ANNUAL REPORT
30 JUNE 2020
ABN 96 614 534 226
N 96 614 534 226
Corporate Directory
Non-Executive Chairman
Share Registry
Hamish Halliday
Managing Director
Scott Williamson
Non-Executive Directors
Andrew Radonjic
Stephen Parsons
Hoirim Jung
Company Secretary
Jamie Byrde
Principal & Registered Office
Level 3, 24 Outram Street
WEST PERTH WA 6005
Telephone: (08) 9425 5217
Facsimile: (08) 6500 9982
Lawyers
Steinepreis Paganin
Lawyers & Consultants
Level 4, 16 Milligan Street
Perth WA 6000 Australia
Automic Group
Level 2, 267 St Georges Terrace
Perth WA 6000
Auditors
Stantons International
Level 2
1 Walker Avenue
WEST PERTH WA 6005
Bankers
National Australia Bank
50 St Georges Terrace
PERTH WA 6000
Stock Exchange Listing
Australian Securities Exchange
(Home Exchange: Perth, Western
Australia)
Code: BSX
Website Address
www.blackstoneminerals.com.au
Contents
Chairman’s Letter to Shareholders
Directors’ Report
Auditor’s Independence Declaration
Financial Statements
Directors’ Declaration
Independent Auditor’s Report
Additional Shareholder Information
Schedule of Mineral Tenements
2020 Annual Report
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3
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29
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68
72
74
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Blackstone Minerals Limited
1
Chairman’s Letter to Shareholders
Chairman’s Letter to Shareholders
On behalf of the Directors of Blackstone Minerals Limited (“Blackstone”), I present to shareholders the
Company’s annual report for the year ended 30 June 2020.
This year has been an exciting and formative year for Blackstone, since acquiring the 90% interest in
the Ta Khoa Nickel Project in Vietnam. To coincide with the acquisition, we welcomed EcoPro as a
strategic partner with a $6.8 Million investment into Blackstone. This was two years of hard work for
the Blackstone Management Team who was successful in attracting an investment from Korea’s largest
nickel-rich cathode materials manufacturer and the worlds second largest.
Recently, Blackstone attracted interest from Institutional Investors following the Company reaching a
major milestone of a $100 Million market capitalisation. Blackstone secured an $18 Million placement
which included an $8 Million cornerstone investment from Fidelity International Limited. The company
has also chosen to reward its existing shareholders by offering them the right to participate on the terms
as offered to institutional investors via a Share Purchase Plan, which closes on 2 October 2020.
Blackstone continues its aggressive drilling campaign, with six drill rigs currently in operation, together
with a geophysical program which continues to provide ongoing success identifying multiple new
prospects. The Company has delivered a number of new exploration discoveries over the course of the
year; including Ban Chang, Viper and Ta Cuong in addition to the King Cobra and Ban Phuc discoveries.
With the scoping study and maiden resource due over the coming weeks, we are confident of delivering
value for our shareholders in the future and look forward to making progress towards recommencing
the Ban Phuc Nickel Mine and continuing to focus on the downstream processing infrastructure in
Vietnam, to ultimately producing a downstream nickel and cobalt product to supply Asia’s growing
lithium ion battery industry.
Blackstone also maintains a portfolio of highly prospective Australian Projects , including the Silver
Swan South project, located 8 km along strike of the interpreted extension of the Fitzroy Shear Zone
which hosts the Kanowna Belle Gold Mine (+5 Moz gold endowment). The project is also located 10km
south of the Silver Swan Nickel Mine and within a similar ultramafic package that is also prospective for
Nickel Sulfide mineralisation. We look forward to unlocking value for our shareholders in the coming
months.
The company still holds its Gold Bridge Project where a total of 3,265 m of diamond core drilling has
been completed since acquiring the project in October 2017. An IP survey completed has highlighted a
number of larger sulfide targets that exist along strike to the east and west of Little Gem. The IP
anomalies have been elevated to our highest priority targets to be drill tested at the earliest opportunity.
We look forward to the completion of the upcoming Scoping Study and thank our staff around the globe,
including, Vietnam, Canada and Australia and senior management who have continued to perform and
deliver value for our Company. We would also like to thank our Shareholders and stakeholders alike for
continued support of Blackstone as we strive to deliver on our Company’s goals.
Hamish Halliday
Non-Executive Chairman
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Blackstone Minerals Limited
2
Directors’ Report
For the year ended 30 June 2020
The Directors of Blackstone Minerals Limited submit herewith the consolidated financial statements
of the Company and its controlled entities (“Group” or “Group”) for the year ended 30 June 2020 in
order to comply with the provisions of the Corporations Act 2001.
1.
Directors
The following persons were Directors of Blackstone Minerals Limited during the whole of the financial
year and up to the date of this report, unless otherwise stated:
Mr Hamish Halliday Non-Executive Chairman
Mr Scott Williamson Managing Director
Mr Andrew Radonjic Non-Executive Director (Appointed 21 April 2020)
Previously Technical Director (Resigned 21 April 2020)
Mr Stephen Parsons Non-Executive Director
Mr Hoirim Jung
2.
Non-Executive Director (Appointed 21 April 2020)
Principal Activities
The principal activity of the Group during the year was mineral exploration. There were no significant
changes in the nature of the Group’s principal activities during the year.
3.
Group Financial Overview
Profit and Loss
The loss attributable to owners of the Group after providing for income tax amounted to $7,894,306
(2019: $4,062,608).
Financial Position
The Group had $6,786,541 in cash and cash equivalents as at 30 June 2020 (2019: $307,532).
4.
Dividends Paid or Recommended
The Directors do not recommend the payment of a dividend and no amount has been paid or declared
by way of a dividend to the date of this report.
5.
Business Strategies & Prospects for the Forthcoming Year
Blackstone Minerals Limited is focused upon the exploration and development of mineral resources
within its current portfolio of projects including the Ta Khoa Nickel Project in Northern Vietnam, the
Gold Bridge Project in British Columbia, Canada and, Gold and Nickel Projects in Western Australia.
The Blackstone Minerals strategy is underpinned by a focus on developing the Ta Khoa Nickel-
Copper-PGE Project in Northern Vietnam. The existing modern mine infrastructure at Ta
Khoa offers the Company a foundation to build a fully integrated mine-to-market nickel business over
the coming years. In close collaboration with our partner EcoPro we aim to build one of the world’s
first green nickel processing facilities to produce downstream nickel products for the lithium-ion
battery industry. The maiden resource at Ban Phuc will give the Company an initial platform to build
on as our exploration
throughout our Ta
Khoa nickel sulfide project.
the geology
to unlock
continues
team
We have a vision to build a world class nickel mining centre at Ta Khoa and one of the world’s first
green nickel processing facilities. The Ta Khoa Nickel-Cu-PGE project is currently powered by South
East Asia’s largest hydro power plant located nearby in the Son La Province. At Blackstone we
aim to set an example to the rest of the world and to be a pioneer on building a green nickel mining
business for the future demand coming from the rapid growth in nickel-rich cathode materials
required to power the electric vehicle revolution.
Material business risks that may impact the results of future operations include further exploration
results, future commodity prices and funding.
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Blackstone Minerals Limited
3
Directors’ Report
For the year ended 30 June 2020
6.
Significant Changes in the State of Affairs
The following significant changes in the state of affairs of the during the financial year:
•
•
•
•
•
•
•
•
•
•
On 5 July 2019, the company issued 30,000,000 ordinary shares at an offer price of $0.05
through a placement, raising $1,500,000 before costs.
On 16 August 2019, the Company entered into a Controlled Placement Agreement (CPA) with
Acuity Capital. The CPA provided the Company up to $2 million of standby equity capital. On
28 August 2020, with the increase in market capitalisation of the Company, the CPA facility
increased to $15 million. The remaining standby equity capital available under the CPA is
$11.84 million with an expiry date of 31 July 2021. There is no commitment to utilise the
facility.
On 27 September 2019, the Company announced it has completed placement of 30,000,035
shares issued at $0.15, raising $4,500,000 primarily to progress the Ta Khoa Nickel project
and mobilise an additional rig at Ta Khoa and commence a geophysical program.
On 11 October 2019, the Company issued 776,666 new shares at $0.15, raising $116,500
through completion of a Share Purchase Plan.
On 2 December 2019, the company announced to the ASX that it entered into a memorandum
of understanding (MOU) with Korea’s largest electric vehicle (EV) battery cathode
manufacturer, Ecopro BM Co Limited (Ecopro). The non-binding MOU outlines an alliance
structure whereby Ecopro and the Company will work in partnership to develop a
downstream processing facility associated with the Ta Khoa Nickel Project in northern
Vietnam.
On 15 April 2020, Blackstone executed the option to acquire AMR Nickel Limited, which holds
the 90% interest in the Ta Khoa Project. To complete the transaction, the company issued
A$1,000,000 of shares to the vendor, being 8,600,000 shares which were issued on 5 June
2020.
On 21 April 2020, the company issued 38,100,000 Tranche 1 shares to EcoPro Co Ltd with
an issue price of $0.17 per share.
Mr Hoirim Jung, was appointed to the Board of Blackstone Minerals Limited on 21 April
2020.
On 5 June 2020, the company issued 1,900,000 Tranche 2 shares to EcoPro Co Ltd with an
issue price of $0.17 per share for a combined Tranche 1 and Tranche 2 of $6,800,000.
On 5 June 2020, the company issued 8,600,000 shares with an issue price of $0.1163 to Ta
Khoa Mining Ltd following the exercise of the Option to acquire the ordinary shares in AMR
Nickel Ltd, the owner of 90% interest in Ban Phuc Nickel Mines.
Review of Operations
7.
Introduction
On 15 April 2020, Blackstone exercised the option to purchase the Ta Khoa Nickel project, with the
Company focused on its exploration program including drilling and geophysics at the Ta Khoa Nickel
Project in Vietnam. The company is currently finalising a scoping study and maiden resource.
The company continued its low cost exploration at the Gold Bridge Project in British Columbia, Canada
preparing for the 2020 field seasons with ongoing data collation, administration and first nations
engagement. The company also has Western Australian projects including Silver Swan South and the
Red Gate project located near Kalgoorlie in the Eastern Goldfields of Western Australia, as well as the
Middle Creek project (Refer to Figure One)
with work being finalised on initial drill testing.
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Blackstone Minerals Limited
4
Directors’ Report
For the year ended 30 June 2020
7.
Review of Operations
Ta Khoa Nickel Project - Vietnam
Figure One | Locations of the Projects
(see Figure 6)
Blackstone Minerals Limited has acquired a 90% interest in the Ta Khoa Nickel-PGE Project. The Ta
in the Son La Province of Vietnam
Khoa Nickel-PGE Project is located 160km west of Hanoi
and includes an existing modern nickel mine built to Australian Standards, which is currently under
care and maintenance. The Ban Phuc nickel mine successfully operated as a mechanised
underground nickel mine from 2013 to 2016. Blackstone previously announced drilling at the King
Cobra discovery which intersected 60m @ 1.3% Nickel from 32m. The King Cobra discovery includes
the first-ever intersection of massive sulfide vein (MSV) and breccia styles of sulfide mineralisation
within the Ban Phuc intrusion and may provide vectors towards the high grade ‘feeder zone’
mineralisation.
Figure Two| Ta Khoa Nickel-PGE (Cu-Co) district
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Blackstone Minerals Limited
5
Directors’ Report
For the year ended 30 June 2020
7.
Review of Operations (continued)
Initial geological modelling of Blackstone’s drilling, combined with more than 60,000m in 381 holes
drilled by the previous owners of the project, is starting to reveal the potential extents of the Ban
. Currently the disseminated
Phuc disseminated sulfide (DSS) Nickel–PGE deposit
mineralisation has been encountered in drill holes over an area 1,000m by 500m and remains open
along strike to the north-west and south-east and down dip to the north-east. Blackstone’s drilling
of the Ban Phuc DSS includes the following significant results:
Interval
(m)
From
(m)
Refer to Figures 3 & 4
Drillhole
To
(m)
Ni
(%)
(
)
Pt+Pd+Au
(g/t)
BP19-02
incl.
BP19-03
BP19-06
incl.
BP19-08
incl.
BP19-09
incl.
BP19-10
incl.
BP19-07
incl.
BP19-11
incl.
BP19-22
incl.
BP19-23
incl.
BP19-29
incl.
BP19-32
incl.
or
BP19-38
incl.
BP19-40
incl.
106.6
106.6
56.5
101
108.5
140.6
140.6
107
108.2
136.9
137.5
310.9
310.9
109.4
116
79
81
173
187
32
49.1
108
108.6
108.6
0
0
3
7.3
124.4
114
102
128.7
122
170
146.9
118.9
117
170.2
152
375
327
161
124
108
94.4
224
203
91.8
63
187.8
121.9
110.6
96.3
39
47.4
35
17.8
7.4
45.5
27.7
13.5
29.4
6.3
12.0
8.8
33.3
14.5
64.4
15.6
51.5
8.0
29.0
13.4
51.0
15.7
59.8
13.9
79.8
13.3
2.0
96.3
39
44.4
27.7
1.00
1.36
1.20
0.88
1.12
1.00
1.22
1.46
1.70
0.80
1.31
0.52
1.08
0.50
1.09
0.60
0.82
0.71
1.48
1.29
2.25
0.51
1.08
0.85
0.64
1.13
0.87
1.15
Figure Three: Table of Drill Results of the Ban Phuc DSS
0.74
1.10
0.35
0.74
0.91
0.60
1.03
1.09
1.28
0.37
0.65
0.20
0.58
0.22
0.66
0.39
0.72
0.43
1.14
0.29
0.54
0.33
1.13
2.88
0.22
0.4
0.18
0.24
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Blackstone Minerals Limited
6
Directors’ Report
For the year ended 30 June 2020
7.
Review of Operations (continued)
Blackstone’s Ta Khoa Nickel–PGE project has a combination of large DSS nickel targets and 25 other
prospects, including multiple high-grade MSV targets of the style that were mined adjacent to the
current Ban Phuc DSS drilling. The Ban Phuc Nickel mine operated for 3.5 years between 2013 and
2016, producing 20.7kt Ni, 10.1kt Cu and 0.67kt Co, before closing when the defined mineable
reserves were depleted. The high-grade Ban Phuc MSV is located less than 50m to the south of the
Ban Phuc DSS deposit and remains underexplored at depths below the base of previous mining. Many
other MSV targets are within potential trucking distance of the existing 450ktpa Ban Phuc processing
facility that was built to international standards, commissioned in 2013, and has been on care and
maintenance since 2016.
Figure Four: Plan View showing Ban Phuc DSS drill hole collar locations and KCZ.
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Blackstone Minerals Limited
7
Directors’ Report
For the year ended 30 June 2020
7.
Review of Operations (continued)
(Refer to Figure 5)
Blackstone is evaluating near mine MSV and other potential DSS targets for drill testing during the
, with the concept of identifying high
2020 season initially at the Ban Chang prospect
grade and further disseminated mineralisation for either an early restart of the Ban Phuc mining
operation, or the potential to blend higher grade MSV mineralisation with the larger tonnage DSS
mineralisation for processing. Blackstone believes that the Ta Khoa project represents a true district
, of a calibre rarely controlled by a junior company.
scale Nickel-PGE sulfide opportunity
(Refer to Figure 2)
Figure Five: Ban Chang prospect with 1.2km long of EM plates and drill holes BC20-01, BC20-02, BC20-03 & BC20-
04
The project also has significant infrastructure advantages that include the existing 450ktpa
processing facility, abundant low cost hydroelectric power, a skilled low-cost labour force, and is
located in a country that has become an Asian hub for electronics and battery manufacturing with a
growing demand for Nickel Sulfate for EV battery manufacture. Blackstone looks forward to
reporting further results from the King Cobra discovery and the ongoing drilling at Ban Chang, as the
company advances the exploration and evaluation of this high calibre asset for its shareholders.
Ta Khoa Nickel-Copper-PGE Project – Next Steps
Blackstone Minerals aims to deliver a maiden resource in October 2020, focused initially on the DSS
at Ban Phuc and continues to investigate the potential to restart the existing Ban Phuc concentrator
through focused exploration on both MSV and DSS deposits.
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Blackstone Minerals Limited
8
Directors’ Report
For the year ended 30 June 2020
7.
Review of Operations (continued)
Blackstone Minerals has commenced a scoping study on the downstream processing facility at Ta
Khoa. The scoping study, also to be announced in October 2020, will provide details for joint
venture partners to formalise the next stage of investment. Blackstone Minerals has commenced
metallurgical testing on the Ban Phuc DSS deposit with an aim to develop a flow sheet for a product
suitable for the lithium-ion battery industry.
In addition, Blackstone Minerals will investigate the potential to develop downstream processing
infrastructure in Vietnam to produce a downstream nickel and cobalt product to supply Asia’s
growing lithium-ion battery industry.
Figure Six: Ta Khoa Nickel-Copper-PGE Project – Project Location
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Blackstone Minerals Limited
9
Directors’ Report
For the year ended 30 June 2020
7.
Review of Operations (continued)
The Ta Khoa Nickel-Copper-PGE Project in northern Vietnam includes an existing modern nickel
mine which has been under care and maintenance since 2016 due to falling nickel prices. Existing
infrastructure includes an internationally designed 450ktpa processing plant. Previous project
owners focused mining and exploration efforts primarily on the MSV at Ban Phuc.
Blackstone Minerals plans to explore both MSV and DSS targets throughout the project, initially
within a 5km radius of the existing processing facility. Blackstone Minerals will conduct further
geophysics on the MSV and DSS targets and continue its maiden drilling campaign.
Canadian Projects
Gold Bridge Project
(100% interest)
The Gold Bridge Project (367 km² of tenure), formerly the Little Gem - Gold Bridge Project, is
located 180 km north of Vancouver in British Columbia, Canada. The Project was discovered in the
1930s by prospectors identifying a pink cobalt-bloom on weathered mineralisation that led to
three adits being developed. A total of 1,268 m of drilling was completed from underground and
detailed channel sampling was taken from the adits. Blackstone acquired the Gold Bridge Project
in October 2017 and has since completed an extensive maiden exploration program including
drilling, geochemical and geophysical surveys, with the initial results indicating potential for the
project to host a world class Cobalt Belt in British Columbia.
During the year, Blackstone prepared for the 2020 field season with ongoing data collation,
administration and first nations engagement. During the 2018 field season Blackstone identified a
number of major Copper-Gold-Cobalt targets centred on the Jewel Prospect, located 1.1 km north-
northeast of the Little Gem Prospect. The soil anomalies are greater than 1.5 kilometres long and
coincide with several significant IP targets, which are indicating a large sulfide bearing body at
depth. The Copper, Gold and Cobalt soil anomalies are favourably located within a significant
structural setting near the contact between the granodiorite and serpentinite.
Blackstone’s geological model for the Jewel Prospect suggests the Copper-Gold-Cobalt Prospect is
favourably located within a similar geological setting to the underground mines of the world class
Bou-Azzer primary Cobalt district in Morocco. The majority of the high grade underground primary
Cobalt mines at Bou-Azzer are located near the contact of the serpentinised ultramafic and the
quartz diorite. The historical Jewel Mine is likewise located within close proximity to the contact of
the serpentinite and granodiorite bodies. With the discovery of Cobalt-Gold mineralisation at
Erebor during the 2018 field season returning grades up to 2.3% cobalt, 32 g/t gold, 1.6% copper
and 1.1% nickel, combined with the multiple largescale IP anomalies indicating the potential
source of the high grade mineralisation at Little Gem, Erebor, Jewel and Roxey, the Company
continues to unlock the potential for multiple deposits in a region with geology analogous to the
Bou-Azzer primary Cobalt district in Morocco (>50 deposits and over 75 years of Cobalt
production).
Regional targets continue to be generated from the data collected through prospecting and stream
sediment sampling across the entire 48 strike km of untested geology prospective for further
primary Cobalt and Gold mineralisation. Blackstone is actively seeking joint venture partners for
the Gold Bridge Project.
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Blackstone Minerals Limited
10
Directors’ Report
For the year ended 30 June 2020
7.
Review of Operations (continued)
Figure Seven: Gold Bridge Project showing Copper, Gold and Cobalt soil contours and IP chargeability
isosurfaces.
Cartier Project (100% interest)
The Cartier Cobalt-Nickel Project (9 km² of tenure) is located 440 km north-east of Quebec City.
Historic exploration (1990s) on the project for Voisey’s Bay Style Nickel and Copper has identified
Cobalt within two prospects named Lac St Pierre Zones 1 & 2. During the year the Company
continued to progress the project to understand the full potential of the Cartier Project.
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Blackstone Minerals Limited
11
Directors’ Report
For the year ended 30 June 2020
7.
Review of Operations (continued)
Australian Projects
Blackstone has three Australian projects (Silver Swan South, Red Gate and Middle Creek), which are
all located in Western Australia and are prospective for gold, with the Silver Swan South project also
prospective for nickel sulfides.
Silver Swan South Project (100% interest)
The Silver Swan South Project comprises one granted exploration licence E27/545 and six granted
prospecting licences, P27/2191 – 2196 covering an area of 38.5 km². The Project is along trend of
the massive nickel sulfide Silver Swan Deposit (pre-mining ore reserve of 655 kt at 9.5% Nickel) and
associated deposits (pre-mining resource of 10.4 Mt at 1.0% Nickel), and only 8 km northeast of the
major Kanowna Belle Gold Mine (+5 Moz gold endowment).
During the year Blackstone, continued to work on finalising priority targets for drill testing.
Highlights of the Project include:
•
•
•
•
Blackstone’s second phase aircore drilling program at Silver Swan South intersected gold
prospect
mineralisation and extensive basement geochemical anomalism at the
with the following result:
Black Eagle
•
•
10 m @ 3.2 g/t Au from 68 m within;
15 m @ 2.2 g/t Au from 64 m to end of hole.
These results significantly upgraded the Black Eagle prospect and when combined with
saw Black Eagle elevated to
previous reconnaissance results of
a priority drill target;
3m @ 3.5g/t Au from 60m
The Silver Swan South project is located 8 km along strike and encompasses the interpreted
extension of the Fitzroy Shear Zone which hosts the Kanowna Belle Gold Mine (+5 Moz gold
endowment);
3 m @
2.6 g/t Au from 52 m
Aircore drilling will also target the
prospect following up on an initial
intersected in the first phase of drilling at Silver Swan South.
Black Hawk
Blackstone’s initial drilling at Silver Swan South is targeting both gold, hosted by structural targets
along strike from the Kanowna Belle Gold Mine (+5Moz gold endowment), and nickel sulfide
mineralisation, associated with ultramafic units along strike from the Silver Swan and Black Swan
Nickel Mines (endowment 166kt Ni metal). The initial programs are designed to test for basement
hosted mineralisation, using air core drilling, to improve definition of gold and base metal anomalism
identified by previous reconnaissance style drilling.
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Blackstone Minerals Limited
12
Directors’ Report
For the year ended 30 June 2020
7.
Review of Operations (continued)
Red Gate Project (100% interest)
The Red Gate Project consists of one granted Exploration Licence E31/1096 covering an area of
145.2 km². The Project is centred 10 km north of the Porphyry Gold Mine (0.9 Moz gold
endowment), 140 km northeast of Kalgoorlie. Historical exploration work has mostly targeted the
Porphyry North Prospect where shallow, outcropping mineralisation has been defined. There is
the potential to discover further mineralisation at Porphyry North and several other prospects
nearby. During the year, Blackstone continued to work on finalising priority targets for drill
testing.
Middle Creek Project (95% to 100% interest)
The Middle Creek Project is adjacent to Millennium Minerals Limited’s Nullagine Gold Project
(where the Golden Eagle operations have produced >400 koz gold since 2012 and, as at 31
2018, had a 1.1Moz resource inventory), in the Pilbara region of Western Australia and consists of
21 prospecting licence covering 37.7 km² within the Mosquito Creek belt. During the year,
Blackstone continued to work on finalising priority targets for drill testing.
8. Matters Subsequent to the End of the Financial Year
July
st
•
•
•
•
•
•
•
On 24 July 2020, 1,750,000 shares were issued upon conversion of Director performance
options with a conversion price of $0.001 per share.
On 21 August 2020, 2,500,000 unlisted performance options expiring 20 August 2025,
exercise price of $0.001 were issued.
On 21 August 2020, 8,000,000 collateral shares were issued to Acuity Capital with an issued
price of $0.2875 per share under a controlled placement deed.
On 28 August 2020, the Company is pleased to announced Acuity Capital has agreed to
increase the CPA limit of $5m to a new limit of $15m to reflect the higher market
capitalisation following the recent share price appreciation. Following the increase to the
new CPS limit of $15million, the remaining standby equity capital available under the CPA
is $11.84 million with an expiry date of 31 July 2021.
On 28 August 2020, the Company issued 6,175,000 shares upon conversion of performance
options with an issue price of $0.001 per share and 419,162 shares were issued in lieu of
cash to consultants for services provided with an issue price of $0.334 based on a 30 day
VWAP calculation.
On 17 September 2020, the Company announced it has completed placement for 42,426,356
ordinary shares at $0.42 for $17,819,070 before costs.
On 18 September 2020, the Company announced that eligible shareholders will have the
opportunity to participate in the Share Purchase Plan up to the value of $30,000 at the same
price as the Placement. The Company seek to raise up to $3,000,000.
There are no further subsequent events.
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Blackstone Minerals Limited
13
Directors’ Report
For the year ended 30 June 2020
9.
Likely Developments and Expected Results of Operations
The Company will continue its mineral exploration activity at and around its exploration projects in
Vietnam, Western Australia and Canada with the object of identifying commercial resources.
Further information on likely developments in the operations of the group and the expected results
of operations have not been included in the Annual Report because the Directors believe it would be
likely to result in unreasonable prejudice to the group.
10.
Information on Directors and Company Secretaries
Mr Hamish Halliday
since 30 August 2016
Qualifications
Experience
Independent Non-Executive Chairman
BSc (Geology), MAusIMM
Mr Halliday is a Geologist with a Bachelor of Science from the University
of Canterbury and has over 20 years of corporate and technical experience
in the mining industry. Mr Halliday co-founded Blackstone Minerals and
was instrumental in the acquisition of its Company’s current tenement
portfolio.
Mr Halliday has been involved in the discovery and acquisition
of numerous projects over a range of commodities throughout four
continents. Mr Halliday has founded and held executive and non-executive
directorships with a number of successful listed exploration companies
including Adamus Resources Ltd (‘Adamus’). He was CEO of Adamus from
its inception through to successful completion of a feasibility study on its
gold project in Ghana which is now in production.
Interest in Securities
Fully Paid Ordinary Shares
11,481,383
Other Directorships
Mr Scott Williamson
Venture Minerals Limited (since 30 January 2008)
Comet Resources Limited (since 16 December 2014)
Alicanto Minerals Limited (since 17 March 2016 to 12 August 2020)
– appointed 6 November 2017
Qualifications
Experience
Managing Director
BEng (Mining) BCom, MAusIMM
Mr Williamson is a mining engineer with a Bachelor of Commerce degree
from the West Australian School of Mines (WASM). Mr Williamson has
over 10 years’ experience in the mining and finance sectors across a
variety of technical and corporate roles, recently Investor Relations
Manager at Resolute Mining Ltd and a senior Analyst at Hartley’s.
Interest in Securities
Fully Paid Ordinary Shares
Performance Options
7,000,000
1,000,000
Other Directorships
Nil.
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Blackstone Minerals Limited
14
Directors’ Report
For the year ended 30 June 2020
10.
Information on Directors and Company Secretaries (continued)
Mr Andrew Radonjic
– appointed 21 April 2020
Qualifications
Experience
Non Executive Director
2020
Previously Technical Director
– since 30 August 2016; resigned 21 April
BAppSc (Mining Geology), MSc (Mineral Economics), MAusIMM
Mr Radonjic is a geologist and mineral economist with over 30 years of
experience in mining and exploration, with a specific focus on gold and
nickel in the Eastern Goldfields of Western Australia. Mr Radonjic began
his career at the Agnew Nickel Mine before spending over 15 years in the
Paddington, Mount Pleasant and Lady Bountiful Extended gold operations
north of Kalgoorlie, where he has fulfilled a variety of senior roles which
gave rise to three gold discoveries, totalling in excess of 3 million ounces
in resources and in the development of over 1 million ounces.
Interest in Securities
Fully Paid Ordinary Shares
Performance Options
5,708,751
1,500,000
Other Directorships
Mr Stephen Parsons
Venture Minerals Limited (since 12 May 2006)
Fin Resources Limited (since 14 May 2018)
appointed 30 October 2017
Qualifications
Experience
Non-Executive Director –
BSc (Hons) Geology, MAusIMM
Mr Parsons is a geologist with over 20 years’ experience in the mining
sector. He is the managing director of Bellevue Gold Ltd which is
delineating the high-grade Bellevue Gold Project in Western Australia.
Previously Mr Parsons was the managing director of Gryphon Minerals
Ltd, which he founded and listed on the ASX and grew it to an ASX-200
company with a multimillion-ounce gold discovery in West Africa.
Interest in Securities
Fully Paid Ordinary Shares
Performance Options
8,622,421
1,500,000
Other Directorships
Mr Hoirim Jung
Bellevue Gold Ltd (appointed 31 March 2017)
Auteco Minerals Limited (appointed 28 January 2020)
African Gold Ltd (1 February 2018 to 1 April 2020)
appointed 21 April 2020
Qualifications
Experience
Non-Executive Director –
Bachelor of Economics, Member of Korean Institute of Certified Public
Accountants (KICPA)
Mr Jung has over 10 years financial management experience, specifically
in financing and feasibility studies for new projects. He began his career
with KPMG Samjong Accounting Corporation, one of Korea’s “big four”
accounting
for various M&A
transactions. He then moved to Atinum Partners, where he was involved
in investments in the oil and gas industry and managed the invested assets
in North America. He joined EcoPro in 2016 where his accomplishments
include successfully dealing with the initial public offering of subsidiary
EcoPro BM (KOSDAQ: 247540).
firms, providing advisory services
Interest in Securities
Fully Paid Ordinary Shares Nil
Other Directorships
None
|
Blackstone Minerals Limited
15
Directors’ Report
For the year ended 30 June 2020
10.
Company Secretary
Information on Directors and Company Secretaries (continued)
Jamie Byrde – BCom, CA.
Since - 15 March 2017
Mr Byrde is a Chartered Accountant with over 16 years’ experience in corporate, audit and company
secretarial matters. Previously Mr Byrde has held positions providing corporate advisory services,
financial accounting/reporting and ASX/ASIC compliance management. Mr Byrde is also currently
Company Secretary for Venture Minerals Limited.
11. Remuneration Report (audited)
The Directors of Blackstone Minerals Limited are pleased to present your Company’s 2020
remuneration report which sets out remuneration information for the Non-Executive Directors,
Executive Directors and other key management personnel (“KMP”).
The following sections are included with this report:
A.
B.
C.
D.
E.
F.
G.
H.
I.
J.
K.
L.
M.
A.
Directors and key management personnel disclosed in this report
Remuneration governance
Use of remuneration consultants
Executive remuneration policy and framework
Group Performance, Shareholder Wealth and Executive Remuneration
Non-Executive Director remuneration policy
Voting and comments made at the company’s 2019 Annual General Meeting
Details of remuneration
Details of share-based payments and bonuses
Service Agreements
Equity instruments held by key management personnel
Loans to key management personnel
Other transactions with key management personnel
Directors and key management personnel disclosed in this report
Non-Executive Directors
Mr H Halliday
Mr S Parsons
Mr A Radonjic
Mr H Jung
Executive Directors
Mr S Williamson
Non-Executive Chairman
Non-Executive Director
Non-Executive Director (Appointed 21 April 2020)
Previously Technical Director (Resigned 21 April 2020)
Non-Executive Director (Appointed 21 April 2020)
Managing Director
Other key management personnel
Mr J Byrde
Mr M Naylor
CFO/Company Secretary
Joint Company Secretary (Resigned 31 March 2020)
All of the key management personnel held their positions during the year ended 30 June
2020 and up to the date of this report unless otherwise disclosed.
|
Blackstone Minerals Limited
16
Directors’ Report
For the year ended 30 June 2020
11.
Remuneration Report (audited) (continued)
Remuneration governance
B.
The Company has established a Remuneration Committee under a formal charter. The
Remuneration Committee comprises of four Directors.
The Remuneration Committee is responsible for reviewing and recommending the
remuneration arrangements for the Executive and Non-Executive Directors and KMP each
year in accordance with the Company’s remuneration policy approved by the Board. This
includes an annual remuneration review and performance appraisal for the Executive
Directors and other executives, including their base salary, short-term incentives (“STI”)
and long-term incentives (“LTI”), bonuses, superannuation, termination payments and
service contracts.
Further information relating to the role of the Remuneration Committee can be found
within the Corporate Governance Report on the Company’s website, refer to
http://blackstoneminerals.com.au/corporate/
Use of remuneration consultants
The Company has not engaged or contracted remuneration consultants during the financial
year.
Executive remuneration policy and framework
C.
D.
The remuneration policy of Blackstone Minerals Limited has been designed to align
executives’ objectives with shareholder and business objectives by providing both fixed
and discretionary remuneration components which are assessed on an annual basis in line
with market rates. By providing components of remuneration that are indirectly linked to
share price appreciation (in the form of options), executive, business and shareholder
objectives are indirectly aligned. The board of Blackstone Minerals Limited believes the
remuneration policy to be appropriate and effective in its ability to attract and retain the
best directors to run and manage the Company, as well as create goal congruence between
Directors and Shareholders.
In determining competitive remuneration rates, the Board review local and international
trends among comparative companies and industry generally. It examines terms and
conditions for employee incentive schemes, benefit plans and share plans. Independent data
is sourced to ensure that the company’s remuneration levels fall within the 50th to 75th
percentile of companies in a similar industry group and with a similar market capitalisation.
These ongoing reviews are performed to confirm that executive remuneration is in line with
market practice and is reasonable in the context of Australian executive reward practices.
The Board also ensures that the mix of executive compensation between fixed, variable, long-
term, short-term and cash versus equity is appropriate. The Company endeavours to reduce
cash expenditure by providing a greater proportion of compensation in the form of equity
instruments. This allows cash-flows to be directed towards exploration programs with a view
to improving the quality of our projects.
E. Group Performance, Shareholder Wealth and Executive Remuneration
The remuneration policy has been tailored to increase goal congruence between shareholders
directors and executives. This has been achieved by the issue of performance options to
directors, executives and other key management personnel, at the discretion of the Board of
Directors. The performance options are issued under the Employee Incentive Scheme and
based on a mixture of short, medium and long-term incentive options. This structure rewards
executives for both short-term and long-term shareholder wealth development.
|
Blackstone Minerals Limited
17
Directors’ Report
For the year ended 30 June 2020
11. Remuneration Report (audited) (continued)
F. Non-executive Director remuneration policy
The Board policy is to remunerate Non-Executive Directors at market rates for comparable
companies for time, commitment and responsibilities. Fees for Non-Executive Directors are
not linked to the performance of the group.
In determining competitive remuneration rates, the Board review local and international
trends among comparative companies and industry generally.
Typically, Blackstone will compare Non-Executive Remuneration to companies with similar
market capitalizations in the exploration and resource development business group. These
ongoing reviews are performed to confirm that non-executive remuneration is in line with
market practice and is reasonable in the context of Australian executive reward practices.
Further to ongoing reviews, the maximum aggregate amount of fees that can be paid to non-
executive directors is $500,000. There are no planned changes to this limit requiring approval
by shareholders at the Annual General Meeting.
G. Voting and comments made at the Company’s 2019 Annual General Meeting
The Company received votes against its Remuneration Report, representing greater than 25%
of the votes cast by persons entitled to vote. In other words, Blackstone Minerals Limited
received its “First Strike” against its 2019 Remuneration Report at the Annual General
Meeting (AGM) held on 27 November 2019.
Corporations Act 2001
requires Blackstone to include in this year’s
In these circumstances, the
Remuneration Report, an explanation of the Board’s proposed action in response to that First
Strike, or alternatively, if the Board does not propose any action, the Board’s reason for such
inaction.
In summary, the feedback from the company’s major shareholder was in relation to the
performance hurdles that were attached to the performance options issued to Directors as
approved at the General Meeting of Shareholders held on 9 October 2019. The Board, believed
and continues to believe that the hurdles set at the time were in the best interest of
shareholders, whilst offering appropriate incentives for Directors. However, the board has
considered the feedback from shareholders and has committed to taking that feedback into
consideration when deciding on future performance hurdles, where they relate to incentives
shares for Directors and management.
The 2019 Remuneration Report was not impacted by the issue of options even though the
First Strike was received, however the current year 2020 Remuneration Report includes the
share based payments expenses in relation to the Director Options issued on 11 October 2019.
Actions taken since the first strike include:
-
-
-
No further performance options or incentives have been issued to Directors since 11
October 2019.
The Board together with its advisors will consult with shareholders where possible or
advisors when proposing future Short-term and Long-Term Incentive Plans.
The board will also continue to ensure future incentives and remuneration policy
frameworks are in accordance with the 4
Edition of the Corporate Governance
Principles, Principle 8, Remunerate fairly and responsibly.
th
|
Blackstone Minerals Limited
18
Directors’ Report
For the year ended 30 June 2020
11. Remuneration Report (audited) (continued)
H.
Details of Remuneration
Details of the remuneration of the Directors and key management personnel of the group
of Blackstone Minerals Limited are set out in the following table for the year ending 30
June 2020. There have been no changes to the below named key management personnel
since the end of the reporting year unless otherwise noted.
2020
Non-Executive Directors
Cash
Salary &
Fees
$
Mr H Halliday
Mr S Parsons
Mr A Radonjic
A
Mr H Jung
Executive Directors
25,000
40,000
137,533
8,359
Mr S Williamson
Other key management personnel
236,539
Mr J Byrde
Total
Remuneration
60,000
507,431
2019
Non-Executive Directors
Cash
Salary &
Fees
$
Mr H Halliday
Mr S Parsons
A
Mr M Konnert
Executive Directors
25,000
40,000
37,522
Mr S Williamson
Mr A Radonjic
Other key management personnel
225,000
125,000
B
Mr J Byrde
Total
Remuneration
52,177
504,699
$
-
-
-
-
-
-
-
$
-
-
-
-
-
-
-
Short Term
Benefits
Incentives
Consulting
Fees
Other
Amounts
Super-
annuation
$
$
$
Non-Cash
Long Term
B
Incentives
$
Total
$
59,615
-
-
-
2,607
2,607
2,607
2,607
-
3,800
13,066
-
472,796
177,298
177,298
-
560,018
223,705
330,504
10,966
-
2,607
22,471
384,219
645,836
-
59,615
2,607
15,642
5,700
45,037
37,396
1,249,007
105,703
1,876,732
Short Term
Benefits
Incentives
Consulting
Fees
Other
Amounts
Super-
annuation
$
$
$
Non-Cash
Long Term
Incentives
$
Total
$
50,000
-
-
1,894
1,894
1,894
-
3,800
-
-
-
-
76,894
45,694
39,416
-
-
1,894
1,894
21,375
11,875
123,021
-
371,290
138,769
-
50,000
1,894
11,364
4,960
42,010
31,273
154,294
90,304
762,367
A
B
Mr Jung was appointed on 21 April 2020.
The fair value of the options is calculated at the date of grant using a Black-Scholes model. Refer to Note 26 for further details of options
issued during the June 2020 financial year.
A
B
Mr M Konnert resigned 20 May 2019.
Mr Radonjic, was formerly Technical Director until 21 April 2020, at which time he stepped down to become Non-Executive Director.
|
Blackstone Minerals Limited
19
Directors’ Report
For the year ended 30 June 2020
11. Remuneration Report (audited) (continued)
I.
Details of Share Based Payments and Bonuses
There were no bonuses issued or paid during the year.
Options are issued to directors, executives and other key management personnel of Blackstone
Minerals Limited as part of their remuneration. The options are issued based on performance
criteria set by the Board to increase goal congruence between executives, directors, other key
management personnel and shareholders.
Further details of options issued to Directors and key management personnel are as follows:
Options and
Performance
Shares Granted
as Part of
Remuneration
$
Total
Remuneration
Represented by
Options and
Performance
Shares
Exercised No.
Other
changes
No.
Lapsed
No.
Granted No.
2020
Non-Executive Directors
E
Mr H Halliday
Mr S Parsons
Mr A Radonjic
B
Mr H Jung
A
Executive Director
4,000,000
1,500,000
1,500,000
-
472,796
177,298
177,298
-
84.3%
79.3%
53.6%
-
(2,000,000)
-
-
-
Mr S Williamson
4,000,000
384,219
59.5%
(750,000)
Other Key Management Personnel
Mr J Byrde
2019
600,000
37,396
35.4%
Non-Executive Directors
Mr H Halliday
Mr S Parsons
Mr M Konnert
C
Executive Director
Mr S Williamson
Mr A Radonjic
A
-
-
-
-
-
-
-
-
123,021
D
-
Other Key Management Personnel
-
D
31,273
-
-
-
33%
-
35%
Mr J Byrde
A
B
C
D
E
Mr Radonjic, was formerly Technical Director until 21 April 2020, at which time he stepped down to become Non-Executive Director.
Mr Jung was appointed on 21 April 2020.
Mr M Konnert resigned 20 May 2019.
Remuneration represented by options and performance shares relates to option and performance shares granted in prior year.
The options exercised on 5 June 2020 had a market value of $320,000 for Mr Halliday. Mr Williamson’s options exercised on 5 July
2019 had a market value of $63,750.
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
|
Blackstone Minerals Limited
20
Directors’ Report
For the year ended 30 June 2020
11. Remuneration Report (audited) (continued)
J.
Service Agreements
Name
Mr H Halliday
Non-Executive Chairman
Term of
Agreement
No fixed term
Mr S Williamson
Managing Director
No fixed term
Mr A Radonjic
Non Executive Director and
Technical Consultant.
No fixed term
A
Base salary
(per Agreement)
$75,000 increased to
$125,000 from period
ending 29 April 2020
$246,375 increased to
$312,075 from period
ending 29 April 2020
$136,875 decreased to
$100,000 from period
ending 29 April 2020
Termination benefit
No termination benefits
3 months payable on termination
No termination benefits
Mr S Parsons
Non-Executive Director
Mr H Jung
Non-Executive Director
B
Mr J Byrde
CFO/Company Secretary
No fixed term
$43,800
No termination benefits
No fixed term
$40,000
No termination benefits
No fixed term
$131,400 from period
ending 29 May 2020.
3 months payable on termination
A
B
Includes superannuation
Mr Byrde’s agreement increased from $164,750 to $197,100 including superannuation on 29 May 2019 and previously
split 1/3 Blackstone Minerals Limited and 2/3 related entities until 30 June 2020. From 1 July 2020 the split changed
2/3 Blackstone Minerals Limited and 1/3 related entity.
K.
Equity instruments held by key management personnel
The tables below show the number of:
(i)
(ii)
options and performance shares over ordinary shares in the Company, and
shares held in the Company that were held during the year by key management
personnel of the group, including their close family members and entities related
to them.
There were no shares granted during the reporting year as compensation.
|
Blackstone Minerals Limited
21
Directors’ Report
For the year ended 30 June 2020
11. Remuneration Report (audited) (continued)
K.
Equity instruments held by key management personnel (continued)
(iii)
Option holdings
Balance at
start of the
30 June 2020
year
Directors of Blackstone Minerals Limited
Granted as
remuneration
Exercised
Other
changes
Balance at
end of the
year
Vested and
exercisable
Mr H Halliday
Mr S Williamson
Mr A Radonjic
Mr S Parsons
A
Other key management personnel
Mr H Jung
-
1,500,000
-
-
-
4,000,000
4,000,000
1,500,000
1,500,000
-
30 June 2019
Mr J Byrde
250,000
Directors of Blackstone Minerals Limited
600,000
Mr H Halliday
Mr S Williamson
Mr A Radonjic
Mr S Parsons
B
Mr M Konnert
Other key management personnel
-
1,500,000
-
-
-
Mr J Byrde
A
B
Mr H Jung was appointed on 21 April 2020.
Mr M Konnert resigned 20 May 2019.
250,000
-
-
-
-
-
-
(2,000,000)
(750,000)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
2,000,000
-
4,750,000 1,000,000
750,000
1,500,000
750,000
1,500,000
-
-
-
-
-
-
-
-
-
850,000
-
-
1,500,000
-
-
-
-
750,000
-
-
-
250,000
-
|
Blackstone Minerals Limited
22
Directors’ Report
For the year ended 30 June 2020
11.
Remuneration Report (audited) (continued)
K.
Equity instruments held by key management personnel (continued)
(iv) Performance Shares
30 June 2020
Directors of Blackstone Minerals Limited
Balance at
start of the
year or on
appointment
Granted as
remuneration
B
Exercised
Other
changes
Balance at
end of the
year
Vested and
exercisable
Mr H Halliday
Mr S Williamson
Mr A Radonjic
Mr S Parsons
A
Mr H Jung
Other key management personnel
-
-
-
-
-
Mr J Byrde
30 June 2019
Directors of Blackstone Minerals Limited
-
Mr H Halliday
Mr S Williamson
Mr A Radonjic
Mr S Parsons
Mr M Konnert
Other key management personnel
1,000,000
-
1,000,000
1,000,000
-
C
Mr J Byrde
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(1,000,000)
-
(1,000,000)
(1,000,000)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
A
B
C
(v)
Mr H Jung was appointed on 21 April 2020.
During the prior year Class A Performance Share milestones were met and converted to ordinary shares.
Mr M Konnert resigned 20 May 2019.
Share holdings
The number of shares in the Company held during the financial year by each Director of
Blackstone Minerals Limited and other key management personnel of the group, including their
personally related parties, are set out below. There were no shares granted during the year as
compensation.
|
Blackstone Minerals Limited
23
Directors’ Report
For the year ended 30 June 2020
11. Remuneration Report (audited) (continued)
K.
Equity instruments held by key management personnel (continued)
Balance
at the start of the
year or on
appointment
30 June 2020
Directors of Blackstone Minerals Limited
Mr H Halliday
Mr S Williamson
Mr A Radonjic
Mr S Parsons
A
Mr H Jung
Other key management personnel
7,081,383
900,000
6,158,751
7,447,421
-
Mr J Byrde
30 June 2019
Directors of Blackstone Minerals Limited
150,000
Mr H Halliday
Mr S Williamson
Mr A Radonjic
Mr S Parsons
B
Mr M Konnert
Other key management personnel
Mr J Byrde
6,081,383
100,000
5,158,751
6,447,421
2,262,084
350,000
A
B
Mr H Jung was appointed on 21 April 2020.
Mr M Konnert resigned 20 May 2019.
L. Loans to key management personnel
Received on
exercise of
options and
performance
shares
2,000,000
750,000
-
-
-
-
Other changes
Balance at the
end of the
year
400,000
1,600,000
150,000
1,175,000
-
9,481,383
3,250,000
6,308,751
8,622,421
-
-
150,000
1,000,000
-
1,000,000
1,000,000
-
-
800,000
-
-
A
(2,262,084)
7,081,383
900,000
6,158,751
7,447,421
-
(200,000)
150,000
There were no loans made to Directors and other key management personnel of the group,
including their close family members.
M. Other transactions with key management personnel
Mr Radonjic is a Director of Venture Minerals Limited which shares office and administration
service costs on normal commercial terms and conditions. Mr Radonjic, is a Director of
Onedin Enterprises which provides geological mapping services on normal commercial terms
and conditions.
Mr Halliday is a Non-Executive Director of Venture Minerals Limited which shares either
office and administration service costs on normal commercial terms and conditions.
Mr Parsons is a Director of Bellevue Gold Limited and African Gold Limited which shares
office costs on normal commercial terms and conditions.
Aggregate amounts of each of the above types of other transactions with key management
personnel of Blackstone minerals Limited:
|
Blackstone Minerals Limited
24
Directors’ Report
For the year ended 30 June 2020
11. Remuneration Report (audited) (continued)
M. Other transactions with key management personnel
Recharge of rent and shared office costs
Recharges to KMP related entities
(i)
Recharges to Venture Minerals Limited
Recharges to Alicanto Minerals Limited
Recharges to Bellevue Gold Limited
Recharges to African Gold Limited
Purchases from KMP related entities
(ii)
Shared office costs and other supplier services on arms’
length terms:
Payments to Venture Minerals Limited
Payments to Onedin Enterprises
End of remuneration report
12. Shares under Option
2020
$
2019
$
303,385
113,272
127,273
28,156
209,208
127,500
102,325
11,340
124,746
766
91,496
4,047
Unissued ordinary shares of Blackstone Minerals Limited under option at the date of this report are as
follows:
Date options granted
Expiry Date
Exercise Price
Number under Option
21 August 2020
21 February 2020
9 October 2019
29 March 2018
12 June 2020
2 July 2019
20 August 2025
20 February 2025
30 September 2024
26 March 2023
12 June 2022
17 May 2021
$0.001
$0.001
$0.001
$0.001
$0.20
$0.10
2,500,000
3,400,000
4,000,000
550,000
1,000,000
10,000,000
No option holder has any right under the options to participate in any other share issue of the Company
or any other entity.
13.
Insurance of Officers
During the financial year, Blackstone Minerals Limited paid a premium of $15,642 (2019: $11,364) to
insure the Directors and Secretary of the Company and its controlled entities.
The liabilities insured are legal costs that may be incurred in defending civil or criminal proceedings that
may be brought against the officers in their capacity as officers of entities in the group, and any other
payments arising from liabilities incurred by the officers in connection with such proceedings. This does
not include such liabilities that arise from conduct involving a wilful breach of duty by the officers or the
improper use by the officers of their position or of information to gain advantage for themselves or
someone else or to cause detriment to the Company. It is not possible to apportion the premium
between amounts relating to the insurance against legal costs and those relating to other liabilities.
|
Blackstone Minerals Limited
25
Directors’ Report
For the year ended 30 June 2020
14. Meetings of Directors
The number of Directors’ meetings (including committees) held during the year that each Director
who held office during the financial year were eligible to attend and the number of meetings attended
by each Director are:
Director
Full meetings of Directors
Number Eligible to
Attend
Meetings Attended
Remuneration Committee meetings
Number Eligible
to Attend
Meetings
Attended
Mr H Halliday
Mr S Williamson
Mr A Radonjic
Mr S Parsons
1
Mr H Jung
1
Mr H Jung was appointed on 21 April 2020.
7
7
7
7
1
7
7
6
5
1
-
-
-
-
-
-
-
-
-
-
The Company does not have a formally constituted audit committee as the Board considers that the
Company’s size and type of operation do not warrant such a committee as all members of the Board
are involved in audit agenda items and discussions thereon.
15. Environmental Regulation
The Group’s activities are subject to the relevant environmental protection
legislation
(Commonwealth and State) in relation to its exploration activities. The group believes that sound
environmental practice is not only a management obligation but the responsibility of every employee
and contractor.
No fines were imposed and no prosecutions were instituted by a regulatory body during the year in
relation to Environmental Regulations.
16. Proceedings on behalf of the Company
No person has applied for leave of Court to bring proceedings on behalf of the Company or intervene
in any proceedings to which the Company is a party for the purpose of taking responsibility on behalf
of the Company for all or any part of these proceedings. The Company was not a party to any such
proceedings during the year.
|
Blackstone Minerals Limited
26
Directors’ Report
For the year ended 30 June 2020
17. Auditor’s Independence Declaration & Non-Assurance Services
The lead auditor’s independence declaration for the year ended 30 June 2020 has been received and
can be found on page 28 of the Directors’ report.
The Company engaged Stanton International Securities a related practice to provide an indicative
valuation for options issued at a fee of $850 (2019: Nil). The Board of Directors has considered the
position and are satisfied that the provision of the non-audit services is compatible with the general
standard of independence for auditors imposed by the Corporations Act 2001. The Directors are
satisfied that the provision of non-audit services by the auditor did not compromise the auditor
independence requirements of the Corporations Act 2001 for the following reasons:
a.
b.
all non-audit services have been reviewed by the Board to ensure they do not impact the
impartiality and objectivity of the auditor;
none of the services undermine the general principles relating to auditor independence as set
out in APES 110 Code of Ethics for Professional Accountants.
The Auditor’s audit remuneration is disclosed in Note 5.
Signed in accordance with a resolution of the Board of Directors.
Scott Williamson
Managing Director
Perth, Western Australia, 30 September 2020
Competent Persons Statement
The information in this report that relates to Exploration Results is based on information compiled by Mr Andrew Radonjic, a Competent Person who is a
Member of The Australian Institute of Geoscientists. Mr Radonjic is a Non-Executive Director and Technical Consultant for the company. Mr Radonjic has
sufficient experience that is relevant to the style of mineralisation and type of deposits under consideration and to the activity being undertaken to qualify as a
Competent Person as defined in the 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’. Mr
Radonjic consents to their inclusion in the report of the matters based on his information in the form and context in which it appears.
No New Information or Data
This annual report contains references to Exploration Results and Exploration Targets, all of which have been cross referenced to previous market
announcements made by the Company. The Company confirms that it is not aware of any new information or data that materially effects the information in the
said announcement. In the case of estimates of Mineral Resources all assumptions and technical parameters underpinning the estimates have not materially
changed.
|
Blackstone Minerals Limited
27
Stantons International Audit and Consulting Pty Ltd
trading as
Chartered Accountants and Consultants
30 September 2020
The Directors
Blackstone Minerals Limited
Level 3, 24 Outram Street
WEST PERTH WA 6005
Dear Sirs
RE: BLACKSTONE MINERALS LIMITED
PO Box 1908
West Perth WA 6872
Australia
Level 2, 1 Walker Avenue
West Perth WA 6005
Australia
Tel: +61 8 9481 3188
Fax: +61 8 9321 1204
ABN: 84 144 581 519
www.stantons.com.au
In accordance with section 307C of the Corporations Act 2001, I am pleased to provide the following
declaration of independence to the directors of Blackstone Minerals Limited.
As Audit Director for the audit of the financial statements of Blackstone Minerals Limited for the period ended
30 June 2020, 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 faithfully,
STANTONS INTERNATIONAL AUDIT AND CONSULTING PTY LTD
Martin Michalik
Director
Liability limited by a scheme approved
under Professional Standards Legislation
Financial Statements
Contents
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 Consolidated Financial Statements
Directors’ Declaration
Independent Auditor’s Report
30
31
32
33
34
67
68
These financial statements cover Blackstone Minerals Limited as a Group consisting of Blackstone
Minerals Limited and the entities it controlled from time to time during the year (‘group’ or ‘Group’).
The financial statements are presented in the Australian currency.
Blackstone Minerals Limited is a Company limited by shares, incorporated and domiciled in Australia.
Its registered office and principal place of business is:
Blackstone Minerals Limited
Suite 3, Level 3, 24 Outram Street
West Perth WA 6005
A description of the nature of the Group’s operations and its principal activities is included in the
review of operations and activities on pages 3 to 13 in the Directors’ report, which is not part of these
financial statements.
The financial statements were authorised for issue by the Directors on 30 September 2020. The
Company has the power to amend and reissue the financial statements.
Through the use of the internet, we have ensured that our corporate reporting is timely, complete,
and available globally at minimum cost to the Company. All press releases, financial reports and other
information are available on our website: www.blackstoneminerals.com.au
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Blackstone Minerals Limited
29
Consolidated Statement of Profit or Loss and Other Comprehensive Income
For the Year Ended 30 June 2020
Revenue from continuing operations
Other income
Administrative costs
Consultancy expenses
Employee benefits expense
Share based payment expenses
Occupancy expenses
Compliance and regulatory expenses
Insurance expenses
Exploration expenditure
Depreciation expense
Depreciation on rights of use assets
Interest expense on lease liabilities
Finance and Interest Costs
Impairment of Exploration and Evaluation Assets
(Loss) before income tax
Gain from bargain purchase
Consolidated
Notes
30 June 2020
$
30 June 2019
$
3(a)
3(b)
4(a)
26
4(b)
10
4(c)
4(c),11
4(d) 11
4(d)
10
28
46,333
539,699
12,345
88,635
(1,338,551)
(700,464)
(677,666)
(1,752,605)
(46,104)
(103,068)
(36,990)
(2,635,304)
(100,908)
(126,468)
(23,810)
(8,990)
(2,727,010)
(7,969,580)
1,722,326
(594,922)
(316,063)
(573,751)
(335,680)
(70,030)
(81,138)
(40,889)
(2,245,881)
(15,042)
-
(9,844)
-
(4,182,260)
-
Income tax (expense)/benefit
(Loss) for the year
6
-
(7,969,580)
-
(4,182,260)
Other comprehensive income:
Items that may be reclassified to profit or loss
Effect of changes in foreign exchange rates on
Total - Items that may be reclassified to profit or loss
translation of foreign operations
Items that will not be classified to profit or loss
Total comprehensive (loss)
Loss for the year attributable to:
Non-controlling interest
Owners of Blackstone Minerals Limited
Total comprehensive (loss) attributable to:
(389,748)
119,652
(389,748)
119,652
-
(8,359,328)
-
(4,062,608)
(75,274)
(7,969,580)
(7,894,306)
-
(4,062,608)
(4,062,608)
Non-controlling interest
Owners of Blackstone Minerals Limited
(111,585)
(8,359,328)
(8,247,743)
-
(4,062,608)
(4,062,608)
Earnings per share for loss attributable to the owners
Basic and Diluted (loss) per share (cents per share)
20
(4.1)
(4.0)
The above consolidated statement of profit and loss and other comprehensive income should be read in conjunction with the accompanying
notes.
|
Blackstone Minerals Limited
30
Consolidated Statement of Financial Position
As at 30 June 2020
Current Assets
Cash and cash equivalents
Total Current Assets
Trade and other receivables
Non-Current Assets
Trade and other receivables
Property, plant and equipment
Exploration and evaluation expenditure
Total Non-Current Assets
Right-of-Use Assets
Total Assets
Current Liabilities
Trade and other payables
Provisions
Total Current Liabilities
Lease Liabilities
Non-Current Liabilities
Provisions
Lease liabilities
Deferred Tax Liabilities
Total Liabilities
Net Assets
Equity
Issued capital
Reserves
Accumulated losses
Equity attributable to the owners
Total Equity
Non-controlling interest
Notes
Consolidated
2020
$
2019
$
7
8
8
9
10
11
12
13
14
13
14
6
15
17
18
6,786,541
9,012,591
2,226,050
307,532
482,170
174,638
114,840
11,512,910
7,931,498
19,945,427
386,179
96,183
16,472
10,204,152
10,316,807
-
28,958,018
10,798,977
6,823,462
901,713
7,861,897
136,722
221,727
72,890
294,617
-
465,980
258,804
3,062,702
2,337,918
10,924,599
-
-
-
-
294,617
18,033,419
10,504,360
38,171,741
1,353,979
18,145,004
(21,380,716)
18,033,419
(111,585)
23,377,083
613,687
10,504,360
(13,486,410)
10,504,360
-
The above consolidated statement of financial position should be read in conjunction with the accompanying notes.
|
Blackstone Minerals Limited
31
Consolidated Statement of Changes in Equity
For the Year Ended 30 June 2020
Contributed
Equity
Accumulated
Losses
Foreign Currency
Reserve
Option
Reserve
Atrributable to
Parent Entity
Non-controlling
interest
Balance at 1 July 2018
Total comprehensive income for the year:
Loss for the year
Foreign Exchange Differences
Transactions with owners in their capacity as owners:
$
$
$
$
21,338,801
(9,304,150)
(77,366)
635,721
12,593,006
-
-
-
(4,182,260)
-
(4,182,260)
-
119,652
119,652
-
-
-
(4,182,260)
119,652
(4,062,608)
Contributions of equity (net of transaction costs)
Equity settled share based payment transactions
1,638,282
400,000
-
-
-
-
-
(64,320)
1,638,282
335,680
Balance at 30 June 2019
23,377,083
(13,486,410)
42,286
571,401
10,504,360
Balance at 1 July 2019
Total comprehensive income for the year:
Loss for the year
Foreign Exchange Differences
Transactions with owners in their capacity as owners:
Contributions of equity (net of transaction costs)
Equity settled share based payment transactions
Conversion of share based payments
Balance at 30 June 2020
23,377,083
(13,486,410)
42,286
571,401
10,504,360
-
-
-
(7,894,306)
-
(7,894,306)
-
(353,437)
(353,437)
-
-
-
(7,894,306)
(353,437)
(8,247,743)
(75,274)
(36,311)
(111,585)
14,023,028
-
771,630
-
-
-
-
-
-
-
1,865,359
(771,630)
14,023,028
1,865,359
-
-
-
-
38,171,741
(21,380,716)
(311,151)
1,665,130
18,145,004
(111,585)
18,033,419
The above consolidated statement of equity should be read in conjunction with the accompanying notes.
Blackstone Minerals Limited | 32
$
-
-
-
-
-
-
-
-
-
-
Total
$
12,593,006
(4,182,260)
119,652
(4,062,608)
1,638,282
335,680
10,504,360
10,504,360
(7,969,580)
(389,748)
(8,359,328)
14,023,028
1,865,359
-
Consolidated Statement of Cash Flows
For the Year Ended 30 June 2020
Notes
Cash Flows from Operating Activities
Payments to suppliers and employees
Interest received
Other income
Payments for exploration and evaluation
Net cash (outflow) from operating activities
Cash Flows from Investing Activities
Purchase of Mineral Tenements and Prospects
Cash acquired on acquisition of subsidiary
Purchase of property, plant and equipment
Security deposits paid
21
10
28
Consolidated
30 June 2020
$
30 June 2019
$
(2,502,024)
46,852
441,744
(4,473,601)
(1,530,410)
18,872
88,635
(2,893,233)
(6,487,029)
(4,316,136)
-
183,627
(353,372)
-
(77,142)
-
(2,419)
-
Net cash (outflow) from investing activities
(169,745)
(79,561)
Cash Flows from Financing Activities
Proceeds from issue of shares and other equity
securities
Proceed from unissued share capital
Share issue transaction costs
13,809,630
1,700,000
-
(673,847)
33,750
(95,468)
Net cash inflow from financing activities
13,135,783
1,638,282
Net increase/(decrease) in cash and cash
equivalents
6,479,009
(2,757,415)
Cash and cash equivalents at the start of the year
307,532
3,064,947
Cash and cash equivalents at the end of the year
7
6,786,541
307,532
Amounts relating to payments to suppliers and employees as set out above are inclusive of goods and services tax. The above consolidated
statement of cash flows should be read in conjunction with the accompanying notes.
Non-cash Financing and Investing Activities
In 2020, 8,600,000 ordinary shares at $0.1163 per share were issued to Ta Khoa Nickel Limited on acquisition of AMR Nickel Limited.
Blackstone Minerals Limited | 33
Notes to the Consolidated Financial Statement for the Year Ended 30 June 2020
1. Summary of Significant Accounting Policies
This note provides a list of all significant accounting policies adopted in the preparation of these
consolidated financial statements. These policies have been consistently applied to the financial
year presented, unless otherwise stated. The financial statements cover Blackstone Minerals
Limited as a Group consisting of Blackstone Minerals Limited and its subsidiaries (‘group’ or
Group’).
(a) Basis of Preparation
These general-purpose financial statements have been prepared in accordance with
Australian Accounting Standards and Interpretations issued by the Australian Accounting
Standards Board and the Corporations Act 2001.
Compliance with IFRS
(i)
(ii)
The consolidated financial statements of Blackstone Minerals Limited also comply
with International Financial Reporting Standards (IFRS) as issued by the
International Accounting Standards Board (IASB).
Historical cost convention
These financial statements have been prepared under the historical cost convention,
as modified by the revaluation of available for sale financial assets.
Principles of Consolidation
(b)
Subsidiaries
(i)
The consolidated financial statements incorporate the assets and liabilities of the
Group as at 30 June 2020 and the results of the parent and all subsidiaries for the
year then ended.
Subsidiaries are all entities over which the group has control. The group controls an
entity when the group is exposed to, or has rights to, variable returns from its
involvement with the entity and has the ability to affect those returns through its
power to direct the activities of the entity. Subsidiaries are fully consolidated from
the date on which control is transferred to the group. They are deconsolidated from
the date that control ceases. The acquisition method of accounting is used to account
for business combinations by the group.
Intercompany transactions, balances and unrealised gains on transactions between
group companies are eliminated. Accounting policies of subsidiaries have been
changed where necessary to ensure consistency with the policies adopted by the
group.
Non-controlling interests in the results and equity of subsidiaries are shown
separately in the statement of profit or loss, statement of changes in equity and
balance sheet respectively.
A list of controlled entities is contained in Note 29 to the financial statements. All
controlled entities have a 30 June financial year-end.
Joint operations
(ii)
Under AASB 11 Joint Arrangements investments in joint arrangements are classified
as either joint operations or joint ventures. The classification depends on the
contractual rights and obligations of each investor, rather than the legal structure of
the joint arrangement. Blackstone Minerals Limited has joint operations.
|
Blackstone Minerals Limited
34
Notes to the Consolidated Financial Statement for the Year Ended 30 June 2020
1.
Summary of Significant Accounting Policies
(b)
Principles of Consolidation (continued)
Joint operations (continued)
(ii)
Blackstone Minerals Limited recognises its direct right to the assets, liabilities,
revenues and expenses of joint operations and its share of any jointly held or
incurred assets, liabilities, revenues and expenses.
(c) Segment reporting
Operating segments are reported in a manner consistent with the internal reporting
provided to the chief operating decision maker. The chief operating decision maker, who is
responsible for allocating resources and assessing performance of the operating segments,
has been identified as the board of directors.
(d) Foreign currency translation
Functional and presentation currency
(i)
(ii)
(iii)
Items included in the financial statements of each of the group’s entities are measured
using the currency of the primary economic environment in which the entity operates
(‘the functional currency’). The consolidated financial statements are presented in
Australian dollars, which is Blackstone Minerals Limited’s and its subsidiaries
functional and presentation currency.
Transactions and balances
Foreign currency transactions are translated into the functional currency using the
exchange rates prevailing at the dates of the transactions. Foreign exchange gains and
losses resulting from the settlement of such transactions and from the translation of
monetary assets and liabilities denominated in foreign currencies at period end
exchange rates are generally recognised in profit or loss. They are deferred in equity
if they relate to qualifying cash flow hedges, qualifying net investment hedges or are
attributable to part of the net investment in a foreign operation.
Translation differences on financial assets and liabilities carried at fair value are
reported as part of the fair value gain or loss. Translation differences on non-
monetary financial assets and liabilities such as equities held at fair value through
profit or loss are recognised in profit or loss as part of the fair value gain or loss.
Translation differences on non-monetary financial assets such as equities classified as
available for sale financial assets are included in the fair value reserve in equity.
Group companies
The results and financial position of foreign operations that have a functional
currency different from the presentation currency are translated into the
presentation currency as follows:
Assets and liabilities for each balance sheet presented are translated at the
closing rate at the date of that balance sheet.
Contributed equity, accumulated losses and retained earnings are translated
at historical rates.
Income and expenses for the statement of comprehensive income are
translated at average exchange rates, and
All resulting exchange differences are recognised in other comprehensive
income.
|
Blackstone Minerals Limited
35
Notes to the Consolidated Financial Statement for the Year Ended 30 June 2020
1. Summary of Significant Accounting Policies
(e) Revenue recognition
Revenue is recognised where performance obligations are satisfied being when control
upon good or services underlying the performance obligations is transferred to the
customer.
Interest income
Interest income is recognised as the interest accrues (using the effective interest
method, which is the rate that exactly discounts estimated future cash receipts
through the expected life of the financial instrument) to the net carrying amount of
the financial asset.
Other income
Revenue from other income, rendering goods and services is measured at the fair
value of consideration received or receivable for the sale of goods and services in the
ordinary course of the Group’s activities when control of the asset is transferred to
the customer or services rendered.
Grant income
(i)
(ii)
(iii)
Grant income received from Governments is recognised on a cash basis upon receipt.
This include grants received from the ATO from the Cashflow Boost during 2020.
Income tax
(f)
The income tax expense or benefit for the period is the tax payable on the current period’s
taxable income based on the national income tax rate for each jurisdiction adjusted by
changes in deferred tax assets and liabilities attributable to temporary differences between
the tax bases of assets and liabilities and their carrying amounts in the financial statements,
and to unused tax losses.
Deferred tax assets and liabilities are recognised for temporary differences at the tax rates
expected to apply when the assets are recovered or liabilities are settled, based on those tax
rates which are enacted or substantively enacted for each jurisdiction. The relevant tax rates
are applied to the cumulative amounts of deductible and taxable temporary differences to
measure the deferred tax asset or liability. An exception is made for certain temporary
differences arising from the initial recognition of an asset or a liability.
No deferred tax asset or liability is recognised in relation to these temporary differences if
they arose in a transaction, other than a business combination, that at the time of the
transaction did not affect either accounting profit or taxable profit or loss.
Deferred tax assets are recognised for deductible temporary differences and unused tax
losses only if it is probable that future taxable amounts will be available to utilise those
temporary differences and losses. Deferred tax assets and liabilities are offset when there is
a legally enforceable right to offset current tax assets and liabilities and when the deferred
tax balances relate to the same taxation authority. Current tax assets and tax liabilities are
offset where the entity has a legally enforceable right to offset and intends either to settle on
a net basis, or to realise the asset and settle the liability simultaneously. Current and deferred
tax balances attributable to amounts recognised directly in equity are also recognised
directly in equity.
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Blackstone Minerals Limited
36
Notes to the Consolidated Financial Statement for the Year Ended 30 June 2020
1. Summary of Significant Accounting Policies
(g) Leases
Right-of-use assets
A right-of-use asset is recognised at the commencement date of a lease. The right-of-use
asset is measured at cost, which comprises the initial amount of the lease liability, adjusted
for, as applicable, any lease payments made at or before the commencement date net of any
lease incentives received, any initial direct costs incurred, and, except where included in
the cost of inventories, an estimate of costs expected to be incurred for dismantling and
removing the underlying asset, and restoring the site or asset.
Right-of-use assets are depreciated on a straight-line basis over the unexpired period of the
lease or the estimated useful life of the asset, whichever is the shorter. Where the Group
expects to obtain ownership of the leased asset at the end of the lease term, the depreciation
is over its estimated useful life. Right-of use assets are subject to impairment or adjusted
for any remeasurement of lease liabilities.
The Group has elected not to recognise a right-of-use asset and corresponding lease liability
for short-term leases with terms of 12 months or less and leases of low-value assets. Lease
payments on these assets are expensed to profit or loss as incurred.
Impairment of assets
(h)
At each reporting date, the group assesses whether there is any indication that an asset may
be impaired. An impairment loss is recognised for the amount by which the asset’s carrying
amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s
fair value less costs to sell and value in use. For the purposes of assessing impairment, assets
are grouped at the lowest levels for which there are separately identifiable cash inflows
which are largely independent of the cash inflows from other assets or groups of assets
(cash-generating units). Non-financial assets other than goodwill that suffered impairment
are reviewed for possible reversal of the impairment at each reporting date or more
frequently if events or changes in circumstances indicate that they might be impaired.
(i) Cash and cash equivalents
For the purposes of presentation of the statement of cash flows, cash and cash equivalents
include cash on hand, deposits held at call with financial institutions, other short-term,
highly liquid investments with original maturities of three months or less that are readily
convertible to known amounts of cash and which are subject to an insignificant risk of
changes in value, and bank overdrafts.
(j) Trade and other receivables
Trade and other receivables include amounts due from customers for goods and services
performed in the ordinary course of business. Receivables expected to be collected within
12 months of the end of the reporting period are classified as current assets. All other
receivables are classified as non-current assets. Trade and other receivables are initially
recognised at fair value and subsequently measured at amortised cost using the effective
interest method, less any provision for impairment.
(k) Exploration and evaluation expenditure
The exploration and evaluation expenditure accounting policy is to expense expenditure as
incurred other than for the capitalisation of acquisition costs. Acquired Mineral Rights
comprise exploration and evaluation assets which are acquired as part of asset acquisitions
recognised at cost. These costs are assessed for recoverability in accordance with AASB 6
Exploration for and Evaluation of Mineral Resources.
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Blackstone Minerals Limited
37
Notes to the Consolidated Financial Statement for the Year Ended 30 June 2020
1.
Summary of Significant Accounting Policies
(l) Property, plant and equipment
All property, plant and equipment is stated at historical cost less depreciation. Historical
cost includes expenditure that is directly attributable to the acquisition of the items.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate
asset, as appropriate, only when it is probable that future economic benefits associated with
the item will flow to the company and the cost of the item can be measured reliably. All
other repairs and maintenance are charged to the statement of profit or loss and
comprehensive income during the financial period in which they are incurred.
Land is not depreciated. Depreciation on assets is calculated using the diminishing value
method to allocate their cost, net of their residual values, over their estimated useful lives,
as follows:
Plant and equipment – office
Furniture and equipment – office
Plant and equipment – field
Motor vehicles
Leasehold improvements
40.0%
20.0%
40.0%
40.0%
25.0%
The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at
each balance date. An asset’s carrying amount is written down immediately to its
recoverable amount if the asset’s carrying amount is greater than its estimated recoverable
amount (Note 1(h)). Gains and losses on disposals are determined by comparing proceeds
with carrying amount. These are included in the statement of comprehensive income.
(m) Financial Instruments
Recognition, initial measurement and derecognition
Financial assets and financial liabilities are recognised when the Group becomes a party to
the contractual provisions of the financial instrument. Financial instruments (except for
trade receivables) are measured initially at fair value adjusted by transactions costs,
except for those carried “at fair value through profit or loss”, in which case transaction
costs are expensed to profit or loss. Where available, quoted prices in an active market are
used to determine the fair value. In other circumstances, valuation techniques are adopted.
Subsequent measurement of financial assets and financial liabilities are described below.
Trade receivables are initially measured at the transaction price if the receivables do not
contain a significant financing component in accordance with AASB 15.
Financial assets are derecognised when the contractual rights to the cash flows from the
financial asset expire, or when the financial asset and all substantial risks and rewards are
transferred. A financial liability is derecognised when it is extinguished, discharged,
cancelled or expires.
Classification and subsequent measurement
Financial assets
Except for those trade receivables that do not contain a significant financing component
and are measured at the transaction price in accordance with AASB 15, all financial assets
are initially measured at fair value adjusted for transaction costs (where applicable).
For the purpose of subsequent measurement, financial assets other than those designated
and effective as hedging instruments, are classified into the following categories upon
initial recognition:
amortised cost;
fair value through other comprehensive income (FVOCI); and
fair value through profit or loss (FVPL).
|
Blackstone Minerals Limited
38
Notes to the Consolidated Financial Statement for the Year Ended 30 June 2020
1.
Summary of Significant Accounting Policies (continued)
(m)
Financial Instruments
Classifications are determined by both:
Financial assets at amortised cost
The contractual cash flow characteristics of the financial assets; and
The entities business model for managing the financial asset.
Financial assets are measured at amortised cost if the assets meet the following conditions
(and are not designated as FVPL):
they are held within a business model whose objective is to hold the financial
assets and collect its contractual cash flows; and
the contractual terms of the financial assets give rise to cash flows that are
solely payments of principal and interest on the principal amount
outstanding.
After initial recognition, these are measured at amortised cost using the effective interest
method. Discounting is omitted where the effect of discounting is immaterial. The Group’s
cash and cash equivalents, trade and most other receivables fall into this category of
financial instruments.
Financial assets at fair value through other comprehensive income (Equity
instruments
)
The Group measures debt instruments at fair value through OCI if both of the following
conditions are met:
The contractual terms of the financial asset give rise on specified dates to cash
flows that are solely payments of principal and interest on the principal amount
outstanding; and
The financial asset is held within a business model with the objective of both
holding to collect contractual cash flows and selling the financial asset.
For debt instruments at fair value through OCI, interest income, foreign exchange
revaluation and impairment losses or reversals are recognised in the statement of profit
or loss and computed in the same manner as for financial assets measured at amortised
cost. The remaining fair value changes are recognised in OCI.
Upon initial recognition, the Group can elect to classify irrevocably its equity investments
as equity instruments designated at fair value through OCI when they meet the definition
and are not held for trading.
of equity under AASB 132
Financial assets at fair value through profit or loss (FVPL)
Financial Instruments: Presentation
Financial assets at fair value through profit or loss include financial assets held for trading,
financial assets designated upon initial recognition at fair value through profit or loss, or
financial assets mandatorily required to be measured at fair value. Financial assets are
classified as held for trading if they are acquired for the purpose of selling or repurchasing
in the near term.
Financial liabilities
Financial liabilities are classified, at initial recognition, as financial liabilities at fair value
through profit or loss, loans and borrowings, payables, or as derivatives designated as
hedging instruments in an effective hedge, as appropriate.
Financial liabilities are initially measured at fair value, and, where applicable, adjusted for
transaction costs unless the Group designated a financial liability at fair value through
profit or loss.
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Blackstone Minerals Limited
39
Notes to the Consolidated Financial Statement for the Year Ended 30 June 2020
1.
Summary of Significant Accounting Policies (continued)
(m)
Financial Instruments (continued)
Subsequently, financial liabilities are measured at amortised cost using the effective
interest method except for derivatives and financial liabilities designated at FVPL, which
are carried subsequently at fair value with gains or losses recognised in profit or loss.
All interest-related charges and, if applicable, gains and losses arising on changes in fair
value are recognised in profit or loss.
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 impairment methodology
applied depends on whether there has been a significant increase in credit risk. For trade
receivables, the Group applies the simplified approach permitted by AASB 9 Financial
Instruments, which requires expected lifetime losses to be recognised from initial
recognition of the receivables.
Trade and other payables
These amounts represent liabilities for goods and services provided to the company prior
to the end of financial period which are unpaid. The amounts are unsecured and are usually
paid within 30 days of recognition.
Provisions
(n)
(o)
Provisions are recognised when: the company has a present legal or constructive
obligation as a result of past events; it is probable that an outflow of resources will be
required to settle the obligation; and the amount has been reliably estimated. Provisions
are not recognised for future operating losses.
Provisions are measured at the present value of management’s best estimate of the
expenditure required to settle the present obligation at the balance date. The discount rate
used to determine the present value reflects current market assessments of the time value
of money and the risks specific to the liability. The increase in the provision due to the
passage of time is recognised as interest expense.
(p) Employee benefits
Short-term obligations
(i)
Liabilities for wages and salaries, including non-monetary benefits and annual
leave expected to be settled within 12 months of the reporting date are recognised
in respect of employee’s services up to the end of the reporting period and are
measured at the amounts expected to be paid when liabilities are settled. The
liability for annual leave is recognised in the provision for employee benefits. All
other short-term employee benefit obligations are presented as other payables.
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Blackstone Minerals Limited
40
Notes to the Consolidated Financial Statement for the Year Ended 30 June 2020
1. Summary of Significant Accounting Policies (continued)
(p) Employee benefits (continued)
Other long-term employee benefit obligations
(ii)
(iii)
The liability for long service leave and annual leave which is not expected to be
settled within 12 months after the end of the period in which the employees render
the related service is recognised in the provision for employee benefits and
measured as the present value of expected future payments to be made in respect
of services provided by employees up to the reporting date using the projected
unit credit method. Consideration is given to expected future wage and salary
levels, experience of employee departures and periods of service. Expected future
payments are discounted using market yields at the reporting date on national
government bonds with terms to maturity and currency that match, as closely as
possible, the estimated future cash outflows.
The obligations are presented as current liabilities in the balance sheet if the entity
does not have an unconditional right to defer settlement for at least twelve months
after the reporting date, regardless of when the actual settlement is expected to
occur.
Share-based payments
in exchange
The company provides benefits to employees (including directors) of the group in
the form of share-based payment transactions, whereby employees render
services
for shares or rights over shares (‘equity-settled
transactions’). There is currently an Employee Incentive Scheme (IOS), which
provides benefits to directors and senior executives. The cost of these equity-
settled transactions with employees is measured by reference to the fair value at
the date at which they are granted. The fair value is determined using a Black-
Scholes option pricing model that takes into account the exercise price, the term
of the option, the impact of dilution, the share price at grant date and expected
volatility of the underlying share, the expected dividend yield and the risk free
interest rate for the term of the option.
In valuing equity-settled transactions, no account is taken of any performance
conditions, other than conditions linked to the price of shares of Blackstone
Minerals Limited (‘market conditions’). The number of shares expected to vest is
estimated based on the non-market vesting conditions and the probability the
option will be exercised.
Contributed equity
(q)
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue
of new shares are shown in equity as a deduction, net of tax, from the proceeds.
Incremental costs directly attributable to the issue of new shares for the acquisition of a
business are not included in the cost of the acquisition as part of the purchase
consideration.
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Blackstone Minerals Limited
41
Notes to the Consolidated Financial Statement for the Year Ended 30 June 2020
1.
Summary of Significant Accounting Policies (continued)
(r)
Earnings per share
Basic earnings per share
(i)
(ii)
Basic earnings per share is calculated by dividing the profit attributable to equity
holders of the company excluding any costs of servicing equity other than ordinary
shares, by the weighted average number of ordinary shares outstanding during the
financial period, adjusted for bonus elements in ordinary shares issued during the
period.
Diluted earnings per share
Diluted earnings per share adjusts the figures used in the determination of basic
earnings per share to take into account the after tax effect of interest and other
financing costs associated with the dilutive potential ordinary shares and the
weighted average number of shares assumed to have been issued for no
consideration in relation to dilutive potential ordinary shares.
(s) Goods and services tax (‘GST’)
Revenues, expenses and assets are recognised net of the amount of associated GST, unless
the GST incurred is not recoverable from the taxation authority. In this case it is recognised
as part of the cost of acquisition of the asset or as part of the expense.
Receivables and payables are stated inclusive of the amount of GST receivable or payable.
The net amount of GST recoverable from, or payable to, the taxation authority is included
with other receivables or payables in the statement of financial position.
Cash flows are presented on a gross basis. The GST components of cash flows arising from
investing or financing activities which are recoverable from, or payable to the taxation
authority, are presented as operating cash flow.
Business combination
(t)
The acquisition method of accounting is used to account for business combinations
regardless of whether equity instruments or other assets are acquired.
The consideration transferred is the sum of the acquisition-date fair values of the assets
transferred, equity instruments issued or liabilities incurred by the acquirer to former
owners of the acquiree and the amount of any non-controlling interest in the acquiree. For
each business combination, the non-controlling interest in the acquiree is measured at
either fair value or at the proportionate share of the acquiree's identifiable net assets. All
acquisition costs are expensed as incurred to profit or loss.
On the acquisition of a business, the Group assesses the financial assets acquired and
liabilities assumed for appropriate classification and designation in accordance with the
contractual terms, economic conditions, the Group's operating or accounting policies and
other pertinent conditions in existence at the acquisition-date.
Where the business combination is achieved in stages, the Group remeasures its previously
held equity interest in the acquiree at the acquisition-date fair value and the difference
between the fair value and the previous carrying amount is recognised in profit or loss.
Contingent consideration to be transferred by the acquirer is recognised at the acquisition-
date fair value. Subsequent changes in the fair value of the contingent consideration
classified as an asset or liability is recognised in profit or loss. Contingent consideration
classified as equity is not remeasured and its subsequent settlement is accounted for
within equity.
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Blackstone Minerals Limited
42
Notes to the Consolidated Financial Statement for the Year Ended 30 June 2020
1.
Summary of Significant Accounting Policies (continued)
(t)
Business combination (continued)
The difference between the acquisition-date fair value of assets acquired, liabilities
assumed and any non-controlling interest in the acquiree and the fair value of the
consideration transferred and the fair value of any pre-existing investment in the acquiree
is recognised as goodwill. If the consideration transferred and the pre-existing fair value is
less than the fair value of the identifiable net assets acquired, being a bargain purchase to
the acquirer, the difference is recognised as a gain directly in profit or loss by the acquirer
on the acquisition-date, but only after a reassessment of the identification and
measurement of the net assets acquired, the non-controlling interest in the acquiree, if any,
the consideration transferred and the acquirer's previously held equity interest in the
acquirer.
Business combinations are initially accounted for on a provisional basis. The acquirer
retrospectively adjusts the provisional amounts recognised and also recognises additional
assets or liabilities during the measurement period, based on new information obtained
about the facts and circumstances that existed at the acquisition-date. The measurement
period ends on either the earlier of (i) 12 months from the date of the acquisition or (ii)
when the acquirer receives all the information possible to determine fair value.
(u) New accounting standards and interpretations adopted by the Group
Changes in Accounting Policies
The Group (or the Company) has considered the implications of new and amended
Accounting Standards which have become applicable for the current financial reporting
period. The Group had to change its accounting policies and make adjustments as a result
of adopting the following Standard:
- AASB 16: Leases applies to annual reporting periods beginning on or after 1 January 2019.
The Group has adopted AASB 16: Leases retrospectively with the cumulative effect of
initially applying AASB 16 recognised as of 1 July 2019. As a result of the changes in
The Group as lessee
Group’s accounting policies, prior year financial statements were required to be restated.
At inception of a contract the Group assesses if the contract contains or is a lease. If there
is a lease present, a right-of-use asset and a corresponding liability are recognised by the
Group where the Group is a lessee. However, all contracts that are classified as short-term
leases (i.e. leases with a remaining lease term of 12 months or less) and leases of low-value
assets are recognised as an operating expense on a straight-line basis over the term of the
lease.
Initially, the lease liability is measured at the present value of the lease payments still to
be paid at the commencement date. The lease payments are discounted at the interest rate
implicit in the lease. If this rate cannot be readily determined, the Group uses incremental
borrowing rate. Lease payments included in the measurement of the lease liability are as
follows;
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Blackstone Minerals Limited
43
Notes to the Consolidated Financial Statement for the Year Ended 30 June 2020
1.
Summary of Significant Accounting Policies (continued)
(u) New accounting standards and interpretations adopted by the Group (continued)
•
•
•
•
•
•
fixed lease payments less any lease incentives;
variable lease payments that depend on an index or rate, initially measured using the
index or rate at the commencement date;
the amount expected to be payable by the lessee under residual value guarantees;
the exercise price of purchase options if the lessee is reasonably certain to exercise
the options;
lease payments under extension options, if the lessee is reasonably certain to exercise
the options; and
payments of penalties for terminating the lease, if the lease term reflects the exercise
of options to terminate the lease.
The right-of-use assets comprise the initial measurement of the corresponding lease
liability, any lease payments made at or before the commencement date and any initial
direct costs. The subsequent measurement of the right-of-use assets is at cost less
accumulated depreciation and impairment losses.
Right-of-use assets are depreciated over the lease term or useful life of the underlying
asset, whichever is the shortest. Where a lease transfers ownership of the underlying asset
or the costs of the right-of-use asset reflects that the Group anticipates to exercise a
purchase option, the specific asset is depreciated over the useful life of the underlying
The Group as lessor
asset.
The Group does not have any property which has been leased out and therefore not
applicable.
Other New amended standards adopted by the Group
None of the new standards and amendments to standards that are mandatory for the first
time for the financial year beginning 1 January 2019 affected any of the amounts recognised
in the current period or any prior period, although it caused minor changes to the Group’s
disclosures.
Standards not yet adopted by the Group
There are no other standards that are not yet effective and that would be expected to have
a material impact on the entity in the current or future reporting periods and on foreseeable
future transactions.
2. Critical accounting estimates and judgements
Estimates and judgements are continually evaluated and are based on historical experience and
other factors, including expectations of future events that may have a financial impact on the
entity and that are believed to be reasonable under the circumstances.
The group makes estimates and assumptions concerning the future. The resulting accounting
estimates and judgements may differ from the related actual results and may have a significant
effect on the carrying amount of assets and liabilities within the next financial year and on the
amounts recognised in the financial statements. The estimates and assumptions that have a
significant risk of causing a material adjustment to the carrying amounts of assets and liabilities
within the next financial year are discussed below.
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Blackstone Minerals Limited
44
Notes to the Consolidated Financial Statement for the Year Ended 30 June 2020
2.
Critical accounting estimates and judgements (continued)
Capitalisation of acquisition costs on exploration projects
(i)
(ii)
(ii)
(iii)
(iv)
(v)
Acquisition costs incurred in acquiring exploration assets are carried forward
where right of tenure of the area of interest is current. These costs are carried
forward in respect of an area that has not at balance sheet date reached a stage that
permits reasonable assessment of the existence of economically recoverable
reserves.
Deferred Tax Assets
Deferred tax assets for unrealised losses have not been recognised on the
Statement of Financial Position as the Company has considered it not probable at
balance sheet date there to be future taxable profits.
Deferred Tax Liabilities
Deferred tax liabilities recognised on a business combination based on the fair
value of assets and liabilities acquired. The deferred tax liabilities have been
recognised to the extent that future taxable profit will be higher than future
accounting profit as a result of the recognition and fair value of assets acquired
through a business combination.
Lease term
The lease term is a significant component in the measurement of both the right-of-
use asset and lease liability. Judgement is exercised in determining whether there
is reasonable certainty that an option to extend the lease or purchase the
underlying asset will be exercised, or an option to terminate the lease will not be
exercised, when ascertaining the periods to be included in the lease term. In
determining the lease term, all facts and circumstances that create an economical
incentive to exercise an extension option, or not to exercise a termination option,
are considered at the lease commencement date. Factors considered may include
the importance of the asset to the Group's operations; comparison of terms and
conditions to prevailing market rates; incurrence of significant penalties; existence
of significant leasehold improvements; and the costs and disruption to replace the
asset. The Group reassesses whether it is reasonably certain to exercise an
extension option, or not exercise a termination option, if there is a significant event
or significant change in circumstances.
Rehabilitation
A provision has been made for the present value of anticipated costs for future
rehabilitation of land explored or mined. The Group's mining and exploration
activities are subject to various laws and regulations governing the protection of
the environment. The Group recognises management's best estimate for assets
retirement obligations and site rehabilitations in the period in which they are
incurred. Actual costs incurred in the future periods could differ materially from
the estimates. Additionally, future changes to environmental laws and regulations,
life of mine estimates and discount rates could affect the carrying amount of this
provision.
Determination and measurement method of non-controlling interest (NCI)
On initial recognition of NCI in a business combination where the group acquires
less than 100% of the issued capital, the Board have to choose where the apply the
the fair value method or the proportionate interest method. For the acquisition of
AMRN Nickel Limited the Board have chosen the fair value method.
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Blackstone Minerals Limited
45
Notes to the Consolidated Financial Statement for the Year Ended 30 June 2020
3. Revenue
Notes
(a)
Revenue from continuing operations
Interest received
Total revenue from continuing operations
(b) Other Income
Rent Income
Exploration Tax Incentive Refund - Canada
Other income – ATO Cashflow Boost
Total Other Income
4. Expenses
Profit before income tax includes the following specific expenses:
(a) Employee benefits expense
Salary and wages expense
Defined contribution superannuation expense
Other employee costs
Total employee benefits expense
(b) Occupancy expense
Operating lease expense
Other occupancy costs
Total occupancy expense
(c) Depreciation of non-current assets
Right-of-use assets
Plant and equipment – office
Leasehold Improvements
Total depreciation of non-current assets
(d) Finance costs in respect of finance leases
Other bank and finance charges
Interest expense on lease liabilities
Total finance costs in respect of finance leases
Auditor’s Remuneration
5.
Remuneration of the auditor of the group
Auditing or reviewing the financial statements
Other non-assurance services
Total auditor remuneration
Consolidated
30 June 2020
$
30 June 2019
$
46,333
46,333
97,996
391,703
50,000
539,699
494,382
89,611
93,673
677,666
-
46,104
46,104
126,468
93,718
7,190
227,376
8,990
23,810
32,800
57,820
850
37,408
12,345
12,345
-
-
88,635
88,635
458,348
78,168
37,235
573,751
36,343
33,687
70,030
-
7,580
7,462
15,042
9,844
-
9,844
39,920
-
39,920
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Blackstone Minerals Limited
46
Notes to the Consolidated Financial Statement for the Year Ended 30 June 2020
6.
Income Tax Expense
(a)
Income tax expense
Current tax
Deferred tax
Total income tax (expense)/benefit
Deferred income tax expense included in income tax expense
comprises:
(Increase) in deferred tax assets (Note 6(c))
Increase in deferred tax liabilities (Note 6(d))
Consolidated
30 June 2020
$
30 June 2019
$
-
-
-
-
-
-
-
-
-
-
-
-
(b) Numerical reconciliation of income tax expense to prima facie tax
payable
Loss from continuing operations before income tax expense
(7,969,580)
(4,182,260)
Tax (tax benefit) at the tax rate of 27.5% (2019: 27.5%)
(2,191,635)
(1,150,122)
Tax effect of amounts which are not deductible (taxable) in
calculating taxable income:
Share based payments
Other non-deductible amounts
Prior year adjustments
Non-assessable income
Unrecognised tax losses
Income tax expense
(c)
Deferred tax assets
Tax losses
Employee benefits
Other accruals
Total deferred tax assets
Set-off deferred tax liabilities (Note 6(d))
Net deferred tax assets
(d) Deferred tax liabilities
Fair Value of Assets recognised on Business Combination
Other
Total deferred tax liabilities
Set-off deferred tax assets (Note 6(c))
Net deferred tax liabilities
(e)
(f)
Tax losses
Unused tax losses for which no DTA has been recognized
Potential tax benefit at 26% (2019: 27.5%)
Unrecognised temporary differences
Unrecognised deferred tax asset relating to capital raising costs
Potential tax benefit at 26% (2019: 27.5%)
481,966
1,291,334
134,538
(595,108)
92,312
536,835
(31,331)
-
878,905
552,306
-
-
-
-
-
-
-
2,337,918
-
2,337,918
-
2,337,918
-
-
-
-
-
-
-
-
-
-
-
-
7,855,742
2,042,493
4,659,724
1,281,424
822,912
213,957
451,398
124,134
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Blackstone Minerals Limited
47
Notes to the Consolidated Financial Statement for the Year Ended 30 June 2020
Consolidated
2020
$
2019
$
6,786,541
-
6,786,541
307,532
-
307,532
7. Cash & Cash Equivalents
(a) Cash & cash equivalents
Cash at bank and in hand
Deposits at call
Total cash and cash equivalents
(b) Cash at bank and on hand
Cash on hand is non-interest bearing. Cash at bank bears interest
rates between 0.00% and 0.45% (2019: 0.00% and 0.75%)
(c) Deposits at call
8. Trade & Other Receivables
Deposits at call are bearing interest rates of nil. (2019: Nil)
Current
Other receivables
Tax and other receivables from foreign authorities
Non-Current
1
Deposits
Total trade and other receivables
1
388,875
1,837,175
2,226,050
174,638
-
174,638
114,840
114,840
96,183
96,183
Deposits include cash of $114,840 (2019: $96,183) as security deposits of which $84,840 is required
as security by the relevant authority for the granted exploration and mining licences and $30,000 held
as security against a credit card facility.
Past due and impaired receivables
As at 30 June 2020, there were no other receivables that were past due or impaired. (2019: Nil)
Effective interest rates and credit risk
Information concerning effective interest rates and credit risk of both current and non-current trade
and other receivables is set out in Note 19.
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Blackstone Minerals Limited
48
Notes to the Consolidated Financial Statement for the Year Ended 30 June 2020
Consolidated
9. Property, Plant & Equipment
Plant &
Equipment
$
Leasehold
Improvements
$
Mining
Property
$
Total
$
30 June 2019
Opening net book amount
Additions
Depreciation charge
Closing net book amount
At 30 June 2019
Cost or fair value
Accumulated depreciation
Net book amount
17,903
2,419
(7,580)
12,742
11,192
-
(7,462)
3,730
26,701
(13,959)
12,742
27,615
(23,885)
3,730
-
-
-
-
-
-
-
29,095
2,419
(15,042)
16,472
54,316
(37,844)
16,472
30 June 2020
Opening net book amount
Additions
Additions through business combination (Note
28)
Depreciation charge
Closing net book amount
1
12,742
343,267
-
(93,718)
262,291
3,730
10,105
-
-
-
11,243,974
16,472
353,372
11,243,974
(7,190)
6,645
-
11,243,974
(100,908)
11,512,910
At 30 June 2020
Cost or fair value
Accumulated depreciation
Net book amount
1
369,968
(107,677)
262,291
37,720
(31,075)
6,645
11,243,974
-
11,243,974
11,651,662
(138,752)
11,512,910
Note assets acquired through Business Combinations have been impacted by Foreign Currency translations.
10. Exploration & Evaluation Expenditure
Consolidated
2020
$
2019
$
(a) Non-current
Opening balance
Acquisition/(write off) of assets
Impairment of Exploration and Evaluation Assets
Exploration and acquisition expenditure at cost
Exploration assets expensed to profit and loss
Total non-current exploration and evaluation expenditure
10,204,152
471,147
(2,727,010)
2,618,513
(2,635,304)
7,931,498
10,127,010
77,142
-
2,300,165
(2,300,165)
10,204,152
(b)
The value of the group’s interest in exploration expenditure is dependent upon:
the continuance of the group’s rights to tenure of the areas of interest;
the results of future exploration; and
the recoupment of costs through successful development and exploitation of the areas of
interest, or alternatively, by their sale.
The group’s exploration properties may be subjected to claim(s) under native title, or contain sacred sites,
or sites of significance to Aboriginal people for Australian Assets and First Nations People for its Canadian
Assets. As a result, exploration properties or areas within the tenements may be subject to exploration
restrictions, mining restrictions and/or claims for compensation. At this time, it is not possible to
quantify whether such claims exist, or the quantum of such claims.
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Blackstone Minerals Limited
49
Notes to the Consolidated Financial Statement for the Year Ended 30 June 2020
10. Exploration & Evaluation Expenditure (continued)
Acquisition of Exploration Assets – 30 June 2020
The assets capitalised to exploration assets represents the Mine Rehabilitation Asset recognised on
acquisition of AMR Nickel Limited. For further details refer to Note 28 Business Combination
Acquisition of Exploration Assets – 30 June 2019
In the prior year, on 29 January 2019, the company entered into an agreement to acquire tenements in
Oregon, United States known as the Record Mine, for an option fee of US$20,000 payable on agreement,
with an option fee payable annually on 1 February each year for four years for US$25,000 per year. The
total option fee paid during the 2020 financial year was A$28,175. Additional exploration ground
around the project area was applied directly for an additional cost of $48,966 bringing the total
acquisition cost of $77,142 for the tenement package.
11. Right-Of-Use Assets
Right of Use Assets – At Cost
At 1 July 2019
On initial recognition
Additions through business combination (Note 28)
At 30 June 2020
At 1 July 2019
Depreciation for the year
At 30 June 2020
Net carrying amount
Amounts recognised in profit and loss
Other income – Recharges
Depreciation expense on right of use assets
Interest expense on lease liabilities
Low value asset leases expenses
Consolidated
2020
$
2019
$
483,730
28,917
512,647
(126,468)
(126,468)
386,179
97,996
(126,468)
(23,810)
(3,042)
-
-
-
-
-
-
-
-
-
-
The Group has a lease over the premises at Level 3, 24 Outram Street, West Perth with an average estimated
life of 3.0 years remaining. The Group holds the lease and recharges other occupants of the premises
recognised as other income.
The discount rate used in calculating the present value of the Right of Use Assets is 5.5% per annum,
representing the cost of borrowings.
The maturity analysis of the lease liabilities is shown in Note 14.
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Blackstone Minerals Limited
50
Notes to the Consolidated Financial Statement for the Year Ended 30 June 2020
12. Trade & Other Payables
Consolidated
2020
$
2019
$
Current
Trade Payables
Other Payables
Taxes Payables to foreign authorities
Total current trade & other payables
1.
The tax payable to foreign authorities are past due and payable to and are past due. These payables
represent historical tax liabilities associated with previous mining activities.
1,509,092
270,610
5,043,760
6,823,462
1
139,172
46,707
35,848
221,727
13. Provisions
Current
Employee entitlements
Other provisions
Total current provisions
Non Current
2
Mine Rehabilitation
Total non current provisions
89,406
812,307
901,713
465,980
465,980
72,890
-
72,890
-
-
2.
The rehabilitation provision represents the present value of rehabilitation costs relating to the
Ban Phuc mine site, which is expected to be incurred when mining operations cease. These
provisions were acquired as part of the business combination (refer to Note 28). Assumptions
based on the current economic environment were made, which management believes are a
reasonable basis upon which to estimate the future liability. These estimates shall reviewed
regularly to take into account any material changes to the assumptions. However, actual
rehabilitation costs will ultimately depend upon future market prices for the necessary
rehabilitation works required that will reflect market conditions at the relevant time.
Furthermore, the timing of rehabilitation is likely to depend on when mining operations cease
and the extent of further environmental responsibilities in restoring the site under Vietnamese
regulations.
Lease liabilities
14.
Year 1
Year 2
Year 3
At 30 June 2020
Less: Accrued interest
Total liabilities
136,722
134,809
149,391
420,922
(25,396)
395,526
The lease liabilities split between current and non-current are as follows:
Current
Non-current
Total lease liabilities
136,722
258,804
395,526
-
-
-
-
-
-
-
-
-
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Blackstone Minerals Limited
51
Notes to the Consolidated Financial Statement for the Year Ended 30 June 2020
15. Contributed Equity
Consolidated
2020
Shares
2020
$
Consolidated
2019
Shares
2019
$
(a)
(b)
(c)
Issued and unissued share
capital
Ordinary shares – fully
paid
Unissued capital
Total issued and unissued
share capital
251,768,816
38,171,741
122,204,766
23,343,333
-
-
675,000
33,750
251,768,816
38,171,741
122,879,766
23,377,083
Ordinary Shares
Ordinary shares participate in dividends and the proceeds on winding up of the Company in proportion to
the number of shares held and in proportion to the amount paid up on the shares held.
Options
Information relating to options including details of options issued, exercised and lapsed during the
financial period and options outstanding at the end of the financial period, is set out in Note 16.
Date
Number of
Shares
Issue Price
Total
$
$
(d) Movements in issued capital
Opening Balance 1 July 2018
Share issue
Conversion of Class A Performance
Shares
Share issue
Less: Transaction costs
20 Dec 18
96,204,766
12,000,000
1 Mar 19
15 May 19
4,000,000
10,000,000
122,204,766
Closing Balance at 30 June 2019
1
Unissued Capital
Opening Balance 1 July 2019
30 June 19
122,879,766
675,000
122,204,766
1
Fund received in prior year
Exercise of options
Issue of shares – Tranche 2
Issue of shares – Collateral
Issue of shares
Share Purchase Plan
Conversion of options
Issue of shares
Issue of shares
Issue of shares
Conversion of Performance Options
Issue of shares
Issue of shares
Reversal of Controlled Placement
Agreement with Acuity
Transfer from reserve to share capital
Closing Balance at 30 June 2020
Less: Transaction costs
5 July 2019
5 July 2019
16 Aug 2019
27 Sept 2019
11 Oct 2019
21 Feb 2020
21 Apr 2020
5 June 2020
5 June 2020
5 June 2020
12 June 2020
12 June 2020
750,000
30,000,000
8,000,000
30,000,035
776,666
725,000
38,100,000
1,900,000
8,600,000
2,000,000
712,349
8,000,000
30 June 2020
-
-
251,768,816
$0.10
$0.10
$0.05
$0.05
$0.001
$0.05
$0.10
$0.15
$0.15
$0.001
$0.17
$0.17
$0.116
$0.001
$0.089
$0.108
21,338,801
1,200,000
400,000
500,000
23,343,333
(95,468)
23,377,083
33,750
23,377,083
(33,750)
750
1,500,000
800,000
4,500,005
116,500
725
6,477,000
323,000
1,000,000
2,000
63,400
860,000
-
-
(800,000)
771,630
38,171,740
(786,603)
1
Unissued share capital of $33,750 relates to funds received prior to 30 June 2019 for 30,000,000 shares
issued as part of Tranche 2 of the placement finalised on 5 July 2019.
|
Blackstone Minerals Limited
52
Notes to the Consolidated Financial Statement for the Year Ended 30 June 2020
Expiry date
Exercise
price
Balance at
start of year
16.
Issued Share Options and Performance Shares
Granted
during the
year
Issued/
(Exercised)
during the
year
Cancelled/
lapsed
during the
year
Balance at
end of the
year
(a)
2020 unlisted share option details
0.1 cents
20 February 2025
0.1 cents
30 September 2024
0.1 cents
26 March 2023
0.1 cents
12 June 2022
20 cents
12 June 2022
10 cents
17 May 2021
0.1 cents
6 November 2020
20 cents
12 January 2020
3,400,000
11,000,000
-
1,750,000
1,000,000
10,000,000
-
-
27,150,000
-
(2,000,000)
(725,000)
-
-
-
(750,000)
-
(3,475,000)
-
-
-
-
-
-
-
(2,000,000)
(2,000,000)
3,400,000
9,000,000
975,000
1,750,000
1,000,000
10,000,000
750,000
-
26,875,000
1,700,000
1,500,000
2,000,000
5,200,000
2019 unlisted share
option details
12 January 2020
6 November 2020
26 March 2023
$0.20
$0.001
$0.001
2,000,000
1,500,000
1,700,000
5,200,000
(b)
Performance Share Details 2020
A
22 January 2022
Performance Share
Details 2019
22 January 2022
A
-
-
4,000,000
4,000,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(4,000,000)
(4,000,000)
-
-
-
-
-
-
-
-
2,000,000
1,500,000
1,700,000
5,200,000
-
-
-
-
Note A: On 1 March 2019 4,000,000 Class A performance shares expiring on 22 January 2022 were
converted into ordinary shares upon satisfaction of the Class A performance milestones by
Directors and Management.
There are no performance shares on issue at 30 June 2020.
|
Blackstone Minerals Limited
53
Notes to the Consolidated Financial Statement for the Year Ended 30 June 2020
17. Reserves
Unlisted option reserve
Opening balance
Share based payments expense – Profit and Loss
Share based payments expense – Capital raising costs
Exercise of options
Total unlisted option reserve
Consolidated
2020
$
2019
$
571,401
1,752,605
112,754
(771,630)
1,665,130
235,721
335,680
-
571,401
The unlisted option reserve records items recognised on valuation of director, employee and
contractor share options. Information relating to options issued, exercised and lapsed during the
financial year and options outstanding at the end of the financial year, is set out in Note 16.
Performance Shares Reserve
400,000
Opening balance
(400,000)
Conversion of Class A Performance Shares
-
Closing Balance
The performance share reserve records items recognised on valuations of vendor performance shares.
Information relating to performance shares issued at the end of the financial period, is set out in Note
16(b)
-
-
-
Total Option Premium Reserve
Unlisted Option Reserve
Performance Shares Reserve
Closing Balance
Foreign Currency Translation Reserve
Opening balance
Exchange differences arising on translation of foreign operations
attributable to parent entity.
Closing Balance
Total reserves
Option Premium Reserve
Foreign Currency Translation Reserve
Closing Balance
18. Non-Controlling Interest
1,665,130
-
1,665,130
571,401
-
571,401
42,286
(77,366)
(353,437)
(311,151)
119,652
42,286
1,665,130
(311,151)
1,353,979
571,401
42,286
613,687
Consolidated
2020
$
2019
$
(a)
(b)
(c)
(d)
(e)
Non-controlling interest acquired – see note 28.
Loss for the year attributable to non-controlling interest
Share of foreign currency translation loss on translation of foreign
operations.
Total Non-Controlling Interest
-
(75,274)
(36,311)
(111,585)
-
-
-
-
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Blackstone Minerals Limited
54
Notes to the Consolidated Financial Statement for the Year Ended 30 June 2020
19. Financial Instruments, Risk Management Objectives and Policies
The Group’s principal financial instruments comprise cash and short-term deposits. The main
purpose of the financial instruments is to earn the maximum amount of interest at a low risk to
the group. The Group also has other financial instruments such as trade and other receivables
and trade and other payables which arise directly from its operations. For the period under
review, it has been the Group’s policy not to trade in financial instruments.
The main risks arising from the Group’s financial instruments are interest rate risk and credit
risk. The board reviews and agrees policies for managing each of these risks and they are
summarised below:
Interest Rate Risk
(a)
The group’s exposure to interest rate risk, which is the risk that a financial instrument’s
value will fluctuate as a result of changes in market interest rates and the effective
weighted average interest rate for each class of financial assets and financial liabilities
comprises:
Consolidated
2019
Weighted
Average
Interest Rate
%
Floating
Interest Rate
Fixed
Interest
$
$
Non-
interest
bearing
$
Total
$
Financial Assets
Cash and cash equivalents
Trade & other receivables - current
Trade & other receivables - non-current
Financial Liabilities
Trade & other payables - current
0.40%
0.00%
2.51%
0.00%
165,252
-
-
165,252
-
-
96,183
96,183
142,280
174,638
-
316,918
307,532
174,638
96,183
578,353
-
-
-
-
221,727
221,727
221,727
221,727
Consolidated
2020
Weighted
Average
Interest Rate
%
Floating
Interest Rate
Fixed
Interest
$
$
Non-
interest
bearing
$
Total
$
Financial Assets
Cash and cash equivalents
Trade & other receivables - current
Trade & other receivables - non-current
Financial Liabilities
Trade & other payables - current
Lease liabilities
0.45%
0.00%
2.51%
0.00%
5.5%
105,775
-
-
105,775
-
-
114,840
114,840
6,680,766
2,226,050
-
8,906,816
6,786,541
2,226,050
114,840
9,127,431
-
-
-
-
395,526
395,526
6,823,462
-
6,823,462
6,823,462
395,526
7,218,988
The maturity date for all cash, current receivables and trade and other payable financial instruments
included in the above tables is one year or less from balance date other than $258,804 of lease liabilities
which are payable over a period greater than one year. The maturity for the non-current trade and other
receivables is between 1 and 2 years from balance date.
|
Blackstone Minerals Limited
55
Notes to the Consolidated Financial Statement for the Year Ended 30 June 2020
19.
Financial Instruments, Risk Management Objectives and Policies (continued)
Group sensitivity analysis
(b)
(c)
(d)
(e)
The entity’s main interest rate risk arises from cash and cash equivalents with variable and
fixed interest rates. At 30 June 2020, the group had $6,786,541 of cash and cash equivalents
and any exposure to changes in interest rate risk is unlikely considered to be material.
Liquidity risk
The group manages liquidity risk by continuously monitoring forecast and actual cash flows
and matching the maturity profiles of financial assets and liabilities. Due to the dynamic
nature of the underlying businesses, the group aims at ensuring flexibility in its liquidity
profile by maintaining the ability to undertake capital raisings. Funds in excess of short term
operational cash requirements are generally only invested in short term bank bills.
Credit risk
Credit risk refers to the risk that counterparty will default on its contractual obligations
resulting in financial loss to the group. The group has adopted the policy of only dealing with
credit worthy counterparties and obtaining sufficient collateral or other security where
appropriate, as a means of mitigating the risk of financial loss from defaults. The group does
not have any significant credit risk exposure to any single counterparty or any group of
counterparties having similar characteristics. The carrying amount of financial assets
recorded in the financial statements, net of any provisions for losses, represents the group’s
maximum exposure to credit risk.
Foreign currency risk
The Group is exposed to currency risk arising from exchange rate fluctuations on purchases
that are denominated in currency other than the respective functional currencies of the
Group entities, primarily the Australian Dollar (AUD), United States Dollar (USD) and the
Canadian (CAD). The currencies in which these transactions are primarily denominated in
are AUD, USD and CAD.
The Group’s investments in its Vietnam and Canadian subsidiaries are denominated in AUD
and are not hedged as those currency positions are considered long term in nature. The
Group does not have a hedging policy in place.
At 30 June 2020, the group had the following financial assets and financial liabilities
domiciled in both Canadian and USD as follows:
Currency
Financial Assets
Financial Liabilities
Net Financial Assets/(liabilities)
Impacts plus/minus 5% change in
Foreign Currency on Profit or loss
Impacts plus/minus 10% change in
Foreign Currency on Profit or loss
Canada - CAD
AUD Equivalent
133,113
11,912
121,201
$6,060 AUD
Vietnam - USD
AUD Equivalent
2,865,521
6,556,705
(3,691,184)
$184,559
$12,120 AUD
$369,118
|
Blackstone Minerals Limited
56
Notes to the Consolidated Financial Statement for the Year Ended 30 June 2020
19.
Financial Instruments, Risk Management Objectives and Policies (continued)
Net fair value
(f)
The carrying value and net fair values of financial assets and liabilities at balance date are:
Financial assets
Cash and cash equivalents
Trade & other receivables - current
Trade & other receivables - non-current
Financial Liabilities
Trade and other payables - current
Financial assets
Cash and cash equivalents
Trade & other receivables - current
Trade & other receivables - non-current
Financial Liabilities
Trade and other payables - current
Lease Liabilities – current
Lease Liabilities – non current
20. Earnings per Share
(a) Loss
2019
Carrying
Amount
$
307,532
174,638
96,183
578,353
221,727
221,727
2020
Carrying
Amount
$
6,786,541
2,226,050
114,840
9,127,431
6,823,462
136,722
258,804
7,218,988
Net fair
Value
$
307,532
174,638
96,183
578,353
221,727
221,727
Net fair
Value
$
6,786,541
2,226,050
114,839
9,127,430
6,823,462
136,722
258,804
7,218,988
Consolidated
2020
$
2019
$
Loss used in the calculation of basic EPS
(7,894,306)
(4,182,260)
(b) Weighted average number of ordinary shares (‘WANOS’)
WANOS used in the calculation of basic earnings per share:
191,787,218
105,110,322
(c)
Loss per share (in cents)
4.1
4.0
(d) Diluted loss per share is considered to be the same as the basic
loss per share, as the potential ordinary shares on issue are
anti-dilutive and have not been applied in calculating dilutive
loss per share.
|
Blackstone Minerals Limited
57
Notes to the Consolidated Financial Statement for the Year Ended 30 June 2020
21. Cash Flow Information
Consolidated
2020
$
2019
$
(a) Reconciliation of cash flows from operating activities with loss from ordinary activities after income tax:
(4,182,260)
(Loss) from ordinary activities after income tax
(7,969,580)
Depreciation
Interest on right of use asset
Share based payments
Impairment of exploration and evaluation assets
Foreign currency differences
Gain on Bargain Purchase
Pre-acquisition loan write-downs- Vietnam
Changes in assets and liabilities:
Decrease in operating receivables & prepayments
Increase /(Decrease) Increase in operating trade and other
payables
Increase in employee provisions
Net cash (used in) Operating Activities
(b) Non-cash investing and financing
Acquisition of Ta Khoa Nickel Limited for the issue of 8,600,000
ordinary shares at 11.63 cents for $1,000,000.
22. Commitments
(a)
Exploration commitments
Not longer than one year
Longer than one year, but not longer than five years
Longer than five years
227,376
23,810
1,752,605
2,727,010
(102,483)
(1,722,326)
(2,737,165)
15,042
-
335,680
-
119,652
-
-
33,930
1,279,794
-
6,487,029
66,647
(689,976)
19,079
(4,316,136)
-
829,911
3,760,462
-
4,590,373
1,860,819
2,075,630
-
3,936,449
In order to maintain rights of tenure to mining tenements subject to these agreements, the group would
have the above discretionary exploration expenditure requirements up until expiry of leases. These
obligations, which are subject to renegotiation upon expiry of the leases, are not provided for in the
financial statements and are payable per the above maturities. If the company decides to relinquish
certain leases and/or does not meet these obligations, assets recognised in the statement of financial
position may require review to determine the appropriateness of carrying values. The sale, transfer or
farm-out of exploration rights to third parties will reduce or extinguish these obligations.
(b)
Lease commitments: group as lessee
Non-cancellable operating leases
Not longer than one year
Longer than one year, but not longer than five years
Longer than five years
201,925
605,775
-
807,700
The company, as either joint or sole tenant, has entered into a non-cancellable operating lease for the
head office. The option was exercised to extend the lease from 10 July 2020 for a further 3 years as
requested the company as lessee.
-
-
-
-
The Lease commitments have been accounted for as a right of use assets as at 30 June 2020 and the
corresponding lease liability accounted for under AASB 16 Leases.
|
Blackstone Minerals Limited
58
Notes to the Consolidated Financial Statement for the Year Ended 30 June 2020
22. Commitments (continued)
North America
Gold Bridge
The Company has the following contingent liabilities and commitments as part of the consideration
payable for the acquisition of the Gold Bridge Project (Little Gem Gold-Cobalt) Project, the Company
will be required to pay the following royalties upon commencement of mining:
i.
ii.
in respect of the first 10,000 tonnes of ore mined from the Project, a 20% net profits interest
and a 1% Net Smelter Return (NSR) royalty shall be payable to the current owner of the
Little Gem Gold-Cobalt Project; and
an NSR royalty equal to 2.5% thereafter (over 10,000 tonnes) shall be payable to the
current owner of the Little Gem Gold-Cobalt Project.
Under the Cartier Option Agreement acquired as part of Cobalt One Energy Corp acquisition is a Net
Smelter Royalty of 2% and Net Smelter Returns Royalty on the Mineral Claims.
Record Mine
th
of January 2019, the company entered into an agreement to acquire tenements in Oregon,
On 29
United States known as the Record Mine, for an option fee of US$20,000 payable on agreement, with
an option fee payable annually on 1 February each year for four years for US$25,000 per year. After
the fourth year the purchase price if the option is exercised is US$1 million dollars.
Owners shall retain NSR royalty equal to 1.5% shall be payable to the current owner of the Record
mine in North America.
There are no further commitments or contingent liabilities.
23. Events Occurring After Balance Date
•
•
•
•
•
•
•
On 24 July 2020, 1,750,000 shares were issued upon conversion of Director performance
options with a conversion price of $0.001 per share.
On 21 August 2020, 2,500,000 unlisted performance options expiring 20 August 2025,
exercise price of $0.001 were issued.
On 21 August 2020, 8,000,000 collateral shares were issued to Acuity Capital with an issued
price of $0.2875 per share under a controlled placement deed.
On 28 August 2020, the Company is pleased to announced Acuity Capital has agreed to
increase the CPA limit of $5m to a new limit of $15m to reflect the higher market capitalisation
following the recent share price appreciation. Following the increase to the new CPS limit of
$15million, the remaining standby equity capital available under the CPA is $11.84 million
with an expiry date of 31 July 2021.
On 28 August 2020, the Company issued 6,175,000 shares upon conversion of performance
options with an issue price of $0.001 per share and 419,162 shares were issued in lieu of cash
to consultants for services provided with an issue price of $0.334 based on a 30 day VWAP
calculation.
On 17 September 2020, the Company announced it has completed placement for 42,426,356
ordinary shares at $0.42 for $17,819,070 before costs.
On 18 September 2020, the Company announced that eligible shareholders will have the
opportunity to participate in the Share Purchase Plan up to the value of $30,000 at the same
price as the Placement. The Company seek to raise up to $3,000,000.
There are no further post balance date events.
|
Blackstone Minerals Limited
59
Notes to the Consolidated Financial Statement for the Year Ended 30 June 2020
24. Segment Information
(a) Description of segments
Management has determined the operating segments based on the reports reviewed by
the chief operating decision maker that are used to make strategic decisions. For the
purposes of segment reporting the chief operating decision maker has been determined
as the board of directors. The amounts provided to the board of directors with respect to
total assets and profit or loss is measured in a manner consistent with that of the financial
statements. Assets are allocated to a segment based on the operations of the segment and
the physical location of the asset.
The board monitors the entity primarily from a geographical perspective, and has
identified three operating segments, being exploration for mineral reserves within
Australia, North America and the corporate/head office function.
(b)
Segment information provided to the board of directors
The segment information provided to the board of directors for the reportable segments
is as follows:
2020
Total segment revenue and other
income
Interest revenue
Other income
Depreciation and amortisation
expense
Total segment loss before income tax
North
America
$
Vietnam
$
Australia
$
Corporate
$
Total
$
391,703
44,420
-
391,703
-
44,420
-
-
-
-
-
-
149,909
586,032
1,913
147,996
(227,376)
46,333
539,699
(227,376)
(3,279,533)
(534,467)
(1,804,539)
(2,351,041)
(7,969,580)
Total segment assets
5,577,142
14,007,348
1,600,000
7,773,528
28,958,018
Total segment liabilities
2019
(11,912)
(6,788,961)
(926,860)
(3,196,866)
(10,924,599)
Total segment revenue
Interest revenue
Depreciation and amortisation
expense
Total segment loss before income tax
Total segment assets
-
-
-
(1,702,579)
8,635,033
Total segment liabilities
-
Measurement of segment information
(c)
-
-
-
-
-
-
-
-
-
12,345
12,345
15,042
12,345
12,345
15,042
(341,930)
(2,137,751)
(4,182,260)
1,600,000
563,944
10,798,977
-
(294,617)
(294,617)
All information presented in part (b) above is measured in a manner consistent with that
in the financial statements.
|
Blackstone Minerals Limited
60
Notes to the Consolidated Financial Statement for the Year Ended 30 June 2020
24.
Segment Information (continued)
Segment revenue
No inter-segment sales occurred during the current period. The entity is domiciled in
Australia. No revenue was derived from external customers in countries other than the
country of domicile. Revenues of $1,913 were derived from one Australian financial
institution during the year. These revenues are attributable to the corporate segment.
Reconciliation of segment information
(d)
(e)
Total segment revenue, total segment profit/(loss) before income tax, total segment
assets and total segment liabilities as presented in part (b) above, equal total entity
revenue, total entity profit/(loss) before income tax, total entity assets and total entity
liabilities respectively, as reported within the financial statements.
25. Related Party Transactions
Parent entity
The ultimate parent entity within the group is Blackstone Minerals Limited.
Subsidiaries
Interests in subsidiaries are set out in Note 29.
Key management personnel compensations
(a)
(b)
(c)
Key Management Personnel Compensation
Short-term employee benefits
Post-employment benefits
Share-based payments
Total key management personnel compensation
Transactions with other related parties
(d)
The following transactions occurred with related parties:
(i)
Recharges to KMP related entities
Recharge of rent and shared office costs
Recharges to Venture Minerals Limited
Recharges to Alicanto Minerals Limited
Recharges to Bellevue Gold Limited
Recharges to African Gold Limited
(ii)
Purchases from KMP related entities
Rent of office building and shared office costs
Payments to Venture Minerals Limited
Payments to Onedin Enterprises
Consolidated
2020
$
582,688
45,037
1,249,007
1,876,732
2019
$
566,063
42,010
154,294
762,367
Consolidated
2020
$
2019
$
303,385
113,272
127,273
28,156
209,208
127,500
102,325
11,340
124,746
766
91,496
4,047
Details of remuneration disclosures are included in the Remuneration Report on pages 16 to 25.
|
Blackstone Minerals Limited
61
Notes to the Consolidated Financial Statement for the Year Ended 30 June 2020
25. Related Party Transactions (continued)
Terms and conditions of related party transactions
(e)
26. Share Based Payments
Transactions between related parties are on commercial terms and conditions, no more
favourable than those available to other parties unless otherwise stated.
Fair value of listed options granted
(a)
(b)
There are no listed options on issue.
Fair value of unlisted options granted to Directors
Fair value of performance options granted with performance conditions
During the year, the Company issued 1,000,000 unlisted options to Directors vesting 24
months after date of issue subject to remaining a director or employee of the Company.
The weighted average fair value of the 1,000,000 options granted in the current period
was 13.906 cents per option. The fair value of $50,480 was recognised during the year.
During the year, the Company issued 4,500,000 unlisted options to Directors vesting
upon securing a strategic partner and substantial shareholder of 5% or more of the
ordinary issued share capital of the company. The weighted average fair value of the
4,500,000 options granted in the current period was 13.906 cents per option. The fair
value of $625,759 was expensed in full during the period.
Fair value of performance options granted with market conditions
During the year, the Company issued 5,500,000 performance options vesting upon the
shares trading at $0.20 based on a 10-day volume weighted average share price. The
assessed fair value at grant date was 13.906 cents per option. The fair value at grant date
is determined using a the Black Scholes Model adjusted to include the possibility of not
achieving the market based condition.
The price was calculated by using the Black-Scholes European Option Pricing Model
applying the following inputs.
▪ Weighted average exercise price of $0.001;
▪ Weighted average life of the option (years) of 5;
▪ Weighted average underlying share price of $0.14;
▪ Expected share price volatility of 85%;
▪ Weighted average risk-free interest rate of 0.76%.
Volatility is calculated based on historical share price history of the company and used as
the basis for determining expected share price volatility as it assumed that this is
indicative of future tender, which may not eventuate. The life of the options is agreed
upon by the Board to ensure long term goal congruence between Directors, Management
and Shareholders. The fair value of $535,372 was recognised during the year.
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Blackstone Minerals Limited
62
Notes to the Consolidated Financial Statement for the Year Ended 30 June 2020
26.
Share Based Payments (continued)
c)
Fair value of performance shares granted to Employees and Key Management
Personnel
Fair value of performance options granted with performance conditions
During the year, the Company issued 1,700,000 unlisted options to employees vesting 18
months after date of issue subject to remaining a director or employee of the Company.
The weighted average fair value of the 1,700,000 options granted in the current period
was 16.904 cents per option. The fair value of $68,232 was recognised during the year.
Fair value of unlisted options granted with market conditions
During the year, the Company issued 1,700,000 unlisted options vesting upon the shares
trading at $0.40 over a 30-day period (1 Month). The assessed fair value at grant date was
16.904 cents per option. The fair value at grant date is determined using a the Black
Scholes Model adjusted to include the possibility of not achieving the market based
condition.
The price was calculated by using the Black-Scholes Option Pricing Model applying the
following inputs.
▪ Weighted average exercise price of $0.001;
▪ Weighted average life of the option (years) of 5;
▪ Weighted average underlying share price of $0.17;
▪ Expected share price volatility of 85%;
▪ Weighted average risk-free interest rate of 0.40%.
Volatility is calculated based on historical share price history of the company and used as
the basis for determining expected share price volatility as it assumed that this is
indicative of future tender, which may not eventuate. The fair value of $143,681 was
recognised during the year. As at reporting date, the probability of achieving the
milestone was 50%.
Fair value of performance options granted to Corporate Advisors
d)
During the year, the Company issued 1,000,000 unlisted options to Corporate Advisors
with an exercise price of $0.20 expiring 12 June 2022. The value of services received was
$56,321 for 12 months of corporate advisory services.
During the year, the Company issued 10,000,000 unlisted options to Corporate Advisors
with an exercise price of $0.10 expiring 17 May 2021. The value of services received was
$70,590 for 12 months of corporate advisory services.
|
Blackstone Minerals Limited
63
Notes to the Consolidated Financial Statement for the Year Ended 30 June 2020
26.
Share Based Payments (continued)
(d) Fair value of performance options granted to Corporate Advisors (continued)
Fair value of performance options granted with market conditions
During the year, the Company issued 1,750,000 performance options to Corporate
Advisors vesting the shares trading at $0.20 based on weighted average price of 30 days.
The assessed fair value at grant date was 14.901 cents per option. The fair value at grant
date is determined using a the Black Scholes Model adjusted to include the possibility of
not achieving the market based condition. The fair value of $260,759 was recognised
during the year of which $111,784 was accounted for as share issue costs.
The price was calculated by using the Black-Scholes European Option Pricing Model
applying the following inputs.
▪ Weighted average exercise price of $0.0733;
▪ Weighted average life of the option (years) of 2;
▪ Weighted average underlying share price of $0.15;
▪ Expected share price volatility of 85%;
▪ Weighted average risk-free interest rate of 0.26%.
Volatility is calculated based on historical share price history of the company and used as
the basis for determining expected share price volatility as it assumed that this is
indicative of future tender, which may not eventuate.
Share based payments expense
30 June 2020
$
30 June 2019
$
Options issued to directors, employees and consultants
Total Share based payments expense
Options issued to Corporate Advisors
1,476,689
1,752,605
275,916
335,680
335,680
-
A portion of the share based payments expenses for 30 June 2020, represent the expense related to the
options issued in prior years that relate to current period of service for employees, directors and consultants.
27. Contingent Liabilities
There are no contingent liabilities outstanding at the end of the year.
|
Blackstone Minerals Limited
64
Notes to the Consolidated Financial Statement for the Year Ended 30 June 2020
28. Business Combination
On 15 April 2020, the Group has exercised the option to acquire a 90% interest in the Ta Khoa
Nickel-PGE Project in northern Vietnam (“Term Sheet”). The Group had executed the binding
option agreement to purchase AMR Nickel Limited’s 90% interest in the project (Refer to ASX
announcement dated 8 May 2019).
Under the Term Sheet, the Group is required to issued 8,600,000 shares to Ta Khoa Mining
Limited, being shares to the value of $1,000,000, based on a 30 day volume weighted average
price of the shares upon exercise of the option, subject to shareholder approval on 2 June 2020.
The shares were issued on 5 June 2020 at $0.1163 (Refer to ASX announcement on 5 June 2020).
Details of the acquisitions are as follows:
Current Assets
Cash and cash equivalents
Non Current Assets
Trade and other receivables
Trade and other receivables
Plant and Equipment
Current Liabilities
Right-of-Use Assets
Trade and other payables
Non Current Liabilities
Provisions
Provisions
Lease Liabilities
Non Controlling Interest at fair value
Net assets acquired
Derecognition of pre-acquisition loan with Parent Entity
Deferred Tax Liability Recognised on Fair Value of Assets and
Liabilities
Acquisition-date fair value of the total consideration transferred -
Shares
Gain on bargain purchase
Cash used to acquire business, net of cash acquired:
Acquisition-date fair value of the total consideration transferred
Less: Cash and cash equivalents
Net cash acquired on business combination
Fair Value
$
183,627
2,257,812
384,735
12,000,000
28,917
(5,671,730)
(868,073)
(488,962)
(28,917)
-
7,797,409
(2,737,165)
(2,337,918)
(1,000,000)
1,722,326
-
(183,627)
(183,627)
Expenses incurred since acquisition on 14 April to 30 June 202 amounted to $534,467.
Loans receivable/payable to Non-Controlling Interest – right of set off
As at acquisition date of 14 April 2020, A loan receivable and payable to the 10% Joint Venture
Partner in relation to the Ban Phuc Nickel Mines Limited of A$14,232,357 were effectively set
off between the parties under a Participant Loan Agreement and Right of Set Off as follows:
AMR Nickel Limited (wholly owned subsidiary) receivable from JV Partner
JV Partner receivable from Ban Phuc Nickel Mines Limited (90% subsidiary)
$14,232,357
($14,232,357)
|
Blackstone Minerals Limited
65
Notes to the Consolidated Financial Statement for the Year Ended 30 June 2020
29. Subsidiaries
The consolidated financial statements incorporate the assets, liabilities and results of the
following subsidiaries in accordance with the accounting policy described in note 1(b):
Name of entity
Country of
incorporation
Class of Shares
Black Eagle (WA) Pty Ltd
Blackstone Minerals (Canada) Pty
Ltd
Black Eagle (US) LLC
Cobalt One Energy Corp
AMR Nickel Limited
Ban Phuc Nickel Mines Limited
A
Australia
Australia
United States
Canada
Cook Islands
Vietnam
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
The proportion of ownership interest is equal to the proportion of voting power held.
30. Parent Entity Information
Equity Holding
A
2020
%
2019
%
100
100
100
100
100
90
100
100
100
100
-
-
Company
2020
$
2019
$
(a)
(b)
(c)
(d)
(e)
(f)
(g)
Assets
Current assets
Non-current assets
Total assets
Liabilities
Current liabilities
Non-current liabilities
Total liabilities
Equity
Contributed equity
Reserves
Accumulated losses
Total equity
Total Comprehensive loss for the year
Loss for the period after income tax
Other comprehensive income for the year
Total comprehensive loss for the year
The parent entity has not guaranteed any loans for any entity
during the year.
The parent entity has no contingent liabilities at the end of the
financial year.
Lease commitments: Parent as Lessee
Non-cancellable operating leases
Not longer than one year
Longer than one year, but not longer than five years
Longer than five years
Total Lease Commitments - Parent
6,629,289
12,520,119
19,149,408
451,289
10,341,060
10,792,349
1,550,808
235,000
1,785,808
293,479
-
293,479
38,171,741
1,665,130
(22,473,271)
17,363,600
23,377,083
571,401
(13,449,614)
10,498,870
(9,023,657)
-
(9,023,657)
(3,976,848)
-
(3,976,848)
-
-
-
-
201,925
605,775
-
807,700
|
Blackstone Minerals Limited
66
Director’s Declaration
In the Directors’ opinion
Corporations Act 2001
the financial statements and notes set out on pages 29 to 66 are in accordance with the
(a)
, including:
Corporations Regulations 2001
(i)
(ii)
complying with Accounting Standards, the
mandatory professional reporting requirements; and
giving a true and fair view of the Group's financial position as at 30 June 2020 and
of its performance for the period ended on that date; and
and other
(b)
(c)
(d)
there are reasonable grounds to believe that the company will be able to pay its debts as
and when they become due and payable; and
the audited remuneration disclosures set out on pages 16 to 25 of the directors’ report
comply with section 300A of the
; and
Corporations Act 2001
the financial statements and notes thereto are in accordance with International Financial
Reporting Standards issued by the International Accounting Standards Board.
The directors have been given the declarations by the chief executive officer and chief financial officer
required by section 295A of the
.
Corporations Act 2001
This declaration is made in accordance with a resolution of the Board of Directors.
Scott Williamson
Managing Director
Perth, Western Australia, 30 September 2020
|
Blackstone Minerals Limited
67
Stantons International Audit and Consulting Pty Ltd
trading as
Chartered Accountants and Consultants
PO Box 1908
West Perth WA 6872
Australia
Level 2, 1 Walker Avenue
West Perth WA 6005
Australia
Tel: +61 8 9481 3188
Fax: +61 8 9321 1204
ABN: 84 144 581 519
www.stantons.com.au
INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF
BLACKSTONE MINERALS LIMITED
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of Blackstone Minerals Limited, the Company and its subsidiaries (“the Group”),
which comprises the consolidated statement of financial position as at 30 June 2020, 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 30 June 2020 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 believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key Audit Matters
We have defined the following matters described to be key audit matters to be communicated in our report.
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of
the financial report of the current period. These matters were addressed in the context of our audit of the financial
report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
Liability limited by a scheme approved
under Professional Standards Legislation
Key Audit Matters
How the matter was addressed in the audit
Inter alia, our audit procedures
following:
included
the
i. Examining the “Share Sale Agreement”, as well
as the determination made by the Group to
assess whether the acquisition qualified as a
business combination (and thus should be
accounted for under AASB 3) or whether it was
an acquisition of assets (accounted for under
AASB 2);
ii. Confirming the issue of shares through the ASX
announcement and with the share registry;
iii. Assessing the valuation assumptions used in
determining the fair value of the securities
issued as consideration for the acquisition;
iv. Assessing the Independent valuer’s report on
the valuation performed on the acquired Plant
and Equipment,
including verification of
independence and qualification;
v. Reviewing recognition requirements of AASB 3;
vi. Reviewed the valuation of the NCI on initial
recognition; and
vii. Assessing
the adequacy of
disclosures contained in the financial report.
the
related
Acquisition of AMR Nickel Limited
As disclosed in Note 28 to the financial report, on 15
April 2020, the Group acquired 100% of the issued
capital of AMR Nickel Limited (“AMRN”), a company
that’s owns 90% of Ban Phuc Nickel Mines Limited
(“BPNM”). BPNM is a Vietnamese Exploration
Company which owns the Ta Khoa Nickel Project in
Northern Vietnam.
The Company issued 8,600,000 ordinary shares
(valued at $1,000,000) as consideration for the
acquisition.
level of
judgement
The acquisition of AMRN is a key audit matter due
to:
•
The
the
determination of whether the acquisition was a
business combination (and therefore accounted
for under AASB 3 Business Combinations
(“AASB 3”)) or as an acquisition of Tenements
and accounted for under AASB 2 Share-Based
Payment (“AASB 2”);
involved
in
•
The judgement involved in determining the fair
value of the assets acquired, which included
Plant and Equipment valued at $12,000,000,
and assumed liabilities as at the date of
acquisition (refer to Note 28 to the financial
statements); and
•
The significance of the acquisition to the Group’s
financial position.
The Company accounted for the acquisition of
AMRN in accordance with AASB 3.
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 period ended 30 June 2020, but does not include the financial report and our
auditor’s report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not express any form
of assurance opinion 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 Australian Auditing Standards, we exercise professional judgement and
maintain professional scepticism throughout the audit. An audit involves performing procedures to obtain audit
evidence about the amounts and disclosures in the financial report.
The procedures selected depend on the auditor's judgement, including the assessment of the risks of material
misstatement of the financial report, whether due to fraud or error. In making those risk assessments, the auditor
considers internal control relevant to the entity's preparation of the financial report that gives a true and fair view 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 entity's internal control.
The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as
fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of
accounting estimates made by the Directors, as well as evaluating the overall presentation of the financial report.
We 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.
We evaluate the overall presentation, structure and content of the financial report, including the disclosures, and
whether the financial report represents the underlying transactions and events in a manner that achieves fair
presentation.
We 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 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.
The Auditing Standards require that we comply with relevant ethical requirements relating to audit engagements.
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 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
We have audited the Remuneration Report included in pages 16 to 25 of the directors’ report for the period ended
30 June 2020. The directors of the Company are responsible for the preparation and presentation of the
Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express
an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing
Standards
Opinion on the Remuneration Report
In our opinion, the Remuneration Report of Blackstone Minerals Limited for the year ended 30 June 2020 complies
with section 300A of the Corporations Act 2001.
STANTONS INTERNATIONAL AUDIT AND CONSULTING PTY LTD
(Trading as Stantons International)
(An Authorised Audit Company)
Martin Michalik
Director
West Perth, Western Australia
30 September 2020
Additional Shareholder Information
Corporate Governance Statement
In accordance with ASX Listing Rule 4.10.3 the company’s Corporate Governance Statement can be
found on the company’s website, refer to
Distribution of equity securities
http://blackstoneminerals.com.au/corporate/
Analysis of numbers of equity security holders by size of holding as at 25 September 2020 were as
follows:
Holding
1- 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 and over
Holders of less than a marketable parcel: 86
Substantial Shareholders
Number of Shareholders
Fully Paid Ordinary Shares
57
435
289
779
242
1,802
The names of the substantial shareholders as at 25 September 2020:
Shareholder
EcoPro Ltd
Delphi Unternehmensberatung Aktiengesellschaft
FIL Investment Management Limited
Voting Rights - Ordinary Shares
Number
40,000,000
38,986,127
19,611,743
In accordance with the holding company's Constitution, on a show of hands every member present in
person or by proxy or attorney or duly authorised representative has one vote. On a poll every
member present in person or by proxy or attorney or duly authorised representative has one vote for
every fully paid ordinary share held.
Unquoted Securities
Exercise
price
Vesting conditions
Expiry date
Number of
options
Number
of
holders
Director options
$0.001
2,500,000 vested. 1,500,000 subject
to 18 months tenure.
30 Sept 2024
4,000,000 3
Employee Options
$0.001
$0.001
$0.001
JORC
Tranche 1 - vest on delivery of a
maiden
compliant
resource estimate.Tranche 2 and 3 –
50% to vest upon 18 Months service
and 50% vested.
2012
Tranche 3 – vest after 18 months of
continuous service by the Employee
or Contractor with an exercise price
of $0.001.
Advisor Options
$0.20
Advisor Options
$0.10
Nil
Nil
26 Mar 2023
550,000
6
20 February
2025
26 Mar 2023
3,400,000
9
850,000
6
12 June 2022
1,000,000 4
17 May 2021
10,000,000 1
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Blackstone Minerals Limited
72
Additional Shareholder Information
Equity security holders
The names of the twenty largest ordinary fully paid shareholders as at 25 September 2020 are as
follows:
CITICORP NOMINEES PTY LIMITED
Shareholder
DELPHI UNTERNEHMENSBERATUNG AKTIENGESELLSCHAFT
J P MORGAN NOMINEES AUSTRALIA PTY LIMITED
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
DEUTSCHE BALATON AKTIENGESELLSCHAFT
TA KHOA MINING LIMITED
"CS THIRD NOMINEES PTY LIMITED
"
MR HAMISH PETER HALLIDAY
MRS CANDICE MARIE WILLIAMSON
"SYMORGH INVESTMENTS PTY LTD
"
NATIONAL NOMINEES LIMITED
MR HAMISH PETER HALLIDAY
"BNP PARIBAS NOMINEES PTY LTD
"
MRS LENORE THERESA RADONJIC
MR MAXIMILIAN FRANCIS LUDOWICI
MS KIRI MARGUERITE DORJI
MR CRAIG ANDREW PARRY
53,020,898
Number
23,440,736
20,935,618
19,922,089
15,545,391
8,600,000
7,268,147
6,547,632
6,000,000
4,500,000
4,218,300
4,000,000
3,904,174
3,500,001
3,220,000
3,100,001
2,407,549
2,402,000
2,250,001
2,175,000
% Held of Issued
17.07%
Ordinary Capital
7.55%
6.74%
6.42%
5.01%
2.77%
2.34%
2.11%
1.93%
1.45%
1.36%
1.29%
1.26%
1.13%
1.04%
1.00%
0.78%
0.77%
0.72%
0.70%
196,957,537
63.42%
|
Blackstone Minerals Limited
73
Schedule of Tenements
As at 26 September 2020
Project
Location
Tenement
Interest
Gold Bridge
British Columbia, Canada
British Columbia, Canada
British Columbia, Canada
British Columbia, Canada
British Columbia, Canada
British Columbia, Canada
British Columbia, Canada
British Columbia, Canada
British Columbia, Canada
British Columbia, Canada
British Columbia, Canada
British Columbia, Canada
British Columbia, Canada
British Columbia, Canada
British Columbia, Canada
British Columbia, Canada
Record Mine
Oregon, United States
Ta Khoa
Cartier
Silver Swan South
Red Gate
Middle Creek
Key
Vietnam
Quebec, Canada
Quebec, Canada
Quebec, Canada
Quebec, Canada
Quebec, Canada
Quebec, Canada
Quebec, Canada
Quebec, Canada
Eastern Goldfields
Eastern Goldfields
Eastern Goldfields
Eastern Goldfields
Eastern Goldfields
Eastern Goldfields
Eastern Goldfields
Eastern Goldfields
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
501174, 502808
503409, 564599
573344, 796483
844114, 1020030
1047915, 1055449
1046246, 1046253
1050797, 1052563
1052564, 1052989
1052990, 1052991
1052992, 1052993
1055836, 1055837
1055838, 1055839
1055840, 1055859
1055860, 1055861
1055862, 1055863
1055864, 1052630
1052893, 1065892
1066580,1066581
152073, 152074, 152076,
152077, 152078, 152627,
17242-17246
ML 1211/GPKT-BTNMT and
522 G/P
2459824, 2459825
2459826, 2459827
2459828, 2459829
2463107, 2463108
2463109, 2463110
2463111, 2463112
2463113, 2463114
2463115,
E27/545
P27/2191
P27/2192
P27/2193
P27/2194
P27/2195
P27/2196
E31/1096
P46/1900, P46/1901,
P46/1902, P46/1903,
P46/1904, P46/1905
P46/1906, P46/1907
P46/1908
P46/1909, P46/1910
P46/1911, P46/1912,
P46/1914, P46/1915,
P46/1916, P46/1917
P46/1918, P46/1919
P46/1920,
P46/1924
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
1
1
1
1
100%
100%
100%
100%
90%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
95%
95%
95%
95%
95%
95%
95%
95%
95%
95%
95%
100%
E:
Note 1: Held under an option agreement to acquire 100% of the Record Mine.
P
Exploration Licence
Prospecting Licence
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Blackstone Minerals Limited
74