BIG RIVER GOLD LIMITED
(formerly Crusader Resources Limited)
A B N: 94 106 641 963
Annual Report
Year ended 31 December 2019
Big River Gold Limited
Annual Report
31 December 2019
Contents to Financial Report
Contents
Corporate Information
Chairman’s letter
Directors’ Report
Consolidated Statement of Profit or Loss and Other Comprehensive Income
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
Auditor’s Independence Declaration
Additional ASX Information
Page
2
3
4
29
30
31
33
34
67
68
72
73
1
Big River Gold Limited
Annual Report
31 December 2019
Corporate Information
This annual report covers both Big River Gold Limited, formerly Crusader Resources Limited, (the ‘Company’ or ‘Big
River’) and its subsidiaries (the ‘Group’). The Group’s functional and presentation currency is Australian dollars ($).
A description of the Group’s operations and of its principal activities is included in the Review of Operations and
Activities in the Directors’ Report on pages 4 to 28. The Directors’ Report is not part of the financial report.
Directors
Stephen Copulos (Chairman) – appointed 28 February 2019, resigned 1 January 2020
Andrew Richards – appointed 28 February 2019 (Executive Director), appointed 1 January 2020 (Executive
Chairman)
Andrew Vickerman (Chairman) – resigned 28 February 2019
Marcus Engelbrecht (Managing Director) – resigned 28 February 2019
John Evans (Non-executive Director)
John Cathcart (Non-executive Director) – appointed 1 January 2020
Beau Nicholls (Non-executive Director) – appointed 1 January 2020
Paul Stephen (Executive Director) – resigned 30 January 2019
Company Secretary
Andrew Beigel
Registered office and principal place of business
Level 29, 221 St Georges Terrace
Perth WA 6000 Australia
Telephone: +61 8 9480 3708
Brazil Office
Avenida do Contorno, 2090
Pilotis, Floresta, 30.110-012
Belo Horizonte – MG, Brazil
Telephone: +55 31 2515 0740
Auditors
Deloitte Touche Tohmatsu
Tower 2, Brookfield Place
123 St Georges Terrace Perth WA 6000
Telephone: +61 8 9365 7000
Facsimile: +61 8 9365 7001
Share Registry (Australia)
Automic Group
Level 2
267 St Georges Terrace
Perth WA 6000
Telephone (Australia): 1300 288 664
Telephone (International): +61 (0)2 9698 5414
ASX Code:
Ordinary shares – BRV
Listed Options – BRVO
2
Bankers
Bank of Western Australia Limited
Perth Business Banking Centre
50 William Street
Perth WA 6000
Solicitors
HWL Ebsworth
Level 20
240 St Georges Terrace
Perth WA 6000
Telephone: +61 8 6559 6626
Big River Gold Limited
Annual Report
31 December 2019
Chairman’s Letter to Shareholders
Dear Shareholder,
I am pleased to present Big River Gold’s Annual Report for 2019 which has been a very positive, active and
rewarding year for the Company. I am even more pleased to advise that despite the developing impact of the
coronavirus pandemic we are seeing at years end, we remain very optimistic about the future prospects for the
Company in the year ahead.
2019 witnessed numerous developments that strengthened the Company’s position including the removal of all
debt, closure of the UK’s AIM listing, a return to trading on the ASX and a renewed focus on our core gold asset at
Borborema. Cost control measures and additional funds which were injected into the company through an
Entitlements issue raising $4.11 million (before costs) and the sale of non core assets have enabled the Big River
to enter 2020 in a strong financial position capable of progressing the Borborema gold project as we assess project
financing options.
As a result, December 2019 saw the Company debt free with a ten-fold increase in the cash position to $4.3 million.
Current liabilities dropped from $3.13 million to $0.59 million and the net operating losses from continuing
operations of $1.62 million compared very favourably with the previous year’s $6.12 million. Expenditure on
corporate costs decreased markedly from $4.46 million (2018) to $2.14 million (2019) and facilitated the
completion of the Definitive Feasibility Study on schedule in December 2019.
The Definitive Feasibility Study (DFS) considered the development of a 2.0 Mtpa operation at the Borborema Gold
Project and confirmed the viability and economic robustness of the project. Assuming a gold price of US$1400 the
DFS cash flows estimated a post tax NPV of US$203M (discounted at 8% pa) and an IRR of 41.8%. The estimated
project capital cost is US$87.97M plus contingency of US$11.36M (11.4%) totalling US$99.3M. The gold price has
increased strongly since completion of the DFS and traded above US$1600 (+15%) for much of recent weeks.
Average C1 operating costs over the 10 year operating mine life are estimated to be US$642 per ounce with an All-
In Sustaining Cost (AISC) of US$839 per ounce. The AISC represents a margin of US$561/oz on the gold price
assumed in the DFS and US$684/oz on the gold price at years end. Over 10.2 years the DFS estimates gold
production of 729,000 oz with an average of 84,500 oz per annum produced in the first 4.5 years.
The DFS provides a foundation on which to seek project finance and we entered into discussions with a number of
potential project financiers with a view to commence construction of the Borborema project in 2020. These
discussions are ongoing and a number of institutions have commenced their due diligence and despite difficult
market conditions we are encouraged by their level of interest, the results of the DFS and the strengthening gold
price.
However, the fallout from the coronavirus pandemic has had a negative impact on all businesses and the ability of
our personnel and contractors to complete their work. The situation remains fluid but it is likely the financing
process will be delayed but it is unclear as to what extent.
Late in the year a number of changes were made to the Board that came into effect on 1 January 2020. Mr Stephen
Copulos retired as Non-executive Chairman and I was appointed as Executive Chairman. Mr Copulos is a major
shareholder and long time supporter of Big River and we thank him for his service to the Company in the role of
Chairman. In addition, Mr John Cathcart and Mr Beau Nicholls were appointed as Non-Executive Directors and
bring a breadth of knowledge and experience in the financial markets and operating in Brazil.
I would like to thank all our shareholders for their ongoing support and hope to provide you with some encouraging
news on the development of the Borborema project that will deliver value for shareholders
Yours sincerely
Andrew Richards
Executive Chairman
3
Big River Gold Limited
Annual Report
31 December 2019
Directors’ Report
REVIEW OF OPERATIONS
During the year operations and projects were reviewed and non core assets disposed of as the Company moved
its focus to developing the Borborema Gold Project.
The major disposal was the sale of the Juruena project in a cash plus share purchase arrangement discussed in
more detail below.
With the additional funds acquired the Company focussed on completing the engineering studies and updating
previous work to produce a Definitive Feasibility Study report for the Borborema project in December 2019.
BORBOREMA GOLD PROJECT
Rio Grande do Norte State, Brazil (BRV 100%)
The Borborema Project – Location and Licences
Borborema is located in the Seridó area of the Borborema province in north-eastern Brazil. It is 100% owned by
Big River) through its wholly owned subsidiary Cascar and consists of three mining leases covering a total area of
29 km2 including freehold title over the main prospect area.
Big River owns the freehold land for the area considered by the
mine, plant and
infrastructure within the DFS. The main
Environmental and Installation Permits have also been granted by
the
relevant Government authorities which will allow
construction of the project to commence subject to financing.
The Project benefits from a favourable taxation regime, existing
on-site facilities and excellent infrastructure such as buildings,
grid power, water and sealed roads. It is close to major cities and
regional centres and the services they can provide.
Figure 1. Project Location
Figure 2. Location of Borborema project showing proximity to infrastructure and access.
4
Big River Gold Limited
Annual Report
31 December 2019
Borborema Gold Project – Definitive Feasibility Study Completed
During the year the Company completed a Definitive Feasibility Study (DFS) on the development of a 2.0 Mtpa
operation at the Borborema Gold Project located in north-eastern Brazil which has been completed by managing
engineers, Wave International Ltd. The results of the DFS were announced to the ASX on 19 December 2019 and
23 December 2019. Borborema is 100% owned by Big River through its wholly owned subsidiary Cascar Mineração
Ltda (Cascar).
The DFS has confirmed the viability and economic robustness of Borborema and was completed within the
accuracy of 10-15% required by international best practice. It comprises a conservative, detailed study of a
standalone gold project and estimates a post tax NPV of US$203M (discounted at 8% pa) and an IRR of 41.8%.
The estimated project capital cost is US$87.97M plus contingency of US$11.36M (11.4%) totalling U$99.3M which
compares favourably to the review announced in February 2018 of US$93.4M excluding contingency3.
Average C1 operating costs over the 10 year operating mine life are estimated to be US$642 per ounce compared
with previously estimated US$737/oz1 and an All-In Sustaining Cost (AISC) of US$839 per ounce (US$908).
Figure 3. View to the south west over Borborema pit showing exposed ore zone and infrastructure – existing and designed.
The DFS details an initial Stage 1 Life of Mine (LOM) of 10.2 years, producing an average 71,250 ounce of gold per
annum from a single open pit. Ore will be processed through a single stage crushing circuit and SAG and Ball (SAB)
milling circuit followed by conventional cyanide leaching. Metallurgical recoveries are high ramping up to 92.5%
with a 36 hour residence time and low reagent consumption. Gold recovered in production Years 1 and 2 is
expected to be 83,888 oz and 83,954 oz respectively delivering revenues of US$235M in the first two years.
Production in Years 3 and 4 will increase to 96,938 oz.
Sourcing water for processing and mine operations in this semi arid region has been raised as an issue for the
project in the past but was successfully addressed through a combination of filtering and recycling 80% of process
water from the tailings (removing the need for a tailings dam), surface storage of the region’s modest rainfall and
securing the offtake of grey water from the nearby town of Currais Novos. That grey water which is essentially
sewage will be piped to site where it will be treated and used in the processing plant.
The DFS was managed by international engineering firm Wave International Ltd (Wave) who also undertook the
process and infrastructure design with key contributions from Gruppo GE21 (mine design and scheduling),
Integratio (social and community aspects) and testwork from ALS Laboratories, Outotec and SGS. The DFS built on
previous studies and work completed by Ausenco, TetraTech and others.
1 Refer ASX announcement 8 February 2018.
5
Big River Gold Limited
Annual Report
31 December 2019
With the completion of the DFS and LOM cashflow model the Company is now in the position of advancing
discussions with several financial institutions that have expressed interest in providing project finance and were
awaiting the finalised cashflow model. That will commence immediately with the assistance of Araujo Fontes, Big
River’s financial advisors in Brazil.
Summary of Key Results
Table 1 below summarises the key operating and financial results of the DFS which was undertaken at a gold price
of US$1,400 per ounce.
Table 1. Summary Borborema DFS key results
Key Parameters
Mineral Resources (reported above 0.5g/t Au cut off, 2013)2
Stage 1 Mining Schedule in DFS3
Gold produced
Capital Costs
Processing plant Capital Costs
Non Processing infrastructure and Owners costs
Contingency
Total Capital Summary
NPV (8%, Pre Tax)
NPV (8%, Post Tax)
IRR (Pre Tax)
IRR (Post Tax)
Payback from commencement of production
Life of Mine C1 Cash Costs
Life of Mine AISC costs
Production Summary
Mine Life (from commissioning date)
Strip ratio (waste (t): Ore(t))
Mill throughput (total)
Grade
Recovery
Gold produced – over Life of Mine
Project Economics, US$M
Study Gold price
Gross Revenue LOM
Operating costs LOM
Capital:
Capital – Project Plant (inc contingency)
Capital – sustaining and mine closure costs (LOM)
Working capital – Mine establishment pre-production
Working capital – Other
EBITDA
NPAT
2 Resources estimated 2013, refer ASX Announcement 24 July 2017
3 Pit optimisation and Reserves estimated using gold price of US$1,250/oz
6
68.6Mt @ 1.10 g/t Au (2.43Moz)
20.0Mt @ 1.22 g/t (784,480 oz)
729,374 ounces
US$ 58.61M
US$29.36M
US$ 11.36M
US$ 99.33M
US$ 218M
US$ 203M
43.6%
41.8%
2.4 yrs
US$642/oz
US$839/oz
LOM
10.2 years
4.2
20.0 Mt
1.22 g/t Au
92.5%
729,374 oz
LOM
$1,400/oz
$ 1,021M
$ 494M
$ 99.3M
$ 21.0M
$ 6.6M
$12.7M
$527.3M
$328.3M
Big River Gold Limited
Annual Report
31 December 2019
Table 1a. Borborema DFS key results – Effect of varying gold price
Effect of varying gold price
US$1350
US$1400
US$1500
US$1600
US$1700
NPV (8%, post tax), US$
IRR (post tax)
Payback (from start production)
Ave EBITDA (Full years), US$
183M
38.9%
2.6 yrs
50.3M
203M
41.8%
2.4 yrs
53.83M
244M
47.3%
2.1 yrs
61.0M
285M
52.5%
1.8 yrs
68.1M
326M
57.6%
1.7 yrs
75.3M
The ore mined will be stockpiled according to grade and higher grades will be preferentially fed to the plant over
the first 4.5 years of production during which average gold production is 84,500 oz per annum. Subsequently
medium grade ore will be used to supplement the 2Mtpa mill feed leading to a lower head grade and gold
production which will be offset by lower mining costs as ore production winds down as currently scheduled in
Stage 1 (refer Figure 4).
Average AISC over
4.5 years: US$743/oz
LOM Average AISC: US$839 /oz
Figure 4. Forecast Gold production (koz) and average AISC (in US$/oz)
7
Big River Gold Limited
Annual Report
31 December 2019
Mineral Resource, Reserves and Mine Schedule
Borborema contains a Mineral Resource (JORC 2012) totalling 69Mt at 1.1g/t Au containing 2.43 Moz gold (refer
ASX Announcement dated 24 July 2017 and Table 2). GE21 reviewed the resource to identify higher grade,
contiguous material that could be preferentially mined in the initial Stage 1 open pit. The resulting Stage 1 Mineral
Reserve estimate comprises 20Mt at 1.22g/t Au containing 784,100 ounces (Table 3) of which 37% of the contained
gold is in the Proven Reserve category and 73% in the Probable category.
All ore considered in the mine and process schedule is derived from the Measured and Indicated categories of the
Mineral Resource. No Inferred category resource is included in the schedule.
Table 2. Borborema Mineral Resource by Multiple Indicator Kriging estimation
Category (>0.5g/t COG)
Tonnes
(Mt)
Grade
(g/t Au)
Au Ounces
(kOz)
Measured
Indicated
Measured + Indicated
Inferred
Total Resource
8.2
42.8
51.0
17.6
68.6
1.22
1.12
1.14
1.00
1.10
320
1,547
1,867
566
2,430
Mineral Resource (JORC 2012) reported above 0.5 g/t Au cut-off. Parent Block 25mE x 25mN x 5mRL. Selective Mining Unit
5mE x 6.25mN x 2.5mRL. Note, appropriate rounding has been applied, subtotals may not equal total figures. (ASX
Announcement 24 July 2017).
Table 3. Borborema Stage 1 Mineral Reserves (as at 13 August, 2019)
Category
Proven
Probable
Total in Pit Reserve
Low Grade Stockpile
Waste
Total Waste + LG
REM
Tonnes
(Mt)
7.3
12.7
20.0
15.6
67.2
82.8
4.14
Grade
(g/t Au)
1.26
1.20
1.22
0.31
Contained Au
(kOz)
293.1
491.0
784.1
153.5
(1) Block Dimensions 25x25x5 (m); (2) Final slope angle range: 37º to 64º; (3) Mine Recovery 98% - Dilution 0%
(4) JORC (2012) definitions followed for Mineral Reserves. (5) Mineral Reserves are inclusive in Mineral Resources
(6) Reserves were estimated following the parameters:
Gold price US1,245 /oz, mining costs: US$ 2.72/t mined, processing costs: US$ 10.96/t milled and
G&A: US$ 4.20 /oz. Recovery 94%.
8
Big River Gold Limited
Annual Report
31 December 2019
Processing, Tailings and Infrastructure
Processing
The proposed plant design is based on a nominal feed of 2 Mtpa of ore and a plant availability of 90% supported
by crushed ore emergency stockpile and stand-by equipment in critical areas. The design includes single stage
primary crushing with a SAG & Ball Milling (SAB) circuit to achieve a P80 106µm product to leaching to achieve >
92.5% gold recovery (refer Figures 5 to 7).
The plant design incorporates the following unit process operations:
• Single stage primary crushing to produce a crushed product size of 80% passing (P80) of 92mm.
• Transfer conveyor feeding a surge bin with an overflow ore stockpile (48 hours total capacity). Ore reclaim
from the bin via apron feeders with emergency reclaim by front end loader.
• Two stage SAG / Ball milling in closed circuit with hydrocyclones to produce a P80 grind size of 106 μm.
• A Carbon in leach circuit incorporating six CIL tanks containing carbon for gold adsorption.
• Six tonne capacity split Anglo (AARL) elution circuit, electrowinning and precious metal smelting to
recover gold and silver from the loaded carbon to produce doré.
• Thickener unit to recover the cyanide and reduce overall reagent consumption.
• Tailings treatment incorporating cyanide destruction using sodium metabisulphite / air.
• Tailings filtration station to obtain a filter cake which will be transported by conveyor to a tailings
stockpile for collection and disposal by truck to the waste dump.
Figure 5. Mine Master Plan showing final Stage 1 pit design, process plant and infrastructure. Stage 3 pit is
shown by the dotted outline which in 2013 was estimated to contain a Mineral Reserve of 1.61Moz gold. All
the mine operations and infrastructure is located within the freehold property owned 100% by Cascar (BRV)
and shown by the purple outline.
9
Big River Gold Limited
Annual Report
31 December 2019
Figure 6: Process plant site overview
The crushing plant will be able to operate at a design throughput of up to 304 tph at an availability of 90%. Excess
ore from the surge bin will be stockpiled and reclaimed from the emergency stockpile (capacity of approximately
12,000 t) via reclaim front end loader (FEL) and emergency stockpile transfer conveyor to the SAG mill feed
conveyor.
Figure 7. Simplified general process flow diagram
10
Big River Gold Limited
Annual Report
31 December 2019
Tailings Disposal
The tailings dam has been replaced with a co-disposal system of tailings and waste rock. The purpose of the waste
/ tailings facility is the disposal of the waste from Borborema pit and other mining areas and also tailings from the
beneficiation plant in a controlled fashion, so that the waste stockpile is stable, ensuring the safety of people,
equipment and the environment.
In general, the tailings will be thickened at the plant and after detoxification will be filtered and sent to the co-
disposal dump sites.
Infrastructure
The key features of the Project’s layout are its compact nature and easy internal and external access, including the
process plant, roads, helipad, plant and mining services areas, mine open pit and mine waste dump. Haulage
distances to the waste dumps and ROM pad are centrally located adjacent to the pit. The plant will be built in a
location with solid foundation conditions (Figure 5).
The main, existing, access road approaches the site from the southwest and the layout provides easy access for
personnel and materials movement, crossing the existing gatehouse, offices, and restaurant.
The main access to the mine site is from the BR-226 highway, 130 km from Natal or 26 km from Currais Novos.
From the main access a series of internal roads provide vehicular mobility across the mine-site. The total internal
road design covers 3,314 meters of which 1,927 will be paved.
Water & Power
Process water supply has been ensured for the project through a combination of filtering and recycling 80% of the
process water from the tailings, surficial capture of rainfall in dams and the piping of greywater from Currais Novos
to site.
The water from the Currais Novos wastewater (sewage) pond will be pumped under an agreement reached with
the local water authority, CAERN, to the process plant storage tank located adjacent to the plant. This water will
be treated on site for use in the plant. The wastewater treatment will comprise a combination of filtration,
chlorination and reverse osmosis. Conventional treatment will provide raw water for use in all areas of the process
with the exception of the elution circuit and WAD cyanide analyser which will receive high-quality water from
reverse osmosis treatment.
Potable or drinking water will be trucked from nearby towns for use on site by personnel.
Power to the Project will be supplied from the grid by tapping into the Currais Novos II substation and installing a
30km, 69kV transmission line to the project site. Power from the transmission line will be received at a new main
sub-station to be constructed under the Project, stepped down to 13.8kV and distributed to the main consumption
points across the project site. The infrastructure and power supply up to the new main sub-station will be provided
by power utility COSERN - Companhia Energética do Rio Grande do Norte. The Company is currently in advanced
discussions with the utility and will prioritise a formal supply agreement.
Capital Requirements
The Company plans on utilising a processing plant with industry standard crushing and SAB milling circuits. The
Capital Cost Estimate (CCE) for the Project scope was developed to meet the requirements of a Class 2 estimate as
defined by the American Association of Cost Engineers’ (AACE) Cost Estimation and Classification System (as
applied for Mining and Minerals Processing Industries) with an accuracy range of -10% to + 15%.
The CCE reflects the capital to enable the Company to operate at a mining and process plant throughput of 2 Mtpa.
The CCE includes all costs associated with project implementation starting with detailed design through
commissioning.
The total capital required to implement the Project has been estimated at US$99.3M (Including Contingency of
US$11.4M). Based on the works scope definition status and the extent of study work completed a weighted
contingency of 12.9% was calculated (or 11.4% of total CAPEX).
11
Big River Gold Limited
Annual Report
31 December 2019
The CCE for the Project is summarised in Table 4 below. All costs are expressed in US dollars with a base date of
November 2019.
Table 4: Summary of Capex by Area
DESCRIPTION
QTY
SUPPLY
INSTALL
DIRECT FIELD COSTS
37,068,020 27,917,866
OF
TOTAL
TOTAL
($USD)
OF
TOTAL
64,985,886
63.5%
Earthworks
399,000 m3
1,080
7,286,346 100.0%
7,287,426
7.1%
Building and Architectural
Civil and Concrete
Structural Steelwork
Mechanical / Platework
Piping and Valves
1,340,816
1,945,896
59.2%
3,286,712
3.2%
3,900 m3
61,584
2,614,670
97.7%
2,676,254
2.6%
1,100 t
3,417,666
2,807,060
45.1%
6,224,726
6.1%
24,761,723
5,042,608
16.9%
29,804,331
29.1%
7,000 m
4,095,428
1,863,377
31.3%
5,958,805
5.8%
Electrical, Controls and Instrumentation
29,000 m
3,389,723
6,357,909
65.2%
9,747,632
9.5%
INDIRECT / OTHER FIELD COSTS
OF
DISCIPLINE
6,139,747
7,208,440
13,348,187
13.4%
Preliminaries
Earthworks
Building and Architectural
Civil and Concrete
Structural Steelwork
Mechanical / Platework
Piping and Valves
Electrical, Controls & Instrumentation
ISSQN
6.0%
6.0%
6.0%
6.0%
6.0%
6.0%
6.0%
65
437,181
80,449
116,754
3,695
156,880
205,060
168,424
437,246
0.4%
197,203
0.2%
160,575
0.2%
373,484
0.4%
1,485,703
302,557
1,788,260
1.8%
245,726
111,803
203,383
381,475
357,528
0.4%
584,858
0.6%
498,440
1,461,269
1,959,709
2.0%
Transport / Delivery to Site
- 2,956,811
2,956,811
3.0%
Vendor Support
Mobile Equipment
-
884,457
884,457
0.9%
645,500
-
645,500
0.6%
Mobilisation and Demobilisation
953,662
230,832
1,184,494
1.2%
Spares
First Fills
HOME OFFICE COSTS
EPCM Labour and Expenses
Owners' Team Labour and Expenses
External Consultants and Peer Review
Insurances
3.4%
3.5%
951,403
866,660
-
-
951,403
1.0%
866,660
0.9%
- 9,635,797
9,635,797
9.4%
4,964,466
3,171,331
150,000
1,350,000
4,964,466
5.0%
3,171,331
3.2%
150,000
0.2%
1,350,000
1.4%
TOTAL CAPEX (EXCLUDING CONTINGENCY)
87,969,870
88.6%
CONTINGENCY
11,360,982
11.4%
TOTAL CAPEX
99,330,851 100.0%
12
Big River Gold Limited
Annual Report
31 December 2019
Operating Costs
The operating cost estimate (OPEX) was developed as a “bottom-up” estimate over a 10 year mine life to obtain
average operating costs. The methodology adopted allows for an accuracy of +/- 10 to 15%.
The total operational expenditure for the project is estimated to be US$642 per ounce produced or US$23.36 per
treated tonne.
Methodology
Cost estimates were provided for each activity and were benchmarked against the following:
•
•
•
First principle estimates;
Suppliers’ budget quotations; and
Consultant data derived from similar external projects.
The OPEX was generated utilising the information from the mass balance, direct process engineering input for
reagent usage, mining operating costs and the equipment maintenance aligned with the equipment provided for
in the capital estimate.
Cost areas
The major cost areas contributing to the overall OPEX includes Mining cost as the greatest cost contributor at 45%
with HV power costs second at 17%. The Company will have a staff complement of 128 full time employees across
General Administration, Management, Mining, Processing, Engineering and Stores management with an additional
247 contractors.
Reagent costs are expected to be significantly lower than other operations based on testwork. The average
consumption is 0.24 kg/t for cyanide and 0.46 kg/t for lime, which is in line with the consumption on master
composite sample.
Cash Flow Analysis
Cash flow model
A cash flow model was developed to conduct discounted cash flow analysis of the Project. The base case model is
based on a gold price of US$1,400/oz, an 8% discount rate and an exchange rate of USD:BRL of 0.24.
The model includes a comprehensive tax treatment, incorporating all taxes and duties applicable to capex and
opex and to revenues. The standard Brazilian corporate tax rate is 34%, comprising 25% income tax and 9% CSLL
(social tax). A tax concession is currently in place for projects in the north-east of Brazil, reducing the 25% income
tax component to 6.25% (i.e., a total of 15.25%) and has been applied. This benefit has been routinely extended
for periods of 10 or 5 years since its introduction in 1973. In addition, a series of tax concessions negotiated with
the Rio Grande do Norte state government have been included in the capex and opex estimates.
The base case after-tax NPV is US$203m with an IRR of 41.8% and an undiscounted payback period of 2.4 years
from first production. The project generates life of mine EBITDA of US$527m and an after-tax free cash flow of
US$328m (Figures 8-9, Table 1).
Figure 8: Life of Mine EBITDA
13
Big River Gold Limited
Annual Report
31 December 2019
Figure 9: Life of Mine Cumulative Cashflow
Further Commercial Opportunities
Minor silver is present in the ore but has been not accurately quantified during the resource estimation. Additional
investigation of the leach kinetics may see a small but significant contribution to the revenue line.
Testwork to investigate the potential for producing commercial quality mica products is ongoing. This has the
potential to provide significant cashflows for a small cost and little additional processing. Quality of the product
and marketing will be key to unlocking this potential.
Construction Schedule
The timeline in the DFS assumes commencement of construction upon securing project financing although some
aspects may commence prior. The timing of the disbursement of any funds from a possible project financing may
be delayed by the developing Covid19 pandemic and its impact on global market volatility but the DFS provides
for a construction period of 23 months due to several long lead items. The Company considers this to be a
conservative estimate and Wave has identified several opportunities and strategies which may reasonably be
expected to reduce the cost and construction time.
Opportunities to improve costs and construction schedule
The DFS provides a conservative and robust plan to bring the gold project into production. Big River believes
there are several areas in which opportunities to improve the project economics in terms of both construction
time and capital and operating costs should be considered (Refer to Sections 1.2 and 1.26.2 of the DFS Volume 1
appended to this announcement). These include but are not limited to:
•
Changing the nature of inclusion of key sections such as the crushing circuit – employing contractor or
BOOT style contracts to reduce capital expenditure and development timeline by several months.
• Direct employment of Project Directors as part of the implementation process;
•
•
Continued testwork to investigate using a ceramic disk filter rather than the standard belt filters to
improve operating efficiencies and costs.
Commence certain pre-production tasks prior to project financing using available funds to accelerate
the timeline.
14
Big River Gold Limited
Annual Report
31 December 2019
SALE OF JURUENA GOLD PROJECT
On 31 May 2019 the Company completed the sale agreement to sell its Juruena-Novo Astro Gold projects to
Meteoric Resources NL (MEI). The consideration received consisted of the following:
Upfront consideration
(1) $1,000,000 cash at settlement.
(2) $500,000 of MEI shares, comprised of 50,000,000 shares at a deemed issue price of 1c each at settlement
(subject to voluntary escrow for a period of 12 months from the date of issue).
Contingent consideration
(3) $750,000 of MEI shares at an issue price equal to a 5-day VWAP upon defining a mineral resource estimate
in accordance with the JORC Code, at Juruena and/or Novo Astro containing at least 400,000 oz gold.
(4) $750,000 of MEI shares at an issue price equal to a 5-day VWAP upon the Board of Meteoric approving a
decision to mine at Juruena and/or Novo Astro, pursuant to a granted mining licence.
The 50,000,000 MEI shares (Item 2) were released from escrow and sold for $2,750,000 on 18 September 2019 (at
5.5c per share).
Given that there is some uncertainty regarding the conditions 3 and 4 above, the contingent consideration has not
yet been recognised.
15
Big River Gold Limited
Annual Report
31 December 2019
DIRECTORS
The Directors of Big River Gold Limited (“the Parent Entity” or “Big River” or “the Company”), previously Crusader
Resources Limited, and its controlled entities (“the consolidated entity” or “the Group”) submit herewith the
annual financial report of the Group for the year ended 31 December 2019 (“the period”).
In order to comply with the provisions of the Corporations Act 2001 (Cth), the Directors report as follows:
Information about the Directors
The names and particulars of the Board of Directors (“the Board”) of the Company during or since the end of the
financial year are:
Mr Stephen Copulos (Non-Executive Chairman) - Appointed 28 February 2019; Resigned 1 January 2020
Mr Copulos has over 35 years of experience in a variety of businesses and investments in a wide range of industries,
including manufacturing, mining, fast food, property development and hospitality. He has been the Managing
Director of the Copulos Group of companies, a private investment group, since 1997. Mr Copulos is an active global
investor who brings significant business acumen and greater diversity to the Board of Big River Gold. He has been
a major shareholder of Big River for many years and is aligned to improving shareholder returns.
Mr Andrew Richards – Appointed 28 February 2019 (Executive Director); Appointed 1 January 2020 (Executive
Chairman)
Mr Richards is a geologist with over 35 years of experience in the international mining industry which included
company management and project finance. He has worked at a senior level in both production and exploration
over a wide variety of areas and commodities, and has also undertaken technical review, project audits and
monitored project construction. He is a member of AUSIMM and AIG. Mr Richards has worked extensively with
gold, base metals, rare earths and industrial minerals in Australasia, Asia, Africa and South America. He is and has
been on the boards of several listed companies on ASX and AIM and was previously Managing Director and CEO of
two ASX listed companies operating in China.
Mr Andrew Vickerman (Non-Executive Chairman) - Resigned 28 February 2019
Mr Vickerman is an economist with a PhD in Economics from Cambridge University. He is currently a member of
the Board of Trafigura Pte Ltd, an independent commodity trading and logistics house, and a director of DNi
Technologies Pty Ltd, an Australian business that has developed technology for processing nickel laterite deposits.
Mr Vickerman spent almost 20 years with Rio Tinto, the last 10 years as a member of the Executive Committee
with responsibility for Global Communications and External Relations. He has also worked as a development
economist, academic and economic advisor to government for the World Bank and other international agencies.
Mr Marcus Engelbrecht (Managing Director) - Resigned 28 February 2019
Mr Engelbrecht is a highly experienced resources industry executive, with previous roles including Managing
Director and CEO of formerly AIM-quoted Archipelago Resources plc (2011-2013) and Chief Financial Officer of ASX
and TSX listed OceanaGold Corporation. During his tenure at Archipelago Resources, Mr Engelbrecht took the
company from construction to production, before it was ultimately acquired for approximately £340m. Mr
Engelbrecht also spent 20 years at BHP Billiton, including as Chief Financial Officer of the group’s Diamond and
Specialty Products division. Mr Engelbrecht was the Managing Director of London AIM-listed Stratex International
PLC from September 2016 to November 2017.
Mr Paul Stephen (Executive Director) - Resigned 30 January 2019
Mr Stephen holds a Bachelor of Commerce from the University of Western Australia. He has more than 20 years
of experience in the financial services industry, starting as a portfolio manager at Perpetual Trustees in 1992 and
working subsequently as a Private Client Advisor with Porter Western and Macquarie Bank. Mr Stephen was a
significant shareholder and Senior Client Advisor at Montagu Stockbrokers prior to their merger with Patersons
Securities Ltd.
16
Big River Gold Limited
Annual Report
31 December 2019
Mr John Evans (Non-Executive Director) B.Comm (Hons), FCA, CPA, MAICD
Mr Evans holds a Commerce (Hons) degree from the University of Queensland, is a Fellow of Chartered
Accountants Australia & New Zealand and is a member of both CPA Australia and the Australian Institute of
Company Directors.
Mr Evans is currently the Principal of a Business Broking and Advisory practice, and advises a broad range of
businesses, in both the SME sector and larger corporate clients, on matters such as strategic planning, marketing,
governance, and financial analysis. Prior to this, Mr. Evans held a series of executive positions in Finance and
General Management in Australian public company groups over a 15 year period, in industries including
telecommunications, banking and insurance, superannuation and funds management, media, hospitality and
property development.
He has held several other non-executive directorships in Australian public companies, and is also a director of
several private companies, one not-for-profit organisation, and provides board consulting services to three other
company groups.
Mr Evans is Chairman of the Audit and Risk Committee and the Remuneration Committee.
Mr John Cathcart (Non-Executive Director) – Appointed 1 January 2020
Mr Cathcart has 30 years’ experience in mining and mining investment analysis and extensive experience in the
resources sector at a technical, corporate and financial level, working in gold, copper and nickel at several major
operations. He made the successful transition to the financial sector and broking in 1994 where he established a
very strong reputation with several brokers including Baillieu’s, BT, HSBC and CommSec before running the
Resources portfolio at Thorney Investments.
Mr Cathcart remains an investment manager at Thorney as well as a director of the recently established
stockbroking firm Rawson Lewis.
Mr Cathcart is a member of both the Audit and Risk Committee and the Remuneration Committee.
Mr Beau Nicholls (Non-Executive Director) – Appointed 1 January 2020
Mr Nicholls is a geologist and project manager with over 25 years of international experience and has worked in
over 20 countries including Australia, Eastern Europe, West Africa and South America and established a solid
technical and practical base to operate in challenging environments.
Mr Nicholls has a wide technical and corporate management experience at a senior level in gold exploration and
mining for both mining groups and international consulting groups. He spent 9 years working in Brazil and speaks
Portuguese fluently.
Mr Nicholls is a member of both the Audit and Risk Committee and the Remuneration Committee.
Andrew Beigel (Company Secretary) B.Comm, CPA
Mr Beigel has more than 25 years of corporate experience across a range of industries and has held executive
positions with other ASX listed companies in the resources sector. He has previously been involved in development
and funding of projects and bankable feasibility studies. Mr Beigel is a member of CPA Australia.
Shares and options issued during the financial period
The Company issued 815,047,033 shares during the year at an average price of $0.01 per share.
The Company issued 179,082,512 options (exercisable at $0.02, expiring 30 June 2022) during the year.
17
Big River Gold Limited
Annual Report
31 December 2019
Details of unissued shares under option at the date of this report are:
No. shares under
option
Class of shares under
option
Exercise price
($)
Expiry date of options
75,377,144
178,313,531
ordinary
ordinary
0.055
0.02
31-May-20
30-Jun-22
The issuing entity for all ordinary shares under option is Big River Gold Limited.
The holders of these options do not have the right, by virtue of the option, to participate in any share issue of the
Company.
Interests in the shares and options of the Company and related bodies corporate
As at the date of this report, the interests of the Directors in the shares and options of Big River Gold Limited are
as follows:
Director
Number of ordinary shares
Number of unlisted
options
S. Copulos (1)
A. Richards
J. Evans
J. Cathcart (2)
B. Nicholls (3)
(1) Resigned 1 January 2020
(2) Appointed 1 January 2020
(3) Appointed 1 January 2020
508,750,553
14,500,000
-
-
128,134,473
-
-
-
-
1,200,000
Dividends
The Directors do not recommend that a dividend be paid. No dividend has been paid by the Company (2018: Nil).
Principal activities
The principal activity of the Group during the financial period was mineral exploration and evaluation in Brazil.
Functional currency
For the purposes of the financial statements, the results and financial position of the Group are expressed in
Australian Dollars (“$”), which is the functional currency of the Group and the presentation currency of the
financial statements.
CORPORATE
During the year the Group raised $5,837,473 (before costs) through the issue of 558,747,301 ordinary shares.
Operating results for the period
The Group’s operating loss after income tax for the period was $2,037,513 (December 2018: loss of $14,106,714).
The Group’s basic loss per share for the year from continuing and discontinuing operations was 0.23 cents
(December 2018: loss per share of 3.14 cents).
Liquidity and Capital Resources
The Consolidated Statement of Cash Flows illustrates that there was an increase in cash and cash equivalents in
the year ended 31 December 2019 of $3,924,866 before foreign exchanges impacts (December 2018: decrease of
$2,065,057). The cash increase was largely a result of funds received from borrowings and capital raisings
exceeding payments for the Borborema DFS, exploration and general overheads.
Risk management
The Group takes a proactive approach to risk management. The Audit and Risk Committee is responsible for
ensuring that risks, and also opportunities, are identified on a timely basis and that the Group’s objectives and
activities are aligned with the risks and opportunities identified by the Board.
18
Big River Gold Limited
Annual Report
31 December 2019
Significant changes in the state of affairs
The state of affairs of the Group was not affected by any significant changes during the financial period not
otherwise stated in the report.
Environmental regulation and performance
The Group’s activities are subject to environmental regulations under Brazil federal and state legislation. However,
the Board believes that the Group has adequate systems in place for the management of its environmental
requirements and is not aware of any breach of those environmental requirements as they apply to the Group.
Significant events after the balance date
Following balance date the Company reviewed its board composition and succession planning and implemented
the following changes:
On 1 January 2020:
• Mr Stephen Copulos retired as Non-executive Chairman and was replaced by Mr Andrew Richards as
Executive Chairman;
• Mr Beau Nicholls and Mr John Cathcart were appointed as Non-executive Directors.
On 2 March 2020 the Company appointed Mr Luis Pablo Carlin Diaz as Vice President, Operations, for the wholly
owned Borborema project and based in Brazil.
On 20 March 2020 the Company issued 768,981 Shares for the conversion of Options (exercisable at $0.02, expiring
30 June 2021) which raised $15,379.
The outbreak of COVID-19 and the subsequent quarantine measures imposed by the Australian and other
governments as well as the travel and trade restrictions imposed by Australia and other countries in early 2020
have caused disruption to businesses and economic activity. The Group considers this to be a non-adjusting post
balance sheet event.
This has had a negative impact on the operations of the Group. The Group’s operations are located in Brazil and
travel by management and consultants from Australia is currently not possible due to the mandatory government
suspension of all international travel to contain the spread of the epidemic.
As the situation remains fluid (due to continuing changes in government policy and evolving business and customer
reactions thereto) as at the date these financial statements are authorised for issue, the directors of the Company
considered that the financial effects of COVID-19 on the Group's consolidated financial statements cannot be
reasonably estimated.
No other matter or circumstance has occurred subsequent to year end that has significantly affected, or may
significantly affect, the operations of the Company, the results of those operations or the state of affairs of the
entity in subsequent financial years.
Future developments
The Group will continue to focus on mineral exploration and development opportunities.
Indemnification and insurance of officers and auditors
During the financial year, the Group indemnified each of the Directors against all liabilities incurred by them as
Directors of the Company (and subsidiary companies) and all legal expenses incurred by them as Directors of the
Company (and subsidiary companies).
The indemnification is subject to various specific exclusions and limitations.
The Company provided Directors’ and Officers’ liability insurance during the year.
The Company did not provide any insurance or indemnification for the auditors of the Group.
19
Big River Gold Limited
Annual Report
31 December 2019
Remuneration Report - audited
This remuneration report outlines the Director and Executive remuneration arrangements of the Company and
the Group in accordance with the requirements of the Corporations Act 2001 (Cth) and its regulations. For the
purposes of this report, Key Management Personnel of the Group are defined as those persons having authority
and responsibility for planning, directing and controlling the major activities of the Company and the Group,
directly or indirectly, including any Director (whether executive or otherwise) of the Parent Company.
Directors and Key Management Personnel
The following persons acted as Directors and/or Key Management Personnel of the Group during or since the end
of the financial year:
Mr S. Copulos
Mr A. Vickerman
Mr M. Engelbrecht
Mr P. Stephen
Mr A. Richards
Mr J. Evans
Mr B. Nicholls
Mr J. Cathcart
Mr A. Beigel
Mr J. Nery
Ms D. Uchoa Lima
Mr P. Diaz
Chairman (Non-Executive) – appointed 28 February 2019, resigned 1 January 2020
Chairman (Non-Executive) – resigned 28 February 2019
Managing Director – resigned 28 February 2019
Director (Executive) – resigned 30 January 2019
Director (Executive) – appointed 28 February 2019;
Chairman (Executive) – appointed 1 January 2020
Director (Non-Executive)
Director (Non-Executive) – appointed 1 January 2020
Director (Non-Executive) – appointed 1 January 2020
Chief Financial Officer and Company Secretary
Country Manager – resigned 20 January 2020
Country Manager – appointed 1 January 2020
Vice President, Operations – appointed 2 March 2020
Remuneration policy
The remuneration policy of the Group is to ensure that remuneration packages of Directors and other Key
Management Personnel properly reflect the person’s duties and responsibilities and that remuneration is
competitive in attracting, retaining and motivating Directors and other Key Management Personnel of the Group.
As part of the remuneration policy the Group issues incentive options to Directors and other Key Management
Personnel. Apart from Non-Executive Directors, these options may require achieving specific performance targets
as a condition of vesting.
The aggregate sum available for remuneration of Non-Executive Directors is currently $460,000 per annum as
approved at a General Meeting of shareholders on 19 May 2016.
The tables below set out summary information about the Group’s earnings and movements in shareholder wealth
for the five most recent financial periods ending 31 December 2019:
Revenue (1)
Net loss before tax (1)(2)
Net loss after tax (1)(2)
31 Dec 2019
$
31 Dec 2018
$
31 Dec 2017
$
31 Dec 2016
$
-
2,037,513
2,037,513
-
14,106,714
14,106,714
1,622,246
4,919,210
4,881,024
6,179,204
8,340,951
8,584,038
31 Dec 2015
$
7,316,149
7,018,064
7,315,075
31 Dec 2019
cents
31 Dec 2018
cents
31 Dec 2017
cents
31 Dec 2016
cents
31 Dec 2015
cents
Share price at start of period
Share price at end of period
Interim dividend
Final dividend
Basic loss per share (1) (2)
Diluted loss per share (1) (2)
2.0
2.0
-
-
0.23
0.23
(1) From continuing and discontinued operations
(2) Restated for change in accounting policy
7.1
2.0
-
-
3.14
3.14
20
11.5
7.1
-
-
1.62
1.62
12.5
11.5
-
-
3.78
3.78
22.0
12.5
-
-
4.69
4.69
Big River Gold Limited
Annual Report
31 December 2019
Remuneration Report - audited (continued)
Bonuses and share-based payments granted as compensation for the current financial year
The Company received approval for the introduction of an employee share option scheme (the Plan) in 2008. The
plan was last re-approved at a meeting of shareholders on 12 May 2017, the details of which are set out below. In
the event of any inconsistency between the terms of the Plan and the summary set out below, the terms of the
Plan will prevail.
1. The Options can only be issued to Employees or Officers of the Company and its subsidiaries.
2.
3.
4.
5.
Each Option entitles the holder, on exercise, to one fully paid ordinary Share in the Company.
Shares issued on exercise of Options will rank equally with other fully paid ordinary Shares of the Company.
The exercise price and expiry date for the Options will be as determined by the Board (in its discretion) on
or before the date of issue.
The maximum number of Options that can be issued under the Plan is not to be in excess of 5% of the total
number of Shares on issue.
6. An Option may only be exercised after that Option has vested, after any conditions associated with the
exercise of the Option are satisfied and before its expiry date. The Board may determine the vesting period
(if any). On the grant of an Option the Board may, in its absolute discretion, impose other conditions on
the exercise of an Option.
7. An Option will lapse upon the first to occur of its expiry date, the holder acting fraudulently or dishonestly
in relation to the Company or related entities, or on certain conditions associated with a party acquiring a
90% interest in the Shares of the Company.
8. Upon an Optionholder ceasing to be a Director, employee or officer of the Company and its subsidiaries,
whether by termination or otherwise, the Optionholder has 45 days from the day of termination, or
otherwise, to exercise their Options before their Options lapse.
9.
If the Company enters into a scheme of arrangement, a takeover bid is made for the Company’s Shares, or
a party acquires a sufficient interest in the Company to enable them to replace the Board (or the Board
forms the view that one of those events is likely to occur), then the Board may declare an Option to be free
of any conditions of exercise. Options which are so declared may be exercised at any time on or before
they lapse.
10. Options may not be transferred other than in cases where the Options have vested, are within six months
of the expiry date of the Options, and the Options are transferred to an Associate of the Optionholder.
Quotation of Options on the ASX will not be sought. However, the Company will apply to the ASX for official
quotation of Shares issued on the exercise of Options.
11. There are no participating rights or entitlements inherent in the options and holders will not be entitled to
participate in new issues of capital offered to Shareholders during the currency of the options. However,
the Company will ensure that the record date for determining entitlements to any such issue will be at least
six ASX Business Days after the issue is announced.
12.
If the Company makes an issue of Shares to Shareholders by way of capitalisation of profits or reserves
(“Bonus Issue”), each Optionholder holding any Options which have not expired at the time of the Record
Date for determining entitlements to the Bonus Issue shall be entitled to have issued to him upon exercise
of any of those Options the number of Shares which would have been issued under the Bonus Issue (“Bonus
Shares”) to a person registered as holding the same number of Shares as that number of Shares to which
the Optionholder may subscribe pursuant to the exercise of those Options immediately before the Record
Date determining entitlements under the Bonus Issue (in addition to the Shares which he or she is otherwise
entitled to have issued to him or her upon such exercise).
13.
In the event of any reconstruction (including a consolidation, subdivision, reduction or return) of the issued
capital of the Company prior to the expiry of any Options, the number of Options to which each Option
holder is entitled, or the exercise price of his or her Options, or both, or any other terms will be
reconstructed in a manner determined by the Board which complies with the provisions of the ASX Listing
Rules.
21
Big River Gold Limited
Annual Report
31 December 2019
Remuneration Report - audited (continued)
As at end of the financial year, the following share-based payments were in existence and had been issued as
compensation:
Options series
Grant date
Expiry date
Exercise
Price
$
45. Issued 30 May 2018¹
46. Issued 30 May 2018¹
47. Issued 30 May 2018¹
30-May-2018
30-May-2018
30-May-2018
0.30
0.30
0.30
30-Nov-2022
30-Nov-2022
30-Nov-2022
Grant date
fair value
$
0.0089
0.0089
0.0089
Vesting date
30-Nov-2022
30-Nov-2022
30-Nov-2022
(1) Where the recipient employee ceases service with the Group prior to vesting date, under item 8 of the Plan, they have
45 days from the date of cessation of services to exercise their options before their options are deemed to have lapsed.
Key terms of employment contracts
Marcus Engelbrecht (resigned 28 February 2019) was contracted as the Managing Director of the Group.
Remuneration was as follows:
•
•
•
salary package of US$360,000 per annum inclusive of base salary, superannuation contributions, taxes
and non cash benefits
20 days’ annual leave per annum and statutory long service leave entitlements
6 months’ notice period
Paul Stephen (resigned 30 January 2019) was engaged as an Executive Director.
Remuneration was as follows:
•
•
•
gross base salary of $350,000 per annum plus statutory superannuation
20 days’ annual leave per annum and statutory long service leave entitlements
3 months’ notice period
Andrew Richards (appointed 28 February 2019) is engaged as an Executive Chairman (from 1 January 2020).
Remuneration is as follows:
•
•
•
•
gross base salary of $150,000 per annum inclusive of statutory superannuation
5,000,000 fully paid ordinary shares issued for no cash subscription
20 days’ annual leave per annum
3 months’ notice period
Andrew Beigel is employed as the Chief Financial Officer and Company Secretary.
Remuneration is as follows:
•
•
•
gross base salary of $170,000 per annum plus statutory superannuation
20 days’ annual leave per annum and statutory long service leave entitlements
3 months’ notice period
Julio Nery (resigned 20 January 2020) was engaged as Country Manager.
Remuneration was as follows:
• Gross salary BRL693,951 per annum
•
20 days’ annual leave per annum
•
3 months’ notice period
Diana Uchoa Torres Lima (appointed 1 January 2020) is engaged as Country Manager.
Remuneration is as follows:
• Gross salary BRL240,000 per annum
•
20 days’ annum leave per annum
•
3 months’ notice period
Pablo Diaz (appointed 3 March 2020) is engaged as Vice President, Operations.
Remuneration is as follows:
• Gross salary BRL750,000 per annum increasing to BRL850,000 upon securement of Project Finance
•
2 month notice period
22
Big River Gold Limited
Annual Report
31 December 2019
Remuneration Report - audited (continued)
Remuneration of Directors and Key Management Personnel for the year ended 31 December 2019 and
comparatives are shown over the next two pages:
Remuneration of Directors and Key Management Personnel for the year ended 31 December 2019:
Short-term employee benefits
Cash
bonus
Salary &
Fees
$
Other
benefits
$
Post emp.
benefits
Share-based
payments
Super-
annuation
$
Ordinary
Shares
$
Value of share
based
payment as
proportion of
remuneration
%
Proportion of
remuneration
performance
related
%
Directors
S. Copulos¹
28 February to 31 Dec 2019
A. Vickerman2
1 January to 28 Feb 2019
A. Richards3
28 February to 31 Dec 2019
P. Stephen4
1 January to 30 January 2019
J. Evans
12 months to 31 Dec 2019
M. Engelbrecht5
1 January to 28 Feb 2019
41,667
20,000
41,667
29,167
61,677
85,040
Total Directors
12 months to 31 Dec 2019
279,207
Key Management Personnel
A. Beigel
12 months to 31 Dec 2019
J. Nery6
12 months to 31 Dec 2019
Total Key Management
Personnel
12 months to 31 Dec 2019
Total Directors and Key
Management Personnel
12 months to 31 Dec 2019
170,000
253,153
423,153
702,361
-
-
-
-
-
-
-
-
-
-
-
$
-
-
-
-
-
-
-
-
-
-
-
Total
$
41,667
20,000
-
-
0%
0%
50,000
91,677
55%
-
-
-
30,878
64,517
64,517
0%
0%
0%
-
-
-
1,711
2,850
-
0%
0%
0%
0%
0%
0%
4,561
50,000
333,768
15%
15%
16,150
-
16,150
-
-
-
186,150
253,153
0%
0%
0%
0%
439,303
0%
0%
20,711
50,000
773,072
6%
6%
(1) Mr S. Copulos was appointed 28 February 2019; resigned 1 January 2020.
(2) Mr A. Vickerman resigned 28 February 2019.
(3) Mr A. Richards was appointed 28 February 2019.
(4) Mr P. Stephen resigned 30 January 2019.
(5) Mr M. Engelbrecht resigned 28 February 2019.
(6) Mr J. Nery resigned 20 January 2020.
23
Big River Gold Limited
Annual Report
31 December 2019
Remuneration Report – audited (continued)
Remuneration of Directors and Key Management Personnel for the year ended 31 December 2018:
Short-term employee benefits
Cash
Other
Salary &
bonus
benefits
Fees
$
$
$
Post emp.
benefits
Super-
annuation
$
Share-based
payments
Options
$
Total
$
Value of
options as
proportion of
remuneration
%
Proportion of
remuneration
performance
related
%
Directors
S. Copulos¹
1 January to 17 April 2018
A. Vickerman2
16 April 2018 to 31 Dec 2018
P. Stephen
12 months to 31 Dec 2018
J. Evans
12 months to 31 Dec 2018
M. Ferreira3
1 January to 16 April 2018
J. Rogers4
1 January to 16 April 2018
35,667
84,767
350,000
60,833
21,288
17,667
M. Engelbrecht
12 months to 31 Dec 2018
481,348
Total Directors
12 months to 31 Dec 2018
1,051,569
Key Management Personnel
A. Beigel
12 months to 31 Dec 2018
J. Nery
12 months to 31 Dec 2018
Total Key Management
Personnel
12 months to 31 Dec 2018
Total Directors and Key
Management Personnel
12 months to 31 Dec 2018
176,538
241,695
418,233
1,469,802
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
19,657
2,890
-
-
-
-
-
-
-
-
-
35,667
84,767
369,657
63,723
21,288
17,677
20,625
501,973
0%
0%
0%
0%
0%
0%
4%
0%
0%
0%
0%
0%
0%
4%
22,547
20,625
1,094,741
2%
2%
16,771
-
16,771
-
-
-
193,309
241,695
0%
0%
0%
0%
435,004
0%
0%
39,318
20,625
1,529,745
1%
1%
(1) Mr S. Copulos resigned 17 April 2018.
(2) Mr A. Vickerman was appointed 16 April 2018; resigned 28 February 2019.
(3) Mr M. Ferreira resigned 16 April 2018.
(4) Mr J. Rogers resigned 16 April 2018.
24
Big River Gold Limited
Annual Report
31 December 2019
Remuneration Report – audited (continued)
Compensation options granted and vested during the period (consolidated)
No compensation options issued to Directors and Key Management Personnel “KMP” vested during the year ended
31 December 2019 (2018: nil).
Shares issued on Exercise of Compensation Options
During the year, no Directors or Key Management Personnel exercised options that were granted to them as part
of their compensation (2018: nil).
Value of options issued to Key Management Personnel
During the current financial period there were no options granted (2018: 17,622,977) to Directors and Key
Management Personnel related to share-based payments compensation. No options granted to Directors or Key
Management Personnel were exercised during the year. Details of options granted to Directors or Key
Management Personnel as part of remuneration which lapsed during the year are included in the table below. In
the prior year 4,885,000 options lapsed and no options were forfeited.
Options holdings of Directors and Key Management Personnel (“KMP”)
Balance at
1 Jan 19
Granted
as
remunera
tion
Options
lapsed
Net Other
Changes
Balance at
31 Dec 19
Not vested
and not
exercisable
at 31 Dec 19
Vested and
exercisable at
31 Dec 19
Options
vested during
the period
Directors
S. Copulos.
A.Vickerman1
P. Stephen2
J. Evans
M. Engelbrecht3
A.Richards
KMP
A. Beigel
J. Nery
Total
18,134,472
832,854
-
-
18,213,654
-
-
-
37,180,980
-
-
-
-
-
-
-
-
-
-
-
-
-
(17,622,977)
-
110,000,001
-
-
-
-
-
128,134,473
832,854
-
-
590,677
-
-
-
(17,622,977)
633,334
-
110,633,335
633,334
-
130,191,338
-
-
-
-
-
-
-
-
-
128,134,473
832,854
-
-
590,677
-
100,000,001
-
-
-
-
-
633,334
-
130,191,338
633,334
-
110,633,335
Balance at
1 Jan 18
Granted as
remunerati
on
Options
lapsed
Net Other
Changes
Balance at
31 Dec 18
500,000
-
500,000
330,000
3,000,000
-
330,000
-
-
-
-
-
17,622,977
-
(500,000)
-
(500,000)
(330,000)
(3,000,000)
-
(330,000)
18,134,472
832,854
-
-
590,677
-
18,134,472
832,854
-
-
-
18,213,654
-
Not vested
and not
exercisable
at 31 Dec 18
-
-
-
-
-
17,622,977
-
225,000
-
4,885,000
-
-
17,622,977
(225,000)
-
(4,885,000)
-
-
19,558,003
-
-
37,180,980
-
-
17,622,977
Vested and
exercisable at
31 Dec 18
Options
vested during
the period
18,134,472
832,854
-
-
-
590,677
-
-
-
19,558,003
18,134,472
832,854
-
-
-
590,677
-
-
-
19,558,003
Directors
S. Copulos
A. Vickerman
P. Stephen
J. Evans
J. Rogers
M. Engelbrecht
M. Ferreira
KMP
A. Beigel
J. Nery
Total
(1) Mr A. Vickerman resigned 28 February 2019.
(2) Mr P. Stephen resigned 30 January 2019.
(3) Mr M. Engelbrecht resigned 28 February 2019.
(4) Mr A. Richards was appointed 28 February 2019.
25
Big River Gold Limited
Annual Report
31 December 2019
Remuneration Report – audited (continued)
Share holdings of Directors and Key Management Personnel (“KMP”)
Directors
S. Copulos1
A. Vickerman2
M. Engelbrecht3
P. Stephen4
A. Richards5
J. Evans
KMP
A. Beigel
J. Nery
Total
Directors
S. Copulos
A. Vickerman
M. Engelbrecht
P. Stephen
J. Evans
M. Ferreira
J.Rogers
KMP
A. Beigel
J. Nery
Total
Balance at
1 Jan 19
104,771,102
1,665,709
2,721,354
3,543,780
-
-
308,458
-
113,010,403
Balance at
1 Jan 18
62,348,312
-
-
3,543,780
-
-
206,000
308,458
-
66,406,550
Shares issued
on exercise of
options
Shares
Purchased
Net Other
Changes
Shares
Sold
Balance at
31 Dec 19
-
-
-
-
-
-
-
-
-
153,879,719
-
-
-
9,500,000
-
250,099,732
-
-
-
5,000,000
1,200,000
1,900,000
-
165,279,719
-
-
256,299,732
Shares issued
on exercise of
options
Shares
Purchased
Net Other
Changes
Shares
Sold
-
-
-
-
-
-
-
-
-
-
42,422,790
1,665,709
2,721,354
-
-
-
-
-
-
46,809,853
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
508,750,553
1,665,709
2,721,354
3,543,780
14,500,000
1,200,000
2,208,458
-
534,589,854
Balance at
31 Dec 18
104,771,102
1,665,709
2,721,354
3,543,780
-
-
206,000
308,458
-
113,216,403
(1) Mr S. Copulos resigned 1 January 2020.
(2) Mr A. Vickerman resigned 28 February 2019.
(3) Mr M. Engelbrecht resigned 28 February 2019.
(4) Mr P. Stephen resigned 30 January 2019.
(5) Mr A. Richards was appointed 28 February 2019.
Convertible note holdings of Directors and Key Management Personnel
During the year related parties of Mr Stephen Copulos converted $2,400,000 of Convertible Notes held with the
Company plus accrued interest. The conversion was completed in April 2019 ($900,000) and September 2019
($1,500,000) in accordance with the terms of the Convertible Notes and at the price of $0.01 per share.
Loans to Directors and Key Management Personnel
There were no loans to any Directors or Key Management Personnel during the year (2018: nil).
Specific transactions with Directors and Key Management Personnel
There were no transactions with any Directors or Key Management Personnel that were more favourable than
those available, or which might reasonably be expected to be available, to non-related parties on an arm’s length
basis.
This ends the audited Remuneration Report.
26
Big River Gold Limited
Annual Report
31 December 2019
Directors’ benefits
No Director of the Company has received, or become entitled to receive, any benefit because of a contract that
the Director, or a firm of which the Director is a member, or an entity in which the Director has substantial financial
interest, made with the Company, or with an entity that the Company controlled, or with a body corporate that
was related to the Company, other than the benefits included in the aggregate amount of emoluments received,
or due and receivable, by the Directors and disclosed in Note 7 to the Financial Statements.
Corporate governance
In recognising the need for high standards of corporate behaviour and accountability, the Directors support and
have substantially adhered to the best practice recommendations set by the ASX Corporate Governance Council.
The Company’s corporate governance policies are all available on
www.bigrivergold.com.au.
the Company’s website at
Committee memberships
The Company maintains an Audit and Risk Committee and a Remuneration Committee which consist of the
following Directors:
Audit and Risk Committee
J. Evans (Chairman)
J. Cathcart
B. Nicholls
Remuneration Committee
J. Evans (Chairman)
J. Cathcart
B. Nicholls
Meetings of Directors
The number of Directors’ meetings held during the financial year and the numbers of meetings attended by each
Director were:
Directors
S. Copulos
A. Richards
J. Evans
A. Vickerman
M. Engelbrecht
P. Stephen
Directors’ meetings
Eligible
6
6
13
7
7
2
Attended
6
6
12
7
7
1
Remuneration
Committee meetings
Attended
Eligible
-
-
-
-
-
-
-
-
-
-
-
-
Audit and Risk
Committee meetings
Attended
Eligible
1
1
-
-
1
1
-
-
-
-
-
-
Auditor’s independence
The auditor’s independence declaration for the financial year ended 31 December 2019 has been received and is
to be found on page 72.
Non-audit services
No non-audit services were provided by the entity’s auditor, Deloitte Touche Tomatsu, and no fees were paid or
are payable to Deloitte Touch Tohmatsu for non-audit services for the financial year ended 31 December 2019.
This report is signed in accordance with a resolution of the directors made pursuant to Section 298(2) of the
Corporations Act 2001.
On behalf of the directors
Andrew Richards
Executive Chairman
Perth, 31 March 2020
27
Big River Gold Limited
Annual Report
31 December 2019
Competent Person Statement
Borborema mineral resource estimate
The information in this report that relates to the mineral resource estimate for the Borborema Project was first
reported in accordance with ASX Listing Rule 5.8 on 24 July 2017. Big River Gold (previously Crusader Resources
Limited) confirms that it is not aware of any new information or data that materially affects the information
included in the announcement of 24 July 2017 and that all material assumptions and technical parameters
underpinning the Mineral Resource estimate continue to apply and have not materially changed.
Borborema ore reserve estimate
The information in this announcement that relates to the Ore Reserve estimate for the Borborema Gold Project was
first reported in accordance with ASX Listing Rule 5.9 on 6 March 2018, 29 March 2018 and 11 April 2018.
The Ore Reserve that was included in the Stage 1 Mining Schedule for the December 2019 Definitive Feasibility
Study (DFS) is based on and fairly represents information compiled by Porfirio Cabaleiro Rodriguez, BSc. (MEng),
MAIG. Mr. Cabaleiro is employed by GE21 and has sufficient experience that 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. The Project's design, optimisation and scheduling for Stage 1 was undertaken by GE21 in December
2019. Mr Rodriguez is a member of the Australian Institute of Geoscientists and consents to the inclusion in this
announcement of the matters based on his information in the form and context in which it appears.
28
Big River Gold Limited
Annual Report
31 December 2019
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2019
Continuing operations
Gross Profit
Note
Consolidated
Dec
2019
$
Dec
2018
$
-
-
Other income
Fair value gain on equity investment at FVPL
3
11
313,959
2,250,000
Administration
Corporate expenses
Finance costs
Depreciation and amortisation
Exploration and evaluation
Unrealised foreign exchange (loss)/gain
Other expenses from ordinary activities
Loss before income tax
Income tax (expense)/benefit
Net loss from continuing operations
3
3
3
3
5
(586,361)
(2,136,710)
(396,020)
(38,294)
(21,860)
(48,896)
(952,661)
(1,616,843)
-
(1,616,843)
160,744
-
(1,141,143)
(4,464,440)
(469,994)
(31,331)
(49,501)
(103,535)
(20,625)
(6,119,825)
-
(6,119,825)
Discontinued Operations
Net profit/(loss) from discontinued operations
Net loss for the year
Other comprehensive income
Items that may be reclassified subsequently to profit or loss
23
(420,670)
(2,037,513)
(7,986,889)
(14,106,714)
Exchange differences arising on translation of foreign operations
Net fair value (loss) on available-for-sale assets taken to equity
(127,207)
-
(908,638)
-
Other comprehensive (loss)/income for the year, net of income tax
(127,207)
(908,638)
Total comprehensive loss for the year attributable to owners of
the parent
(2,164,720)
(15,015,352)
Loss per share from continuing operations
Basic (cents per share)
Diluted (cents per share)
Loss per share from continuing and discontinued operations
Basic (cents per share)
Diluted (cents per share)
18
18
18
18
(0.18)
(0.18)
(0.23)
(0.23)
(1.35)
(1.35)
(3.14)
(3.14)
The above Consolidated Statement of Profit or Loss and Other Comprehensive Income is to be read in conjunction with the
Notes to the Financial Statements.
29
Big River Gold Limited
Annual Report
31 December 2019
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2019
Current Assets
Cash and cash equivalents
Trade and other receivables
Other current assets
Assets classified as held for sale
Total Current Assets
Non-Current Assets
Exploration and evaluation assets
Property, plant and equipment
Right-of-use asset
Total Non-Current Assets
Total Assets
Current Liabilities
Trade and other payables
Borrowings
Lease liability - current
Liabilities directly associated with assets classified as held for sale
Total Current Liabilities
Non-Current Liabilities
Trade and other payables
Lease liability – non-current
Total Non-Current Liabilities
Total Liabilities
Net Assets
Equity
Total equity attributable to equity holders of the Company
Issued capital
Reserves
Retained earnings
Total Equity
Note
Consolidated
Dec
2019
$
24(a)
10
23
4,313,096
150,207
439,698
-
Dec
2018
$
432,228
88,428
239,798
1,535,587
4,903,001
2,296,041
12
13
2
20,848,286
85,742
24,936
19,325,779
113,713
-
20,958,964
19,439,492
25,861,965
21,735,533
14
4
2
23
14
2
564,476
-
21,974
-
1,850,411
1,247,859
-
35,587
586,450
3,133,857
620,355
10,133
660,775
-
630,488
660,775
1,216,938
3,794,632
24,645,027
17,940,901
15
16
17
94,022,742
10,630,643
(80,008,358)
86,352,263
9,547,702
(77,959,064)
24,645,027
17,940,901
The above Consolidated Statement of Financial Position is to be read in conjunction with the Notes to the Financial
Statements.
30
Big River Gold Limited
Annual Report
31 December 2019
Consolidated
Attributable to equity holders of the parent
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE FINANCIAL YEAR 31 DECEMBER 2019
Issued Capital
Retained
Earnings
At 1 January 2019
Adjustment on change in accounting policy as
a result of adopting AASB 161
At 1 January 2019 (restated)
Other comprehensive loss for the year
Loss for the year
$
86,352,263
86,352,263
-
-
$
(77,959,064)
(11,781)
(77,970,845)
-
(2,037,513)
Foreign
Currency
Translation
Reserve
$
(1,580,173)
(1,580,173)
(127,207)
-
Total comprehensive loss for the year
-
(2,037,513)
(127,207)
Shares issued
Share issued upon exercise of options
Share issue costs
Conversion of Convertible Note
Issuance of Convertible Note
Share Based Payments
5,837,473
-
(729,992)
2,400,000
162,998
-
-
-
-
-
-
-
-
-
-
Reserves
Share Based
Payments
Reserve
$
10,970,147
10,970,147
-
-
-
-
-
-
-
1,250,861
At 31 December 2019
94,022,742
(80,008,358)
(1,707,380)
12,221,008
The above Consolidated Statement of Changes in Equity is to be read in conjunction with the Notes to the Financial Statements.
(1)
See Note 2 for details of the restatement as a result of a change in accounting policy
Investment
Revaluation
Reserve
$
-
-
-
-
-
-
-
-
-
-
-
-
Other Reserve
Total Equity
$
157,728
157,728
-
-
$
17,940,901
(11,781)
17,929,120
(127,207)
(2,037,513)
-
(2,164,720)
-
-
-
(153,375)
112,662
-
5,837,473
-
(729,992)
2,246,625
112,662
1,413,859
117,015
24,645,027
31
Big River Gold Limited
Annual Report
31 December 2019
Consolidated
Attributable to equity holders of the parent
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE FINANCIAL YEAR 31 DECEMBER 2019 (CONTINUED)
Issued Capital
Retained
Earnings
At 1 January 2018
Adjustment on change in accounting policy as
a result of adopting AASB9
At 1 January 2018 (restated)
Other comprehensive loss for the year
Loss for the year
$
78,681,768
78,681,768
-
-
$
(63,869,350)
17,000
(63,852,350)
-
(14,106,714)
Foreign
Currency
Translation
Reserve
$
(671,535)
(671,535)
(908,638)
-
Total comprehensive loss for the year
-
(14,106,714)
(908,638)
Shares issued
Share issue costs
Conversion of Convertible Notes
Issuance of Convertible Note
Share Based Payments
8,893,103
(1,222,608)
-
-
-
-
-
-
-
-
-
-
Reserves
Share Based
Payments
Reserve
Investment
Revaluation
Reserve
Other Reserve
Total Equity
$
10,223,297
10,223,297
-
-
-
-
-
-
746,850
$
17,000
(17,000)
-
-
-
-
-
-
-
-
-
$
149,369
149,369
-
-
$
24,530,550
-
24,530,550
(908,638)
(14,106,714)
-
(15,015,352)
-
-
(149,369)
157,728
8,893,104
(1,222,608)
(149,369)
157,728
746,850
157,728
17,940,901
At 31 December 2018
86,352,263
(77,959,064)
(1,580,173)
10,970,147
The above Consolidated Statement of Changes in Equity is to be read in conjunction with the Notes to the Financial Statements.
32
Big River Gold Limited
Annual Report
31 December 2019
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2019
Cash flows from operating activities
Receipts from customers
Payments to suppliers and employees
Finance Costs
Income taxes paid
Note
Consolidated
Dec
2019
$
Dec
2018
$
-
(3,741,565)
(125,000)
-
-
(5,079,809)
(123,945)
-
Net cash (used in) operating activities
24(b)
(3,866,565)
(5,203,754)
Cash flows from investing activities
Interest received
Receipts for disposal of property, plant and equipment
Payment for exploration and evaluation
Proceeds from sale of equity investments
Proceeds from term deposit maturity
Net cash used in investing activities
Cash flows from financing activities
Proceeds from issues of equity securities
Costs of issuing securities
Proceeds from borrowings
Repayment of borrowings
Repayment of lease liabilities
Proceeds from issue of convertible notes
Net cash provided by financing activities
Net increase/(decrease) in cash and cash equivalents
Cash and cash equivalents at the beginning of the financial year
Effect of exchange rate fluctuations on cash held in foreign
currencies
11,384
1,144,835
(2,491,650)
2,750,000
-
10,827
146,989
(2,090,196)
7,839
121,661
1,414,569
(1,802,880)
5,837,473
(431,792)
750,000
(750,000)
(28,819)
1,000,000
5,730,232
(688,655)
1,400,000
(1,500,000)
-
-
6,376,862
4,941,577
3,924,866
432,228
(2,065,057)
2,632,054
(43,998)
(134,769)
15
2
Cash and cash equivalents at the end of the financial year
24(a)
4,313,096
432,228
The above Consolidated Statement of Cash Flows is to be read in conjunction with the Notes to the Financial
Statements.
33
Big River Gold Limited
Annual Report
31 December 2019
Notes to the Annual Financial Statements
1.
GENERAL INFORMATION
Big River Gold Limited (“the Parent Entity” or “Big River” or “the Company”), previously Crusader Resources Limited, is a
listed public company incorporated in Australia and operating in Australia and Brazil. The address of the Company’s
registered office and principal place of business is Level 29, 221 St Georges Terrace, Perth, Western Australia. The
Consolidated Financial Statements of the Company as at, and for the financial year ended 31 December 2019 comprise
those of the Company and its subsidiaries (together referred to as the “the Consolidated Entity” or “the Group”). The
Group is involved primarily in the mineral exploration industry.
2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(a)
Statement of compliance
For the purpose of preparing the Consolidated Financial Statements, the Company is a “for profit” entity. The Financial
Report is a General Purpose Financial Report which has been prepared in accordance with Accounting Standards
(including Interpretations) and the Corporations Act 2001 (Cth). Accounting Standards include Australian Accounting
Standards. Compliance with the Australian Accounting Standards ensures the Consolidated Financial Report of the Group
complies with International Financial Reporting Standards (“IFRSs”).
(b)
Basis of preparation
The Financial Report has also been prepared on an accruals basis and historical cost basis, except for available-for-sale
investments which have been measured at fair value. Cost is based on the fair value of the consideration given in
exchange for assets. All amounts are presented in Australian dollars unless otherwise noted.
The Financial Statements were approved by the Board of Directors on 31 March 2020.
Changes in significant accounting policies
AASB 16 Leases
The Company has adopted AASB 16: Leases from 1 January 2019. AASB 16 introduced a single, on balance sheet
accounting model for lessees. As a result, the Company as a lessee, will recognise right-of-use assets representing its
rights to use the underlying assets and lease liabilities representing its obligation to make lease payments.
The changes in the Company’s accounting policies are set out below:
Significant accounting policy
The Company, as a lessee, will assess whether a contract is, or contains, a lease under AASB 16. A contract is, or contains,
a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for
consideration.
If the contract is assessed to be, or contains, a lease, the Company will recognise a right-of-use asset and a lease liability
at the lease commencement date. The right-of-use asset is initially measured at cost, and subsequently at cost less any
accumulated depreciation and impairment losses and adjusted for certain remeasurements of the lease liability.
Depreciation is based on the straight-line method from the commencement date to the earlier of the end of the useful
life of the right-of-use asset or the end of the lease term.
The leases liability is initially measured at the present value of the lease payments that are not paid at the
commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined,
the Company' s incremental borrowing rate. Generally, the Company uses its incremental borrowing rate as the discount
rate.
34
Big River Gold Limited
Annual Report
31 December 2019
Notes to the Annual Financial Statements
The lease liability is subsequently increased by the interest cost on the lease liability, offset by lease payments made. It
is remeasured when there is a change in future lease payments arising from a change in an index or rate, a change in the
estimate of the amount expected to be payable under a residual value guarantee, or as appropriate, changes in the
assessment of whether a purchase or extension option is reasonably certain to be exercised or a termination option is
reasonably certain not to be exercised.
Recognition exemption - Short-term leases and leases of low-value assets
The Company has elected not to recognise right-of-use assets and lease liabilities for short-term leases with a lease term
of 12 months or less and leases for low-value assets. The Company will recognise the payments associated with these
leases as an expense on a straight-line basis over the lease term.
Impact on transition
The Group has adopted AASB 16 Leases retrospectively from 1 January 2019 but has not restated comparatives for the
2018 reporting period, as permitted under the specific transitional provisions in the standard. The reclassifications and
the adjustments arising from the new leasing rules are therefore recognised in the opening balance sheet on 1 January
2019.
The difference between the Lease Liability and the Right of Use Asset on date of initial application being 1 January 2019
was adjusted to retained earnings as follows:
Operating lease commitments disclosed at 31 December 2018
Present value of discounting lease debt at 1 January 2019
Less: Short-term leases
Add: operating lease renewals
Lease Liability recognised on 1 January 2019
Value of Lease Liabilities on 1 January 2019 – measured based on
the present value of the remaining lease payments using the
lessee’s incremental borrowing rate at the date of initial
application
Right-of-Use Asset on 1 January 2019 – measured as if the
Standard had been applied since the commencement date of the
lease using the lessee’s incremental borrowing rate at the date of
initial application
Adjustment to Retained Earnings on 1 January 2019
64,549
58,164
(39,599)
34,720
53,285
53,285
41,504
11,781
Movement in Right of-Use Assets and Lease Liabilities for the year end 31 December 2019:
Right-of-Use Asset on 1 January 2019
Less Amortisation
Right-of-Use Asset as at 31 December 2019
Lease Liability on 1 January 2019
Less Lease Payments1
Plus Interest
Lease Liability as at 31 December 2019
(1)
Lease payments in the Statement of Cash Flows amount to $28,819
41,504
(16,568)
24,936
53,285
(28,819)
7,641
32,107
35
Big River Gold Limited
Annual Report
31 December 2019
Notes to the Annual Financial Statements
Going concern
The financial report has been prepared on the going concern basis, which contemplates the continuity of normal business
activity and the realisation of assets and the settlement of liabilities in the normal course of business.
The Group incurred a loss of $2,037,513 (2018: loss of $14,106,714 which was inclusive of a $7,986,889 non-cash
impairment charge) and experienced net cash outflows from operating and investing activities of $2,451,996 (2018:
outflow of $7,006,634) for the year ended 31 December 2019. As at this date, the Group had a net current asset position
of $4,316,551 (31 December 2018: net current liabilities of $837,816). Cash and cash equivalents totalled $4,313,096 as
at 31 December 2019 (31 December 2018: $432,228).
The Directors of the Company are committed to progressing the Borborema Project. Subsequent to year end the Group
appointed two new Directors and a Vice President, Operations, to focus on bringing Borborema into development.
The Directors have prepared a cash flow forecast for the Group out to 31 March 2021 which indicates the Group
currently holds sufficient working capital to meet the expected cash outflows over this period based on budgeted
operational requirements, which includes development expenditure related to the Borborema Gold Project.
As at the date of signing this half year financial report, the Directors are managing the Group’s cash flow requirements
closely and continue to implement strategies that will streamline business processes and reduce ongoing expenditure.
The Directors consider that the Company has a demonstrated a track record of successfully raising capital and expect
that the Company will continue to do so in the future to support the Group’s monthly cash flow requirements, including
repayment of amounts due to creditors and other parties and the continued exploration and development spend
committed at the Group’s key projects.
As a result of the above, the Directors have prepared these financial statements on a going concern basis.
(c)
Basis of consolidation
The Consolidated Financial Statements incorporate the Financial Statements of the Company and the entities controlled
by the Company (its subsidiaries). Subsidiaries are entities controlled by the Group. Control exists when the Group has
power over the investee, is exposed to, or has right to, variable returns from its involvement with the investee, and has
the ability to use its power to affect its returns. When the Group has less than a majority of the voting rights of an
investee, it has power over the investee when the voting rights are sufficient to give it the practical ability to direct the
relevant activities of the investee unilaterally. The Financial Statements of subsidiaries are included in the Consolidated
Financial Statements from the date that control commences until the date that control ceases.
In preparing the Consolidated Financial Statements, all inter-company balances and transactions, income and expenses,
profit and losses resulting from intra-group transactions have been eliminated in full.
(d)
Foreign currency
The individual Financial Statements of each Group entity are presented in the currency of the primary economic
environment in which the entity operates (its functional currency). For the purpose of the Consolidated Financial
Statements, the results and financial position of each entity are expressed in Australian dollars, which is the functional
currency of Big River Gold Limited and the presentation currency for the Consolidated Financial Statements. The
functional currencies of Crusader do Brasil Mineração Ltda, Cascar Mineração Ltda and Crusader do Nordeste Mineração
Ltda are Brazilian Real (BRLs).
In preparing the Financial Statements of the individual entities, transactions in currencies other than the entity’s
functional currency (foreign currencies) are recorded at the rates of exchange prevailing on the dates of the transactions.
At each reporting date, monetary items denominated in foreign currencies are retranslated at the rates prevailing at the
reporting date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at
the rates prevailing on the date when the fair value was determined. Non-monetary items that are measured in terms
of historical cost in a foreign currency are not retranslated.
36
Big River Gold Limited
Annual Report
31 December 2019
Notes to the Annual Financial Statements
Exchange differences are recognised in profit or loss in the period in which they arise except for:
•
exchange differences on monetary items receivable from, or payable to, a foreign operation, for which
settlement is neither planned or likely to occur, which form part of the net investment in a foreign operation,
and which are recognised in the Foreign Currency Translation Reserve and recognised in profit or loss on
disposal of the net investment.
On consolidation, the assets and liabilities of the Group’s foreign operations are translated into Australian dollars at
exchange rates prevailing on the reporting date. Income and expense items are translated at the average exchange rates
for the period, unless exchange rates fluctuated significantly during that period, in which case the exchange rates at the
dates of the transactions are used. Exchange differences arising, if any, are recognised in Other Comprehensive Income
and accumulated in equity.
(e)
Financial Instruments
The Group classifies its financial assets in the following measurement categories:
Classification
•
•
those to be measured subsequently at fair value (either through OCI, or through profit or loss); and
those to be measured at amortised cost.
The classification depends on the entity’s business model for managing the financial assets and the contractual terms of
the cash flows.
For assets measured at fair value, gains and losses will either be recorded in profit or loss or OCI. For investments in
equity instruments that are not held for trading, this will depend on whether the Group has made an irrevocable election
at the time of initial recognition to account for the equity investment at fair value through other comprehensive income
(FVOCI).
The Group reclassifies debt investments when and only when its business model for managing those assets changes.
Measurement
At initial recognition, the Group measures a financial asset at its fair value plus, in the case of a financial asset not at fair
value through profit or loss (FVPL), transactions costs that are directly attributable to the acquisition of the financial
asset. Transaction costs of financial assets carried at FVPL are expensed in profit or loss.
Financial assets with embedded derivatives are considered in their entirety when determining whether their cash flows
are solely payment of principal and interest.
Debt Instruments
Subsequent measurement of debt instruments depends on the Group’s business model for managing the asset and the
cash flow characteristics of the asset. There are three measurement categories into which the Group classifies its debt
instruments:
•
Amortised cost: Assets that are held for collection of contractual cash flows where those cash flows represent
solely payments of principal and interest are measured at amortised cost. Interest income from these financial
assets is included in finance income using the effective interest rate method. Any gain or loss arising on
derecognition is recognised directly in profit or loss and presented in other gains/(losses), together with foreign
exchange gains and losses. Impairment losses are presented as separate line item in the statement of profit or
loss.
37
Big River Gold Limited
Annual Report
31 December 2019
Notes to the Annual Financial Statements
•
•
FVOCI: Assets that are held for collection of contractual cash flows and for selling the financial assets, where the
assets’ cash flows represent solely payments of principal and interest, are measured at FVOCI. Movements in
the carrying amount are taken through OCI, except for the recognition of impairment gains or losses, interest
revenue and foreign exchange gains and losses which are recognised in profit or loss. When the financial asset
is derecognised, the cumulative gain or loss previously recognised in OCI is reclassified from equity to profit or
loss and recognised in other gains/(losses). Interest income from these financial assets is included in finance
income using the effective interest rate method. Foreign exchange gains and losses are presented in other
gains/(losses) and impairment expenses are presented as separate line item in the statement of profit or loss.
FVPL: Assets that do not meet the criteria for amortised cost or FVOCI are measured at FVPL. A gain or loss on a
debt investment that is subsequently measured at FVPL is recognised in profit or loss and presented net within
other gains/(losses) in the period in which it arises.
Equity Instruments
The Group subsequently measures all equity investments at fair value. Where the Group’s management has elected to
present fair value gains and losses on equity investments in OCI, there is no subsequent reclassification of fair value gains
and losses to profit or loss following the derecognition of the investment. Dividends from such investments continue to
be recognised in profit or loss as other income when the Group’s right to receive payments is established.
Changes in the fair value of financial assets at FVPL are recognised in other gains/(losses) in the statement of profit or
loss as applicable. Impairment losses (and reversal of impairment losses) on equity investments measured at FVOCI are
not reported separately from other changes in fair value.
Impairment
The Group assesses on a forward looking basis the expected credit losses associated with its debt instruments carried at
amortised cost and FVOCI. The Group applies the simplified approach permitted by AASB 9, which requires expected
lifetime losses to be recognised from initial recognition of the receivables. Also refer to note 2(u) for details in relation
to the impact of the new policies adopted effective 1 January 2018.
(f)
Cash and cash equivalents
Cash comprises cash balances and at call deposits. Cash equivalents are short-term, highly liquid investments that are
readily convertible to known amounts of cash, which are subject to an insignificant risk of changes in value and have a
maturity of three months or less at the date of acquisition.
Bank overdrafts that are repayable on demand and form an integral part of the Group’s cash management are included
as a component of cash and cash equivalents for the purpose of the Statement of Cash Flows.
(g)
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.
38
Big River Gold Limited
Annual Report
31 December 2019
Notes to the Annual Financial Statements
(h)
Property, plant and equipment
Property, plant and equipment is stated at cost less accumulated depreciation and impairment. Cost includes
expenditure that is directly attributable to the acquisition of the item. In the event that settlement of all or part of the
purchase consideration is deferred, cost is determined by discounting the amounts payable in the future to their present
value as at the date of acquisition.
Depreciation is calculated on a straight line basis so as to write off the net cost, or other revalued amount, of each asset
over its estimated useful life to its estimated residual value. The estimated useful lives, residual values and depreciation
method, are reviewed at the end of each annual reporting period, with the effect of any changes recognised on a
prospective basis.
The estimated useful lives for plant and equipment range from 1 to 40 years, as below:
Category
Life (years)
Depreciation Rate
Buildings
Computers
Furniture
Plant
Software
Vehicles
(i)
Assets held for sale
Min
25
2
5
5
1
2
Max
40
4
10
15
2
5
Min
2.5%
25.0%
10.0%
6.7%
50.0%
20.0%
Max
4.0%
50.0%
20.0%
20.0%
100.0%
50.0%
Non-current assets, or disposal groups comprising assets and liabilities, are classified as held-for-sale if it is highly
probable that they will be recovered primarily through sale rather than through continuing use.
Such assets, or disposal groups, are generally measured at the lower of their carrying amount and fair value less costs of
disposal. Any impairment loss on a disposal group is allocated to the assets and liabilities on a pro rata basis, except that
no loss is allocated to inventories, financial assets, deferred tax assets, employee benefit assets which continue to be
measured in accordance with the Group’s other accounting policies. Impairment losses on initial classification as held-
for-sale and subsequent gains and losses on re-measurement are recognised in profit or loss.
Once classified as held-for-sale, intangible assets and property, plant and equipment are no longer amortised or
depreciated, and any equity-accounted investee is no longer equity accounted.
(j)
Determination of Fair Value
The fair values of assets designated as held for sale are determined with reference to an external valuation, market
demand and costs of disposal.
(k)
Discontinued operations
A discontinued operation is a component of the entity that has been disposed of or is classified as held for sale and that
represents a separate major line of business or geographical area of operations, is part of a single co-ordinated plan to
dispose of such a line of business or area of operations, or is a subsidiary acquired exclusively with a view to resale. The
results of discontinued operations are presented separately in the statement of profit or loss.
39
Big River Gold Limited
Annual Report
31 December 2019
Notes to the Annual Financial Statements
(l)
Impairment of other tangible and intangible assets
At each reporting date, the Group reviews the carrying amounts of its tangible and intangible assets to determine
whether there are any indications that those assets have suffered an impairment loss. If any such indications exist, the
recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. Where the asset
does not generate cash flows that are independent from other assets, the Group estimates the recoverable amount of
the Cash-Generating Unit to which the asset belongs. Where a reasonable and consistent basis of allocation can be
identified, corporate assets are also allocated to individual Cash-Generating Units. Otherwise they are allocated to the
smallest group of Cash-Generating Units for which a reasonable and consistent allocation basis can be identified.
Intangible assets with indefinite useful lives, and intangible assets not yet available for use, are tested for impairment
annually and whenever there is an indication that the asset may be impaired.
The recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the
estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current
market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash
flows have not been adjusted. If the recoverable amount of an asset (or Cash-Generating Unit) is estimated to be less
than its carrying amount, the carrying amount of the asset (Cash-Generating Unit) is reduced to its recoverable amount.
An impairment loss is recognised in profit or loss immediately, unless the relevant asset is carried at fair value, in which
case the impairment loss is treated as a revaluation decrease. Where an impairment loss subsequently reverses, the
carrying amount of the asset (Cash-Generating Unit) is increased to the revised estimate of its recoverable amount, but
only to the extent that the increased carrying amount does not exceed the carrying amount that would have been
determined had no impairment loss been recognised for the asset (Cash-Generating Unit) in prior years.
A reversal of an impairment loss is recognised immediately in profit and loss unless the relevant asset is carried at fair
value, in which case the reversal of the impairment is treated as a revaluation increase.
(m)
Employee benefits
A liability is recognised for benefits accruing to employees in respect of wages and salaries, annual leave, and long service,
leave when it is probable that settlement will be required, and they are capable of being measured reliably.
Liabilities recognised in respect of short term employee benefits are measured at their nominal values using the
remuneration rate expected to apply at the time of settlement.
Liabilities in respect of long term employee benefits are measured as the present value of the estimated future cash
outflows to be made by the Group in respect of services provided by employees up to the reporting date.
Contributions to defined contribution superannuation plans are expensed when employees have rendered service
entitling them to the contributions.
(n)
Share-based payment transactions
Equity-settled share based payments with employees and others providing similar services are measured at the fair value
of the equity instrument at the grant date. Fair value is measured by use of an appropriate options pricing model. The
expected life used in the model has been adjusted, based on management’s best estimate, for the effects of non-
transferability, exercise restrictions, and behavioural considerations. Further details of how the fair value of equity
settled share transactions has been determined can be found in Note 7.
The fair value determined at the grant date of the equity-settled share-based payments is expensed on a straight-line
basis over the vesting period.
Equity-settled share-based payment transactions with other parties are measured at the fair value of the goods and
services received, except where the fair value cannot be estimated reliably, in which case they are measured at the fair
value of the equity instruments granted, measured at the date the entity obtains the goods or the counterparty renders
the service.
40
Big River Gold Limited
Annual Report
31 December 2019
Notes to the Annual Financial Statements
(o)
Revenue recognition
The Group expect to primarily generate revenue from the sale of gold. Revenue from the sale of these goods is recognised
when control over the inventory has transferred to the customer. Control is generally considered to have passed when:
•
•
•
•
physical possession and inventory risk is transferred (including via a third-party transport provider arranged
by the refinery);
payment terms for the sale of goods can be clearly identified through the sale of metal credits received or
receivable for the transfer of control of the asset;
the Group can determine with sufficient accuracy the metal content of the goods delivered; and
the refiner has no practical ability to reject the product where it is within contractually specified limits.
Where economic inflows arise from other by-products, for example from the presence of other valuable metals, these
amounts are credited to the costs of producing the primary products to the extent the amounts generated are not
considered significant.
(p)
Income tax
Current tax is calculated by reference to the amount of income taxes payable or recoverable in respect of the taxable
profit, or tax loss, for the period. It is calculated using tax rates and tax laws that have been enacted or substantively
enacted by reporting date. Current tax for current and prior periods is recognised as a liability (or asset) to the extent
that it is unpaid (or refundable).
Deferred income tax is provided on all temporary differences that exist at the reporting date between the tax bases of
assets and liabilities and their carrying amounts for financial reporting purposes.
Deferred income tax liabilities are recognised for all taxable temporary differences except:
• where the deferred income tax liability arises from the initial recognition of goodwill, or of an asset, or
liability, in a transaction that is not a business combination, and, at the time of the transaction, affects neither
the accounting profit nor taxable loss; and
•
in respect of taxable temporary differences, associated with investments in subsidiaries, associates and
interests in joint ventures and the timing of the reversal of the temporary differences can be controlled and
it is probable that the temporary differences will not reverse in the foreseeable future.
Deferred income tax assets are recognised for all deductible temporary differences that exist at each reporting date, the
carry forward amount of all unused tax credits and unused tax losses to the extent that it is probable that taxable profit
will be available against which the deductible temporary differences and the carry forward amount of any unused tax
credits and any unused tax losses, can be utilised except:
• where the deferred income tax asset relating to the deductible temporary difference arises from the initial
recognition of an asset or liability in a transaction that is not a business combination, and at the time of the
transaction affects neither the accounting profit nor taxable profit or loss; and
•
in respect of deductible temporary differences associated with investments in subsidiaries, associates and
interests in joint ventures, in which case deferred tax assets are only recognised to the extent that it is
probable that the temporary differences will reverse in the foreseeable future, and taxable profit will be
available against which the temporary differences can be utilised.
The carrying amount of deferred income tax assets is reviewed at each reporting date, and reduced to the extent that it
is no longer probable that sufficient taxable profit will be available to allow all, or part of, the deferred tax assets to be
utilised.
41
Big River Gold Limited
Annual Report
31 December 2019
Notes to the Annual Financial Statements
Unrecognised deferred income tax assets are re-assessed at each reporting date and reduced to the extent that it has
become probable that future taxable profit will allow all, or part of, the deferred tax credit to be recovered.
Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to the period when
the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively
enacted at the reporting date.
Current and deferred tax assets and liabilities are recognised as items of income or expense in the Consolidated
Statement of Profit or Loss and Other Comprehensive Income.
Income taxes relating to items recognised directly in equity are recognised in equity and not in the Consolidated
Statement of Profit or Loss and Other Comprehensive Income.
(q)
Goods and services tax
Revenues, expenses, and assets are recognised net of the amount of goods and services tax (GST), except where the
amount of GST incurred is not recoverable from the Australian Tax Office (ATO), in which case the GST is recognised as
part of the cost of acquisition of the asset, or as part of the expense item as applicable.
Receivables and payables are recognised inclusive of GST. The net amount of GST recoverable from, or payable to, the
ATO is included as a current asset or liability in the Consolidated Statement of Financial Position. Cash flows are included
in the Consolidated Statement of Cash Flows on a gross basis. The GST components of cash flows arising from investing
and financing activities which are recoverable from, or payable to, the ATO, are classified as operating cash flows.
Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the relevant
taxation authority.
(r)
Exploration and evaluation expenditure
Expenditure incurred in the acquisition of rights to explore is capitalised and recognised as an exploration and evaluation
asset.
Exploration costs are then capitalised to the extent that they are expected to be recouped through the successful
development of a relevant area of interest or where activities in the area have not yet reached a stage that permits
reasonable assessment of the existence of economically recoverable reserves.
(s) Mine development properties
The Group will make a decision to proceed with mine development once the commercial and technical viability has been
confirmed. This will usually be supported by the completion of a full feasibility study. Costs are accumulated for each
identifiable area of interest under development or in production. The accumulated costs are amortised over the life of
the mine on the unit of production basis, once production has commenced.
(t)
Critical accounting judgements and key sources of uncertainty
The following are the critical judgements that the Group has made in the process of applying the Group’s accounting
policies and that have the most significant effects on the amounts recognised in the Financial Statements. These
estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are
recognised in the period in which the estimate is revised if the revision affects only that period of revision, and future
periods if the revision affects both current and future periods.
Capitalised exploration expenditure
The Group reviews the carrying value of all capitalised exploration expenditure assets for impairment at the end of each
annual reporting period, and where the Group believes an asset has been impaired, the adjustment to fair value is
recorded through profit or loss. The ultimate recoupment of these costs is dependent on the successful
commercialisation of the project, or through sale to a third party, for at least the carrying value of the project.
42
Big River Gold Limited
Annual Report
31 December 2019
Notes to the Annual Financial Statements
Share-based payment transactions
The Group measures the cost of equity-settled transactions with Directors, Senior Executives, other staff and consultants
by reference to the fair value of the equity instruments at the date at which they are granted. The fair value is determined
using an appropriate options pricing model, which takes account of factors including the option exercise price, the current
value and volatility of the underlying share price, the risk free interest rate, expected dividends on the underlying share,
and the expected life of the option.
43
Big River Gold Limited
Annual Report
31 December 2019
Notes to the Annual Financial Statements
Consolidated
3. Revenue and Expenses
Revenue – other income
Rental and administrative services income
Profit on disposal of asset
R&D income
Interest revenue
Expenses
Corporate expenses:
Office rental
Staff costs
Director fees
Professional fees
Marketing and media costs
Other corporate expenses
Finance costs:
Interest
Debt issuance costs
Depreciation and amortisation
Exploration and evaluation:
Other exploration (refer note 12)
Employee expenses:
Salaries and wages
Defined contribution plan
Other employee benefits
Equity-settled share-based payments (refer Note 7)
Annual Leave
Dec
2019
$
-
182,400
120,791
10,768
313,959
238,388
377,018
300,041
532,410
146,020
542,833
2,136,710
396,020
-
396,020
38,294
21,860
21,860
893,066
67,559
315,333
(20,625)
65,224
1,320,557
Dec
2018
$
27,167
122,730
-
10,847
160,744
187,745
1,302,870
198,933
2,058,263
278,667
437,961
4,464,440
294,821
175,173
469,994
31,331
49,501
49,501
2,093,448
153,747
278,233
20,625
124,328
2,670,381
Employee expenses are included in Administration, Corporate Expenses, Exploration & Evaluation expenses and
Discontinued Operations in the Statement of Profit or Loss.
44
Big River Gold Limited
Annual Report
31 December 2019
Notes to the Annual Financial Statements
4.
Borrowings secured at amortised cost
Borrowings – secured at amortised cost
Current
Convertible Notes
Total Current Borrowings
Convertible Note
Dec
2019
$
Consolidated
Dec
2018
$
-
-
1,247,859
1,247,859
In 2018 the Company executed $1,400,000 of convertible debt facility agreements with the Copulos Group (with
interest of 8% per annum, payable half yearly, and a 12 month maturity date). In February 2019 the Copulos Group
entered into agreements for an additional $1,000,000 of convertible notes on the same terms and conditions as the
2018 issued notes.
In April 2019 a total of $900,000 of convertible notes plus accrued interest was converted into 92,220,281 shares at
$0.01 per share. In September 2019 a further $1,500,000 of convertible notes plus accrued interest was converted
into 157,879,451 shares at $0.01 per share.
5. Income tax
a)
The components of tax expense comprise
Current tax
Deferred tax
b)
The prima facie tax benefit on loss from continuing
operations before income tax is recognised to the
income tax as follows:
Prima facie tax benefit on loss from ordinary
activities at 27.5% (December 2017 27.5%)
Tax effect of amounts which are not deductible
(taxable) in calculating taxable income:
Entertainment
Fines
Foreign Losses
Research and Development
Movement in unrecognised temporary differences
Tax effect of change in tax rate
Tax effect of current year tax losses for which no
deferred tax asset has been recognised
Income tax expense
45
-
-
-
-
(1,616,843)
(6,119,825)
(444,632)
(1,682,952)
691
645
189,689
43,145
(210,462)
(227,210)
-
437,671
-
1,120
342
(82,394)
-
(1,763,884)
133,878
-
1,630,006
-
Big River Gold Limited
Annual Report
31 December 2019
Notes to the Annual Financial Statements
Consolidated
c)
The following deferred tax balances have not been
recognised (at relevant tax rates):
Investments
Accrued expenses
Capitalised expenses
Capitalised tenement acquisition costs
Entity establishment costs
Borrowing costs
Provision for expenses
Capital raising costs
Carry forward revenue tax losses
Carry forward capital tax losses
Carry forward foreign tax losses
Deferred tax liabilities (at relevant tax rates)
Prepaid expenses
Accrued interest income
Dec
2019
$
13,750
23,069
704,710
138,996
347,479
-
19,826
528,429
11,617,161
1,416,421
7,657,613
22,467,454
4,014
-
4,014
Dec
2018
$
13,750
167,126
684,453
138,996
442,361
-
48,634
580,705
10,671,186
2,373,565
7,246,864
22,367,640
5,133
279
5,412
Net deferred tax asset not recognised
22,463,440
22,362,228
The current taxation legislation in Brazil enables tax to be paid under one of the following ways:
1.
2.
Income tax is payable at 3% of gross revenue
Income tax is payable at 34% of net profit.
During the year ended 31 December 2019, the group has decided to pay tax on 34% of net profit as this is the cheaper
option.
The net deferred tax asset and liability has not been brought to account as it is unlikely that they will be utilised unless
the company generates sufficient revenue to utilise them.
46
Big River Gold Limited
Annual Report
31 December 2019
Notes to the Annual Financial Statements
6.
Financial Risk Management
Overview
The Group has exposure to the following risks from their use of financial instruments:
•
•
•
•
•
Capital risk
Credit risk
Foreign exchange risk
Interest rate risk
Equity risk
This note presents information about the Group’s exposure to each of the above risks, their objectives, policies and
processes for measuring and managing risk, and the management of capital.
The Board of Directors has overall responsibility for the establishment and oversight of the risk management
framework. The Senior Executives monitor and mitigate the financial risks relating to the operations of the Group
through regular reviews of the risks.
Categories of financial instruments
Consolidated
Financial assets
Cash and cash equivalents
Loans and receivables
Financial liabilities
Trade and other payables
Borrowings
Lease Liability
Dec
2019
$
4,313,096
150,207
4,463,303
564,476
-
21,974
586,450
Dec
2018
$
432,228
88,428
520,656
1,371,660
1,247,859
2,619,519
Capital risk management
The Group manages its capital as a going concern while maximising the return to shareholders through the
optimisation of its capital employed.
The capital structure of the Group consists of cash and cash equivalents, debt funding and equity attributable to
equity holders of the parent, comprising issued capital, reserves and accumulated loss as disclosed in Notes 15, 16
and 17 respectively. None of the Group’s entities is subject to externally imposed capital requirements.
Credit risk management
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 the Group’s receivables from customers and investment
securities.
Investments
The Group limits its exposure to credit risk by only investing in liquid securities and only with counterparties that have
an acceptable credit rating.
47
Big River Gold Limited
Annual Report
31 December 2019
Notes to the Annual Financial Statements
Trade and other receivables
The Group operates in the mining sector and is exposed to credit risk in relation to trade receivables arising from the
sale of mineral products.
Where appropriate, the group has established an allowance for impairment that represents incurred losses in respect
of other receivables and payments. The main components of this allowance are a specific loss component that relates
to individually significant exposures.
The below table shows the distribution of receivables from the Group at the end of the period before any provision
for expected credit losses. Refer to Note 10 for further information.
Customer
Siderurgica Noroeste Ltda
Siderbras Siderurgica Brasileira Ltda
CNS Empreendimentos Em Transportes e Minerios
Other
Dec
2019
$
108,317
106,293
35,871
-
250,482
%
43.2
42.4
14.4
-
100
Dec
2018
$
111,633
109,547
36,969
21,708
279,857
%
39.9
39.1
13.2
7.8
100
Exposure to credit risk
The carrying amount of the Group’s financial assets represents the maximum credit exposure. The Group’s maximum
exposure to credit risk at the reporting date was:
Cash and cash equivalents
Loans and receivables
Carrying Amount
Dec
2019
$
4,313,096
150,207
Dec
2018
$
432,228
88,428
Liquidity risk management
Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The Group’s
approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its
liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking
damage to the Group’s reputation.
The Group manages liquidity risk by maintaining adequate cash by continuously monitoring forecast and actual cash
flows.
Typically, the Group ensures it has sufficient cash on demand to meet expected operational expenses for a period of
ninety days. This excludes the potential impact of extreme circumstances that cannot reasonably be predicted, such
as natural disasters.
Market risk management
The Group’s activities expose it primarily to financial risks such as foreign exchange rates, interest rates and equity
prices which will affect the Group’s income and the value of its holdings of financial instruments. The objective of
market risk management is to mitigate and control market risk exposures within acceptable parameters, while
optimizing shareholder return.
48
Big River Gold Limited
Annual Report
31 December 2019
Notes to the Annual Financial Statements
Foreign currency risk management
The Group is exposed to foreign currency risk from investments and borrowings held in a currency other than the
Group’s functional currency. The Group’s exposure to foreign currency risk relates to financial instruments held in
Brazilian Reals. At the reporting date the holdings were as follows:
Consolidated
Financial assets
Cash and cash equivalents
Loans and receivables
Financial liabilities
Trade and other payables
Provisions
Dec
2019
$
169,132
0
169,132
171,677
742,412
914,089
Dec
2018
$
75,122
25,059
100,181
265,426
974,284
1,239,710
Foreign currency sensitivity analysis
The sensitivity analysis below has been determined based on the exposure to foreign exchange risks at the end of
the reporting period:
If the AUD/BRL exchange rate had been 10% higher/lower net profit for the year ended 31 December 2019 would
have increased/decreased by $95,350 (year ended 31 December 2018: increased/decreased by $113,065).
The following tables detail the Group’s remaining contractual maturity for its non-derivative financial instruments:
Dec 2019
Consolidated
Weighted
Average
Interest
Rate
Variable
Interest
Rate
Fixed
Interest
Rate
Fixed
Interest
Rate
Non-interest
Bearing
Total
Maturity
less than 1
year
Maturity
1-5 years
%
$
$
$
$
$
Financial Assets
Cash and cash
equivalents
Trade and other
receivables
Financial Liabilities
Trade and other
payables
Net financial
assets/(liabilities)
0.40%
4,313,096
-
-
-
-
-
4,313,096
-
-
4,313,096
-
-
-
-
-
-
49
-
-
-
-
-
-
-
4,313,096
150,207
150,207
150,207
4,463,303
(586,450))
(586,450)
(586,450)
(586,450)
(436,243)
3,876,853
Big River Gold Limited
Annual Report
31 December 2019
Notes to the Annual Financial Statements
Dec 2018
Consolidated
Weighted
Average
Interest
Rate
Variable
Interest
Rate
Fixed
Interest
Rate
Fixed
Interest
Rate
Non-interest
Bearing
Total
Maturity
less than 1
year
Maturity
1-5 years
%
$
$
$
$
$
Financial Assets
Cash and cash
equivalents
Trade and other
receivables
Financial Liabilities
Convertible debt
Trade and other
payables
Net financial
assets/(liabilities)
-
8.0%
-
-
-
1.02%
432,228
-
432,228
-
-
-
-
-
-
(1,247,859)
-
(1,247,859)
432,228
(1,247,859)
-
-
-
-
-
-
-
-
432,228
88,428
88,428
88,428
520,656
-
(1,247,859)
(1,371,660)
(1,371,660)
(1,371,660)
(2,619,519)
(1,283,232)
(2,098,863)
Fair values at amortised costs
The carrying value of the Group’s financial assets and liabilities are equal to their respective net fair values.
Fair values of financial instruments – valuation techniques and assumptions
The fair values of financial assets and liabilities with standard terms and conditions and traded on active liquid
markets are determined with reference to quoted market prices.
The fair value of other financial assets and liabilities (excluding derivative instruments) are determined in accordance
with generally accepted pricing models based on discounted cash flow analysis using prices from observable current
market transactions.
50
Big River Gold Limited
Annual Report
31 December 2019
Notes to the Annual Financial Statements
7.
Share-based payments
The expense recognised in profit or loss in relation to share-based payments is disclosed in Note 3.
The following share based payments were made during the period:
Share options issued expense
Share options issued expense
Borrowing costs
Capital raising costs
Directors’ remuneration
Total
973,286
(20,625)
100,998
298,200
62,000
1,413,859
The following table illustrates the number and Weighted Average Exercise Prices (WAEPs) of, and movements in, share
options issued during the period:
Dec
2019
No.
Outstanding at the beginning of the period
Granted during the period
Lapsed during the period
Reversal of lapsed options
Exercised during the period
Outstanding at the end of the period
104,500,121
179,082,512
(29,122,977)
-
-
254,459,656
Exercisable at the end of the period
254,459,656
Dec
2019
WAEP
0.30
0.02
0.26
-
-
0.03
0.03
Dec
2018
No.
33,022,808
93,000,121
(21,522,808)
-
-
104,500,121
86,877,144
Dec
2018
WAEP
0.30
0.10
0.37
-
-
0.11
0.07
The following share options were in existence during or at the end of the current financial period:
Options series
Grant date
Vesting date
Expiry date
Exercise
price
$
Grant date
fair value
$
Live at end of period
Issued 22 July 2014
Issued 23 Dec 2016
Issued 23 Dec 2016
Issued 30 May 2018
Issued 30 May 2018(1)
Issued 30 May 2018 (2)
Issued 4 July 2019
22-Jul-14
23-Dec-16
23-Dec-16
30-May-18
30-May-18
30-May-18
4-Jul-19
22-Jul-14
23-Dec-16
23-Dec-16
30-May-18
30-May-18
20-Nov-22
4-Jul-19
21-Jul-19
23-Dec-19
23-Dec-19
31-May-20
31-May-20
20-Nov-22
30-Jun-22
-
0.2000
0.2600
0.0550
0.0550
0.3000
0.0200
-
0.0366
0.0429
0.0060
0.0060
0.0089
0.0071
(1) These options were issued on conversion of the Convertible Note held at 31 December 2017 and have been treated as
borrowing costs.
(2) These options vest based on specific performance conditions attached to the Borborema area of interest (lapsed during
year).
The weighted average remaining contractual life for the share options outstanding at 31 December 2019 is 1.88 years
(December 2018: 1.78 years).
The range of exercise prices for options outstanding at the end of the period was $0.02 - $0.06 (December 2018: $0.06 -
$0.30).
51
Big River Gold Limited
Annual Report
31 December 2019
Notes to the Annual Financial Statements
The weighted average fair value of options granted during the period was $0.0071 (December 2018: $0.01).
The fair value of the equity-settled share options granted under the option plan is estimated as at the date of grant using
an appropriate options pricing model, taking into account the terms and conditions upon which the options were granted.
The following table lists the inputs to the model used in relation to the options that were issued during the financial year
ended 31 December 2019 and 31 December 2018.
Granted
2019
$0.02
Options
Granted
2018
$0.055
Options
-
-
Granted
2018
$0.30
Options
-
77%
100%
79%
0.94%
2.05%
2.31%
3.0
0.02
0.0216
2.0
0.055
0.035
4.48
0.30
0.035
Dividend yield
Expected volatility
Risk-free interest rate
Expected life
Exercise price
Share price at grant date
%
%
%
Years
$
$
The expected life of the options is based on historical data and is not necessarily indicative of exercise patterns that will
occur. The expected volatility reflects the assumption that the historical volatility is indicative of future trends, which
may also not necessarily be the actual outcome. No other features of options granted were incorporated into the
measurements of fair value.
No share options were exercised during the year (2018: nil).
Employee share option plan
The Company received approval for the introduction of an employee share option scheme (the Plan) in 2008. The
plan was last re-approved at a meeting of shareholders on 12 May 2017, the details of which are set out below. In
the event of any inconsistency between the terms of the Plan and the summary set out below, the terms of the Plan
will prevail.
1.
The options can only be issued to Employees or Officers of the Company and its subsidiaries.
2.
3.
4.
5.
6.
7.
8.
Each Option entitles the holder, on exercise, to one fully paid ordinary share in the Company.
Shares issued on exercise of Options will rank equally with other fully paid ordinary shares of the Company.
The exercise price and expiry date for the options will be as determined by the Board (in its discretion) on or
before the date of issue.
The maximum number of options that can be issued under the Plan is not to be in excess of 5% of the total number
of Shares on issue.
An option may only be exercised after that option has vested, after any conditions associated with the exercise of
the option are satisfied and before its expiry date. The Board may determine the vesting period (if any). On the
grant of an option the Board may, in its absolute discretion, impose other conditions on the exercise of an option.
An Option will lapse upon the first to occur of its expiry date; the holder acting fraudulently or dishonestly in
relation to the Company or on certain conditions associated with a party acquiring a 90% interest in the Shares of
the Company.
Upon an Optionholder ceasing to be a Director, employee or officer of the Company, whether by termination or
otherwise, the Optionholder has 45 days from the day of termination, or otherwise, to exercise their Options
before their Options lapse.
52
Big River Gold Limited
Annual Report
31 December 2019
Notes to the Annual Financial Statements
9.
10.
11.
12.
If the Company enters into a scheme of arrangement, a takeover bid is made for the Company’s Shares, or a party
acquires a sufficient interest in the Company to enable them to replace the Board (or the Board forms the view
that one of those events is likely to occur), then the Board may declare an option to be free of any conditions of
exercise. Options which are so declared may be exercised at any time on or before they lapse.
Options may not be transferred other than in cases where the Options have vested, are within six (6) months of
the expiry date of the Options, and the Options are transferred to an Associate of the Optionholder. Quotation
of options on the ASX will not be sought. However, the Company will apply to the ASX for official quotation of
Shares issued on the exercise of options.
There are no participating rights or entitlements inherent in the options and holders will not be entitled to
participate in new issues of capital offered to Shareholders during the currency of the options. However, the
Company will ensure that the record date for determining entitlements to any such issue will be at least 6 ASX
Business Days after the issue is announced.
If the Company makes an issue of Shares to Shareholders by way of capitalisation of profits or reserves (“Bonus
Issue”), each Optionholder holding any Options which have not expired at the time of the record date for
determining entitlements to the Bonus Issue shall be entitled to have issued to him upon exercise of any of those
Options the number of Shares which would have been issued under the Bonus Issue (“Bonus Shares”) to a person
registered as holding the same number of Shares as that number of Shares to which the Optionholder may
subscribe pursuant to the exercise of those Options immediately before the record date determining entitlements
under the Bonus Issue (in addition to the shares which he or she is otherwise entitled to have issued to him or her
upon such exercise).
13.
In the event of any reconstruction (including a consolidation, subdivision, reduction or return) of the issued capital
of the Company prior to the expiry of any options, the number of options to which each option holder is entitled,
or the exercise price of his or her options, or both, or any other terms will be reconstructed in a manner
determined by the Board which complies with the provisions of the ASX Listing Rules.
8.
Key management personnel
Details of Key Management Personnel during the financial year:
Mr. S. Copulos
Mr. A. Vickerman
Mr. M. Engelbrecht
Mr. A. Richards
Mr. P. Stephen
Mr. J. Evans
Mr. A. Beigel
Mr. J. Nery
Chairman (Non-Executive) – appointed 28 February 2019
Chairman (Non-Executive) – resigned 28 February 2019
Managing Director – resigned 28 February 2019
Executive Director – appointed 28 February 2019
Executive Director – resigned 30 January 2019
Director (Non-Executive)
Chief Financial Officer / Company Secretary
Manager – Iron Ore, Licensing and Compliance
The aggregate compensation provided to Directors and Key Management Personnel of the company and the
group is set out below:
Short-term employee benefits
Post-employment benefits
Share-based payments
Dec
2019
$
690,391
20,711
50,000
761,102
Consolidated
Dec
2018
$
1,516,718
39,318
20,625
1,576,661
Further details relating to the compensation of Directors and Key Management Personnel are included
within the Directors’ Report.
53
Big River Gold Limited
Annual Report
31 December 2019
Notes to the Annual Financial Statements
9.
Auditors’ Remuneration
Consolidated
Audit of the Parent Entity
Audit or review of financial report
Auditors of overseas entities
Audit or review of financial report
The auditor of the Group is Deloitte Touche Tohmatsu.
10. Trade and Other Receivables
Current
Trade receivables
Less provision for doubtful debts
Other receivables
Dec
2019
$
87,975
29,780
117,755
Dec
2019
$
250,482
(250,482)
150,207
150,207
Consolidated
Dec
2018
$
87,000
39,000
126,000
Dec
2018
$
279,857
(262,177)
70,748
88,428
Other receivables are non-interest bearing and consists of GST and R&D credits receivable from the Australian Taxation
Office.
All receivables are collected within commercial terms. Trade receivables disclosed above include amounts that are past
due at the end of the reporting period for which the Group has recognised an allowance for doubtful debts on the basis
the amounts may not be recoverable.
An analysis of trade receivables by customer is disclosed in Note 6.
11. Financial assets at fair value through profit or loss
The Group classifies the following financial assets at fair value through profit or loss (FVPL):
• Debt investments that do not qualify for measurement at either amortised cost or FVOCI
•
•
Equity investments that are held for trading, and
Equity investments for which the entity has not elected to recognise fair value gains and losses through OCI.
Amounts recognised in profit or loss
During the year, the following gains (losses) were recognised in profit or loss:
Fair value gains on equity investments at FVPL
Consolidated
Dec 2019
$
2,250,000
2,250,000
Dec 2018
$
-
-
54
Big River Gold Limited
Annual Report
31 December 2019
Notes to the Annual Financial Statements
Consolidated
12. Exploration and evaluation assets
Costs brought forward
Expenditure incurred during the period
Amounts expensed
Impairment of Juruena asset on transfer to held for sale
Effect of exchange rates
Costs carried forward
Dec 2019
$
19,325,779
2,120,095
(21,860)
-
(575,728)
20,848,286
Dec 2018
$
27,955,110
1,763,314
(49,501)
(7,963,715)
(2,379,429)
19,325,779
The Group has exploration and evaluation assets relating to the Borborema project which includes three mining leases
covering a total area of 29km2 including freehold title over the main prospect area, held in the Seridó area of the
Borborema province in north-eastern Brazil. Recoverability of the carrying amount of exploration and evaluation assets
is dependent on the successful development and commercial exploitation, or alternatively the sale, of the respective
areas of interest.
Expenditure incurred in the acquisition of rights to explore is capitalised and recognised as an exploration and evaluation
asset.
Exploration costs are capitalised to the extent that they are expected to be recouped through the successful development
of a relevant area of interest or where activities in the area have not yet reached a stage that permits reasonable
assessment of the existence of economically recoverable reserves.
Each area of interest was assessed for impairment triggers in accordance with the requirements of AASB 6 Exploration
for and Evaluation of Mineral Resources as at 31 December 2019, with no impairment triggers identified.
13. Property, plant and equipment
Balance at the beginning of the period
Cost
Accumulated depreciation
Carrying amount at beginning of period
Additions
Disposals
Depreciation
Assets included in a disposal group classified as held for sale
Effect of foreign exchange
Carrying amount at the end of the period
Dec
2019
$
2,060,063
(1,946,350)
113,713
2,399
(6,510)
(21,703)
-
(2,157)
85,742
Consolidated
Dec
2018
$
2,106,621
(1,904,094)
202,527
5,204
(10,171)
(42,257)
(33,791)
(7,800)
113,713
55
Big River Gold Limited
Annual Report
31 December 2019
Notes to the Annual Financial Statements
Consolidated
14. Trade and other payables
Current
Trade payables and accruals
Annual leave and other benefits
Payroll and associated taxes
Other payables
Non current
Other payables
Dec
2019
$
285,078
104,275
94,297
80,826
564,476
620,355
620,355
Total Current and non current Trade and other payables
1,184,831
Trade payables are non-interest bearing and are normally settled on 30 day terms.
15.
Issued capital
Dec
2018
$
1,120,751
259,140
239,513
231,007
1,850,411
660,775
660,775
2,511,186
Ordinary shares issued and fully paid
No.
$
At 31 December 2018
At 31 December 2019
502,150,521
1,317,197,554
86,567,565
100,922,544
Fully paid ordinary shares carry one vote per share and the right to receive dividends.
Fully paid ordinary share capital
Dec 2019
Dec 2018
No.
$
No.
$
Balance at the start of the financial
period
Shares issued for cash
Conversion of Convertible Notes
Share based payments
Capital raising costs
Balance at end of financial period
502,150,521
558,747,301
240,000,000
16,299,732
-
1,317,197,554
86,352,263
5,837,473
2,400,000
162,998
(729,992)
94,022,742
342,304,162
102,619,608
-
57,226,751
-
502,150,521
78,681,768
5,730,232
-
3,162,871
(1,222,608)
86,352,263
56
Big River Gold Limited
Annual Report
31 December 2019
Notes to the Annual Financial Statements
16. Reserves
Nature and purpose of reserves
The Share Based Payment Reserve is used to recognise the fair value of options and performance shares issued.
The Foreign Currency Translation Reserve is used to record exchange differences arising from the translation of the
financial statements of foreign subsidiaries.
The convertible note reserve represents the equity component (conversion rights) on the issue of unsecured convertible
notes.
Consolidated
Reserves
Share based payment reserve
Foreign currency translation reserve
Investment revaluation reserve
Other reserve
Foreign currency translation reserve
Balance at the beginning of the financial period
Currency translation differences arising during the period
Balance at the end of the financial period
Share based payments reserve
Balance at the beginning of the financial period
Option and performance shares expense
Balance at the end of the financial period
Investments revaluation reserve
Balance at the beginning of the financial period
Unrealised gain/(loss) on available for sale investment
Balance at the end of the financial period
Convertible Note Reserve
Balance at the beginning of the financial period
Conversion of convertible note
Issuance of convertible note
Balance at the end of the financial period
Dec
2019
$
12,221,008
(1,707,380)
-
117,015
10,630,643
(1,580,173)
(127,207)
(1,707,380)
10,970,147
1,250,861
12,221,008
-
-
-
157,728
(153,375)
112,662
117,015
Dec
2018
$
10,970,147
(1,580,173)
-
157,728
9,547,702
(671,535)
(908,638)
(1,580,173)
10,223,297
746,850
10,970,147
17,000
(17,000)
-
149,369
(149,369)
157,728
157,728
57
Big River Gold Limited
Annual Report
31 December 2019
Notes to the Annual Financial Statements
17. Retained earnings
Movements in accumulated losses were as follows:
Balance at the beginning of the financial year
Adjustment on change in accounting policy
Net loss for the year
Balance at the end of the financial year
18.
Loss per share
Basic and diluted loss per share amounts are calculated by dividing net loss
for the period attributable to equity holders of the parent, by the weighted
average number of ordinary shares outstanding during the period.
The following reflects the income and share data used in the basic and
diluted loss per share computations:
Net loss from continuing operations attributable to ordinary equity
holders of the parent
Net loss from continuing and discontinued operations to ordinary equity
holders of the parent
Consolidated
Dec
2019
$
Dec
2018
$
(77,959,064)
(11,781)
(2,037,513)
(80,008,358)
(63,869,350)
17,000
(14,106,714)
(77,959,064)
$
$
(1,616,843)
(6,119,825)
(2,037,513)
(14,106,714)
No.
No.
The weighted average number of ordinary shares on issue during the
financial period used in the calculation of basic and diluted loss per share
889,781,765
449,126,834
There are no shares to be issued under the exercise of 104,500,121 options currently outstanding which are considered
to be dilutive. The diluted earnings per share is therefore the same as basic earnings per share.
19.
Commitments
In order to maintain current rights of tenure to the exploration tenements, the Group is required to meet the minimum
expenditure commitments as specified by the relevant Government authorities. These obligations are subject to
renegotiations when application for a mining lease is made and at other times. The obligations will be met from normal
working capital of the Group. The minimum exploration tenement commitments will be reduced should the Group enter
into a joint venture on the tenements or extinguished should the tenement be abandoned should the Group decide that
the project is not commercial.
The Group has certain minimum obligations in pursuance of the terms and conditions of mineral tenement licences in
the forthcoming year. Whilst these obligations are capable of being varied from time to time, in order to maintain current
rights of tenure to all mining tenements, and assuming all applications are granted, the Group will be required to outlay
in 2020 approximately $89,433 (2019: $92,160). These costs are expected to be fulfilled in the normal course of
operations.
58
Big River Gold Limited
Annual Report
31 December 2019
Notes to the Annual Financial Statements
20.
Related party transactions
(a) Equity interests in related parties
Details of the percentage of ordinary shares held in each of the subsidiaries are disclosed in Note 21.
(b) Transactions with Directors and Key Management Personnel
Details of Director and Key Management Personnel compensation are disclosed in Note 8.
(c) There were no transactions with other related parties.
21.
Controlled entities
Parent entity
Big River Gold Ltd (formerly Crusader
Resources Limited)
Controlled entities
Brazil Minerals Pty Ltd
Atomico Pty Ltd
Cascar Resources Pty Ltd
Crusader do Brasil Mineração Ltda
Cascar do Brasil Mineração Ltda
Crusader do Nordeste Mineração Ltda
Country of
Incorporation
Principal Activity
Ownership Interest
Dec
2019
Dec
2018
Australia
Mining Investment
Australia
Australia
Australia
Brazil
Brazil
Brazil
Mining Investment
Mining Investment
Mining Investment
Mining and Mineral exploration
Mineral exploration
Mineral exploration
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
22.
Segment reporting
The Group’s reportable segments under AASB 8 are as follows:
• Mineral Exploration – Gold
• Mineral Exploration – Corporate/Unallocated
Mineral Exploration – Corporate/Unallocated is the aggregation of the Group’s other operating segments that are not
separately reportable. Included within this, are operating segments for the Group’s activities in the exploration for other
mineral resources, and expenditure which cannot be allocated to any one mineral resource.
59
Big River Gold Limited
Annual Report
31 December 2019
Notes to the Annual Financial Statements
The following table presents the revenue and results analysed by mineral resource for the twelve months ended 31
December 2019 and 31 December 2018. This is the Group’s primary basis of segmentation.
Dec-2019
Revenue
Cost of sales
Gross Profit
Other revenue
Fair value gain on equity investment at
FVPL
Exploration and evaluation
Depreciation and amortisation
Finance costs
Unrealised foreign exchange loss
Central administration costs
Other expenses from ordinary activities
Segment Result
Dec-2018
Revenue
Cost of sales
Gross Profit
Other revenue
Exploration and evaluation
Depreciation and amortisation
Finance costs
Unrealised foreign exchange loss
Central administration costs
Other expenses from ordinary activities
Segment Result
Gold
$
Corporate/
Unallocated
$
Total
$
-
-
-
-
-
-
(8,920)
-
-
-
-
(8,920)
-
-
-
-
-
-
313,959
2,250,000
313,959
2,250,000
(21,860)
(29,374)
(396,020)
(48,896)
(2,723,071)
(952,661)
(1,607,923)
(21,860)
(38,294)
(396,020)
(48,896)
(2,723,071)
(952,661)
(1,616,843)
Gold
$
Corporate/
Unallocated
$
Total
$
-
-
-
-
-
(10,378)
-
-
-
-
(10,378)
-
-
-
160,744
(49,501)
(20,953)
(469,994)
(103,535)
(5,605,583)
(20,625)
(6,109,447)
-
-
-
160,744
(49,501)
(31,331)
(469,994)
(103,535)
(5,605,583)
(20,625)
(6,119,825)
Segment loss represents the mining, mineral exploration and evaluation activities undertaken by each segment without
allocation of central administration costs, interest income, rental income and unrealised foreign exchange gains and
losses.
Dec-2019
Current assets
Non-current assets
Total Assets
Current liabilities
Non-current liabilities
Total Liabilities
Gold
$
34,382
20,910,681
20,945,063
110,902
-
110,902
Corporate/
Unallocated
$
4,868,619
48,283
4,916,902
475,548
630,488
1,106,036
Total
$
4,903,001
20,958,964
25,861,965
586,450
630,488
1,216,938
Net Assets / (Net Liabilities)
20,834,161
3,810,866
24,645,027
60
Big River Gold Limited
Annual Report
31 December 2019
Notes to the Annual Financial Statements
Dec-2018
Current assets
Non-current assets
Assets classified as held for sale
Total Assets
Current liabilities
Non-current liabilities
Liabilities directly associated with assets
classified as held for sale
Total Liabilities
Gold
$
149,933
19,399,689
1,535,587
21,085,209
304,818
-
35,587
Corporate/
Unallocated
$
610,521
39,803
650,324
2,793,452
660,775
-
Total
$
760,454
19,439,492
1,535,587
21,735,533
3,098,270
660,775
35,587
340,405
3,454,227
3,794,632
Net Assets / (Net Liabilities)
Geographical Information
The Group operates in two geographical areas being Australia (country of domicile) and Brazil.
(2,803,903)
20,744,804
17,940,901
All Australian expenditure relates to corporate and administrative activities and is included within the unallocated
segment above. All external sales within iron ore segment relate to the Brazilian geographic segment.
The table below shows the carrying balances of non-current assets per segment as at 31 December 2019.
Dec-2019
Gold
$
Corporate/
Unallocated
$
Total
$
Other financial assets
Exploration and expenditure
Right of use asset
Property, plant and equipment
Total non-current assets
-
20,848,286
-
62,395
20,910,681
-
-
24,936
23,347
48,283
-
20,848,286
24,936
85,742
20,958,964
The table below shows the carrying balances of non-current assets per segment as at 31 December 2018.
Dec-2018
Gold
$
Corporate/
Unallocated
$
Total
$
Other financial assets
Exploration and expenditure
Property, plant and equipment
Total non-current assets
-
19,325,779
73,910
19,399,689
-
-
39,803
39,803
-
19,325,779
113,713
19,439,492
61
Big River Gold Limited
Annual Report
31 December 2019
Notes to the Annual Financial Statements
23.
Discontinued operations
On 31 May 2019 the Company completed the sale agreement to sell its Juruena-Novo Astro Gold projects to
Meteoric Resources NL (MEI). The consideration received consisted of the following:
Upfront consideration
(5) $1,000,000 cash at settlement.
(6) $500,000 of MEI shares, comprised of 50,000,000 shares at a deemed issue price of 1c each at settlement
(subject to voluntary escrow for a period of 12 months from the date of issue).
(7) The 50,000,000 MEI shares were released from escrow and sold on 18 September 2019 for $2,750,000
(5.5c per share).
Contingent consideration
(8) $750,000 of MEI shares at an issue price equal to a 5-day VWAP upon defining a mineral resource estimate
in accordance with the JORC Code, at Juruena and/or Novo Astro containing at least 400,000 oz gold.
(9) $750,000 of MEI shares at an issue price equal to a 5-day VWAP upon the Board of Meteoric approving a
decision to mine at Juruena and/or Novo Astro, pursuant to a granted mining licence.
Given that there is some uncertainty regarding the conditions 4 and 5 above, the contingent consideration has not
yet been recognised.
The Juruena Gold Project is reported as a discontinued operation, due to the sale.
62
Big River Gold Limited
Annual Report
31 December 2019
Notes to the Annual Financial Statements
Financial information relating to the discontinued operation for the period to the date of disposal is set out below:
30 Dec
2018
$
-
(11,130)
(12,044)
(7,986,889)
(7,986,889)
-
(7,986,889)
-
(7,986,889)
(12,044)
(995,545)
-
(1,007,589)
Other income
Depreciation and amortisation
Other expenses from ordinary activities
Impairment of non current assets
Loss before income tax expense
Income tax expense
Profit (Loss) after income tax of discontinued operation
Profit on sale of Juruena, after income tax
Profit (Loss) from discontinued operations¹
Net cash used in operating activities
Net cash from (used for) investing activities
Net cash from (used for) financing activities
Net cash (outflow)/inflow from the disposal group
Details of the sale of Juruena
Consideration received or receivable2:
Cash
Financial assets
Receivables
Total disposal consideration
Carrying amount of net assets sold
Profit on sale before income tax
Income tax expense
Profit on sale after income tax
The carrying amount of assets and liabilities as at the date of sale (31
May 2019) were:
Exploration and evaluation assets
Property, plant and equipment
Other current assets
Total assets
Payables
Employee provisions
Total liabilities
Net assets
31 May
2019
$
-
(4,641)
(434,638)
-
(439,279)
-
(439,279)
18,609
(420,670)
(253,856)
-
-
(253,856)
964,000
500,000
36,486
1,500,486
(1,481,877)
18,609
-
18,609
1,516,315
28,242
59,950
1,604,507
(68,548)
(54,082)
(122,630)
1,481,877
(1) The loss from discontinued operations of $420,670 (2018: Loss of $7,986,889) is attributable entirely to the
owners of the Company.
(2) The consideration received does not include the contingent consideration that might be received as
performance shares should the conditions be met.
63
Big River Gold Limited
Annual Report
31 December 2019
Notes to the Annual Financial Statements
24.
Notes to the statement of cash flows
(a) Reconciliation of cash and cash equivalents
For the purposes of the Consolidated Statement of Cash Flows,
cash and cash equivalents comprise the following:
Cash at bank
(b) Reconciliation of net loss after tax to net cash flows from
operating activities
Net loss
Adjustments for:
Depreciation and amortisation
Impairment of assets
Finance costs
Share-based payments
Disposal of assets
Unrealised exchange (gains)/losses
Changes in net assets and liabilities:
(Increase)/decrease in assets:
Trade and other receivables
Inventory
Other current assets
Increase/(decrease) in liabilities:
Trade and other payables
Provisions
Cash generated/(used) in operating activities
Consolidated
Dec
2019
$
Dec
2018
$
4,313,096
432,228
(2,037,513)
(14,106,714)
38,294
-
78,795
1,003,021
(15,032)
(1,400,128)
(61,779)
-
(199,900)
(793,572)
(478,751)
(3,866,565)
31,331
7,963,715
151,954
1,088,411
24,646
892,382
69,427
1,617
124,974
(1,284,748)
(169,954)
(5,203,754)
64
Big River Gold Limited
Annual Report
31 December 2019
Notes to the Annual Financial Statements
25.
Parent Entity
The following table presents the information regarding the parent entity for the year ended 31 December 2019 and the
year ended 31 December 2018.
Financial position
Assets
Current assets
Non-current assets
Total assets
Liabilities
Current liabilities
Non-current liabilities
Total liabilities
Equity
Issued capital
Retained earnings
Reserves
Option premium reserve
Investment revaluation reserve
Other reserve
Total equity
Financial performance
Profit/(Loss) for the period
Other comprehensive income
Total comprehensive income
Dec
2019
$
4,345,783
20,602,094
24,947,877
292,715
10,133
302,848
Dec
2018
$
464,266
19,995,970
20,460,236
2,519,334
-
2,519,334
94,119,344
(81,400,448)
86,567,567
(79,539,238)
11,809,118
-
117,016
24,645,029
(1,849,430)
-
(1,849,430)
10,970,147
-
157,728
17,940,902
(10,210,306)
-
(10,210,306)
Contingent liabilities of the parent entity
Other than as disclosed at Note 28, the Parent entity is not aware of any other contingent liabilities at the date of this
report (2018: nil).
26.
Non-cash transactions
During the year, the Group did not enter into any non-cash financing or investing transactions other than as disclosed
elsewhere in the financial report.
27.
Subsequent events
Following balance date the Company reviewed its board composition and succession planning and implemented the
following changes:
On 1 January 2020:
• Mr Stephen Copulos resigned as Non-executive Chairman and was replaced by Mr Andrew Richards as
Executive Chairman;
• Mr Beau Nicholls and Mr John Cathcart were appointed as Non-executive Directors.
On 2 March 2020 the Company appointed Mr Luis Pablo Carlin Diaz as Vice President, Operations, for the wholly owned
Borborema project (based in Brazil).
65
Big River Gold Limited
Annual Report
31 December 2019
Notes to the Annual Financial Statements
On 20 March 2020 the Company issued 768,981 Shares for the conversion of Options (exerciseable at $0.02, expiring 30
June 2021) which raised $15,379.
The outbreak of COVID-19 and the subsequent quarantine measures imposed by the Australian and other governments
as well as the travel and trade restrictions imposed by Australia and other countries in early 2020 have caused disruption
to businesses and economic activity. The Group considers this to be a non-adjusting post balance sheet event.
This has had a negative impact on the operations of the Group. The Group’s operations are located in Brazil and travel by
management and consultants from Australia is currently not possible due to the mandatory government suspension of
all international travel to contain the spread of the epidemic.
As the situation remains fluid (due to continuing changes in government policy and evolving business and customer
reactions thereto) as at the date these financial statements are authorised for issue, the directors of the Company
considered that the financial effects of COVID-19 on the Group's consolidated financial statements cannot be reasonably
estimated.
No other matter or circumstance has occurred subsequent to year end that has significantly affected, or may significantly
affect, the operations of the Company, the results of those operations or the state of affairs of the entity in subsequent
financial years.
28.
Contingent assets and liabilities
The Group is not aware of any contingent liabilities which existed as at the end of the financial period or that have arisen
as at the date of this report.
At the date of this report a contingent asset existed in relation to deferred consideration from the sale of the Posse Iron
Ore Mine.
66
Big River Gold Limited
Annual Report
31 December 2019
1.
The Directors declare that:
DIRECTORS’ DECLARATION
(a)
(b)
(c)
in the Directors’ opinion there are reasonable grounds to believe that the Company will be able to pay
its debts as and when they become due and payable;
in the Directors’ opinion the attached Financial Statements and Notes thereto are in accordance with
the Corporations Act 2001 (Cth), including compliance with accounting standards and giving a true and
fair view of the financial position and performance of the Consolidated entity;
in the Directors’ opinion, the Financial Statements and Notes thereto are in accordance with
International Financial Reporting Standards issued by the International Accounting Standards Board as
stated in Note 2(a); and
(d)
the Directors have been given the declarations required by s.295A of the Corporations Act 2001 (Cth).
Signed in accordance with a resolution of the Directors made pursuant to s295(5) of the Corporations Act 2001
(Cth).
On behalf of the Directors
Andrew Richards
Executive Chairman
Perth
31 March 2020
67
Deloitte Touche Tohmatsu
ABN 74 490 121 060
Tower 2, Brookfield Place
123 St Georges Terrace
Perth WA 6000
GPO Box A46
Perth WA 6837 Australia
Tel: +61 8 9365 7000
Fax: +61 8 9365 7001
www.deloitte.com.au
Independent Auditor’s Report to the members of
Big River Gold Limited
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of Big River Gold Limited (the “Company”) and its subsidiaries
(the “Group”) which comprises the consolidated statement of financial position as at 31 December
2019, 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:
(i)
giving a true and fair view of the Group’s financial position as at 31 December 2019 and of
its financial performance for the year then ended; and
(ii)
complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for Opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under
those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial
Report section of our report. We are independent of the Group in accordance with the auditor
independence requirements of the Corporations Act 2001 and the ethical requirements of the
Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional
Accountants (the Code) that are relevant to our audit of the financial report in Australia. We have
also fulfilled our other ethical responsibilities in accordance with the Code.
We confirm that the independence declaration required by the Corporations Act 2001, which has
been given to the directors of the Company, would be in the same terms if given to the directors as
at the time of this auditor’s report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
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 for the current period. This matter was 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 this matter.
Liability limited by a scheme approved under Professional Standards Legislation.
Member of Deloitte Asia Pacific Limited and the Deloitte Network.
Key Audit Matter
How the scope of our audit responded to
the Key Audit Matter
Exploration and Evaluation Assets and
Expenditure
As at 31 December 2019 the carrying value of
exploration and evaluation assets totalled
$20,848,286 as disclosed in Note 12. The
Group’s accounting policy in respect of
exploration and evaluation expenditure is
outlined in Note 2.
Significant judgement is required by
management in determining:
Our audit procedures included, but were not
limited to:
Assessing, with the support of the
component audit team, whether the
rights to tenure of the areas of interest
remained current at balance date as
well as confirming that rights to tenure
are expected to be renewed for
tenements that will expire in the near
future;
The areas of interest that meet the
recognition conditions for an asset;
Which elements of exploration and
evaluation expenditures qualify for
capitalisation for each area of interest;
and
Whether facts and circumstances
indicate that the exploration and
evaluation assets should be tested for
impairment at balance date.
Inquiring of the directors and
management as to the status of
ongoing exploration programmes for
each area of interest, as well as
assessing if there was evidence that a
decision had been made to discontinue
activities in any specific areas of
interest;
Assessing the Group’s future intention
for each area of interest, including
reviewing future budgeted
expenditures and related work
programmes;
Evaluating whether exploration
activities for the areas of interest had
reached a stage where a reasonable
assessment of economically
recoverable reserves existed; and
Testing on a sample basis, exploration
and evaluation expenditure incurred
and capitalised during the year.
We also assessed the appropriateness of the
disclosures in Note 12 to the financial
statements.
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 31 December 2019 but does
not include the financial report and our auditor’s report thereon.
Our opinion on the financial report does not cover the other information and we do not express any
form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information
and, in doing so, consider whether the other information is materially inconsistent with the financial
report or our knowledge obtained in the audit, or otherwise appears to be materially misstated. If,
based on the work we have performed, we conclude that there is a material misstatement of this
other information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the Directors for the Financial Report
The directors of the Company are responsible for the preparation of the financial report that gives a
true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001
and for such internal control as the directors determine is necessary to enable the preparation of
the financial report that gives a true and fair view and is free from material misstatement, whether
due to fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the Group
to continue as a going concern, disclosing, as applicable, matters related to going concern and using
the going concern basis of accounting unless the directors either intend to liquidate the Group or to
cease operations, or has no realistic alternative but to do so.
Auditor’s Responsibilities for the Audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is
free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that
an audit conducted in accordance with the Australian Auditing Standards will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered
material if, individually or in the aggregate, they could reasonably be expected to influence the
economic decisions of users taken on the basis of this financial report.
As part of an audit in accordance with the Australian Auditing Standards, we exercise professional
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
intentional omissions,
involve collusion,
fraud may
misrepresentations, or the override of internal control.
forgery,
Obtain an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of expressing
an opinion on the effectiveness of the Group’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of
accounting estimates and related disclosures made by the directors.
Conclude on the appropriateness of the directors’ use of the going concern basis of
accounting and, based on the audit evidence obtained, whether a material uncertainty exists
related to events or conditions that may cast significant doubt on the Group’s ability to
continue as a going concern. If we conclude that a material uncertainty exists, we are
required to draw attention in our auditor’s report to the related disclosures in the financial
report or, if such disclosures are inadequate, to modify our opinion. Our conclusions are
based on the audit evidence obtained up to the date of our auditor’s report. However, future
events or conditions may cause the Group to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the financial report, including the
disclosures, and whether the financial report represents the underlying transactions and
events in a manner that achieves fair presentation.
Obtain sufficient appropriate audit evidence regarding the financial information of the
entities or business activities within the Group to express an opinion on the financial report.
We are responsible for the direction, supervision and performance of the Group’s audit. We
remain solely responsible for our audit opinion.
We communicate with the directors regarding, among other matters, the planned scope and timing
of the audit and significant audit findings, including any significant deficiencies in internal control
that we identify during our audit.
We also provide the directors with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, related
safeguards.
From the matters communicated with the directors, we determine those matters that were of most
significance in the audit of the financial report of the current period and are therefore the key audit
matters. We describe these matters in our auditor’s report unless law or regulation precludes public
disclosure about the matter or when, in extremely rare circumstances, we determine that a matter
should not be communicated in our report because the adverse consequences of doing so would
reasonably be expected to outweigh the public interest benefits of such communication.
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 20 to 26 of the Directors’ Report for
the year ended 31 December 2019.
In our opinion, the Remuneration Report of Big River Gold Limited, for the year ended 31 December
2019, complies with section 300A of the Corporations Act 2001.
Responsibilities
The Directors of the Company are responsible for the preparation and presentation of the
Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our
responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in
accordance with Australian Auditing Standards.
DELOITTE TOUCHE TOHMATSU
D K Andrews
Partner
Chartered Accountants
Perth, 31 March 2020
Deloitte Touche Tohmatsu
ABN 74 490 121 060
Tower 2, Brookfield Place
123 St Georges Terrace
Perth WA 6000
GPO Box A46
Perth WA 6837 Australia
Tel: +61 8 9365 7000
Fax: +61 8 9365 7001
www.deloitte.com.au
The Board of Directors
Big River Gold Limited
Level 9, 190 St Georges Terrace
Perth WA 6000
Australia
31 March 2020
Dear Board Members
Big River Gold Limited
In accordance with section 307C of the Corporations Act 2001, I am pleased to provide the
following declaration of independence to the directors of Big River Gold Limited.
As lead audit partner for the audit of the financial statements of Big River Gold Limited for the
financial year ended 31 December 2019, I declare that to the best of my knowledge and belief,
there have been no contraventions of:
(i) the auditor independence requirements of the Corporations Act 2001 in relation to the
audit; and
(ii) any applicable code of professional conduct in relation to the audit.
Yours sincerely
DELOITTE TOUCHE TOHMATSU
D K Andrews
Partner
Chartered Accountants
Liability limited by a scheme approved under Professional Standards Legislation.
Member of Deloitte Asia Pacific Limited and the Deloitte Network.
Big River Gold Limited
Annual Report
31 December 2019
ADDITIONAL ASX INFORMATION
The additional information dated 27 March 2020 is required by the ASX Limited Listing Rules and is not disclosed
elsewhere in this report.
Distribution of Shareholders
1 - 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 and over
TOTAL
Numbers
50
13
23
520
485
1,091
There were 209 holders of less than marketable parcel of ordinary shares.
Twenty Largest Shareholders
Shareholder
EYEON INVESTMENTS PTY LTD
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
COPULOS SUPERANNUATION PTY LTD
SUPERMAX PTY LTD
WESTPARK OPERATIONS PTY LTD
SPACETIME PTY LTD
BNP PARIBAS NOMINEES PTY LTD
FARJOY PTY LTD
CITICORP NOMINEES PTY LIMITED
GUTHRIE CAD/GIS SOFTWARE PTY LTD
J P MORGAN NOMINEES AUSTRALIA PTY LIMITED
CONSTANTINOU EQUITIES PTY LTD
SHAYDEN NOMINEES PTY LTD
PAUL CONSTANTINOU SUPERANNUATION FUND PTY LTD
CHRIKIM PTY LTD
GUTHRIE CAD/GIS SOFTWARE PTY LTD
MR BASIL CATSIPORDAS
AUSTRALIA & NEW ZEALAND BANKING GROUP LIMITED
RETZOS EXECUTIVE PTY LTD
BNP PARIBAS NOMS PTY LTD
Total
Number of Shares
202,947,130
Percentage
15.40%
170,430,521
151,939,829
12.93%
11.53%
74,868,718
74,015,381
73,543,914
36,917,899
30,197,338
29,560,284
17,250,000
16,562,275
12,500,000
11,666,667
10,190,685
10,000,000
9,500,000
9,000,000
7,882,368
7,865,528
7,551,724
5.68%
5.62%
5.58%
2.80%
2.29%
2.24%
1.31%
1.26%
0.95%
0.89%
0.77%
0.76%
0.72%
0.68%
0.60%
0.60%
0.57%
964,390,261
73.17%
73
Big River Gold Limited
Annual Report
31 December 2019
Substantial Shareholders
Shareholder
Copulos Group
SG Hiscock & Company
Chris Retzos
Number of Shares
508,750,553
111,695,049
84,015,381
Quoted Options - ASX Code: BRVO (exercisable at $0.02, expiring 30 June 2022)
1 - 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 and over
TOTAL
Numbers
20
37
24
70
90
241
There were 126 holders of less than marketable parcel of Options.
Twenty Largest Holders
Holder
COPULOS SUPERANNUATION PTY LTD
EYEON INVESTMENTS PTY LTD
SUPERMAX PTY LTD
SPACETIME PTY LTD
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
CHRIKIM PTY LTD
SHAYDEN NOMINEES PTY LTD
SEIRAN PTY LTD
MR DANIEL AARON HYLTON TUCKETT
MR IAIN LESLIE REITMAN
CITICORP NOMINEES PTY LIMITED
J P MORGAN NOMINEES AUSTRALIA PTY LIMITED
MR JOHN DEREK HARDISTY &
MRS FANG XU
TB HOLDINGS AUSTRALIA PTY LTD
MABRA PTY LTD
RIVERVIEW CORPORATION PTY LTD
MR MICHAEL DAMIAN
MR CLEMENT FREDERICK DEVINE
LEEJAMES NOMINEES PTY LTD
MR CHRISTIAN SASHA FINI
Total
Number of Options
45,833,334
Percentage
25.70%
27,500,000
15.42%
27,500,000
15.42%
9,166,667
7,335,958
4,566,622
3,555,557
3,400,000
3,234,960
2,758,555
1,995,854
1,978,019
1,883,211
1,666,667
1,666,667
1,666,667
1,559,127
1,200,000
1,000,000
5.14%
4.11%
2.56%
1.99%
1.91%
1.81%
1.55%
1.12%
1.11%
1.06%
0.93%
0.93%
0.93%
0.87%
0.67%
0.56%
1,000,000
150,467,865
0.56%
84.38%
74
Big River Gold Limited
Annual Report
31 December 2019
Unquoted Options
At 27 March 2020, the following unquoted options were on issue:
Grant Date
Number on Issue
Exercise Price
Expiry Date
No. of Holders
30 May 2018
75,377,144
$0.055
31 May 2020
62
Unquoted Option holdings greater than 20% in any class
Option Holder
Exercise Price
Expiry Date
Number
Eyeon Investments Pty Ltd
$0.055
31 May 2020
18,134,472
Voting Rights
The voting rights attaching to each class of securities are set our below:
a)
b)
Ordinary Shares: On a show of hands every member present at a meeting in person or by proxy
shall have one vote and upon a poll each shares shall have one vote.
Options: No voting rights
On-market buy back
There is currently no on-market buy back program for any of the Company’s securities.
Stock Exchange Listing
Big River Gold Limited’s ordinary shares are quoted on ASX Limited. The home exchange is Perth.
75
Big River Gold Limited
Annual Report
31 December 2019
Schedule of Mining Tenements
Location
Description
Ownership
Location
Description
Ownership
Seridó
Seridó
Seridó
Seridó
Seridó
848.208/2016
848.093/2013
848.007/2015
846.124/2018
848.029/2019
100%
100%
100%
100%
100%
Borborema
805.049/1977
Borborema
840.149/1980
Borborema
840.152/1980
Borborema
948.262/2014
Espinharas
846.128/2005
Espinharas
846.134/2005
Espinharas
846.136/2005
Espinharas
846.140/2005
Espinharas
846.208/2012
Espinharas
846.209/2012
Espinharas
846.210/2012
Manga
860.057/2016
Mara Rosa
860.957/2012
Mara Rosa
860.958/2012
Mara Rosa
860.959/2012
Seridó
Seridó
Seridó
Seridó
Seridó
Seridó
Seridó
Seridó
Seridó
Seridó
Seridó
Seridó
Seridó
Seridó
Seridó
Seridó
Seridó
Seridó
Seridó
Seridó
Seridó
Seridó
Seridó
Seridó
846.158/2011
846.227/2011
846.502/2011
846.503/2011
846.504/2011
846.505/2011
848.011/2015
846.130/2012
846.131/2012
846.313/2012
846.316/2012
846.506/2011
846.604/2011
846.635/2011
846.637/2011
846.638/2011
846.639/2011
846.640/2011
846.643/2011
846.644/2011
846.651/2011
846.654/2011
848.281/2014
848.055/2015
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%
76