Table of Contents
2 | P a g e
Annual Report 30 June 2024
Corporate Information………………………………………………………………………………………………………………………3
Chair’s Letter…………………………………………………………………………………………………………………………………….4
Review of Operational Activities……………………………………………………………………………………………………….5
Review of Corporate Activities………………………………………………………………………………………………………..12
Directors’ Report…………………………………………………………………………………………………………………………….13
Auditor’s Independence Declaration……………………………………………………………………………………………….25
Consolidated Statement of Profit and Loss and Other Comprehensive Income……………………………….26
Consolidated Statement of Financial Position………………………………………………………………………………….27
Consolidated Statement of Changes in Equity………………………………………………………………………………….28
Consolidated Statement of Cashflows………………………………………………………………………………………………29
Notes to the Financial Statements……………………………………………………………………………………………………30
Consolidated Entity Disclosure Statement…………………………………………………………………………………..……51
Directors’ Declaration………………………………………………………………………………………………………………………52
Independent Auditor’s Report………………………………………………………………………………………………………….53
Additional ASX Information.……………………………………………………………………………………………………………..57
Corporate Information
3 | P a g e
Annual Report 30 June 2024
Directors
Cathy Moises (Non-Executive Chair)
Matt Shackleton (Managing Director & Chief Executive Officer)
Jonathan Fisher (Non-Executive Director)
Company Secretary
Michael Fry
Registered Office & Principal Place of Business
Level 14, QV1, 250 St Georges Terrace
PERTH WA 6000
Telephone: +61 8 9322 1003
Solicitors
Steinepreis Paganin
Level 14, QV1, 250 St Georges Terrace
PERTH WA 6000
Share Registry
Automic Registry Services
Level 2, 267 St George’s Terrace
PERTH WA 6000
Auditors
In.Corp Audit & Assurance Pty Ltd
Suite 11, Level 1
4 Ventnor Avenue
WEST PERTH WA 6005
Website
www.australianpotash.com.au
Stock Exchange Listing
Australian Potash Limited fully paid ordinary shares (ASX code APC)
Chair’s Letter
4 | P a g e
Annual Report 30 June 2024
Dear Shareholders
Welcome to the 2024 Annual Report for Australian Potash Limited (APC). I had the pleasure of becoming your
Chair following the Company effectuating the Deed of Company Arrangement (DOCA) in February 2024. The
period of transformation for the Company continued during the year through the appointment in December
2023 of voluntary administrators. A DOCA was proposed by Managing Director and CEO Matt Shackleton in
January 2024, with creditors resolving to accept the terms of that DOCA, with control of the Company returning
to directors on 1 February 2024.
Over the year, we have transitioned from a well-advanced development project within the SOP space, through
to entering into voluntary administration in a period where the market lost interest within the potash space
(through the demise of a number of the key players), and ended the year on far more stable footing, with a clean
balance sheet, refreshed board and management team, and some highly prospective exploration projects to
drive the company forward with. All current projects are located within Western Australia, with the key areas of
focus being the Nexus project, and the Lake Wells gold project.
The Nexus Project is located in the West Arunta region of WA, where the area has been the focus of significant
exploration by a number of companies since 2022 through delineation of high-grade carbonatite hosted niobium
rich discoveries. APC significantly increased its project area in July 2024 through the acquisition of the issued
capital of Green Metals Group Pty Ltd (GMG) adding tenements covering 179km2 contiguous to our existing
holdings in the region. Following execution of a Land Access Agreement in September 2024, we have now
submitted the work programs for heritage clearance assessment. We await finalisation of the clearance
assessment before commencing exploration in the area.
The Lake Wells gold project has overlapping tenure with the Lake Wells SOP project. Significant exploration work
was undertaken through a JV with SBM between 2018 and 2022, with SMB withdrawing from the JV in July 2022.
Having conducted an Air-core drilling program within the project area in June 2024, we await full assay results
from this program.
Our Laverton Downs Project (LPD) is currently under consideration by a number of third parties, and at the date
of this report is considered non-core.
With recapitalisation of the Company now complete I would like to express my gratitude to you as one of
Australian Potash’s shareholders. Your company is now ideally positioned to take advantage of the enormous
potential of the Lake Wells Gold Project and the extremely interesting Western Australian West Arunta rare earth
and lithium prospects at the Nexus Project. The board and management team look forward to working with all
of our stakeholders over the coming year as we continue to strive to create meaningful shareholder value.
Cathy Moises
Non-Executive Chair
Review of Operational Activities
5 | P a g e
Annual Report 30 June 2024
Nexus Rare Earth Project (Nexus)
In July 2024 the Company announced it had entered into a transaction to acquire the issued capital of Green
Metals Group Pty Ltd (GMG), the applicant for two exploration licenses in the West Arunta covering 179km2 and
lying largely contiguous to the Company’s Nexus Project tenure. The transaction is due to settle at or shortly
after the date of this report.
Attention has been focused on the West Arunta region since 2022 through the discovery of a high-grade
carbonatite hosted niobium deposit by explorer WA1 Resources Limited (ASX: WA1). This discovery has been
followed by further carbonatite hosted niobium rich discoveries by other workers in the area including Encounter
Resources Limited (ASX: ENR) demonstrating that the region can be considered highly prospective for rare and
other critical mineral elements.
The area of focus for existing successful explorers is approximately 80km to the north of APC’s tenure with many
active explorers working ground between the Nexus Project and the world-class Luni niobium discovery (see
Figure 1 below).
Figure 1: APC’s Nexus Project location in the West Arunta region of Western Australia showing relative
positions of niobium discoverer WA1’s Luni deposit, and locations of other workers’ deposits and prospects
Nexus Exploration Strategy
Successful exploration for Niobium rich carbonatite intrusions across the West Arunta has been led by modelling
of gravity and magnetic survey anomalism, with carbonatites characteristically comprising dense rocks and
minerals that generate gravity and magnetic ‘highs’.
Review of Operational Activities
6 | P a g e
Annual Report 30 June 2024
Figure 2: Nexus Project tenements over broadly spaced gravity data suggests gravity anomaly highs coinciding
with outcropping to sub-cropping prospective Paleoproterozoic bedrock over a 25 kilometre strike length
Figure 3: Nexus Project tenements relative to WA1 Resources Ltd’s Luni deposit, Encounter Resources Ltd’s
Aileron, Crean and Emily deposits and Rincon Resources Ltd’s Pokali and Avalon targets over regional scale
2.5km x 2.5km gravity data
Review of Operational Activities
7 | P a g e
Annual Report 30 June 2024
Processing and interpretation of open-file magnetic, radiometric and elevation data suggest Neoproterozoic host
rocks favourable for mineralisation in the northern portion of the Project over a 25 kilometres strike length.
Broad spaced gravity data indicates anomaly highs coinciding with prospective Proterozoic bedrock: gravity
anomalies are typical of WA1’s Luni and Encounter Resources’ Emily and Crean deposits.
Land Access Agreement with the Tjamu Tjamu (Aboriginal Corporation) RNTBC
In September 2024 the Company announced the execution of a Land Access Agreement for Exploration
(Agreement) with Tjamu Tjamu (Aboriginal Corporation) (Tjamu Tjamu AC), the Registered Native Title Body
Corporate (RNTBC) for the Kiwirrkurra Native Title Determination (Determination).
Following the execution of this Agreement the Company has taken the necessary steps to submit work programs
to Tjamu Tjamu AC for heritage clearance assessment. The Company is finalising air-borne magnetic and ground-
based gravity surveys, and on-ground, non-intrusive mapping and rock chipping programs. The white dotted line
in Figure 4 below shows the area of initial interest for this work. Exploration license application 80/6044 has been
withdrawn following discussions with the traditional owners immediately prior to the execution of the
Agreement.
Figures 4: APC’s West Arunta Nexus Project tenements over a filtered gravity colour image on top of a filtered
magnetic image, highlighting regional gravity anomaly highs coinciding with an outcropping to sub-cropping belt
of prospective Neoproterozoic bedrock over a 25-kilometre strike length. This area is the initial focus for non-
invasive surveys and on ground exploration following successful agreement with Tjamu Tjamu (Aboriginal
Corporation) RNTBC for land access.
Review of Operational Activities
8 | P a g e
Annual Report 30 June 2024
Lake Wells Gold Project
The Lake Wells Gold Project is located at the northern end of the Yamarna Belt of Western Australia and includes
the northernmost section of the Yamarna Shear Zone(“YSZ”). The YSZ is a regional scale shear zone which roughly
represents the contact between the Yamarna Belt Greenstones and the surrounding country rock granites, and
it plays a major role in the formation of gold deposits in the local area including hosting Gold Road Resource’s
“Golden Highway” complex of deposits 55km to the south. Gold Road has also identified high grade gold
mineralisation to the east of the YSZ at the Ibanez prospect which is just 3km to the south of the Lake Wells Gold
Project.
Drilling Program
During June 2024, an Air-core drilling program commenced at Lake Wells to test two high priority target areas
that had been identified as being prospective for potentially economic gold mineralisation. At the date of this
report, assay results and analysis had not been completed.
Western Target:
960 metres across 23 drill holes for an average depth of 41 metres were completed on this target, which is the
projected northern strike extension of the YSZ, and prospective for Golden Highway style mineralisation. The
Western Target consists of a 6-kilometre strike length of untested YSZ which had only a single drill line over it,
with two holes on that line which coincided with the shear zone returning anomalous gold grades of up to 0.28g/t
(2021LWDD0017) and 0.94g/t (2020LWAC1075).
The Golden Highway on the Gold Road Project comprises a 10-kilometre long section of the YSZ which is a
consistent 20m - 50m wide ductile shear zone within mafic volcanics with a background gold grade of 0.1g/t. The
shear hosts several discrete high-grade shoots with a strike length of 600m - 800m, 3m - 5m in width and with
gold grades >5g/t. Formation of the high-grade shoots appears to be related to a series of NW trending faults
which break the main Yamarna Shear up into a series fault blocks or “compartments” with a high-grade shoot
developing within a compartment constrained by the cross-cutting faults.
When reviewing the magnetic geophysical data, the magnetic units which represent the Yamarna Shear, and the
host units of the Golden Highway, mineralisation can be traced striking north into APC’s ground. It appears that
these prospective units could be located further to the west than previously interpreted so the existing AC drill
lines that were intended to test the Yamarna Shear may have actually stopped too far to the east. This is
supported by 2019 gravity data (refer to figure 2 below) which shows the gravity high (greenstones) extending
west beyond the end of the regional AC lines.
A structural review of the project in 2020 identified NW trending structures crossing the interpreted position of
the Yamarna Shear giving the area a similar structural setting to the Golden Highway.
Eastern Target:
3,151 metres across 54 holes for an average depth of 58 metres were completed on this target, which is an 8 km
strike extension of the Ibanez host rock package. The magnetic data shows that this package continues north
from Ibanez up through APC’s tenements for 8km and includes a prominent S shaped bend featuring a nearly 90-
degree strike change which is considered a desirable structural target for gold mineralisation. Existing drilling,
mostly AC over this area only consists of 1,600m - 2,000m spaced drill lines which are too widely spaced to
effectively test for a small footprint (600m - 800m strike length), high grade deposit.
Mineralisation at Ibanez is hosted within a narrow dolerite which has intruded into a volcaniclastic package with
a 600m long high-grade shoot with gold grades of up to 10g/t. The change in strike as the stratigraphy is folded
around the S bend are positions where dilation zones will develop and provide favourable positions for additional
dolerites to intrude and these dolerites would then be preferred host rocks for Ibanez style gold mineralisation.
Review of Operational Activities
9 | P a g e
Annual Report 30 June 2024
Figure 5: The Lakw Wells Gold Project sits across the Yamarna Greenstone Shear Zone on the eastern edge of
the Yilgarn Craton
The Lake
Wells Gold
Project
Review of Operational Activities
10 | P a g e
Annual Report 30 June 2024
Figure 6. Gravity results showing greenstones extending west of regional drill lines.
Review of Operational Activities
11 | P a g e
Annual Report 30 June 2024
Laverton Downs Project (LDP)
The Laverton Downs Project is 100% owned by APC and located approximately 20km north of Laverton. Regional
geology highlights the potential for gold and nickel sulphide mineralisation. Project evaluation undertaken to
date by APC has incorporated regional datasets, detailed magnetic data and high precision geochemical assay
results derived from historical bottom of hole drill samples.
In March 2023, the Company executed a Tenement Sale Agreement for the sale of the tenements comprising the
LDP to Maverick Minerals Pty Ltd. The terms of the all-cash transaction comprised a $10,000 one-off payment
on the execution date of the transaction (received) and a $200,000 payment on settlement. Maverick Minerals
Pty Ltd is pursuing an Australian Securities Exchange listing of its shares, and anticipates the settlement of the
transaction following the completion of that listing, which had not been achieved at the date of this report.
One of the conditions of the Deed of Company Arrangement effectuated in January 2024 was that the proceeds
of settlement of the LDP transaction with Maverick would be paid into the creditors’ trust and used to settle
creditors' claims.
Lake Wells Sulphate of Potash Project (LSOP)
All mining and miscellaneous tenure comprising the Lake Wells Sulphate of Potash Project had been surrendered
by 31 October 2023. The Company retains the extensive database of drilling, assay, geotechnical, seismic and
design data and criteria that were generated over the several years the LSOP was explored and studied. Following
the extensive rehabilitation of the ground disturbance footprint at the LSOP, all equipment and personnel were
demobilised from site by the end of October 2023.
Competent Person’s Statement
The information in this report that relates to Mineral Resources, exploration targets, geological interpretations
and mineral grades is based on information that was compiled by Mr John Vinar. Mr Vinar is the Principal
Geologist and a Director of Barking Outback, a firm that provides consulting services to the Company. Neither
Mr Vinar nor Barking Outback own either directly or indirectly any securities in the issued capital of the Company.
Mr Vinar is a geologist and a member of the Australian Institute of Mining and Metallurgy. Mr Vinar has over 35
years of technical experience and therefore has sufficient experience which is relevant to the style of
mineralisation and type of deposit and to the activity which he is undertaking to qualify as a Competent Person
as defined in the 2012 Edition of the Australasian Code for Reporting of Exploration Results, Mineral Resources
and Ore Reserves. Mr Vinar consents to the inclusion in this report of the matters based on his information in
the form and context in which it appears.
Forward Looking Statements Disclaimer
This Report contains forward-looking statements that involve a number of risks and uncertainties. These forward-
looking statements are expressed in good faith and believed to have a reasonable basis. These statements reflect
current expectations, intentions or strategies regarding the future and assumptions based on currently available
information. Should one or more of the risks or uncertainties materialise, or should underlying assumptions
prove incorrect, actual results may vary from the expectations, intentions and strategies described in this
announcement. No obligation is assumed to update forward looking statements if these beliefs, opinions and
estimates should change or to reflect other future developments.
Review of Corporate Activities
12 | P a g e
Annual Report 30 June 2024
Board of Directors and Key Management Personnel
On 2 February 2024 Dr Natalia Streltsova and Mr Rhett Brans resigned as Non-executive Directors of the
Company and Mr Jonathon Fisher was appointed as Non-executive Director of the Company.
On 2 February 2024, Mrs Michelle Blandford resigned as Company Secretary with Mr Joel Ives appointed as her
replacement.
On 30 April 2024, Mr Joel Ives resigned as Company Secretary with Mr Michael Fry being appointed as Company
Secretary
Community Engagement
Laverton Training Centre
The Laverton Training Centre (LTC) is an initiative of APC which provides access to nationally accredited
vocational training for long-term unemployed Aboriginal people living in this remote part of Western Australia.
The LTC is a registered charity (Public Benevolent Institution) with the Australian Charities and Not-for-profits
Commission and a registered deductible gift recipient with the Australian Taxation Office.
The LTC training ethos is modelled on the highly successful Martu-ku Yiwarra Training Centre in Wiluna, a unique
four-year pilot remote Aboriginal vocational training program, with delivery by Central Regional TAFE Kalgoorlie
as the registered training organisation.
Refurbishment of the dedicated LTC facility at 2 Crawford Street, Laverton began in August 2021 and training
commenced in late February 2022.
Further information regarding the LTC is available at the Centre’s website at www.lavertontrainingcentre.org.
Corporate Governance
The Board of Directors of APC is responsible for corporate governance of the Company and the Company is
committed to implementing a governance framework of the highest standard. The 2024 Corporate Governance
Statement is available on the Company’s website at www.australianpotash.com.au/site/About-Us/corporate-
governance.
Directors’ Report
13 | P a g e
Financial Report 30 June 2024
Your directors submit their report on the consolidated entity (referred to hereafter as the Group) consisting of
Australian Potash Limited and the entities it controlled at the end of, or during, the year ended 30 June 2024.
Directors
The names and details of the Company's directors in office during the year and until the date of this report are
outlined below. Directors were in office for this entire period unless otherwise stated.
Cathy Moises (Non-Executive Chair from 1 February 2024)
Ms Moises assumed the role as Chair of the Company on the resignation of Dr Streltsova. Ms Moises holds a Bachelor
of Science with Honours in Geology from the University of Melbourne and a Diploma of Finance and Investment
from the Securities Institute of Australia. She has extensive experience in the resources sector having worked as a
senior resources analyst for several major stockbroking firms including McIntosh (now Merrill Lynch), County
Securities (now Citigroup) and Evans and Partners where she was a partner of that firm. More recently in 2017-2019,
Ms Moises was Head of Research at Patersons Securities Ltd. Ms Moises brings substantial experience to APC in
company management, capital markets and institutional investor engagement in the gold, base metals, mineral
sands and rare earths sectors.
Other current and former ASX-listed directorships (last 3 years):
Name of Company
Position Held
Date commenced
Date resigned
Arafura Resources Ltd
Non-Executive Director
1 December 2019
n/a
Eastern Metals Ltd
Non-Executive Director
26 July 2021
4 October 2022
PacGold Ltd
Non-Executive Chair
11 February 2021
n/a
Pearl Gull Iron Ltd
Non-Executive Director
1 February 2021
5 April 2022
Podium Minerals Ltd
Non-Executive Director
11 January 2021
n/a
WA Kaolin Ltd
Non-Executive Chair
22 May 2020
n/a
Matt Shackleton (Managing Director & Chief Executive Officer)
Mr Shackleton is an experienced director with over 25 years in senior corporate positions both in Australia and the
UK. Previously the Managing Director of ASX-listed Western Australian gold developer Mount Magnet South NL, Mr
Shackleton was the founding director of ASX-listed and West African gold and bauxite explorer Canyon Resources
Ltd. He has also held senior roles with Bannerman Resources Ltd, a uranium developer, Skywest Airlines Ltd, iiNet
Ltd and DRCM Global Investors in London. Mr Shackleton holds a BComm (Economics & Accounting) from Murdoch
University in Western Australia, an MBA from The University of Western Australia, and is a Fellow of the Institute of
Chartered Accountants, Australia & New Zealand, and a Member of the Australian Institute of Company Directors.
Other current and former ASX-listed directorships (last 3 years):
None
Jonathan Fisher (Non-Executive Director)
Appointed 1 February 2024
Mr Fisher is an experienced resources industry executive and the current Chief Executive Officer of Cauldron Energy
Limited (ASX: CXU). He holds degrees in Commerce, Law and Finance and has held senior positions with TNG Ltd
(Chief Financial Officer), Atlas Iron Limited (General Manager Corporate Finance), Price Waterhouse Coopers,
Rothschild (London) and Poynton and Partners. Mr Fisher is a graduate of the Australian Institute of Company
Directors (GAICD) and fellow of Finsia.
Directors’ Report
14 | P a g e
Financial Report 30 June 2024
Other current and former ASX-listed directorships (last 3 years):
Name of Company
Position Held
Date commenced
Date resigned
Pearl Gull Iron Limited
Non-Executive Director
1 February 2021
31 March 2023
M8 Sustainable Limited
Non-Executive Director
1 September 2021
6 December 2021
Natalia Streltsova (Non-Executive Chair until 1 February 2024)
Resigned 1 February 2024
Dr Streltsova is a PhD qualified chemical engineer with over 25 years’ minerals industry experience, including more
than 10 years in senior technical and corporate roles with mining majors Western Mining Corporation Ltd, BHP Group
Ltd and Vale S.A. She has a strong background in mineral processing and project development across multiple
commodities, including potash and phosphate fertilisers. Dr Streltsova has considerable international experience
covering project development and acquisitions in several jurisdictions including North and South America, Africa and
Central Asia.
Other current and former ASX-listed directorships (last 3 years):
Name of Company
Position Held
Date commenced
Date resigned
Centaurus Metals Ltd
Non-Executive Director
15 August 2022
n/a
Neometals Ltd
Non-Executive Director
14 April 2016
n/a
Ramelius Resources Ltd
Non-Executive Director
1 October 2019
n/a
Western Areas Ltd
Non-Executive Director
1 January 2017
20 June 2022
Rhett Brans (Non-Executive Director)
Resigned 1 February 2024
Mr Brans is an experienced director and civil engineer with over 45 years’ experience in project development. He
was a founding director of Perseus Mining Ltd and served on the boards of Tiger Resources Ltd, Monument Mining
Ltd and Syrah Resources Ltd. Throughout his career, Mr Brans has been involved in the management of feasibility
studies and the design and construction of mineral treatment plants across a range of commodities and geographies.
Mr Brans holds a Dip. Engineering (Civil), and is a member of the Institute of Engineers, Australia.
Other current and former ASX-listed directorships (last 3 years):
Name of Company
Position Held
Date commenced
Date resigned
AVZ Minerals Ltd
Non-Executive Director
5 February 2018
n/a
Carnavale Resources Ltd
Non-Executive Director
17 September 2013
n/a
Company Secretary
Michael Fry
Appointed 30 April 2024
Mr Fry holds a Bachelor of Commerce degree from the University of Western Australia and has worked in the
capacity of chief financial officer and company secretary of ASX listed companies for over 25 years.
Directors’ Report
15 | P a g e
Financial Report 30 June 2024
Joel Ives
Appointed 2 February 2024, Resigned 30 April 2024
Mr Ives is a Chartered Accountant who has held numerous roles as Chief Financial Officer and Company Secretary
of private and public start-up technology and resource exploration companies. He has assisted a number of ASX
listings, via both Initial Public Offerings and Reverse Take Overs and has ensured ongoing regulatory compliance
post-listing. Mr Ives is currently a Company Secretary of Green Technology Metals Limited (ASX:GT1). He is also Joint
Company Secretary of Kuniko Limited (ASX: KNI) and OD6 Metals Limited (ASX:OD6).
Michelle Blandford
Resigned 2 February 2024
Mrs Blandford (née Simson) has 25 years’ administration experience, including the last 20 years in the resources
industry working in both exploration and mining companies in the commodities of gold and uranium. Mrs Blandford
has previously held positions with Agincourt Resources Ltd, Nova Energy Ltd, Navigator Resources Ltd and Breaker
Resources NL and has completed an Executive Master of Business Administration with Distinction at The University
of Western Australia and a Graduate Diploma in Applied Corporate Governance. Mrs Blandford is a Chartered
Secretary and Member of the Governance Institute of Australia.
Interests in the shares and options/performance rights of the Company and related bodies corporate as at the
date of this report
Ordinary Shares
Options over
Ordinary Shares
Performance Rights
over Ordinary Shares
Matt Shackleton
80,422,372
35,000,000
126,000,000
Cathy Moises
5,000,000
2,500,000
27,000,000
Jonathan Fisher
5,000,000
2,500,000
27,000,000
Principal Activities
During the year the Group focused on divesting itself of vestige assets at the Lake Wells Sulphate of Potash project
and on the exploration for minerals in the north-Eastern Goldfields and West Arunta regions of Western Australia.
Dividends
No dividends were paid or declared during the year. No recommendation for payment of dividends has been made.
Finance Review
The Group began the year with available cash assets of $1,291,658. The Group raised funds during the year via the
issue of shares and exercise of options. Total gross funds raised during the year amounted to $3,000,626.
Exploration expenditure for the year totalled $1,283,245 (2023: $1,791,182). A gain of $3,690,465 (2023:nil) was
recorded in respect of the administration process. The Group reported an operating profit after income tax for the
year ended 30 June 2024 of $477,453 (2023: $41,606,037 loss).
At 30 June 2024 cash assets available totalled $1,197,615.
Directors’ Report
16 | P a g e
Financial Report 30 June 2024
Operating Results for the Year
2024
2023
Income
$
Results
$
Income
$
Results
$
Australian Potash Limited
334,286
477,453
184,977
(41,606,037)
Shareholder Returns
2024
2023
Basic profit/(loss) per share (cents)
0.03
(4.44)
Significant Changes in the State of Affairs
Other than as disclosed in this Report, no significant changes in the state of affairs of the Group occurred during the
financial year.
Significant Events after Balance Date
On 24 July 2024, the Company announced the expansion of its exploration footprint in the highly prospective
carbonatite - niobium rich West Arunta region to over 660km2,1 , following APC agreeing binding terms to acquire
100% of the fully paid ordinary shares in the capital of Green Metals Group Pty Ltd (GMG). GMG is the applicant for
two (2) tenement applications covering a combined area of 179km2 in the region.
On 18 September 2024, the Company announced the execution of a Land Access Agreement for Exploration
(Agreement) with Tjamu Tjamu (Aboriginal Corporation) (Tjamu Tjamu AC), the Registered Native Title Body
Corporate (RNTBC) for the Kiwirrkurra Native Title Determination (Determination).
Audited Remuneration Report
The information provided in this remuneration report has been audited as required by section 308(3C) of the
Corporations Act 2001 (Cth). The Report details the remuneration arrangements for the Group’s key management
personnel (KMP):
Non-executive directors (NEDs); and
Executive directors and senior executives (collectively the executives).
KMP are those persons who, directly or indirectly, have authority and responsibility for planning, directing and
controlling the major activities of the Group. The KMP identified in the following table were employed during the
financial year and dates of appointment and resignation as applicable only pertain to the financial year:
Name of KMP
Position Held
Date appointed / resigned
Natalia Streltsova
Non-Executive Chair
Resigned 2 February 2024
Rhett Brans
Non-Executive Director
Resigned 2 February 2024
Matt Shackleton
Managing Director & Chief Executive Officer
Cathy Moises
Non-Executive Chair
Appointed 2 February 2024
Jonathan Fisher
Non-Executive Director
Appointed 2 February 2024
Michelle Blandford
Company Secretary & Chief Administration Officer
Resigned 1 February 2024
Directors’ Report
17 | P a g e
Financial Report 30 June 2024
Audited Remuneration Report (cont.)
Principles of Compensation
Remuneration Policy
The Remuneration & Nomination Committee of the Board of Directors (RNC) is responsible for determining and
reviewing remuneration arrangements for the directors and executives. The RNC assesses the appropriateness of
the nature and amount of remuneration of executives on a periodic basis by reference to relevant employment
market conditions with the overall objective of ensuring maximum stakeholder benefit from the retention of a high
quality, high performing director and executive team. The RNC will recommend remuneration for the directors and
executives to the Board of Directors for approval.
Non-executive directors
The Company’s policy is to remunerate NEDs at market rates for comparable companies for time, commitment and
responsibilities.
The maximum aggregate amount of fees that can be paid to NEDs is subject to approval by shareholders at the
annual general meeting (currently $500,000). Fees for NEDs are not linked to the performance of the Group however
to align directors’ interests with shareholder interests, the directors are encouraged to hold shares in the Company
and are able to participate in the Company’s Employee Incentive Securities Plan.
During the reporting period, the base fee for the Chair was $55,000 per annum and for other directors was $38,000
per annum.
Non-executive directors do not receive performance-related compensation and are not provided with retirement
benefits apart from statutory superannuation (which is included in the base fee).
Executives
Australian Potash’s remuneration policy has been designed to align KMP objectives with shareholder and business
objectives by providing a fixed remuneration component and offering specific long-term incentives based on key
performance areas affecting the Group’s financial and operating results. The Board of Directors believes the
remuneration policy to be appropriate and effective in its ability to attract and retain the best KMP to run and
manage the Group.
The Board’s policy for determining the nature and amount of remuneration for directors and senior executives of
the Group is as follows:
The remuneration policy, setting the terms and conditions for the executives, was developed by the RNC. All
executives receive a base salary or fee (which is based on factors such as length of service, performance and
experience) and the equivalent statutory superannuation. The RNC reviews executive packages annually by
reference to the Group’s performance, executive performance and comparable information from industry sectors
and other listed companies in similar industries.
The Board may exercise discretion in relation to approving incentives, bonuses and awards of equity. The policy is
designed to attract and retain the highest calibre of executives and reward them for performance that results in
long-term growth in shareholder wealth. Executives are also entitled to participate in employee share, option and
performance right arrangements.
The executives receive a superannuation guarantee contribution required by the government, which was 11.0% for
the 2024 financial year. Some individuals may choose to sacrifice part of their salary or fees to increase payments
towards superannuation.
All remuneration paid to KMP is valued at the cost to the Company and expensed. Shares issued are valued as the
difference between the market price of those shares and the amount paid by the KMP. Options are valued using the
Black-Scholes methodology. Performance rights are valued using the share price on grant date.
Directors’ Report
18 | P a g e
Financial Report 30 June 2024
Audited Remuneration Report (cont.)
Consequences of performance on shareholder wealth
In establishing performance measures and benchmarks to ensure incentive plans are appropriately structured to
align corporate behaviour with the long-term creation of shareholder wealth, the Board has regard for the stage of
development of the Group’s business, share price, operational and business development achievements (including
results of exploration activities) that are of future benefit to the Group. In considering the Group’s performance and
benefits for shareholder wealth, the Board have regarded the following indices in respect to the current and previous
four financial years:
2024
2023
2022
2021
2020
Profit/(loss) per share (cents)
0.03
(4.44)
(1.01)
(0.70)
(0.20)
Net profit/(loss) ($)
477,453
(41,606,037)
(7,526,424)
(3,734,289)
(775,551)
Share price at 30 June
0.001
0.009
0.045
0.140
0.055
Performance Based Remuneration
Short Term Incentive (STI)
No executives were granted STIs during the year (2023: none).
Long Term Incentive (LTI)
The LTI awards are aimed specifically at creating long term shareholder value and the retention of executives.
Incentive Plans
The Group implemented the Company’s Incentive Performance Rights Plan during the 2020 financial year which
enables the provision of performance rights to employees and contractors of the Company. The Employee Incentive
Securities Plan was implemented in November 2022.
During the 2024 financial year, performance rights which will vest subject to pre-defined performance hurdles were
allocated to key management personnel. The grant of performance rights aims to reward key management
personnel in a manner that aligns remuneration with the creation of shareholder wealth. Refer to page 21 for the
number and value of performance rights issued to executives during the year.
Performance Measures to Determine Vesting of Performance Rights
The vesting of performance rights is subject to the attainment of defined individual and group performance criteria,
chosen to align the interests of employees with shareholders, representing key drivers for delivering long term value.
The performance measures for the 2024 performance rights relate to various market performance criteria and
project related criteria.
These performance measures for the 2024 performance rights have not been met as at the date of this report.
During the year ended 30 June 2024, performance rights issued in 2019 and 2020 lapsed due to their performance
measures not being achieved.
Termination and Change of Control Provisions
Where an executive ceases employment prior to the vesting of an award, the incentives are forfeited unless the
Board applies its discretion to allow vesting at, or post cessation of, employment in appropriate circumstances.
In the event of a change of control of the Group, the performance period end date will generally be brought forward
to the date of the change of control and the rights will vest in full, subject to ultimate Board discretion.
Directors’ Report
19 | P a g e
Financial Report 30 June 2024
Audited Remuneration Report (cont.)
No hedging of LTIs
As part of the Company’s Securities Trading Policy, executives are prohibited from entering into arrangements to
protect the value of unvested LTI awards. This includes entering into contracts to hedge exposure to options,
performance rights or shares granted as part of their remuneration package.
Use of Remuneration Consultants
The Group did not employ the services of any remuneration consultants during the financial year ended 30 June
2024 (2023: nil).
Voting and Comments made at the Company’s 2023 Annual General Meeting
The Company received 97.38% of “yes” votes on its remuneration report for the 2023 financial year. The Company
did not receive any specific feedback at the annual general meeting or throughout the year on its remuneration
practices.
Details of Remuneration
Details of the remuneration of the KMP of the Group (who are disclosed above) are set out in the table below.
Key Management Personnel of the Group
Short-Term
Post-Employment
Share-based
Payments
Total
Performance
Related
Salary & Fees
STI
Cash Bonus(i)
Other
Super-
annuation
Retirement
benefits
Options/
Rights
$
$
$
$
$
$
$
%
Directors
Natalia Streltsova
2024
18,769
-
-
2,065
-
-
20,834
-
2023
81,448
-
-
8,552
-
-
90,000
-
Matt Shackleton
2024
338,036
-
-
27,505
-
31,500
397,041
-
2023
342,353
(8,598)
13,703
26,396
-
(88,607)
285,247
(34.1%)
Brett Lambert
2024(iv)
-
-
-
-
-
-
-
-
2023(iv)
54,299
-
-
5,701
-
-
60,000
-
Cathy Moises
2024
37,181
-
-
4,090
-
13,500
54,771
-
2023
54,299
-
-
5,701
-
-
60,000
-
Rhett Brans
2024
14,264
-
-
1,569
-
-
15,833
-
2023
54,299
-
-
5,701
-
(48,102)
11,898
(404.3%)
Jonathan Fisher (vii)
2024
18,750
-
-
2,747
-
13,500
34,997
-
2023
-
-
-
-
-
-
-
-
Directors’ Report
20 | P a g e
Financial Report 30 June 2024
Audited Remuneration Report (cont.)
Short-Term
Post-Employment
Share-based
Payments
Total
Performance
Related
Salary & Fees
STI
Cash Bonus(i)
Other
Super-
annuation
Retirement
benefits
Options/
Rights
$
$
$
$
$
$
$
%
Total directors’ compensation
2024
554,797
-
-
37,976
-
58,500
523,476
11.2%
2023
586,698
(8,598)
13,703
52,051
-
(136,709)
507,145
(28.7%)
Other executives
Michelle Blandford
2024
127,797
-
-
14,831
-
-
142,628
-
2023
237,797
(5,773)
-
23,916
-
(15,792)
240,148
(9.0%)
Scott Nicholas (v)
2024
-
-
-
-
-
-
-
-
2023
47,487
-
-
4,835
-
-
52,322
-
Patrick Leung (vi)
2024
-
-
-
-
-
-
-
-
2023
100,848
-
-
10,084
-
-
110,932
0.0%
Total other executives’ compensation
2024
127,797
-
-
14,831
-
-
142,628
-
2023
386,132
(5,773)
-
38,835
-
(15,792)
403,402
-
Total KMP compensation
2024
554,797
-
-
52,807
-
58,500
666,104
8.8%
2023
972,830
(14,371)
13,703
90,886
-
(152,501)
910,547
(18.3%)
(i) Included in STI Cash Bonus is tranche 1 (paid or payable) and reversal of the accrued portion of tranche 2 and 3 for the year ended
30 June 2023.
(ii) Mr Walker resigned effective 15 December 2021.
(iii) Mr Shackleton has deferred payment of tranche 1 of the STI. This amount is included in accounts payable as at 30 June 2023.
(iv) Mr Lambert resigned effective 27 June 2023.
(v) Mr Nicholas resigned effective 9 September 2022.
(vi) Mr Leung was appointed 7 September 2022 and resigned effective 30 June 2023.
(vii) Mr Fisher was appointed 1 February 2024.
Service Agreements
Managing Director & Chief Executive Officer
Matt Shackleton (appointed Managing Director & CEO 14 August 2018):
Paid annual salary of $250,000 (plus statutory superannuation).
The Company may terminate, without cause, the executive’s employment at any time by giving six calendar
months’ written notice to the executive.
The Company pays $15,000 per annum towards the cost of a novated lease for a motor vehicle.
Directors’ Report
21 | P a g e
Financial Report 30 June 2024
Audited Remuneration Report (cont.)
Company Secretary & Chief Administration Officer
Michelle Blandford (appointed 23 April 2021, resigned 1 February 2024):
Paid annual salary of $235,000 (plus statutory superannuation).
The Company may terminate, without cause, the executive’s employment at any time by giving four weeks’
written notice to the executive.
Share-based Compensation
There were no share-based payment arrangements affecting remuneration of KMP in the current financial year.
There were no options/rights over ordinary shares of the Company granted, vested or lapsed with KMP during the
year.
Equity Instruments held by Key Management Personnel
Share holdings
The numbers of shares in the Company held during the financial year by each director of Australian Potash Limited
and other KMP of the Group, including their personally related parties, are set out overleaf. There were no shares
granted during the reporting period as compensation.
2024
ordinary shares
Balance at
start of the
year
Received
during the
year on the
exercise of
options/vest-
ing of rights
Number
acquired
during the
year
Other
transactions
Held at
resignation
Balance at end
of the year
Directors
Natalia Streltsova
-
-
-
-
-
-
Matt Shackleton
9,422,372
-
71,000,000
-
-
80,422,372
Cathy Moises
-
-
5,000,000
-
-
5,000,000
Rhett Brans
791,861
-
-
-
791,861
-
Jonathan Fisher
-
-
5,000,000
-
-
5,000,000
Other executives
Michelle Blandford
-
-
-
-
-
-
Option and Rights Holdings
The number of options and rights over ordinary shares in the Company held during the financial year by each director
of Australian Potash Limited and other KMP of the Group, including their personally related parties, is detailed as
follows.
Directors’ Report
22 | P a g e
Financial Report 30 June 2024
Audited Remuneration Report (cont.)
2024
Balance at
start of
year
Granted as
Compensa-
tion
Acquired
Execised
Expired or
Lapsed
Held at
resignatio
n
Balance at
end of year
Vested and
exercisable
Unvested
Directors
Natalia Streltsova
Options/Rights
-
-
-
-
-
n/a
-
-
-
Matt Shackleton
Options
328,947
-
35,000,000
-
(328,947)
n/a
35,000,000 35,000,000
-
Rights
2,379,107 126,000,000
-
- (2,379,107)
n/a 126,000,000
-
126,000,000
Cathy Moises
Options
750,000
-
2,500,000
-
(750,000)
n/a
2,500,000
2,500,000
-
Rights
-
27,000,000
-
-
-
n/a
27,000,000
-
27,000,000
Rhett Brans
Options
1,316
-
-
-
(1,316)
-
-
-
-
Rights
939,082
-
-
(939,082)
-
-
-
-
Jonathan Fisher
Options
-
-
2,500,000
-
(1,316)
n/a
2,500,000
2,500,000
-
Rights
939,082
27,000,000
-
-
(939,082)
n/a
27,000,000
-
27,000,000
2023
Balance at
start of
year
Granted as
compensa-
tion
Acquired
Exercised
Expired or
Lapsed
Held at
resignation
Balance at
end of year
Vested and
exercisable
Unvested
Other executives
Michelle Blandford
Rights
832,402
-
-
-
(832,402)
-
-
-
-
Loans to Key Management Personnel
There were no loans to KMP during the year.
Other Transactions with Key Management Personnel
There were no other transactions with KMP during the year.
End of Audited Remuneration Report
Directors’ Report
23 | P a g e
Financial Report 30 June 2024
Directors' Meetings
During the year the Company held 18 meetings of directors. The attendance of directors at meetings of the Board
and committees were:
Board Meetings
Audit Committee
Meetings
Remuneration &
Nomination
Committee Meetings
Risk & Sustainability
Committee Meetings
Directors
A
B
A
B
A
B
A
B
Natalia Streltsova
15
14
-
-
1
1
-
-
Matt Shackleton
18
18
-
-
-
-
-
-
Cathy Moises
18
18
-
-
1
1
-
-
Rhett Brans
15
14
-
-
-
-
-
-
Jonathan Fisher
3
3
-
-
-
-
-
-
Notes
A – Number of meetings held during the time the director held office during the year
B – Number of meetings attended
Shares Under Option/Right
Unissued ordinary shares of Australian Potash Limited under option/right at the date of this report are as follows:
Date issued
Expiry date
Exercise price (cents)
Number
Options (listed)
19-Apr-2024
19-Apr-2027
$0.0015
3,664,999,976
Options (unlisted)
21-Mar-2022
21-Mar-2025
$0.036
115,408,645
Performance rights
30-Apr-2024 to 10-May-2024
30-Apr-2027
$0.00
180,000,000
Total number outstanding at the date of this report
No option holder has any right under the options to participate in any other share issue of the Company or any
other entity.
Insurance of Directors and Officers
During the financial year, a premium was paid to insure the directors and officers of the Company. Details of the
premium are subject to a confidentiality clause under the contract of insurance.
The liabilities insured are legal costs that may be incurred in defending civil or criminal proceedings that may be
brought against the officers in their capacity as officers of the Company, and any other payments arising from
liabilities incurred by the officers in connection with such proceedings. This does not include such liabilities that
arise from conduct involving a wilful breach of duty by the officers or the improper use by the officers of their
position or of information to gain advantage for themselves or someone else or to cause detriment to the
Company. It is not possible to apportion the premium between amounts relating to the insurance against legal
costs and those relating to other liabilities.
Directors’ Report
24 | P a g e
Financial Report 30 June 2024
Non-Audit Services
There were no non-audit services provided by the entity's auditor, In.Corp Audit & Assurance Pty Ltd, or
associated entities.
Proceedings on Behalf of the Company
No person has applied to the Court under section 237 of the Corporations Act 2001 (Cth) for leave to bring
proceedings on behalf of the Company, or to intervene in any proceedings to which the Company is a party, for
the purpose of taking responsibility on behalf of the Company for all or any part of those proceedings.
No proceedings have been brought or intervened in on behalf of the Company with leave of the Court under
section 237 of the Corporations Act 2001 (Cth).
Auditor’s Independence Declaration
A copy of the auditor's independence declaration as required under section 307C of the Corporations Act 2001
(Cth) is set out on page 25.
Signed in accordance with a resolution of the directors.
Matt Shackleton
Managing Director & Chief Executive Officer
Perth, 30 September 2024
In.Corp Audit & Assurance Pty Ltd
ABN 14 129 769 151
Level 1
6-10 O’Connell Street
SYDNEY NSW 2000
Suite 11, Level 1
4 Ventnor Avenue
WEST PERTH WA 6005
GPO BOX 542
SYDNEY NSW 2001
T +61 2 8999 1199
E team@incorpadvisory.au
W incorpadvisory.au
To the Directors of Australian Potash Limited
As lead auditor of Australian Potash Limited for the year ended 30 June
2024, I declare that, to the best of my knowledge and belief, there have
been:
•
no contraventions of the auditor independence requirements of the
Corporations Act 2001 in relation to the audit; and
•
no contraventions of any applicable code of professional conduct in
relation to the audit.
This declaration is in relation to Australian Potash Limited and the
entities it controlled during the year.
In.Corp Audit & Assurance Pty Ltd
Volha Romanchik
Director
30 September 2024
AUDITOR’S INDEPENDENCE DECLARATION UNDER SECTION
307C OF THE CORPORATIONS ACT 2001
Liability limited by a scheme approved under Professional Standards Legislation
Consolidated Statement of Profit or Loss
and Other Comprehensive Income
for the year ended 30 June 2024
26 | P a g e
Annual Report 30 June 2024
2024
2023
Notes
$
$
Other income
5
334,286
184,977
Administration expenses
6
(2,277,868)
(2,233,983)
Exploration expenses
7
(1,283,245)
(1,791,182)
Gain on sale of assets
7,256
-
Gain on voluntary administration
3,690,465
-
Impairment expense
14
-
(37,761,392)
OPERATING PROFIT / (LOSS)
470,894
(41,601,580)
FINANCE COSTS
Finance income
7,656
1,427
Finance expenses
(1,097)
(5,884)
NET FINANCE COSTS
6,559
(4,457)
PROFIT / (LOSS) BEFORE INCOME TAX
477,453
(41,606,037)
Income tax expense
8
-
-
PROIFT / (LOSS) FOR THE PERIOD
477,453
(41,606,037)
Other comprehensive income
-
-
TOTAL COMPREHENSIVE INCOME / (LOSS) FOR THE PERIOD
ATTRIBUTABLE TO OWNERS OF AUSTRALIAN POTASH LIMITED
477,453
(41,606,037)
EARNINGS PER SHARE (cents per share)
Basic earnings attributable to the ordinary equity holders of the
Company
27
0.03
(4.44)
Diluted earnings attributable to the ordinary equity holders of
the Company
27
0.03
(4.44)
The above Consolidated Statement of Profit or Loss and Other Comprehensive Income should be read in
conjunction with the accompanying notes.
Consolidated Statement of Financial Position
for the year ended 30 June 2024
27 | P a g e
Annual Report 30 June 2024
2024
2023
Notes
$
$
CURRENT ASSETS
Cash and cash equivalents
9
1,197,615
1,291,658
Trade and other receivables
10
173,164
16,682
Prepayments
11
83,212
251,642
Inventory
-
167,130
TOTAL CURRENT ASSETS
1,453,991
1,727,112
NON-CURRENT ASSETS
Plant and equipment
12
104,615
281,955
Intangibles
1,678
3,015
Exploration and evaluation
14
-
950,000
TOTAL NON-CURRENT ASSETS
106,293
1,234,970
TOTAL ASSETS
1,560,284
2,962,082
CURRENT LIABILITIES
Trade and other payables
15
735,691
2,017,999
Provisions – current
16
78,204
3,498,826
TOTAL CURRENT LIABILITIES
813,895
5,516,825
NON-CURRENT LIABILITIES
Provisions – non-current
16
-
6,156
TOTAL NON-CURRENT LIABILITIES
-
6,156
TOTAL LIABILITIES
813,895
5,522,981
NET (LIABILITIES) / ASSETS
746,389
(2,560,899)
EQUITY
Contributed equity
17
69,516,617
66,745,282
Reserves
18
1,828,388
1,769,888
Accumulated losses
(70,598,616)
(71,076,069)
TOTAL (DEFICIENCY) / EQUITY
746,389
(2,560,899)
The above Consolidated Statement of Financial Position should be read in conjunction with the accompanying
notes.
Consolidated Statement of Changes in Equity
for the year ended 30 June 2024
28 | P a g e
Financial Report 30 June 2024
Issued
capital
Reserves
Accumulated
losses
Total equity
$
$
$
BALANCE AT 1 JULY 2022
60,491,225
2,009,627
(29,470,032)
33,030,820
Loss for the year
-
-
(41,606,037)
(41,606,037)
Other comprehensive income for the year
-
-
-
-
TOTAL COMPREHENSIVE LOSS
-
-
(41,606,037)
(41,606,037)
TRANSACTIONS WITH OWNERS IN THEIR
CAPACITY AS OWNERS
Shares and options issued during the year
6,443,117
-
-
6,443,117
Share issue transaction costs
(189,060)
-
-
(189,060)
Share-based payments
-
(239,739)
-
(239,739)
BALANCE AT 30 JUNE 2023
66,745,282
1,769,888
(71,076,069)
(2,560,899)
BALANCE AT 1 JULY 2023
66,745,282
1,769,888
(71,076,069)
(2,560,899)
Profit for the year
-
-
477,453
477,453
Other comprehensive income for the year
-
-
-
-
TOTAL COMPREHENSIVE LOSS
-
-
477,453
477,453
TRANSACTIONS WITH OWNERS IN THEIR
CAPACITY AS OWNERS
Shares and options issued during the year
3,000,626
-
-
3,000,626
Share issue transaction costs
(229,291)
-
-
(229,291)
Share based payments
-
58,500
-
58,500
BALANCE AT 30 JUNE 2024
69,516,617
1,828,388
(70,557,716)
746,389
The above Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying
notes.
Consolidated Statement of Cash Flows
for the year ended 30 June 2024
29 | P a g e
Annual Report 30 June 2024
2024
2023
Notes
$
$
CASH FLOWS FROM OPERATING ACTIVITIES
Payment of exploration expense
(1,287,166)
(261,381)
Payments to suppliers and employees
(2,046,779)
(3,061,568)
Return of security deposit
-
43,272
Interest received
7,525
4,743
Interest paid
(1,097)
(5,289)
Corporate sponsorship received
288,318
174,546
NET CASH OUTFLOWS FROM OPERATING ACTIVITIES
26
(3,039,199)
(3,105,677)
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds for sale of exploration assets
950,000
10,000
Proceeds in relation to/(payments for) plant and equipment
105,447
76,890
Payments for evaluation and exploration
-
(2,822,718)
NET CASH OUTFLOWS FROM INVESTING ACTIVITIES
1,055,447
(2,735,828)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issue of shares and options
3,000,626
6,443,117
Payments of share issue transaction costs
(229,291)
(189,060)
Payments to the administrator
(884,110)
-
NET CASH FLOWS INFLOWS FROM FINANCING ACTIVITIES
1,887,225
6,254,057
NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS
(96,527)
412,552
Cash and cash equivalents at beginning of the year
1,291,658
878,791
Effect of exchange rate changes on cash and cash equivalents
2,484
315
CASH AND CASH EQUIVALENTS AT END OF THE YEAR
9
1,197,615
1,291,658
The above Consolidated Statement of Cash Flows should be read in conjunction with the accompanying notes.
Notes to the Financial Statements
for the year ended 30 June 2024
30 | P a g e
Financial Report 30 June 2024
1.
CORPORATE INFORMATION
Australian Potash Limited (the Company) is a company limited by shares, domiciled and incorporated in Australia.
The Company’s registered office is at Level 14, QV1, 250 St Georges Terrace, Perth WA 6000. These consolidated
financial statements comprise the Company and its subsidiaries (together referred to as the ‘Group’). The Group
is a for-profit entity and during the year focused on a strategic process aimed at exploring for minerals in the
north-Eastern Goldfields and West Arunta regions of Western Australia.
The presentation currency of the Group is Australian Dollars ($).
2.
BASIS OF PRESENTATION
The consolidated financial statements are general purpose financial statements which have been prepared in
accordance with Australian Accounting Standards and Interpretations (Standards and Interpretations) adopted
by the Australian Accounting Standards Board (the AASB) and the Corporations Act 2001 (Cth). The consolidated
financial statements comply with International Financial Reporting Standards adopted by the International
Accounting Standards Board. They were authorised for issue by the Board of Directors on 30 September 2024.
2.1.
Historical cost convention
These financial statements have been prepared under the historical cost convention.
2.2.
Going concern basis
The Financial Report has been prepared on a going concern basis, which contemplates the continuity of normal
business activity and the realisation of assets and the settlement of liabilities in the ordinary course of business.
The Group incurred a profit for the year of $477,453 (2023: loss $41,606,037), operating cash outflows of
$3,039,199 (2023: $3,105,677) and net cash outflows of $96,527 (2023: inflow $412,552) as at 30 June 2024. The
Group is in a current net asset position of $640,096 and has equity of $746,389.
The ability of the Group to continue as a going concern is reliant on the Company securing funds from an equity
financing and managing cashflow in line with the funds raised. The Company’s requirement to complete an
equity raising in the near term indicates a material uncertainty that may cast significant doubt about the ability
of the Group to continue as a going concern.
At the date of signing these financial statements and as part of the normal activities of the Company, the
Company had engaged with several of its largest shareholders in respect to the Company’s ongoing funding
requirements. The Company is mindful of its continuous disclosure obligations under the listing rules of the
Australian Securities Exchange (ASX) and the Corporations Act (2001) and will make the appropriate disclosure
when it is in a position to do so.
Based on the status of the planned equity financing and the Group’s cash flow forecasts, the directors are
satisfied that the going concern basis of preparation is appropriate.
However, should any of the matters and uncertainties detailed above not be successfully concluded, the Group
may be unable to continue as a going concern and it may be required to realise its assets and extinguish its
liabilities other than in the normal course of business and at amounts different to those stated in the financial
statements.
The financial statements do not include any further adjustments relating to the recoverability and classification
of asset carrying amounts or to the amount and classification of liabilities that might result should the Group be
unable to continue as a going concern and meet its debts as and when they fall due.
Notes to the Financial Statements
for the year ended 30 June 2024
31 | P a g e
Financial Report 30 June 2024
2.3.
Adoption of new and revised Accounting Standards
The Group has adopted all new and revised Standards and Interpretations issued by the AASB that are relevant
to its operations and effective for an accounting period that begins on or after 1 July 2023.
2.4.
Standards and Interpretations in issue not yet adopted
The Group has reviewed the new and revised Standards and Interpretations on issue not yet adopted for the
year ended 30 June 2024. As a result of this review the Group has determined that there is no material impact
of the Standards and Interpretations on issue not yet adopted on the Company and, therefore, no change is
necessary to Group accounting policies.
2.5.
Material accounting policy information
The accounting policies which are material to the preparation of the financial statements are set out below. These
policies have been consistently applied to all the years presented, unless otherwise stated.
(f)
Critical accounting judgements, estimates and assumptions
The preparation of these financial statements requires the use of certain critical accounting estimates. It also
requires management to exercise its judgement in the process of applying the Group’s accounting policies. The
areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are
significant to the financial statements, are:
(i)
Share-based payments
Share-based payment transactions require a valuation in order to recognise an expense in the financial
statements. Options to acquire ordinary shares are valued using the Black-Scholes option pricing model.
Performance rights are valued using the share price on grant date. A Monte Carlo simulation is applied
to fair value the market related elements of the performance rights. Both models use assumptions and
estimates as inputs.
The Share-based payments expense is then adjusted each period for the anticipated vesting of certain
non-market conditions.
3.
FINANCIAL RISK MANAGEMENT
The Group has exposure to the following risks arising from financial instruments:
market risk;
credit risk; and
liquidity risk.
(a)
Risk Management Framework
The Company’s Board of Directors (Board) has overall responsibility for the establishment and oversight of the
Group’s risk management framework. The Board has established the Audit Committee and the Risk &
Sustainability Committee.
The primary purpose of the Audit Committee is to assist the Board in monitoring and reviewing any matters of
significance affecting the Company’s financial reporting and compliance; this includes all financial risks.
The primary purpose of the Risk & Sustainability Committee is to assist the Board in discharging its responsibilities
overseeing the Company’s risk management systems, governance and sustainability programs, environmental
and community obligations, ethical standards, codes of conduct and compliance procedures.
The Committees report regularly to the Board on their activities.
The Group’s risk management policies are established to identify and analyse the risks faced by the Group, to set
appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and
Notes to the Financial Statements
for the year ended 30 June 2024
32 | P a g e
Financial Report 30 June 2024
systems are reviewed regularly to reflect changes in market conditions and the Group’s activities. The Group,
through its management standards and procedures, aims to maintain a disciplined and constructive control
environment in which all employees understand their roles and obligations.
The Risk & Sustainability Committee oversees how management monitors compliance with the Group’s risk
management policies and procedures, and reviews the adequacy of the risk management framework in relation
to the risks faced by the Group. Management undertakes both regular and ad hoc reviews of risk management
controls and procedures, the results of which are reported to the Risk & Sustainability Committee.
(b)
Market Risk
Market risk is the risk that changes in market prices – eg. foreign exchange rates, interest rates and equity prices
– will affect the Group’s income or the value of its holdings of financial instruments. The objective of market risk
management is to manage and control market risk exposures within acceptable parameters, while optimising
the return.
(i)
Foreign exchange risk
The Group is exposed to transactional foreign currency risk to the extent that there is a mismatch
between the currencies in which sales, purchases, receivables and borrowings are denominated and the
respective functional currency of Group companies. The functional currency of the Group is Australian
Dollar.
As all operations are currently within Australia, the Group is not exposed to any material foreign
exchange risk.
(ii)
Commodity price risk
Given the current level of operations, the Group is not exposed to commodity price risk.
(iii)
Interest rate risk
The Group is exposed to movements in market interest rates on cash and cash equivalents. The Group
policy is to monitor the interest rate yield curve out to six months to ensure a balance is maintained
between the liquidity of cash assets and the interest rate return. The entire balance of cash and cash
equivalents for the Group of $1,197,615 (2022: $1,291,658) is subject to interest rate risk. The weighted
average interest rate received on cash and cash equivalents by the Group was 0.07% (2023: 0.1%).
Sensitivity analysis
At 30 June 2024, if interest rates had changed by -/+ 100 basis points from the weighted average rate
for the year with all other variables held constant, post-tax loss for the Group would have been $9,605
lower/higher (2023: $16,786 lower/higher) as a result of lower/higher interest income from cash and
cash equivalents.
(c)
Credit Risk
The Group has no significant concentrations of credit risk. The maximum exposure to credit risk at balance date
is the carrying amount (net of provision for impairment) of those assets as disclosed in the Consolidated
Statement of Financial Position and Notes to the Consolidated Financial Statements.
Notes to the Financial Statements
for the year ended 30 June 2024
33 | P a g e
Financial Report 30 June 2024
The carrying amount of the Group’s financial assets represents the maximum credit exposure. The Group’s
maximum exposure to credit risk at the reporting date was:
Carrying Value
Note
2024
$
2023
$
Cash and cash equivalents
9
1,197,615
878,791
Trade and other receivables
10
173,164
260,174
1,370,779
1,138,965
(d)
Liquidity Risk
Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The
Group’s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity
to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable
losses or risking damage to the Group’s reputation.
The Group manages liquidity risk by maintaining adequate reserves by continuously monitoring forecast and
actual cash flows. Typically, the Group ensures it has sufficient cash on demand to meet expected operational
expenses for a period of 90 days, this excludes the potential impact of extreme circumstances that cannot
reasonably be predicted, such as natural disasters.
The expected settlement of the Group’s financial liabilities is as follows:
Contractual Cashflows
Carrying
Amount
Total
< 6 months
6-12
months
1-2 years
2-5 years
$
$
$
$
$
$
30 June 2024
Trade and other payables
735,691
735,691
735,691
-
-
-
Provisions – current
78,204
78,204
-
78,204
-
-
813,895
813,895
735,691
78,204
-
-
(e)
Fair Value Estimation
The fair value of financial assets and financial liabilities must be estimated for recognition and measurement or for
disclosure purposes. The carrying amount of all financial assets and financial liabilities of the Group at the balance
date approximate their fair value due to their short-term nature.
4.
SEGMENT INFORMATION
For management purposes, the Company has identified only one reportable segment being exploration activities
undertaken in Australia. This segment includes activities associated with the determination and assessment of
the existence of commercial economic reserves from the Company’s mineral assets in this geographic location.
Segment performance is evaluated based on the operating profit and loss and cash flows and is measured in
accordance with the Company’s accounting policies.
Notes to the Financial Statements
for the year ended 30 June 2024
34 | P a g e
Financial Report 30 June 2024
5.
OTHER INCOME
2024
2023
$
$
Donations and sponsorship for the Laverton Training Centre
288,318
174,545
Other
45,968
10,432
334,286
184,977
6.
ADMINISTRATION EXPENSES BY NATURE
2024
2023
Notes
$
$
Accounting and compliance
240,201
180,151
Consultants
701,322
309,932
Depreciation and amortisation expense
57,975
106,806
Employee benefits expense
594,826
1,248,843
Superannuation
54,594
112,124
Insurance
130,057
112,493
Legal fees
311,360
95,743
Office costs
77,558
134,850
Telecommunications
-
20,346
Travel
1,077
39,124
Share-based payments
28
58,500
(239,739)
Stakeholder engagement
3,474
2,291
Other
46,924
111,019
2,277,868
2,233,983
7.
EXPLORATION EXPENSE
2024
2023
$
$
Research and development incentive provision adjustment
-
1,542,267
Exploration expenditure expensed
1,283,245
248,915
1,283,245
1,791,182
Notes to the Financial Statements
for the year ended 30 June 2024
35 | P a g e
Financial Report 30 June 2024
8.
INCOME TAX
2024
2023
$
$
Income tax expense
Current tax
-
-
Deferred tax
-
-
Income tax expense
-
-
Numerical reconciliation of income tax expense to prima facie
tax payable
Loss from continuing operations before income tax expense
477,453
(41,606,037)
Prima facie tax benefit at the Australian tax rate of 25% (2023:
25%)
119,363
(10,401,509)
Tax effect of:
Non-deductible expenses
(8,108)
351,335
Share issue costs included in equity
(57,323)
(47,265)
Impairment of exploration asset previously deducted
-
9,440,348
Movement in deferred tax assets not brought into account
(50,932)
657,091
Income tax expense
-
-
Unrecognised temporary differences
Deferred Tax Assets (at 25% (2022:25%))
Accruals and other provisions
36,007
148,370
Capital raising costs
213,362
298,168
Carry forward tax losses
15,160,273
15,331,072
15,409,642
15,777,610
Set off of deferred tax liabilities
26,022
(288,013)
Net deferred tax assets
15,435,664
15,489,597
Less deferred tax assets not recognised
(15,435,664)
(15,489,597)
-
-
Deferred Tax Liabilities (at 25% (2022:25%))
Exploration
(46,600)
206,997
Prepayments
19,752
61,243
Other
626
19,773
(26,022)
288,013
Set off against deferred tax assets
26,022
(288,013)
-
-
Net deferred tax assets have not been brought to account as it is not probable within the immediate future that
tax profits will be available against which deductible temporary differences and tax losses can be utilised. The
Notes to the Financial Statements
for the year ended 30 June 2024
36 | P a g e
Financial Report 30 June 2024
Group’s ability to use losses in the future is subject to the Group satisfying the relevant tax authority’s criteria
for using these losses.
9.
CASH AND CASH EQUIVALENTS
2024
2023
$
$
Cash at bank and in hand
1,197,615
1,266,658
Short-term deposits
-
25,000
1,197,615
1,291,658
Cash at bank and in hand earns interest at floating rates based on daily bank deposit rates.
10.
TRADE AND OTHER RECEIVABLES
2024
2023
$
$
GST receivable
147,476
7,845
Other receivable
25,688
8,837
173,164
16,682
11.
PREPAYMENTS
2024
2023
$
$
Insurance
66,396
116,194
Other
16,816
135,448
83,212
251,642
12.
PLANT AND EQUIPMENT
Computer
Equipment
Plant &
Equipment
Leasehold
Improvements
Motor
Vehicles
Furniture &
Fittings
Total
$
$
$
$
$
$
Cost
Balance at 30 June 2022
67,269
127,485
91,434
84,036
19,063
389,287
Additions
-
-
83,279
91,204
-
174,483
Transfers from leases
-
-
-
98,068
-
98,068
Government grant received(i)
-
-
(12,000)
(78,000)
-
(90,000)
Disposals
(9,715)
-
-
-
(980)
(10,695)
Balance at 30 June 2023
57,554
127,485
162,713
195,308
18,083
561,143
Notes to the Financial Statements
for the year ended 30 June 2024
37 | P a g e
Financial Report 30 June 2024
Computer
Equipment
Plant &
Equipment
Leasehold
Improvements
Motor
Vehicles
Furniture &
Fittings
Total
$
$
$
$
$
$
Balance at 30 June 2023
57,554
127,485
162,713
195,308
18,083
561,143
Additions
-
-
-
-
-
-
Disposals
-
(60,573)
-
(198,961)
-
(259,534)
Transfer of classification
-
-
(5,548)
5,548
-
-
Balance at 30 June 2024
57,554
66,912
157,165
1,895
18,083
301,609
i.
The Group was awarded a grant from the Government of Western Australia’s Regional Economic Development Grants program.
The grant has been recognised as a deduction against the carrying value of the underlying assets.
Computer
Equipment
Plant &
Equipment
Leasehold
Improvements
Motor
Vehicles
Furniture &
Fittings
Total
$
$
$
$
$
$
Accumulated Depreciation
Balance at 30 June 2022
38,820
82,243
7,639
48,735
15,117
192,554
Depreciation for the year
14,305
14,258
26,611
20,087
2,453
77,714
Transfers from leases
-
-
-
17,679
-
17,679
Disposals
(8,259)
-
-
-
(500)
(8,759)
Balance at 30 June 2023
44,866
96,501
34,250
86,501
17,070
279,188
Depreciation for the year
9,408
8,974
26,749
11,143
363
56,637
Disposals
-
(41,187)
-
(97,644)
-
(138,831)1
Balance at 30 June 2024
54,274
64,288
60,990
-
17,433
196,994
Net Book Value
Balance at 30 June 2023
12,688
30,984
128,463
108,807
1,013
281,955
Balance at 30 June 2024
3,280
2,624
96,166
1,895
650
104,615
1.
Includes the disposal of assets associated with the mine asset project.
Accounting Policy:
Plant and equipment
Plant, machinery, fixtures and fittings are stated at cost less accumulated depreciation and accumulated
impairment loss. Depreciation is recognised so as to write off the cost or valuation of assets less their residual
values over their useful lives, using the straight-line method, on the following bases:
Computer equipment
20% - 33% per annum
Motor vehicles
20% per annum
Plant and equipment
10% - 20% per annum
Furniture and fittings
16% - 33% per annum
Leasehold improvements
10% - 20% per annum
The estimated useful lives, residual values and depreciation method are reviewed at the end of each reporting
period, with the effect of any changes in estimate accounted for on a prospective basis.
Notes to the Financial Statements
for the year ended 30 June 2024
38 | P a g e
Financial Report 30 June 2024
An item of property, plant and equipment is derecognised upon disposal or when no future economic benefits
are expected to arise from the continued use of the asset. The gain or loss arising on the disposal or retirement
of an asset is determined as the difference between the sale proceeds and the carrying amount of the asset and
is recognised in profit or loss.
Government grant
Where the Company receives a government grant that’s primary condition is to purchase, construct or otherwise
acquire a long-term asset, the related to assets shall be presented by deducting the grant received in arriving at
the carrying amount of the asset. Government grants are recognised when there is reasonable assurance that:
a) The Group will comply with the conditions attaching to them; and
b) The grants will be received.
13.
LEASES (GROUP AS LESSEE)
RIGHT-OF-USE ASSETS
2024
$
2023
$
Cost
Beginning of the period
-
336,121
Additions
-
-
Transfer to Plant & Equipment
-
(98,068)
Balance at 30 June
-
238,053
Accumulated Depreciation
Beginning of the period
-
227,978
Charge for the period
-
27,754
Transfer to Plant & Equipment
-
(17,679)
Balance at 30 June
-
238,053
Carrying Amount at 30 June
-
-
The Group’s leases for office space and a motor vehicle expired during the prior year.
2024
$
2023
$
Amounts recognised in profit and loss:
Depreciation expense on right-of-use assets
-
27,754
Interest expense on lease liabilities
-
596
Expense relating to short-term leases
-
14,356
Expense relating to leases of low value assets
-
19,331
At 30 June 2024, the Group is committed to $nil short-term leases (2023: $nil).
The Group does not face a significant liquidity risk with regard to its lease liabilities. Lease liabilities are monitored
within the Group’s treasury function.
Notes to the Financial Statements
for the year ended 30 June 2024
39 | P a g e
Financial Report 30 June 2024
14.
EXPLORATION AND EVALUATION
2024
2023
$
$
Balance at beginning of period
950,000
35,763,106
Additions
-
2,948,286
Disposal
(950,000)
-
Impairment
-
(37,761,392)
End of the period
-
950,000
The recoverability of the Group’s interest in exploration expenditure is dependent upon the:
•
continuance of the Company’s rights to tenure of the areas of interest;
•
results of future exploration; and
•
recoupment of costs through successful development and exploitation of the areas of interest or,
alternatively, by their sale.
At 30 June 2023, the Company determined that impairment indicators were present as the strategic process to
secure funding for development of the Lake Wells Sulphate of Potash Project had been unsuccessful.
Subsequently, the Group surrendered the Lake Wells mining lease tenure and resolved to sell assets associated
with the exploration camp site. The Group has impaired the exploration and evaluation asset to the value of the
sale of the camp assets. The sale of the camp assets was finalised during the year. No amounts were capitalised
during the year.
Accounting Policy:
Exploration and evaluation expenditure
Exploration and evaluation costs for each area of interest in the early stages of project life are expensed as they
are incurred.
For each area of interest, the expenditure is recognised as an exploration and evaluation asset where the
following conditions are satisfied:
•
the area of interest has progressed to the definitive feasibility study stage;
•
the rights to tenure of the area of interest are current; and
•
at least one of the following conditions is also met:
o
the expenditure is expected to be recouped through successful development and commercial
exploitation of an area of interest, or alternatively by its sale; and
o
exploration and evaluation activities in the area of interest have not, at reporting date, reached a stage
which permits a reasonable assessment of the existence or otherwise “economically recoverable
reserves” and active and significant operations in, or in relation to, the area of interest are continuing.
Economically recoverable reserves are the estimated quantity of product in an area of interest that can be
expected to be profitably extracted, processed and sold under current and foreseeable conditions.
Exploration and evaluation assets include:
•
acquisition of rights to explore;
•
topographical, geological, geochemical and geophysical studies;
•
exploratory drilling, trenching, and sampling; and
•
activities in relation to evaluating the technical feasibility and commercial viability of extracting a Mineral
Resource.
Notes to the Financial Statements
for the year ended 30 June 2024
40 | P a g e
Financial Report 30 June 2024
General and administrative costs are allocated to, and included in, the cost of exploration and evaluation assets
only to the extent that those costs can be related directly to the operational activities in the area of interest to
which the exploration and evaluation assets relate. In all other instances, these costs are expensed as incurred.
Exploration and evaluation assets are transferred to development assets once technical feasibility and
commercial viability of an area of interest is demonstrable. Exploration and evaluation assets are assessed for
impairment, and any impairment loss is recognised prior to being reclassified.
The carrying amount of the exploration and evaluation assets is dependent on successful development and
commercial exploitation, or alternatively, sale of the respective area of interest.
15.
TRADE AND OTHER PAYABLES
2024
2023
$
$
Trade payables
446,304
1,428,951
Other payables and accruals
289,387
589,048
735,691
2,017,999
16.
PROVISIONS
2024
2023
Notes
$
$
CURRENT
Employee entitlements
58,204
224,513
Rehabilitation provision
(i)
20,000
70,400
Research and development incentive provision
(ii)
-
3,203,913
78,204
3,498,826
NON-CURRENT
Employee entitlements
-
6,156
-
6,156
(i) Provision has been made for the anticipated costs for future rehabilitation of land disturbed or mined.
The Company has revised the rehabilitation provision based on the receipt of quote for the anticipated
works.
(ii) The Company has received notices from the Department of Industry, Science, Energy and Resources
(Department) with respect to the Company’s Research & Development (R&D) Tax Incentive Rebate
application for the 2017/2018 and the 2018/2019 financial years which brought into question the ability
of the Company to claim certain activities as being eligible. The Company requested, and received, an
independent internal review by the Department on both financial year applications and for which the
Department concluded certain activities claimed were ineligible. The Company filed an application in
the Administrative Appeals Tribunal to appeal the Department’s decision with respect to the 2018/2019
activities but subsequently removed this application during the current financial year. The Company has
provided for the repayment of these R&D incentives aligned to the amended notices of assessment
received from the ATO subsequent to year end (during the period of voluntary administration) and
Notes to the Financial Statements
for the year ended 30 June 2024
41 | P a g e
Financial Report 30 June 2024
which now forms part of the amounts transferred to the Creditors Trust post the effectuation of the
DOCA.
Accounting Policy:
Provisions
Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past
event, it is probable that the Group will be required to settle that obligation and a reliable estimate can be made
of the amount of the obligation.
The amount recognised as a provision is the best estimate of the consideration required to settle the present
obligation at the reporting date, taking into account the risks and uncertainties surrounding the obligation.
Where a provision is measured using the cash flows estimated to settle the present obligation, its carrying
amount is the present value of those cash flows (when the effect of the time value of money is material).
When some or all of the economic benefits required to settle a provision are expected to be recovered from a
third party, a receivable is recognised as an asset if it is virtually certain that reimbursement will be received and
the amount of the receivable can be measured reliably.
Rehabilitation Provision
The Group records the present value of the estimated cost of legal and constructive obligations to restore
operating locations in the period in which the obligation arises. The nature of restoration activities includes the
removal of facilities, abandonment of wells and restoration of affected areas.
A restoration provision is recognised and updated at different stages of the development and construction of a
facility and then reviewed on an annual basis. When the liability is initially recorded, the present value of the
estimated future cost is capitalised by increasing the carrying amount of the related property plant and
equipment. Over time, the liability is increased for the change in the present value based on a pre-tax discount
rate appropriate to the risks inherent in the liability. The unwinding of the discount is recorded as an accretion
charge within finance costs.
The carrying amount is capitalised unless the costs incurred relate to an operation that does not have a future
economic benefit, in which case the costs are expensed.
17.
CONTRIBUTED EQUITY
2024
2023
No. of
Securities
$
No. of
Securities
$
SHARE CAPITAL
Ordinary shares fully paid
4,020,189,490
66,745,282
1,038,679,058
66,204,487
OTHER LISTED EQUITY SECURITIES
Options
-
540,795
-
540,795
TOAL ISSUED CAPITAL
4,020,189,490
69,516,617
1,038,679,058
66,745,282
2024
2023
Notes to the Financial Statements
for the year ended 30 June 2024
42 | P a g e
Financial Report 30 June 2024
No. of
Securities
$
No. of
Securities
$
MOVEMENTS IN SHARE CAPITAL
BALANCE AS AT 1 JULY
1,038,679,058
808,382,808
59,950,430
Issued for cash at 3.8 cents per
share
-
-
114,886,355
4,365,686
Issued for cash at 1.8 cents per
share
-
-
115,408,645
2,077,356
Issued on exercise of unlisted
options at 6 cents per share
-
-
1,250
75
Exercise of Options
10,432
626
-
-
Selective Buyback
(18,500,000)
-
-
-
Issued for cash at 0.1 cents per
share
2,980,000,000
2,980,000
-
-
Issued as consideration to Beau
Resources at 0.1 cents per share
20,000,000
20,000
-
-
Share issue transaction costs
-
(229,291)
-
(189,060)
BALANCE AS AT 30 JUNE
4,020,189,490
69,516,617
1,038,679,058
66,204,487
MOVEMENTS IN OTHER LISTED
EQUITY SECURITIES
BALANCE AS AT 1 JULY
-
540,795
-
540,795
Exercise of listed options at 12
cents per share
-
-
-
-
Expiry of listed options
-
-
-
-
BALANCE AS AT 30 JUNE
-
540,795
-
540,795
2024
2023
MOVEMENTS IN OPTIONS ON ISSUE
Number of options
Beginning of the financial year
174,350,742
1,500,000
Movements of options during the year
Issue of unlisted options exercisable at 6 cents
-
57,443,347
Exercise of unlisted options at 6 cents per option
(10,432)
(1,250)
Lapse of unlisted options at 6 cents per option
(57,431,665)
-
Issue of unlisted options exercisable at 3.6 cents per option
-
115,408,645
Issue of listed options exercisable at 1.5 cents per option
3,664,999,976
-
End of the financial year
3,780,408,621
174,350,742
2024
2023
Notes to the Financial Statements
for the year ended 30 June 2024
43 | P a g e
Financial Report 30 June 2024
MOVEMENTS IN PERFORMANCE RIGHTS ON ISSUE
Number of rights
Beginning of the financial year
4,387,075
7,657,910
Movements of performance rights during the year
Unlisted performance rights issued, expiring 7 September 2023
-
7,894,736
Unlisted performance rights forfeited during the year
-
(11,165,571)
Unlisted performance rights expired during the year
(4,387,075)
-
Unlisted performance rights issued, expiring 30 April 2027
180,000,000
-
End of the financial year
180,000,000
4,387,075
Note: Performance rights do not have an exercise price.
(a)
Ordinary shares
Ordinary shares entitle the holder to participate in dividends and the proceeds on winding up of the Company in
proportion to the number of and amounts paid on the shares held.
On a show of hands every holder of ordinary shares present at a meeting in person or by proxy, is entitled to one
vote, and upon a poll each share is entitled to one vote.
Ordinary shares have no par value and the Company does not have a limited amount of authorised capital.
On 28 February 2020 (ratified by the shareholders on 9 April 2020), the Company entered into a Controlled
Placement Agreement (CPA) and placed 18,500,000 shares on 3 March 2020 at nil consideration to Acuity Capital
(Collateral Shares) but may at any time cancel the CPA and buy back the Collateral Shares for no consideration.
The Collateral Shares are fully paid ordinary shares.
(b)
Shares issued to suppliers
There were nil shares issued to suppliers during the current year (2023: nil).
(c)
Capital risk management
The Group’s objective when managing capital is to safeguard its ability to continue as a going concern, so that it
may continue to provide returns for shareholders and benefits for other stakeholders.
Due to the nature of the Group’s activities, being mineral exploration, the Group does not have ready access to
credit facilities, with the primary source of funding being equity raisings. Therefore, the focus of the Group’s
capital risk management is the current working capital position against the requirements of the Group to meet
exploration programs and corporate overheads.
Notes to the Financial Statements
for the year ended 30 June 2024
44 | P a g e
Financial Report 30 June 2024
The Group’s strategy is to ensure appropriate liquidity is maintained to meet anticipated operating requirements,
with a view to initiating appropriate capital raisings as required. The working capital positions of the Group at 30
June 2024 and 30 June 2023 are as follows.
2024
$
2023
$
Cash and cash equivalents
1,197,615
1,291,658
Trade and other receivables
173,164
16,682
Prepayments
83,212
251,642
Inventory
-
167,130
Trade and other payables
(735,691)
(2,017,999)
Provisions – current
(78,204)
(3,498,826)
Working capital surplus /(deficit)
640,096
(3,789,713)
Accounting Policy:
Issued capital
Ordinary shares are classified as equity.
Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction,
net of tax, from the proceeds. Incremental costs directly attributable to the issue of new shares or options for
the acquisition of a business are not included in the cost of the acquisition as part of the purchase consideration.
18.
RESERVES
Share-based payment reserve
Notes
2024
$
2023
$
Beginning of the financial year
1,769,888
2,009,627
Movements in share-based payment reserve
28(e)
58,500
(239,739)
End of the financial year
1,828,388
1,769,888
19.
DIVIDENDS
No dividends were paid during the year. No recommendation for payment of dividends has been made.
20.
RELATED PARTY TRANSACTIONS
(a)
Parent entity
The ultimate parent entity within the Group is Australian Potash Limited.
(b)
Subsidiaries
Interests in subsidiaries are set out in Note 21.
Notes to the Financial Statements
for the year ended 30 June 2024
45 | P a g e
Financial Report 30 June 2024
(c)
Key management personnel compensation
2024
$
2023
$
Short-term benefits
554,797
972,162
Post-employment benefits
52,807
90,886
Share-based payments
58,500
(152,501)
666,104
910,547
Detailed remuneration disclosures are provided in the remuneration report on pages 16 to 22.
(d)
Transactions and balances with other related parties
There were no transactions with other related parties, including key management personnel, during the year.
(e)
Loans to related parties
There were no loans to related parties, including key management personnel, during the year.
21.
SUBSIDIARIES
The consolidated financial statements incorporate the assets, liabilities and results of the following subsidiaries
in accordance with the accounting policy described in Note 2:
2024
%
2023
%
Name
Country of
Incorporation
Class of Shares
Equity Holding(i)
Lake Wells Potash Pty Ltd
Australia
Ordinary
100
100
Lake Wells Potash Holdings Pty Ltd
Australia
Ordinary
100
100
Laverton Downs Project Pty Ltd
Australia
Ordinary
100
100
Lake Wells East Pty Ltd
Australia
Ordinary
100
100
Laverton TC Property Pty Ltd
Australia
Ordinary
100
100
Laverton Training Centre Pty Ltd
Australia
Ordinary
100
100
(i)
The proportion of ownership interest is equal to the proportion of voting power held.
22.
REMUNERATION OF AUDITORS
During the year the following fees were paid or payable for services provided by the auditor of the Group, its
related practices and non-related audit firms:
2024
$
2023
$
Audit services
KPMG – audit and review of financial reports
56,898
88,825
In.Corp Audit & Assurance Pty Ltd – audit and review of financial
reports
18,000
-
Total remuneration for audit services
74,898
88,825
Notes to the Financial Statements
for the year ended 30 June 2024
46 | P a g e
Financial Report 30 June 2024
23.
CONTINGENCIES
There has been no change in contingent liabilities or contingent assets since the last annual reporting date.
24.
COMMITMENTS
2024
$
2023
$
Exploration commitments
The Group has certain commitments to meet minimum expenditure
requirements on the mining exploration assets it has an interest in.
Outstanding exploration commitments are as follows:
Within one year(i)
1,179,000
1,033,000
Later than one year but not later than five years
-
-
Later than five years(ii)
-
-
1,179,000
1,033,000
(i)
Relates to exploration licenses at Lake Wells, Laverton Downs and the Nexus Project areas.
25.
EVENTS OCCURING AFTER THE REPORTING DATE
On 24 July 2024, the Company announced the expansion of its exploration footprint in the highly prospective
carbonatite - niobium rich West Arunta region to over 660km2,1 , following APC agreeing binding terms to
acquire 100% of the fully paid ordinary shares in the capital of Green Metals Group Pty Ltd (GMG). GMG is the
applicant for two (2) tenement applications covering a combined area of 179km2 in the region.
On 18 September 2024, the Company announced the execution of a Land Access Agreement for Exploration
(Agreement) with Tjamu Tjamu (Aboriginal Corporation) (Tjamu Tjamu AC), the Registered Native Title Body
Corporate (RNTBC) for the Kiwirrkurra Native Title Determination (Determination).
No other matters or circumstances, besides those disclosed above and at Note 25, have arisen since the end of
the year which significantly affected or may significantly affect the operations of the Group, the results of those
operations, or the state of affairs of the Group in future financial periods.
Notes to the Financial Statements
for the year ended 30 June 2024
47 | P a g e
Financial Report 30 June 2024
26.
CASHFLOW INFORMATION
(a)
Reconciliation of net loss after income tax to net cash outflow from operating activities
2024
$
2023
$
Net profit / (loss) for the year
477,453
(41,606,037)
Non-cash Items
Depreciation and amortisation of non-current assets
57,975
106,806
Lease liability finance charges
-
596
Share-based payments expense
58,500
(239,739)
Impairment expense
-
37,761,392
Gain / (loss) on disposal of property, plant and equipment
(7,256)
563
Other
(2,485)
(316)
Reclassified from investing activities
Insurance prepayments
22,513
-
Reclassified from financing activities
Payment to the administrator
884,110
-
Change in operating assets and liabilities
(Increase) /decrease in trade and other receivables
(156,482)
243,492
Decrease / (increase) in inventory
167,130
60,076
Decrease / (increase) in prepayments
168,430
(39,674)
Increase / (decrease) in trade and other payables
(1,282,309)
(528,301)
(Decrease) / increase in provisions
(3,426,778)
1,135,465
Net cash outflow from operating activities
(3,039,199)
(3,105,677)
(b)
Non-cash investing and financing activities
There were nil non-cash investing and financing activities during the year (2023: $nil).
27.
EARNINGS PER SHARE
2024
$
2023
$
Basic earnings per share (cents)
(0.03)
(4.44)
(a)
Reconciliation of earnings used in calculating loss per share
Profit / (loss) attributable to the owners of the Company used in calculating
basic and diluted earnings per share
477,453
(41,606,037)
Notes to the Financial Statements
for the year ended 30 June 2024
48 | P a g e
Financial Report 30 June 2024
2024
$
2023
$
(b)
Weighted average number of ordinary shares used in
calculating earnings per share
Number of shares
Weighted average number of ordinary shares used as the denominator in
calculating basic earnings per share
1,548,968,067
936,945,577
Effects of dilution from:
Share options
-
-
Weighted average number of ordinary shares adjusted for the effects of
dilution
1,548,968,067
936,945,577
There have been no other transactions involving ordinary shares or potential ordinary shares between the
reporting date and the date of authorisation of these financial statements.
(c)
Information on the classification of options
As the Group has made a loss for the year, all options on issue are considered antidilutive and have not been
included in the calculation of diluted earnings per share.
28.
SHARE-BASED PAYMENTS
(a)
Director options
The Group has provided benefits to directors of the Company in the form of options constituting share-based
payment transactions. No options were granted during the year ended 30 June 2024 or in the prior year ended
30 June 2023.
(b)
Incentive Performance Rights Plan
The Group provides benefits to employees and contractors of the Group in the form of performance rights under
the Company’s Incentive Performance Rights Plan as approved at the Annual General Meeting on 18 November
2019, constituting a share-based payment transaction.
No performance rights were issued under this plan in the current year.
Performance rights granted carry no dividend or voting rights. When vested, each performance right is
convertible into one ordinary share of the Company with full dividend and voting rights.
(c)
Incentive Securities Plan
The Group may provide benefits to employees and contractors of the Company in the form of equity securities
under the Company’s Incentive Securities Plan as approved at the Annual General Meeting on 30 November
2022, constituting a share-based payment transaction. During the current period, 180,000,000 performance
rights were granted (2023: 7,894,736) with a nil exercise price, expiry of 3 years and average fair value of 0.001
cents.
Notes to the Financial Statements
for the year ended 30 June 2024
49 | P a g e
Financial Report 30 June 2024
(d)
Summary of share-based payments
Set out below is a summary of the share-based payment options granted per (a):
2024
2023
No. of
Options
Weighted
average
exercise price
(cents)
No. of
Options
Weighted
average
exercise price
(cents)
OUTSTANDING AT 1 JULY
1,500,000
17.5
1,500,000
17.5
Expired
(1,500,000)
(17.5)
-
-
OUTSTANDING AS AT 30 JUNE
-
-
1,500,000
17.5
EXERCISABLE AS AT 30 JUNE
-
-
1,500,000
17.5
The weighted average remaining contractual life of share options outstanding at the end of the year was nil years
(2023: 0.1 years), and the exercise price is nil cents (2023: 17.5 cents).
Set out below is a summary of the share-based payment performance rights granted per (b):
Number of Rights
2024
2023
OUTSTANDING AT 1 JULY
4,387,075
7,657,910
Granted
180,000,000
7,894,736
Forfeited
-
(11,165,571)
Expired
(4,387,075)
-
OUTSTANDING AS AT 30 JUNE
180,000,000
4,387,075
EXERCISABLE AS AT 30 JUNE
-
-
The weighted average remaining contractual life of performance rights outstanding at the end of the year was
2.8 years (2023: 0.7 years). Performance rights have a $nil exercise price.
The vesting conditions of the performance rights outstanding at the end of the period relate to development of
the Lake Wells Sulphate of Potash Project. The surrender of the Project mining tenure results in the vesting
conditions being unable to be satisfied prior to the expiry date and accordingly, previous expenses have been
reversed in the reporting period.
(e)
Expenses arising from share-based payment transactions
2024
2023
$
$
Shares and options included in share-based payments expense
58,500
(239,739)
Notes to the Financial Statements
for the year ended 30 June 2024
50 | P a g e
Financial Report 30 June 2024
29.
PARENT ENTITY INFORMATION
The following information relates to the parent entity, Australian Potash Limited, at 30 June 2024. The
information presented here has been prepared using accounting policies consistent with those presented
throughout the financial statements.
2024
$
2023
$
Current assets
1,299,285
1,641,867
Non-current assets
2,177
862,322
Total assets
1,301,462
2,504,189
Current liabilities
(773,785)
(5,469,663)
Non-current liabilities
(243,446)
(6,156)
Total liabilities
(1,017,231)
(5,475,819)
Issued capital
69,516,617
66,745,282
Reserves
1,828,388
1,769,888
Accumulated losses
(71,060,774)
(71,486,799)
Total (deficiency) / equity
284,231
(2,971,629)
Profit / (loss) for the year
426,027
(41,782,157)
Total comprehensive income / (loss) for the year
426,027
(41,782,157)
Consolidated Entity Disclosure Statement
for the year ended 30 June 2024
51 | P a g e
Financial Report 30 June 2024
Name
Entity Type
Country of
Incorporation
Tax Residency
Ownership
%
Lake Wells Potash Pty Ltd
Body Corporate
Australia
Australia
100
Lake Wells Potash Holdings Pty Ltd
Body Corporate
Australia
Australia
100
Laverton Downs Project Pty Ltd
Body Corporate
Australia
Australia
100
Lake Wells East Pty Ltd
Body Corporate
Australia
Australia
100
Laverton TC Property Pty Ltd
Body Corporate
Australia
Australia
100
Laverton Training Centre Pty Ltd
Body Corporate
Australia
Australia
100
Directors’ Declaration
52 | P a g e
Financial Report 30 June 2024
In accordance with a resolution of the Directors of Australian Potash Limited, I state that:
(1)
In the opinion of the Directors:
the attached financial statements and notes comply with the Corporations Act 2001, the Australian
Accounting Standards, the Corporations Regulations 2001 and other mandatory professional
reporting requirements;
the attached financial statements and notes comply with International Financial Reporting
Standards as issued by the International Accounting Standards Board as described in note 1 to the
financial statements;
the attached financial statements and notes give a true and fair view of the consolidated entity's
financial position as at 30 June 2024 and of its performance for the financial year ended on that
date;
there are reasonable grounds to believe that the Group will be able to pay its debts as and when
they become due and payable.
the information disclosed in the attached consolidated entity disclosure statement is true and
correct.
(2)
The Directors have been given the declarations required by section 295A of the Corporations Act 2001.
This declaration is made in accordance with a resolution of the Board of Directors.
Matt Shackleton
Managing Director & Chief Executive Officer
Perth, 30 September 2024
In.Corp Audit & Assurance Pty Ltd
ABN 14 129 769 151
Level 1
6-10 O’Connell Street
SYDNEY NSW 2000
Suite 11, Level 1
4 Ventnor Avenue
WEST PERTH WA 6005
GPO BOX 542
SYDNEY NSW 2001
T +61 2 8999 1199
E
team@incorpadvisory.au
W incorpadvisory.au
To the members of Australian Potash Limited
Opinion
We have audited the financial report of Australian Potash Limited (“the
Company”) and its controlled entities (“the Group”), which comprises
the consolidated statement of financial position as at 30 June 2024, the
statement of profit or loss and other comprehensive income, the
statement of changes in equity and the statement of cash flows for the
year then ended, and notes to the financial statements, including a
summary of material accounting policy information, the consolidated
entity disclosure statement and the Directors’ Declaration.
In our opinion, the 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 2024 and of its performance for the year ended on that date;
and
b)
Complying with Australian Accounting Standards and Corporations
Regulations 2001
AUSTRALIAN POTASH LIMITED
INDEPENDENT AUDITOR’S REPORT
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 ethical
requirements of the Accounting Professional and Ethical Standards
Board’s APES 110 Code of Ethics for Professional Accountants
(including Independence Standards) (“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 confirm that the independence declaration required by the
Corporations Act 2001, which has been given to the directors of the
Company, would be in the same terms if given to the directors as at the
time of this auditor’s report.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our opinion.
Liability limited by a scheme approved under Professional Standards Legislation
53
AUSTRALIAN POTASH LIMITED
INDEPENDENT AUDITOR’S REPORT (continued)
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.
Emphasis of Matter – Material Uncertainty in Relation to Going Concern
We draw attention to Note 2 to the financial report which describes events and conditions which give
rise to the existence of a material uncertainty that may cast significant doubt about the Group’s ability
to continue as a going concern and, therefore, that the Group may be unable to realise its assets and
discharge its liabilities in the normal course of business. Our opinion is not modified in respect of this
matter.
Key Audit Matter - Gain from Deed of
Company Arrangement (DOCA)
How our Audit Addressed the Key Audit
Matter
On 2 February 2024 the completion of DOCA has
occurred and resulted in a gain of $3,690,465
being recognised on the back of raising a
convertible
loan
and
repayment
and
derecognition of all relevant liabilities under the
DOCA.
We consider the recognition of the gain a key
audit matter because of the following factors:
•
the complex nature of the transaction;
•
the material impact to the Statement of Profit
or Loss or Other Comprehensive Income; and
•
the material balances of all relevant assets
and liabilities involved.
Our procedures included but were not limited to
the following:
•
Reviewing the terms and conditions of the
DOCA;
•
Reviewing the convertible loan arrangement;
•
Confirming that the proceeds from the
convertible loan were received and distributed
as agreed under the DOCA;
•
Reviewing the calculation of the net gain
arising from completion of DOCA, including
the profit from asset disposal, full and partial
repayment of related liabilities and de-
recognition the remaining related liabilities
have been accounted;
•
Reviewing the adequacy of the disclosure in
the financial report for compliance with the
applicable Australian Accounting Standards.
54
AUSTRALIAN POTASH LIMITED
INDEPENDENT AUDITOR’S REPORT (continued)
Responsibilities of the Directors for the Financial Report
The directors of the Company are responsible for the preparation of:
a)
the financial report (other than the consolidated entity disclosure statement) that gives a true and
fair view in accordance with Australian Accounting Standards and the Corporations Act 2001; and
b)
the consolidated entity disclosure statement that is true and correct in accordance with the
Corporations Act 2001, and
for such internal control as the directors determine is necessary to enable the preparation of:
i.
the financial report (other than the consolidated entity disclosure statement) that gives a true and
fair view and is free from material misstatement, whether due to fraud or error; and
ii.
the consolidated entity disclosure statement that is true and correct and is free of misstatement,
whether due to fraud or error.
In preparing the financial report, the directors are responsible for assessing the Group’s ability to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the
going concern basis of accounting unless the director either intends to liquidate the Group or to cease
operations, or have no realistic alternative but to do so.
Other Information
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 2024 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.
55
AUSTRALIAN POTASH LIMITED
INDEPENDENT AUDITOR’S REPORT (continued)
Report on the Remuneration Report
We have audited the Remuneration Report included in the directors’ report for the year ended 30 June
2024. 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.
Opinion
In our opinion the Remuneration Report of Australian Potash Limited for the year ended 30 June 2024
complies with section 300A of the Corporations Act 2001.
In.Corp Audit & Assurance Pty Ltd
Volha Romanchik
Director
30 September 2024
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.
A further description of our responsibilities for the audit of the financial report is located at the Auditing
and Assurance Standards Board website at:
https://www.auasb.gov.au/auditors_responsibilities/ar1.pdf. This description forms part of our auditor’s
report.
56
Additional ASX Information
57 | P a g e
Annual Report 30 June 2024
Additional information required by the Australian Securities Exchange and not shown elsewhere in this report is
as follows. The information is current as at 16 September 2024
(a)
Distribution of equity securities
Analysis of numbers of equity security holders by size of holding:
Ordinary Shares
# holders
# shares
% capital
1
-
1,000
77
6,402
0.00%
1,001
-
5,000
131
521,213
0.01%
5,001
-
10,000
378
3,071,612
0.08%
10,001
-
100,000
1,500
63,238,420
1.55%
100,001
and over
1,401
4,003,351,843
98.36%
3,487
4,070,189,490
100.00%
There are 2,761 holders of unmarketable parcels of fully paid ordinary shares (ASX: APC), based on the closing
market price of $0.001 on 13 September 2024, representing 218,558,316 shares and amounting to 5.37% of
issued capital.
(b)
On-market buy-back
There is no current on-market buy-back.
(c)
Restricted securities
There are Nil restricted securities on issue.
(d)
Voting rights
All fully paid ordinary shares carry one (1) vote per share. Unlisted options or performance rights carry no
attaching voting rights.
(e)
Substantial shareholders
The names of substantial shareholders who have notified the Company in accordance with section 671B of the
Corporations Act 2001 (Cth), and the details of their holding at the time of notification, are:
# shares
% shares
Finman Pty Ltd
250,000,000
6.14%
Mr Emanuel Richard Brian Dillon < Ltd
206,511,093
5.07%
Additional ASX Information
58 | P a g e
Annual Report 30 June 2024
(f)
Top 20 shareholders
The names of the 20 largest holders of quoted fully paid ordinary shares (ASX: APC) are:
Fully Paid Ordinary Shares
# shares
% shares
1
FINMAN PTY LTD
250,000,000
6.14%
2
MR EMANUEL RICHARD BRIAN DILLON
206,511,093
5.07%
3
KASSETT PTY LTD
145,567,426
3.58%
4
TBG CAPITAL PTY LTD
143,527,035
3.53%
5
YANDAL INVESTMENTS PTY LTD
102,242,056
2.51%
6
KASSETT PTY LTD
91,399,914
2.25%
7
MR MATTHEW WILLIAM SHACKLETON
70,000,000
1.72%
8
FUTURE SUPER PTY LTD
60,000,000
1.47%
9
LUNA ROSSA NO 2 PTY LTD
51,000,000
1.25%
10
RETZOS EXECUTIVE PTY LTD
44,113,211
1.08%
11
JASPER HILL RESOURCES PTY LTD
40,000,000
0.98%
12
MR WILLIAM HENRY HERNSTADT
40,000,000
0.98%
13
KAHALA HOLDINGS PTY LTD
38,832,216
0.95%
14
MR MATTEO VALENTINI
37,014,925
0.91%
15
MR AGOSTINO MARIO STATI
35,000,000
0.86%
16
PEANUT CAPITAL PTY LTD
34,308,069
0.84%
17
KIMURA CAPITAL PTY LTD
34,208,955
0.84%
18
IOOF INVESTMENT SERVICES LIMITED
31,701,389
0.78%
19
CHEETAH HOLDINGS PTY LTD
28,832,216
0.71%
20
PRINCE CAPITAL PTY LTD
28,424,999
0.70%
Total for Top 20
1,512,683,504
37.16%
Total Issued Capital
4,070,189,490
100.00%
(g)
Other quoted securities
Holders of 20% or more of the class
Class
# securities
#
holders
Holder name/s
# securities
Listed $0.0015 options expiring
29/04/2027
3,664,999,976
275
Additional ASX Information
59 | P a g e
Annual Report 30 June 2024
(h)
Unquoted securities
Holders of 20% or more of the class
Class
# securities
#
holders
Holder name/s
# securities
Unlisted $0.06 options expiring
21/03/2025
115,408,645
7
YANDAL INVESTMENTS
PTY LTD
51,519,756
Performance Rights – Tranche D a
49,498,200
3
Matthew Shackleton1
31,500,000
Performance Rights – Tranche E b
49,498,200
2
Matthew Shackleton1
31,500,000
Performance Rights – Tranche F c
18,003,600
1
Cathy Mary Moises
Jonathan Fisher2
9,001,800
9,001,800
Performance Rights – Tranche G d
31,500,000
1
Matthew Shackleton1
31,500,000
Performance Rights – Tranche H e
31,500,000
3
Matthew Shackleton1
31,500,000
Performance Rights – Tranche D a
49,498,200
3
Matthew Shackleton1
31,500,000
1: Matthew Shackleton’s performance rights are held in a nominee entity: Matthew William Shackleton + Nicole
Jodie Shackleton
2: Jonathan Fisher’s performance rights are held in a nominee entity: JWest Nominnes Pty Ltd ,Jwest Family
Account.
Vesting conditions pertaining to the Performance Rights are as follows:
a: The Company’s share price trading at greater than $0.005 (being 5 times the issue price of the Offer Shares)
for 10 consecutive days;
b: The Company outperforming the ASX Small Ordinaries Index (ASX: XSO) by 30% or more over the 12 months
post completion of the Offer.
c: The Company’s market capitalisation exceeding four times its market capitalisation on re-quotation on the
ASX.
d: The Company announcing a new JORC-compliant reserve estimate on any project owned or joint ventured by
the Company
e: The Company making a final investment decision to commence development of a project or commences
(i)
Tenement Schedule
APC’s tenement holdings as at 16 September 2024:
Area
Tenement
Interest
Lake Wells
E38/1903
100%
E38/2113
100%
E38/2505
100%
E38/2901
100%
E38/2988
100%
E38/3018
100%
E38/3021
100%
E38/3028
100%
E38/3224
100%
E38/3225
100%
E38/3226
100%
E38/3270
100%
E38/3423
100%
Additional ASX Information
60 | P a g e
Annual Report 30 June 2024
Area
Tenement
Interest
Laverton Downs1
E38/2724
100%
E38/3014
100%
E38/3132
100%
E38/3402
100%
E38/3403
100%
E38/3404
100%
Nexus
ELA80/5917
-
EL80/5778
100%
West Arunta2
ELA80/6044
100%
1: Tenements held by Laverton Downs Pty Ltd, a wholly owned subsidiary of APC. On 28 February 2023 the
Company announced that it had entered into a binding Letter of Intent in relation to the conditional sale of the
tenements to Maverick Minerals Pty Ltd.
2: The Company has entered into a binding agreement to acquire 100% of the issued share capital of Green Metals
Group Pty Ltd, who is the holder of ELA80/6044. As at the date of this report, the acquisition is nearing
finalisation.