial statements should be read in conjunction with the accompanying notes.
Athena Resources Limited
Page 18
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2022
CASH FLOW
Note
Consolidated
2022
$
2021
$
CASH FLOWS FROM OPERATING ACTIVITIES
Payments to suppliers
Interest received
(816,324)
-
(291,763)
4
Net Cash (Outflow) from Operating Activities
15
(816,324)
(291,759)
CASH FLOWS FROM INVESTING ACTIVITIES
Payments for mineral exploration and evaluation
(1,347,054)
(625,202)
Net Cash (Outflow) From Investing Activities
(1,347,054)
(625,202)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issue of shares
Repayments of borrowings from related parties
Share issue transaction costs
11
3,055,770
(40,000)
(319,112)
1,089,000
(60,000)
-
Net Cash Inflow from Financing Activities
2,696,658
1,029,000
Net increase in cash held
533,280
112,039
Cash and cash equivalents at beginning of the financial year
130,031
17,992
Cash and cash equivalents at the end of the financial year
5
663,311
130,031
These financial statements should be read in conjunction with the accompanying notes.
Athena Resources Limited
Page 19
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
NOTE 1 – STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES
Statement of Compliance
These consolidated financial statements are general purpose financial statements prepared in
including Accounting
accordance with the requirements of the Corporations Act 2001
Interpretations and other authoritative pronouncements of the Australian Accounting Standards
Board (‘AASB’) and applicable accounting standards.
The accounting policies and methods of computation adopted are consistent with those of the
previous financial year except for the impact of the new standards and interpretations effective 1
July 2021 disclosed below. These accounting policies are consistent with Australian Accounting
Standards and with International Financial Reporting Standards.
The financial statements were authorised for issue on 30 September 2022.
The financial statements comply with Australian Accounting Standards, which include Australian
equivalents to International Financial Reporting Standards (AIFRS). Compliance with AIFRS
ensures that the financial report, comprising the financial statements and notes thereto, complies
with International Reporting Standards (IFRS).
Basis of Preparation
This report has been prepared on a historical cost basis. Cost is based on the fair value of the
consideration given in exchange for assets. The company is domiciled in Australia and all
amounts are presented in Australian dollars, unless otherwise noted.
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;
• The sale of assets; or
• Deferral of creditors payments
Should such funding not be received, or not received on a sufficiently timely basis, there would
be a material uncertainty which may cast significant doubt as to the Group’s ability to continue as
a going concern and realise its assets and extinguish its liabilities in the ordinary course of
business, and at the amounts stated in the financial report.
Adoption of New and Revised Standards
In the year ended 30 June 2022, the directors have reviewed all of the new and revised
Standards and Interpretations issued by the AASB that are relevant to the Group’s operations
and effective for annual reporting periods beginning on or after 1 July 2021.
Athena Resources Limited
Page 20
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
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 Group’s business and therefore, no change is
necessary to Group accounting policies.
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 2022. As a result of this review the directors
have determined that there is no impact, material or otherwise, of the new and revised Standards
and Interpretations on the Group’s business and, therefore, no change necessary to Group
accounting policies.
Segment Reporting
Operating segments are reported in a manner that is consistent with the internal reporting
provided to the chief operating decision maker. The chief operating decision maker has been
identified as the Board of Athena Resources Limited.
Accounting Policies
(a)
Principles of Consolidation
A controlled entity is any entity controlled by Athena Resources Limited. Control exists where
Athena Resources Limited has the capacity to dominate the decision making in relation to the
financial and operating policies of another entity so that the other entity operates with Athena
Resources Limited to achieve the objectives of Athena Resources Limited. All controlled entities
have a 30 June financial year-end.
All intercompany balances and transactions between entities in the consolidated entity, including
any unrealised profit or losses, have been eliminated on consolidation. Accounting policies of
subsidiaries have been changed where necessary to ensure consistencies with those policies
applied by the parent entity.
Where controlled entities have entered or left the Group 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
Athena Resources Limited
Page 21
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
that the Group 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
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 Group 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.
(d) 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.
(e) Mineral Exploration and Evaluation Expenditure
Exploration and evaluation expenditure incurred is either written off as incurred or accumulated in
respect of each identifiable area of interest. Tenement acquisition costs are initially capitalised.
Costs are only carried forward to the extent that they are expected to be recouped through the
successful development of the areas, sale of the respective areas of interest or where activities
in the area have not yet reached a stage, which permits reasonable assessment of the existence
of economically recoverable reserves.
Accumulated costs in relation to an abandoned area are written off in full in the year in which the
decision to abandon the areas is made.
Athena Resources Limited
Page 22
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
When production commences, the accumulated costs for the relevant area of interest are
amortised over the life of the area according to the rate of depletion of the economically
recoverable reserves.
A regular review is undertaken of each area of interest to determine the appropriateness of
continuing to carry forward costs in relation to that area of interest.
Restoration, rehabilitation and environmental costs necessitated by exploration and evaluation
activities are expensed as incurred and treated as exploration and evaluation expenditure.
(f)
Impairment of Assets
At each reporting date, the Directors review the carrying values of its tangible and intangible
assets to determine whether there is any indication that those assets have been impaired. If such
an indication exists, the recoverable amount of the assets, being the higher of the asset’s fair
value less costs to sell and value in use, is compared to the asset’s carrying value. Any excess of
the asset’s carrying value over its recoverable amount is expensed to the statement of
comprehensive income.
Where it is not possible to estimate the recoverable amount of an individual asset, the Group
estimates the recoverable amount of the cash-generating unit to which the asset belongs.
(g)
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.
(h) 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.
(i)
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).
(j)
Share-based Payments
The cost of equity-settled transactions are measured at fair value on grant date. Fair value is
independently determined using either the Binomial or Black-Scholes option pricing model that
takes into account the exercise price, the term of the option, the impact of dilution, the share
price at grant date and expected price volatility of the underlying share, the expected dividend
yield and the risk free interest rate for the term of the option, together with non-vesting conditions
that do not determine whether the consolidated entity receives the services that entitle the
employees to receive payment. No account is taken of any other vesting conditions.
(k) 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.
Athena Resources Limited
Page 23
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
(l)
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.
(m) Comparative Figures
When required by Accounting Standards, comparative figures have been adjusted to conform to
changes in presentation for the current financial year.
(n)
Impairment of Exploration Expenditure
The Directors assess impairment at each reporting date by evaluating conditions specific to the
Group 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 30 June 2022.
(o) Critical Accounting Estimates and Judgements
The preparation of the financial statements requires management to make judgements,
estimates and assumptions that affect the reported amounts in the financial statements.
Management continually evaluates its judgements and estimates in relation to assets, liabilities,
contingent liabilities, revenue and expenses. Management bases its judgements, estimates and
assumptions on historical experience and on other various factors, including expectations of
future events, management believes to be reasonable under the circumstances. The resulting
accounting judgements and estimates will seldom equal the related actual results. The
judgements, estimates and assumptions that have a significant risk of causing a material
adjustment to the carrying amounts of assets and liabilities (refer to the respective notes) within
the next financial year are discussed below.
1) Exploration and evaluation costs
Exploration and evaluation costs have been capitalised on the basis that the
consolidated entity will commence commercial production in the future, from which time
the costs will be amortised in proportion to the depletion of the mineral resources. Key
judgements are applied in considering costs to be capitalised which includes determining
expenditures directly related to these activities and allocating overheads between those
that are expensed and capitalised. In addition, costs are only capitalised that are
expected to be recovered either through successful development or sale of the relevant
mining interest. Factors that could impact the future commercial production at the mine
include the level of reserves and resources, future technology changes, which could
impact the cost of mining, future legal changes and changes in commodity prices. To the
extent that capitalised costs are determined not to be recoverable in the future, they will
be written off in the period in which this determination is made.
Athena Resources Limited
Page 24
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
2) Share-based payment transactions
The consolidated entity measures the cost of equity-settled transactions with employees
by reference to the fair value of the equity instruments at the date at which they are
granted. The fair value is determined by using either the Binomial or Black-Scholes
model taking into account the terms and conditions upon which the instruments were
granted. The accounting estimates and assumptions relating to equity-settled share-
based payments would have no impact on the carrying amounts of assets and liabilities
within the next annual reporting period but may impact profit or loss and equity.
NOTE 2 – OTHER INCOME
Revenue from non-operating activities
Interest received
Covid-19 Cash Boost
Directors fee arrears written off (net of GST)
Total
Consolidated
2022
$
2021
$
-
-
-
-
4
15,795
376,909
392,708
NOTE 3 – LOSS FROM ORDINARY ACTIVITIES BEFORE TAX EXPENSE
Expenses
Depreciation of non-current assets:
Motor vehicles
Total depreciation of non-current assets
-
-
1,266
1,266
Athena Resources Limited
Page 25
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
NOTE 4 – INCOME TAX
No income tax is payable by Athena as each entity in the Group 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:
Tax Losses for the year
Profit/(Loss) for the year
Income tax calculated at 25.0% (2021 27.5%)
Deferred tax asset not recognised
Income Tax Attributable to Operating Loss
Accumulated Tax Losses
(Profit)/Loss for the year
Tax free income – cash boost
Disallowable expenses
Timing differences on depreciation of assets
Exploration expenditure
Provisions movement
Legal costs deemed to be capital transferred to Section 40-880
Section 40-880 deduction
Tax loss for the year
Tax losses brought forward
Current year loss
Tax losses carried forward
Section 40-880
Consolidated
2022
$
2021
$
(547,720)
343
(136,930)
136,930
-
94
(94)
-
547,720
-
(2,506)
2,142
1,718,200
(418,171)
-
157,832
2,005,217
(343)
15,795
(5,123)
2,424
408,075
(88,547)
(60,668)
30,890
302,503
14,353,294
2,005,217
16,358,511
14,050,791
302,503
14,353,294
Balance brought forward
Share Issue costs per Statement of Financial Position (Note 13)
Fair value of options issued (Note 13)
Legal costs deemed to be capital
Claim for the year
Balance carried forward – available for claim in future years
111,812
319,112
315,600
-
(157,832)
588,692
24,495
57,539
60,668
(30,890)
111,812
The potential deferred tax asset has not been brought to account in the financial report at 30 June
2022 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 entities 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;
Athena Resources Limited
Page 26
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
(b) The Company and its controlled entities 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 entities in
realising the benefit from the deductions for the tax losses and unrecouped exploration
expenditure.
Franking Credits
No franking credits are available at balance date for the subsequent financial year.
NOTE 5 – CASH AND CASH EQUIVALENTS
Cash at bank and on hand
NOTE 6 – TRADE AND OTHER RECEIVABLES
Current
Debtors
Prepaid Tenement Rent
Progress payments
GST Receivable
NOTE 7 – PLANT AND EQUIPMENT
Consolidated
2022
$
663,311
663,311
2021
$
130,031
130,031
-
60,290
150,000
22,623
232,913
-
54,416
-
16,394
70,810
Year ended 30 June 2021
Balance at 1 July 2020
Additions
Disposals
Depreciation Charge
Balance at 30 June 2021
Year ended 30 June 2022
Balance at 1 July 2021
Additions
Disposals
Depreciation Charge
Balance at 30 June 2022
Cost
$
Accumulated
Depreciation
$
Net Book
Value
$
71,356
-
-
-
71,356
71,356
-
-
-
71,356
(70,090)
-
-
(1,266)
(71,356)
(71,356)
-
-
-
(71,356)
1,266
-
-
(1,266)
-
-
-
-
-
-
Athena Resources Limited
Page 27
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
NOTE 8 – MINERAL EXPLORATION AND EVALUATION
Exploration and evaluation phase:
Consolidated
2022
$
2021
$
Balance at 1 July 2021
9,247,238
8,839,163
Expenditure during the year on external costs and services
Overheads recovered through timesheet allocations
1,476,800
241,400
202,675
205,400
Balance at 30 June 2022
10,965,438
9,247,238
The recoupment of costs carried forward in relation to areas of interest in the exploration and
evaluation phase is dependent on the successful development and commercial exploitation or sale of
the respective areas.
NOTE 9 – TRADE CREDITORS AND ACCRUALS
Current
Accounts payable
NOTE 10 – OTHER LIABILITIES
Accrued overhead expenses
Accrued exploration expenses
Days in lieu
Employee deductions and entitlements
62,120
62,120
214,023
214,023
-
376,000
26,937
21,918
424,855
16,000
-
-
6,623
22,623
NOTE 11 – RELATED PARTY LOANS
A loan outstanding of $40,000 from former Director David Webster at the 2021 year end was settled
in July 2021.
There have been no other related party loan movements during the current year and no balances
outstanding at 30 June 2022.
Athena Resources Limited
Page 28
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
NOTE 12 – ACCUMULATED LOSSES
Balance at beginning of the year
Net Profit\(Loss) for the year
Balance at end of the year
NOTE 13 – CONTRIBUTED EQUITY
Issued Capital
As at 1 July 2021
Issued during the year for cash
Share issue costs – cash based
Share issue costs – fair value of options
Unissued Capital
Consolidated
2022
$
(7,447,546)
(547,720)
(7,995,266)
2021
$
(7,447,889)
343
(7,447,546)
$
$
16,543,107
3,048,270
(319,112)
(315,600)
18,956,665
14,944,446
1,089,000
(57,539)
-
15,975,907
Applications received subject to shareholder approval
As at 30 June 2022
-
18,956,665
567,200
16,543,107
Issued Capital
As at 1 July 2021
Issued during the year for cash under 1:1 Rights Issue
Issued during the year for cash under Placement
Issued during the year with shareholder approval
Shares
2022
Shares
2021
361,033,779
361,033,779
20,000,000
70,900,000
300,605,208
60,428,571
-
-
812,967,558
361,033,779
Applications received subject to shareholder approval
As at 30 June 2022
-
812,967,558
70,900,000
431,933,779
During the 2021 year applications were received from Directors and Officers for shares in conversion
of fee arrears. This issue of these shares was subject to shareholder approval. At a General Meeting
of the Company held on 30 July 2021 shareholders approved this issue.
Ordinary shares entitle the holder to participate in dividends and the proceeds on the winding up of
the company in proportion to the number of and amounts paid on the shares held. The fully paid
ordinary shares have no par value and the company does not have a limited amount of authorised
capital.
On a show of hands every member present at a meeting in person or by proxy shall have one vote
and upon a poll each share shall have one vote.
Athena Resources Limited
Page 29
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
NOTE 14 – RESERVES
Balance at beginning of the year
Share-based payment transactions
Option fee received
Balance at end of the year
Consolidated
2022
$
-
315,600
7,500
323,100
2021
$
-
-
-
-
The share-based payment reserve is used to recognise difference between the amount paid for
options and the fair value on grant date. Fair value was independently determined using Black-
Scholes option pricing model that took into account the exercise price, the term of the option, the
share price at grant date and expected price volatility of the underlying share.
During the year, 75,000,000 options were issued under the lead manager mandate to CPS Capital
Group Pty Ltd and its nominees following the successful re-instatement of the Company on ASX. The
options have an expiry term of four years with an exercise price of $0.02.
NOTE 15 – STATEMENT OF CASH FLOWS
Reconciliation of profit/(loss) after income tax to net operating cash flows
Profit\(Loss) from ordinary activities
(547,720)
343
Depreciation
Directors fee arrears written off
Share issue costs
Movement in assets and liabilities
Receivables and prepayments
Payables and provisions
Net cash used in operating activities
-
-
-
1,266
(414,600)
(57,539)
(6,228)
(262,376)
(816,324)
18,343
160,428
(291,759)
NOTE 16 – FINANCIAL INSTRUMENTS
The Directors have assessed that the carrying value of financial assets and financial liabilities
approximate their fair value at balance date.
Athena Resources Limited
Page 30
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
NOTE 17 – COMMITMENTS FOR EXPENDITURE
Mineral Tenement Leases
In order to maintain current rights of tenure to mining tenements, the Group will be required to outlay
amounts of $3,257,000 (2021: $3,809,300) 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
2022
$
651,400
651,400
1,954,200
3,257,000
2021
$
761,860
761,860
2,285,580
3,809,300
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 18 – CONTINGENT LIABILITIES
Athena Resources Limited and its controlled entities have no known material contingent liabilities as
at 30 June 2022.
NOTE 19 – INVESTMENT IN CONTROLLED ENTITIES
Class of
Shares
Book Value of Athena’s
Investments
Complex Exploration Pty Ltd
Capricorn Resources Pty Ltd
Byro Exploration Pty Ltd
Ordinary
Ordinary
Ordinary
100%
100%
100%
2022
$
100
200
1,390,000
1,390,300
2021
$
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 each entity.
Byro Exploration Pty Ltd is a wholly owned subsidiary of Complex Exploration Pty Ltd.
Athena Resources Limited
Page 31
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
NOTE 20 – SEGMENT INFORMATION
During the year the Group operated principally in one business segment being mineral exploration
within Australia.
NOTE 21 – KEY MANAGEMENT PERSONNEL
(a)
Directors
The names and positions of Directors in office at any time during the financial year are:
Edmond William Edwards
Hau Wan Wai
David Colin Wheeler
Frank Robert Knezovic
Giuseppe Paolo Graziano
Executive Director
Non-executive Director
Non-executive Director
Non-executive Director
Non-executive Director
Resigned 31 May 2022
Appointed 31 May 2022
(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
Consolidated
2022
$
216,000
-
-
216,000
2021
$
150,000
-
-
150,000
d)
Aggregate amounts payable to Directors and their personally related entities.
Current
Accounts payable
Loans Mr Webster (former Director)
Consolidated
2022
$
-
-
-
2021
$
85,484
40,000
125,484
Athena Resources Limited
Page 32
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
NOTE 22 – RELATED PARTY INFORMATION
Transactions within the Group
Non-current receivables – Controlled Entities
Less : Provision for non recovery
NOTE 23 – REMUNERATION OF AUDITORS
Parent Entity
2022
$
2021
$
12,520,923
(1,554,985)
10,965,938
10,802,723
(1,554,985)
9,247,738
Amount received, or due and receivable, by the auditors for:
Auditing and reviewing of the consolidated financial statements of
Athena Resources Limited
Other services – Independent Limited Assurance Report
Consolidated
2022
$
2021
$
23,823
7,575
31,398
19,050
-
19,050
Audit fees are included in Legal and Professional expenses in the Statement of Comprehensive
Income.
NOTE 24 – LOSS PER SHARE
Consolidated
2022
$
2021
$
Profit/(Loss) used in the calculation of loss per share
(547,720)
343
Weighted average number of ordinary shares outstanding during
the year
758,234,951
310,538,579
Basic loss per share (cents per share)
0.072
-
NOTE 25 – FINANCIAL RISK MANAGEMENT
Financial Risk Management Policies
The Group’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
Athena Resources Limited
Page 33
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
developed a framework for a risk management policy and internal compliance and control systems
that covers the organisational, financial and operational aspects of the Group’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 Group’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:
Financial Assets
- Cash at bank
- Trade debtors
Total Financial Assets
Financial Liabilities
- Trade Creditors
- Accruals
- Related Party Loans
Total Financial Liabilities
Non-Interest Bearing
Floating Interest Rate
2022
$
663,311
232,913
896,224
62,120
515,043
-
577,163
2021
$
130,031
70,810
200,841
214,023
98,494
40,000
352,517
2022
$
2021
$
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Weighted Average Effective Interest Rate is 0.1% (2021: 0.1%)
Liquidity Risk
The Group 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 forming part of the financial statements.
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 Group 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 Group in order to maximise the return to shareholders and
ensure that the Group can fund its operations and continue as a going concern.
Athena Resources Limited
Page 34
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
Management effectively manages the consolidated entity’s capital by assessing the Group’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 Group
since the prior year.
Financial Instruments
Net Fair Values
For financial assets and liabilities, the net fair value approximates their carrying value. The Group 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 Group has not performed a sensitivity analysis relating to its exposure to interest rate risk.
NOTE 26 – EVENTS SUBSEQUENT TO BALANCE DATE
No matters or circumstances have arisen since the end of the financial year that have significantly
affected, or may significantly affect, the operations of the Group, the results of these operations or the
state of affairs of the Group, in the current or subsequent financial years.
Athena Resources Limited
Page 35
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
NOTE 27 – 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
NON-CURRENT LIABILITIES
Long service leave provision
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued capital
Accumulated losses
TOTAL EQUITY
Financial Performance
2022
$
662,511
232,913
895,424
2021
$
129,231
70,810
200,041
-
300
10,965,938
10,966,238
-
300
9,247,738
9,248,038
11,861,662
9,448,079
521,162
521,162
302,991
302,991
56,001
49,527
577,163
352,518
11,284,499
9,095,560
19,279,765
(7,995,266)
16,543,107
(7,447,546)
11,284,499
9,095,561
(Loss)/profit for the year
Other comprehensive income
Total comprehensive (loss)/income
(547,720)
-
(547,720)
343
-
343
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 36
DIRECTORS’ DECLARATION
FOR THE YEAR ENDED 30 JUNE 2022
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)
b)
c)
giving a true and fair view of the Group’s financial position as at 30 June 2022 and of
its performance for the year then ended; and
complying with Australian Accounting Standards, the Corporations Regulations 2001,
professional reporting requirements and other mandatory requirements.
there are reasonable grounds to believe that the Company will be able to pay its debts
as and when they become due and payable.
the 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 2022.
_______________________________
E W Edwards
Executive Director
Dated at Perth this 30th day of September 2022
Athena Resources Limited
Page 37
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
2022, 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 2022 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 matter below to be the key audit matter to
be communicated in our report.
Key Audit Matter
How our audit addressed the key audit
matter
Mineral exploration and evaluation
Refer to Note 8
The Group has a capitalised mineral
exploration and evaluation balance of
$10,965,438 as at 30 June 2022.
In
accordance with AASB 6 Exploration for and
Evaluation of Mineral Resources, the Group
capitalises
evaluation
exploration
expenditure as incurred.
and
We considered this to be a key audit matter due
to its materiality, the degree of audit effort and
communication with management and
its
importance for the users’ understanding of the
financial statements.
-
-
Our procedures included but were not
limited to:
- Obtaining evidence that the Group has
current rights to tenure of its areas of
interest;
Substantiating a sample of exploration
and evaluation expenditure;
Considering the Directors’ assessment
of potential indicators of impairment
under AASB 6 Exploration for and
Evaluation of Mineral Resources in
addition
own
assessment;
Examining the exploration budget for
the year ending 30 June 2023 and
discussing with management
the
nature of planned ongoing activities;
and
Assessing the appropriateness of the
disclosures included in the relevant
notes to the financial report.
to making
our
-
-
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 2022, 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.
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.
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 2022.
In our opinion, the Remuneration Report of Athena Resources Limited for the year ended 30 June 2022
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 2022
M R Ohm
Partner
SHAREHOLDER DETAILS
FOR THE YEAR ENDED 30 JUNE 2022
ANALYSIS OF SHAREHOLDING – 30 SEPTEMBER 2022
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 – or more
Total on issue
Holders
SHARES
32
47
63
398
470
1,010
4,970
137,137
539,565
19,342,134
792,943,752
812,967,558
362 shareholders, with a total of 6,687,742 shares, hold less than marketable parcel of $500.
Voting Rights
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.
Goldway Mega Trade Limited
Edmond William Edwards
Peter John Newcomb
Brilliant Glory Industrial Corp Ltd
Directors’ Shareholding
72,082,857
69,378,831
50,700,000
49,250,000
Interest of each director in the share capital of the Company is detailed in the Remuneration Report.
Athena Resources Limited
Page 42
SHAREHOLDER DETAILS
FOR THE YEAR ENDED 30 JUNE 2022
TOP TWENTY SHAREHOLDERS 30 SEPTEMBER 2022
Shareholder
Shares
%
Rank
Goldway Mega Trade Limited
Tied Nominees Pty Ltd
Stonydeep Investments Pty Ltd
Brilliant Glory Industrial Corp Ltd
Sunset Capital Management P/L
Mr David Webster
Mr James G Puklowski
Clive Waterson Superfund P/L
Cobpen Co Investments Pty Ltd
Ms Natasha Baker
Mr Peter Andrew Nelson
Mr Harold Gordon Shore
Mr Terence Paul Weston
Citicorp Nominees Pty Limited
Kelanco Pty Ltd
Kokatu Pty Ltd
Vitor Pty Ltd
Mr Mark Vincent Snabel-Matthews
Mr Liam Patrick Kelly + Ms Heather Salomons
Mr Andrew John Puklowski
Total
72,082,857
69,378,831
49,400,000
49,250,000
20,000,000
18,750,000
18,400,000
17,000,000
15,096,626
14,180,000
12,551,522
12,395,749
11,142,000
11,008,586
11,000,000
9,963,871
8,333,333
7,500,000
7,487,222
7,166,350
442,086,947
8.87
8.53
6.08
6.06
2.46
2.31
2.26
2.09
1.86
1.74
1.54
1.52
1.37
1.35
1.35
1.23
1.03
0.92
0.92
0.88
54.38
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
TOP TWENTY OPTIONHOLDERS 30 SEPTEMBER 2022
Optionholder
Options
%
Rank
Celtic Capital Pty Ltd
CPS Capital No 5 Pty Ltd
Plutus Ventures Pty Ltd
Mr David Peter Valentino
Mr Brent Joseph Evitt
Mercury Anetac Capital Pty Ltd
Phi Group Pty Ltd
Princeton Capital (WA) Pty Ltd
Honeybee Anhm Pty Ltd
Mr Mason King
Total
39,482,724
22,499,997
5,331,573
4,102,381
716,665
716,665
716,665
716,665
537,499
179,166
75,000,000
52.64
30.00
7.11
5.47
0.96
0.96
0.96
0.96
0.72
0.24
1
2
3
4
5
6
7
8
9
10
Athena Resources Limited
Page 43
INTEREST IN MINING TENEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
INTEREST IN MINING TENEMENTS
Athena Resources Limited 100%
Tenement Type
Byro Exploration
E09/1507
E09/1552
E09/1637
E09/1781
E09/1938
Byro Project Mining
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 44