BANNERMAN RESOURCES LIMITED
AND CONTROLLED ENTITIES
ANNUAL REPORT
FOR THE YEAR ENDED
30 JUNE 2020
www.bannermanresources.com
BANNERMAN RESOURCES LIMITED ABN 34 113 017 128
Corporate Office Suite 7 ■ 245 Churchill Avenue ■ Subiaco Western Australia 6008 Post PO Box 1973 ■ Subiaco Western Australia 6904
T +61 8 9381 1436
Page i
CORPORATE DIRECTORY
NON-EXECUTIVE CHAIRMAN
Ronnie Beevor
CHIEF EXECUTIVE OFFICER & MANAGING DIRECTOR
Brandon Munro
NON-EXECUTIVE DIRECTORS
Ian Burvill
Clive Jones
Mike Leech
PRINCIPAL & REGISTERED OFFICE
Suite 7, 245 Churchill Avenue
SUBIACO WA 6008
Australia
Telephone: +61 (8) 9381 1436
AUDITORS
Ernst & Young
11 Mounts Bay Road
PERTH WA 6000
Telephone: +61 (8) 9429 2222
Facsimile: +61 (8) 9429 2432
SHARE REGISTRAR
Computershare (Australia)
Level 11
172 St George’s Terrace
PERTH WA 6000
Telephone from within Australia:
Telephone from outside Australia:
Facsimile:
1300 850 505
+61 (3) 9415 4000
+61 (8) 9323 2033
STOCK EXCHANGE LISTINGS
Australian Securities Exchange (ASX Code: BMN)
Namibian Stock Exchange (NSX Code: BMN)
OTC Markets (OTCQB Code: BNNLF)
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
TABLE OF CONTENTS
Chairman’s Letter to Shareholders .......................................................................................................... 1
Board of Directors and Executives ........................................................................................................... 3
Directors’ Report ...................................................................................................................................... 5
Remuneration Report .............................................................................................................................14
Financial Statements ..............................................................................................................................26
Directors’ Declaration ............................................................................................................................61
Independent Auditor’s Report to the Members ....................................................................................62
Additional ASX Information ....................................................................................................................67
ABOUT BANNERMAN RESOURCES LIMITED
interests
About Bannerman - Bannerman Resources Limited is an ASX and NSX listed exploration and development company
with uranium
is a premier uranium mining
jurisdiction. Bannerman’s principal asset is its 95%-owned Etango Project situated near the Rössing uranium mine,
Paladin’s Langer Heinrich uranium mine and CGNPC’s Husab uranium mine. A definitive feasibility study and an
optimisation study has confirmed the viability of a large open pit and heap leach operation at one of the world’s largest
undeveloped uranium deposits.
in Namibia, a southern African country which
From 2015 to 2017, Bannerman conducted a large scale heap leach demonstration program to provide further
assurance to financing parties, generate process information for the detailed engineering design phase and build and
enhance internal capability.
In August 2020, Bannerman completed a Scoping Study on an 8Mtpa development of Etango (Etango-8 Project). The
Scoping Study has demonstrated that this accelerated, streamlined project is strongly amenable to development –
both technically and economically. A Pre-Feasibility Study on the Etango-8 Project is underway with targeted
completion during 2Q 2021
More information is available on Bannerman’s website at www.bannermanresources.com.
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
i
CHAIRMAN’S LETTER TO SHAREHOLDERS
Dear Fellow Shareholder
I write during an extraordinary year in which the COVID-19 pandemic has had profound impacts on business and
society around the world.
Fortunately, Bannerman has withstood the challenges so far and, I am proud to say, emerged in a stronger and more
agile position with the completion of the Etango-8 Scoping Study, announced in early August 2020.
Over the past year we undertook a review of various scaling opportunities that might exist for the Etango Project.
The Etango-8 Scoping Study represents the successful culmination of that work. Etango-8 is a reimagined
development of the Etango ore body at an average production rate of 3.5 million pounds U3O8 per annum1. At this
scale we have improved project economics, significantly reduced development hurdles and dramatically lowered
pre-production capital costs whilst decreasing operating costs. Your Board is excited about Etango-8 because it
enables us to get into production sooner with a more manageable scale, whilst still having the option of increasing
our production rate in the future to take advantage of deepening forecasted deficits in the uranium market.
Accordingly, your Board approved the commencement of the Etango-8 Preliminary Feasibility Study, which is
expected to be completed by mid 2021.
Despite a volatile and challenging year for uranium equities, company promotion and various restrictions in Namibia,
we have not had any significant disruptions to our business. We did not allow the many distractions to affect our
safety leadership, with Bannerman now entering its tenth consecutive year without a lost time injury.
Equity markets for junior resources companies were highly volatile in response to early uncertainty regarding COVID-
19. These difficult market conditions were exacerbated by the cancellation of conventional investor relations
platforms, conferences and promotional travel. Whilst many other companies struggled to adapt to this change,
Bannerman benefitted from the virtual marketing foundations implemented over the past two years and your CEO,
Brandon Munro’s significant online profile as an international uranium expert.
The Namibian government acted decisively in response to the COVID-19 threat, implementing lock-downs and other
restrictions. At Etango, we had completed all testwork shortly before restrictions took effect and the remaining
study work was undertaken on a desktop basis. Accordingly, the various restrictions, including international travel
bans, did not affect our business.
Disruption caused by COVID-19 had an acute effect on global uranium supply. Cigar Lake, the world’s largest single
uranium mine, was placed into care and maintenance for six months. Production was also severely affected in
Kazakhstan, the world’s largest uranium production centre, after Kazatomprom suspended well field development
between April and August. Production was also affected to lesser extents at other uranium mines, resulting in
forecast global 2020 uranium production dropping by at least 20 million pounds, doubling the forecast 2020 supply
deficit and placing stress on both producer and customer inventories.
Nonetheless, nuclear fuel demand continues to be strong, with COVID-19 having only minor effects on global nuclear
power output. Although total electricity demand was substantially impacted for periods in certain markets, nuclear
power contributed disproportionately to meeting demand as it was generally preferred for its resilience. Nuclear
power again proved itself as a reliable power source, in this case because nuclear was not subject to the same supply
chain and labour risks that threatened other baseload power alternatives. Accordingly, forecast negative effects in
nuclear power in 2021 are not significant and reactor construction continues in key markets such as China, India and
Russia.
As with last year, Bannerman’s strategy is focused on generating shareholder value through maintaining financial
resilience, enhancing the value of our flagship Etango uranium project in Namibia and positioning the company for
the expected recovery in the uranium price.
1. Bannerman advised of the completion of a Scoping Study for an 8Mtpa development of its flagship Etango Uranium Project in Namibia (Etango-8
Project) in an ASX announcement 5 August 2020. Bannerman is not aware of any new information or data that materially affects the information
included in this ASX release, and Bannerman confirms that, to the best of its knowledge, all material assumptions and technical parameters
underpinning the estimates in this release continue to apply and have not materially changed.
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
1
CHAIRMAN’S LETTER TO SHAREHOLDERS
As a result of our financial discipline we have, again, operated throughout the year without an equity raising and
maintained a healthy cash balance of $4.17m at 30 June 2020 (compared with $6.27m at 30 June 2019). We have
achieved this modest burn rate despite substantial investment in the Etango-8 Scoping Study and the cost of related
work at our Heap Leach Demonstration Plant. This was, in part, due to the willingness of your Board and
management to volunteer pay cuts during the last quarter of the year as a response to the uncertainty and volatility
arising from COVID-19.
Bannerman remains exceptionally well positioned within the uranium industry, as fuel buyers come to understand
the extent of supply depletion and widening deficits that will characterise this industry from 2025. Etango-8 offers
the potential to be in production by 2025, with the option of scaling up production as forecast deficits widen beyond
20282.
Etango is fortunate to be located in Namibia, which offers significantly lower political, logistical and social hurdles to
development. Further, Namibian uranium production offers several distinct advantages, including the ability to
market across all geopolitical blocks. Our in-country presence since 2006, consistent leadership in corporate social
responsibility and support of our various stakeholders has allowed us to fully embrace such advantages, including
community and government support for Etango. Over many years, we have demonstrated outstanding
environmental, social and governance credentials that are consistent with best practice ESG principles.
After a year in which Bannerman successfully responded to acute challenges, I would like to thank the Bannerman
team in Namibia and Australia for their dedication and effectiveness. I also wish to thank all Bannerman
stakeholders, including the Namibian government, our host community and the One Economy Foundation (which
holds a 5% ownership of the Etango Project) for their support during this period.
Yours sincerely,
Ronnie Beevor
Chairman
2. Bannerman advised of the completion of a Scoping Study for an 8Mtpa development of its flagship Etango Uranium Project in Namibia (Etango-8
Project) in an ASX announcement 5 August 2020. Bannerman is not aware of any new information or data that materially affects the information
included in this ASX release, and Bannerman confirms that, to the best of its knowledge, all material assumptions and technical parameters
underpinning the estimates in this release continue to apply and have not materially changed.
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
2
BOARD OF DIRECTORS AND EXECUTIVES
BOARD OF DIRECTORS
Ronald (Ronnie) Beevor
B.A. (Hons)
Non-Executive Chairman
Term of Office
Director since 27 July 2009, Chairman since 21 November
2012
Independent: Yes
Skills, experience and expertise
in
Ronnie has more than 30 years of experience
investment banking,
including being the Head of
Investment Banking at NM Rothschild & Sons (Australia)
Limited between 1997 and 2002. During his career,
Ronnie has had an extensive involvement in the natural
resources industry, both in Australia and internationally.
Amongst a broad range of former mining company
directorships, Ronnie was a director of Oxiana Limited
which successfully developed the Sepon gold-copper
project in Laos as well as the Prominent Hill copper-gold
project in South Australia.
Ronnie has an Honours Degree in Philosophy, Politics and
Economics from Oxford University (UK) and qualified as a
chartered accountant in London in 1972.
Special Responsibilities
Member of the Audit Committee
Member of
Corporate Governance Committee
the Remuneration, Nomination and
Current ASX listed directorships
Nil
Former ASX listed directorships over the past three
years
MZI Resources Limited (15 April 2016 to 16 April 2019)
Wolf Minerals Limited (20 September 2013 to 18 October
2018)
Brandon Munro
LLB, B.Econ, GAICD, F Fin
Chief Executive Officer (CEO) and Managing Director
Term of Office:
CEO and Managing Director since 9 March 2016
Independent: No
Skills, experience and expertise
Brandon is a quantitative economist and lawyer with 20
years of experience as a corporate lawyer and resources
executive, including serving as Bannerman’s General
Manager between 2009-2011, based in Namibia. Before
joining Bannerman as CEO/Managing Director, Brandon
was Managing Director of ASX-listed Kunene Resources
Ltd, a base metals explorer that discovered the Opuwo
Cobalt Project in Namibia.
Brandon lived in Namibia between 2009-2015, where he
served as Governance Advisor to the Namibian Uranium
Association and Strategic Advisor – Mining Charter to the
Namibian Chamber of Mines. He currently serves as
Chair of the Demand Working Group for the World
Nuclear Association’s Nuclear Fuel Report. Brandon’s
voluntary roles include as Trustee of Save the Rhino Trust
Namibia, a high-profile Namibian NGO, and Board
member of the Murdoch University Art Collection. He is
a non-executive director of ASX-listed Scandivanadium
Ltd.
Special Responsibilities
Managing Director
Current ASX listed directorships
Scandivanadium Limited (appointed 13 November 2018)
Former ASX listed directorships over the past three
years
Novatti Group Limited (12 October 2015 to 5 August
2020)
Ian Burvill
BEng (Mech), MBA, MIEAust, CPEng, M.AusIMM, GAICD
Non-Executive Director
Term of Office
Director since 14 June 2012
Independent Yes
Skills, experience and expertise
Ian has over 30 years of mining industry experience. He
started his career as a mechanical engineer, then worked
as a merchant banker before becoming a senior
executive in private equity. He is a former Partner of
Resource Capital Funds (RCF) and a past Associate
Director of Rothschild Australia Limited. Ian has sat on
the boards of nine mining companies, two mining
services groups, a mining venture capital firm and a
leading mining private equity firm. He was nominated to
Bannerman’s board by RCF. Ian is classified as an
Independent Director as RCF reduced its shareholding to
nil in September 2018.
Special Responsibilities
Chairman of
Corporate Governance Committee
Member of the Audit Committee
the Remuneration, Nomination and
Current ASX listed directorships
Nil
Former ASX listed directorships over the past three
years
Scandivanadium Limited (13 November 2018 to 28 April
2020)
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
3
BOARD OF DIRECTORS AND EXECUTIVES
Clive Jones
B.App.Sc(Geol), M.AusIMM
Non-Executive Director
Term of Office
Director since 12 January 2007
Independent No
Skills, experience and expertise
Clive has more than 25 years of experience in mineral
exploration, across a diverse range of commodities
including gold, base metals, mineral sands, uranium and
iron ore. Clive is the original vendor of the Company’s
Etango Project in Namibia.
Special Responsibilities
Chairman of the Health, Safety, Environment and
Community Committee
Member of
Corporate Governance Committee
the Remuneration, Nomination and
Mike was named an honorary life member of the
Namibian Uranium Association in recognition of his
singular service to the uranium industry.
Special Responsibilities
Chairman of Bannerman’s 95% owned Namibian
subsidiary, Bannerman Mining Resources (Namibia) (Pty)
Ltd
Chairman of the Audit Committee
Member of the Health, Safety, Environment and
Community Committee
Current ASX listed directorships
Nil
Former ASX listed directorships over the past three
years
Nil
COMPANY SECRETARY
Current ASX listed directorships
Cazaly Resources Limited (Joint Managing Director)
(appointed 15 September 2003)
Rob Orr
B Bus Acc, CA
Former ASX listed directorships over the past three
years
Corazon Mining Limited (10 February 2005 to 29
November 2019)
Mike Leech
FCIS (Accountancy)
Non-Executive Director
Term of Office
Director since 12 April 2017
Independent Yes
Skills, experience and expertise
Mike is a respected statesman of the Namibian mining
industry. He is a former Managing Director of Rössing
Uranium Ltd, past president of the Namibian Chamber of
Mines and past Chairman of the Namibian Uranium
Association. His career with Rio Tinto started in 1982
when he joined Rössing as an accountant and included a
posting as Administration Director of Anglesey
Aluminium before returning to Rössing in 1997 as Chief
Financial Officer. Mike was Managing Director of Rössing,
then the largest open pit uranium mine in the world, for
6 years until he retired in 2011. Since retirement Mike
has consulted to the uranium sector and served as a non-
executive director of ASX-listed Kunene Resources Ltd, a
base metals explorer that discovered the Opuwo Cobalt
Project in Namibia.
Mike’s commitment to corporate social responsibility in
Namibia is well known, including as a former Trustee of
Save the Rhino Trust Namibia and the Rössing
Foundation.
Term of Office
Company Secretary since 2 January 2020
Skills, experience and expertise
Rob is a Chartered Accountant and has more than 20
in auditing, accounting and
years of experience
secretarial roles. He commenced his career at an
international accounting firm and has had significant
exposure to the resources sector in the roles of Chief
Financial Officer and Company Secretary for a number of
ASX listed companies.
EXECUTIVE
Werner Ewald
BSc (Elect), MBA (Stellenbosch)
Managing Director, Bannerman Mining Resources
(Namibia) (Pty) Ltd
Term of Office
Since 24 June 2010
Skills, experience and expertise
Werner joined Bannerman in June 2010 as the Etango
Project Co-ordinator following 22 years with Rio Tinto
which included 20 years at the Rössing Uranium Mine in
Namibia and 2 years at the Tarong Coal Mine in
Queensland, Australia. He held numerous operational
roles at Rössing including Engineering Manager, Mine
Operations Manager and Business
Improvement
Manager. Prior to Rio Tinto he worked with the De Beers
Group at their underground operations near Kimberly,
South Africa and the Namdeb alluvial operations in
Namibia.
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
4
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2020
The directors present their report on the consolidated entity comprising Bannerman Resources Limited (“Bannerman”
or the “Company”) and its controlled entities (the “Group”) for the year ended 30 June 2020 (“the financial year”).
Bannerman is a company limited by shares that is incorporated and domiciled in Australia.
BOARD OF DIRECTORS
The directors of Bannerman in office during the financial year and up to the date of this report were:
Name
Ronnie Beevor
Brandon Munro
Ian Burvill
Clive Jones
Mike Leech
Position
Independent
Non-Executive Chairman
Chief Executive Officer
Non-Executive Director
Non-Executive Director
Non-Executive Director
Yes
No
Yes
No
Yes
Appointed
27 July 2009
9 March 2016
14 June 2012
12 January 2007
12 April 2017
COMPANY SECRETARY
The company secretary of Bannerman in office during the financial year and up to the date of this report was:
Name
Rob Orr
Robert Dalton
Appointed
2 January 2020
17 September 2014
to 2 January 2020
INFORMATION ON DIRECTORS AND COMPANY SECRETARY
Particulars on the skills, experience, expertise and responsibilities of each director and the company secretary at the
date of this report, including all directorships of other companies listed on the Australian Securities Exchange, held or
previously held by a director at any time in the past three years, are set out on pages 3 to 4 of this report.
BOARD MEETING ATTENDANCE
Particulars of the number of meetings of the Board of directors of Bannerman and each Board committee of directors
held and attended by each director during the 12 months ended 30 June 2020 are set out in Table 1 below.
Table 1. Directors in Office and attendance at Board and Board Committee Meetings during 2019/2020
Board committee meetings
Board meetings
Remuneration,
Nomination & Corp.
Governance
Committee
Health, Safety,
Environment and
Community
Committee
Audit Committee
A
8
8
8
8
8
B
8
8
8
8
8
A
2
2*
2
2*
2
B
2
-
2
-
2
A
3
3*
3
3
3*
B
3
-
3
3
-
A
2*
2*
2*
2
2
B
-
-
-
2
2
Ronnie Beevor
Brandon Munro
Ian Burvill
Clive Jones
Mike Leech
A = Number of meetings attended
B = Number of meetings held during the time the director held office or was a member of the relevant committee during the year.
Indicates that a Director attended some or all meetings by invitation whilst not being a member of a specific committee.
*
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
5
DIRECTORS’ REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
DIRECTORS’ INTERESTS IN SECURITIES IN BANNERMAN
As at the date of this report, the relevant interests of each director in the ordinary shares and share options in
Bannerman, as notified to the Australian Securities Exchange in accordance with s205G(1) of the Corporations Act
2001, are as follows:
Fully Paid Ordinary Shares
Beneficial,
private
company or
trust
Own name
Ronnie Beevor
6,243,643
Brandon Munro
11,107,100
-
-
-
1,000,000
Share Options
Performance Rights
Beneficial,
private
company or
trust
6,807,900
-
-
Own name
Beneficial,
private
company or
trust
Own name
-
-
1,282,100
20,521,700
-
-
3,403,900
-
641,000
77,207,668
-
-
-
3,403,900
-
641,000
-
8,044,700
-
-
-
Ian Burvill
Clive Jones
Mike Leech
PRINCIPAL ACTIVITIES
Bannerman Resources Limited is an exploration and development company with uranium interests in Namibia, a
southern African country which is a premier uranium mining jurisdiction. Bannerman’s principal asset is its 95%-
owned Etango Project situated southwest of CNNC’s Rössing uranium mine and CGNPC’s Husab Mine and to the north
west of Paladin Energy’s Langer-Heinrich mine. Etango is one of the world’s largest undeveloped uranium deposits.
Bannerman is focused on the development of a large open pit uranium operation at Etango.
OPERATING AND FINANCIAL REVIEW
CORPORATE
Exercise of Director Options
During the year, the Company’s Non-Executive Director, Mr Ian Burvill, exercised 1,000,000 options at an exercise
price of A$0.042 and their exercise generated a cash inflow of A$42,000.
Issued Securities
At the date of this report, the Company has on issue 1,058,781,696 ordinary shares, 41,475,130 performance and
share rights and 26,667,400 unlisted share options. The share rights and share options were issued subject to various
performance targets and continuous employment periods.
Employee Incentive Plan
The Company has implemented changes to streamline its Employee Incentive Plan (“EIP”), to optimise the functioning
of and reduce the administrative cost of managing the EIP. One of these measures is an alignment of share price
performance with the Company’s financial year by setting the 20 trading day Volume Weighted Average Price to 30
June each year, instead of the 20 trading days ending on the day of the Company’s AGM in November.
The baseline price for the 2019 EIP Performance Rights is therefore 4.5 cents per share, being the Volume Weighted
Average Price for the 20 trading days ended 28 June 2019 (as there was no trading on 29 or 30 June 2019).
There is no change to the planned timing of issuance of Performance Rights to employees, which remains set for
November each year. Shareholder approval is required at the Company’s AGM for any offer of Performance Rights to
Bannerman’s Chief Executive Officer.
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
6
DIRECTORS’ REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
ETANGO URANIUM PROJECT (BANNERMAN 95%)
Overview
The Etango Project is one of the world’s largest
undeveloped uranium deposits, located in the Erongo
uranium mining region of Namibia which hosts the
Rössing, Husab and Langer-Heinrich mines. Etango is
73km by road from Walvis Bay, one of southern Africa’s
busiest deep-water ports through which uranium has
been exported for over 40 years. Road, rail, electricity
and water networks are all located nearby.
DFS (completed in 2012)
Bannerman completed the DFS and Environmental and
Social Impact Assessment (“ESIA”) on the Etango
project in 2012. The respective studies, as announced
to the market on 10 April 2012, confirmed the technical,
economic and environmental viability of the project at
historical term uranium prices.
Figure 1 – The Etango Project showing MDRL 3345 and EPL 3345
Regulatory Approvals
Exclusive Prospecting Licence 3345 (EPL 3345) was renewed for a further 2 year term. EPL 3345 is situated
immediately north of Bannerman’s Mineral Deposit Retention Licence 3345, on which the Etango Uranium Project
and all proposed mine infrastructure is located.
The renewal of the Environmental Clearance Certificate for the Linear Infrastructure of the Etango Project was
received from the Ministry of Environment & Tourism. This approval includes the external infrastructure for the
Etango mine, such as power and water lines and transport infrastructure, and is valid for a further 3 years.
Membrane Study completed
Bannerman released positive results from the Membrane Study testwork on 9 April 2020. Bannerman is not aware of
any new information or data that materially affects the information included in the ASX release, and Bannerman
confirms that, to the best of its knowledge, all material assumptions and technical parameters underpinning the
estimates in this release continue to apply and have not materially changed.
In 2017 Bannerman commenced the Membrane Study, a process to test the potential application of Nano-Filtration
(“NF”) in combination with an Ion Exchange (“IX”) recovery circuit, as part of its value improvement work. The
preliminary results of this testwork were positive, as announced to the ASX on 11 April 2018.
In late 2019 Bannerman recommissioned the Etango Heap Leach Demonstration Plant to prepare pregnant liquor
solution to use in follow up testwork to advance the Membrane Study testwork to a definitive level, in conjunction
with the Company’s specialist technical advisers.
Two aspects of the Membrane Study testwork required further analysis to advance the findings to a definitive level:
•
•
The preferred process for removing iron from the finished uranium product (converter specifications for U3O8
have very low tolerances for Fe); and
Selection of the preferred type of membrane units and definitive-level design work to incorporate NF into
the process circuit.
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
7
DIRECTORS’ REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
Iron removal testwork completed
Confirmatory testwork regarding the iron removal process was completed during the period. Two alternative
processes for iron removal were considered and tested:
1. Precipitation after the NF process. Following the IX process the Concentrated Eluate (“CE”) solution passes
through the NF plant upgrading the uranium and recovering the acid. Iron is then preferentially precipitated
prior to the precipitation of uranium.
2. Rinsing prior to elution in the IX process. Prior to the elution during the IX process, the resin is rinsed with a
weak acid solution to remove any excess iron.
The confirmatory testwork successfully demonstrated and confirmed that the second iron removal process is the most
favourable of the two methods being considered and the preferred process route. Rinsing the loaded IX column prior
to elution demonstrated that over 99% of the iron can be removed using a weak acid solution. The removed iron can
also be re-used in the leaching circuit, reducing reagent costs.
The elution process can then present the CE solution with minimal iron content to the NF plant, where the uranium
solution upgrades by almost ten-fold while 80% of the sulphuric acid is recovered for the processing circuit. The IX/NF
process route is expected to provide both economic and operational advantages, and has been adopted as the
preferred flowsheet for the Etango Project moving forward.
Membrane selection and definitive-level design
Bannerman also completed a review of the most suitable membrane for the Etango Project. It is considered that acid
resistant membranes are generally cheaper and available in a wider variation of rejection and operating pressure
ranges. The alternative, acid proof membranes, are generally more expensive, have lower uranium rejections and
require higher operating pressures
Each membrane type has different key advantages and requires different plant designs to produce the desired output
stream requirements. These different plant designs can result in significantly different capital cost (“CAPEX”) and
operating cost (“OPEX”) outcomes. Only once all membrane parameters for a particular feed stream are known can
an economic assessment be undertaken to identify the recommended membrane. Based on the estimated CAPEX and
OPEX for the different membrane types, Bannerman has now determined the most suitable membrane.
Following completion of the membrane selection process and utilising trial performance data obtained from the
Etango Heap Leach Demonstration Plant, Bannerman completed a preliminary design to a definitive level for the NF
plant for the Etango Project.
Etango-8 Project Scoping Study
Bannerman announced to the ASX on 5 August 2020 the completion of a Scoping Study for an 8Mtpa development of
its flagship Etango Uranium Project in Namibia (Etango-8 Project). Bannerman is not aware of any new information
or data that materially affects the information included in the ASX release, and Bannerman confirms that, to the best
of its knowledge, all material assumptions and technical parameters underpinning the estimates in this release
continue to apply and have not materially changed.
Key outcomes included:
▪ Primary outcome of recent scaling evaluation work on Etango; provides an alternate, streamlined development
model to the 20Mtpa development assessed to DFS level in 2015
▪ Demonstrates the strong technical and economic viability of conventional open pit mining and heap leach
processing of the world class Etango deposit at a 8Mtpa throughput
▪ Further upside potential from:
‒
Future life extension and/or scale-up expansion
‒ Additional processing efficiency and cost opportunities
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
8
DIRECTORS’ REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
▪ Vast body of previous technical work enables fast-tracking of feasibility studies; all resource drilling, geotechnical,
metallurgical and environmental work already complete
▪ Heap leach process route has also been comprehensively de-risked via operation of the Etango Heap Leach
Demonstration Plant
▪ Bannerman Board has approved commencement of a Pre-Feasibility Study (PFS) with completion targeted for Q2
2021
▪ Long-term scalability of Etango Project (up to 20Mtpa) is an option given previous definitive level studies; provides
strong optionality and leverage to upside-case uranium market.
COVID OPERATIONS RESPONSE
In response to the COVID pandemic Bannerman implemented a COVID management plan which included restrictions
on travel and site mobilisation, physical distancing and hygiene controls, and a response plan in the event of COVID
cases.
Bannerman is currently well funded to deal with the ongoing impact of the COVID pandemic. During the early stages
of the pandemic Bannerman took economic precautionary measures with the Company mandating a policy of
preserving cash reserves. This included key personnel and the Board taking a reduction in monetary remuneration,
and increased management of administrative cashflows.
CONSOLIDATED RESULTS
The consolidated net loss after tax for the 12 months ending 30 June 2020 was $2,315,000 (2019: $2,255,000) was
attributable primarily to corporate and administrative expenses, and non-cash share-based compensation expenses.
Corporate, administration, personnel and other expenses for the reporting period were $2,479,000 (2019:
$2,401,000), including employee and director share-based payment expense of $736,818 (2019: $802,000). Refer to
the Remuneration Report and Note 20 of the financial report for further details on share-based payments.
Income for the reporting period included interest income of $101,000 (2019: $146,000).
Capitalised exploration and evaluation expenditure was $47,906,000 as at 30 June 2020 (2019: $56,893,000 )
reflecting the capitalisation of costs relating to the Etango Project heap leach demonstration plan construction and
operation, feasibility study, resource definition drilling and assaying, and other exploration and evaluation costs, net
of foreign currency translation movements and sale of a royalty. Total additions for the year amounted to $637,000
(2019: $426,000). A foreign exchange translation reduction of $9,624,000 (2019: increase of $1,527,000), resulting in
a decrease in carrying value, was also recorded for the year. This adjustment reflects the weakening of the Namibian
$ against the Australian $ over the year.
Cash Position
Cash and cash equivalents were $4,174,000 as at 30 June 2020 (2019: $6,268,000).
Cash outflow from operating activities during the year amounted to $1,509,000 (2019: $1,433,000).
Cash outflow from investing activities during the year amounted to $626,000 (2019: $796,000), related primarily to
drilling activities and expenditure on the Etango-8 Scoping Study.
Cash inflow from financing activities during the year amounted to $36,000 (2019:$173,000), predominately related to
the exercise of Director Options during the year.
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
9
DIRECTORS’ REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
Issued Capital
Issued capital at the end of the financial year amounted to $141,198,000 (2019: $141,156,000). The increase of
$42,000 (2019: $173,000) related to the issue of 1,000,000 shares in relation to the exercise of Director Options during
the year.
SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS
Other than items already noted elsewhere in this report, there were no additional significant changes in the state of
affairs of the Group during the financial year.
LIKELY DEVELOPMENTS AND EXPECTED RESULTS OF OPERATIONS
Likely developments in the operations of the Group are set out in the “Etango Uranium Project” on page 7 - 9 of this
report.
Disclosure of any further information has not been included in this report, because, in the reasonable opinion of the
Directors, to do so would be likely to prejudice the business activities of the Group.
MATTERS SUBSEQUENT TO THE END OF THE FINANCIAL YEAR
No other matters or circumstances have arisen since the end of the financial period which significantly affected or
may significantly affect the operations of the Consolidated Entity, the results of those operations, or the state of affairs
of the Consolidated Entity in future financial years.
SHARE OPTIONS / PERFORMANCE RIGHTS
Share Options / Performance Rights on Issue
Details of share options and performance rights in Bannerman as at the date of this report are set out below:
Security Type
Number
Exercise price
Expiry date
Share Options
Share Options
Share Options
13,731,200
8,597,400
4,338,800
$0.069
$0.072
$0.059
Security Type
Number
Exercise price
Performance Rights
Performance Rights
Performance Rights
16,272,519
13,256,411
11,946,200
n/a
n/a
n/a
15 November 2020
15 November 2021
15 November 2022
Vesting date
15 November 2020
15 November 2021
15 November 2022
Share Options and Performance Rights issued
During the financial year 4,338,800 share options (2019: 8,597,400) and 18,159,200 performance rights (2019:
15,125,000) were issued.
No share option or performance rights holder has any right under the share options or rights to participate in any
other share issue of the Company or any other entity.
Share options exercised
During or since the end of the financial year, 1,000,000 share options (2019: 3,923,000) were exercised.
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
10
DIRECTORS’ REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
Performance Rights vested
During or since the end of the financial year, 16,194,482 performance rights (2019: 7,792,867) vested.
Share Options and Performance Rights forfeited or cancelled
During or since the end of the financial year, no share options (2019: nil) and 2,142,522 performance rights (2019:
2,988,232) were forfeited or cancelled.
Share Options expired or lapsed
During or since the end of the financial year, 47,298,200 share options (2019: 32,623,000) have expired or lapsed.
ENVIRONMENTAL DISCLOSURE
The Group is subject to various laws governing the protection of the environment in matters such as air and water
quality, waste emission and disposal, environmental impact assessments, mine rehabilitation and access to, and the
use of, ground water. In particular, some activities are required to be licensed under environmental protection
legislation of the jurisdiction in which they are located and such licenses include requirements specific to the subject
site.
So far as the directors are aware, there have been no material breaches of the Company’s licence conditions, and all
exploration activities have been undertaken in compliance with the relevant environmental regulations.
INDEMNITIES AND INSURANCE OF DIRECTORS AND OFFICERS
During the financial year, the Company paid a premium to insure the directors and officers of the Group against
liabilities incurred in the performance of their duties. Under the terms and conditions of the insurance contract, the
nature of liabilities insured against and the premium paid cannot be disclosed.
The officers of the Group covered by the insurance policy include any person acting in the course of duties for the
Group who is, or was, a director, executive officer, company secretary or a senior manager within the Group.
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 entities in the Group, 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 Group. It is not possible
to apportion the premium between amounts relating to the insurance against legal costs and those relating to other
liabilities.
INDEMNIFICATION OF AUDITORS
To the extent permitted by law, the Company has agreed to indemnify its auditors, Ernst & Young, as part of the
terms of its audit engagement agreement against claims by third parties arising from the audit (for an unspecified
amount). No payment has been made to indemnify Ernst & Young during or since the financial year.
PROCEEDINGS ON BEHALF OF THE GROUP
At the date of this report, there are no applications or proceedings brought on behalf of the Group under s237 of the
Corporations Act 2001.
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
11
DIRECTORS’ REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
DIVIDENDS
No dividend has been declared or paid during the year (2019: nil).
ROUNDING
The amounts contained in this report and in the financial report have been rounded to the nearest $1,000 (where
rounding is applicable and where noted ($’000)) under the option available to the Company under ASIC Corporations
(Rounding in Financial/Directors’ Reports) Instrument 2016/191. The Company is an entity to which the Class Order
applies.
NON-AUDIT SERVICES
In accordance with the Company’s External Auditor Policy, the Company may decide to engage the external audit firm
on assignments additional to its statutory audit duties where the auditor’s expertise and experience with the Group
are important.
Details of the amounts paid or payable to the auditor, Ernst & Young, for audit and non-audit services provided during
the financial year are set out in Note 5 of the financial report.
The Board of directors, in accordance with advice received from the Audit Committee, is satisfied that the provision
of the non-audit services detailed in Note 5 of the financial report is compatible with the general standard of
independence for auditors imposed by the Corporations Act 2001. The directors are also satisfied that the provision
of these non-audit services did not compromise the auditor independence requirements of the Corporations Act 2001
because:
•
they have no reason to question the veracity of the auditor’s independence declaration referred to in the
section immediately following this section of the report; and
the nature of the non-audit services provided is consistent with those requirements.
•
AUDITOR’S INDEPENDENCE DECLARATION
Ernst & Young continues as external auditor in accordance with s327 of the Corporations Act 2001. The auditor’s
independence declaration as required under s307C of the Corporations Act 2001 is set out below and forms part of
this report.
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
12
Ernst & Young
11 Mounts Bay Road
Perth WA 6000 Australia
GPO Box M939 Perth WA 6843
Tel: +61 8 9429 2222
Fax: +61 8 9429 2436
ey.com/au
Auditor’s independence declaration to the directors of Bannerman
Resources Limited
As lead auditor for the audit of Bannerman Resources Limited for the financial year ended 30 June
2020, I declare to the best of my knowledge and belief, there have been:
a. No contraventions of the auditor independence requirements of the Corporations Act 2001 in
relation to the audit; and
b. No contraventions of any applicable code of professional conduct in relation to the audit.
This declaration is in respect of Bannerman Resources Limited and the entities it controlled during the
financial year.
Ernst & Young
Gavin Buckingham
Partner
24 September 2020
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
GB:JG:BANNERMAN:020
DIRECTORS’ REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
REMUNERATION REPORT (AUDITED)
INTRODUCTION AND REMUNERATION STRATEGY
The Board of Bannerman is committed to providing a remuneration framework that is designed to attract, motivate
and maintain appropriately qualified and experienced individuals whilst balancing the expectations of shareholders.
The Company’s remuneration policies are structured to ensure a link between Company performance and appropriate
rewards, and remuneration for executives involves a combination of both fixed and variable (“at risk”) remuneration,
including long term incentives to drive the Company’s desired results.
In developing the Company’s remuneration policy, the Board remains focussed on competitive remuneration packages
and long term equity plans, which reward executives for delivering satisfactory performance to shareholders. In this
regard, Bannerman has developed equity rewards based on performance hurdles that deliver returns for
shareholders.
SUMMARY
The remuneration report summarises the remuneration arrangements for the reporting period 1 July 2019 to 30 June
2020 for the directors and executives of Bannerman and the Group in office during the financial year.
The information provided in this remuneration report has been audited as required by s308(3C) of the Corporations
Act 2001.
KEY MANAGEMENT PERSONNEL
For the purpose of this report, key management personnel of the Group (as defined in AASB 124 Related Party
Disclosures) are those persons identified in this section who have authority and responsibility for planning, directing
and controlling the activities of the Group, whether directly or indirectly, including any director (whether executive or
otherwise) of the parent entity.
The directors and executives considered to be key management personnel of the Group up to the date of this report
are the directors and executives set out in Table 1 below.
Table 1 - Key management personnel
Name
Position
Non-Executive Directors
Ronnie Beevor
Ian Burvill
Clive Jones
Mike Leech
Executive Director
Brandon Munro
Other Executive Personnel
Werner Ewald
Rob Orr
Non-Executive Chairman
Non-Executive Director
Non-Executive Director
Non-Executive Director
Chief Executive Officer and Managing Director
Managing Director – Namibia
Chief Financial Officer and Company Secretary
Period
Full
Full
Full
Full
Full
Full
Part
1. PRINCIPLES USED TO DETERMINE THE NATURE AND AMOUNT OF REMUNERATION
Board Remuneration, Nomination and Corporate Governance Committee
The Remuneration Committee assists the Board to fulfil its responsibilities to shareholders by ensuring the Group has
remuneration policies that fairly and competitively reward executives and the broader Bannerman workforce. The
Remuneration Committee’s decisions on reward structures are based on the current competitive environment,
remuneration packages for executives and employees in the resources industry and the size and complexity of the
Group.
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
14
DIRECTORS’ REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
The Remuneration Committee’s responsibilities include reviewing the Company’s remuneration framework and
evaluating the performance of the CEO and monitoring the performance of the executive team.
Independent remuneration information is used by the Remuneration Committee from time to time to ensure the
Company’s remuneration system and reward practices are consistent with market practices.
Directors’ remuneration policy and structure
Bannerman’s non-executive director remuneration policy aims to reward non-executive directors fairly and
responsibly having regard to the:
•
•
•
level of fees paid to directors relative to other comparatively sized exploration and mining companies;
size and complexity of Bannerman’s operations; and
responsibilities and work requirements of individual Board members.
Fees paid to the non-executive directors of Bannerman are usually reviewed annually by the Remuneration
Committee, and based on periodic advice from external remuneration consultants. The Board decided that in light of
the operating environment it was appropriate that non-executive director remuneration remained unchanged for the
current year.
Directors’ remuneration limits
Non-executive directors’ fees are determined within an aggregated directors’ annual fee limit of $750,000, which was
last approved by shareholders on 17 September 2008.
Directors’ remuneration framework
Non-executive directors’ remuneration consists of base fees (inclusive of superannuation); annual grants of share
rights or share options; and audit committee chairman fees, details of which are set out in Table 2 below. Non-
executive directors may also receive an initial grant of share rights or share options at the time of joining the Board.
Board fees are not paid to the executive director as the time spent on Board work and the responsibilities of Board
membership are considered in determining the remuneration package provided as part of his normal employment
conditions. In response to the COVID-19 pandemic the Company’s Board and management agreed to reductions and
restructuring of remuneration and board fees from 1 April 2020 through to 30 June 2020. The Board’s standard
remuneration structure is as shown in Table 2 which excludes the reductions and restructuring of Boards fees from 1
April 2020 through to 30 June 2020.
Table 2 – Annual Board and committee fees payable to non-executive directors
Position
Chairman of the Board
Non-Executive Director
Additional fees for:
Chairman of the Audit Committee
Year ended
30 June 2019
Year ending
30 June 2020
Cash
$
100,000
50,000
Share Options /
Share Rights
$
Share Options /
Share Rights
$
Cash
$
50,000
25,000
100,000
50,000
50,000
25,000
10,000
-
10,000
-
Note:
•
•
Share options and rights issued to non-executive directors vest after a 12 month period.
No fees are payable for being a member of a committee or for being the Chairman of a committee other than the Chairman
of the Audit Committee.
No additional retirement benefits are paid. The figures in Table 2 include the statutory superannuation contributions
of 9.5% required under Australian superannuation guarantee legislation.
The Non-Executive Director Share Incentive Plan (“NEDSIP”), as approved by shareholders on 23 November 2017,
allows for the provision of either share rights or share options to non-executive directors. Under the NEDSIP, the
Company’s non-executive directors will receive 33% of their FY20 director's fees in the form of either share rights or
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
15
DIRECTORS’ REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
share options. The directors consider that the issue of share rights or share options to non-executive directors as part
of their remuneration package is reasonable and appropriate given:
(a)
(b)
it is a cost effective and efficient reward for service. The issue of share rights or share options in lieu of cash
payments preserves the Company’s cash resources and reduces on-going costs which is a significant aspect
while the Company remains in a development phase; and
in part, it aligns remuneration with the future growth and prospects of the Company and the interests of
shareholders by encouraging non-executive director share ownership.
Refer to Table 7 in Section 4 for details of the number and value of share options and share rights issued to non-
executive directors during the year.
As part of the Company’s Securities Trading Policy, the Company prohibits directors from entering into arrangements
to protect the value of unvested incentive awards. This includes entering into contracts to hedge exposure to share
options, share rights or shares granted as part of their remuneration packages.
The Board assesses the appropriateness, nature and amount of remuneration paid to non-executive directors on a
periodic basis, including the granting of equity based payments, and considers it appropriate to grant share options
or share rights to non-executive directors with the overall objective of retaining a high quality Board whilst preserving
cash reserves.
Executive remuneration policy and structure
Bannerman’s executive remuneration policy is designed to reward the CEO and other senior executives. The main
principles underlying Bannerman’s executive remuneration policy are to:
•
•
•
•
•
•
provide competitive rewards to attract, retain and motivate executives;
set levels of performance which are clearly linked to an executive’s remuneration;
structure remuneration at a level which reflects the executive’s duties and accountabilities;
set a competitive level of remuneration that is sufficient and reasonable;
align executive incentive rewards with the creation of value for shareholders; and
comply with applicable legal requirements and appropriate standards of governance.
Executive remuneration structure
Bannerman’s remuneration structure for the CEO and senior executives for the year ended 30 June 2020 was divided
into two principal components:
•
•
base pay and benefits, including superannuation; and
variable annual reward, or “at risk” component, by way of the issue of long-term share-based incentives.
Performance reviews for all senior executives are conducted on an annual basis. The performance of each senior
executive is measured against pre-determined key performance indicators. The most recent performance reviews
were completed in November 2019.
Base pay
The base pay component of executive remuneration comprises base salary, statutory superannuation contributions
and other allowances where applicable. It is determined by the scope of each executive’s role, working location, level
of knowledge, skill and experience along with the executive’s individual performance. There is no guarantee of base
pay increases included in any executive’s contract.
Bannerman benchmarks this component of executive remuneration against appropriate market comparisons using
information from similar companies and, where applicable, advice from external consultants.
Short-term incentive component (STI)
During the year there were no STI awards granted.
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
16
DIRECTORS’ REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
Long-term incentive component (LTI)
The LTI awards are aimed specifically at creating long term shareholder value and the retention of employees. The
Company has implemented an Employee Incentive Plan (“EIP”) which enables the provision of share options or
performance rights to executives and employees.
During the 2020 financial year, performance rights which will vest subject to pre-defined performance hurdles were
allocated to all executives. The grant of performance rights aims to reward executives in a manner that aligns
remuneration with the creation of shareholder wealth. Refer to Table 7 in Section 4 for the number and value of
performance rights issued to executives during the year.
Performance measures to determine vesting
The vesting of half of the performance rights (Market Performance Tranche) is subject to the Company’s relative
Absolute Shareholder Return (“ASR”) as measured by share price performance over the two year period from 30 June
of the issue year of the performance rights, compared with the price used to determine the number of Performance
Rights. The vesting of the other half (Operational Tranche) is subject to the attainment of defined individual and group
performance criteria (Operational Test), chosen to align the interests of employees with shareholders, representing
key drivers for delivering long term value. Group and individual performance measures are weighted and specify
performance required to meet or exceed expectations. The performance measures for the 2020 performance rights
related to:
Safety - total recordable incidents and significant environmental incidents.
•
• Operational – execution of company development and operational plans.
•
• Regulatory - obtaining timely renewal of licences.
•
Corporate - execution of transactions mandated by the Board.
Capital - maintaining adequate working capital and achieving operating budgets.
Market Performance KPI
50% of the Performance Rights (Market Performance Tranche) are subject to an Absolute Shareholder Return (ASR)
hurdle. The ASR is based on the Company’s absolute total Shareholder return compared with the price used to
determine the number of Performance Rights (being the 20 Day VWAP as at 30 June of the issue year) and is tested
at the end of two years from 30 June of the issue year to determine the proportion of the Market Performance
Tranche that vest. The vesting schedule is as follows:
Table 3 – ASR Vesting Schedule
ASR performance outcome
Negative performance
Between 0 and 20% compounding per
annum
At or above the 20%
Percentage of award that will vest
0%
Scale applicable between 0 and 100%
100%
Vested Performance Rights are subject to ongoing employment obligations. Performance rights that do not vest will
be cancelled.
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 share options and rights will vest in full, subject to ultimate Board discretion.
No hedging of LTIs
As part of the Company’s Securities Trading Policy, the Company prohibits executives from entering into arrangements
to protect the value of unvested LTI awards. This includes entering into contracts to hedge exposure to share options,
performance rights or shares granted as part of their remuneration package.
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
17
DIRECTORS’ REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
2. DETAILS OF REMUNERATION
Non-Executive Directors’ Remuneration
Details of the nature and amount of remuneration of Bannerman’s non-executive directors for the year ended 30 June
2020 are as follows:
Table 4 – Non-executive director remuneration
Short-term
Post
Employment
Sub-total
Other
$
Superannuation
$
$
Share
Based
Payments
Options /
Rights
$
Total
Performance
Related
$
%
Non-Executive Directors
Ronnie Beevor
Ian Burvill
Clive Jones
Mike Leech (i)
Total
Year
2020
2019
2020
2019
2020
2019
2020
2019
2020
2019
Base
Fees
$
87,500
100,000
43,750
40,063
43,750
45,662
78,237
90,272
253,237
275,997
-
-
-
-
-
-
6,000
6,000
6,000
6,000
-
3,796
9,937
3,796
4,338
-
-
7,592
14,275
87,500
100,000
47,546
50,000
47,546
50,000
84,237
96,272
266,829
296,272
49,367
86,452
24,682
43,226
24,682
43,226
46,138
72,068
144,869
244,972
136,867
186,452
72,228
93,226
72,228
93,226
130,375
168,340
411,698
541,244
-
-
-
-
-
-
-
-
-
(i) Mr Mike Leech receives remuneration for his role as a Non-Executive Director of Bannerman and for his role as Chairman of
Bannerman’s 95% owned Namibian subsidiary, Bannerman Mining Resources (Namibia) (Pty) Ltd and therefore his
remuneration is split between Australian (A$60,000) and Namibian dollars (N$360,000), which are received for his role as
Chairman of Bannerman’s Namibian subsidiary.
The category of “Other” includes payments for Chairman of the Audit Committee as well as extra services and
consultancy fees for specific duties, as approved by the Board.
Executive Remuneration
Details on the nature and amount of remuneration of Bannerman’s executives for the year ended 30 June 2020 are as
follows.
Table 5 – Executive remuneration
Short–term
Post
Employment
Sub-total
Year
Salary &
Fees
$
Accrued
Annual
Leave (ii)
$
Other
$
Superannuation
$
$
Share
Based
Payments
Options /
Performance
Rights
$
$
Total
Performance
Related
Executive Director
Brandon Munro
2020
2019
Other Executive Personnel
2020
Werner Ewald (i)
2019
2020
2020
2019
Rob Orr
Total
294,736
259,977
-
(5,798)
194,022
180,675
54,924
543,682
440,652
-
(7,348)
-
-
(13,146)
-
-
50,105
52,931
-
50,105
52,931
21,002
24,698
43,942
40,081
-
64,944
64,779
315,738
278,877
288,069
266,339
54,924
658,731
545,216
276,305
235,025
592,043
513,902
142,928
157,926
4,079
423,312
392,951
430,997
424,265
59,003
1,082,043
938,167
%
46.7
45.7
33.2
37.2
6.9
(i) Mr Ewald’s contract is denominated in Namibian dollars.
(ii) Annual leave has been separately categorised and is measured on an accrual basis and reflects the movement in the accrual
over the twelve-month period. Any reduction in accrued leave reflects more leave taken or cashed out than that which
accrued in the period.
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
18
DIRECTORS’ REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
3. SERVICE AGREEMENTS
On appointment to the Board, all non-executive directors enter into a service agreement with the Company in the
form of a letter of appointment. The letter summarises the Board policies and terms, including compensation.
Remuneration and other terms of employment for the CEO and the other executives are also formalised in service
agreements. Major provisions of the agreements relating to remuneration are summarised below.
Remuneration of the Chief Executive Officer
Mr Munro was appointed on 9 March 2016 as CEO and Managing Director. Under the employment contract with Mr
Munro, he is entitled to receive an annual salary, superannuation, and LTI awards (grant of share options or
performance rights, which are subject to performance hurdles). Details of Mr Munro’s contract and remuneration are
follows:
Annual Salary
Mr Munro’s annual salary is $320,000 per annum inclusive of 9.5% superannuation.
Short term incentives
No short term incentive is payable.
Long term incentives
During the year, Mr Munro was granted 7,333,300 performance rights subject to shareholder approval, which was
obtained in November 2019. The performance rights were offered and the terms and conditions were agreed to and
accepted by Mr Munro. The rights were subject to performance hurdles and lapse if Mr Munro left the employment
of the Group and immediately vest in the event of a change of control. Refer to Table 7 in section 4.
Termination Benefits
Mr Munro is entitled to 6 months’ annual salary if his employment is terminated other than for cause, plus statutory
entitlements for annual leave. The contract also provides that Mr Munro’s employment may be terminated with three
months’ notice by either party.
Contracts for executives – employed in the Group as at 30 June 2020
A summary of the key contractual provisions for each of the current key management personnel is set out in Table 6
below.
Table 6 - Contractual provisions for executives engaged as at 30 June 2020
Name and job title
Brandon Munro –
CEO & Managing
Director
Rob Orr – CFO &
Company Secretary
Werner Ewald –
Managing Director
Namibia
Employing
company
Bannerman
Resources
Limited
Bannerman
Resources
Limited
Bannerman
Mining
Resources
(Namibia)
(Pty) Ltd
Contract
duration
Notice
period
company
Notice
period
employee
No fixed term
3 months
3 months
No fixed term
3 months
3 months
No fixed term
3 months
3 months
Termination provision
6 months base salary and
accrued leave entitlements
if terminated by the
Company.
6 months base salary if
terminated by the
Company.
6 months base salary and
accrued leave entitlements
if terminated by the
Company.
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
19
DIRECTORS’ REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
4. SHARE-BASED COMPENSATION
Key management personnel are eligible to participate in the company’s NEDSIP or EIP.
Long Term Incentives
The details of share options and performance rights over Bannerman shares issued and/or vested pursuant to the NEDSIP and EIP during the year which affects the remuneration of the
key management personnel in office at the end of the reporting period are set out in Table 7 below. The performance hurdles for the performance rights issued to executives relate to the
Company’s relative market and defined individual and group performance targets.
Share options and performance rights do not carry any voting or dividend rights and can be exercised once the vesting conditions have been met until their expiry date.
Table 7 – Key terms over share options and share rights issued, vested and lapsed to key management personnel during the year ended 30 June 2020
Name
Year
Grant date (i)
Type of Award
No. Granted
Non-Executive Directors
Exercise
price
Accounting fair value per
right / share option at
grant date
Performance
Hurdles
Vesting date
Expiry date
No. vested
during the
year
No exercised
and lapsed
during the
year
Ronnie Beevor
Ian Burvill
Clive Jones
Mike Leech
2020
2019
2017
2020
2019
2018
2017
2020
2019
2018
2017
2020
2019
2018
16-Dec-19
20-Dec-18
Performance
Rights
Share Options
1,282,100
N/A
-
$0.072
19-Dec-16
Share Options
-
$0.042
16-Dec-19
20-Dec-18
Performance
Rights
Share Options
19-Dec-17
Share Options
19-Dec-16
Share Options
16-Dec-19
20-Dec-18
Performance
Rights
Share Options
19-Dec-17
Share Options
12-Dec-16
Share Options
641,000
N/A
-
-
-
$0.072
$0.069
$0.042
641,000
N/A
-
-
-
$0.072
$0.069
$0.042
16-Dec-19
Share Options
2,338,800
$0.059
20-Dec-18
Share Options
19-Dec-17
Share Options
-
-
$0.072
$0.069
$0.0370
$0.0241
$0.0127
$0.0370
$0.0241
$0.0286
$0.0127
$0.0370
$0.0241
$0.0286
$0.0127
$0.0185
$0.0241
$0.0286
Continuous
service
-
15-Nov 20
15-Nov 20
-
15-Nov-19
15-Nov-21
2,365,300
-
15-Nov-19
-
15-Nov 20
15-Nov 20
15-Nov-19
15-Nov-21
1,182,600
-
-
15-Nov-18
15-Nov-16
-
-
15-Nov 20
15-Nov 20
15-Nov-19
15-Nov-21
1,182,600
-
-
15-Nov-18
15-Nov-16
-
-
15-Nov 20
15-Nov 22
15-Nov-19
15-Nov-21
1,866,900
-
15-Nov-18
-
3,839,000
Continuous
service
-
Continuous
service
-
Continuous
service
-
-
-
-
-
-
-
-
-
-
-
8,109,600
-
-
-
2,973,500
-
-
-
4,054,800
-
-
-
Share options and share rights granted to non-executive directors are not subject to performance hurdles but are subject to continuous service. They have been issued as a cost effective and efficient reward
for service and in part aligns remuneration with the future growth of the Company.
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
20
DIRECTORS’ REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
Table 7 (continued) – Key terms over share options and performance rights issued, vested and lapsed to key management personnel during the year ended 30 June 2020
Name
Year
Grant date (i)
Type of Award
No.
Granted
Exercise
price
Accounting fair value
per right / share
option at grant date
Performance Hurdles
Vesting date
Expiry date
No. vested
during the
year
Executive Director
Brandon Munro
2020
22 Nov-19
Performance Rights
3,666,650
25-Jul-16 Options
25-Jul-16 Options
25-Jul-16 Options
2016
21-Dec-16
Performance Rights
3,666,650
-
-
-
-
-
Executive
Werner Ewald
2020
16-Dec-19
Performance Rights
1,152,600
2019
2016
20 Dec-18
Performance Rights
12-Feb-16
Performance Rights
2,689,400
-
-
-
Rob Orr
2020
16-Dec-19
Performance Rights
231,270
539,630
N/A
N/A
$0.057
$0.070
$0.045
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
$0.011
$0.041
$0.011
$0.009
$0.008
$0.025
$0.028
$0.010
$0.037
$0.038
$0.025
$0.028
$0.010
$0.037
Market ASR
15-Nov-22
15-Nov-22
Operational Targets
15-Nov-22
15-Nov-22
N/A
N/A
N/A
25-Jul-16
25-Jul-16
25-Jul-19
25-Jul-19
25-Jul-16
25-Jul-19
-
-
-
-
-
Relative TSR
15-Nov-19
15-Nov-19
3,928,550
Operational targets
15-Nov-19
15-Nov-19
3,928,550
Market ASR
15-Nov-22
15-Nov-22
Operational Targets
15-Nov-22
15-Nov-22
Operational targets
15-Nov-21
Relative TSR
15-Nov-19
Operational targets
15-Nov-19
-
-
-
Market ASR
15-Nov-22
15-Nov-22
Operational Targets
15-Nov-22
15-Nov-22
-
-
-
2,764,100
2,432,400
-
-
No.
exercised
and lapsed
during the
year
-
-
5,000,000
7,500,000
7,500,000
-
-
-
-
244,589
-
-
-
-
(i)
The grant date in the table above refers to the actual issue date of the share options or rights; however for accounting purposes the grant date is recognised as the date that the Company's obligation for
the share options or rights arose.
(ii) Operational targets refer to the performance measures discussed on page 17 of this report.
All unvested share options and rights lapse on cessation of employment, unless otherwise approved by the Board or under special circumstances such as retirement or redundancy. All
share options and rights issued to key management personnel vest immediately in the event of a change of control in Bannerman.
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
21
DIRECTORS’ REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
Other remuneration information
Further details relating to share options and rights and the proportion of key management personnel remuneration
related to equity compensation during the year are tabulated below.
Table 8 – Value of share options and performance rights issued and exercised during the year ended 30 June 2020
Type
Proportion of
remuneration
consisting of options /
rights for the year(1)
%
Value of options /
rights granted during
the year(2)
$
Value of options
exercised / rights
vested during the
year(3)
$
Directors
Ronnie Beevor
Performance Rights
Brandon Munro
Performance Rights
Ian Burvill
Clive Jones
Mike Leech
Executives
Werner Ewald
Rob Orr
Performance Rights/
Share Options
Performance Rights
Share Options
Performance Rights
Performance Rights
36%
47%
34%
34%
35%
33%
7%
47,438
190,666
23,717
23,717
43,268
111,034
22,279
‐
322,141
‐
‐
‐
213,057
‐
(1)
(2)
(3)
Calculated based on Tables 4 and 5 as the share‐based expense for the year as a percentage of total remuneration. The percentage of total
remuneration varies among each director given the impact of consulting or other fees paid during the financial year.
Based on fair value at time of grant per AASB 2. For details on the valuation of the options and rights, including models and assumptions
used, refer to Note 19.
Calculated based on the fair value of the Company’s shares on date of vesting.
Other than detailed above in Table 7 there were no other alterations to the terms and conditions of the share options
/ rights awarded as remuneration since their award date.
Table 9 – Share options and performance rights holdings of key management personnel (i)
30 June 2020
Type
Opening
Balance
1 July 2019
Granted as
Remuneration
Exercised /
converted /
lapsed
Forfeited
Closing
Balance
30 June
2020
Total Options and Performance Rights
at 30 June 2020
Vested and
Exercisable
Total
Not Vested
Directors
Ronnie Beevor
Brandon Munro
Ian Burvill
Clive Jones
Mike Leech
Executives
Options/
Rights
Options/
Rights
Options/
Rights
Options/
Rights
Options/
Rights
14,917,500
1,282,100
(8,109,600)‐
‐
8,090,000
8,090,000
6,807,900
1,282,100
41,045,500
7,333,300
(27,857,100)
‐ 20,521,700
20,521,700
‐
20,521,700
6,377,400
641,000
(2,973,500)
7,458,700
641,000
(4,054,800)
5,705,900
2,338,800
‐
‐
‐
‐
4,044,900
4,044,900
3,403,900
641,000
4,044,900
4,044,900
3,403,900
641,000
8,044,700
8,044,700
5,705,900
2,338,800
75,505,000
12,236,200
(42,995,000)
‐ 44,746,200
44,746,200
19,321,600
25,424,600
Werner Ewald
Rights
12,062,614
3,842,000
(5,440,963)
10,463,651
10,463,651
Rob Orr
Rights
‐
770,900
770,900
770,900
12,062,614
4,612,000
(5,440,963)
11,234,551
11,234,551
‐
‐
‐
10,463,651
770,900
11,234,551
(i)
Includes share options and performance rights held directly, indirectly and beneficially by key management personnel.
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
22
DIRECTORS’ REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
Table 10 – Shareholdings of key management personnel (i)
30 June 2020
Directors
Ronnie Beevor
Brandon Munro
Ian Burvill
Clive Jones
Mike Leech
Executives
Werner Ewald
Rob Orr
Opening
Balance
1 July 2019
Granted as
Remuneration
Received on Exercise
of Share options /
conversion of rights
(Sales)
Purchases
Net Change
Other
Closing
Balance
30 June 2020
6,243,643
2,000,000
-
77,207,668
-
3,515,733
-
88,967,044
-
-
-
-
-
-
-
-
-
7,857,100
1,000,000
-
-
5,196,508
-
14,053,608
-
1,250,000
-
-
-
-
-
1,250,000
-
-
-
-
-
-
-
-
6,243,643
11,107,100
1,000,000
77,207,668
-
8,712,241
-
104,270,652
(i) Includes shares held directly, indirectly and beneficially by key management personnel.
All equity transactions with key management personnel other than those arising from the exercise of remuneration
share options or asset acquisition share options have been entered into under terms and conditions no more
favourable than those the Group would have adopted if dealing at arm’s length
Table 11 – Shares issued on exercise of performance rights and options during the year ended 30 June 2020
Shares
issued
#
Paid per
share
$
Unpaid per
share
$
1,000,000
A0.042
7,857,100
5,196,508
-
-
-
-
-
Directors
Ian Burvill
Executives
Brandon Munro
Werner Ewald
5. ADDITIONAL INFORMATION
Performance over the Past 5 Years
The objective of the LTI program is to reward and incentivise non-executive directors and executives in a manner
which aligns with the creation of shareholder wealth. Bannerman’s performance during 2019/20 and the previous
four financial years are tabulated in Table 12 below:
Table 12 – Bannerman’s performance for the past five years
Year ended 30 June
Net loss after tax ($’000)
Net assets ($’000)
Market capitalisation ($ ‘000’s) at 30 June
Closing share price ($)
2020
(2,315)
51,728
39,000
$0.037
2019
(2,255)
62,965
47,000
$0.045
2018
(2,478)
62,776
56,000
$0.054
2017
(2,696)
57,847
26,000
$0.03
2016
(152)
50,610
19,000
$0.027
END OF REMUNERATION REPORT (AUDITED)
This report is made in accordance with a resolution of the directors.
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
23
DIRECTORS’ REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
Brandon Munro
CEO and Managing Director
Perth, 24 September 2020
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
24
DIRECTORS’ REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
TECHNICAL DISCLOSURES
Certain disclosures in this report, including management's assessment of Bannerman’s plans and projects, constitute
forward looking statements that are subject to numerous risks, uncertainties and other factors relating to
Bannerman’s operation as a mineral development company that may cause future results to differ materially from
those expressed or implied in such forward-looking statements. Full descriptions of these risks can be found in
Bannerman’s various statutory reports and announcements. Readers are cautioned not to place undue reliance on
forward-looking statements. Bannerman expressly disclaims any intention or obligation to update or revise any
forward-looking statements whether as a result of new information, future events or otherwise.
The information in this announcement as it relates to Exploration Results is based on, and fairly represents,
information and supporting documentation prepared by Mr Marthinus Prinsloo. Mr Prinsloo is a full time employee
of Bannerman Resources Limited and is a Member of the Australasian Institute of Mining and Metallurgy (AusIMM).
Mr Prinsloo has sufficient experience which is relevant to the style of mineralisation and type of deposit under
consideration, and to the activities, which he is undertaking. This qualifies Mr Prinsloo as a “Competent Person” as
defined in the 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore
Reserves’ and a Qualified Person as defined by Canadian National Instrument 43-101. Mr Prinsloo consents to the
inclusion in this announcement in the form and context in which it appears. Mr Prinsloo holds shares and performance
rights in Bannerman Resources Limited.
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
25
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2020
(EXPRESSED IN AUSTRALIAN DOLLARS)
Interest revenue
Other income
Employee benefits
Compliance and regulatory expenses
Depreciation expense
Other expenses
Loss before income tax
Income tax benefit
Net loss for the year
Note
2
3
4(a)
4(b)
6
2020
$'000
2019
$'000
101
63
(1,554)
(159)
(18)
(748)
(2,315)
-
146
-
(1,636)
(166)
(17)
(582)
(2,255)
-
(2,315)
(2,255)
Other comprehensive income
Items that may be reclassified subsequently to profit or loss
Foreign currency translation
15(b)
Other comprehensive income/(loss) for the year
Total comprehensive income/(loss)
Loss is attributable to:
Equity holders of Bannerman Resources Limited
Non-controlling interest
Total comprehensive income/(loss) is attributable to:
Equity holders of Bannerman Resources Limited
Non-controlling interest
Basic and diluted loss per share to the ordinary equity
holders of the Company (cents per share):
26
17
(9,701)
(9,701)
(12,016)
(2,274)
(41)
(2,315)
(11,872)
(144)
(12,016)
1,469
1,469
(786)
(2,231)
(24)
(2,255)
(765)
(21)
(786)
(0.22)
(0.22)
The above statement of comprehensive income should be read in conjunction with the accompanying notes.
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
26
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2020
(EXPRESSED IN AUSTRALIAN DOLLARS)
Consolidated
Note
2020
$'000
2019
$'000
CURRENT ASSETS
Cash and cash equivalents
Other receivables
Other current assets
TOTAL CURRENT ASSETS
NON CURRENT ASSETS
Other receivables
Right of use assets
Property, plant and equipment
Exploration and evaluation expenditure
TOTAL NON CURRENT ASSETS
TOTAL ASSETS
CURRENT LIABILITIES
Trade and other payables
Lease liabilities
Provisions
TOTAL CURRENT LIABILITIES
NON CURRENT LIABILITIES
Provisions
TOTAL NON CURRENT LIABILITIES
TOTAL LIABILITIES
NET ASSETS
EQUITY
Contributed equity
Reserves
Accumulated losses
TOTAL PARENT ENTITY INTEREST
Non-controlling interest
7
8
8
9
10
11
12
9
13
14
15
26
4,174
41
44
4,259
-
49
61
47,906
48,016
52,275
187
46
51
284
263
263
547
6,268
142
48
6,458
8
-
128
56,893
57,029
63,487
134
-
91
225
297
297
522
51,728
62,965
141,198
20,976
(110,498)
141,156
30,348
(108,224)
51,676
63,280
52
(315)
TOTAL EQUITY
51,728
62,965
The above statement of financial position should be read in conjunction with the accompanying notes.
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
27
CONSOLIDATED CASH FLOW STATEMENT
FOR THE YEAR ENDED 30 JUNE 2020
(EXPRESSED IN AUSTRALIAN DOLLARS)
Note
Consolidated
2020
$'000
2019
$'000
Cash Flows from Operating Activities
Payments to suppliers and employees
Government grants
Interest received
Net cash flows used in operating activities
18
Cash Flows From Investing Activities
Payments for exploration and evaluation
Purchase of property, plant & equipment
Net cash flows used in investing activities
Cash Flows from Financing Activities
Proceeds from issue of shares
Lease repayments
Refund of security deposits
Net cash flows provided by financing activities
(1,639)
50
80
(1,509)
(623)
(3)
(626)
42
(15)
7
36
(1,576)
-
143
(1,433)
(793)
(3)
(796)
173
-
-
173
Net (decrease) / increase in cash and cash equivalents
(2,099)
(2,056)
Cash and cash equivalents at beginning of year
Net foreign exchange differences
Cash and cash equivalents at end of year
7
6,268
5
4,174
8,325
(1)
6,268
The above cash flow statement should be read in conjunction with the accompanying notes.
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
28
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2020
(EXPRESSED IN AUSTRALIAN DOLLARS)
Issued
Capital
Note 13
Accumulated
Losses
Share Based
Payment
Reserve
Foreign
Currency
Reserve
Convertible
Note
Reserve
Note 15(a)
Note 15(b)
Note 15 (c)
Equity
Reserve
Note 15 (d)
Non-
controlling
Interest
Note 26
Total
$’000
$’000
$’000
$’000
$’000
$’000
$’000
$’000
Balance at 1 July 2019
141,156
(108,224)
56,954
(25,676)
4,038
(4,968)
(315)
62,965
Loss for the period
Other comprehensive loss
Total comprehensive loss for
the period
-
-
-
(2,274)
-
(2,274)
Shares issued during the
period
Share-based payments
Capital contributions
(Bannerman Namibia Pty Ltd)
Transfer between reserves
42
-
-
-
-
-
-
-
-
-
-
-
737
-
-
-
(9,598)
(9,598)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(41)
(2,315)
(103)
(9,701)
(144)
(12,016)
-
-
-
52
42
737
-
-
51,728
-
(511)
511
(4,038)
4,038
Total Equity at 30 June 2020
141,198
(110,498)
57,691
(35,274)
-
(1,441)
Issued
Capital
Note 13
Accumulated
Losses
Share Based
Payment
Reserve
Foreign
Currency
Reserve
Convertible
Note
Reserve
Note 15(a)
Note 15(b)
Note 15 (c)
Equity
Reserve
Note 15 (d)
Non-
controlling
Interest
Note 25
Total
$’000
$’000
$’000
$’000
$’000
$’000
$’000
$’000
Balance at 1 July 2018
140,983
(105,993)
56,152
(27,142)
4,038
(4,968)
(294)
62,776
Loss for the period
Other comprehensive
income
Total comprehensive income
for the period
-
-
-
(2,231)
-
(2,231)
Shares issued during the
period
Share-based payments
173
-
-
-
-
-
-
-
802
-
1,466
1,466
-
-
-
-
-
-
-
-
-
-
-
-
(24)
(2,255)
3
1,469
(21)
(786)
-
-
173
802
Total Equity at 30 June 2019
141,156
(108,224)
56,954
(25,676)
4,038
(4,968)
(315)
62,965
The above statement of changes in equity should be read in conjunction with the accompanying notes.
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
29
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
(EXPRESSED IN AUSTRALIAN DOLLARS)
1. BASIS OF PREPARATION AND ACCOUNTING POLICIES
Corporate Information
This financial report of Bannerman for the year ended 30 June 2020 was authorised for issue in accordance with a
resolution of the directors on 22 September 2020.
Bannerman is a company limited by shares incorporated in Australia whose shares are publicly traded on the
Australian Securities Exchange and the Namibian Stock Exchange.
Basis of Preparation and Accounting Policies
The financial report is a general purpose financial report that has been prepared in accordance with Australian
Accounting Standards, including Australian Accounting Interpretations, other authoritative pronouncements of the
Australian Accounting Standards Board and the Corporations Act 2001. The financial report has also been prepared
on an historical cost basis, except for land and buildings which has been measured at fair value.
The financial report covers the consolidated entity comprising Bannerman and its controlled entities (the “Group”).
The financial report is presented in Australian dollars and all values are rounded to the nearest thousand dollars
($'000) unless otherwise stated under the option available to the Company under Australian Securities and
Investments Commission (ASIC) Class Order 2016/191. The Company is an entity to which the Class Order applies.
For the purposes of preparing the consolidated financial statements, the Company is a for-profit entity.
Statement of Compliance
The financial report complies with Australian Accounting Standards as issued by the Australian Accounting
Standards Board and International Financial Reporting Standards ("IFRS") as issued by the International Accounting
Standards Board.
New, revised or amended standards and interpretations adopted by the group
The Group has adopted all of the new, revised or amending Accounting Standards and Interpretations issued by
the Australian Accounting Standards Board ('AASB') that are mandatory for the current reporting period. Any new,
revised or amending Accounting Standards or Interpretations that are not yet mandatory have not been early
adopted except for AASB 2018-6 Amendments to the Australia Accounting Standards – Definition of a business.
The adoption of these Accounting Standards and Interpretations did not have any significant impact on the
financial performance or position of the consolidated entity.
The following Accounting Standards and Interpretations are most relevant to the Group:
AASB 16 Leases
The Group adopted the new standard using the modified retrospective approach and applied the practical
expedient per AASB 16.C10(a) and (c). Lease assets and liabilities are measured at the present value of future
payments on the initial date of application, being 1 July 2019. The Group has not restated comparative for the
reporting period as permitted under the specific transitional provisions in the standard. There was no significant
impact on the statement of financial position as at 1 July 2019 on adoption of AASB16.
The leases recognised by the Group under AASB 16 predominantly relate to the corporate office lease. AASB 16
provides a new lessee accounting model which requires a lessee to recognise assets and liabilities for all leases
with a term of more than 12 months unless the underlying asset is of low value. The depreciation of the lease
assets and interest on the lease liabilities are recognised in the consolidated profit or loss and other comprehensive
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
30
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
(EXPRESSED IN AUSTRALIAN DOLLARS)
income statement. Before the adoption of AASB 16, the Group classified each of its leases (as lessee) at inception
either as a finance lease or operating lease.
Practical expedients applied
In applying AASB16 for the first time, the Group has used the following practical expedients permitted by the
standard:
• The use of a single discount rate to a portfolio of leases with reasonably similar characteristics;
• Reliance on previous assessment on whether leases are onerous;
• The accounting for operating leases with a remaining term of less than 12 months as at 1 July 2019 as short-term
leases;
• The exclusion of initial direct costs for the measurement of the right-of-use asset at the date of initial application;
and
• The use of hindsight in determining the leases term where the contract contains options to extend or terminate
the lease.
The Group has also elected not to reassess whether a contract is, or contains a lease at the date of initial
application. Instead, for contracts entered into before the transition date the Group relied on its assessment made
applying AASB117 and IFRIC4 Determining whether an Arrangement contains a Lease. On initial application of
AASB 16, no right-of-use asset or lease liabilities were required due to remaining lease terms on office lease being
less than 12 months.
AASB 2018-6 Amendments to the Australia Accounting Standards – Definition of a business
This standard has been early adopted by the Group on 1 July 2019. This Standard amends AASB 3 Business
Combinations’ (“AASB 3”) definition of a business. To be considered a business, an acquisition would have to
include an input and a substantive process that together significantly contributes to the ability to create outputs.
The new guidance provides a framework to evaluate when an input and a substantive process are present.
The revisions to AASB 3 also introduced an optional concentration test. If the concentration test is met, the set of
activities and assets acquired is determined not to be a business combination and asset acquisition accounting is
applied. The concentration test is met if substantially all of the fair value of the gross assets acquired is
concentrated in a single identifiable asset or group of similar identifiable assets.
This standard has been applied by the Group in the current period.
Interpretation 23 Uncertainty over Income Tax Treatments (Interpretation 23)
The Group adopted for the first time Interpretation 23 from 1 July 2019. Interpretation 23 outlines how the
recognition and measurement requirements of AASB 112 Income Taxes are applied where there is uncertainty
over income tax treatments. An uncertain tax treatment is any tax treatment applied by an entity where there is
uncertainty over whether that treatment will be accepted by the relevant tax authority. Based on an assessment
of the Group’s current and historical transactions to 30 June 2020, there are no material uncertain tax treatments
under Interpretations 23.
New standards and interpretations not yet mandatory or early adopted
Australian Accounting Standards and Interpretations that have recently been issued or amended but are not yet
mandatory, have not been early adopted by the Group for the annual reporting period ended 30 June 2020. The
consolidated entity's assessment of the impact of these new or amended Accounting Standards and
Interpretations, most relevant to the Group, are set out below.
(i) Property, Plant and Equipment – Proceeds before intended use (Amendments to AASB 116)
Property, Plant and Equipment – Proceeds before intended use (Amendments to AASB 116) amends the standard
to prohibit deducting from the cost of an item of property, plant and equipment any proceeds from selling items
produced while bringing that asset to the location and condition necessary for it to be capable of operating in the
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
31
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
(EXPRESSED IN AUSTRALIAN DOLLARS)
manner intended by management. Instead, an entity recognises the proceeds from selling such items, and the cost
of producing those items, in profit or loss. The amendments effective for annual periods beginning on or after 1
January 2022.
Accounting Policies
a)
Basis of Consolidation
The consolidated financial statements comprise the financial statements of the Group and its subsidiaries as at 30
June 2020. Control is achieved when the Group is exposed, or has rights, to variable returns from its involvement
with the investee and has the ability to affect those returns through its power over the investee.
Specifically, the Group controls an investee if and only if the Group has:
• Power over the investee (i.e. existing rights that give it the current ability to direct the relevant activities of the
investee);
• Exposure, or rights, to variable returns from its involvement with the investee, and
• The ability to use its power over the investee to affect its returns.
When the Group has less than a majority of the voting or similar rights of an investee, the Group considers all
relevant facts and circumstances in assessing whether it has power over an investee, including:
• The contractual arrangement with the other vote holders of the investee
• Rights arising from other contractual arrangements
• The Group’s voting rights and potential voting rights
The Group re-assesses whether or not it controls an investee if facts and circumstances indicate that there are
changes to one or more of the three elements of control. Consolidation of a subsidiary begins when the Group
obtains control over the subsidiary and ceases when the Group loses control of the subsidiary. Assets, liabilities,
income and expenses of a subsidiary acquired or disposed of during the year are included in the statement of
comprehensive income from the date the Group gains control until the date the Group ceases to control the
subsidiary.
Profit or loss and each component of other comprehensive income are attributed to the equity holders of the
parent of the Group and to the non-controlling interests, even if this results in the non-controlling interests having
a deficit balance. When necessary, adjustments are made to the financial statements of subsidiaries to bring their
accounting policies into line with the Group’s accounting policies. All intra-group assets and liabilities, equity,
income, expenses and cash flows relating to transactions between members of the Group are eliminated in full on
consolidation.
A change in the ownership interest of a subsidiary, without a loss of control, is accounted for as an equity
transaction. If the Group loses control over a subsidiary, it:
• De-recognises the assets (including goodwill) and liabilities of the subsidiary
• De-recognises the carrying amount of any non-controlling interests
• De-recognises the cumulative translation differences recorded in equity
• Recognises the fair value of the consideration received
• Recognises the fair value of any investment retained
• Recognises any surplus or deficit in profit or loss
• Reclassifies the parent’s share of components previously recognised in OCI to profit or loss or retained earnings,
as appropriate, as would be required if the Group had directly disposed of the related assets or liabilities.
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
32
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
(EXPRESSED IN AUSTRALIAN DOLLARS)
b)
Income and Other Taxes
Income taxes
Current tax assets and liabilities for the current and prior periods are measured at the amount expected to be
recovered from or paid to the taxation authorities based on the current period’s taxable income. The tax rates and
tax laws used to compute the amount are those that are enacted or substantively enacted by the reporting date.
Deferred income tax is provided on all temporary differences at the reporting date between the tax bases of assets
and liabilities and their carrying amounts for financial reporting purposes.
Deferred income tax liabilities are recognised for all taxable temporary differences except:
• when the deferred income tax liability arises from the initial recognition of an asset or liability in a transaction
that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor
taxable profit or loss; and
• when the taxable temporary difference is associated with investments in subsidiaries, associates or interests in
joint ventures, and the timing of the reversal of the temporary difference can be controlled and it is probable
that the temporary difference will not reverse in the foreseeable future.
Deferred income tax assets are recognised for all deductible temporary differences, carry-forward of unused tax
assets and unused tax losses, to the extent that it is probable that taxable profit will be available, against which
the deductible temporary differences, the carry-forward of unused tax assets and unused tax losses can be utilised,
except:
• when the deferred income tax asset relating to the deductible temporary difference arises from the initial
recognition of an asset or liability in a transaction that is not a business combination and, at the time of the
transaction, affects neither the accounting profit nor taxable profit or loss; and
• when the deductible temporary difference is associated with investments in subsidiaries, associates or interests
in joint ventures, in which case a deferred tax asset is recognised only to the extent that it is probable that the
temporary differences will reverse in the foreseeable future and taxable profit will be available against which
the temporary difference can be utilised.
The carrying amount of deferred income tax assets is reviewed at each reporting date and reduced to the extent
that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income
tax asset to be utilised.
Unrecognised deferred income tax assets are reassessed at each reporting date and are recognised to the extent
that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.
Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to the year
when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or
substantively enacted at the reporting date.
Deferred tax assets and deferred tax liabilities are offset only if a legally enforceable right exists to set off current
tax assets against current tax liabilities and the deferred tax assets and liabilities relate to the same taxable entity
and the same taxation authority.
Other taxes
Revenues, expenses and assets are recognised net of the amount of GST/VAT except:
• when the GST/VAT incurred on a purchase of goods and services is not recoverable from the taxation
authority, in which case the GST/VAT is recognised as part of the cost of acquisition of the asset or as part of
the expenses item as applicable; and
receivables and payables, which are stated with the amount of GST/VAT included.
•
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
33
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
(EXPRESSED IN AUSTRALIAN DOLLARS)
The net amount of GST/VAT recoverable from, or payable to, the relevant taxation authority is included as part of
receivables or payables in the statement of financial position.
Cash flows are included in the Cash Flow Statement on a gross basis and the GST/VAT component of cash flows
arising from investing and financing activities which is recoverable from, or payable to, the relevant taxation
authority is classified as part of operating cash flows.
Commitments and contingencies are disclosed net of the amount of GST/VAT recoverable from, or payable to, the
relevant taxation authority.
c)
Exploration and Evaluation Expenditure
Exploration and evaluation expenditure is accumulated in respect of each identifiable area of interest. These costs
are carried forward only if they relate to an area of interest for which rights of tenure are current and in respect
of which:
(i)
(ii)
such costs are expected to be recouped through successful development, exploitation or sale of the area;
or
exploration and evaluation activities in the area have not, at balance date, reached a stage which permit
a reasonable assessment of the existence or otherwise of economically recoverable reserves, and active
operations in, or relating to, the area are continuing.
Accumulated costs in respect of areas of interest which are abandoned or assessed as not having economically
recoverable reserves are written off in full against profit in the year in which the decision to abandon the area is
made.
A periodic review is undertaken of each area of interest to determine the appropriateness of continuing to carry
forward costs in relation to that area of interest.
d)
Property, Plant and Equipment
Plant and equipment are measured at historical cost less accumulated depreciation and any accumulated
impairment costs.
The carrying amount of plant and equipment is reviewed annually to ensure it is not in excess of the recoverable
amount from these assets. External factors, such as changes in expected future processes, technology and
economic conditions, are also monitored to assess for indicators of impairment. If any indication of impairment
exists, an estimate of the asset’s recoverable amount is calculated.
Land and buildings are measured at fair value less accumulated depreciation on buildings and impairment losses
recognised at the date of revaluation. Valuations are performed with sufficient frequency to ensure that the fair
value of a revalued asset does not differ materially from its carrying amount.
A revaluation surplus is recorded in other comprehensive income and credited to the asset revaluation reserve in
equity. However, to the extent that it reverses a revaluation deficit of the same asset previously recognised in
profit or loss, the increase is recognised in profit and loss. A revaluation deficit is recognised in the income
statement, except to the extent that it offsets an existing surplus on the same asset recognised in the asset
revaluation reserve.
Depreciation
The depreciable amount of all fixed assets is depreciated on a diminishing value basis over the useful lives to the
Group commencing from the time the asset is held ready for use. The depreciation rates used for each class of
depreciable assets are:
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
34
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
(EXPRESSED IN AUSTRALIAN DOLLARS)
Class of Fixed Asset
Buildings
Plant and equipment
Office Furniture & Equipment
Vehicles
Depreciation Rate
2020
2.0%
33.3%
33.3%
33.3%
2019
2.0%
33.3%
33.3%
33.3%
An asset’s residual value, useful life and amortisation method are reviewed, and adjusted if appropriate, at each
financial year end.
Gains or losses on disposals are determined by comparing proceeds with the net carrying amount. These are
included in the statement of comprehensive income.
e)
Leases
Post adoption of AASB 16 on 1 July 2019, when a contract is entered into, the Group assesses whether the contract
contains a lease. A lease arises when the Group has the right to direct the use of an identified asset which is not
substitutable and to obtain substantially all economic benefits from the use of the asset throughout the period of
use.
The Group separates the lease and non-lease components of the contract and accounts for these separately. The
Group allocates the consideration in the contract to each component on the basis of their relative stand-alone
prices.
Lease assets and lease liabilities are recognised at the lease commencement date, which is when the assets are
available for use. The assets are initially measured at cost, which is the present value of future lease payments
adjusted for any lease payments made at or before the commencement date, plus any make-good obligations and
initial direct costs incurred.
Right of use assets are depreciated using the straight-line method over the lease term. Periodic adjustments are
made for any re-measurements of the lease liabilities and impairment losses, assessed in accordance with the
Group’s impairment policies.
Lease liabilities are initially measured at the present value of future minimum lease payments, discounted using
the Group’s incremental borrowing rate if the rate implicit in the lease cannot be readily determined, and are
subsequently measured at amortised cost using the effective interest rate. Minimum lease payments are fixed
payments.
The lease liability is remeasured when there are changes in future lease payments arising from a change in rates,
index or lease terms from exercising an extension or termination option. A corresponding adjustment is made to
the carrying amount of the lease assets, with any excess recognised in the consolidated profit or loss and other
comprehensive income statement.
Short term leases (lease term of 12 months or less) and leases of low value assets are recognised as incurred as an
expense in the consolidated profit or loss and other comprehensive income statement. Low value assets comprise
plant and equipment.
Prior to adoption of AASB 16, the Group’s accounts policy was that fixed assets where substantially all the risks
and benefits incidental to the ownership of the asset, but not the legal ownership are transferred to the lessee,
were classified as finance leases. Finance leases were capitalised, recording an asset and a liability equal to the
present value of the minimum lease payments, including any guaranteed residual values. Lease payments were
apportioned between the finance charges and reduction of the lease liability so as to achieve a constant rate of
interest on the remaining balance of the liability. Finance charges are recognised as an expense in the statement
of comprehensive income.
Leased assets are depreciated on a diminishing value basis over their estimated useful lives where it is likely that
the Group will obtain ownership of the asset or over the term of the lease.
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
35
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
(EXPRESSED IN AUSTRALIAN DOLLARS)
Lease payments for operating leases, where substantially all the risks and benefits remain with the lessor, are
charged as expenses in the periods in which they are incurred.
f)
Basic Earnings/Loss Per Share
Basic earnings/loss per share is calculated by dividing the net profit / loss attributable to members of the parent
for the reporting period, after excluding any costs of servicing equity, by the weighted average number of ordinary
shares of the Group, adjusted for any bonus issue.
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into
account the after income tax effect of interest and other financing costs associated with dilutive potential ordinary
shares and the weighted average number of shares assumed to have been issued for no consideration in relation
to dilutive potential ordinary shares.
g)
Revenue
Revenue is recognised at an amount that reflects the consideration to which an entity expects to be entitled in
exchange for transferring goods or services to a customer.
Other income revenue is recognised to the extent that it is probable that the economic benefits will flow to the
Group and the revenue can be reliably measured.
Interest revenue is recognised as the interest accrues (using the effective interest method, which is the rate that
exactly discounts estimated future cash receipts through the expected life of the financial instrument) to the net
carrying amount of the financial asset.
h)
Cash and Cash Equivalents
Cash and cash equivalents in the statement of financial position comprise cash at bank and on hand, cash on call
and short-term deposits with an original maturity of three months or less that are readily convertible to known
amounts of cash and which are subject to an insignificant risk of changes in value. For the purposes of the Cash
Flow Statement, cash and cash equivalents consist of cash and cash equivalents as described, net of outstanding
bank overdrafts.
i)
Impairment of Assets
At each reporting date, the Group assesses whether there is any indication that an asset may be impaired. Where
an indication of impairment exists, the Group makes a formal estimate of recoverable amount. Where the carrying
amount of an asset exceeds its recoverable amount, the asset is considered impaired and is written down to its
recoverable amount.
Recoverable amount is the greater of fair value (less costs to sell) and value-in-use. It is determined for an individual
asset, unless the asset’s value-in-use cannot be estimated to be close to its fair value (less costs to sell) and it does
not generate cash inflows that are largely independent of those from other assets or groups of assets, in which
case, the recoverable amount is determined for the cash-generating unit to which the asset belongs.
In assessing value-in-use, the estimated future cash flows are discounted to their present value using a pre-tax
discount rate that reflects current market assessments of the time value of money and the risks specific to the
asset.
j)
Payables
Trade and other payables are carried at amortised cost. Due to their short term nature they are not discounted.
They represent liabilities for goods and services provided to the Group prior to the end of the financial year that
are unpaid and arise when the Group becomes obliged to make future payments in the respect of the purchase of
these goods and services. The amounts are unsecured and usually paid within 30 days of recognition.
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
36
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
(EXPRESSED IN AUSTRALIAN DOLLARS)
k)
Provisions
General
Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past
event, it is probable that an outlay of resources embodying economic benefits will be required to settle the
obligation and a reliable estimate can be made of the amount of the obligation.
Where the Group expects some or all of a provision to be reimbursed, for example under an insurance contract,
the reimbursement is recognised as a separate asset but only when a reimbursement is virtually certain. The
expense relating to any provision is presented in the statement of comprehensive income net of any
reimbursement.
Provisions are measured at the present value of management’s best estimate of the expenditure required to settle
the present obligation at the reporting date using a discounted cash flow methodology. If the effect of the time
value of money is material, provisions are discounted using a current pre-tax rate that reflects the time value of
money and the risks specific to the liability. Any increase in the provision due to the passage of time is recognised
as a finance cost.
Rehabilitation Provision
Rehabilitation costs will be incurred by the Group either while operating, or at the end of the operating life of, the
Group’s facilities. The Group assesses its rehabilitation provision at each reporting date. The Group recognises a
rehabilitation provision where it has a legal and constructive obligation as a result of past events, and it is probable
that an outflow of resources will be required to settle the obligation, and a reliable estimate of the amount of
obligation can be made. The nature of these restoration activities includes: dismantling and removing structures;
dismantling operating facilities; closing plant and waste sites; and restoring, reclaiming and revegetating affected
areas.
The obligation generally arises when the asset is installed or the ground/environment is disturbed at the
operation’s location. When the liability is initially recognised, the present value of the estimated costs is capitalised
by increasing the carrying amount of the related assets to the extent that it was incurred. Additional disturbances
which arise due to further development/construction at the mine are recognised as additions or charges to the
corresponding assets and rehabilitation liability when they occur.
Changes in the estimated timing of rehabilitation or changes to the estimated future costs are dealt with
prospectively by recognising an adjustment to the rehabilitation liability and a corresponding adjustment to the
asset to which it relates, if the initial estimate was originally recognised as part of an asset measured in accordance
with AASB 6.
Any reduction in the rehabilitation liability and, therefore, any deduction from the asset to which it relates, may
not exceed the carrying amount of that asset. If it does, any excess over the carrying value is taken immediately to
the statement of profit or loss and other comprehensive income.
If the change in estimate results in an increase in the rehabilitation liability and, therefore, an addition to the
carrying value of the asset, the Group considers whether this is an indication of impairment of the asset as a whole,
and if so, tests for impairment. If, for mature mines, the estimate for the revised mine assets net of rehabilitation
provisions exceeds the recoverable value that portion of the increase is charged directly to expense.
Over time, the discounted liability is increased for the change in present value based on the discount rates that
reflect current market assessments and the risks specific to the liability.
l)
Employee Benefits
Provision is made for the Group’s liability for employee benefits arising from services rendered by employees to
balance date.
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
37
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
(EXPRESSED IN AUSTRALIAN DOLLARS)
Contributions are made by the Group to employee superannuation and pension funds and are charged as expenses
when incurred.
Liabilities for wages and salaries, including non-monetary benefits and annual leave expected to be settled within
12 months of the reporting date are recognised in respect of employees’ services up to the reporting date. They
are measured at the amounts expected to be paid when the liabilities are settled.
m) Contributed Equity
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or share
options are shown in equity as a deduction, net of tax, from the proceeds.
n)
Share-based Payment Transactions
The Group provides benefits to employees and directors of the Group, acquires assets and settles expenses
through consideration in the form of share-based payment transactions, whereby employees render services,
assets are acquired and expenses are settled in exchange for shares or rights over shares (“equity-settled
transactions”).
There is currently a Non-Executive Director Share Option Plan and an Employee Incentive Plan which enables the
provision of benefits to directors, executives and staff.
The cost of these equity-settled transactions with employees and directors is measured by reference to the fair
value at the date at which they are granted. The fair value is determined using the Black Scholes option pricing
model. A Monte Carlo simulation is applied to fair value the Total Shareholder Return element of the EIP
incentives. Further details of which are disclosed in Note 19.
In valuing equity-settled transactions, no account is taken of any vesting condition, other than (if applicable):
• Non-vesting conditions that do not determine whether the Group or Company receives the services that
entitle the employees to receive payment in equity or cash; or
Conditions that are linked to the price of the shares of Bannerman Resources Limited (market conditions).
•
The cost of equity settled transactions is recognised, together with a corresponding increase in equity, over the
period in which the performance and/or service conditions are fulfilled (the vesting period), ending on the date on
which the relevant employees become fully entitled to the award (the vesting date).
At each subsequent report date until vesting, the cumulative charge to the statement of comprehensive income is
the product of:
(i) The grant date fair value of the award;
(ii) The current best estimate of the number of the awards that will vest, taking into account such factors as the
likelihood of employee turnover during the vesting period and the likelihood of non-market performance
conditions being met; and
(iii) The expired portion of the vesting period.
The charge to the statement of comprehensive income for the period is the cumulative amount as calculated
above, less the amounts already charged in previous periods. There is a corresponding entry to equity.
Equity-settled awards granted by Bannerman to employees of subsidiaries are recognised in the parent’s separate
financial statements as an additional investment in the subsidiary with the corresponding credit to equity. As a
result, the expense recognised by Bannerman in relation to equity-settled awards only represents the expenses
associated with grants to employees of the parent. The expense recognised by the Group is the total expense
associated with all such awards.
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
38
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
(EXPRESSED IN AUSTRALIAN DOLLARS)
Until an award has vested, any amounts recorded are contingent and will be adjusted if more or fewer awards vest
than were originally anticipated to do so. Any award subject to a market conditions or non-vesting conditions is
considered to vest irrespective of whether or not that market condition or non-vesting is fulfilled, provided that all
other conditions are satisfied.
o)
Foreign Currency Translation
(i) Functional and presentation currency
Items included in the financial statements of each of the Group’s entities are measured using the currency of the
primary economic environment in which the entity operates (“functional currency”). The consolidated financial
statements are presented in Australian dollars, which is Bannerman’s functional and presentation currency.
(ii) Transactions and balances
Transactions in foreign currencies are initially recorded in the functional currency by applying the exchange rates
ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are
retranslated at the rate of exchange ruling at the reporting date and any gains or losses are recognised in the
statement of comprehensive income.
(iii) Group companies
For all Group entities with a functional currency other than Australian dollars, the functional currency has been
translated into Australian dollars for presentation purposes. Assets and liabilities are translated using exchange
rates prevailing at the reporting date; revenues and expenses are translated using average exchange rates
prevailing for the statement of comprehensive income year; and equity transactions are translated at exchange
rates prevailing at the dates of transactions. The resulting difference from translation is recognised in a foreign
currency translation reserve.
(iv) Subsidiary company loans
All subsidiary company loans from the parent company are translated into Australian dollars, on a monthly basis,
using the exchange rates prevailing at the end of each month. The resulting difference from translation is
recognised in the statement of comprehensive income of the parent company and on consolidation the foreign
exchange differences are recognised in a foreign currency translation reserve as the loan represents a net
investment in a foreign entity.
p)
Receivables
Receivables are classified as debt instruments at amortised cost. An allowance is recognised for expected credit
loss based on the Group’s historical loss experience, adjusted for forward looking factors specific to the debtors
and the economic environment.
The Group considers a financial asset in default when contractual payments are 30 days past due. However, in
certain cases, the Group may also consider a financial asset to be in default when internal or external information
indicates that the Group is unlikely to receive the outstanding contractual amounts in full before considering any
credit enhancements held by the Group.
q)
Segment Reporting
An operating segment is a component of an entity that engages in business activities from which it may earn
revenues and incur expenses (including revenues and expenses relating to transactions with other components of
the same entity), whose operation results are regularly reviewed by the entity's chief operating decision maker to
make decisions about resources to be allocated to the segment and assess its performance and for which discrete
financial information is available. This includes start-up operations which are yet to earn revenues. Management
will also consider other factors in determining operating segments such as the existence of a line manager and the
level of segment information presented to the board of directors.
Operating segments have been identified based on the information provided to the chief operating decision
makers being the executive management team.
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
39
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
(EXPRESSED IN AUSTRALIAN DOLLARS)
The operations of the Group represent one operating segment under AASB 8 Operating Segments. The accounting
policies applied for internal reporting purposes are consistent with those applied in the preparation of the financial
report.
r)
Financial Risk Management Objectives and Policies
The Group’s principal financial instruments comprise cash, receivables, payables, cash and short term deposits.
The Group manages its exposure to key financial risks, including interest rate and currency risk in accordance with
the Group’s financial risk management strategy. The objective of the strategy is to support the delivery of the
Group’s financial targets whilst protecting future financial security.
s)
Significant Accounting Judgements, Estimates and Assumptions
The preparation of the financial statements requires management to make judgements, estimates and
assumptions that affect the reported amounts in the financial statements. Management continually evaluates its
judgements and estimates in relation to assets, liabilities, contingent liabilities, revenues and expenses.
Management bases its judgements and estimates on historical experience and on other various factors believed
to be reasonable under the circumstances, the results of which form the basis of the carrying values of assets and
liabilities that are not readily apparent from other sources.
Management has identified the critical accounting policies detailed below for which significant judgements,
estimates and assumptions are made. Actual results may differ from these estimates under different assumptions
and conditions and may materially affect financial results or the financial position reported in future periods.
Further details of the nature of these assumptions and conditions may be found in the relevant notes to the
financial statements. The carrying amounts of certain assets and liabilities are often determined based on
judgements, estimates and assumptions of future events. The key estimates and assumptions that have a
significant risk of causing a material adjustment to the carrying amounts of certain assets and liabilities within the
next annual reporting period are:
Impairment of capitalised exploration and evaluation expenditure
The future recoverability of capitalised exploration and evaluation expenditure is dependent on a number of
factors, including whether the Group decides to exploit the related mineral title itself or, if not, whether it
successfully recovers the related exploration and evaluation asset through sale.
Factors which could impact the future recoverability include the level of measured, indicated and inferred mineral
resources, proven and probable ore reserves, future technological changes which could impact the cost of mining,
future legal changes (including changes to environmental restoration obligations), changes to commodity prices,
ability to finance, renewal of the exclusive prospecting licence and the issue of a mining licence.
To the extent that capitalised exploration and evaluation expenditure is determined not to be recoverable in the
future, this will reduce profits and net assets in the period in which this determination is made.
Share-based payment transactions
The Group measures the cost of equity-settled transactions with employees by reference to the fair value of the
equity instruments at the date at which they are granted and taking into consideration the likelihood of non-
market based conditions occurring. Estimating fair value for share-based payment transactions requires
determining the most appropriate valuation model, which is dependent on the terms and conditions of the grant.
This estimate also requires determining the most appropriate inputs to the valuation model including the expected
life of the share option, volatility and dividend yield and making assumptions about them. The assumptions and
models used for estimating fair value for share-based payment transactions are disclosed in Note 19.
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
40
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
(EXPRESSED IN AUSTRALIAN DOLLARS)
Rehabilitation provision
The ultimate rehabilitation costs are uncertain, and cost estimates can vary in response to many factors, including
estimates of the extent and costs of rehabilitation activities, technological changes, regulatory changes, cost
increases as compared to the inflation rates, and changes in discount rates. These uncertainties may result in future
actual expenditure differing from the amounts currently provided. Therefore, significant estimates and
assumptions are made in determining the provision for rehabilitation. As a result, there could be significant
adjustments to the provisions established which would affect future financial result. The provision at reporting
date represents management’s best estimate of the present value of the future rehabilitation costs required.
Impact of the COVID-19 pandemic
The COVID-19 outbreak was declared a pandemic by the World Health Organization in March 2020. The outbreak
and the response of Governments in dealing with the pandemic is interfering with general activity levels within the
community, the economy and the operations of the Company. The scale and duration of these developments
remain uncertain as at the date of this report. The Company has considered the potential impact of the COVID-19
pandemic in the significant accounting judgements, estimates and assumptions at reporting date and has
concluded there to be no significant economic impact.
Details of the economic impact of COVID has been included in the notes to the financial statements.
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
41
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
(EXPRESSED IN AUSTRALIAN DOLLARS)
Consolidated
2020
$'000
2019
$'000
2. INTEREST REVENUE
Interest revenue
3. OTHER INCOME
Government COVID grants
4. EXPENSES
(a) Employee Benefits
Salaries and wages
Superannuation
Employee share-based payment expense
Other
Directors’ fees
Directors’ share-based payment expense
Payroll related taxes
(b) Other Expenses
Corporate and overheads
Consulting – fees
Legal
Travel
Occupancy
Insurance
Realised loss on disposal of assets
5. AUDITOR'S REMUNERATION
The auditor of the Group is Ernst & Young.
Amounts received or due and receivable by Ernst & Young (Australia) for:
Fees for auditing the statutory financial report of the parent
covering the group and auditing the financial reports of any
controlled entities
Fees for other services
Taxation services
101
101
63
63
515
33
593
4
255
144
10
1,554
269
290
5
23
57
69
35
748
42
11
53
146
146
-
-
527
37
557
4
260
245
6
1,636
228
196
5
16
83
54
-
582
47
8
55
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
42
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
(EXPRESSED IN AUSTRALIAN DOLLARS)
Amounts received or due and receivable by related practices of
Ernst & Young (Australia) for:
Fees for auditing the financial report of any controlled entities
Fees for other services
Taxation services
6. INCOME TAX BENEFIT
The components of income tax benefit comprise:
Current income tax benefit
Deferred income tax benefit
Income tax benefit reported in the consolidated statement of
comprehensive income
Income tax expense recognised in equity
Accounting loss before tax
At the parent company statutory income tax rate of 27.5%
Other non-deductible expenditure for income tax purposes
Effect of different tax rate for overseas subsidiary
Unrecognised deferred tax assets
Income tax benefit reported in the consolidated statement of
comprehensive income
Carried forward tax losses
Share issue costs
Provisions and accruals
Other
Gross deferred tax asset
Offset against deferred tax liability
Unrecognised deferred tax assets
Deferred tax liabilities
Other
Gross deferred tax liability
Offset against deferred tax asset
Net deferred tax liability
Consolidated
2020
$’000
2019
$’000
14
12
26
-
-
-
-
(2,315)
(637)
218
(43)
462
-
12,798
72
85
-
12,955
(5)
12,950
5
5
(5)
-
15
6
21
-
-
-
-
(2,255)
(620)
183
(48)
485
-
12,244
115
135
-
12,494
(6)
12,488
6
6
(6)
-
The carried forward tax losses for Bannerman Resources Limited at 30 June 2020 are $41,662,447. The carried
forward tax losses for Bannerman Mining Resources (Namibia) (Pty) Ltd at 30 June 2020 are $3,575,639. These tax
losses do not expire and may not be used to offset taxable income elsewhere in the Group. The Group neither has
any taxable temporary differences nor any tax planning opportunities available that could partly support the
recognition of these losses as deferred tax assets. On this basis, the Group has determined that it cannot recognise
deferred tax assets on the tax losses carried forward.
The Group has not elected to form a tax consolidated group.
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
43
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
(EXPRESSED IN AUSTRALIAN DOLLARS)
7. CASH AND CASH EQUIVALENTS
Cash at bank and on call (interest bearing)
Short-term deposits (interest bearing)
Consolidated
2020
2019
$’000
654
3,520
4,174
$’000
6,248
20
6,268
The effective interest rate on short-term bank deposits was 0.84% (2019: 2%). These deposits have an average
maturity of 90 days (2018: 90 days).
The Consolidated Entity is currently well funded to deal with the ongoing impact of the COVID pandemic,
however did take a precautionary response early in the COVID pandemic to preserve cash reserves with a
reduction in key management personnel monetary remuneration and increased management of administrative
cashflows.
8. OTHER RECEIVABLES
Current
GST/VAT
Interest receivable
Other sundry debtors
Non-Current
Restricted cash
18
5
18
41
-
-
142
-
-
142
8
8
Other receivables are non-interest bearing and have repayment terms of 30 days. Restricted cash reflects collateral
for a third-party bank guarantee for the occupancy of office premises. The carrying amount of other receivables is
at fair value.
9. RIGHT OF USE ASSETS
RIGHT OF USE ASSET
Opening balance at 1 July 2019
Additions
Depreciation
Closing balance net of accumulated depreciation
LEASE LIABILITY
Opening balance at 1 July 2019
Additions
Amortisation of principle
Interest on lease
Closing balance
-
61
(12)
49
-
61
(15)
-
46
Amounts recognised in statement of profit or loss and other comprehensive income relating to:
Depreciation charge of right-of-use assets
Interest expense (included in finance costs)
Short term lease payments
12
1
-
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
44
-
-
-
-
-
-
-
-
-
-
-
-
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
(EXPRESSED IN AUSTRALIAN DOLLARS)
On 1 February 2020 the Company entered into a lease agreement for the corporate premises in Subiaco, Western
Australia. The operating lease is for a two year period. The future lease payments were discounting using an interest
rate of 3% in calculating the lease liability.
10. PROPERTY, PLANT AND EQUIPMENT
30 June 2020
Opening net book value
Additions
Disposals
Exchange difference
Depreciation charge
Closing net book value
At 30 June 2020
Cost
Accumulated depreciation and impairment
Net book value
30 June 2019
Opening net book value
Additions
Disposals
Exchange difference
Depreciation charge
Closing net book value
At 30 June 2019
Cost
Accumulated depreciation and impairment
Net book value
Office
Equipment
$'000
Lab & Field
Equipment
Sundry
Vehicles
Total
$'000
$'000
$'000
$'000
51
3
(34)
(9)
(4)
7
24
(17)
7
19
-
(3)
(4)
-
12
58
(46)
12
33
-
(2)
(8)
(3)
20
25
-
4
(7)
-
22
176
(156)
20
169
(147)
22
128
3
(35)
(28)
(7)
61
427
(366)
61
Office
Equipment
$'000
Lab & Field
Equipment
Sundry
Vehicles
Total
$'000
$'000
$'000
$'000
54
-
-
4
(7)
51
341
(290)
51
17
-
-
3
(1)
19
32
3
-
3
(5)
33
24
-
-
5
(4)
25
127
3
-
15
(17)
128
132
(113)
19
455
(422)
33
204
(179)
25
1,132
(1,004)
128
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
45
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
(EXPRESSED IN AUSTRALIAN DOLLARS)
11. EXPLORATION AND EVALUATION EXPENDITURE
Opening balance
Expenditure incurred during the year
Change in estimate
Foreign currency translation movements
Closing balance
Consolidated
2020
$'000
2019
$'000
56,893
637
-
(9,624)
47,906
54,933
650
(217)
1,527
56,893
Expenditure incurred during the period comprises expenditure on geological, study and associated activities.
The value of the Company’s interest in exploration and evaluation expenditure is dependent upon:
• the continuance of the Company’s rights to tenure of the areas of interest;
• the results of pre-development activities; and
• the recoupment of costs through successful development and exploitation of the areas of interest, or
alternatively, by their sale.
Etango Uranium Project – Bannerman 95%
The Etango Uranium Project is situated near CNNC’s Rössing uranium mine, Paladin’s Langer Heinrich uranium
mine and CGNPC’s Husab uranium mine. Bannerman, in 2012, completed a Definitive Feasibility Study (“DFS”) on
a 7-9 million pounds U3O8 per annum open pit mining and heap leach processing operation at Etango. The DFS
confirmed the viability of a large open pit and heap leach operation at one of the world’s largest undeveloped
uranium deposits. From 2015 to 2017, Bannerman conducted a large scale heap leach demonstration program to
provide further assurance to financing parties, generate process information for the detailed engineering design
phase and build and enhance internal capability.
Bannerman announced to the ASX on 5 August 2020 the completion of a Scoping Study for an 8Mtpa development
of its flagship Etango Uranium Project in Namibia (Etango-8 Project). The Scoping Study on the Etango-8 Project
provides an alternate, streamlined development model to the 20Mtpa development assessed to DFS level in 2015.
The Study demonstrates the strong technical and economic viability of conventional open pit mining and heap
leach processing of the world class Etango deposit at 8Mtpa throughput. Bannerman Board has approved
commencement of a Pre-Feasibility Study (PFS) on Etango-8Project.
Bannerman currently holds Exclusive Prospecting Licence 3345 (EPL 3345) in Namibia, which is valid until 25 April
2021 and thereafter subject to renewal by the Namibian Ministry of Mines and Energy. Bannerman also holds a
Mineral Deposit Retention Licence 3345 (MDRL 3345) in Namibia, which is valid until 6 August 2022 and thereafter
subject to renewal by the Namibian Ministry of Mines and Energy.
Exploration & Evaluation Expenditure for the Etango Project
Consolidated
30 June 2020
$’000
30 June 2019
$’000
Opening balance
Drilling and Consumables
Salaries and wages
Consultants and contractors
Demonstration plant construction cost
Demonstration plant change in rehabilitation provision
Demonstration plant operational cost
Other
Total expenditure for the period
Change in estimate
Foreign currency translation movements
Closing balance
56,893
-
366
115
49
13
40
54
637
-
(9,624)
47,906
54,933
67
381
5
-
30
60
107
650
(217)
1,527
56,893
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
46
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
(EXPRESSED IN AUSTRALIAN DOLLARS)
12. TRADE AND OTHER PAYABLES
Trade payables
Other payables and accruals
Consolidated
30 June 2020
$’000
30 June 2019
$’000
53
134
187
103
31
134
Trade payables are non-interest bearing and are normally settled on 30 day terms (or less). Other payables are
non-interest bearing and have an average term of 60 days.
Fair value
Due to the short term nature of these payables, their carrying value is assumed to approximate their fair value.
13. PROVISIONS – NON-CURRENT
Rehabilitation provision (a)
Employee benefits provision
(a)
(b)
(a) Rehabilitation provision
Opening balance
Unwinding of discount
Foreign exchange translation movements
Change in estimate
Closing balance
252
11
263
287
13
(48)
-
252
287
10
297
474
18
12
(217)
287
The Group makes full provision for the future cost of the environmental rehabilitation obligations relating to the
heap leach demonstration plant on a discounted basis at the time of the activity.
The rehabilitation provision, based on the Group’s internal estimates, represents the present value of the future
rehabilitation costs relating to the heap leach demonstration plant. Assumptions based on the current economic
environment have been made, which management believes are a reasonable basis upon which to estimate the
future liability. These estimates are reviewed regularly to take into account any material changes to the
assumptions. However, actual rehabilitation costs will ultimately depend upon future market prices for the
necessary rehabilitation works required that will reflect market conditions at the relevant time. Furthermore, the
timing of the rehabilitation is likely to depend on when the pre-development activities cease.
(b) Employee benefits provision
Arising during the year
11
11
10
10
The employee benefits provision relates to the long service leave accrued for employees at the present value of
expected future payments to be made in respect of services provided by employees up to the reporting date using
the government bond rate with terms to maturity similar to the estimate future cash outflows. The Group does
not expect its long service leave obligations to be settled within 12 months.
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
47
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
(EXPRESSED IN AUSTRALIAN DOLLARS)
14. CONTRIBUTED EQUITY
(a)
Issued and outstanding:
Ordinary shares
Issued and fully paid
Movements in ordinary shares on issue
Balance 1 July 2018
-
-
-
Issue of shares (i)
Issue of shares (ii)
Issue of shares (iii)
Balance 30 June 2019
Balance 1 July 2019
-
-
Issue of shares (iv)
Issue of shares (v)
Balance 30 June 2020
June 2020
June 2019
June 2020
June 2019
Number of Shares
Amount
‘000
‘000
$’000
$’000
1,058,782
1,041,587
141,198
141,156
Number of Shares
’000
Amount
$’000
1,029,871
934
3,923
6,859
1,041,587
1,041,587
1,000
16,195
1,058,782
140,983
-
173
-
141,156
141,156
42
-
141,198
i)
ii)
iii)
iv)
v)
On 31 July 2018, 934,358 ordinary shares were issued upon vesting of performance rights in accordance with the
terms of the Employee Incentive Plan.
On 7 November 2018, 3,923,000 ordinary shares were issued upon exercise of A0.044 share options in accordance
with the Non-Executive Director Share Incentive Plan.
On 24 November 2018, 6,858,509 ordinary shares were issued upon vesting of share and performance rights in
accordance with the terms of the Employee Incentive Plan.
On 4 November 2019, 1,000,000 ordinary shares were issued upon exercise of A0.042 share options in accordance
with the Non-Executive Director Share Incentive Plan.
On 22 November 2019, 16,194,482 ordinary shares were issued upon vesting of share and performance rights in
accordance with the terms of the Employee Incentive Plan.
(b)
Share options on issue:
The movements in share options during the year were as follows:
Expiry Dates
Exercise
Price
Balance
1 Jul 19
Granted
Exercised
Expired /
Cancelled
Balance
30 Jun 20
Vested
30 Jun 20
25 July 2019
A$0.045
8,300,000
25 July 2019
A$0.057
10,200,000
25 July 2019
A$0.07
10,200,000
15 November 2019
A$0.042
19,598,200
15 November 2020
A$0.069
13,731,200
15 November 2021
A$0.072
8,597,400
-
-
-
-
-
-
15 November 2022
A$0.059
-
4,338,800
-
-
-
(8,300,000)
(10,200,000)
(10,200,000)
(1,000,000)
(18,598,200)
-
-
-
-
-
-
-
-
-
-
-
-
13,731,200
13,731,200
8,597,400
8,597,400
4,338,800
-
Weighted average exercise price ($)
Average life to expiry (years)
0.06
0.45
0.06
3.00
0.04
-
0.05
-
0.07
0.37
0.07
0.11
70,626,800
4,338,800
(1,000,000)
(47,298,200)
26,667,400
22,328,600
The remaining unvested share options above have performance hurdles linked to minimum service periods.
Directors held 21,660,400 share options as at 30 June 2020 with an average exercise price of $0.07 per share and
an average life to expiry of 0.55 years.
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
48
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
(EXPRESSED IN AUSTRALIAN DOLLARS)
Performance Rights on issue
(c)
The performance rights on issue as at 30 June 2020 were as follows:
Vesting Dates
15 November 2019
15 November 2020
15 November 2021
15 November 2022
Balance
1 Jul 19
16,371,847
15,121,687
10,159,400
Granted
Vested
Cancelled /
Forfeited
Balance
30 Jun 20
-
(16,194,482)
2,871,500
3,341,500
11,946,200
-
-
-
(177,365)
(190,213)
-
-
-
17,802,974
13,500,900
11,946,200
Average life to vesting (years)
0.62
1.15
-
-
0.53
41,652,934
18,159,200
(16,194,482)
(367,578)
43,250,074
Note: Performance rights have no exercise price.
The performance rights have been issued in accordance with the shareholder-approved EIP and NEDSIP, and vest
into shares for no consideration on the completion of minimum service periods and, in certain cases, the
achievement of specified vesting hurdles related to the Company’s relative share price performance, internal
business targets and/or personal performance.
Directors held 23,085,800 performance rights as at 30 June 2020 with an average life to vesting of 0.90 years.
Terms of Ordinary Shares
Ordinary shares participate in dividends and the proceeds on winding up of the Company in proportion to the
number of shares held and in proportion to the amount paid up on the shares held. At shareholders’ meetings,
each ordinary share is entitled to one vote in proportion to the paid up amount of the share when a poll is called,
otherwise each shareholder has one vote on a show of hands.
Capital Management
For the purpose of the Group’s capital management, capital includes issued capital and all other equity reserves
attributable to the equity holders of the parent. When managing capital, management’s objective is to ensure the
entity continues as a going concern as well as to obtain optimal returns to shareholders and benefits for other
stakeholders. Management also aims to maintain a capital structure which assists to ensure the lowest appropriate
cost of capital available to the Company.
15. RESERVES
Share-based payment reserve
Foreign currency translation reserve
Convertible note reserve
Equity reserve
TOTAL RESERVES
Consolidated
2020
$'000
2019
$'000
(a)
(b)
(c)
(d)
57,691
(35,274)
-
(1,441)
56,954
(25,676)
4,038
(4,968)
20,976
30,348
(a) Share-based Payment Reserve
Balance at the beginning of the reporting period
Share-based payment vesting expense during the period
Balance at the end of the reporting period
56,954
737
57,691
56,152
802
56,954
The Share-based Payment Reserve is used to recognise the value of equity-settled share-based payment
transactions for the acquisition of project interests and the provision of share-based incentives to directors,
employees and consultants.
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
49
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
(EXPRESSED IN AUSTRALIAN DOLLARS)
(b) Foreign Currency translation reserve
Reserves at the beginning of the reporting period
Currency translation differences arising during the year
Balance at the end of the reporting period
Consolidated
2020
$'000
(25,676)
(9,598)
(35,274)
2019
$'000
(27,142)
1,466
(25,676)
The Foreign Currency Translation Reserve is used to record exchange differences arising on translation of the
Group entities that do not have a functional currency of Australian dollars and have been translated into Australian
dollars for presentation purposes.
As per the Statement of Comprehensive Income, the foreign currency translation expense arising for the year
ended 30 June 2020 amounted to $9,598,000 (2019: $1,466,000 income), allocated between non-controlling
interests of $103,000 (2019: $3,000 income) and the Group of $9,598,000 (2019: $1,466,000). Over the year, the
Namibian dollar weakened against the Australian dollar, with a movement of approximately 20% from the rate as
at 30 June 2019 (A$1.00:N$11.93) to the rate as at 30 June 2020 (A$1.00:N$9.93).
(c) Convertible Note reserve
Reserves at the beginning of the reporting period
Transfer to equity reserve
Balance at the end of the reporting period
4,038
(4,038)
-
4,038
-
4,038
The convertible note reserve records the equity portion of the RCFIV convertible note issued on 16 December
2008, refinanced on 31 March 2012 and 22 November 2013, and the RCFVI convertible note issued on 19 June
2014. The convertible notes were extinguished on 31 December 2015.
(d) Equity reserve
Reserves at the beginning of the reporting period
Movements
contributions provided to subsidiary by Bannerman
Transfer from convertible note reserves
Balance at the end of the reporting period
in equity due to minority
interest share of capital
(4,968)
(511)
4,038
(1,441)
(4,968)
-
-
(4,968)
The equity reserve relates to the Company’s equity in its subsidiary Bannerman Mining (Namibia) Pty Ltd, with
current year movements relating to the minority interest share of capital contributions provided to the
subsidiary by Bannerman and the transfer of the convertible note reserve relating to the equity portion of the
RCFIV convertibles that were extinguished on 31 December 2015.
16. FINANCIAL INSTRUMENTS
The Group’s principal financial instruments comprise cash and short term deposits, other receivables, and trade
payables.
Set out below is an overview of financial instruments, other than cash and short-term deposits, held by the Group
as at 30 June 2020.
Financial assets
Other receivables
Total non-current
Cash and cash equivalents
Trade and other receivables
Total current
Total
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
Consolidated
2020
$'000
2019
$'000
8
8
6,268
142
6,410
6,418
-
-
4,174
41
4,215
4,215
50
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
(EXPRESSED IN AUSTRALIAN DOLLARS)
Financial liabilities
Trade and other payables
Lease liability
Total
Financial risk management objectives and policies
Consolidated
2020
$'000
2019
$'000
187
46
233
134
-
134
The Group uses different methods to measure and manage different types of risks to which it is exposed. These
include the monitoring of levels of exposure to interest rates and foreign exchange risk and assessments of market
forecasts for interest rate and foreign exchange prices. Liquidity risk is monitored through the development of
future rolling cash flow forecasts and financing plans.
The Board reviews and agrees policies for managing each of the above risks and they are summarised below:
(a)
Interest Rate Risk
Interest rate risk is managed by obtaining competitive commercial deposit interest rates available in the market
from major Australian financial institutions.
The Group’s exposure to interest rate risk, which is the risk that a financial instrument’s value will fluctuate as
a result of changes in market interest rates, and the effective weighted average interest rate for each class of
financial assets and financial liabilities, comprises:
Consolidated
2020
Floating
Interest Rate
$'000
Fixed Interest
maturing in 1
year or less
$'000
Fixed Interest
maturing over
1 to 5 years
$'000
Total
$'000
Financial assets
Cash
Trade and other payables
Lease liability
Weighted average interest rate
137
-
-
137
4,037
(5)
(46)
3,986
-
-
-
-
4,174
(5)
(46)
4,123
0.7%
Consolidated
2019
Financial assets
Cash
Weighted average interest rate
Floating
Interest Rate
$'000
Fixed Interest
maturing in 1
year or less
$'000
Fixed Interest
maturing over
1 to 5 years
$'000
Total
$'000
1,248
1,248
5,020
5,020
-
-
6,268
6,268
0.3%
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
51
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
(EXPRESSED IN AUSTRALIAN DOLLARS)
The following table summarises the impact of reasonably possible changes in interest rates for the Group at 30
June 2020. The sensitivity analysis is based on the assumption that interest rates change by 1% with all other
variables remaining constant. The 1% sensitivity is based on reasonably possible changes over a financial year,
using the observed range of actual historical rates for the preceding 5 year period and management’s expectation
of short term future interest rates.
Impact on post-tax gain/(loss):
1% increase
1% decrease
There is no impact on other reserves in equity for the Group.
(b) Foreign Currency Risk
Consolidated
2020
$'000
30
(30)
2019
$'000
62
(62)
Foreign exchange risk arises from future commitments, assets and liabilities that are denominated in a currency
that is not the functional currency of the relevant Group company.
The Group’s deposits are largely denominated in Australian dollars. Currently there are no foreign exchange
hedge programs in place. The Group manages the purchase of foreign currency to meet operational
requirements.
The impact of reasonably possible changes in foreign exchange rates for the Group is not material.
(c) Credit Risk
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial
loss to the Group. The Group has adopted the policy of dealing only with creditworthy counterparties and
obtaining sufficient collateral or other security where appropriate, as a means of mitigating the risk of financial
loss from defaults.
The carrying amount of financial assets recorded in the financial statements, net of any provisions for losses,
represents the Group’s maximum exposure to credit risk. For the remaining financial assets, there are no
significant concentrations of credit risk within the Group and financial instruments are being spread amongst
highly rated financial institutions and related parties to minimise the risk of default of counterparties.
(d) Liquidity
Liquidity is monitored through the development of monthly expenditure and rolling cash flow forecasts. Short
term liquidity is managed on a day to day basis by the finance management team including the use of weekly
cash forecasts.
The risk implied from the values shown in the table below reflects a balanced view of cash outflows:
Financial Liabilities
<6 months
6-12 months
$’000
$’000
1– 5
years
$’000
Total
$’000
2020
Trade and other payables
Lease liability
Total
2019
Trade and other payables
Interest bearing liabilities
Total
187
16
203
134
-
134
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
-
16
16
-
-
-
-
14
14
-
-
-
52
187
46
233
134
-
134
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
(EXPRESSED IN AUSTRALIAN DOLLARS)
17. LOSS PER SHARE
Basic and diluted loss per share to the ordinary equity holders of the
Company (cents per share)
Loss used in the calculation of weighted average basic and dilutive loss per
share
Weighted average number of ordinary shares outstanding during the period
used in the calculation of basic loss per share
Consolidated
2020
(0.22)
2019
(0.22)
$'000
$'000
(2,315)
(2,255)
Number of
Shares
'000
Number of
Shares
'000
1,052,066
1,037,391
Number of share options / performance rights issued that could be
potentially dilutive but are not included in diluted EPS as they are anti-
dilutive for the periods presented.
68,143
112,279
There have been no other conversions to or subscriptions for ordinary shares or issues of potential ordinary shares
since the balance date and before the completion of this report.
18. CASH FLOW INFORMATION
Consolidated
2020
$'000
2019
$'000
(a)
Reconciliation from the net loss after tax to the net cash flow
from operating activities
Loss after income tax
(2,315)
(2,255)
Non-cash flows in operating loss
Depreciation
Share-based payments
Realised loss on disposal of fixed assets
Changes in assets and liabilities
(Increase) / decrease in receivables and prepayments
Increase / (decrease) in trade and other creditors and accruals
(Decrease) / Increase in provisions
18
737
35
105
(49)
(40)
17
802
-
29
115
141
Net cash outflows from Operating Activities
(1,509)
(1,433)
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
53
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
(EXPRESSED IN AUSTRALIAN DOLLARS)
19. COMMITMENTS
a)
Exploration and evaluation expenditure
Bannerman currently holds Exclusive Prospecting Licence 3345 (EPL 3345) in Namibia, which is valid until 25 April
2021 and thereafter subject to renew by the Namibian Ministry of Mines and Energy. Bannerman also holds a
Mineral Deposit Retention Licence 3345 (MDRL 3345) in Namibia, which is valid until 6 August 2022 and thereafter
subject to renewal by the Namibian Ministry of Mines and Energy.
In order to maintain current rights of tenure to mineral licences, the Group has exploration and evaluation
expenditure obligations up until the expiry of those licences. The following stated obligations, which are subject
to renegotiation upon expiry of the current licences, are not provided for in the financial statements and represent
a commitment of the Group:
Not longer than one year
Longer than one year, but not longer than five years
Longer than five years
Consolidated
2020
$'000
2019
$'000
80
150
-
230
81
150
-
231
If the Group decides to relinquish certain mineral licences and/or does not meet these minimum expenditure
obligations or obtain appropriate waivers, assets recognised in the Statement of Financial Position may require
review to determine the appropriateness of carrying values. The sale, transfer or farm-out of exploration rights to
third parties will reduce or extinguish these obligations.
20. SHARE-BASED PAYMENT PLANS
Recognised employee share-based payment expenses
The expense recognised for employee services received during the year are shown in the table below:
Total expense arising from employee and director share-based
payment transactions
737
802
Types of share-based payment plans
Employee Incentive Plan ("EIP")
Performance rights are granted to all employees. The EIP is designed to align participants' interest with those of
shareholders by enabling employees to access the benefits of an increase in the value of the Company's shares.
The vesting of half of the performance rights (Market Performance Tranche) is subject to the Company’s relative
Absolute Shareholder Return (“ASR”) as measured by share price performance over the two year period from 30
June of the issue year of the performance rights, compared with the price used to determine the number of
Performance Rights. The vesting of the other half (Operational Tranche) is subject to the attainment of defined
individual and group performance criteria (Operational Test), chosen to align the interests of employees with
shareholders, representing key drivers for delivering long term value. Group and individual performance measures
are weighted and specify performance required to meet or exceed expectations. The performance measures for
the 2020 performance rights related to:
Safety - total recordable incidents and significant environmental incidents.
•
• Operational – execution of company development and operational plans.
•
• Regulatory - obtaining timely renewal of licences.
•
Corporate - execution of transactions mandated by the Board.
Capital - maintaining adequate working capital and achieving operating budgets.
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
54
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
(EXPRESSED IN AUSTRALIAN DOLLARS)
50% of the Performance Rights (Market Performance Tranche) are subject to an Absolute Shareholder Return
(ASR) hurdle. The ASR is based on the Company’s absolute total Shareholder return compared with the price
used to determine the number of Performance Rights (being the 20 Day VWAP as at 30 June of the issue year)
and is tested at the end of two years from 30 June of the issue year to determine the proportion of the Market
Performance Tranche that vest. The vesting schedule is as follows:
ASR Vesting Schedule
ASR performance outcome
Negative performance
Between 0 and 20% compounding per
annum
At or above the 20%
Percentage of award that will vest
0%
Scale applicable between 0 and 100%
100%
Vested Performance Rights are subject to ongoing employment obligations. Performance rights that do not vest
will be cancelled.
When a participant ceases employment prior to the vesting of their rights, the rights are generally forfeited unless
cessation of employment is due to termination initiated by the Group (except for termination with cause) or death.
In the event of a change of control, the performance period end date will be bought forward to the date of change
of control and rights will vest. The Company prohibits executives from entering into arrangements to protect the
value of unvested EIP awards.
Non-Executive Director Share Incentive Plan ("NEDSIP")
Non-executive directors' remuneration includes initial and annual grants of share options or share rights (under
the NEDSIP). Share options and share rights granted to non-executive directors are not subject to performance
hurdles. They have been issued as an incentive to attract experienced and skilled personnel to the Board.
Summary of share options granted under NEDSIP and EIP arrangements
2020
#
2020
WAEP1
Outstanding at beginning of the year
Granted during the year
Exercised during the year
Expired during the year
Forfeited during the year
Outstanding at end of the year
39,926,800
2,338,800
(1,000,000)
(19,605,200)
-
21,660,400
0.05
0.06
0.04
0.05
-
0.05
1 Weighted Average Exercise Price ($/share)
Summary of share options granted outside of NEDSIP and EIP arrangements
2020
#
2020
WAEP1
Outstanding at beginning of the year
Granted during the year
Expired during the year
Outstanding at end of the year
30,700,000
2,000,000
(27,693,000)
5,007,000
0.06
0.06
0.05
0.05
1 Weighted Average Exercise Price ($/share)
2019
#
41,175,400
6,597,400
(3,923,000)
(3,923,000)
-
39,926,800
2019
#
28,700,000
2,000,000
-
30,700,000
2019
WAEP1
0.05
0.07
0.04
0.04
-
0.05
2019
WAEP1
0.06
0.07
-
0.06
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
55
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
(EXPRESSED IN AUSTRALIAN DOLLARS)
Summary of performance rights granted under NEDSIP and EIP arrangements
Outstanding at beginning of the year
Granted during the year
Vested during the year
Forfeited during the year
Outstanding at end of the year
Weighted average remaining contractual life
The weighted average remaining contractual life as at 30 June 2020 was:
•
•
Share options
Performance rights
0.52 years (2019: 0.88 years).
0.53 years (2019: 1.00 years).
Range of exercise price
2020
#
41,652,934
18,159,200
(16,194,482)
(2,142,522)
41,475,130
2019
#
37,309,033
15,125,000
(7,792,867)
(2,988,232)
41,652,934
The range of exercise prices for share options outstanding as at 30 June 2020 was $0.059 - $0.072 (2019: $0.042 -
$0.072). The weighted average exercise price for share options outstanding as at 30 June 2020 was $0.05 (2019:
$0.06) per share option.
Weighted average fair value
The weighted average fair value for the share options granted during the year was $0.06 (2019: $0.02) per share
option. The weighted average fair value for the performance rights granted during the year was $0.04 (2019:
$0.04) per performance right.
Share options / performance rights pricing model
Equity-settled transactions
The fair value of the equity-settled share options granted under the NEDSIP and EIP is estimated as at the date of
grant using a Black-Scholes option price calculation method taking into account the terms and conditions upon
which the share options/rights were granted. A Monte Carlo simulation is applied to fair value the ASR element.
In accordance with the rules of the EIP, the model simulates the Company's ASR to produce a theoretical value
relative to share performance. This is applied to the grant to give an expected value of the ASR element.
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
56
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
(EXPRESSED IN AUSTRALIAN DOLLARS)
Pricing model inputs used for the year ended 30 June 2020:
NEDSIP
Annual Grant
Share Options
OTHER (i)
Annual Grant
Rights
EIP
Annual
Grant Rights
OTHER (i)
Options /
Rights
0%
82%
1.1%
0%
82%
1.1%
0%
82%
1.1%
0%
82%
1.1%
3 years
1 year
2 - 3 years
2 year
Dividend Yield (%)
Expected volatility (%)
Risk- Free interest rate (%)
Expected life of Share Options /
Rights (years)
Share price at measurement date ($)
0.041
0.041
0.041
0.041
(i)
Share Options/Rights issued under separate terms and conditions and not issued as part of any formal plan.
Pricing model inputs used for the year ended 30 June 2019:
NEDSIP
Annual Grant
Share Options
OTHER (i)
Annual Grant
Rights
EIP
Annual
Grant Rights
OTHER (i)
Options /
Rights
Dividend Yield (%)
Expected volatility (%)
Risk- Free interest rate (%)
0%
82%
2.13%
0%
80%
1.93%
0%
80%
1.93% -
2.12%
0%
80%
1.95%
Expected life of Share Options /
Rights (years)
3 years
1 year
2 - 3 years
2 year
Share price at measurement date ($)
0.047
0.038
0.038 - 0.044
0.04
(ii)
Share Options/Rights issued under separate terms and conditions and not issued as part of any formal plan.
21. SEGMENT INFORMATION
The Group has identified its operating segment based on the internal reports that are reviewed and used by the
CEO and the management team in assessing performance and in determining the allocation of resources.
The Group is undertaking development studies and exploring for uranium resources in southern Africa, and hence
the operations of the Group represent one operating segment.
The accounting policies applied for internal reporting purposes are consistent with those applied in the preparation
of the financial statements. The Group considers the segment assets and liabilities to be consistent with those
disclosed in the financial statements.
The analysis of the location of non current assets other than financial instruments is as follows:
Australia
Namibia
Total Non-current Assets
Consolidated
2019
$'000
57
47,959
48,016
2018
$'000
29
57,218
57,247
22. EVENTS SUBSEQUENT TO REPORTING DATE
No other matters or circumstances have arisen since the end of the financial period which significantly affected or
may significantly affect the operations of the Consolidated Entity, the results of those operations, or the state of
affairs of the Consolidated Entity in future financial years.
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
57
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
(EXPRESSED IN AUSTRALIAN DOLLARS)
23. RELATED PARTY INFORMATION
Subsidiaries
The consolidated financial statements include the financial statements of Bannerman Resources Limited and the
subsidiaries listed in the following table:
Name
Bannerman Mining Resources (Namibia) (Pty) Ltd
Bannerman Resources Nominees (UK) Limited
Country of
incorporation
Namibia
United Kingdom
% Equity Interest
2020 2019
95
100
95
100
Ultimate Parent
Bannerman Resources Limited is the ultimate Australian parent entity and the ultimate parent of the Group.
Compensation of Key Management Personnel by Category:
Short-term employee benefits
Post-employment benefits
Share-based payments
2020
2019
853,024
72,536
568,181
1,493,741
762,434
79,054
637,923
1,479,411
Transactions with related entities:
Transactions between related parties are on commercial terms and conditions, no more favourable than those
available to other parties unless otherwise stated.
24. CONTINGENCIES
On 17 December 2008, the Company entered into a settlement agreement with Savanna Marble CC (“Savanna”)
relating to Savanna’s legal challenge to the Company’s rights to the Etango Project Exclusive Prospecting Licence.
Under the terms of the Savanna settlement agreement, in consideration for the termination of proceedings,
Savanna was entitled to receive $3.5 million cash and 9.5 million fully paid ordinary shares in Bannerman. The first
tranche payment of $3.0 million and 5.5 million shares was made in early 2009. The second and final tranche
payment of $500,000 and 4.0 million ordinary shares is due to Savanna upon receipt of the Etango Project mining
licence. The mining licence application was lodged in December 2009 and was refused on 3 September 2018.
Bannerman retains the right to re-apply for a mining licence when the uranium market recovers. As at 30 June
2020, the probability and timing of an application for and grant of a mining licence is uncertain. Due to this
uncertainty, the second tranche payment has been disclosed as a contingent liability and not as a provision as at
30 June 2020.
25. PARENT ENTITY INFORMATION
a.
Information relating to Bannerman Resources Limited:
Current assets
Total assets
Current liabilities
Total liabilities
Issued capital
Accumulated loss
Option Reserve
Convertible Note Reserve
Total shareholders’ equity
Loss of the parent entity
Total comprehensive loss of the parent entity
4,153
8,123
211
223
141,198
(195,026)
57,691
4,037
7,900
(2,483)
(2,483)
6,288
10,141
237
247
141,156
(192,472)
57,172
4,038
9,894
(3,157)
(3,157)
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
58
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
(EXPRESSED IN AUSTRALIAN DOLLARS)
b. Details of any guarantees entered into by the parent entity in relation to the debts of its subsidiaries
There are no guarantees entered into to provide for debts of the Company's subsidiaries. The parent entity has
provided a letter to BMRN evidencing the parent’s intent to meet the financial obligations of BMRN for the period
1 July 2020 to 30 June 2021.
c. Details of any contingent liabilities of the parent entity
Refer to Note 23 for details relating to contingent liabilities.
d. Details of any contractual commitments by the parent entity for the acquisition of property, plant or equipment
There are no contractual commitments by the parent entity for the acquisition of property, plant and equipment
as at reporting date.
26. MATERIAL PARTLY-OWNED SUBSIDIARIES
Financial information of subsidiaries that have material non-controlling interests are provided below:
Proportion of equity interest held by non-controlling interests:
Name
Country of
incorporation
Bannerman Mining Resources (Namibia) (Pty) Ltd
Namibia
Accumulated balances of material non-controlling interest:
Bannerman Mining Resources (Namibia) (Pty) Ltd
Loss allocated to material non-controlling interest:
Bannerman Mining Resources (Namibia) (Pty) Ltd
2020
5%
$’000
52
(41)
2019
5%
$’000
(315)
(24)
In March 2017, the Company entered into a Subscription Agreement with the One Economy Foundation to become
a 5% loan-carried shareholder in the Etango Project. As part of the Subscription Agreement, Bannerman Mining
Resources (Namibia) (Pty) Ltd (BMRN) issued 5% of its ordinary share capital to the One Economy Foundation for
par (nominal) value. The One Economy Foundation will be loan carried for all future project expenditure including
pre-construction and development expenditure, with the loan capital and accrued interest repayable from future
dividends.
The summarised financial information of the subsidiary is provided below. This information is based on amounts
before inter-company eliminations and up to the date of acquisition of the non-controlling interest.
Bannerman Mining Resources (Namibia) (Pty) Ltd
Summarised statement of comprehensive income:
Other income
Administrative expenses
Loss before tax
Income tax
Loss for the year
Total comprehensive loss
Attributable to non-controlling interests
2020
$’000
2019
$’000
17
(452)
(435)
-
(435)
(435)
(41)
15
(493)
(478)
-
(478)
(478)
(24)
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
59
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
(EXPRESSED IN AUSTRALIAN DOLLARS)
Bannerman Mining Resources (Namibia) (Pty) Ltd
Summarised statement of financial position:
Cash and bank balances and receivables (current)
Property, plant and equipment and receivables (non current)
Exploration and evaluation expenditure (non current)
Trade and other payables (current)
Other payables (non current)
Total equity
Attributable to:
Equity holders of parent
Non-Controlling interest
Summarised cash flow information:
Operating
Investing
Financing
Net (decrease) / increase in cash and cash equivalents
2020
$’000
2019
$’000
257
52
47,530
(72)
(40,160)
7,607
7,226
52
(100)
(538)
715
77
169
233
56,462
(96)
(47,391)
9,377
9,692
(315)
(386)
(632)
955
(63)
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
60
DIRECTORS’ DECLARATION
FOR THE YEAR ENDED 30 JUNE 2020
DIRECTORS' DECLARATION
In accordance with a resolution of the directors of Bannerman Resources Limited, I state that:
1. In the opinion of the directors:
(a) The financial statements, notes and additional disclosures included in the directors’ report designated as
audited, of the Group are in accordance with the Corporations Act 2001, including:
i)
ii)
Giving a true and fair view of the consolidated entity’s financial position as at 30 June 2020 and its
performance for the year ended on that date.
Complying with Accounting Standards and Corporations Regulations 2001.
(b) The financial statements and notes also comply with International Financial Reporting Standards as disclosed
in Note 1; and
2. This declaration has been made after receiving the declarations required to be made to the directors in
accordance with s295A of the Corporations Act 2001 for the financial year ended 30 June 2020.
On behalf of the Board
Brandon Munro
Managing Director & CEO
Perth, 24 September 2020
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
61
Ernst & Young
11 Mounts Bay Road
Perth WA 6000 Australia
GPO Box M939 Perth WA 6843
Tel: +61 8 9429 2222
Fax: +61 8 9429 2436
ey.com/au
Independent auditor's report to the members of Bannerman Resources
Limited
Report on the audit of the financial report
Opinion
We have audited the financial report of Bannerman Resources Limited (“the Company”) and its
subsidiaries (collectively “the Group”), which comprises the consolidated statement of financial
position as at 30 June 2020, the consolidated statement of comprehensive income, consolidated
statement of changes in equity and consolidated cash flow statement for the year then ended, notes
to the financial statements, including a summary of significant accounting policies, and the directors'
declaration.
In our opinion, the accompanying financial report of the Group is in accordance with the Corporations
Act 2001, including:
a)
giving a true and fair view of the consolidated financial position of the Group as at 30 June
2020 and of its consolidated financial performance for the year ended on that date; and
b)
complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under
those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial
Report section of our report. We are independent of the Group in accordance with the auditor
independence requirements of the Corporations Act 2001 and the ethical requirements of the
Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional
Accountants (“the Code”) that are relevant to our audit of the financial report in Australia. We have
also fulfilled our other ethical responsibilities in accordance with the Code.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in
our audit of the financial report of the current year. These matters were addressed in the context of
our audit of the financial report as a whole, and in forming our opinion thereon, but we do not provide
a separate opinion on these matters. For the matter below, our description of how our audit addressed
the matter is provided in that context.
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GB:JG:BANNERMAN:0019
62
We have fulfilled the responsibilities described in the Auditor’s Responsibilities for the Audit of the
Financial Report section of our report, including in relation to these matters. Accordingly, our audit
included the performance of procedures designed to respond to our assessment of the risks of
material misstatement of the financial report. The results of our audit procedures, including the
procedures performed to address the matter below, provide the basis for our audit opinion on the
accompanying financial report.
Carrying value of capitalised exploration and evaluation assets
Why significant
How our audit addressed the key audit matter
At 30 June 2020, the Group held capitalised
exploration and evaluation assets of $47.91 million.
The carrying value of exploration and evaluation
assets is assessed for impairment by the Group
when facts and circumstances indicate that an
exploration and evaluation asset may exceed its
recoverable amount.
The determination as to whether there are any
indicators to require an exploration and evaluation
asset to be assessed for impairment, involves a
number of judgements including whether the Group
will be able to maintain tenure, perform ongoing
expenditure and whether there is sufficient
information for a decision to be made that the area
of interest is not commercially viable. During the
year the Group determined that there had been no
indicators of impairment.
Given the size of the balance and the judgmental
nature of impairment indicator assessments
associated with exploration and evaluation assets,
we consider this a key audit matter.
We evaluated the Group’s assessment as to
whether there were any indicators of impairment
to require the carrying value of exploration and
evaluation assets to be tested for impairment.
Our audit procedures included the following:
► Considered the Group’s right to explore in
the relevant exploration area which
included obtaining and assessing supporting
documentation such as license agreements
and correspondence with relevant
government agencies
► Considered the Group’s intention to carry
out significant exploration and evaluation
activities in the relevant exploration area
which included assessing whether the
Group’s cash-flow forecasts provided for
expenditure for planned exploration and
evaluation activities, and enquiring with
senior management and Directors as to the
intentions and strategy of the Group
► Considered the Group’s assessment of
whether the commercial viability of
extracting mineral resources had been
demonstrated and whether it was
appropriate to continue to classify the
capitalised expenditure for the area of
interest as an exploration and evaluation
asset
► We also assessed the adequacy of the
disclosure in Note 11 to the financial report
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63
Information other than the financial report and auditor’s report thereon
The directors are responsible for the other information. The other information comprises the
information included in the Company’s 2020 Annual Report, 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, with the exception of the Remuneration Report
and our related assurance opinion.
In connection with our audit of the financial report, our responsibility is to read the other information
and, in doing so, consider whether the other information is materially inconsistent with the financial
report or our knowledge obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this
other information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the directors for the financial report
The directors of the Company are responsible for the preparation of the financial report that gives a
true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001
and for such internal control as the directors determine is necessary to enable the preparation of the
financial report that gives a true and fair view and is free from material misstatement, whether due to
fraud or error.
In preparing the financial report, the directors are responsible for assessing the Group’s ability to
continue as a going concern, disclosing, as applicable, matters relating to going concern and using the
going concern basis of accounting unless the directors either intend to liquidate the Group or to cease
operations, or have no realistic alternative but to do so.
Auditor's Responsibilities for the audit of the financial report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is
free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with the Australian Auditing Standards will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered material
if, individually or in the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of this financial report.
As part of an audit in accordance with the Australian Auditing Standards, we exercise professional
judgment and maintain professional scepticism throughout the audit. We also:
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Liability limited by a scheme approved under Professional Standards Legislation
64
►
►
►
►
►
►
Identify and assess the risks of material misstatement of the financial report, whether due to
fraud or error, design and perform audit procedures responsive to those risks, and obtain audit
evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not
detecting a material misstatement resulting from fraud is higher than for one resulting from
error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the
override of internal control
Obtain an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Group’s internal control
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by the directors
Conclude on the appropriateness of the directors’ use of the going concern basis of accounting
and, based on the audit evidence obtained, whether a material uncertainty exists related to
events or conditions that may cast significant doubt on the Group’s ability to continue as a going
concern. If we conclude that a material uncertainty exists, we are required to draw attention in
our auditor’s report to the related disclosures in the financial report or, if such disclosures are
inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up
to the date of our auditor’s report. However, future events or conditions may cause the Group
to cease to continue as a going concern
Evaluate the overall presentation, structure and content of the financial report, including the
disclosures, and whether the financial report represents the underlying transactions and events
in a manner that achieves fair presentation
Obtain sufficient appropriate audit evidence regarding the financial information of the entities
or business activities within the Group to express an opinion on the financial report. We are
responsible for the direction, supervision and performance of the Group audit. We remain solely
responsible for our audit opinion
We communicate with the directors regarding, among other matters, the planned scope and timing of
the audit and significant audit findings, including any significant deficiencies in internal control that we
identify during our audit.
We also provide the directors with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, related
safeguards.
From the matters communicated to the directors, we determine those matters that were of most
significance in the audit of the financial report of the current year and are therefore the key audit
matters. We describe these matters in our auditor’s report unless law or regulation precludes public
disclosure about the matter or when, in extremely rare circumstances, we determine that a matter
should not be communicated in our report because the adverse consequences of doing so would
reasonably be expected to outweigh the public interest benefits of such communication.
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
65
Report on the audit of the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in the directors' report for the year ended 30
June 2020.
In our opinion, the Remuneration Report of Bannerman Resources Limited for the year ended 30 June
2020, complies with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the
Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our
responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in
accordance with Australian Auditing Standards.
Ernst & Young
Gavin A Buckingham
Partner
Perth
24 September 2020
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
66
ADDITIONAL SHAREHOLDER INFORMATION
FOR THE YEAR ENDED 30 JUNE 2020
ADDITIONAL SHAREHOLDER INFORMATION
Additional information required by the Australian Securities Exchange Listing Rules and not disclosed elsewhere
in this report is set out below. The information was applicable as at 21 September 2020.
Distribution of Equity Securities
There were 758 holders of less than a marketable parcel of ordinary shares. The number of shareholders by size
of holding is set out below:
Fully Paid Ordinary Shares
Size of Holding
Number of holders
Number of shares
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 and over
TOTALS
239
182
213
1,772
782
3,188
63,244
548,875
1,822,110
68,468,132
987,879,335
1,058,781,696
Unlisted Share options and Performance Rights
Share options
Number of
holders
-
Number of
share options
-
Performance Rights
Number of
holders
-
Number of
performance rights
-
-
-
-
6
6
-
-
-
26,667,400
26,667,400
-
-
1
13
14
-
-
32,099
41,443,031
41,475,130
Size of Holding
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 and over
TOTALS
Substantial Shareholders
An extract of the Company’s register of substantial shareholders (who held 5% or more of the issued capital) is
set out below:
Shareholder
Clive Jones
Number of
shares
Percentage
Held
Date of last
lodgement
77,207,668
7.5%
7 November 2016
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
67
ADDITIONAL SHAREHOLDER INFORMATION (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2020
Top 20 Shareholders
The top 20 largest shareholders are listed below:
Name
CITICORP NOMINEES PTY LIMITED
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
BNP PARIBAS NOMINEES PTY LTD
MR CLIVE JONES
J P MORGAN NOMINEES AUSTRALIA PTY LIMITED
WOODROSS NOMINEES PTY LTD
MERRILL LYNCH (AUSTRALIA) NOMINEES PTY LIMITED
UBS NOMINEES PTY LTD
WIDERANGE CORPORATION PTY LTD
MCNEIL NOMINEES PTY LIMITED
RETZOS EXECUTIVE PTY LTD
BNP PARIBAS NOMS PTY LTD
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
BUTTONWOOD NOMINEES PTY LTD
MR WERNER EWALD
MRS ALEXANDRA MAIDMENT JUBBER
TIERRA DE SUENOS SA
SEQUOI NOMINEES PTY LTD
STOCKWORK (KAL) PTY LTD
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED-GSCO ECA
TOTAL TOP 20 HOLDERS
TOTAL NON-TOP 20 HOLDERS
TOTAL
Voting Rights
Ordinary Shares
Number of
Shares
114,836,462
81,534,466
68,491,487
53,212,267
50,984,625
30,000,000
24,915,996
24,000,000
23,995,401
22,106,651
19,429,949
14,148,797
11,019,382
10,089,840
8,298,958
8,008,523
7,905,005
7,857,100
6,000,000
5,948,564
592,783,473
465,998,223
1,058,781,696
Percentage
Held %
10.85
7.70
6.47
5.03
4.82
2.83
2.35
2.27
2.27
2.09
1.84
1.34
1.04
0.95
0.78
0.76
0.75
0.74
0.57
0.56
55.99
44.01
100
For all ordinary shares, voting rights are on a show of hands whereby every member present in person or by
proxy shall have one vote and upon a poll, each share shall have one vote.
Share options and Performance Rights
There are no voting rights attached to share options and performance rights.
Stock Exchanges
Bannerman has a primary listing of its ordinary shares on the Australian Securities Exchange (ASX code: BMN)
and has additional listings of its ordinary shares on the Namibian Stock Exchange (NSX code: BMN) and on OTCQB
Venture Market (OTCQB code: BNNLF).
Mineral Licence Schedule
The mineral licence schedule for the Group is tabulated below:
Licence
Type/No.
Grant
Date
Expiry
Date
Holder
Area
(Ha)
Country in which the
Licence is held
EPL 3345 27-Apr-2006
26-Apr-2021
MDRL
3345
7-Aug-2017
6-Aug-2022
Bannerman Mining Resources
(Namibia) (Pty) Ltd
Bannerman Mining Resources
(Namibia) (Pty) Ltd
24,326
Namibia
7,295
Namibia
BANNERMAN RESOURCES LIMITED
2020 ANNUAL REPORT
68