Black Cat Syndicate Limited
ABN 63 620 896 282
ANNUAL REPORT
For the year ended 30 June 2022
TABLE OF CONTENTS
Corporate Directory
Chairman’s Letter
Review of Operations
Directors’ Report
Auditor’s Independence Declaration
PAGE
3
4
6-24
27-42
43
Consolidated Statement of Profit or Loss and Other Comprehensive Income 44
Consolidated Statement of Financial Position
Consolidated Statement of Changes in Equity
Consolidated Statement of Cash Flows
Notes to the Financial Statements
Directors’ Declaration
Independent Audit Report
ASX Additional Information
Tenement Information
45
46
47
48-79
80
81-85
86-88
89-93
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CORPORATE DIRECTORY
Non-Executive Chairman
Managing Director
Non-Executive Director
Non-Executive Director
Non-Executive Director
Directors
Paul Chapman
Gareth Solly
Les Davis
Tony Polglase
Philip Crutchfield
Joint Company Secretaries
Mark Pitts
Dan Travers
Principal Office
Level 3, 52 Kings Park Road
WEST PERTH WA 6005
PO Box 184
WEST PERTH WA 6872
T: +61 (0) 458 007 713
Registered Office
Level 3, 52 Kings Park Road
WEST PERTH WA 6005
PO Box 184
WEST PERTH WA 6872
T: +61 (0) 458 007 713
Auditor
Crowe Perth
Level 5, 45 St Georges Terrace
PERTH WA 6000
Share Registry
Computershare Investor Services Pty Ltd
Level 11, 172 St Georges Terrace
PERTH WA 6000
T: (08) 9323 2000
Securities Exchange Listing
The Company’s shares are quoted on the Australian Securities Exchange. The home exchange is Perth,
Western Australia.
ASX Code
BC8 – Ordinary shares
Australian Business Number
63 620 896 282
Website
www.bc8.com.au
Company Information
The Company was incorporated and registered under the Corporations Act 2001 in Western Australia.
The Company is domiciled in Australia.
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CHAIRMAN’S LETTER
Dear Fellow Shareholder,
We are pleased to present the 2022 Annual Report for Black Cat Syndicate Limited (“Black Cat” or “the
Company”).
The past year has been significant for Black Cat:
• At Kal East we grew Resources by 9% to 1,294koz @ 2.1g/t Au.
• We committed to prepare Kal East for development and did so. This culminated in a Pre-Feasibility
Study and initial Ore Reserve. Despite the favorable outcomes of the Pre-Feasibility Study, a decision
was made to defer the planned development and build of Kal East. This decision was not taken lightly,
however the constraints on labour supply, engineering and construction materials around Kalgoorlie
caused the Company to wait for improved conditions. That said, we are continuing to progress a number
of discussions regarding the Myhree/Boundary open pits.
• We also acquired two high-grade gold operations being Coyote and Paulsens. Both operations have
camps and processing facilities and are on care and maintenance. In addition, the potential to
substantially increase Resources is considered high while the capital required to bring the existing
infrastructure back into operation is relatively low.
• We have identified significant, multi-metal, potential regionally at both operations with previous owners
primarily focused on near mine gold.
• We have gathered and integrated all the geological data for both operations. This is a time consuming,
low cost and high value-add exercise. As a consequence of applying new eyes, we have identified
numerous, high quality opportunities - both near mine and regionally. This has borne fruit as
demonstrated by drilling at Coyote where our revised interpretation has seen gold in every drill hole.
Similar success at Paulsens would have significant ramifications given the close proximity to
underground infrastructure.
Gold in US dollar terms and consequently gold equities came under pressure in 2022. A mix of rising interest
rates, strong US dollar and no shortage of geo-political issues all played their part in this. However, Australian
dollar gold is strong and we remain convinced that owning high-grade gold operations with significant growth
potential will win out.
• So, we have the key pillars in place for building a new multi-operation gold miner with projects
strategically located across WA which include high-grade open pit and underground Resources of 2Moz.
As we move to 2023, other opportunities and challenges will present themselves. We will continue to build
our already strong Resource base:
• At Paulsens, adding near mine ounces at Apollo and/or the Gabbro Veins with a relatively low capital
start up cost could see us rapidly progress into production. Our Lower Gabbro target could literally be
“another Paulsens” in its own right.
• At Coyote, our new geological model and drilling success has us increasingly convinced that Coyote
has both grade and scale potential.
• Regional targets around Coyote and Paulsens will begin to be tested and offer significant upside given
the already identified potential but with lack of follow through.
• Toll treating at Myhree/Boundary remains in progress and we will continue to monitor the
development/building environment around Kalgoorlie.
In closing, we would like to thank our local communities, employees, suppliers and other business partners.
We also would like to take this opportunity to thank our fellow shareholders for your support.
Yours sincerely
Paul Chapman - Chairman
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REVIEW OF OPERATIONS
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REVIEW OF OPERATIONS
OVERVIEW
Black Cat Syndicate Limited (“Black Cat” or “the Company”) performed strongly across all operational areas
during the year and made significant progress towards the goal of becoming a multi-operation gold miner
with three WA-based projects. During the 2022 Financial year, Black Cat:
• Successfully completed the acquisition of Coyote and Paulsens Gold Operations from Northern Star
Resources (“Northern Star”). This transformational acquisition:
-
Includes two strategically located, regionally significant processing plants, associated mining
infrastructure and camps.
- Contains existing Resources of 706,000oz @ 3.4g/t Au with significant exploration upside.
- Provides a clear pathway to sequentially restart operations in a low cost and low risk manner.
• Completed 71,382m of drilling largely focused on Resource upgrades and Reserve definition:
- Drilling focused primarily on the Kal East Gold Project with drilling commencing at the Coyote
Gold Operation just after acquisition in June 2022
- Restart study work commenced at Paulsens in preparation for underground drilling to commence
in October 2022
•
Increased JORC 2012 Mineral Resources (“Resource” or “Resources” as applicable) by 168% to 24.5Mt
@ 2.5 g/t Au for 2,000,000oz1 through both extensional drilling at Kal East and acquisitions of the Coyote
and Paulsens operations.
• Took further steps towards production at the Kal East Gold Project (“Kal East”) with the completion of a
Pre-Feasibility Study providing a robust base case 5.5-year mine plan, producing 302koz and including
the approved construction of an 800ktpa processing facility.
• Continued to expand organisational capability through a number of senior management appointments.
• Successfully raised $35M by way of a placement to institutional and sophisticated investors. The
placement was strongly supported by existing shareholders and new. Directors continued to participate
with the total amount invested by directors at ~$7.5M.
• Maintained a strong balance sheet with cash of $18.2M at 30 June 2022
At 30 June 2022, key metrics of the Company included:
• 2.0Moz at 2.50g/t Au (total Resources)
• 1,770km2 total landholding in prime gold regions of WA
• ~$140M estimated infrastructure replacement cost
• 750ktpa of installed milling capacity across Coyote and
Paulsens
• Planned 800ktpa milling capacity at Kal East (potentially
expandable with spare 700ktpa mill)
2
• 243koz initial Ore Reserves at Kal East
• Potential operating cashflow of $105.9M from Kal East
base case production plan (refer PFS)
• $7.5M invested by Directors to date, who together own
~12%
3
Figure 1: Location map of Black Cat’s projects in regionally strategic locations across WA.
1 See ASX announcement 25 May 2022
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REVIEW OF OPERATIONS (CONTINUED)
OUR STRATEGY
The Board of Directors of Black Cat are committed to executing the Company’s strategy in a safe and
responsible manner. Black Cat’s three 100% owned operations are:
Coyote Gold Operation: Coyote is located in Northern Australia, ~20km on the WA side of the WA/NT border.
Coyote consists of an open pit and an underground mine, 300,000tpa processing facility, +180-person camp
and other related infrastructure. The operation is currently on care and maintenance.
The project has a current Resource of 3.0Mt @ 5.1g/t Au for 488koz and has numerous near mine targets with
strong potential for Resource growth. The greater project contains significant discovery opportunity with
geochemical, structural and geophysical targets across the 440km2 tenement package.
Paulsens Gold Operation: Paulsens is located 180km west of Paraburdoo in WA. Paulsens consists of an
underground mine, 450,000tpa processing facility, +110-person camp and other related infrastructure. The
operation is currently on care and maintenance.
The project contains a combined Resource of 2.7Mt @ 2.5g/t Au for 217koz with high priority targets near mine
that have strong potential for significant Resource growth. The 530km2 tenement package is under-explored
with numerous surface anomalies ready for drill testing.
Kal East Gold Project: Kal East is located <50km east of the world class mining centre of Kalgoorlie, WA.
The Company has approved plans to construct a central processing facility near the Majestic Mining Centre,
~50km east of Kalgoorlie. The 800,000tpa processing facility will be a traditional carbon-in-leach gold plant
which is ideally suited to free milling ores located around Kalgoorlie.
Kal East contains a Resource of 18.8Mt @ 2.1g/t Au for 1,294koz, including a preliminary JORC 2012 Reserve
of 3.7Mt @ 2.0g/t Au for 243koz. The 800km2 tenement package contains numerous untested and undertested
prospects with significant discovery potential.
Key pillars are in place to build a multi-operation gold business and the Board has set Key Performance
Indicators (“KPI’s for potential operations) in respect of performance rights issued to its senior leadership team,
as follows:
• Coyote Gold Operation Annual sustained production rate of 40,000 to 50,000oz of gold
• Paulsens Gold Operation Annual sustained production rate of 60,000 to 70,000oz of gold
• Kal East Gold Project Annual sustained production rate of 50,000 to 60,000oz of gold
Additional to the future production targets, the Company is also planning to:
• Undertake substantial drilling targeting Resource growth to >3Moz over the next 5 years
• Leverage the dominant underexplored ground position to target additional discoveries
Commensurate with building an organisation to operate three WA projects, several senior positions
commenced during the year, including:
• Michael Bourke joined as General Manager Projects in May 2022. Michael has held a number of
operational, commercial, remote area and planning roles during his extensive career of more than 25
years in the resources industry. He has significant experience working for public companies and their
stakeholders.
• Matt Anderson joined as Project Manager in April 2022. Matt has extensive experience in project
management and has held senior management positions over the past 25 years spanning form Corporate
to Site based, encompassing feasibility studies, engineering, design, procurement construction and
commissioning of mineral processing plants and mine infrastructure.
• Erryn Hewitt joined as Health Safety and Environment (HSE) Manager in July 2022. Erryn has over 20
years’ experience working as a safety professional in the mining industry, working predominantly in
leading the implementation of occupational health and environment requirements across a range of
departments and sectors.
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REVIEW OF OPERATIONS (CONTINUED)
DRILLING ACTIVITIES
Black Cat was extremely active with 71,382m of drilling completed during the year ended 30 June 2022. A
large proportion of this drilling was undertaken to upgrade Resources for definition of initial Reserves at Kal
East, which total 242,900 ounces, and were released in May 2022. The company also added 109,000 ounces
to the Resource base at Kal East in the 9 months since the previous Annual Resource calculation. The recent
acquisitions of the Coyote and Paulsens operations will see additional drilling areas targeting Resource growth
and discovery. The first drilling at Coyote for almost a decade commenced during the last week of June 2022.
Summary of Drilling July 2021 to June 2022
Target
Objective
# RC
Holes
Total RC
(m)
# DD
Holes
Total DD
(m)
Majestic Mining Centre Resource Definition & Discovery
327
27,633
26
2,875
Fingals Mining Centre
Resource Definition, Geotechnical & Discovery
190
24,821
Myhree Mining Centre
Grade Control & Sterilisation
Trojan Area
Discovery
Coyote
Total
Resource Definition & Discovery
Mineral Resources at 30 June 2022
254
10,503
39
3
3,924
531
5
0
4
0
420
0
675
0
813
67,412
35
3,970
Resources by Project
Tonnes (‘000)
Grade (g/t Au)
Contained (‘000) Oz
Kal East
Coyote
Paulsens
TOTAL
18,836
2,968
2,651
24,456
2.1
5.1
2.5
2.5
1,294
488
217
2,000
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REVIEW OF OPERATIONS (CONTINUED)
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REVIEW OF OPERATIONS (CONTINUED)
KAL EAST GOLD PROJECT
Kal East Gold Project activities includes:
• Resource upgrade drilling was undertaken at Majestic, Fingals and Jones Find during the year to extend
and upgrade Resources and define initial Reserves. Results from this drilling included 2:
-
-
-
-
-
-
-
-
-
-
-
-
-
-
8m @ 5.81g/t Au from 68m (21IMDD002)
2m @ 25.87g/t Au from 64m (21FIRC119)
2m @ 6.53g/t Au from 81m and 2m @ 16.75 g/t Au from 118m (21FIRC131)
3m @ 19.36g/t Au from 120m 3m @ 8.57 g/t Au from 148m (21FIRC142)
0.41m @ 108.00g/t Au from 401.15m (21IMDD006)
0.98m @ 33.70g/t Au from 374.6m & 0.82m @ 83.50 g/t Au from 391.8m (21IMDD015)
1.08m @ 28.17g/t Au from 360.51m (21IMDD025)
13m @ 37.43g/t Au from 151m (incl. 5m @ 91.58 g/t Au from 152m) (21FIRC157)
8m @ 4.74g/t Au from 152m (21FIRC158)
3m @ 9.96g/t Au from 109m and 4m @ 3.28 g/t Au from 114m (21FIRC145)
7m @ 11.65g/t Au from 43m (21JFRC015)
2m @ 18.62g/t Au from 45m (21FRRC078)
2m @ 26.81g/t Au from 69m (21FRRC086)
4m @ 8.43g/t Au from 10m (21JLRC004)
• Completion of final grade control drilling at the Myhree open pit in preparation for potential mining and toll
treatment3 was also completed. Drilling results included:
-
-
-
-
-
-
4m @ 17.47g/t Au from 46m (22MYGC064)
4m @ 11.62g/t Au from 30m (22MYGC056)
3m @ 10.73g/t Au from 22m (22MYGC107)
6m @ 5.87g/t Au from 38m (22MYGC078)
2m @ 10.11g/t Au from 52m (22MYGC064)
7m @ 4.69g/t Au from 18m (22MYGC057)
• Open pit Ore Reserves of 0.7Mt @ 2.2g/t Au for 51,000oz have been defined at Myhree/Boundary.
• The Myhree open pit is fully approved and mining can commence once a processing solution is secured.
Discussions with interested parties are ongoing.
• Completion of the Pre-Feasibility Study for Kal East Gold Project (“Kal East”) containing a robust base
case 5.5-year mine plan producing 302koz and includes the approved construction of an 800ktpa
processing facility. The base case plan has the potential to generate $106M in cashflow over the initial
mine life with substantial future growth opportunities.4
- Total production of 301.7koz @ 1.9g/t Au including initial Ore Reserves of 242.9koz @ 2.0g/t Au
(A$2,300/oz gold price).
-
84% of initial production plan based on high confidence Ore Reserves (80%) and Indicated
Resources (4%).
- Resources of only 8.2Mt @ 2.3g/t Au for 599koz included in the Study with a production plan
conversion ratio of 50%, with potential to increase with ongoing drill programs.
2 ASX announcement 14 July, 16 & 28 September, 5 & 21 October, 16 November & 13 December 2021 & 18 January & 1 February 2022.
3 ASX announcement 10 June & 15 August 2022
4 ASX announcement 3 June 2022
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REVIEW OF OPERATIONS (CONTINUED)
- Forecast average production of 56kozpa at 0.8Mtpa processing rate over an initial period of 5.5
years.
- Maximum cash drawdown including pre-production capital is A$82.7M (including contingency).
- Forecast All-in Sustaining Cost of A$1,510/oz.
- Operating cashflow (after all capital and before tax) of A$105.9M (A$2,500/oz gold price).
• There is ample opportunity to build on the base case production plan in future studies prior to
development:
- Resources not included in the PFS (10.6Mt @ 2.0g/t Au for 694koz) and to be included in future
studies will potentially increase Ore Reserves and mine life beyond 5.5 years.
- The Study has focused primarily on open pits with limited consideration of their future underground
potential.
- Ongoing infill and extensional drilling programs targeting Ore Reserve and Resource growth and
upgrades. For example, the large Fingals Fortune deposit remains open in all directions and at
depth.
- Future expansion of the processing facility from 0.8Mtpa to 1.5Mtpa by installing Black Cat’s
already owned 0.7Mtpa expansion mill.
• The Kal East Project is fully approved, and in the “Go Bay” with the final investment decision deferred
until construction conditions improve.
• Work will continue at Kal East to progress additional approvals over future open pit mines and drilling to
support Resource upgrades and Ore Reserve increases.
Figure 2: RC rig drilling Resource extensional holes at the Fingals Mining Centre (January 2022)
Subsequent to the end of the Financial Year
• Diamond drilling commenced at the Balagundi Cu-Zn-Pb-Au project, situated 5km west of the Myhree
Mining Centre. Results are expected from this drilling in the December 2022 quarter.
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REVIEW OF OPERATIONS (CONTINUED)
A N N U A L R E P O R T 2 0 2 2
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REVIEW OF OPERATIONS (CONTINUED)
COYOYE GOLD OPERATION
Coyote Gold Operation was acquired on 15 June 2022. Exploration activities targeting Resource growth and
discovery began immediately and included:
• Conversion of outstanding JORC 2004 Mineral Resources to JORC 2012 Mineral Resources5. Total
JORC 2012 Resources now total 3Mt @ 5.1g/t Au for 488,000 ounces.
• Commencement of both RC and diamond drilling to upgrade and extend existing Resources.
• RC drilling commenced immediately on shallow mineralisation within the Axial Core Zone of the Coyote
Anticline. Subsequent to the end of the financial year, initial drilling results included4:
-
-
-
-
-
-
3m @ 29.43g/t Au from 82m (22CYRC0002)
6m @ 8.33g/t Au from 152m (22CYRC0008)
2m @ 4.41g/t Au from 177m (22CYRC0004)
1m @ 11.40g/t Au from 100m (22CYRC0005)
4m @ 17.65 g/t Au from 161m (22CYRC007)
1m @ 13.30 g/t Au from 162m (22CYRC0006)
• RC drilling will continue on shallow mineralisation at Coyote Central, near mine Resource growth at Bald
Hill (198,000oz @ 3.6g/t Au) and then on to additional regional targets.
Figure 3: RC Rig drilling at Coyote Central targeting shallow Resources around the potential Speedy open pit.
• Subsequent to the end of the financial year, diamond drilling commenced on the deeper parts of the Axial
Core Zone including around the Kavanagh lodes (77koz @ 13.5g/t Au). Assay results from the first infill
diamond holes included6:
-
-
-
2.48m @ 10.35g/t Au from 426.38m (22CYDD0001), and
0.80m @ 17.10g/t Au from 434.40m (22CYDD0001)
1.00m @ 114g/t Au from 388.00m (22CYDD0004)
5 ASX announcement 19 October 2022
6 ASX announcement 10 October 2022
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REVIEW OF OPERATIONS (CONTINUED)
-
1.68m @ 22.30g/t Au from 438.32m (22CYDD003a)
•
Infill and extensional diamond drilling is ongoing at Coyote Central, principally targeting the unmined Axial
Core Zone of the system in both shallow and deeper areas. Results will be reported regularly as they
become available.
Figure 4: Diamond drilling the Kavanagh deposit at the Coyote Gold Operation
• Drilling is expected to pause during November for the expected start of the wet season before
recommencing around March 2023.
• Other field activities have also commenced, including stockpile reviews and engineering assessments of
processing plant and equipment.
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REVIEW OF OPERATIONS (CONTINUED)
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REVIEW OF OPERATIONS (CONTINUED)
PAULSENS GOLD OPERATION
• The Paulsens Gold Operation was acquired on 15 June 2022. Black Cat is undertaking an extensive
geological review as part of its objective to find another +1Moz Paulsens-style deposit. This review
includes new interpretations of Paulsens mineralisation and incorporation of all drilling intercepts into
revised Resource models. Structural and 3D seismic reviews are underway to improve drill targeting.
• Subsequent to the end of the Financial Year Black Cat released results from previously unreported
diamond core assays drilled by previous operators in 2020. These include significant, near mine, high-
grade results from outside of the current reported Resource highlight strong potential to extend the current
underground Resource (89,000oz @ 5.8g/t Au)7:
-
-
-
-
-
-
1.42m @ 102.37g/t Au from 19.34m (PDU4518)
6.19m @ 15.86g/t Au from 23.72m (PDU4550)
0.94m @ 58.10g/t Au from 19.50m (PDU4544)
1.33m @ 26.07g/t Au from 22.02m (PDU4542)
1.26m @ 25.36g/t Au from 14.60m (PDU4491)
0.88m @ 36.77g/t Au from 7.62m (PDU4501)
• Furthermore, thick, high-grade infill results emphasise the robust nature of the current Resource:
-
-
-
-
-
-
5.72m @ 35.32g/t Au from 36.78m (PDU4536)
5.99m @ 25.23g/t Au from 16.88m (PDU4537)
3.00m @ 42.68g/t Au from 1.00m (PDU4518)
4.20m @ 25.61g/t Au from 4.00m (PDU4539)
8.05m @ 11.09g/t Au from 59.96m (PDU4555)
2.00m @ 30.30g/t Au from 13.00m (PDU4524)
• Paulsens is a dewatered, ventilated and well maintained high-grade underground mine which produced
more than 900koz @ 7.3g/t Au until being placed on care and maintenance in 2017.
• A program of ~7,000m of underground diamond drilling will commence in late October 2022, testing
several opportunities to find “another Paulsens”, including:
- An interpreted ‘Paulsens Repeat’ structural target located ~200m below and parallel to the mine
workings as identified in a $2m, 3D seismic survey. Paulsens itself has a strike length of at least
2,200m and the analogous Paulsens Repeat target extends for ~1,250m.
- Down plunge extensions of the near surface ‘Apollo lodes’, containing several high-grade
intersections outside of current Resources, including:
- Testing of the continuity and extent of the ‘Gabbro Veins’ which are located adjacent to the existing
workings, with a potential strike extent of ~1,000m and contain high-grade intersections, including:
• Additional to the near mine drilling, a detailed review of regional exploration data commenced in June
2022, following on from initial reviews. Several priority regional targets have been identified and initial
exploration activities are being conducted in anticipation of a systematic exploration program the 2023
financial year.
• Engineering study work will also be undertaken during the coming year to establish detailed restart
requirements.
7 ASX announcement 8 July 2022
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REVIEW OF OPERATIONS (CONTINUED)
OUR APPROACH TO RESPONSIBLE OPERATING, NOW AND FOR THE FUTURE
At Black Cat our goal is to do right by our people, our stakeholders, and the wider community, and leave a
positive legacy for future generations. This means that we create value not just through our activities, but
through the responsible management of our Environment, Social, and Governance (ESG) practices that are
integrated into our operating framework.
Black Cat is developing its Environmental and Social Management System (ESMS) as an integrated Health,
Safety, Environment and Stakeholder Management System (“HSESMS”) framework to support delivery of our
vision to be a multi-operation gold mining company creating value and opportunities for our stakeholders
through creative thinking and responsible practises.
ENIVRONMENTAL AND CULTURAL HERITAGE RESPONSIBILITY
We recognise the impact that mining and exploration activities have on the natural environment, so we are
committed to environmental stewardship, and aim to minimise our footprint on the land around us. This includes
being aware of areas of cultural and heritage importance and treating them with sensitivity and respect. Eight
heritage surveys were undertaken during the financial year.
We have recently completed all environmental studies and
approvals for a fully permitted mining operation located at the
Kal East Gold Project. Technical studies are currently
underway to support the development of the Paulsens and
Coyote Gold Operations and the required approvals for
recommencing operations at both sites.
Rehabilitation of drilling sites was a focus this year,
particularly in regional areas. In-depth discussions and
the Department of
coordination were completed with
Biodiversity, Conservation and Attractions around the best
way to rehabilitate drilling and legacy issue inherited within
the Coonana Timber Reserve at the Rowes Find prospect.
No environmental incidents were reported during FY2022.
SOCIAL RESPONSIBILITY
We advocate for the safety, health and social wellbeing of our
people and the communities in which we operate, ensuring
meaningful engagement with all stakeholders is undertaken.
Safety and Health
In FY2022 we achieved no LTI’s or MTI’s and effective management of COVID-19 through a Management
Plan resulted in no disruption of activities.
Black Cat increased its health, safety and environment capability through the appointment of a Health, Safety
and Environment Manager. Additionally, we completed development and deployment of our Health and Safety
Management System, Crisis and Emergency Management Plans which in early FY2022 will be supported
through the implementation of a cloud based and mobile application system that will be used for health and
safety, environment and stakeholder engagement, onboarding, rosters and compliance management.
Social Wellbeing
Progressing our commitment to build capability and diversity in the organisation as at end of FY2022 women
represented 24% of the full-time positions. Our growing team is culturally diverse with a variety of backgrounds
including England, New Zealand, China, Japan, Germany and Indigenous Australia providing a variety of
perspectives promoting creativity and innovation.
Black Cat is committed to creating a positive and inclusive workforce culture where personnel uphold our
values and Code of Conduct, promoting fairness, equity, and respect for all aspects of diversity and an
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REVIEW OF OPERATIONS (CONTINUED)
elimination of unfair treatment and inappropriate behaviour. To support our commitment activities undertaken
in this reporting period included:
•
Involvement of our people in creating a Vision and Values framework that will help Black Cat shape the
foundation of our organisational culture.
• Supporting flexible working arrangements understanding how important flexibility and work-life balance is
to our people.
• Commencing appropriate workplace behaviour training with plans to continue in FY2022, including the
revised Code of Conduct.
• Development of key HR processes and procedures for recruitment, remuneration and employee relations.
Stakeholder Engagement
In recognising the importance of stakeholder engagement, an Environment and Heritage Specialist was
appointed increasing our capability to demonstrate effective Stakeholder Engagement, as an ongoing process
in a structured and culturally appropriate manner.
We acknowledge the Traditional Custodians of the lands
in which we operate,
the Marlinyu Ghoorlie,
Maduwongga, Kakarra Part A, PKKP, Tjurabalan and
Jururru Peoples.
Throughout FY2022 Black Cat consulted with Marlinyu
Ghoorlie, Maduwongga and Kakarra Part A regarding
exploration activities at Kal East Gold Project.
With the recent acquisitions of Paulsens and Coyote
Gold Operations, communication was initiated, and
plans made for meetings in FY2023 with PKKP and
Juurru (Paulsens) and Tjurabalan (Coyote) where new
cooperation agreements for Paulsens and a review
cooperation agreement for Coyote will be a focus.
Welcoming ceremonies are planned for both sites in
FY2023.
In addition, extensive consultation throughout the year was held with other key stakeholders including various
government departments (DMIRS, DWER, DPAW), local shires and pastoralists.
GOVERNANCE RESPONSIBILITY
We have put robust corporate governance measures in place which underpin strict operating practices across
all our business functions. Our aim is to build an open, honest and transparent business, and lead by example.
In addition to the already existing policies of Risk Management, Diversity and Whistle-blower, we developed
the following policies: Safety, Health and Wellbeing Policy, Environment Policy, People Policy, Stakeholder
Engagement Policy and Supply Chain Management Policy.
The Code of Conduct was revised and underpins the policies driving company expectations of people
associated with Black Cat to make and do the right decisions, actions and behaviours. The new policies and
revised code of conduct are in line with the principles and objectives of the IFC Performance Standards and
are outlined in our operating framework.
A N N U A L R E P O R T 2 0 2 2
Page 18 of 93
REVIEW OF OPERATIONS (CONTINUED)
Our operating framework sets out the way we do business and promotes high standards of corporate
governance, encompassing all aspects of our business from health and safety, environment, people and
stakeholder management including our investors and business partners.
Continuing to integrate the operating framework into all the levels on how we operate is a key objective for
FY2023.
A N N U A L R E P O R T 2 0 2 2
Page 19 of 93
REVIEW OF OPERATIONS (CONTINUED)
MINERAL RESOURCES & ORE RESERVES STATEMENT (BC8: 100%)
Black Cat Syndicate’s total Measured, Indicated, and Inferred Resources at 30 June 2022 are 24.5M tonnes
@ 2.5g/t Au containing 2,000,000 oz (refer below). Resources have been routinely reported throughout the
year and represent a 67% growth in total Resources compared to Resources reported on 30 June 2021 of
17.5Mt @ 2.1 g/t Au containing 1,185,000 oz.
Black Cat Syndicate’s total Probable Ore Reserves as at 30 June 2022 are 3.7M tonnes @ 2.0g/t Au containing
243,000 oz. This represents the maiden Reserves for Black Cat Syndicate that were announced during the
year.
Deposit
Measured Resources
Indicated Resources
Inferred Resources
Total Resources
Table 1: Total Resources as at 30 June 2021 and 30 June 2022
30 June 2021
30 June 2022
Tonnes
(‘000s)
Grade
(g/t Au)
Metal
(‘000s oz)
Tonnes
(‘000s)
Grade
(g/t Au)
Metal
(‘000s oz)
13
7,278
10,155
17,450
3.2
2.2
2.0
2.1
1
522
661
365
11,133
12,957
1,185
24,456
5.6
2.5
2.5
2.5
66
881
1,055
2,000
Key changes announced to Resources during the year are outlined below:
• Acquisition of the Coyote Gold Mine with 3.0Mt @ 5.1g/t Au containing 488koz Au and associated mine
infrastructure8
• Acquisition of the Paulsens Gold Mine with 2.7Mt @ 2.5g/t Au containing 217koz Au and associated mine
infrastructure8
• 24% increase in ounces at Fingals Mining Centre from 222koz to 275koz, including a 45% increase in
Indicated Resources from 106koz to 194koz9
• 12% increase in ounces at Majestic Mining Centre from 472koz to 528koz, including a 35% increase in
Indicated Resources from 204koz to 290koz10
Table 2: Total Reserves as at 30 June 2021 and 30 June 2022
Deposit
Proven Reserves
Probable Reserves
Total Resources
30 June 2021
30 June 2022
Tonnes
(‘000s)
Grade
(g/t Au)
Metal
(‘000s oz)
Tonnes
(‘000s)
Grade
(g/t Au)
Metal
(‘000s oz)
-
-
-
-
-
-
-
-
-
-
3,725
3,725
-
2.0
2.0
-
243
243
Key changes announced to Reserves during the year are outlined below:
•
Announcement of the maiden Ore Reserves for Kal East Gold Project11
Aside from the changes detailed above, there were no other material changes to Resources or Reserves for
the period from 30 June 2021 to 30 June 2022.
8 ASX announcements 19 April 2022 and 25 May 2022
9 ASX announcement 23 November 2021
10 ASX announcements 2 September 2021, 25 January 2022, and 4 March 2022
11 ASX announcement 3 June 2022
A N N U A L R E P O R T 2 0 2 2
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REVIEW OF OPERATIONS (CONTINUED)
The in-situ, drill-defined and developed Resources as at 30 June 2022 are listed below:
Table 3: Mineral Resources as at 30 June 2022
Measured Resource
Indicated Resource
Inferred Resource
Total Resource
Mining Centre
Tonnes
(‘000s)
Grade
(g/t Au)
Metal
(‘000s
oz)
Tonnes
(‘000s)
Grade
(g/t Au)
Metal
(‘000s
oz)
Tonnes
(‘000s)
Grade
(g/t Au)
Metal
(‘000s
oz)
Tonnes
(‘000s)
Grade
(g/t Au)
Metal
(‘000s
oz)
Kal East
Boundary
Trump
Myhree
Strathfield
Majestic
Sovereign
Imperial
Jones Find
Crown
Fingals Fortune
Fingals East
Trojan
Queen Margaret
Melbourne United
Anomaly 38
Wombola Dam
Hammer and Tap
Rowe’s Find
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
13
3.2
-
-
-
-
Total Resource Kal East
13
3.2
Coyote
Coyote
Sandpiper
Kookaburra
Pebbles
Stockpiles
Total Resource Coyote
Paulsens
Coyote
Sandpiper
Kookaburra
Pebbles
Stockpiles
Total Resource
Paulsens
-
-
-
-
-
-
341
11
-
-
-
-
-
-
-
-
-
5.8
1.6
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1
-
-
1
-
-
-
-
-
-
64
1
-
-
-
309
61
824
-
2.0
2.4
3.5
-
20
5
92
-
2,167
2.8
196
-
-
1,237
1.7
532
-
2,539
381
1,356
36
-
-
-
-
-
-
-
2.1
1.9
1.8
2.2
-
-
-
-
-
-
68
26
-
171
23
79
3
-
-
-
-
-
318
617
567
184
427
1,426
476
766
1,382
837
209
760
226
96
308
297
350
148
9,441
2.2
682
9,396
1.9
2.2
3.7
1.8
4.2
1.4
1.7
1.2
1.4
2.7
1.2
1.5
1.9
2.9
1.9
2.8
2.4
3.5
2.0
20
44
68
11
58
65
25
29
62
73
8
36
15
9
19
27
27
17
627
678
1,391
184
2,594
1,426
1,713
1,299
1,382
3,376
590
2,115
262
96
308
297
350
148
612
18,836
2.0
2.3
3.6
1.8
3.0
1.4
1.7
1.3
1.4
2.3
1.6
1.7
2.0
2.9
1.9
2.8
2.4
3.5
2.1
243
253
341
-
375
1,212
88
-
10.0
3.3
2.5
-
1.4
3.8
5.6
-
129
3.1
-
-
-
-
797
10.4
79
27
27
-
17
553
773
353
76
-
10.6
4.9
2.1
2.5
-
189
121
24
6
-
1,026
694
76
375
150
1,755
6.0
340
2,968
16
-
13
-
-
43
-
111
523
862
6.6
-
4.8
1.4
1.8
9
-
17
24
51
473
11
240
523
862
4.5
2.3
2.5
1.4
5.1
5.8
1.6
3.9
1.4
1.8
40
49
160
11
254
65
93
55
62
244
31
115
18
9
19
27
27
17
1,294
267
148
51
6
17
488
89
1
30
24
51
352
5.7
65
315
3.4
34
1,983
1.9
118
2,651
2.5
217
TOTAL Resource
365
5.6
66
11,133
2.5
881
12,957
2.5
1,055 24,456
2.5
2,000
Notes on Resources:
1.
2.
3.
4.
5.
The preceding statements of Mineral Resources conforms to the ‘Australasian Code for Reporting of Exploration Results Mineral Resources
and Ore Reserves (JORC Code) 2012 Edition’.
All tonnages reported are dry metric tonnes.
Data is rounded to thousands of tonnes and thousands of ounces gold. Discrepancies in totals may occur due to rounding.
Resources have been reported as both open pit and underground with varying cut-offs based off several factors discussed in the corresponding
Table 1 which can be found with the original ASX announcements for each Resource
Resources are reported inclusive of any Reserves
The announcements containing the Table 1 Checklists of Assessment and Reporting Criteria relating for the 2012 JORC compliant Resources are:
1.
Kal East:
o Boundary – Black Cat ASX announcement on 9 October 2020 “Strong Resource Growth Continues including 53% Increase at Fingals
Fortune”.
o Trump – Black Cat ASX announcement on 9 October 2020 “Strong Resource Growth Continues including 53% Increase at Fingals Fortune”.
A N N U A L R E P O R T 2 0 2 2
Page 21 of 93
REVIEW OF OPERATIONS (CONTINUED)
o Myhree – Black Cat ASX announcement on 9 October 2020 “Strong Resource Growth Continues including 53% Increase at Fingals
Fortune”.
o Strathfield – Black Cat ASX announcement on 31 March 2020 “Bulong Resource Jumps by 21% to 294,000 oz”.
o Majestic – Black Cat ASX announcement on 25 January 2022 “Majestic Resource Growth and Works Approval Granted”;
o Sovereign – Black Cat ASX announcement on 11 March 2021 “1 Million Oz in Resource & New Gold Targets”;
o
Imperial – Black Cat ASX announcement on 11 March 2021 “1 Million Oz in Resource & New Gold Targets”;
o Jones Find – Black Cat ASX announcement 04 March 2022 “Resource Growth Continues at Jones Find”
o Crown – Black Cat ASX announcement on 02 September 2021 “Maiden Resources Grow Kal East to 1.2Moz”
o Fingals Fortune – Black Cat ASX announcement on 23 November 2021 “Upgraded Resource Delivers More Gold at Fingals Fortune”.
o Fingals East – Black Cat ASX announcement on 31 May 2021 “Strong Resource Growth Continues at Fingals”.
o Trojan – Black Cat ASX announcement on 7 October 2020 “Black Cat Acquisition adds 115,000oz to the Fingals Gold Project”.
o Queen Margaret – Black Cat ASX announcement on 18 February 2019 “Robust Maiden Mineral Resource Estimate at Bulong”.
o Melbourne United – Black Cat ASX announcement on 18 February 2019 “Robust Maiden Mineral Resource Estimate at Bulong”.
o Anomaly 38 – Black Cat ASX announcement on 31 March 2020 “Bulong Resource Jumps by 21% to 294,000 oz”.
o Wombola Dam – Black Cat ASX announcement on 28 May 2020 “Significant Increase in Resources - Strategic Transaction with Silver
Lake”.
o Hammer and Tap – Black Cat ASX announcement on 10 July 2020 “JORC 2004 Resources Converted to JORC 2012 Resources”.
o Rowe’s Find – Black Cat ASX announcement on 10 July 2020 “JORC 2004 Resources Converted to JORC 2012 Resources”.
Coyote Gold Operation
o Coyote UG – Black Cat ASX announcement on 19th April 2022 “Funded Acquisition of Coyote & Paulsens Gold Operations - Supporting
Documents”
o Sandpiper OP&UG – Black Cat ASX announcement on 25th May 2022 “Coyote & Paulsens High-Grade JORC Resources Confirmed”
o Kookaburra OP – Black Cat ASX announcement on 25th May 2022 “Coyote & Paulsens High-Grade JORC Resources Confirmed”
o Pebbles OP – Black Cat ASX announcement on 25th May 2022 “Coyote & Paulsens High-Grade JORC Resources Confirmed”
o Stockpiles SP (Coyote) – Black Cat ASX announcement on 25th May 2022 “Coyote & Paulsens High-Grade JORC Resources Confirmed”
Paulsens Gold Operation:
o Paulsens UG – Black Cat ASX announcement on 19th April 2022 Funded Acquisition of Coyote & Paulsens Gold Operations - Supporting
Documents
o Paulsens SP – Black Cat ASX announcement on 19th April 2022 Funded Acquisition of Coyote & Paulsens Gold Operations - Supporting
Documents
o Belvedere OP – Black Cat ASX announcement on 19th April 2022 Funded Acquisition of Coyote & Paulsens Gold Operations - Supporting
Documents
o Mt Clement – Black Cat ASX announcement on 25th May 2022 “Coyote & Paulsens High-Grade JORC Resources Confirmed”
o Merlin – Black Cat ASX announcement on 25th May 2022 “Coyote & Paulsens High-Grade JORC Resources Confirmed”
o Electric Dingo – Black Cat ASX announcement on 25th May 2022 “Coyote & Paulsens High-Grade JORC Resources Confirmed
2.
3.
The in-situ, drill-defined and developed Ore Reserves for Kal East as at 30 June 2022 are listed below:
Table 4: Ore Reserves as at 30 June 2022
Mining Centre
Open Pit Reserves
Myhree
Boundary
Jones Find
Fingals Fortune
Fingals East
Sub Total
Underground Reserves
Majestic
Sub Total
TOTAL Reserve
Notes on Reserve:
Proven Reserve
Grade
(g/t Au)
Metal
(‘000s oz)
Tonnes
(‘000s)
Probable Reserve
Grade
(g/t Au)
Metal
(‘000s oz)
Tonnes
(‘000s)
Total Reserve
Grade
(g/t Au)
Metal
(‘000s oz)
Tonnes
(‘000s)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
585
120
350
2,039
195
3,288
437
437
3,725
2.4
1.5
1.5
1.7
1.9
1.8
3.6
3.6
2.0
46
6
17
113
12
193
50
50
585
120
350
2,039
195
3,288
437
437
243
3,725
2.4
1.5
1.5
1.7
1.9
1.8
3.6
3.6
2.0
46
6
17
113
12
193
50
50
243
1.
Cut-off Grade:
o
o
Open Pit - The Ore Reserves are based upon an internal cut-off grade greater than or equal to the break-even cut-off grade.
Underground - The Ore Reserves are based upon an internal cut-off grade greater than the break-even cut-off grade.
The commodity price used for the Revenue calculations was AUD $2,300 per ounce.
The Ore Reserves are based upon a State Royalty of 2.5% and a refining charge of 0.2%.
2.
3.
4. Mineral Resources are reported as inclusive of Ore Reserves.
5.
Tonnes have been rounded to the nearest 100 t for open pit and 1000 t for underground, grade has been rounded to the nearest 0.1 g/t, ounces have
been rounded to the nearest 100 oz. Discrepancies in summations may occur due to rounding.
This Ore Reserve statement has been compiled in accordance with the guidelines of the Australasian Code for Reporting of Exploration Results, Minera
Resources and Ore Reserves (The JORC Code – 2012 Edition).
6.
The announcements containing the Table 1 Checklists of Assessment and Reporting Criteria relating for the 2012 JORC compliant Resources are:
1.
Kal East:
o Black Cat ASX announcement on 03 June 2022 “Robust Base Case Production Plan of 302koz for Kal East”.
A N N U A L R E P O R T 2 0 2 2
Page 22 of 93
REVIEW OF OPERATIONS (CONTINUED)
GOVERNANCE
Black Cat Syndicate ensures that the Mineral Resource estimates quoted are subject to governance
arrangements and internal controls activated at a site and corporate level.
All aspects of the Mineral Resource processes follow a high level of industry standard practices. Contract RC
and diamond drilling is overseen by experienced Black Cat employees, with completed holes subject to
downhole gyroscopic survey and collar coordinates surveyed with RTK GPS. Geological logging and sampling
are completed by Black Cat geologists. Black Cat employs field quality control (QC) procedures, including
addition of standards, blanks and duplicates ahead of assaying which is undertaken using industry standard
fire assay at Bureau Veritas laboratories in Kalgoorlie.
All drilling information is continually validated and managed by a database consultant. Geological models and
wireframes are built using careful geological documentation and interpretations, all of which are validated by
peer review. Resource estimation is undertaken by qualified Black Cat employees under the direct supervision
of the Competent Person. Estimation techniques are industry standard and include block modelling using
Ordinary Kriging. Application of other parameters including cut off grades, top cuts and classification are all
dependent on the style and nature of mineralisation being assessed. All Resources are reported under JORC
2012.
All Ore Reserves have been reported from Measured and Indicated Resources only. All Ore Reserves have
been generated from design studies using appropriate cost, geotechnical, slope angle, stope span, dilution,
cut-off grade and recovery parameters. Mining approvals are in place for all Ore Reserve-related projects. A
maximum A$2,300/oz gold price has been used to estimate Ore Reserves and determine appropriate cut-offs.
Mining, milling and additional overhead costs are based on current tenders for the Reserve operations. Mill
recoveries for all ore types are based upon metallurgical test work.
COMPETENT PERSONS’ STATEMENTS
The information in this Annual Ore Reserves and Mineral Resources Statement is based on and fairly
represents information and supporting documentation prepared by the competent persons named in the
relevant sections of this report.
This Ore Reserve and Mineral Resource Statement as a whole has been approved by Mr Iain Levy. Mr Levy
is a holder of shares and options in, and is a full-time employee of, the Company. Mr Levy is a Member of the
Australasian Institute of Mining and Metallurgy and a Member of the AIG with sufficient experience with the
style of mineralisation, deposit type under consideration and to the activities undertaken to qualify as a
Competent Person as defined in the 2012 Edition of the “Australasian Code for Reporting of Exploration
Results, Mineral Resources and Ore Reserves (The JORC Code)”.
The information in this report that relates to all geology, exploration results, planning, and the estimation and
reporting of Resources were compiled by Mr. Iain Levy. Mr. Levy has sufficient experience which is relevant
to the style of mineralisation and type of deposit under consideration and to the activity being undertaken to
qualify as a Competent Person as defined in the 2012 Edition of the 'Australasian Code for Reporting of
Exploration Results, Mineral Resources and Ore Reserves'. Mr. Levy consents to the inclusion in the report
of the matters based on the information in the form and context in which it appears.
The information in this report that relates to the Open Pit Ore Reserves is based on and fairly represents
information compiled by Mr. Alistair Thornton. Mr Thornton is a full-time employee of Black Cat Syndicate Pty
Ltd. Mr Thornton has confirmed that he has read and understood the requirements of the 2012 Edition of the
Australian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves. Mr Thornton is a
Competent Person as defined by the JORC Code 2012 Edition, having more than five years' experience which
is relevant to the style of mineralisation and type of deposit under consideration and to the activity for which
he is accepting responsibility. Mr Thornton is a Member of the AusIMM and consents to the inclusion in the
report of the matters based on his information in the form and context in which it appears.
The information in this report that relates to the Underground Ore Reserves is based on and fairly represents
information compiled or reviewed by Dr. Kelly Fleetwood. Dr Fleetwood is a full-time employee of Black Cat
Syndicate Pty Ltd. Dr Fleetwood has confirmed that he has read and understood the requirements of the 2012
Edition of the Australian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves. Dr
Fleetwood is a Competent Person as defined by the JORC Code 2012 Edition, having more than five years'
experience which is relevant to the style of mineralisation and type of deposit under consideration and to the
activity for which he is accepting responsibility. Dr Fleetwood is a Member of the AusIMM and consents to the
inclusion in the report of the matters based on his information in the form and context in which it appears.
A N N U A L R E P O R T 2 0 2 2
Page 23 of 93
REVIEW OF OPERATIONS (CONTINUED)
In relation to Resources and Ore Reserves, the Company confirms that it is not aware of any new information
or data that materially affects the information in the original reports, and that the form and context in which the
Competent Persons’ findings are presented have not been materially modified from the original reports.
Where the Company refers to the exploration results, Mineral Resources, and Reserves in this report
(referencing previous releases made to the ASX), it confirms that it is not aware of any new information or data
that materially affects the information included in that announcement and all material assumptions and
technical parameters underpinning the Mineral Resource and Reserve estimates with that announcement
continue to apply and have not materially changed.
The Company confirms that all material assumptions underpinning the production target at Kal East Gold
Project, or the forecast information derived from the production target, included in the original ASX
announcement dated 3 June 2022 continue to apply and have not materially changed
End of Review of Operations
A N N U A L R E P O R T 2 0 2 2
Page 24 of 93
REVIEW OF OPERATIONS (CONTINUED)
A N N U A L R E P O R T 2 0 2 2
Page 25 of 93
Black Cat Syndicate Limited
ABN 63 620 896 282
CONSOLIDATED
FINANCIAL
STATEMENTS
For the year ended 30 June 2022
A N N U A L R E P O R T 2 0 2 2
Page 26 of 93
DIRECTORS’ REPORT
The Directors present their report on Black Cat Syndicate Limited (“Black Cat” or “the Company”) and the
entity it controlled (“the Group”) at the end of, and during the year ended 30 June 2022.
DIRECTORS
The names and details of the Directors of Black Cat during the financial year and until the date of this report
are:
Paul Chapman (Non-Executive Chairman)
B.Comm, ACA, Grad Dip Tax, MAICD, MAusIMM (Appointed 4 August 2017)
Paul is a chartered accountant with over 30 years’ experience in the resources sector gained in Australia and
the United States. Paul has experience across a range of commodity businesses including gold, nickel,
uranium, manganese, bauxite/alumina and oil/gas and has held managing director and other senior
management roles in public companies. Paul was a founding shareholder/director of the following ASX listed
companies: Reliance Mining; Encounter Resources; Rex Minerals; Silver Lake Resources and Paringa
Resources. Paul is currently non-executive chair of Encounter Resources Limited (ASX:ENR) Meeka Metals
Limited (ASX:MEK) and Dreadnought Resources Limited (ASX:DRE) and a non-executive director of
Sunshine Gold Limited (ASX:SHN).
Gareth Solly (Managing Director)
B.Sc (Geology) First Class Honours, Dip. Business (Appointed 1 January 2018)
Gareth has 20 years’ mining industry experience covering numerous orebody types in both underground and
surface environments with a proven ability in leading mine geology, resource development and near mine
exploration teams. This includes 11 years’ senior management experience in roles of Registered Manager,
Chief Geologist and Group Geology Manager in organisations including Saracen Gold Mines Limited
(ASX:SAR), Silver Lake Resources Limited (ASX:SLR) and Norilsk Nickel. Of particular relevance, Gareth was
the Chief Geologist and later Resident Manager at Mount Monger which is similar in many ways to Bulong and
involved managing a workforce of approximately 200.
Les Davis (Non-Executive Director)
M.Sc (Min Econs) (Appointed 4 August 2017)
Les has a Master’s Degree in Mineral Economics from Curtin University of Western Australia and over 38
years’ mining industry experience including 17 years’ hands-on experience in mine development and narrow
vein mining. Les' career incorporates over 20 years’ senior management and executive experience including
roles as Mine Manager, Technical Services Manager, Concentrator Manager, Resident Manager and General
Manager Expansion Projects with organisations including WMC Resources Limited, Reliance Mining Limited
and Consolidated Minerals Limited and was the founding Managing Director of ASX listed Silver Lake
Resources Limited (ASX:SLR) until his resignation on 22 November 2019 and was a director of Spectrum
Metals Limited (ASX.SPX) between 2 February 2019 and 18 March 2020. Les is currently a non-executive
director of Sunshine Gold Limited (ASX:SHN).
Philip Crutchfield (Non-Executive Director)
B. Comm, LL.B (Hons), LL.M LSE (Appointed 6 April 2021)
Philip is a prominent and highly respected barrister specialising in commercial law. Philip is a board member
of the Geelong Grammar School Council, Bell Shakespeare Theatre Company and the Victorian Bar
Foundation Limited. Philip is also a former partner of Mallesons Stephen Jaques (now King & Wood
Mallesons).
Philip is a senior barrister practising in commercial law and was admitted to practice in 1988. Philip was Non-
Executive Chairman of financial services company Zip Co Limited (ASX:Z1P) and is currently a non-executive
director of Applyflow Limited (ASX:AFW), Hamelin Gold Limited (ASX:HMG) and Encounter Resources
Limited (ASX:ENR).
A N N U A L R E P O R T 2 0 2 2
Page 27 of 93
DIRECTORS’ REPORT (CONTINUED)
Tony Polglase (Non-Executive Director)
B.Eng (Hons) First Class Honours (Appointed 25 May 2020)
Tony has more than 40 years of multi-disciplined mining experience across ten different countries and is
qualified in mechanical and electrical engineering with an honours degree in metallurgy. Tony has significant
experience in the development and operation of mining projects, having been responsible for, or closely
involved with, the commissioning of more than seven mines. Tony was a director of Avanco Resources until
its acquisition by OZ Minerals Ltd for ~$430m. Tony’s operational experience involves both open-pit and
underground mines as well as processing and maintenance management. Tony is a non-executive director of
New World Resources Limited (ASX:NWC) and Bravo Mining Corp. (TSXV:BRVO).
COMPANY SECRETARIES
Mark Pitts (Joint Company Secretary)
BBus, FCA, GAICD (Appointed 9 November 2017)
Mark has over 30 years’ experience in business administration and corporate compliance. Having started his
career with KPMG, Mark has worked at a senior management level in a variety of commercial and consulting
roles including mining services, healthcare and property development. The majority of the past 15 years’ has
been spent working for, or providing services to, publicly listed companies in the junior resources sector. Mark
is a registered company auditor and holds a Bachelor of Business Degree from Curtin University, is graduate
of the Australian Institute of Company Directors and is a Fellow of Chartered Accountants Australia and New
Zealand.
Dan Travers (Joint Company Secretary)
BSc (Hons), FCCA (Appointed 23 November 2017)
Dan is a Fellow of the Association of Chartered Certified Accountants with over 10 years’ experience in the
administration and accounting of publicly listed companies following significant public practice experience.
Dan holds undergraduate degrees with honours in both Mathematics and Accounting and is an employee of
Endeavour Corporate, which specialises in the provision of company secretarial and accounting services to
ASX listed entities in the mining and exploration industry.
DIRECTORS’ INTERESTS
As at the date of this report the Directors’ interests in shares and unlisted options of the Company are as
follows:
Director
P Chapman
G Solly
L Davis
P Crutchfield
T Polglase
Directors’ Interests in Ordinary
Shares
Directors’ Interests in Unlisted
Options
9,029,687
1,527,222
6,020,977
8,253,526
100,557
100,000
1,572,778
-
200,000
250,000
Included in the Directors’ interests in Unlisted Options, there are 2,122,778 options that are vested and
exercisable as at the date of signing this report.
A N N U A L R E P O R T 2 0 2 2
Page 28 of 93
DIRECTORS’ REPORT (CONTINUED)
DIRECTORS’ MEETINGS
The number of meetings of the Company’s Directors held during the period ended 30 June 2022, and the
number of meetings attended by each Director are as follows:
Director
P Chapman
G Solly
L Davis
P Crutchfield
T Polglase
Board of Directors’ Meetings
Eligible to Attend
Attended
8
8
8
8
8
8
8
7
7
8
PRINCIPAL ACTIVITIES
The principal activity of the Company during the financial period was undertaking mineral exploration and
economic studies at the Company’s Kal East Gold Project (“Kal East”) in Western Australia. In addition, the
Company undertook extensive due diligence on the eventual acquisition of the Coyote and Paulsens Gold
Projects from Northern Star Limited, which was completed on 15 June 2022.
There were no significant changes in these activities during the financial period.
RESULTS OF OPERATIONS
Financial Position and Performance
The consolidated net loss after income tax for the financial period was $3,944,906 (2021: $2,324,794).
At the end of the financial period the Group had $18,172,023 (2021: $16,049,091) in cash and at call deposits.
Capitalised mineral exploration and evaluation expenditure at the end of the financial year was $92,508,166
(2021: $29,124,255).
Included in capitalised exploration costs for 30 June 2022 is an amount of $51,412,076 which represents the
excess of the fair value of the consideration paid by the Company over the fair value of the net assets acquired
in relation to the Coyote and Paulsens Gold Project acquisitions. This excess is considered to be in the nature
of exploration and evaluation expenditure and has been accounted for in accordance with AASB 6. The
consideration for the acquisitions was $32,419,000 and comprises cash ($14,500,000), deferred cash
consideration ($15,000,000) and shares (fair value at time of acquisition of $2,919,000).
During the year the Company raised a total of $35,000,000 before costs from the issue of placement shares
and a further $220,000 from the issue of shares on the exercise of unlisted options.
REVIEW OF ACTIVITIES
Exploration
Exploration activities for the financial period have been primarily focussed at the Company’s Kal East near
Kalgoorlie, Western Australia. whilst undertaking various exploration programs targeting future resource
growth and commencing economic studies to assess Kal East’s economic potential.
Acquisitions
During the financial period the Company completed the acquisition of the Coyote and Paulsens Gold Projects
in Western Australia from Northern Star Limited.
A N N U A L R E P O R T 2 0 2 2
Page 29 of 93
DIRECTORS’ REPORT (CONTINUED)
SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS
There have been no significant changes in the state of affairs of the Company and Group during or since the
end of the financial period other than as stated in this report.
OPTIONS OVER UNISSUED CAPITAL
Unlisted Options
As at 30 June 2022 14,677,147 unissued ordinary shares of the Company are under option as follows:
Number of Options Granted
Exercise Price
8,941,147
1,200,000
700,000
250,000
129,000
468,000
330,000
1,499,000
1,160,000
20 cents
40 cents
60 cents
62 cents
120 cents
98 cents
100 cents
83 cents
65 cents
Expiry Date
25 January 2023
25 June 2023
2 August 2023
18 May 2024
21 July 2024
10 December 2024
28 March 2025
8 November 2025
15 May 2026
All options on issue at the date of this report are unlisted, vested and exercisable.
During the financial period, the Company granted 2,879,000 options over unissued shares to employees
pursuant to the terms and conditions of the Black Cat Syndicate Incentive Option Plan.
During the financial period, a total of 600,000 options exercisable at 20 cents and expiring 25 January 2023,
and 250,000 options exercisable at 40 cents and expiring 25 June 2023 were exercised into shares.
635,000 employee options were cancelled during the financial period on cessation of employment with the
Company.
Since the end of, the financial period:
-
-
-
1,298,000 options exercisable at 51 cents expiring 28 July 2026 have been issued to employees;
no options have been cancelled; and
360,000 shares have been issued on the exercise of options.
Options do not entitle the holder to:
-
-
participate in any share issue of the Company or any other body corporate; and
any voting rights until the options are exercised into ordinary shares.
Performance Rights
No performance rights were issued during the financial year. Subsequent to the end of the financial year the
Company issued a total of 4,198,389 performance rights to employees expiring 30 June 2027.
A N N U A L R E P O R T 2 0 2 2
Page 30 of 93
DIRECTORS’ REPORT (CONTINUED)
ISSUED CAPITAL
Ordinary fully paid shares
Number of Shares on Issue
2022
213,634,175
2021
140,807,811
The Company has not issued any shares since the end of the financial period.
DIVIDENDS
No dividend has been paid and no dividend is recommended for the financial periods ended 30 June 2022
and 30 June 2021.
MATTERS SUBSEQUENT TO THE END OF THE FINANCIAL PERIOD
Subsequent to 30 June 2022 the Company issued a total of 4,198,389 performance rights expiring 30 June
2027 to senior employees. Details of the 2022 LTI awards have been disclosed in the remuneration report.
Other than the above, there has not arisen in the interval between the end of the financial period and the date
of this report any item, transaction or event of a material and unusual nature likely, in the opinion of the
Directors of the Company to affect substantially the operations of the Group, the results of those operations
or the state of affairs of the Group in subsequent financial years.
LIKELY DEVELOPMENTS AND EXPECTED RESULTS OF OPERATIONS
The Company expects to maintain exploration and feasibility programs at its Coyote, Paulsens and Kal East
Gold Projects.
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 and is dependent
upon the results of the future exploration and evaluation.
ENVIRONMENTAL REGULATION AND PERFORMANCE
The Group holds various exploration licences to regulate its exploration activities in Australia. These licences
include conditions and regulations with respect to the rehabilitation of areas disturbed during the course of its
exploration activities.
So far as the Directors are aware, all exploration activities have been undertaken in compliance with all
relevant environmental regulations.
A N N U A L R E P O R T 2 0 2 2
Page 31 of 93
DIRECTORS’ REPORT (CONTINUED)
REMUNERATION REPORT (AUDITED)
Remuneration paid to Directors and Officers of the Company is set by reference to such payments made by
other ASX listed companies of a similar size and operating in the mineral exploration industry. In addition,
reference is made to the financial position of the Company and the specific skills and experience of the
Directors and Officers.
Details of the nature and amount of remuneration of each Director, and other Key Management Personnel if
applicable, are disclosed annually in the Company’s Annual Report.
Remuneration Committee
The Board has adopted a formal Remuneration Committee Charter which provides a framework for the
consideration of remuneration matters.
The Company does not have a separate Remuneration Committee and as such all remuneration matters are
considered by the Board as a whole, with no Member deliberating or considering such matter in respect of
their own remuneration.
In the absence of a separate Remuneration Committee, the Board is responsible for:
1.
2.
Setting remuneration packages for Executive Directors, Non-Executive Directors and other Key
Management Personnel; and
Implementing employee incentive and equity-based plans and making awards pursuant to those plans.
Non-Executive Remuneration
The Company’s policy is to remunerate Non-Executive Directors, at rates comparable to other ASX listed
companies in the same industry, for their time, commitment and responsibilities.
Non-Executive remuneration is not linked to the performance of the Company, however, to align Directors’
interests with shareholders’ interests, remuneration may be provided to Non-Executive Directors in the form
of equity based long term incentives.
1.
2.
3.
4.
Fees payable to Non-Executive Directors are set within the aggregate amount approved by
shareholders at the Company’s annual general meeting;
Non-Executive Directors’ fees are payable in the form of cash and superannuation benefits;
Non-Executive superannuation benefits are limited to statutory superannuation entitlements; and
Participation in equity-based remuneration schemes by Non-Executive Directors is subject to
consideration and approval by the Company’s shareholders.
The maximum Non-Executive Directors’ fees payable in aggregate, are currently set at $350,000 per annum.
Engagement of Non-Executive Directors
Non-Executive Directors conduct their duties under the following terms:
1.
2.
A Non-Executive Director may resign from his/her position and thus terminate their contract on written
notice to the Company; and
A Non-Executive Director may, following resolution of the Company’s shareholders, be removed
before the expiration of their period of office (if applicable). Payment is made in lieu of any notice
period if termination is initiated by the Company, except where termination is initiated for serious
misconduct.
A N N U A L R E P O R T 2 0 2 2
Page 32 of 93
DIRECTORS’ REPORT (CONTINUED)
Engagement of Non-Executive Directors (Continued)
In consideration of the services provided by Paul Chapman as Non-Executive Chairman, the Company will
pay $60,000 inclusive of statutory superannuation per annum.
In consideration of the services provided by Les Davis, Tony Polglase and Philip Crutchfield as Non-Executive
Directors, the Company will pay each $40,000 inclusive of statutory superannuation per annum.
Messrs Chapman, Davis, Polglase and Crutchfield are also entitled to fees for other amounts as the Board
determines where they perform special duties or otherwise perform extra services or make special exertions
on behalf of the Company. There were no such fees paid during the financial period ended 30 June 2022.
Executive Director and Other Key Management Personnel Remuneration
Executive remuneration consists of base salary, plus other performance incentives to ensure that:
1.
2.
Remuneration packages incorporate a balance between fixed and incentive pay, reflecting short and
long-term performance objectives appropriate to the Company’s circumstances and objectives; and
A proportion of remuneration is structured in a manner to link reward to corporate and individual
performances.
Executives are offered a competitive level of base salary at market rates (based on comparable ASX listed
companies) and are reviewed regularly to ensure market competitiveness. To date, the Company has not
engaged external remuneration consultants to advise the Board on remuneration matters.
Engagement of Executive Director
The Company has entered into an executive service agreement with Gareth Solly in respect of his engagement
as Managing Director on the following material terms and conditions:
-
-
is effective for three years from 1 January 2021 and receives a base salary of $280,000 per annum
plus statutory superannuation (increased to $320,000 per annum effective 1 July 2022) and may also
receive an annual short term performance-based bonus which may be calculated as a percentage of
current base salary, the performance criteria, assessment and timing of which is negotiated annually
with the Non-Executive Directors; and
subject to shareholder approval, may participate in the Black Cat Syndicate Incentive Option Plan and
other incentive plans adopted by the Board.
Short Term Incentive Payments
Non-Executive Directors set the Key Performance Indicators (“KPI’s”) for the Executive Director and other
senior employees. The KPI’s are chosen to align the reward of the individual Executive to the strategy and
performance of the Company.
Performance objectives, which may be financial or non-financial, or a combination of both, are weighted when
calculating the maximum Short-Term Incentives (“STI”) payable to Executives. At the end of the specified
measurement period, the Non-Executive Directors will assess the actual performance of the Executives
against the set Performance Objectives. The maximum amount of the STI, or a lesser amount depending on
actual performance achieved is paid to the Executives as either a cash payment or in unlisted options. Refer
to the Details of Performance Related Remuneration section of this Remuneration Report for specific details
of KPI’s set and/or measured during the period.
No STI’s are payable to Executives where it is considered that the actual performance has fallen below the
minimum requirement.
A N N U A L R E P O R T 2 0 2 2
Page 33 of 93
DIRECTORS’ REPORT (CONTINUED)
Incentive Option Plan
The Company provides incentives to Directors and Employees pursuant to the Black Cat Syndicate Incentive
Option Plan, which was approved by shareholders on 25 November 2020.
The Board, acting in remuneration matters:
1.
2.
3.
Ensures that incentive plans are designed around appropriate and realistic performance targets and
provide rewards when those targets are achieved;
Reviews and approves existing incentive plans established for employees; and
Approves the administration of the incentive plans, including receiving recommendations for, and the
consideration and approval of grants pursuant to such incentive plans.
Long Term Incentive Plan (LTI)
Under the Company’s LTI plan, grants of options or performance rights are made to certain executives to align
remuneration with the creation of shareholder value over the long term, whilst also attracting, motivating and
retaining key executives.
Performance targets, whilst challenging, represent key milestones in respect of the progression of the
Company, and considered consistent with sustained growth in shareholder value.
The LTIs issued subsequent to the end of the financial year (2022 LTI Awards) represent the first such awards
made under the Company’s LTI Plan. The 2022 LTI Awards proposed to be issued to the Managing Director
are subject to shareholder approval.
Details of the 2022 LTI Awards are as follows:
Eligibility
Awards
Members of the Senior Leadership Team who are responsible for setting the
strategic direction of the Company
The 2022 LTI Awards are in the form of Performance Rights. Performance rights
are issued for nil consideration and if Vesting Conditions are satisfied, may be
exercised before the Expiry Date into ordinary fully paid shares in the Company.
2022 LTI Awards are issued pursuant to the terms and conditions of the
Company’s Incentive Option Plan
Performance Period
The Vesting Conditions of the 2022 LTI Awards are measured, and can be
achieved, at any time prior to the Expiry Date
Expiry Date
2022 LTI Awards expire 30 June 2027, unless lapsing earlier in accordance with
the terms and conditions of the Company’s Incentive Option Plan
Vesting Conditions (Key
Performance Indicators
(KPIs))
2022 LTI Awards are measured from 1 July 2022, may vest and become
exercisable in three equal tranches based on the following specific performance
conditions (KPIs) relating to production of gold from its three distinct gold projects
as follows:
• 1/3 vest on achieving a sustained production rate of 40,000 to 45,000 ounces
per annum at the Coyote Gold Project
• 1/3 vest on achieving a sustained production rate of 60,000 to 70,000 ounces
per annum at the Paulsens Gold Project
• 1/3 vest on achieving a sustained production rate of 50,000 to 60,000 ounces
per annum at the Kal East Gold Project
A N N U A L R E P O R T 2 0 2 2
Page 34 of 93
DIRECTORS’ REPORT (CONTINUED)
Long Term Incentive Plan (Continued)
A total of 5,254,173 2022 LTI Awards issued, or proposed to be issued by the Company, include to the
following Key Management Personnel (KMP):
Name of KMP
Position of KMP
Value of 2022
LTI Awards2
Value of 2022
LTI Awards as %
of total Base
Salary1
Total Number of 2022 LTI
Awards3
Gareth Solly
Managing Director
$320,000
100%
Michael Bourke
David Sanders
General Manager -
Projects
Chief Financial
Officer
$290,000
100%
$250,000
100%
1,055,784
Performance Rights4
956,804
Performance Rights
824,831
Performance Rights
1 Base Salary relates to the annual fixed remuneration (exclusive of superannuation) payable to the respective KMP as at the 2022 LTI
Awards grant date of 1 July 2022.
2 The value of 2022 LTI Awards equates to 100% of the respective KMP’s Base Salary at grant date.
3 The number of 2022 LTI Awards has been calculated based on the total value of the respective KMP’s Base Salary at the grant date,
divided by the underlying share price of the Company’s shares (calculated as the 5-day VWAP to 30 June 2022).
4 Notionally awarded subject to approval of the Company’s shareholders prior to the issue of the underlying performance rights.
LTI Outcomes
The 2022 LTI Awards represent the first award pursuant to the Company’s LTI Plan, and as such no securities
have been issued during the 2022 financial year in respect of the vesting of LTI awards.
Accordingly, no cancellation of LTI awards has occurred during the 2022 financial year in respect of LTI awards
for which vesting conditions have not been achieved or become incapable of being achieved.
Short Term Incentive Plan (STI)
STI Outcomes – 2022 Financial Year
The Company has determined STI cash bonuses payable in respect of the financial year ended 30 June 2022
totalling $98,700 to executives and senior employees, including to the following KMP:
Name of KMP
Position of KMP
Maximum FY2022 STI
Bonus Achievable1
Actual FY2022 STI Bonus
Achieved2
Gareth Solly
Managing Director
David Sanders
Chief Financial Officer
$56,000
$40,000
$19,600
$14,000
1 Maximum STI bonus achievable calculated as 20% of base salary at 30 June 2022.
2The Company set performance criteria for maximum STI bonuses achievable for the financial year ended 30 June 2022 which included
resource growth, initial ore reserves, completion of economic studies, advancement of the Kal East Gold Project and share price
performance. Based on a review of actual performance, the STI bonus achieved was calculated to 35% of maximum bonus achievable.
STI Targets – 2023 Financial Year
The Company has determined performance criteria for maximum STI bonuses achievable for the financial
year ending 30 June 2023, including safety and environmental, exploration success, completion of economic
studies, commencement of production, debt repayment and share price performance.
A N N U A L R E P O R T 2 0 2 2
Page 35 of 93
DIRECTORS’ REPORT (CONTINUED)
STI Targets – 2023 Financial Year (Continued)
Eligibility for participation in the FY2023 STI bonus scheme has been determined as follows:
Eligible participant
Managing Director, GM-Projects, CFO
Mine Study Manager, Resource Development Manager, Project Manager - Coyote
HR Manager, Environmental Lead, Project Mining Engineer
Max % Base
Salary
Achievable
40%
30%
20%
Shareholding Qualifications
The Directors are not required to hold any shares in Black Cat under the terms of the Company’s constitution.
However, as shown above, all Directors have chosen to hold interests in Black Cat shares.
Group Performance
In considering the Company’s performance, the Board provides the following indices in respect of the current
financial periods and previous financial periods:
2022
$
2021
$
2020
$
2019
$
2018
$
Profit/(Loss) for the period
attributable to shareholders
(3,944,906)
(2,324,794)
(1,397,501)
(1,131,029)
(749,702)
Closing share price at 30 June
0.30
0.62
0.81
0.265
0.255
As an exploration company, the Board does not consider the profit/(loss) attributable to shareholders as one
of the performance indicators when implementing STI payments. Refer to STI disclosures above for
appropriate performance measures.
Voting at the Group’s 2021 Annual General Meeting (AGM)
At the 2021 AGM 98.7% of the votes directed by shareholders, or their nominated proxy, supported the
adoption of the Remuneration Report for the period ended 30 June 2021. The Group did not receive any
specific feedback at the AGM regarding its remuneration practices.
Remuneration Disclosures
The Key Management Personnel of the Company have been identified as:
Directors
• Paul Chapman
Non-Executive Chairman
• Gareth Solly
Managing Director
• Les Davis
Non-Executive Director
• Philip Crutchfield
Non-Executive Director (appointed 6 April 2021)
• Tony Polglase
Non-Executive Director
Other KMP
• Michael Bourke
General Manager – Projects (appointed 29 April 2022)
• David Sanders
Chief Financial Officer
The details of the remuneration of each member of Key Management Personnel is as follows:
A N N U A L R E P O R T 2 0 2 2
Page 36 of 93
DIRECTORS’ REPORT (CONTINUED)
Remuneration Disclosures (Continued)
Short Term
Post-Employment
Other Long Term
Name
Base Salary
$
Short
Term
Incentive
$
2022 Directors
P Chapman
54,545
-
280,000
19,6003
G Solly
L Davis
P Crutchfield
T Polglase
36,364
36,364
39,333
2022 Other KMP
M Bourke
33,013
-
-
-
-
D Sanders
200,000
14,0003
Total
679,619
33,600
2021 Directors
P Chapman
54,795
-
G Solly
L Davis
P Crutchfield
T Polglase
A Hewlett
2021 Other KMP
250,000
50,0001,2
36,530
8,717
40,000
24,353
-
-
-
-
D Sanders
176,984
35,2102
Total
591,379
85,210
Superannuation
Contributions
$
Value of
Options
$
Total
$
Value of Options
as Proportion of
Remuneration
5,455
35,500
3,636
3,636
-
3,301
23,521
75,049
5,205
26,125
3,470
828
-
2,314
16,813
54,755
-
-
-
-
-
60,000
335,100
40,000
40,000
39,333
-
-
-
-
-
41,4124
77,726
53.3%
-
237,521
41,412
829,680
-
60,000
30,7991
356,924
-
40,000
-
-
8.6%
-
53,220
62,765
84.8%
-
-
40,000
26,667
-
-
57,102
286,109
19.9%
141,121
872,465
1 In the tables above an amount of $50,000 was accrued in respect of short-term incentive bonus payable to the Managing Director as at
30 June 2020. This was satisfied by the payment of $25,000 in cash in July 2020 and $30,799 paid in the form of unlisted options in
September 2020 following shareholder approval (based on the valuation of the options at the date of grant). An amount of $30,799 has
been recognised in total share-based payments, and a corresponding reduction of $25,000 in short-term employment benefits for the year
ended 30 June 2021.
2 STI bonus $75,000 and $35,210 accrued for G Solly and D Sanders respectively at 30 June 2021, with the full amount paid in October
2021.
3 STI bonus $19,600 and $14,000 accrued for G Solly and D Sanders respectively at 30 June 2022.
4 Includes $41,412 value of Options granted as remuneration on 16 May 2022.
A N N U A L R E P O R T 2 0 2 2
Page 37 of 93
DIRECTORS’ REPORT (CONTINUED)
Details of Performance Related Remuneration
During the financial period, the Company paid a cash short term bonus to the Managing Director and Chief
Financial Officer of $75,000 and $35,210 respectively pursuant to the 2021 STI and as accrued at 30 June
2021.
Options Granted as Remuneration to KMP
The following options were issued as remuneration to Key Management Personnel during the period ended
30 June 2022:
KMP
Number
of
Options
Grant Date
Expiry Date
Exercise
Price
Volatility
Interest
Rate
Value of
Options
M Bourke
300,000
16 May 2022
15 May 2026
65 cents
52.1%
3.11%
$41,412
The following options were issued as remuneration to Key Management Personnel during the period ended
30 June 2021:
KMP
Number
of
Options
Grant Date
Expiry Date
Exercise
Price
Volatility
Interest
Rate
Value of
Options
G Solly 1
75,000
22 Jul 2020
21 July 2024
P Crutchfield
200,000
29 Mar 2021
28 Mar 2025
D Sanders
180,000
14 Dec 2020
10 Dec 2024
$1.20
$1.00
$0.98
79.3%
64.7%
75.0%
0.26%
0.69%
$30,799
$53,220
1.00%
$57,102
1 Options issued pursuant to the 2019 STI award accrued at 30 June 2020.
The fair value of options issued as remuneration is allocated to the relevant vesting period of the options.
Options are provided at no cost to the recipients.
Exercise of Options Granted as Remuneration
A total of 250,000 ordinary shares were issued to Mr Les Davis in respect of the exercise of options,
exercisable at $0.40 each and expiring 25 June 2023 previously granted as remuneration.
A N N U A L R E P O R T 2 0 2 2
Page 38 of 93
DIRECTORS’ REPORT (CONTINUED)
Equity Instrument Disclosures Relating to Key Management Personnel
Option Holdings
Key Management Personnel have the following interests in unlisted options over unissued shares of the
Company:
Name
Balance at Start
of the Period
Received During
the Period as
Remuneration
Other Changes
During the
Period
Balance at the
End of the
Period
Vested and
Exercisable at
the End of the
Period
2022 Directors
P Chapman
100,000
G Solly
L Davis
P Crutchfield
T Polglase
2022 Other KMP
M Bourke
D Sanders
2021 Directors
P Chapman
G Solly
L Davis
1,672,778
250,000
200,000
250,000
180,000
100,000
1,647,778
1,400,000
-
300,000
P Crutchfield
-
200,0001
T Polglase
A Hewlett
2021 Other KMP
250,000
2,710,000
-
-
-
-
-
-
-
-
-
-
100,000
100,000
(100,000)
1,572,778
1,572,778
(250,000)
-
-
-
-
-
-
-
-
200,000
250,000
300,000
180,000
-
200,000
250,000
300,000
180,000
100,000
100,000
250,000
200,000
250,000
250,000
200,000
250,000
(100,000)
2,610,0002
2,610,0002
75,000
(50,000)
1,672,778
1,672,778
-
(1,150,000)
D Sanders
-
180,000
-
180,000
180,000
1 Option holdings at date of appointment as director/KMP.
2 Option holdings at date of ceasing to be a director/KMP.
A N N U A L R E P O R T 2 0 2 2
Page 39 of 93
DIRECTORS’ REPORT (CONTINUED)
Equity Instrument Disclosures Relating to Key Management Personnel (Continued)
Share Holdings
The number of shares in the Company held during the financial period by Key Management Personnel of the
Company, including their related parties are set out below. There were no shares granted during the reporting
period as compensation.
Name
Balance at Start of
the Year
Received During the
Year on Exercise of
Options
Other Changes
During the Period
Balance at the End
of the Year
2022 Directors
P Chapman
G Solly
L Davis
P Crutchfield
T Polglase
2022 Other KMP
D Sanders
M Bourke
2021 Directors
P Chapman
G Solly
L Davis
T Polglase
A Hewlett
2021 Other KMP
8,435,142
1,427,222
5,670,977
5,274,261
82,375
37,313
-
7,522,224
1,377,222
-
100,000
250,000
-
-
-
-
-
50,000
594,545
-
100,000
9,029,687
1,527,222
6,020,977
2,979,265
8,253,526
18,182
100,557
45,455
-
912,918
-
82,768
-
8,435,142
1,427,222
5,670,977
4,448,977
1,150,000
72,000
P Crutchfield
3,781,7241
-
-
48,255
3,050,000
100,000
1,492,537
5,274,261
34,120
-
82,375
3,150,0002
D Sanders
-1
-
37,313
37,313
1 Shares held on appointment as director/officer.
2 Shares held at date of ceasing to be a director.
A N N U A L R E P O R T 2 0 2 2
Page 40 of 93
DIRECTORS’ REPORT (CONTINUED)
Loans Made to Key Management Personnel
No loans were made to Key Management Personnel, including personally related entities during the reporting
period.
Other Transactions with Key Management Personnel
During the prior years the Company paid Stone Poneys Nominees Pty Ltd, an entity associated with Paul
Chapman, in respect of the now terminated lease for the Group’s offices. Lease payments for the period ended
30 June 2022 was nil. (2021: $6,233).
During the prior period the Company employed the spouse of Paul Chapman in an administrative role.
Remuneration for the period ended 30 June 2022 was $nil (2021: $16,151).
During the period the Company employed the spouse of Gareth Solly in an administrative role. Remuneration
for the period ended 30 June 2022 was $74,913 (2021: $60,361).
End of Remuneration Report
OFFICERS’ INDEMNITIES AND INSURANCE
During the period, the Company paid an insurance premium to insure certain officers of the Company. The
officers of the Company covered by the insurance policy include the Directors named in this report.
The Directors’ and Officers’ Liability insurance provides cover against costs and expenses that may be
incurred in defending civil or criminal proceedings that fall within the scope of the indemnity and that may be
brought against the officers in their capacity as officers of the Company. The insurance policy does not contain
details of the premium paid in respect of individual officers of the Company. Disclosure of the nature of the
liability cover and the amount of the premium is subject to a confidentiality clause under the insurance policy.
The Company has not provided any insurance for an auditor of the Company.
PROCEEDINGS ON BEHALF OF THE COMPANY
No person has applied to the Court under Section 237 of the Corporations Act 2001 for leave to bring
proceedings on behalf of the Company or Group, or to intervene in any proceedings to which the Company or
Group is a party, for the purpose of taking responsibility on behalf of the Company for all or part of those
proceedings.
A N N U A L R E P O R T 2 0 2 2
Page 41 of 93
DIRECTORS’ REPORT (CONTINUED)
NON-AUDIT SERVICES
During the period, Crowe the Company’s auditor, has not performed any other services in addition to their
statutory duties, other than as stated below.
Total remuneration paid to auditors during the financial period:
Audit and review of the Company’s financial statements
Total
2022
$
42,250
42,250
2021
$
24,250
24,250
The board considers any non-audit services provided during the period by the auditor and satisfies itself that
the provision of any non-audit services during the period by the auditor is compatible with, and does not
compromise, the auditor independence requirements of the Corporations Act 2001 for the following reasons:
-
-
all non-audit services are reviewed by the board to ensure they do not impact the impartiality and
objectivity of the auditor; and
the non-audit services provided do not undermine the general principles relating to auditor
independence as set out in APES 110 Code of Ethics for Professional Accountants, as they do not
involve reviewing or auditing the auditor’s own work, acting in a management or decision making
capacity for the Company, acting as an advocate for the Company or jointly sharing risks and rewards.
AUDITOR’S INDEPENDENCE DECLARATION
A copy of the Auditor’s Independence Declaration as required under Section 307C of the Corporations Act is
set out on the following page.
This report is made in accordance with a resolution of the Directors.
Dated at Perth this 30th day of September 2022.
Gareth Solly
Managing Director
A N N U A L R E P O R T 2 0 2 2
Page 42 of 93
AUDITOR’S INDEPENDENCE DECLARATION
AUDITOR’S INDEPENDENCE DECLARATION
In accordance with the requirements of section 307C of the Corporations Act 2001, as lead auditor
for the audit of Black Cat Syndicate Limited for the year ended 30 June 2022, I declare that, 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.
Crowe Perth
Cyrus Patell
Partner
Signed at Perth dated this 30 September 2022
Findex (Aust) Pty Ltd, trading as Crowe Australasia is a member of Crowe Global, a Swiss verein. Each member firm of Crowe Global
is a separate and independent legal entity. Findex (Aust) Pty Ltd and its affiliates are not responsible or liable for any acts or omissions
of Crowe Global or any other member of Crowe Global. Crowe Global does not render any professional services and does not have
an ownership or partnership interest in Findex (Aust) Pty Ltd. Services are provided by Crowe Perth, an affiliate of Findex (Aust) Pty
Ltd.
© 2022 Findex (Aust) Pty Ltd
A N N U A L R E P O R T 2 0 2 2
Page 43 of 93
CONSOLIDATED STATEMENT OF PROFIT OR
LOSS AND OTHER COMPRENSIVE INCOME
Total Income
Note
5
6
22
5
6
Other income
Interest income
Employee expenses
Employee expenses – share based
Employee expenses recharged
Legal and professional
Corporate advisory
Marketing and promotion
Depreciation and amortisation
Realised foreign exchange movements
Interest expense
Administration and other expenses
(Loss)/Profit on disposal of fixed assets
Exploration costs not capitalised
Consolidated
Year Ended 30
June 2022
$
Year Ended 30
June 2021
$
136,211
18,372
154,583
50,000
14,142
64,412
(4,345,242)
(2,429,991)
(402,271)
1,754,592
(150,647)
(45,000)
(36,588)
(114,272)
8,456
(25,145)
(655,103)
(1,189)
(87,080)
(354,695)
1,338,742
(38,113)
(71,188)
(48,856)
(25,071)
(10,873)
-
(371,966)
9,485
(386,680)
Profit/(Loss) before income tax
(3,944,906)
(2,324,794)
Income tax benefit
7
-
-
Profit/(Loss) after tax
(3,944,906)
(2,324,794)
Other comprehensive income
Total comprehensive income/(loss) for the year
-
-
(3,944,906)
(2,324,794)
Earnings per share for loss attributable to the ordinary equity holders of the Company
Basic earnings/(loss) per share
33
Diluted earnings/(loss) per share
33
(2.6)
(2.6)
(2.1)
(2.1)
The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction with
the accompanying notes.
A N N U A L R E P O R T 2 0 2 2
Page 44 of 93
CONSOLIDATED STATEMENT OF
FINANCIAL POSITION
Consolidated
Note
Year Ended 30
June 2022
$
Year Ended 30
June 2021
$
Current assets
Cash and cash equivalents
Trade and other receivables
Inventory
Non-current assets
Bonds and deposits
Property, plant and equipment
Total current assets
Capitalised mineral exploration and evaluation expenditure
Right of use assets
Total non-current assets
Total assets
Current liabilities
Trade and other payables
Employee entitlements
Lease liabilities
Loan – acquisition consideration
Non-current liabilities
Rehabilitation provisions
Lease liabilities
Total current liabilities
8
9
10
8
12
14
13
16
17
18
19
20
18
18,172,023
466,256
491,329
16,049,091
214,443
-
19,129,608
16,263,534
64,920
6,283,817
92,508,166
127,787
44,920
2,724,193
29,124,255
194,458
98,984,690
32,087,826
118,114,298
48,351,360
1,688,373
380,026
68,244
15,000,000
1,795,457
207,642
58,033
-
17,136,643
2,061,132
21,945,961
64,118
-
132,362
Total non-current liabilities
22,010,079
132,362
Equity
Issued capital
Accumulated losses
Share based payments reserve
Total liabilities
Net assets
21
23
23
39,146,722
2,193,494
78,967,576
46,157,866
86,787,812
(9,325,236)
1,505,000
50,435,467
(5,573,706)
1,296,105
Total equity
78,967,576
46,157,866
The above consolidated statement of financial position should be read in conjunction with the accompanying
notes.
A N N U A L R E P O R T 2 0 2 2
Page 45 of 93
CONSOLIDATED STATEMENT OF
CHANGES IN EQUITY
Consolidated
Issued
Capital
$
Accumulated
Losses
$
Share
Based
Payments
Reserve
$
Total
$
2021
Balance at the start of the financial period
14,395,187
(3,278,232)
909,328
12,026,283
Comprehensive income for the financial period
Movement in equity remuneration reserve in
respect of options vested
Transfer on exercise of options
Transactions with equity holders in their capacity
as equity holders: Shares issued (net of costs)
-
-
-
(2,324,794)
-
(2,324,794)
-
416,097
416,097
29,320
(29,320)
-
36,040,280
-
-
36,040,280
Balance at the end of the financial period
50,435,467
(5,573,706)
1,296,105
46,157,866
2022
Balance at the start of the financial period
50,435,467
(5,573,706)
1,296,105
46,157,866
Comprehensive income for the financial period
Movement in equity remuneration reserve in
respect of options vested
Transfer on exercise of options
Transactions with equity holders in their capacity
as equity holders: Shares issued (net of costs)
-
-
-
(3,944,906)
-
(3,944,906)
-
402,271
402,271
193,376
(193,376)
-
36,352,345
-
-
36,352,345
Balance at the end of the financial period
86,787,812
(9,325,236)
1,505,000
78,967,576
The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.
A N N U A L R E P O R T 2 0 2 2
Page 46 of 93
CONSOLIDATED STATEMENT OF
CASH FLOWS
Cash flows from operating activities
Other income
Interest received
Payments to suppliers and employees
Consolidated
Note
Year Ended 30
June 2022
$
Year Ended 30
June 2021
$
-
18,372
(3,322,380)
50,000
14,412
(1,363,460)
Net cash used in operating activities 32
(3,304,008)
(1,299,048)
Cash flows from investing activities
Payments for bonds and security deposits
Payments to acquire exploration assets
Payments for exploration and evaluation
Proceeds on disposal of assets
Payments for plant and equipment
(20,000)
(14,500,000)
(10,078,061)
1,189
(44,920)
(1,054,098)
(10,772,027)
-
(3,201,379)
(2,012,526)
Net cash used in investing activities
(27,798,251)
(13,883,571)
Cash flows from financing activities
Payments for lease liability principal
Payments for insurance premium funding
Proceeds from the issue of shares
Payments for share issue costs
Net cash from financing activities
Net increase/(decrease) in cash held
Effect of foreign exchange rates on cash held
Cash at the beginning of the financial period
Cash at the end of the financial period
8
8
(58,033)
(202,371)
35,220,000
(1,742,861)
33,216,735
(5,500)
-
30,414,073
(2,034,138)
28,374,435
2,114,476
8,456
13,191,816
(10,873)
16,049,091
2,868,148
18,172,023
16,049,091
The above consolidated statement of cash flows should be read in conjunction with the accompanying notes.
A N N U A L R E P O R T 2 0 2 2
Page 47 of 93
NOTES TO THE FINANCIAL STATEMENTS
NOTE 1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The principal accounting policies adopted in the preparation of the financial report are set out below. These policies have
been consistently applied throughout the reporting period, unless otherwise stated. The financial report includes financial
statements for the consolidated entity consisting of Black Cat Syndicate Limited and its subsidiary (“the Group”).
(a)
Basis of Preparation
This general-purpose financial report has been prepared in accordance with Australian Equivalents to International
Financial Reporting Standards (“AIFRS”), other authoritative pronouncements of the Australian Accounting Standards
Board and the Corporations Act 2001.The Group is a for-profit entity for financial reporting purposes under Australian
Accounting Standards.
The financial report is presented in Australian dollars and all values are rounded to the nearest dollar.
The separate financial statements of the parent entity have not been presented within this financial report as permitted by
the Corporations Act 2001.
The financial report of the Group was authorised for issue in accordance with a resolution of Directors on 30 September
2022.
Statement of Compliance
The consolidated financial report of Black Cat Syndicate Limited complies with Australian Accounting Standards, which
include AIFRS, in their entirety. Compliance with AIFRS ensures that the financial report also complies with International
Financial Reporting Standards (“IFRS”) in their entirety.
Adoption of New and Revised Accounting Standards
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.
The adoption of the Accounting Standards and Interpretations did not have any significant impact on the financial
performance or position of the Group.
New standards and interpretations not yet adopted
The AASB has issued new and amended Accounting Standards and Interpretations that have mandatory application date
for future reporting periods and which the Group has decided not to early adopt.
Reporting Basis and Conventions
These financial statements have been prepared under the historical cost convention, and on an accrual basis.
Critical Accounting Estimates
The preparation of financial statements in conformity with AIFRS requires the use of certain critical accounting estimates.
It also requires management to exercise its judgement in the process of applying the Group’s accounting policies. The
areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to
the financial statements, are disclosed in Note 3.
A N N U A L R E P O R T 2 0 2 2
Page 48 of 93
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Principles of Consolidation
The financial statements of subsidiary companies are included in the consolidated financial statements from the date
control commences until the date control ceases. The financial statements of subsidiary companies are prepared for the
same reporting period as the parent company, using consistent accounting policies. The Consolidated Entity controls an
entity when it is exposed to, or has rights to, variable returns from its investment with the entity and has the ability to affect
those returns through its power to direct the activities of the entity.
Inter-entity balances resulting from transactions with or between controlled entities are eliminated in full on consolidation.
Investments in subsidiary companies are accounted for at cost in the individual financial statements of the Company.
(b)
Segment Reporting
Operating segments are identified and segment information disclosed, where appropriate, on the basis of internal reports
reviewed by the Company’s board of directors, being the Group’s Chief Operating Decision Maker, as defined by AASB 8.
(c)
Revenue Recognition
Interest Income
Interest income is recognised using the effective interest method.
(d)
Income Tax
The income tax expense or revenue for the period is the tax payable on the current period’s taxable income based on the
national income tax rate for each jurisdiction adjusted by changes in deferred tax assets and liabilities attributable to the
temporary differences between the tax bases of assets and liabilities and their carrying amounts in the financial statements,
and to unused tax losses.
Deferred tax assets and liabilities are recognised for temporary timing differences at the tax rates expected to apply when
the assets are recovered or liabilities are settled, based on those tax rates which are enacted or substantially enacted for
each jurisdiction. The relevant tax rates are applied to the cumulative amounts of deductible and taxable temporary
differences to measure the deferred tax asset or liability. An exception is made for certain temporary differences arising
from the initial recognition of an asset or a liability. No deferred tax asset or liability is recognised in relation to those timing
differences if they arose in a transaction, other than a business combination, that at the time of the transaction did not
affect either accounting profit or taxable profit or loss.
Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable that
future taxable amounts will be available to utilise those temporary differences and losses.
Deferred tax liabilities and assets are not recognised for temporary differences between the carrying amount and tax bases
of investments in controlled entities where the parent is able to control the timing of the reversal of the temporary
differences and it is probable that the differences will not reverse in the foreseeable future.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets and
liabilities and when the deferred tax balances relate to the same taxation authority. Current tax assets and liabilities are
offset where the entity has a legally enforceable right to offset and intends either to settle on a net basis, or to realise the
asset and settle the liability simultaneously.
Current and deferred tax balances attributable to amounts recognised directly in equity are also recognised directly in
equity.
A N N U A L R E P O R T 2 0 2 2
Page 49 of 93
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
(e)
Lease liabilities
A lease liability is recognised at the commencement date of a lease. The lease liability is initially recognised at the present
value of the lease payments to be made over the term of the lease, discounted using the interest rate implicit in the lease
or, if that rate cannot be readily determined, the consolidated entity's incremental borrowing rate.
Lease payments comprise of fixed payments less any lease incentives receivable, variable lease payments that depend
on an index or a rate, amounts expected to be paid under residual value guarantees, exercise price of a purchase option
when the exercise of the option is reasonably certain to occur, and any anticipated termination penalties. The variable
lease payments that do not depend on an index or a rate are expensed in the period in which they are incurred.
Lease liabilities are measured at amortised cost using the effective interest method. The carrying amounts are remeasured
if there is a change in the following: future lease payments arising from a change in an index or a rate used; residual
guarantee; lease term; certainty of a purchase option and termination penalties. When a lease liability is remeasured, an
adjustment is made to the corresponding right-of use asset, or to profit or loss if the carrying amount of the right-of-use
asset is fully written down.
(f)
Impairment of Assets
Assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may
not be recoverable. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its
recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell and value in use. For
the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable
cash inflows which are largely independent of the cash inflows from other assets or groups of assets (cash generating
units). Non-financial assets, other than goodwill, that suffered impairment are reviewed for possible reversal of the
impairment at each reporting date.
(g)
Cash and Cash Equivalents
For cash flow statement presentation purposes, cash and cash equivalents includes cash on hand, deposits held at call
with financial institutions, other short term, highly liquid investments with original maturities 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.
(h)
Government Grants
Government grants are recognised at fair value where there is reasonable assurance that the grant will be received, and
all grant conditions will be met. Grants relating to expense items are recognised as income over the periods necessary to
match the grant to the costs they are compensating. Grants relating to assets are deducted from the carrying value of the
relevant asset.
Amounts receivable from the Australian Tax Office in respect of research and development tax concession claims are
recognised in the year in which the claim is lodged with the Australian Tax Office. Amounts receivable are allocated in the
financial statements against the corresponding expense or asset in respect of which the research and development
concession claim has arisen.
A N N U A L R E P O R T 2 0 2 2
Page 50 of 93
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
(i)
Right of Use Assets
A right-of-use asset is recognised at the commencement date of a lease. The right-of-use asset is measured at cost, which
comprises the initial amount of the lease liability, adjusted for, as applicable, any lease payments made at or before the
commencement date net of any lease incentives received, any initial direct costs incurred, and, except where included in
the cost of inventories, an estimate of costs expected to be incurred for dismantling and removing the underlying asset,
and restoring the site or asset.
Right-of-use assets are depreciated on a straight-line basis over the unexpired period of the lease or the estimated useful
life of the asset, whichever is the shorter. Where the consolidated entity expects to obtain ownership of the leased asset
at the end of the lease term, the depreciation is over its estimated useful life. Right-of use assets are subject to impairment
or adjusted for any remeasurement of lease liabilities.
The Group has elected not to recognise a right-of-use asset and corresponding lease liability for short-term leases with
terms of 12 months or less and leases of low-value assets. Lease payments on these assets are expensed to profit or loss
as incurred.
(j)
Property, Plant and Equipment
Property, plant and equipment is stated at historical cost less depreciation. Historical cost includes expenditure that is
directly attributable to the acquisition of the assets. Subsequent costs are included in the asset’s carrying amount or
recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the
item will flow to the Group and the cost of the item can be measured reliably. All other repairs and maintenance are charged
to the income statement during the financial period in which they are incurred.
Depreciation of property, plant and equipment is calculated using the straight line or diminishing value methods to allocate
their cost, net of residual values, over their estimated useful lives, as follows:
Asset Class
Field equipment and vehicles
Office equipment
Depreciation Rate
20%
33%
The asset’s residual values and useful lives are reviewed, and adjusted if appropriate, at each balance sheet date. Assets
under construction (work in progress) are not depreciated until they are ready for use.
An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater
than its estimated recoverable amount (Note 1(f)). Gains and losses on disposal are determined by comparing proceeds
with the carrying amount. These gains and losses are included in the income statement.
A N N U A L R E P O R T 2 0 2 2
Page 51 of 93
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
(k) Mineral Exploration and Evaluation Expenditure
Mineral exploration and evaluation expenditure are written off as incurred or accumulated in respect of each identifiable
area of interest and capitalised. 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:
-
-
such costs are expected to be recouped through the successful development and exploitation of the area of
interest, or alternatively by its sale; or
exploration and/or evaluation activities in the area have not reached a stage which permits a reasonable
assessment of the existence or otherwise of economically recoverable reserves and active or significant
operations in, or in relation to, the area of interest is continuing.
In the event that an area of interest is abandoned or if the Directors consider the expenditure to be of reduced value,
accumulated costs carried forward are written off in the year in which that assessment is made. A regular review is
undertaken of each area of interest to determine the appropriateness of continuing to carry forward costs in relation to that
area of interest.
Immediate restoration, rehabilitation and environmental costs necessitated by exploration and evaluation activities are
expensed as incurred and treated as exploration and evaluation expenditure. Exploration activities resulting in future
obligations in respect of restoration costs result in a provision to be made by capitalising the estimated costs, on a
discounted cash basis, of restoration costs and depreciating over the useful life of the asset. The unwinding of the effect
of the discounting on the provision is recorded as a finance cost in the income statement.
Farm-in arrangements (in the exploration and evaluation phase)
For exploration and evaluation asset acquisitions (farm-in arrangements) in which the Group has made arrangements to
fund a portion of the selling partner's (farmer’s) exploration and/or future development expenditures (carried interests),
these expenditures are reflected in the financial statements as and when the exploration and development work
progresses.
Farm-out arrangements (in the exploration and evaluation phase)
The Group does not record any expenditure made by the farmee on its account. It also does not recognise any gain or
loss on its exploration and evaluation farm-out arrangements but redesignates any costs previously capitalised in relation
to the whole interest as relating to the partial interest retained.
Monies received pursuant to farm-in agreements are treated as a liability on receipt and until such time as the relevant
expenditure is incurred.
(l)
Trade and Other Payables
These amounts represent liabilities for goods and services provided to the Group prior to the end of the financial year
which are unpaid. The amounts are unsecured and usually paid within 30 days of recognition.
A N N U A L R E P O R T 2 0 2 2
Page 52 of 93
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
(m) Employee Benefits
Wages, Salaries and Annual Leave
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 other payables in respect of employees’ services up to the reporting date
and are measured at the amounts expected to be paid when the liabilities are settled.
Long Service Leave
The liability for long service leave is recognised in the provision for employee benefits and measured as the present value
of expected future payments to be made in respect of services provided by employees up to the reporting date using the
projected unit credit method. Consideration is given to expected future salaries, experience of employee departures and
periods of service. Expected future payments are discounted at the corporate bond rate with terms to maturity and currency
that match, as closely as possible, the estimated future cash outflows.
Share Based Payments
Share based compensation payments are made available to Directors and employees.
The fair value of options granted is recognised as an employee benefit expense with a corresponding increase in equity.
The fair value is measured at grant date and recognised over the period during which the employees become
unconditionally entitled to the options.
The fair value at grant date is independently determined using a Black-Scholes option pricing model that takes into account
the exercise price, the term of the option, the impact of dilution, the share price at grant date and expected price volatility
of the underlying share, the expected dividend yield and the risk-free rate for the term of the option. A discount is applied,
where appropriate, to reflect the non-marketability and non-transferability of unlisted options, as the Black-Scholes option
pricing model does not incorporate these factors into its valuation.
The fair value of the options granted is adjusted to reflect market vesting conditions. Non-market vesting conditions are
included in assumptions about the number of options that are expected to become exercisable. At each balance sheet
date, the entity revises its estimate of the number of options that are expected to become exercisable. The employee
benefit expense recognised each period takes into account the most recent estimate.
Upon the exercise of options, the balance of the share-based payments reserve relating to those options is transferred to
share capital and the proceeds received, net of any directly attributable transaction costs, are credited to share capital.
Upon the cancellation of options on expiry of the exercise period, or lapsing of vesting conditions, the balance of the share-
based payments reserve relating to those options is transferred to accumulated losses.
(n)
Issued Capital
Ordinary shares are classified as equity.
Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax,
from the proceeds.
(o)
Earnings Per Share
i.
Basic earnings per share
Basic earnings per share is calculated by dividing the earnings attributable to equity holders of the Company, excluding
any costs of servicing equity other than ordinary shares, by the weighted average number of ordinary shares outstanding
during the financial year, adjusted for bonus elements in ordinary shares issued during the year.
ii.
Diluted earnings per share
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.
A N N U A L R E P O R T 2 0 2 2
Page 53 of 93
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
(p)
Goods and Services Tax (“GST”)
Revenues, expenses and assets are recognised net of the amount of associated GST, unless the GST incurred is not
recoverable from the taxation authority. In this case it is recognised as part of the cost of acquisition of the asset or as a
part of the expense.
Receivables and payables are stated inclusive of the amount of GST receivable or payable. The net amount of GST
recoverable from, or payable to, the taxation authority is included with other receivables or payables in the balance sheet.
Cash flows are presented on a gross basis. The GST components of cash flows arising from investing or financing activities
which are recoverable from, or payable to, the taxation authority, are presented as operating cash flow.
Financial Instruments
(q)
Investments and other financial assets are initially measured at fair value. Transaction costs are included as part of the
initial measurement, except for financial assets at fair value through profit or loss. Such assets are subsequently measured
at either amortised cost or fair value depending on their classification. Classification is determined based on both the
business model within which such assets are held and the contractual cash flow characteristics of the financial asset
unless, an accounting mismatch is being avoided.
Financial assets are derecognised when the rights to receive cash flows have expired or have been transferred and the
consolidated entity has transferred substantially all the risks and rewards of ownership. When there is no reasonable
expectation of recovering part or all of a financial asset, it's carrying value is written off.
Impairment of financial assets
The consolidated entity recognises a loss allowance for expected credit losses on financial assets which are either
measured at amortised cost or fair value through other comprehensive income. The measurement of the loss allowance
depends upon the consolidated entity's assessment at the end of each reporting period as to whether the financial
instrument's credit risk has increased significantly since initial recognition, based on reasonable and supportable
information that is available, without undue cost or effort to obtain. Where there has not been a significant increase in
exposure to credit risk since initial recognition, a 12 month expected credit loss allowance is estimated. This represents a
portion of the asset's lifetime expected credit losses that is attributable to a default event that is possible within the next 12
months. Where a financial asset has become credit impaired or where it is determined that credit risk has increased
significantly, the loss allowance is based on the asset's lifetime expected credit losses. The amount of expected credit loss
recognised is measured on the basis of the probability weighted present value of anticipated cash shortfalls over the life
of the instrument discounted at the original effective interest rate.
For financial assets measured at fair value through other comprehensive income, the loss allowance is recognised within
other comprehensive income. In all other cases, the loss allowance is recognised in profit or loss.
(r)
Comparative Figures
When required by Accounting Standards, comparative figures have been adjusted to conform to changes in presentation
for the current financial year
(s)
Current Versus Non-Current Classification
The Group presents assets and liabilities in the statement of financial position based on a current or non-current
classification.
An asset is current when it is:
-
-
-
expected to be realized, or intended to be sold or consumed in the Group’s normal operating cycle;
expected to be realized within 12 months after the reporting period; or
cash or a cash equivalents (unless restricted for at least 12 months after the reporting period.
A liability is current when it is:
-
-
-
expected to be settled in the Group’s normal operating cycle;
it is due to be settled within 12 months after the reporting date; or
there is no unconditional right to defer the settlement of the liability for at least 12 months after the reporting
period.
All other assets and liabilities are classed as non-current.
A N N U A L R E P O R T 2 0 2 2
Page 54 of 93
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Business Combinations
(t)
The acquisition method of accounting is used to account for all business combinations, including business combinations
involving entities or business under common control, regardless of whether equity instruments or other assets are acquired.
The consideration transferred for the acquisition of a subsidiary comprises the fair value of the assets transferred, the
liabilities incurred and the equity interests issued by the Group. The consideration transferred also includes the fair value
of any contingent consideration arrangement and the fair value of any pre-existing equity interest in the subsidiary.
Acquisition-related costs are expensed as incurred. Identifiable assets acquired and liabilities and contingent liabilities
assumed in a business combination are, with limited exceptions, measured initially at their fair values at the acquisition
date. On an acquisition-by-acquisition basis, the Group recognises any non-controlling interest in the acquiree either at
fair value or at the non-controlling interest’s proportionate share of the acquiree’s net identifiable assets.
The excess of the consideration transferred, the amount of any non-controlling interest in the acquiree and the acquisition-
date fair value of any previous equity interest in the acquiree over the fair value of the Group’s share of the net identifiable
assets acquired is recorded as goodwill. If those amounts are less than the fair value of the net identifiable assets of the
subsidiary acquired and the measurement of all amounts has been reviewed, the difference is recognised directly in profit
or loss as a bargain purchase.
Where a business combination is achieved in stages, the Group’s previously held equity interest in the acquiree is
remeasured to fair value at the acquisition date (i.e. the date when the Group attains control) and the resulting gain or loss,
if any, is recognised in profit or loss. Amounts arising from interests in the acquiree prior to the acquisition date that have
previously been recognised in other comprehensive income are reclassified to profit or loss where such treatment would
be appropriate if that interest were disposed of.
If the initial accounting for a business combination is incomplete by the end of the reporting period in which the combination
occurs, the Group reports provisional amounts for the items for which the accounting is incomplete. These provisional
amounts are adjusted during the measurement period (see above), or additional assets or liabilities recognised, to reflect
new information obtained about facts and circumstances that existed as of the acquisition date that, if known, would have
affected the amounts recognised as of that date.
Where settlement of any part of cash consideration is deferred, the amounts payable in the future are discounted to their
present value as at the date of exchange. The discount rate used is the entity’s incremental borrowing rate, being the rate
at which a similar borrowing could be obtained from an independent financier under comparable terms and conditions.
Where the consideration transferred by the Group in a business combination includes assets or liabilities resulting from a
contingent consideration arrangement, the contingent consideration is measured at its acquisition-date fair value. Changes
in the fair value of the contingent consideration that qualify as measurement period adjustments are adjusted
retrospectively, with corresponding adjustments against goodwill. Measurement period adjustments are adjustments that
arise from additional information obtained during the ‘measurement period’ (which cannot exceed one year from the
acquisition date) about facts and circumstances that existed at the acquisition date.
The subsequent accounting for changes in the fair value of contingent consideration that do not qualify as measurement
period adjustments depends on how the contingent consideration is classified. Contingent consideration that is classified
as equity is not remeasured at subsequent reporting dates and its subsequent settlement is accounted for within equity.
Contingent consideration that is classified as an asset or liability is remeasured at subsequent reporting dates in
accordance with AASB 9, or AASB 137 ‘Provisions, Contingent Liabilities and Contingent Assets’, as appropriate, with the
corresponding gain or loss being recognised in profit or loss.
A N N U A L R E P O R T 2 0 2 2
Page 55 of 93
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Fair value estimation
(u)
The nominal value less estimated credit adjustments of receivables and payables are assumed to approximate their fair
values. The fair value of financial liabilities for disclosure purposes is estimated by discounting the future contractual cash
flows at the current market interest rate that is available to the Group for similar financial instruments.
Fair Value Measurement
When an asset or liability, financial or non-financial, is measured at fair value for recognition or disclosure purposes, the
fair value is based on the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction
between market participants at the measurement date; and assumes that the transaction will take place either: in the
principal market; or in the absence of a principal market, in the most advantageous market.
Fair value is measured using the assumptions that market participants would use when pricing the asset or liability,
assuming they act in their economic best interests. For non-financial assets, the fair value measurement is based on its
highest and best use. Valuation techniques that are appropriate in the circumstances and for which sufficient data are
available to measure fair value, are used, maximising the use of relevant observable inputs and minimising the use of
unobservable inputs.
Rehabilitation provisions
(v)
A provision for restoration and rehabilitation is recognised when there is a present obligation as a result of development
activities undertaken, it is probable that an outflow of economic benefits will be required to settle the obligation, and the
amount of the provision can be measured reliably. The estimated future obligations include the costs of abandoning sites,
removing facilities and restoring the affected areas.
The provision for future restoration costs is the best estimate of the present value of the expenditure required to settle the
restoration obligation at the balance date. Future restoration costs are reviewed annually and any changes in the estimate
are reflected in the present value of the restoration provision at each balance date.
The initial estimate of the restoration and rehabilitation provision is capitalised into the cost of the related asset and
amortised on the same basis as the related asset, unless the present obligation arises from the production of inventory in
the period, in which case the amount is included in the cost of production for the period. Changes in the estimate of the
provision for restoration and rehabilitation are treated in the same manner, except that the unwinding of the effect of
discounting on the provision is recognised as a finance cost rather than being capitalised into the cost of the related asset.
A N N U A L R E P O R T 2 0 2 2
Page 56 of 93
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 2
FINANCIAL RISK MANAGEMENT
The Group has exposure to a variety of risks arising from its use of financial instruments. This note presents information
about the Company’s exposure to the specific risks, and the policies and processes for measuring and managing those
risks. The Board of Directors has the overall responsibility for the risk management framework and has adopted a Risk
Management Policy.
Credit Risk
(a)
Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its
contractual obligations and arises principally from transactions with customers and investments.
Trade and Other Receivables
The current nature of the business activity of the Group does not result in trading receivables. The receivables that the
Group does experience through its normal course of business are short term and the most significant recurring by quantity
is receivable from the Australian Taxation Office, the risk of non-recovery of receivables from this source is considered to
be negligible.
Cash Deposits
The Directors believe any risk associated with the use of predominantly only one bank is addressed through the use of at
least an A-rated bank as a primary banker and by the holding of a portion of funds on deposit with alternative A-rated
institutions. Except for this matter the Group currently has no significant concentrations of credit risk.
Liquidity Risk
(b)
Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The Group’s
approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities
when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the
Group’s reputation.
The Group manages its liquidity risk by monitoring its cash reserves and forecast spending. Management is cognisant of
the future demands for liquid finance resources to finance the Company’s current and future operations, and consideration
is given to the liquid assets available to the Company before commitment is made to future expenditure or investment.
Market Risk
(c)
Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices will
affect the Group’s income or the value of its holdings of financial instruments. The objective of market risk management is
to manage and control market risk exposures within acceptable parameters, while optimising any return.
Interest Rate Risk
The Group has significant cash assets which may be susceptible to fluctuations in changes in interest rates. Whilst the
Group requires the cash assets to be sufficiently liquid to cover any planned or unforeseen future expenditure, which
prevents the cash assets being committed to long term fixed interest arrangements; the Group does mitigate potential
interest rate risk by entering into short to medium term fixed interest investments.
Foreign Exchange Risk
The Group does not have any direct contact with foreign exchange fluctuations other than their effect on the general
economy and capital markets.
A N N U A L R E P O R T 2 0 2 2
Page 57 of 93
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 3
CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS
Estimates and judgements are continually evaluated and are based on historical experience and other factors, including
expectations of future events that may have a financial impact on the Group and that are believed to be reasonable under
the circumstances. The judgements, estimates and assumptions that have a significant risk of causing a material
adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below:
Accounting for Capitalised Exploration and Evaluation Expenditure
The Group’s accounting policy is stated at Note 1(k). There is some subjectivity involved in the carrying forward as
capitalised or writing off to the income statement exploration and evaluation expenditure. Key judgements are applied in
determining expenditure directly related to exploration and evaluation activities and allocating overheads between those
that are expensed and capitalised. In addition, costs are only capitalised that are expected to be recovered either through
successful development or sale of the relevant mining interest. Management give due consideration to areas of interest
on a regular basis and are confident that decisions to either write off or carry forward such expenditure reflect fairly the
prevailing situation.
For the year ended 30 June 2022 the Group expensed unallocated and uncapitalised exploration expenditure of $87,080
(2021: $386,680).
Accounting for Share Based Payments
The values of amounts recognised in respect of share based payments have been estimated based on the fair value of
the equity instruments granted. Fair values of options issued are estimated by using an appropriate option pricing model.
There are many variables and assumptions used as inputs into the models. If any of these assumptions or estimates were
to change this could have a significant effect on the amounts recognised. See Note 19 for details of inputs into option
pricing models in respect of options issued during the reporting period.
Provision for restoration and rehabilitation
A provision has been made for the present value of anticipated costs for future rehabilitation of land explored or mined as
outlined in Note 20. The Group’s activities are subject to various laws and regulations governing the protection of the
environment. The Group recognises management's best estimate for assets retirement obligations and site rehabilitation
in the period in which they are incurred. Actual costs incurred in the future periods could differ materially from the estimates.
Additionally, future changes to environmental laws and regulations, life of mine estimates and discount rates could affect
the carrying amount of this provision.
Business Combinations
As discussed in Note 35, business combinations are initially accounted for on a provisional basis. The fair value of assets
acquired, liabilities and contingent liabilities assumed are initially estimated by the Group taking into consideration all
available information at the reporting date. Fair value adjustments on the finalisation of the business combination
accounting is retrospective, where applicable, to the period the combination occurred and may have an impact on the
assets and liabilities, depreciation and amortisation reported.
NOTE 4
SEGMENT INFORMATION
The Group has identified its operating segments based on the internal reports that are reviewed and used by the board of
directors in assessing performance and determining the allocation of resources. Reportable segments disclosed are based
on aggregating operating segments, where the segments have similar characteristics. The Group’s sole activity is mineral
exploration and resource development wholly within Australia; therefore, it has aggregated all operating segments into the
one reportable segment being mineral exploration.
The reportable segment is represented by the primary statements forming these financial statements.
A N N U A L R E P O R T 2 0 2 2
Page 58 of 93
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 5 OTHER INCOME
Operating Activities
Income from lease of camp assets
Cash flow assistance grant
NOTE 6 LOSS FOR THE YEAR
Loss Before Income Tax Includes the Following specific expenses
Depreciation and amortisation:
Right of use assets (Note 13)
Motor vehicles and field equipment (Note 12)
Office equipment (Note 12)
Employee expenses:
Wages and salaries3
Short term incentive bonus1
Non-Executive Directors’ fees
Superannuation
Payroll tax
Other staff costs
Movement in employee leave liability
Consolidated
Year Ended 30
June 2022
$
Year Ended 30
June 2021
$
136,211
-
136,211
-
50,000
50,000
66,671
31,061
16,540
114,272
2,988,881
114,4922
180,000
342,593
180,049
366,844
172,383
5,557
11,501
8,013
25,071
1,667,647
233,2101
161,061
177,926
47,307
35,382
107,458
1 Accrued short-term incentive bonus for 2021 STI. Settled cash in October 2021.
2 Accrued short-term incentive bonus as at 30 June 2022, inclusive of superannuation and payroll tax costs.
3 Increase year on year relates to a combination of increase in employee numbers as well as senior members of staff working on the
acquisition, and therefore rechargeable hours were not increased in line with wage increases (further detail in Note 35).
4,345,242
2,429,991
A N N U A L R E P O R T 2 0 2 2
Page 59 of 93
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 7 INCOME TAX
a) Income Tax Expense
Current income tax:
Current income tax charge (benefit)
Current income tax not recognised
Deferred income tax:
Relating to origination and reversal of timing differences
Deferred income tax benefit not recognised
Consolidated
Year Ended 30
June 2022
$
Year Ended 30
June 2021
$
(4,958,400)
4,958,400
(3,290,140)
3,290,140
(66,487)
66,487
(133,001)
133,001
Income tax expense/(benefit) reported in the income statement
-
-
b) Reconciliation of Income Tax Expense to Prima Facie Tax
Payable
Profit/(Loss) from continuing operations before income tax expense
Tax at 25% (2021: 26%)
Tax effect of permanent differences:
Non-deductible share-based payments
Capital raising costs claimed
Net deferred tax asset benefit not brought to account
Tax (benefit)/expense
c) Deferred Tax – Balance Sheet
Liabilities
Capitalised exploration expenditure
Assets
Revenue losses available to offset against future taxable income
Employee provisions
Accrued expenses
Deductible equity raising costs
(3,944,906)
(986,227)
(2,324,794)
(604,446)
100,568
(218,530)
1,167,189
-
92,221
(199,85)
712,110
-
(8,644,932)
(4,992,847)
8,507,312
95,007
136,093
714,676
9,453,088
4,934,625
53,987
174,381
571,523
5,734,516
Net deferred tax asset not recognised
808,156
741,669
A N N U A L R E P O R T 2 0 2 2
Page 60 of 93
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
d) Deferred Tax – Income Statement
Liabilities
Capitalised exploration expenditure
Assets
Deductible equity raising costs
Accruals
Increase in tax losses carried forward
Employee provisions
Deferred tax benefit/(expense) movement for the period not
recognised
Consolidated
Year Ended 30
June 2022
$
Year Ended 30
June 2021
$
(3,652,085)
(2,613,434)
143,153
(38,288)
3,572,687
41,020
314,998
135,110
2,269,891
26,436
66,487
133,001
The deferred tax benefit of tax losses not brought to account will only be obtained if:
i.
ii.
iii.
The Company derives future assessable income of a nature and an amount sufficient to enable the benefit from
the tax losses to be realised;
The Company continues to comply with the conditions for deductibility imposed by tax legislation; and
No changes in tax legislation adversely affect the Company realising the benefit from the deduction of the losses.
All unused tax losses of $34,029,248 (2021: $18,979,325) were incurred by Australian entities.
The Company received an allocation pursuant to the Junior Mineral Exploration Incentive (“JMEI”) Scheme for the financial
year ended 30 June 2022 of $784,613. Subsequent to 30 June 2022, the Group may undertake a distribution of JMEI
credits to qualifying shareholders which has not been quantified at the date of this report.
A N N U A L R E P O R T 2 0 2 2
Page 61 of 93
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 8 CASH AND CASH EQUIVALENTS
Cash at bank and on hand
Deposits at call
a) Reconciliation to Cash at the End of the Year
Consolidated
Year Ended 30
June 2022
$
Year Ended 30
June 2021
$
18,122,023
50,000
18,172,023
6,049,091
10,000,000
16,049,091
The above figures are reconciled to cash at the end of the financial year as shown in the statement of cash flows as
follows:
Cash and cash equivalents per statement of cash flows
16,049,091
18,172,023
b) Deposits at Call
Amounts classified as deposits at call are short term deposits (capable of being converted into cash within 90 days)
depending upon the immediate cash requirements of the Group and earn interest at the respective short term interest
rates.
c) Cash Balances Not Available for Use
There are no amounts included in cash and cash equivalents above that are pledged as guarantees or otherwise
unusable by the Group
d) Bonds and deposits
As at 30 June 2022 there are cash backed bank guarantees amounting to $64,920 (2021: $43,000). These amounts are
classified as non-current assets in the Statement of Financial Position.
NOTE 9 CURRENT ASSETS – RECEIVABLES
a)
Trade and Other Receivables
Trade receivables
Other receivables:
GST recoverable
Details of fair value and exposure to interest risk are included at
Note 24.
NOTE 10 CURRENT ASSETS – INVENTORY
Opening inventory
Inventory recognised on acquisition (Note 35)
Other movements in inventory for the period
Details of fair value and exposure to interest risk are included at Note 24.
231,532
227,685
7,039
466,256
-
146,075
345,254
491,329
-
-
214,433
214,433
-
-
-
-
A N N U A L R E P O R T 2 0 2 2
Page 62 of 93
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 11 NON-CURRENT ASSETS – INVESTMENT IN CONTROLLED ENTITY
a)
Investment in Controlled Entity
Subsidiary Company
Country of Incorporation
Black Cat (Kal East) Pty Ltd
Black Cat (Paulsens) Pty Ltd
Black Cat (Coyote) Pty Ltd
Australia
Australia
Australia
Ownership Interest
2022
100%
100%
100%
2022
100%
-
-
Black Cat (Kal East) Pty Ltd formerly Black Cat (Bulong) Pty Ltd was incorporated in Western Australia on 4 August 2017.
Black Cat (Paulsens) Pty Ltd was incorporated in Western Australia on 3 March 2022.
Black Cat (Coyote) Pty Ltd formerly Northern Star (West Tanami) Pty Ltd was acquired from Northern Star Limited on 15
June 2022, and was incorporated in Western Australia on 16 February 1994.
The ultimate controlling party of the group is Black Cat Syndicate Limited.
NOTE 12 NON-CURRENT ASSETS – PROPERTY, PLANT AND EQUIPMENT
Motor Vehicles
and Field
Equipment
$
Office
Equipment
$
Mill and Project
AUC capital
$
Total
$
Cost at the start of the financial year
Additions
Amounts recognised on acquisition
(Note 35)
Disposed
116,271
-
708,684
75,934
11,604
-
-
(31,000)
2,572,832
2,765,037
2,917,546
2,929,150
-
-
708,684
(31,000)
Cost at the end of the financial year
824,955
56,538
5,490,378
6,371,871
Accumulated depreciation at the start of
the financial year
Depreciation expense for the financial
year
(27,439)
(13,405)
(31,061)
(16,540)
Depreciation on assets disposed
-
391
Accumulated depreciation at the end
of the financial year
(58,500)
(29,554)
-
-
-
-
(40,844)
(47,601)
391
(88,054)
Net book value at the start of the
financial year
Net book value at the end of the
financial year
88,832
62,529
2,572,832
2,724,193
766,455
26,984
5,490,378
6,283,817
No items of property, plant and equipment have been pledged as security by the Group.
Mill Capital relates to acquisition and related costs relating to mill and associated infrastructure acquired in respect of the
Group’s Kal East Gold Project proposed processing plant. The Company announced a temporary deferral of construction
on 21 April 2022. Ongoing storage and maintenance costs associated have been expensed from that date.
A N N U A L R E P O R T 2 0 2 2
Page 63 of 93
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 13 NON-CURRENT ASSETS – RIGHT OF USE ASSETS
Carrying value at the start of the year
ROU assets recognised in the year
Amortisation charged
Consolidated
Year Ended 30
June 2022
$
Year Ended 30
June 2021
$
194,458
-
(66,671)
127,787
-
200,015
(5,557)
194.458
A right of use asset has been recognised in respect of the Group’s lease of its office at Level 3, 52 Kings Park Road,
West Perth, Western Australia. Refer to Note 18 for details of the corresponding right of use liability arising from the
abovementioned lease. The lease is for a term of two years commencing 1 June 2021 with an option to extend for one
further year.
Management have exercised the option to renew the lease at the end of the initial two-year term.
Monthly lease costs of $8,050 per month are subject to 3% rent increases on each 12 month anniversary. A lease incentive
of $3,220 per month applies until 30 April 2023.
NOTE 14 NON-CURRENT ASSETS – CAPITALISED MINERAL EXPLORATION AND EVALUATION
EXPENDITURE
In the Exploration and Evaluation Phase
Capitalised exploration costs at the start of the period
Total acquisition costs for the period (Note 15)
Total exploration costs for the period
Total unallocated exploration expensed for the period
Capitalised exploration costs at the end of the period
29,124,255
51,412,076
12,058,915
(87,080)
92,508,166
10,030,732
8,714,444
10,765,759
(386,680)
29,124,255
The recoverability of the carrying amount of the exploration and evaluation assets is dependent upon successful
development and commercial exploitation, or alternatively, sale of the respective areas of interest. The capitalised
exploration expenditure written off includes expenditure written off on surrender of, or intended surrender of, tenements
A N N U A L R E P O R T 2 0 2 2
Page 64 of 93
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 15 ACQUISITION OF EXPLORATION ASSETS
During the period, the Group completed the acquisition of exploration assets. Total acquisition costs for the period
amounted to $51,412,076, which includes various acquisition and related costs and the following significant transactions:
Cash
Consideration
(incl option
fees)1
Share Based
Consideration1
Acquisition
liability2
Fair value of net
liabilities
recognised on
acquisition3
Total excess
consideration
over the fair
value of net
assets acquired
$10,634,000
$2,140,734
$11,000,689
$13,003,481
$36,778,904
$3,866,000
$778,266
$3,999,311
$5,989,595
$14,633,172
Acquisition of
Coyote Gold
Project
Acquisition of
Paulsens Gold
Project
Total
$14,500,000
$2,919,000
$15,000,000
$18,993,076
$51,412,076
1During the financial period the Company completed the acquisition of the Coyote and Paulsens Gold Projects by the issue of 8,340,000
shares at a fair value of $0.35 each and payment of cash consideration of $14,500,000 to Northern Star Resources Limited.
2In addition, an amount of $15,000,000 in deferred cash consideration is payable to Northern Star Resources Limited on or before 30
June 2023.
3Refer to Note 35 for further information regarding the assets and liabilities recognised on acquisition.
The agreement to acquire the Coyote and Paulsens Gold Projects also provides for contingent consideration as follows:
Milestone
Contingent consideration
payable A$
Production of 5,000 ounces of gold from Coyote Gold Project
Production of 5,000 ounces of gold from Paulsens Gold Project
Production of 50,000 ounces of gold from Coyote Gold Project (inclusive of initial
5,000 ounce production milestone)
Production of 50,000 ounces of gold from Paulsens Gold Project (inclusive of
initial 5,000 ounce production milestone)
$2,500,000
$2,500,000
$2,500,000
$2,500,000
Directors have determined that the fair value of the Milestone consideration is nil as at the reporting date. Production from
the Paulsens and Coyote gold projects is likely to be contingent upon further exploration success and as such the timing
and likelihood of commencement of mining and production activities is uncertain. The Company will continue to assess
the production outlook for the Paulsens and Coyote projects and contingent consideration may be recognised in future
reporting periods, if required by accounting standards (refer Note 28).
The above amounts of contingent consideration are included as a contingent liability of the Group at 30 June 2022 (refer
Note 28).
A N N U A L R E P O R T 2 0 2 2
Page 65 of 93
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 16 CURRENT LIABILITIES – TRADE AND OTHER PAYABLES
Trade payables and accruals
Other payables
Consolidated
30 June 2022
$
30 June 2021
$
1,568,682
119,691
1,688,373
1,535,934
259,523
1,795,457
Details of fair value and exposure to interest risk are included at Note 24. Trade payables and accruals includes
$114,492 (2021: $233,210) accrued short-term incentive bonuses inclusive of superannuation and payroll tax (refer
Note 6).
NOTE 17 CURRENT LIABILITIES – EMPLOYEE ENTITLEMENTS
Liability for annual leave
Liability for long service leave
291,051
88,975
380,026
181,721
25,921
207,642
Refer to Note 35 for information regarding the amounts of leave liabilities recognised on the acquisition of assets.
NOTE 18 LEASE LIABILITIES
Leases
Carrying value at the start of the year
Lease liabilities recognised in the year
Lease payments made
Lease interest charged to profit or loss
190,395
-
(58,443)
410
-
200,015
(9,661)
41
132,362
190,395
Lease liabilities are split between current and non-current liabilities at the balance date as follows:
Lease liabilities due < 1 year
Lease liabilities due > 1 year
68,244
64,118
132,362
58,033
132,362
190,395
A right of use asset has been recognised in respect of the Group’s lease of its office at Level 3, 52 Kings Park Road,
West Perth, Western Australia.
Refer to Note 13 for details of the corresponding right of use asset arising from the abovementioned lease.
Total cash outflows in relation to lease arrangements during the year was $58,033 (2021: $5,505).
A N N U A L R E P O R T 2 0 2 2
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NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
Consolidated
30 June 2022
$
30 June 2021
$
NOTE 19 DEFERRED ACQUISITION CONSIDERATION
Deferred acquisition consideration (note 15)
15,000,000
-
Deferred acquisition liabilities are secured over the assets of Black Cat (Paulsens) Pty Ltd and Black Cat (Coyote) Pty
Ltd (refer Note 15). Other liabilities are not secured over the assets of the Group.
NOTE 20 REHABILITATION LIABILITIES
Opening rehabilitation liabilities
Liabilities recognised on acquisition (note 15)
Other Movements for the period
-
21,927,602
18,359
21,945,961
-
-
-
-
Refer to Note 35 for information regarding the amounts of rehabilitation liabilities recognised on the acquisition of net
assets associated with the Coyote and Paulsens Gold Projects.
NOTE 21 ISSUED CAPITAL
a)
Ordinary Shares
The Company is a public company limited by shares. The Company was incorporated in Perth, Western Australia. The
Company’s shares are limited whereby the liability of its members is limited to the amount (if any) unpaid on the shares
respectively held by them.
Ordinary shares entitle the holder to participate in dividends and the proceeds on winding up of the Company in proportion
to the number of and amounts paid on the shares held.
On a show of hands every holder of ordinary shares present at a meeting in person or by proxy, is entitled to one vote,
and upon a poll each share is entitled to one vote.
Ordinary shares have no par value. There is no limit to the authorised share capital of the Company.
A N N U A L R E P O R T 2 0 2 2
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NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 21 ISSUED CAPITAL (CONTINUED)
30 June 2022
30 June 2021
Issue
Price
No
$
No
$
b)
Share Capital
Issued share capital
213,634,175
86,787,812
140,807,811
50,435,467
c)
Share Movements During the Period
Balance at the start of the financial
period
-
140,807,811
50,435,467
87,947,952
14,395,187
Shares issued on exercise of options
$0.20
600,000
120,000
2,151,631
430,326
Shares issued to acquire Fingals and
Rowes Find
Placement shares issued
Placement shares issued
$0.91
$0.82
$0.67
Shares issued on exercise of options
$0.22
-
-
-
-
-
-
-
-
8,417,962
7,660,345
12,195,122
10,000,000
29,695,144
19,895,747
400,000
88,000
Shares issued on exercise of options
$0.40
250,000
100,000
Placement shares issued
$0.55
63,636,364
35,000,000
Shares issued to acquire Paulsens
and Coyote Gold Projects1
$0.35
8,340,000
2,919,000
Less share issue costs
-
-
(1,786,655)
-
-
-
-
-
-
-
(2,034,138)
Balance at the end of the financial
period
213,634,175
86,787,812
140,807,811
50,435,467
1Refer note 15 for further details regarding the fair value of shares issued to acquire assets.
NOTE 22 OPTIONS AND SHARE BASED PAYMENTS
Options on issue
As at 30 June 2022, 14,677,147 (2021: 13,283,147) unissued ordinary shares of the Company are under option as follows:
Number of Options Granted
Exercise Price
8,941,147
1,200,000
700,000
250,000
129,000
468,000
330,000
1,499,000
1,160,000
20 cents
40 cents
60 cents
62 cents
120 cents
98 cents
100 cents
83 cents
65 cents
Expiry Date
25 January 2023
25 June 2023
2 August 2023
18 May 2024
21 July 2024
10 December 2024
28 March 2025
8 November 2025
15 May 2026
During the year ended 30 June 2022 the Company issued 2,879,000 options over unissued shares to employees (2021:
1,342,000).
A N N U A L R E P O R T 2 0 2 2
Page 68 of 93
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 22 OPTIONS AND SHARE BASED PAYMENTS (CONTINUED)
During the financial period a total of 600,000 options exercisable at 20 cents and expiring 25 January 2023, and 250,000
options exercisable at 40 cents and expiring 25 June 2023 were exercised into shares.
635,000 employee options were cancelled during the financial year on cessation of employment.
Since the end of, the financial period;
-
-
-
1,298,000 options have been issued to employees exercisable at 51 cents and expiring 28 July 2026;
no options have been cancelled; and
360,000 shares have been issued on the exercise of options.
Options do not entitle the holder to:
-
-
participate in any share issue of the Company or any other body corporate; and
any voting rights until the options are exercised into ordinary shares.
Performance Rights
No performance rights were issued during the financial year. Subsequent to the end of the financial year the Company
issued a total of 4,198,389 performance rights to employees expiring 30 June 2027.
Weighted Average Contractual Life
The weighted average contractual life for un-exercised options is 16 months (2021: 18 months).
Reconciliation of Movement of Options Over Unissued Shares During the Period Including Weighted Average
Exercise Price (“WAEP”)
2022
2021
No
WAEP
(cents)
No
WAEP
(cents)
Options outstanding at the start of the period
13,283,147
33.4
14,492,778
24.7
Options issued during the period
2,879,000
75.7
1,342,000
101.9
Options cancelled during the period
(635,000)
95.4
-
Options exercised during the period
(850,000)
25.9
(2,551,631)
Options outstanding at the end of the period
14,677,147
39.4
13,283,147
-
20.3
33.4
A N N U A L R E P O R T 2 0 2 2
Page 69 of 93
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 22 OPTIONS AND SHARE BASED PAYMENTS (CONTINUED)
Basis and Assumptions Used in the Valuation of Options
The 2,879,000 options issued as remuneration during the financial year were valued using the Black-Scholes option
valuation methodology:
Date Granted
Number of
Options
Granted
Exercise
Price
(cents)
Expiry Date
Risk Free
Interest Rate
Used
Volatility
Applied
Value of
Options
9 Nov 2021
1,719,000
16 May 2022
1,160,000
83
65
8 Nov 2025
1.30%
47.7%
$242,143
15 May 2026
3.11%
52.1%
$160,128
2022
2021
Accumulated
Losses
$
Equity
Remuneration
Reserve (i)
$
Accumulated
Losses
$
Equity
Remuneration
Reserve (i)
$
NOTE 23 RESERVES AND ACCUMULATED LOSSES
Balance at the beginning of the year
(5,573,706)
1,296,105
(3,278,232)
909,328
Profit/(Loss) for the period
(3,944,906)
-
(2,324,794)
-
Transfer on exercise and cancellation
of options
Movement in equity remuneration
reserve in respect of options issued
193,376
(193,376)
29,320
(29,320)
-
402,271
-
416,097
Balance at the end of the year
(9,325,236)
1,505,000
(5,573,706)
1,296,105
(i) The equity remuneration reserve is used to recognise the fair value of options issued and vested but not exercised.
A N N U A L R E P O R T 2 0 2 2
Page 70 of 93
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 24 FINANCIAL INSTRUMENTS
Credit Risk
The Directors do not consider that the Group’s financial assets are subject to anything more than a negligible level of credit
risk, and as such no disclosures are made.
Impairment Losses
The Directors do not consider that any of the Group’s financial assets are subject to impairment at the reporting date. No
impairment expense or reversal of impairment charge has occurred during the reporting period.
Interest Rate Risk
At the reporting date the interest profile of the Group’s interest-bearing financial instruments was:
Number of Options Granted
2022
$
2023
$
Variable rate instruments
Cash and cash equivalents
18,172,023
16,049,091
Cash Flow Sensitivity Analysis for Variable Rate Instruments
A change of 100 basis points in interest rates at the reporting date would have increased/(decreased) equity and profit or
loss by the amounts shown below. This analysis assumes that all other variables remain constant.
Profit or loss
Equity
1%
Increase
1%
Decrease
1%
Increase
1%
Decrease
181,720
(181,720)
181,720
(181,720)
160,491
(160,491)
160,491
(160,491)
2022
Variable Rate Instruments
2021
Variable Rate Instruments
Liquidity Risk
The following are the contractual maturities of financial liabilities, including estimated interest payments and excluding the
impact of netting agreements:
Consolidated
2022
Trade and other
payables
Carrying
Amount
Contractual
Cash Flows
< 6 Months
6-12
Months
1-2
Years
2-5
Years
> 5
Years
$
$
$
1,688,373
1,688,373
1,688,373
$
-
$
-
$
$
Lease liabilities
132,362
153,198
30,429
37,366
85,402
Loan liabilities
15,000,000
15,000,000
-
15,000,000
-
2021
Trade and other
payables
16,820,735
16,841,571
1,718,802
15,037,366
85,402
865,239
865,239
865,239
-
-
Lease liabilities
190,395
190,395
28,757
29,276
64,118
68,244
Insurance premium
funding
208,745
208,745
113,861
94,884
-
-
1,264,379
1,264,379
1,007,857
124,160
64,118
68,244
-
-
-
-
-
-
-
-
-
-
-
-
-
A N N U A L R E P O R T 2 0 2 2
Page 71 of 93
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 24 FINANCIAL INSTRUMENTS (CONTINUED)
Fair Values
Fair values versus carrying amounts
The fair values of financial assets and liabilities, together with the carrying amounts shown in the balance sheet are as
follows:
Cash and cash equivalents
Trade and other receivables
Trade and other payables
Lease liabilities
Loan liabilities
Consolidated
2022
2021
Carrying
Amount
$
Fair Value
$
Carrying
Amount
$
Fair Value
$
18,172,023
18,172,023
16,049,091
16,049,091
466,256
466,256
(1,688,373)
(1,688,373)
(865,239)
(865,239)
(132,362)
(132,362)
(15,000,000)
(15,000,000)
-
-
-
-
1,817,544
1,817,544
15,183,852
15,183,852
The Group’s policy for recognition of fair values is disclosed at Note 1(u).
NOTE 25 DIVIDENDS
No dividends were paid or proposed during the financial years ended 30 June 2021 or 30 June 2022.
The Company has no franking credits available as at 30 June 2021 or 30 June 2022.
A N N U A L R E P O R T 2 0 2 2
Page 72 of 93
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 26 KEY MANAGEMENT PERSONNEL DISCLOSURES
(a)
Directors and Key Management Personnel
The following persons were considered Key Management Personnel of Black Cat during the financial year:
(i)
(ii)
(iii)
Chairman – Non-Executive
Paul Chapman
Executive Director
Gareth Solly, Managing Director
Non-Executive Directors
Les Davis
Philip Crutchfield (appointed 6 April 2021)
Alex Hewlett (resigned 28 February 2021)
Tony Polglase
(iv) Senior Executives
Michael Bourke (GM-Projects) (appointed 29 April 2022)
David Sanders (CFO)
There were no other persons employed by or contracted to the Company during the financial year, having responsibility
for planning, directing and controlling the activities of the Company, either directly or indirectly.
(b)
Key Management Personnel Compensation
A summary of total compensation paid to Key Management Personnel during the year is as follows:
Total short-term employment benefits
Total share-based payments
Total post-employment benefits
Year
Ended
30 June 2022
$
Year
Ended
30 June 2021
$
713,219
41,412
75,049
676,5891,2
141,1211,2
54,755
829,680
872,465
1 In the tables above an amount of $50,000 was accrued in respect of short-term incentive bonus payable to the Managing Director as at
30 June 2020. This was satisfied by the payment of $25,000 in cash in July 2020 and $30,799 paid in the form of unlisted options in
September 2020 following shareholder approval (based on the valuation of the options at the date of grant). An amount of $30,799 has
been recognised in total share-based payments, and a corresponding reduction of $25,000 in short-term employment benefits for the
year ended 30 June 2021.
2 Includes $75,000 for G Solly and $35,210 for D Sanders in relation to the short-term incentive bonus payable at 30 June 2021, with the
full amount paid in October 2021.
3 STI bonus $19,600 and $14,000 accrued for G Solly and D Sanders respectively at 30 June 2022.
4 Includes $41,412 value of Options granted as remuneration on 16 May 2022.
(c)
Other Transactions with Key Management Personnel
During the prior years the Company paid Stone Poneys Nominees Pty Ltd, an entity associated with Paul Chapman, in
respect of the now terminated lease for the Group’s offices. Lease payments for the period ended 30 June 2022 was nil.
(2021: $6,233).
During the prior period the Company employed the spouse of Paul Chapman in an administrative role. Remuneration for
the period ended 30 June 2022 was $nil (2021: $16,151).
During the period the Company employed the spouse of Gareth Solly in an administrative role. Remuneration for the period
ended 30 June 2022 was $74,913 (2021: $60,361).
A N N U A L R E P O R T 2 0 2 2
Page 73 of 93
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 27 REMUNERATION OF AUDITORS
Audit and review of the Company’s financial statements
Total
NOTE 28 CONTINGENCIES
(i)
Contingent Liabilities
Year
Ended
30 June 2022
$
Year
Ended
30 June 2021
$
42,250
42,250
24,250
24,250
There were no material contingent liabilities not provided for as at 30 June 2021 and 30 June 2022 other than:
Royalties
Kal East Gold project
The Group is subject to a 1% gross revenue royalty in respect of minerals produced from the following tenements:
E25/0499, E25/0512, E27/0532, P25/2287, P25/2288, P25/2293, P25/2377, P25/2378 and P25/2641.
The Group is subject to a 1% net smelter royalty in respect of minerals produced from the following tenements: E25/0594,
P25/2685 and P25/2323.
The Group is subject to a 1.5% gross royalty in respect of minerals produced from the following tenements: P25/2324,
P25/2325, P25/2326, P25/2327, P25/2328, P25/2331, P25/2357, P25/2358, P26/4117, P26/4118, P26/4119 and
P26/4122.
Coyote Gold Operations
The Group is subject to a 1.75% gross royalty in respect of all minerals produced from the following tenements, with a
scaled dollar/oz based on production above 300koz: E80/1737, M80/0560, M80/0561 and M80/0645.
The Group is subject to a 1.5% gross royalty in respect of minerals produced from M80/0563.
The Group is subject to a scaled dollar/oz based on production above 300koz: E80/1483, E80/3665 and M80/0559.
Paulsens Gold Operations
The Group is subject to a 2.5% net smelter royalty in respect of all production from E08/1649, with an additional 0.75%
net smelter royalty in respect of all production over 250koz.
The Group is subject to a 1.75% gross royalty in respect of all minerals produced from E08/1650.
The Group is subject to a 1% net smelter royalty in respect of minerals produced from the following tenements: M08/0191,
M08/0192 and M08/0193.
In addition, there may be other historical agreements relating to certain other tenements of the Group, which may, or may
not, create an obligation on the Group to pay royalties on some or all minerals derived from some tenements upon
commencement of production.
Native Title and Aboriginal Heritage
Native title claims have been made with respect to certain areas which include tenements in which the Group has an
interest. The Group is unable to determine the prospects for success or otherwise of the claims and, in any event, whether
or not and to what extent the claims may significantly affect the Group or its projects. Agreement is being or has been
reached with various native title claimants in relation to Aboriginal Heritage issues regarding certain areas in which the
Group has an interest.
A N N U A L R E P O R T 2 0 2 2
Page 74 of 93
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 28 CONTINGENCIES (CONTINUED)
Contingent Consideration
Pursuant to the agreement to acquire the Coyote and Paulsens Gold Projects the Company may be liable to pay contingent
consideration based on achieving production milestones from the respective projects as follows (refer Note 15):
Milestone
Contingent consideration
payable
A$
Production of 5,000 ounces of gold from Coyote Gold Project
Production of 5,000 ounces of gold from Paulsens Gold Project
Production of 50,000 ounces of gold from Coyote Gold Project (inclusive of initial
5,000 ounce production milestone)
Production of 50,000 ounces of gold from Paulsens Gold Project (inclusive of
initial 5,000 ounce production milestone)
$2,500,000
$2,500,000
$2,500,000
$2,500,000
Directors have determined that the fair value of the Milestone consideration is nil as at the reporting date. Production from
the Paulsens and Coyote gold projects is likely to be contingent upon further exploration success and as such the timing
and likelihood of commencement of mining and production activities is uncertain. The Company will continue to assess
the production outlook for the Paulsens and Coyote projects and contingent consideration may be recognised in future
reporting periods, if required by accounting standards (refer Note 15).
(ii)
Contingent Assets
There were no material contingent assets as at 30 June 2021 or 30 June 2022.
NOTE 29 COMMITMENTS
(a)
Exploration
The Group has certain obligations to perform minimum exploration work on mineral leases held. These obligations may
be varied as a result of renegotiations of the terms of the exploration licences or their relinquishment. The minimum
exploration obligations are less than the normal level of exploration expected to be undertaken by the Group.
As at balance date, total exploration expenditure commitment on tenements held by the Group which has not been
provided for in the financial statements and which cover the following 12-month period amount to $3,802,600 (2021:
$1,608,220). This includes $1,723,180 for Kal East, and $2,079,420 for tenements obtained as a part of the acquisition.
(b)
Contractual Commitments
There are no material contractual commitments as at 30 June 2022 or 30 June 2021 not otherwise disclosed in the
Financial Statements.
NOTE 30 RELATED PARTY TRANSACTIONS
Transactions with Directors during the period are disclosed at Note 26 – Key Management Personnel.
There are no other related party transactions, other than those already disclosed elsewhere in this financial report.
NOTE 31 EVENTS OCCURRING AFTER THE BALANCE SHEET DATE
Subsequent to 30 June 2022 the Company issued a total of 4,198,389 performance rights expiring 30 June 2027 to senior
employees. Details of the 2022 LTI awards have been disclosed in the remuneration report.
Other than the above, there has not arisen in the interval between the end of the financial period and the date of this report
any item, transaction or event of a material and unusual nature likely, in the opinion of the Directors of the Company to
affect substantially the operations of the Group, the results of those operations or the state of affairs of the Group in
subsequent financial years.
A N N U A L R E P O R T 2 0 2 2
Page 75 of 93
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
Consolidated
Year
Ended
30 June 2022
$
Year
Ended
30 June 2021
$
NOTE 32 RECONCILIATION OF LOSS AFTER TAX TO NET CASH INFLOW FROM OPERATING ACTIVITIES
Profit/(Loss) from ordinary activities after income tax
Depreciation and amortisation
Profit on disposal of fixed assets
Exploration cost written off and expensed
Realised foreign exchange losses
Share based payments
Movement in assets and liabilities:
(Increase)/decrease in receivables
(Increase)/decrease in rehabilitation liability
(Increase)/decrease in inventory
Increase/(decrease) in payables
Increase/(decrease) in employee leave liabilities
(3,944,906)
114,272
1,189
87,080
(8,456)
402,271
(169,310)
18,359
(345,254)
447,912
92,835
(2,324,794)
25,071
(9,485)
386,680
10,873
416,097
(31,569)
-
120,626
107,458
Net cash outflow from operating activities
(3,304,008)
(1,299,043)
Non-Cash Investing and Financing Activities
During the financial period the Company issued shares in part consideration for the acquisition of exploration assets as
follows; 8,340,000 shares ($2,919,000) to acquire a 100% interest in the Coyote and Paulsens Gold Projects from Northern
Star Resources Limited.
Refer Note 15 for further details regarding acquisitions.
NOTE 33 EARNINGS PER SHARE
a)
Basic Earnings Per Share
Loss per share attributable to ordinary equity holders of the Company
Cents
(2.6)
Cents
(2.1)
b)
Diluted Earnings Per Share
Loss per share attributable to ordinary equity holders of the Company
(2.6)
(2.1)
c)
Loss for year
Loss used in calculation of basic and diluted loss per share
($3,944,906)
($2,324,794)
d)
Denominator
Weighted Average Number of Shares Used as the
No
No
Weighted average number of shares used as the denominator in
calculating basic earnings per share
149,307,744
113,313,442
Weighted average number of shares used as the denominator in
calculating diluted earnings per share
149,307,744
113,313,442
A N N U A L R E P O R T 2 0 2 2
Page 76 of 93
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 34 PARENT ENTITY INFORMATION
Financial Position
Assets
Current assets
Non- Current assets
Total Assets
Liabilities
Current Liabilities
Non- Current Liabilities
Total Liabilities
Equity
Issued Capital
Share based payments reserve
Accumulated losses
Year
Ended
30 June 2022
$
Year
Ended
30 June 2021
$
18,322,746
76,713,544
15,935,880
31,778,588
95,036,290
47,714,468
16,004,596
64,118
598,728
132,362
16,068,714
731,090
NET ASSETS
78,967,576
46,983,378
86,787,812
1,505,000
(9,325,236)
50,435,467
1,296,105
(4,748,194)
TOTAL EQUITY
78,967,576
46,983,378
Profit/(Loss) for the year
Other comprehensive income
(3,764,498)
(2,324,794)
-
-
Total comprehensive income
(3,764,498)
(2,324,794)
Guarantees Entered into by the Parent Entity in Relation to the Debts of its Subsidiaries
No guarantees have been entered into by the parent entity in relation to the debts of its subsidiary company.
Contingencies
For full details of contingencies see Note 28.
Commitments
For full details of commitments see Note 29.
A N N U A L R E P O R T 2 0 2 2
Page 77 of 93
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 35 BUSINESS COMBINATIONS
Black Cat Syndicate Limited completed the acquisition of 100% of the high-grade Coyote and Paulsens Gold Operations
(“Coyote”, “Paulsens”, together, “the Operations”) from the seller, Northern Star Resources Limited (“NSR” or “the seller”)
and its controlled entities on 15 June 2022.
Coyote: The operation is located approximately 20 km on the Western Australia (WA) side of the WA/ Northern Territory
(NT) border, on the Tanami Highway. The operation consists of an open pit and an underground mine, 300,000 tpa
processing facility, 180+ person camp and other related infrastructure, in addition to a well-maintained airstrip used by
government and private enterprises. The operation is currently on care and maintenance and has a Resource of 3.0Mt
@5.1g/t Au for 488koz with numerous high-grade targets in the surrounding area. BC8 acquired 100% of the issued shares
in Black Cat (Coyote) Pty Ltd (formerly Northern Star (Western Tanami) Pty Ltd), which operates the Coyote Gold Mine,
from the vendor. The business contributed revenues of $72,986 to the Group.
Paulsens: The operation is located 180km west of Paraburdoo in WA. The operation consists of an underground mine,
450,000tpa processing facility, 110+ person camp, numerous potential open pits and related infrastructure. The operation
is also currently on care and maintenance and has a Resource of 2.7Mt @2.5g/t Au for 217koz and significant exploration
and growth potential. BC8, through its wholly owned subsidiary, obtained control of 100% of the legal and beneficial interest
in the Paulsens Gold Mine, currently on care and maintenance, free from encumbrances (other than permitted
encumbrances) from the vendor. The business contributed revenues of $111,211 to the Group.
The Company has been unable to apply the revenue and loss contributions retrospectively on the basis it is impracticable
to do so per the AASB 108 definition of ‘impracticable’. The Company does not have access to the seller’s calculations
and The Company only held the Operations for two weeks prior to 30 June 2022.
The acquisition of the Operations enables BC8 to focus on significant drilling campaigns at both operations to grow and
upgrade the current high-grade Resources. With these two acquisitions, BC8 controls 1,770 km2 in three prime WA gold
regions, being Tanami, Paraburdoo and Kalgoorlie. BC8 plans to construct a central processing facility near the Majestic
Mining Centre, approximately 50km east of Kalgoorlie. The 800,0000tpa processing facility is proposed to be a traditional
carbon-in-leach gold plan which will be suited to BC8’s resources as well as to third party free milling ores around
Kalgoorlie, WA.
The values identified in relation to the acquisition of both Coyote and Paulsens are provisional under AASB 3 Business
Combinations as at 30 June 2022.
A N N U A L R E P O R T 2 0 2 2
Page 78 of 93
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 35 BUSINESS COMBINATIONS (CONTINUED)
Details of the acquisition are as follows:
Inventory
Plant and Equipment
Exploration – mining rights and mine development assets
Provision for rehabilitation
Employee benefit entitlements
Net assets acquired
Exploration and Evaluation Expenditure
Acquisition-date fair value of the total consideration transferred
Representing:
Cash consideration paid to vendor
Deferred cash consideration1
BC8 shares issued to vendor2
Milestone payments3
Employee expenses / reduction in recharge
Legal and professional
Corporate development
Administration and other expenses
Acquisition costs expensed to profit or loss
Coyote
Fair Value
$
-
534,815
1,242,286
Paulsens
Fair Value
$
146,075
173,869
917,030
(14,774,507)
(7,153,095)
(6,075)
(73,474)
(13,003,481)
(5,989,595)
36,778,904
23,775,423
14,633,172
8,643,577
10,634,000
11,000,689
2,140,734
-
3,866,000
3,999,311
778,266
-
23,775,423
8,643,577
283,966
80,995
66,009
89,828
520,798
103,236
29,446
23,998
32,657
189,337
1 Deferred cash consideration is payable by 30 June 2023
2 6,116,383 ordinary shares for Coyote acquisition and 2,213,237 ordinary shares for Paulsens acquisition, issued on 15 June 2022 at a
price of $0.35 per share.
3 Represents management’s best estimate, based on timing and probability of commencement of operations and commercial production.
Refer note 15 for further details regarding contingent consideration
A N N U A L R E P O R T 2 0 2 2
Page 79 of 93
DIRECTORS DECLARATION
In the opinion of the Directors of Black Cat Syndicate Limited (“the Company”)
(a)
the financial statements and notes set out on pages 44 to 79 are in accordance with the Corporations
Act 2001, including:
(i)
(ii)
complying with Accounting Standards and the Corporations Regulations 2001 and other
mandatory professional reporting requirements; and
giving a true and fair view of the financial position as at 30 June 2022 and of the performance for
the period ended on that date of the Group.
(b)
the remuneration disclosures that are contained in the Remuneration Report in the Directors Report
comply with Australian Accounting Standard AASB 124 Related Party Disclosures, the Corporations Act
2001 and the Corporations Regulations 2001.
(c)
there are reasonable grounds to believe that the Group will be able to pay its debts as and when they
become due and payable.
(d)
the financial statements comply with International Financial Reporting Standards as set out in Note 1.
The Directors have been given the declarations required by Section 295A of the Corporations Act 2001 from
the Chief Executive Officer and Chief Financial Officer for the financial period ended 30 June 2022.
This declaration is made in accordance with a resolution of the Directors.
Signed at Perth this 30th day of September 2022.
Gareth Solly
Managing Director
A N N U A L R E P O R T 2 0 2 2
Page 80 of 93
INDEPENDENT AUDITORS REPORT
TO THE MEMBERS OF BLACK CAT SYNDICATE LIMITED
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of Black Cat Syndicate Limited (the Company) and its
subsidiaries (the Group), which comprises the consolidated statement of financial position as at
30 June 2022, the consolidated statement of profit or loss and other comprehensive income, the
consolidated statement of changes in equity and the consolidated statement of cash flows for
the year then ended, and notes to the financial statements, including a summary of significant
accounting policies, and the directors’ declaration.
In our opinion, the accompanying financial report of the Group is in accordance with the
Corporations Act 2001, including:
(a) giving a true and fair view of the Group’s financial position as at 30 June 2022 and of its
financial performance for the year then ended; and
(b) complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for Opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities
under those standards are further described in the Auditor’s Responsibilities for the Audit of the
Financial Report section of our report. We are independent of the Group in accordance with the
auditor independence requirements of the Corporations Act 2001 and the ethical requirements of
the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for
Professional Accountants (including Independence Standards) (the Code) that are relevant to our
audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in
accordance with the Code.
We 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 judgement, were of most
significance in our audit of the financial report of the current period. These matters were
addressed in the context of our audit of the financial report as a whole, and in forming our
opinion thereon, and we do not provide a separate opinion on these matters.
Findex (Aust) Pty Ltd, trading as Crowe Australasia is a member of Crowe Global, a Swiss verein. Each member firm of Crowe Global
is a separate and independent legal entity. Findex (Aust) Pty Ltd and its affiliates are not responsible or liable for any acts or omissions
of Crowe Global or any other member of Crowe Global. Crowe Global does not render any professional services and does not have
an ownership or partnership interest in Findex (Aust) Pty Ltd. Services are provided by Crowe Perth, an affiliate of Findex (Aust) Pty
Ltd.
© 2022 Findex (Aust) Pty Ltd
A N N U A L R E P O R T 2 0 2 2
Page 81 of 93
INDEPENDENT AUDITORS REPORT
TO THE MEMBERS OF BLACK CAT SYNDICATE LIMITED
Key Audit Matter
How we addressed the Key Audit Matter
Valuation of capitalised mineral exploration and evaluation expenditure
The consideration of impairment of the carrying
value of the Group’s Capitalised Mineral
Exploration and Evaluation Expenditure assets
was material to our audit and represented an
area of significant estimate and judgement
within the financial report.
This matter is considered a key audit matter due
to:
•
•
•
•
the degree of judgement required by the
Directors to assess whether impairment
indicators are present;
the significance of the additions to
capitalised exploration expenditure during
the year of $12.05m;
the significance of the acquisition costs
during the year of $51.4m; and
the materiality of the closing balance at
year end of $92.5m.
The related accounting policies, critical
accounting estimates and judgements and
disclosures are contained in Notes 1, 3, 14 and
15 of the financial report.
Our procedures included, but were not limited to:
• assessing the nature of the capitalised costs
through testing on a sample basis and
assessing whether the nature of the
expenditure met the capitalisation criteria
under AASB 6 Exploration for and Evaluation
of Mineral Resources;
•
•
conducting discussions with Management
regarding the criteria used in their
impairment assessment and ensuring that
this was in line with the requirements of
AASB 6 Exploration for and Evaluation of
Mineral Resources;
reviewing evidence of exploration activities
carried out during the year and Management’s
future intentions for areas of interest the
Group holds and to corroborate the
representations made by management during
our discussions;
• assessing the Group’s right of tenure by
obtaining and assessing third party
information supporting the Group’s rights to
tenure; and
•
considering the appropriateness of the
disclosures in Notes 1,3,14 and 15 to the
financial statements in accordance with the
relevant requirements of Australian
Accounting Standards.
Business Combinations
The acquisition of the Coyote and Paulsens
Gold Operations during the year was material to
our audit and represented an area of significant
estimate and judgement within the financial
report.
This matter is considered a key audit matter due
to:
•
the degree of judgement required by
Management to assess the appropriate
Our procedures included, but were not limited to:
•
reviewing the purchase/sale agreements
executed between the Group and Northern
Star Resources Limited, including verification
of the purchase consideration;
• obtaining and reviewing Management’s
accounting position paper on the proposed
accounting treatment to be adopted, to ensure
compliance with the appropriate accounting
standards;
A N N U A L R E P O R T 2 0 2 2
Page 82 of 93
INDEPENDENT AUDITORS REPORT
TO THE MEMBERS OF BLACK CAT SYNDICATE LIMITED
Key Audit Matter
How we addressed the Key Audit Matter
•
•
•
reviewing the nature and content of the work
performed by Management’s Expert
including a review of the competency,
capability and objectivity of Management’s
Expert;
concluding on the sufficiency and
appropriateness of the work conducted by
Management’s Expert as audit evidence;
and
considering the appropriateness of the
disclosures in Notes 1,3,15 and 35 to the
financial statements in accordance with the
relevant requirements of Australian
Accounting Standards.
Business Combinations
accounting standards to apply to the
transactions;
•
•
the degree of estimation and judgement
required in determination of the
appropriate fair values of the assets
acquired and liabilities assumed;
the significance of the cash and deferred
cash consideration to be transferred
under the acquisitions; and
• The inclusion a series of contingent
payments linked to future production
post-sale completion, which is subject to
a significant degree of estimation
uncertainty in determining the appropriate
fair values and resulting accounting
treatment to be applied to these
contingent components of the total
consideration to be transferred to the
vendors.
The related accounting policies, critical
accounting estimates and judgements and
disclosures are contained in Notes 1, 3, 15
and 35 of the financial report.
Other Information
The directors are responsible for the other information. The other information comprises the
information included in the Group’s annual report for the year ended 30 June 2022 but does
not include the financial report and our auditor’s report thereon.
Our opinion on the financial report does not cover the other information and accordingly we
do not express any form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other
information and, in doing so, consider whether the other information is materially inconsistent
with the financial report or our knowledge obtained in the audit or otherwise appears to be
materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement
of this other information; we are required to report that fact. We have nothing to report in this
regard.
A N N U A L R E P O R T 2 0 2 2
Page 83 of 93
INDEPENDENT AUDITORS REPORT
TO THE MEMBERS OF BLACK CAT SYNDICATE LIMITED
Responsibilities of the Directors for the Financial Report
The directors of the Group are responsible for the preparation of the financial report that gives a
true and fair view in accordance with Australian Accounting Standards and the Corporations Act
2001 and for such internal control as the directors determine is necessary to enable the
preparation of the financial report that gives a true and fair view and is free from material
misstatement, whether due to fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the
Group to continue as a going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless the directors either intend to
liquidate the Group or to cease operations, or have no realistic alternative but to do so.
Auditor’s Responsibilities for the Audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a
whole is free from material misstatement, whether due to fraud or error, and to issue an
auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance
but is not a guarantee that
an audit conducted in accordance with 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 Australian Auditing Standards, we exercise
professional judgement and maintain professional scepticism throughout the audit. We also:
•
Identify and assess the risks of material misstatement of the financial report, whether due to
fraud or error, design and perform audit procedures responsive to those risks, and obtain
audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk
of not detecting a material misstatement resulting from fraud is higher than for one resulting
from error, as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of
expressing an opinion on the effectiveness of the Group’s internal control.
• Evaluate the appropriateness of accounting policies used and the reasonableness of
accounting estimates and related disclosures made by the directors.
• Conclude on the appropriateness of the directors’ use of the going concern basis of
accounting and, based on the audit evidence obtained, whether a material uncertainty exists
related to events or conditions that may cast significant doubt on the entity’s ability to
continue as a going concern. If we conclude that a material uncertainty exists, we are
required to draw attention in the auditor’s report to the disclosures in the financial report or,
if such disclosures are inadequate, to modify the opinion. Our conclusions are based on
the audit evidence obtained up to the date of the
auditor’s report. However, future events or conditions may cause an entity to cease to
continue as a going concern.
• Evaluate the overall presentation, structure and content of the financial report, including
the disclosures and whether the financial statements represent the underlying
transactions and events in a manner that achieves fair presentation.
A N N U A L R E P O R T 2 0 2 2
Page 84 of 93
INDEPENDENT AUDITORS REPORT
TO THE MEMBERS OF BLACK CAT SYNDICATE LIMITED
• Obtain sufficient appropriate audit evidence regarding the financial information of the
entities or business activities within the Group to express an opinion on the group
financial report. The auditor is responsible for the direction, supervision and performance
of the group audit. The auditor remains solely responsible for the 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 are also required to 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, actions taken to eliminate threats or safeguards applied.
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 be communicated in our report because the adverse consequences of doing so
would reasonably be expected to outweigh the public interest benefits of such communication.
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in the directors’ report for the year
ended 30 June 2022.
In our opinion, the Remuneration Report of Black Cat Syndicate Limited for the year ended 30
June 2022, complies with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Group 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.
Crowe Perth
Cyrus Patell
Partner
Dated at Perth this 30 September 2022
A N N U A L R E P O R T 2 0 2 2
Page 85 of 93
ASX ADDITIONAL INFORMATION
Pursuant to the Listing Requirements of the Australian Securities Exchange, the shareholder information set
out below was applicable as at 29 September 2022.
A.
Distribution of Equity Securities
Analysis of numbers of shareholders by size of holding:
Ordinary Fully Paid Shares
Distribution
Number of shareholders
Securities held
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
More than 100,000
Totals
228
841
528
920
254
2,771
144,317
2,330,612
4,249,387
30,759,327
176,510,532
213,994,175
%
0.07%
1.09%
1.99%
14.37%
82.48%
100.00%
There are 392 shareholders holding less than a marketable parcel of ordinary shares.
B.
Substantial Shareholders
An extract of the Company’s Register of Substantial Shareholders (who hold 5% or more of the issued capital)
is set out below:
Holder of Relevant Interest
Number of Shares
% of Shares
Franklin Resources Inc and its Associates
15,762,985
7.37%
Issued Ordinary Shares
C.
Twenty Largest Shareholders
The names of the twenty largest holders of quoted shares are listed below:
Shareholder Name
Issued Ordinary Shares
Number of Shares
% of Shares
HSBC Custody Nominees (Australia) Limited
23,874,526
11.16
BNP Paribas Nominees Pty Ltd ACF Clearstream
Northern Star Resources Limited
Stone Poneys Nominees Pty Ltd
Silver Lake Resources Limited
Mr Leslie Brian Davis + Mrs Annette Fay Davis
BNP Paribas Noms Pty Ltd
P D Crutchfield Pty Ltd
R W Associates Pty Limited
J P Morgan Nominees Australia Pty Limited
Briken Nominees Pty Ltd
9,090,910
8,340,000
7,367,463
6,757,126
6,020,977
5,532,342
4,165,621
4,100,000
3,982,690
2,626,430
4.25
3.90
3.44
3.16
2.81
2.59
1.95
1.92
1.86
1.23
A N N U A L R E P O R T 2 0 2 2
Page 86 of 93
ASX ADDITIONAL INFORMATION (CONTINUED)
Ten Goals Pty Ltd
Elefantino Pty Ltd
Swanland Investment Ltd
Sauron Capital Pty Ltd
Citicorp Nominees Pty Limited
Bond Street Custodians Limited
Circumference Capital Ct Pty Ltd
Mr Philip David Crutchfield
Merrill Lynch (Australia) Nominees Pty Limited
2,590,221
2,555,257
2,433,600
2,150,800
1,951,548
1,939,701
1,818,182
1,800,000
1,763,049
1.21
1.19
1.14
1.01
0.91
0.91
0.85
0.84
0.82
Total
100,860,443
47.14%
D.
Unquoted Securities
Options over Unissued Shares
Number of Options
Exercise Price
$0.20
$0.40
$0.60
$0.62
$1.20
$0.98
$1.00
$0.83
$0.65
$0.51
8,581,147
1,200,000
700,000
250,000
129,000
468,000
330,000
1,499,000
1,160,000
1,298,000
15,615,147
Performance Rights
Expiry Date
17 Jan 2023
25 Jun 2023
2 Aug 2023
18 May 2024
21 Jul 2024
10 Dec 2024
28 Mar 2025
8 Nov 2025
15 May 2026
28 Jul 2026
Number of Holders
23
5
2
1
3
4
2
12
6
14
Number of Rights
Performance Condition
Expiry Date
Number of Holders
4,198,389
(a)
30 June 2027
7
a)
The Performance Rights will become exercisable into Shares by the holder pursuant to the following
specific performance conditions:
(i) One third (1/3) on achieving a sustained production rate of 40,000 to 45,000 ounces per annum at
the Coyote Gold Project;
(ii) One third (1/3) on achieving a sustained production rate of 60,000 to 70,000 ounces per annum at
the Paulsens Gold Project; and
(iii) One third (1/3) on achieving a sustained production rate of 50,000 to 60,000 ounces per annum at
the Kal East Gold Project.
E.
Voting Rights
In accordance with the Company’s Constitution, voting rights in respect of ordinary shares are on a show of
hands whereby each member present in person or by proxy shall have one vote and upon a poll, each share
will have one vote.
A N N U A L R E P O R T 2 0 2 2
Page 87 of 93
ASX ADDITIONAL INFORMATION (CONTINUED)
There are no voting rights in respect of options over unissued shares.
F.
Restricted Securities
As at the date of this report there are a total of 8,340,000 ordinary fully paid shares subject to voluntary escrow
until 30 June 2023.
There are no other securities on issue which are subject to restrictions on trading.
A N N U A L R E P O R T 2 0 2 2
Page 88 of 93
TENEMENT INFORMATION
Lease
Location
Project Name
Area
(km2)
Status
% Interest at
30 Sep 2022
M25/0350
Majestic Mining Centre
IMPERIAL/MAJESTIC
M25/0360
Majestic Mining Centre
CROWN
M25/0374
Majestic Mining Centre
IMPERIAL/MAJESTIC
M25/0376
Majestic Mining Centre
JONES FIND
P25/2323
Majestic Mining Centre
JONES FIND
L25/0014
Majestic Mining Centre
IMPERIAL/MAJESTIC
L25/0017
Majestic Mining Centre
IMPERIAL/MAJESTIC
L25/0018
Majestic Mining Centre
IMPERIAL/MAJESTIC
L25/0053
Majestic Mining Centre
IMPERIAL/MAJESTIC
L25/0054
Majestic Mining Centre
IMPERIAL/MAJESTIC
L25/0064
Majestic Mining Centre
IMPERIAL/MAJESTIC
L25/0067
Majestic Mining Centre
IMPERIAL/MAJESTIC
M25/0117
Fingals Mining Centre
FINGALS FORTUNE
M25/0136
Fingals Mining Centre
FINGALS FORTUNE
M26/0148
Fingals Mining Centre
FINGALS FORTUNE
M26/0197
Fingals Mining Centre
FINGALS EAST
M26/0248
Fingals Mining Centre
FINGALS FORTUNE
M26/0357
Fingals Mining Centre
FINGALS FORTUNE
M26/0364
Fingals Mining Centre
FINGALS FORTUNE
M26/0406
Fingals Mining Centre
FINGALS FORTUNE
M26/0409
Fingals Mining Centre
FINGALS FORTUNE
M26/0417
Fingals Mining Centre
FINGALS FORTUNE
M26/0635
Fingals Mining Centre
FINGALS EAST
L26/0162
Fingals Mining Centre
FINGALS FORTUNE
L26/0262
Fingals Mining Centre
FINGALS FORTUNE
L26/0296
Fingals Mining Centre
FINGALS FORTUNE
M25/0104
Trojan Mining Centre
E25/0571
Trojan Mining Centre
P25/2333
Trojan Mining Centre
TROJAN
TROJAN
TROJAN
M25/0024
Myhree Mining Centre
MYHREE
M25/0083
Myhree Mining Centre
ANOMALY 38
M25/0091
Myhree Mining Centre
TRUMP
M25/0129
Myhree Mining Centre
BOUNDARY
M25/0372
Myhree Mining Centre
P25/2286
Myhree Mining Centre
TRUMP
TRUMP
L25/0062
Myhree Mining Centre
HAMPTON HILL
9.9
1.3
9.9
0.7
0.7
0.1
0
0
0.6
0
0.4
0.2
3.7
0.8
0.1
0.9
3.5
4.7
1.3
0.1
0.4
0.7
0.1
0.1
0.2
0.1
8.7
24.5
0.1
4.9
0.7
0.8
1.8
1.2
1.2
0.3
LIVE
LIVE
PENDING
PENDING
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
PENDING
PENDING
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
100%
100%
0%
0%
100%
100%
100%
100%
100%
100%
0%
0%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
PENDING
0%
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
100%
100%
100%
100%
100%
100%
100%
PENDING
0%
LIVE
LIVE
100%
100%
A N N U A L R E P O R T 2 0 2 2
Page 89 of 93
TENEMENT INFORMATION (CONTINUED)
M08/0099
Paulsens Mining Centre
PAULSENS
M08/0196
Paulsens Mining Centre
PAULSENS
M08/0222
Paulsens Mining Centre
BELVEDERE
M08/0515
Paulsens Mining Centre
PAULSENS
L08/0012
Paulsens Mining Centre
PAULSENS
L08/0013
Paulsens Mining Centre
PAULSENS
L08/0014
Paulsens Mining Centre
PAULSENS
L08/0015
Paulsens Mining Centre
PAULSENS
L08/0081
Paulsens Mining Centre
PAULSENS
L08/0091
Paulsens Mining Centre
TIMBUCK WELL
L08/0092
Paulsens Mining Centre
PAULSENS
L08/0103
Paulsens Mining Centre
PAULSENS
L08/0113
Paulsens Mining Centre
SCARBOROUGH BORE
L08/0168
Paulsens Mining Centre
PAULSENS
L08/0169
Paulsens Mining Centre
PAULSENS
M 80/0559
Coyote Mining Centre
M 80/0560
Coyote Mining Centre
M 80/0561
Coyote Mining Centre
M 80/0563
Coyote Mining Centre
COYOTE
COYOTE
COYOTE
COYOTE
1.8
8.7
2.2
4.6
0
0
0.7
0.3
0.1
0
0
0.2
0
0.1
0.2
10
10
9.9
9.8
M 80/0645
Coyote Mining Centre
BALD HILL
12.3
L 80/0045
Coyote Mining Centre
L 80/0046
Coyote Mining Centre
L 80/0051
Coyote Mining Centre
COYOTE
COYOTE
COYOTE
M08/0191
Other Mining Centre
MT CLEMENT
M08/0192
Other Mining Centre
MT CLEMENT
M08/0193
Other Mining Centre
MT CLEMENT
M26/0059
Other Mining Centre
WOMBOLA DAM
M26/0278
Other Mining Centre
HAMMER & TAP
M26/0352
Other Mining Centre
HAMMER & TAP
M26/0437
Other Mining Centre
HAMMER & TAP
M26/0440
Other Mining Centre
HAMMER & TAP
M26/0642
Other Mining Centre
WOLBOLA DAM
M26/0657
Other Mining Centre
WOMBOLA DAM
M26/0683
Other Mining Centre
WOMBOLA DAM
M26/0783
Other Mining Centre
WOMBOLA DAM
M26/0791
Other Mining Centre
WOMBOLA DAM
M26/0802
Other Mining Centre
WOMBOLA DAM
M26/0834
Other Mining Centre
HAMMER & TAP
M28/0164
Other Mining Centre
ROWE’S FIND
M28/0370
Other Mining Centre
ROWE’S FIND
6.5
8.9
4
2.5
3.3
3.2
0
1.2
0.3
1.2
1.1
3.9
0.1
2.9
0.3
0
0
0
1.4
0.1
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
0%"
0%"
0%"
0%"
0%"
0%"
0%"
0%"
0%"
0%"
0%"
0%"
0%"
0%"
0%"
100%"
100%"
100%"
100%"
100%"
100%"
100%"
100%"
0%"
0%"
0%"
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
A N N U A L R E P O R T 2 0 2 2
Page 90 of 93
TENEMENT INFORMATION (CONTINUED)
E08/1649
Exploration
MERLIN
E08/1650
Exploration
ELECTRIC DINGO
E08/1745
Exploration
PAULSENS
E08/2499
Exploration
MT STUART
E08/2555
Exploration
PAULSENS
E08/2556
Exploration
BELVEDERE NORTH
E08/2558
Exploration
PAULSENS EAST
E08/2560
Exploration
PAULSENS EAST
E08/2655
Exploration
MT STUART
E08/2659
Exploration
BADANA WELL
E08/2755
Exploration
MT MCGRATH
E08/2791
Exploration
MT MCGRATH
E25/0499
Exploration
MOUNT YOULE
E25/0512
Exploration
WOODLINE WEST
E25/0520
Exploration
E25/0526
Exploration
E25/0534
Exploration
E25/0553
Exploration
E25/0556
Exploration
E25/0558
Exploration
E25/0568
Exploration
BULONG
TROJAN
SLATE DAM
SLATE DAM
SLATE DAM
TROJAN
TROJAN
E25/0594
Exploration
HAMPTON HILL
48.2
27.5
36.3
24.1
0.1
6.9
3.4
3.4
6.9
34.8
10.3
34.8
9.8
10.1
8.3
16.4
31.8
74.1
58.9
27.5
13.9
14.7
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
PENDING
E25/0613
Exploration
HAMPTON HILL
14.7
PENDING
E26/0226
Exploration
HAMPTON
E27/0431
Exploration
MT. MCLEAY
E27/0449
Exploration
NORTH DAM
E27/0532
Exploration
NORTH DAM
E27/0558
Exploration
BALAGUNDI
E27/0600
Exploration
HALFWAY HILL
E27/0669
Exploration
E27/0671
Exploration
E27/0688
Exploration
E27/0696
Exploration
HAMPTON
HAMPTON
HAMPTON
HAMPTON
3.5
157.8
10.3
18.4
40.6
41.4
68.1
59
3
59
LIVE
LIVE
LIVE
LIVE
LIVE
PENDING
PENDING
PENDING
PENDING
E27/0698
Exploration
HALFWAY HILL
41.4
PENDING
E27/0699
Exploration
HAMPTON
3
PENDING
E28/2809
Exploration
AVOCA DOWNS
E28/3254
Exploration
AVOCA DOWNS
E47/1553
Exploration
TOMBSTONE
E47/3305
Exploration
HORSE WELL
41.2
41.2
32
31
E47/3396
Exploration
METAWANDY CREEK
17.2
PENDING
PENDING
LIVE
LIVE
LIVE
0%"
0%"
0%"
0%"
0%"
0%"
0%"
0%"
0%"
0%"
0%"
0%"
100%
100%
100%
100%
100%
100%
100%
100%
100%
0%
0%
100%
100%
100%
100%
100%+
0%
0%
0%
0%
0%
0%
0%
0%
0%"
0%"
0%"
PENDING
0%#
A N N U A L R E P O R T 2 0 2 2
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TENEMENT INFORMATION (CONTINUED)
E80/1483
Exploration
COYOTE EAST
E80/1737
Exploration
WESTERN TANAMI
E80/3388
Exploration
E80/3389
Exploration
GREMLIN
GREMLIN
E80/3665
Exploration
WESTERN TANAMI
E80/5039
Exploration
PEBBLES
P25/2248
Exploration
IMPERIAL/MAJESTIC
P25/2249
Exploration
IMPERIAL/MAJESTIC
P25/2287
Exploration
P25/2288
Exploration
BULONG
BULONG
P25/2293
Exploration
BULONG NORTH
P25/2320
Exploration
TROJAN
P25/2324
Exploration
BLACK HILLS
P25/2325
Exploration
BLACK HILLS
P25/2326
Exploration
BLACK HILLS
P25/2327
Exploration
BLACK HILLS
P25/2328
Exploration
BLACK HILLS
P25/2331
Exploration
BLACK HILLS
P25/2357
Exploration
BLACK HILLS
P25/2358
Exploration
BLACK HILLS
P25/2367
Exploration
P25/2368
Exploration
P25/2369
Exploration
BULONG
BULONG
BULONG
P25/2377
Exploration
VIRGIN DAM NORTH
P25/2378
Exploration
VIRGIN DAM WEST
P25/2463
Exploration
P25/2478
Exploration
P25/2479
Exploration
P25/2480
Exploration
P25/2481
Exploration
P25/2553
Exploration
P25/2554
Exploration
BULONG
BULONG
BULONG
BULONG
BULONG
BULONG
BULONG
P25/2581
Exploration
BLACK HILLS
P25/2624
Exploration
P25/2625
Exploration
BULONG
BULONG
P25/2632
Exploration
HAMPTON HILL
P25/2648
Exploration
P25/2674
Exploration
P25/2683
Exploration
P25/2684
Exploration
HAMPTON
HAMPTON
HAMPTON
HAMPTON
33
87.9
48.2
61
54.7
53.5
1.9
1.9
1.4
1
0.5
1.4
1.2
1.2
1.2
1.1
1.4
1.7
2
1.7
2
2
1.7
2
1.9
1.4
1.2
1.9
1.8
1.7
1.2
1.2
0.9
1.2
1.2
1.2
0.5
0.1
1.9
1.8
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
100%"
100%"
100%"
100%"
100%"
100%"
100%*
100%*
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
A N N U A L R E P O R T 2 0 2 2
Page 92 of 93
TENEMENT INFORMATION (CONTINUED)
P25/2685
Exploration
P25/2693
Exploration
P25/2695
Exploration
HAMPTON
HAMPTON
HAMPTON
P25/2703
Exploration
IMPERIAL/MAJESTIC
P25/2719
Exploration
P25/2720
Exploration
HAMPTON
HAMPTON
P25/2724
Exploration
IMPERIAL/MAJESTIC
P25/2727
Exploration
IMPERIAL/MAJESTIC
P26/4090
Exploration
FINGALS FORTUNE
P26/4091
Exploration
FINGALS FORTUNE
P26/4117
Exploration
BLACK HILLS
P26/4118
Exploration
BLACK HILLS
P26/4119
Exploration
BLACK HILLS
P26/4122
Exploration
BLACK HILLS
P26/4176
Exploration
FINGALS FORTUNE
P26/4177
Exploration
FINGALS FORTUNE
P26/4179
Exploration
FINGALS FORTUNE
P26/4184
Exploration
FINGALS FORTUNE
P26/4550
Exploration
P26/4551
Exploration
P26/4552
Exploration
P26/4553
Exploration
P26/4554
Exploration
P26/4555
Exploration
P26/4556
Exploration
P26/4557
Exploration
P26/4558
Exploration
P26/4559
Exploration
P26/4560
Exploration
P26/4561
Exploration
P26/4562
Exploration
HAMPTON
HAMPTON
HAMPTON
HAMPTON
HAMPTON
HAMPTON
HAMPTON
HAMPTON
HAMPTON
HAMPTON
HAMPTON
HAMPTON
HAMPTON
P26/4573
Exploration
MT MONGER
P26/4574
Exploration
MT MONGER
1.5
2
1.2
0.1
1.2
1.2
8.6
1.4
1.9
2
2
1.9
1.9
0.6
2
2
1.6
1.3
1.9
2
1.9
1.7
1.9
2
1.9
2
1.8
0.7
0.1
1.8
1.9
0.1
0.1
P26/4653
Exploration
FINGALS FORTUNE
1.87
P27/2326
Exploration
HAMPTON HILL
P27/2327
Exploration
HAMPTON HILL
P27/2328
Exploration
HAMPTON HILL
P80/1840
Exploration
WESTERN TANAMI
P80/1841
Exploration
WESTERN TANAMI
1.8
1.8
1.6
1
0.5
PENDING
0%
LIVE
LIVE
100%
100%
PENDING
0%
LIVE
LIVE
PENDING
PENDING
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
LIVE
100%
100%
0%
0%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%"
100%"
A N N U A L R E P O R T 2 0 2 2
Page 93 of 93