1
ABN 49 119 057 457
ANNUAL REPORT
FOR THE YEAR ENDED
30 JUNE 2025
2
Table of Contents
Corporate Directory
3
Review of Operations
3
Directors’ Report
6
Auditor’s Independence Declaration
14
Consolidated Statement of Profit or Loss and Other Comprehensive Income
15
Consolidated Statement of Financial Position
16
Consolidated Statement of Changes in Equity
17
Consolidated Statement of Cash Flows
18
Notes to the Consolidated Financial Statements
19
Consolidated Entity Disclosure Statement
33
Directors’ Declaration
34
Independent Auditor’s Report
35
Additional Information for Listed Public Companies
39
Tenement Schedule
40
3
Corporate Directory
DIRECTORS:
Guy T Le Page B.A., B.Sc., B.App.Sc. (Hons), M.B.A., M.Fin.Plan., GradDipAppFin&Inv, GAICD, F.FIN., MAusIMM
(Executive)
Gregory H Solomon LLB (Non-Executive Chairman)
Douglas H Solomon B.Juris. LLB (Hons) (Non-Executive)
COMPANY SECRETARY & CHIEF FINANCIAL OFFICER:
Brett Tucker B.Comm., Grad.Dip.,CA
REGISTERED OFFICE:
Level 15,
197 St Georges Terrace
Perth, Western Australia 6000
Tel: +61 8 9282 5889
Email: mailroom@conico.com.au
Website: www.conico.com.au
SOLICITORS:
Solomon Brothers
Level 15,
197 St Georges Terrace
Perth, Western Australia 6000
AUDITORS:
Nexia Perth Audit Services Pty Ltd
Level 4
88 William Street
Perth, Western Australia 6000
SHARE REGISTRY:
Automic
Level 5, 126 Phillip Street
Sydney, New South Wales 2000
STOCK EXCHANGE LISTING:
ASX Code: CNJ (ordinary shares) CNJO (listed options)
Quotation has been granted for all the ordinary shares of Conico on all Member Exchanges of the Australian
Securities Exchange Limited.
Review of Operations
AUSTRALIA
Mt Thirsty Project
(50% Conico Ltd: 50% Greenstone Resources Pty Ltd – Joint Venture) (“JV Partners”). Greenstone Resources Pty Ltd
is 100% owned by Horizon Minerals Ltd.
The Mt Thirsty Proect (figure 1) is located 16 km north-northwest of Norseman, Western Australia (50% Horizon
Minerals Ltd, 50% Conico) and is supported by a network of existing infrastructure (road, rail, port, and power).
The Mt Thirsty Project hosts the Mt Thirsty cobalt-nickel-manganese-scandium deposit, with a current JORC
Resource of 66.2 million tonnes @ 0.06% cobalt; 0.43% nickel and 0.45% manganese (see ASX Announcement:
CNJ 26/4/2023).
A Scoping Study was previously completed in the third quarter of 2023 by the MT Thirsty Joint Venture partners. The
study assessed several optimisations including the adoption of HPAL and production of Precursor Cathode Active
Material (pCAM). pCAM is a high-value product made of cobalt, nickel, and manganese which is an essential
constituent used in the manufacturing of high-performance lithium-ion batteries.
While the economics of the Scoping Study support a positive discounted cashflow based on current ASIC guidelines
and the ASX listing rules, the forward- looking statements in the study require further moderation.
Scandium has the potential to significantly improve the economics of the Mt Thirsty project and this was not taken
into consideration in the results of either the 2020 Pre-Feasibility Study or the Scoping Study completed in Q3 2023.
Conico Ltd (“Conico” or “the Company”) is planning an aircore/reverse circulation drilling program of
approximately 20-30 holes to test the extent of the elevated scandium in the oxide zone. This drilling is planned to
commence following permitting and the Company will update shareholders.
4
The Mount Thirsty JV partners also continue to assess development options for the project, opportunities to
expand JORC resources as well as potential project funders and offtake partners. No field or drilling activities were
completed during the Year.
Figure 1: Mt Thirsty Project including an outline of tenement holdings and mineral resources.
GREENLAND
Conico Ltd and its controlled entities (the "Group") has two projects on the underexplored east coast of Greenland,
held by Conico’s 100% owned subsidiary Longland Resources Ltd (“Longland”). The Ryberg Project is a greenfields
exploration project for precious and base metal occurrences in a large igneous province, and the Mestersvig
Project which is a brownfields exploration project containing the historic Blyklippen zinc-lead mine and surrounding
prospective geology.
No field activities were undertaken at the Mestersvig and Ryberg Projects during the year.
The Company previously disclosed details of a legal dispute with Cartwright Drilling Inc, which continued through
an arbitration process in Newfoundland, Canada. On 4 June 2025, the Company announced it has reached an
agreement with Cartwright through an independent advisor for the extinguishment of the legal liability in exchange
for an immediate cash payment of CAD$322,500 (∼A$360,555), and a further CAD$322,500 to be paid on or before
21 November 2025. Further, the Company issued 34,658,000 fully paid ordinary shares to a nominee of Cartwright
on 6 June 2025 as consideration for the legal settlement.
A further 150,000,000 Shares have been agreed to be issued as a fee for services of an independent advisor in
negotiating this settlement behalf of the Company, subject to receiving shareholder approval at the upcoming
Annual General Meeting.
Following the resolution of the Cartwright dispute, the Board is considering options to realise value from the
Company’s Greenland exploration assets.
Business Development
The Board continues to assess new opportunities in mineral exploration both in Australia and offshore. The Board will
update the market on any material developments.
5
Corporate
Capital Raisings
Conico announced on the 5th of July 2024 that it had issued 396,382,072 shares, raising $396,383 (before expenses)
upon finalisation of a non-renounceable, pro-rata rights offer to Conico shareholders with a record date at 15th of
April 2024.
On 6 June 2025, Conico confirmed it had raised a total of $900,000 through placement of convertible notes, which
are to be converted to fully paid ordinary shares subject to shareholder approval at a general meeting.
Subsequent to 30 June 2025, the Company advised it has raised a further $495,000 through a convertible notes
placement on the same terms, raising a total of $1.395 million.
Further, the Company intends to undertake a fully underwritten non-renounceable entitlement offer to shareholders
on a 3 for 5 basis to raise approximately $1.23 million (before costs), to provide further funds to advance its
exploration projects.
Disclaimer
The interpretations and conclusions reached in this report are based on current geological theory and the best
evidence available to the authors at the time of writing. It is the nature of all scientific conclusions that they are
founded on an assessment of probabilities and, however high these probabilities might be, they make no claim for
complete certainty. Any economic decisions that might be taken based on interpretations or conclusions
contained in this report will therefore carry an element of risk.
This report contains forward-looking statements that involve a number of risks and uncertainties. These forward-
looking statements are expressed in good faith and believed to have a reasonable basis. These statements reflect
current expectations, intentions or strategies regarding the future and assumptions based on currently available
information. Should one or more of the risks or uncertainties materialise, or should underlying assumptions prove
incorrect, actual results may vary from the expectations, intentions and strategies described in this report. No
obligation is assumed to update forward-looking statements if these beliefs, opinions and estimates should change
or to reflect other future developments.
6
DIRECTORS’ REPORT
The directors present their report together with the consolidated financial statements of Conico Ltd (”Conico”) and
its controlled entities (the “Group”) and the Group’s interest in a joint venture for the financial year ended 30 June
2025.
Directors
The names of directors in office at any time during or since the end of the year are:
Gregory H Solomon
Guy T Le Page
Douglas H Solomon
Directors have been in office since the start of the financial year to the date of this report unless otherwise stated.
Company Secretary & Chief Financial Officer
The following person held the position of Company Secretary & CFO at the end of the financial year and at the
date of this report:
Mr Brett Tucker joined the company as Chief Financial Officer and Company Secretary on 27 November 2024.
Mr Tucker qualified as a chartered accountant and has over 20 years company secretarial, accounting and
corporate experience across a range of listed and private enterprises.
Mr Jamie Scoringe previously held the position of Company Secretary & CFO during the financial year until his
resignation on 27 November 2024.
Principal Activities
The principal activity of the Group during the financial year ended 30 June 2025 was mineral exploration.
Operating Results
The loss of the Group after providing for income tax, amounted to $2,105,870 (2024: $35,076,960). Cash outflow from
operating activities was $774,334 (2024: $578,521).
Dividends Paid or Recommended
No dividends were paid or declared for payment during the year.
Review of Mineral Exploration Operations
A review of the operations of the Group during the year ended 30 June 2025 is set out in the Review of Operations
section.
Financial position
The consolidated statement of profit and loss and other comprehensive income shows that the Group recorded a
loss during the year ended 30 June 2025 of $2,105,869 (2024: loss of $35,076,960) and as of that date had net assets
of $1,537,923 (2024: $3,218,203), cash and cash equivalents of $529,628 (2024: $428,792) and had a working capital
deficit of $1,055,224 (2024: surplus of $227,801).
The consolidated financial statements have been prepared on a going concern basis as the directors are of the
opinion that the Group will have access to sufficient cash to fund administrative and other committed expenditure
for a period of at least 12 months from the date of signing this financial report.
In forming this opinion, the directors have taken into consideration the following:
•
The ability of the Group to complete the underwritten entitlement offer to shareholders to raise $1.23 million
before costs as announced to the ASX on 4 September 2025;
•
The ability of the Group to complete settlement of the legal dispute and liability with Cartwright through
the payment of the remaining cash instalment of CAD$322,500 (AUD$362,679) due on 21 November 2025;
•
The ability of the Group to repay convertible notes totalling $1.395 million plus accrued interest through the
issue of loan settlement shares which are subject to shareholder approval;
•
The ability of the Group to obtain additional funding via a capital raising during the forthcoming 12-month
period as required;
•
The ability of the Group to manage operational and discretionary expenditure during the forthcoming 12-
month period;
•
The ability of the Group to settle third party trade and other payables as and when they fall due in line with
the Group’s cashflow forecast; and
•
The ability of the Group to defer cash settlement of related party liabilities (such as director fees)
outstanding at 30 June 2025, and during the forthcoming 12-month period to ensure that third party and
other liabilities can be settled as and when they fall due in line with the Group’s cashflow forecast.
Should the Group not achieve the matters set out above, there is a material uncertainty whether the Group will
continue as a going concern and therefore whether it will realise its assets and extinguish its liabilities in the normal
course of business and at the amounts stated in the consolidated financial statements. The consolidated financial
statements do not include any adjustment relating to the recoverability or classification of recorded asset amounts
or to the amounts or classification of liabilities that might be necessary should the Group not be able to continue
as a going concern and meet its debts as and when they fall due.
7
DIRECTORS’ REPORT
Significant Changes in State of Affairs
In the opinion of the directors, other than disclosed elsewhere in this report, there were no significant changes in
the state of affairs of the Group that occurred during the year.
After Reporting Date Events
On 4 September 2025, the Company announced it had raised, further to the $900,000 convertible notes placement
in June 2025, a further $495,000 of convertible notes on the same terms.
Further, on 4 September 2025, the Company confirmed it was undertaking a fully underwritten non-renounceable
entitlement offer to shareholders on a revised 3-for-5 basis, to raise approximately $1.23 million (before expenses).
With details of the entitlement offer to be provided to shareholders.
Further, the Company announced it intended to call a shareholder meeting to seek approval to undertake a share
consolidation on a 1-for-8 basis, as well as to issue securities to repay converting loans, for brokerage services, lead
manager & underwriter services and to repay related party debts. With a notice of meeting to be dispatched to
shareholders in the coming weeks.
No other matters or circumstances have arisen since the end of the financial year which significantly affected or
may significantly affect the operations of the Group, the results of those operations, or the state of affairs of the
Group in future financial years.
Future Developments, Prospects and Business Strategies
The Group proposes to continue with its exploration and evaluation program as detailed in the Review of
Operations, with a summary of the risks associated with its strategies outlined below.
Greenland Investment Strategy
Conico holds, through its wholly owned subsidiary Longland Resources Ltd, two 100%-owned mineral projects in
Greenland that it commenced exploring in 2020, and which are considered to be prospective for copper, nickel,
platinum group elements (PGE), lead and zinc mineralisation.
Mount Thirsty Joint Venture Strategy
Conico holds, through its wholly owned subsidiary Australian Cobalt Ltd, a 50% joint venture interest in a mineral
project at Mt Thirsty, near Norseman in Western Australia, with both a nickel, cobalt, manganese lateritic deposit
and a hard rock prospect for nickel, cobalt, PGE and other metals.
Business Risks
The material business risks faced by the Group that are likely to impact the financial prospects of Group are:
Mineral Exploration Risks
The Group faces the usual risks faced by “greenfield” exploration companies. In particular, the exploration results it
achieves may not result in the discovery of a commercially viable orebody.
The Group’s future exploration activities may be affected by a range of factors including geological conditions,
limitations on activities due to permitting requirements, availability of appropriate exploration equipment,
exploration costs, seasonal weather patterns, unanticipated operational and technical difficulties, industrial and
environmental accidents, and many other factors beyond the control of the Group.
Future capital needs
Further, Conico may have to raise further funds from time to time to continue to fund the exploration, which may
or may not be possible for various reasons, including it not discovering a commercially viable orebody, and/ or
weak market conditions and / or prices for the metals the Group is hoping to produce. There is no guarantee that
suitable, additional funding will be able to be secured by Conico.
Environmental
The Group is the subject of environmental regulation with respect to mining exploration and will comply fully with
all requirements with respect to rehabilitation of exploration sites.
General market risks
The Group is exposed to general market and economic condition risks including adverse changes in levels of
economic activity, exchange rates, interest rates, commodity prices, government policies, employment rates and
industrial disruption.
8
DIRECTORS’ REPORT
Information on Directors
Gregory H Solomon
Non-Executive Chairman
Qualifications
LLB
Experience
Appointed chairman 30 March 2006. Board member since 30 March 2006. A
solicitor with more than 30 years of Australian and international experience in
a wide range of areas including mining law, commercial negotiation
(including mining and exploration joint ventures) and corporate law. He is a
partner in the legal firm, Solomon Brothers and has previously held
directorships of various public companies since 1984.
Interest in Shares and Options
5,787,518 Ordinary Shares, 641,160 CNJO Options
Directorships in other listed
entities in the last three years
Eden Innovations Ltd, Tasman Resources Ltd
Guy T Le Page
Executive
Qualifications
B.A., B.Sc.. B.App.Sc. (Hons).,M.B.A., M.Fin.Plan, GradDipAppFin&Inv, F.FIN.,
MAusIMM
Experience
Board member since 30 March 2006. Currently a corporate adviser
specialising in resources. He is actively involved in a range of corporate
initiatives from mergers and acquisitions, initial public offerings to valuations,
consulting and corporate advisory roles. He previously spent 10 years as an
exploration and mining geologist in Australia, Canada and the United States.
His experience spans gold and base metal exploration and mining geology.
Interest in Shares and Options
2,979,320 Ordinary Shares, 57,127 CNJO Options
Directorships in other listed
entities in the last three years
Tasman Resources Ltd, Mt Ridley Mines Ltd (resigned 11 November 2024)
Douglas H Solomon
Non-Executive
Qualifications
BJuris LLB (Hons)
Experience
Board member since 30 March 2006. A Barrister and Solicitor with more than
30 years’ experience in the areas of mining, corporate, commercial and
property law. He is a partner in the legal firm, Solomon Brothers.
Interest in Shares and Options
3,386,754 Ordinary Shares, 645,642 CNJO Options
Directorships in other listed
entities in the last three years
Eden Innovations Ltd, Tasman Resources Ltd
Remuneration Report (Audited)
This report details the nature and amount of remuneration for each director of Conico, who solely comprise the Key
Management Personnel of the Company.
Names and positions held of key management personnel in office at any time during the financial year are:
Name
Position
Gregory H Solomon
Non-Executive Chairman
Guy T Le Page
Executive Director
Douglas H Solomon
Non-Executive Director
Jamie Scoringe
Company Secretary & CFO – resigned on 27 November 2024
Remuneration Policy
The remuneration policy of the Group has been designed to align director and executive objectives with
shareholder and business objectives by providing a fixed remuneration component (as set out on page 9) and
offering specific long-term incentives based on key performance areas affecting the Group’s financial results. The
board believes the remuneration policy to be appropriate and effective in its ability to attract and retain the best
executives and directors to run and manage the Group, as well as create goal congruence between directors,
executives and shareholders.
The Board’s policy for determining the nature and amount of remuneration for key management personnel of the
Group is as follows:
Key Management Personnel receive a base salary (which is based on factors such as length of service and
experience), superannuation, fringe benefits and share performance rights. All remuneration paid to key
management personnel is valued at the cost to the Group and expensed. Options are valued using the Black-
Scholes methodology or an appropriate market-based pricing valuation methodology. The Board policy is to
remunerate non-executive directors at market rates for time, commitment, and responsibilities. The Group does not
have a policy on key management personnel hedging their shares.
9
DIRECTORS’ REPORT
Remuneration Report (Audited – continued)
The maximum aggregate amount of fees that can be paid to non-executive directors is subject to approval by
shareholders, currently set at $300,000. Fees for non-executive directors are not linked to the performance of the
Group. However, to align directors’ interests with shareholder interests, the directors are encouraged to hold shares
in Conico.
The Company did not engage any external consultants to perform a review of director remuneration during the
current year.
Relationship Between Remuneration and Group Performance
The Directors assess performance of the Group with regards to the achievement of both operational and financial
targets.
The following table shows the Group’s net loss for the current and preceding 4 years, as well as the Conico’s share
prices at the end of the respective financial years:
Name
2025
2024
2023
2022
2021
Net loss
$2,105,869 $35,076,960
$885,659
$940,166
$955,140
Share price (cents)
0.007
0.01
0.07
0.21
0.28
Details of Remuneration for Year Ended 30 June 2025
The remuneration for each key management personnel of the Group during the year was as follows:
Key Management Person
Short-term Benefits
Post-
employment
benefits
Other
long-term
benefits
Term-
ination
Benefits
Share-based
payments
Total
Salary and
Fees
Cash
bonus
Other
benefit
Super-
annuation
Other
Other
Equity
Options
$
$
$
$
$
$
$
$
$
2025
Gregory H Solomon
60,000
-
-
6,900
-
-
-
-
66,900
Douglas H Solomon
36,000
-
-
4,140
-
-
-
-
40,140
Guy T Le Page
48,000
-
-
5,520
-
-
-
-
53,520
Jamie M Scoringe1
-
-
-
-
-
-
-
-
-
144,000
-
-
16,560
-
-
-
-
160,560
2024
Gregory H Solomon
60,000
-
-
6,825
-
-
-
-
66,825
Douglas H Solomon
36,000
-
-
4,095
-
-
-
-
40,095
Guy T Le Page
48,000
-
-
5,460
-
-
-
-
53,460
Jamie M Scoringe1
-
-
-
-
-
-
-
-
-
144,000
-
-
16,380
-
-
-
-
160,380
1 Mr Scoringe was remunerated by Princebrook Pty Ltd (a company in which Mr Gregory Solomon and Mr Douglas
Solomon have an interest) under the Management Services agreement with the Company. Mr Scoringe resigned
on 27 November 2024.
Other transactions with Key Management Personnel
Management fees of $68,182 were charged during the year by Princebrook Pty Ltd (2024: $120,000), a company in
which Mr GH Solomon and Mr DH Solomon have an interest, with $8,862 outstanding at reporting date. The
Management Services Agreement with the Company provides serviced offices, administration, governance and
accounting staff, IT equipment and software at a rate of $10,000 per month until 31 December 2024. The
Management Services Agreement was varied from 1 January 2025, for the ongoing provision of book keeping and
serviced office services only, at a rate of $1,364 per month.
10
DIRECTORS’ REPORT
Remuneration Report (Audited – continued)
Consulting fees of $42,000 were charged during the year by RM Corporate Finance Pty Ltd (2024 $42,000), a
company in which Mr GT Le Page has an interest, with $24,011 outstanding at reporting date. The consulting
agreement with Conico provides executive, corporate and geological advisory services.
Lead Manager and placement fees of $54,000 were accrued during the year by Templar Corporate Pty Ltd (2024:
$nil), a company in which Mr GT Le Page has an interest, with $54,000 outstanding at reporting date.
Legal fees of $9,625 (2024: $13,724), based on normal market rates, were paid to Solomon Brothers, a firm in which
Mr GH Solomon and Mr DH Solomon are partners. No fees were outstanding at reporting date.
The Group does not have any loans owing by Key Management Personnel at the reporting date or during the
reporting period.
Contractual arrangements
Remuneration and other terms of employment for Key Management Personnel are formalised via service
agreements. Major provisions of the agreements relation to remuneration are set out below:
Name
Term of agreement
Base Salary
(exc
Superannuation)
Termination
Gregory Solomon Holds office until re-election by rotation
$60,000
In
accordance
with
the
company’s constitution and the
Corporations Act 2001 (Cth)
Douglas Solomon Holds office until re-election by rotation
$36,000
In
accordance
with
the
company’s constitution and the
Corporations Act 2001 (Cth)
Guy Le Page
As Executive Director:
Until validly terminated in accordance
with the terms of the Agreement
$48,000
In
accordance
with
the
company’s constitution and the
Corporations Act 2001 (Cth)
Amounts owing to Key Management Personnel at 30 June 2025
Name
Directors Fees (including
Superannuation)
Gregory Solomon
$44,800
Douglas Solomon
$26,880
Guy Le Page
$35,840
Jamie Scoringe
-
Total
$107,520
Number of Options Held by Key Management Personnel – 2025
Balance
1.7.2024
Granted as
Remuner-
ation
Options
Exercised
Net Change
Other (1)
Balance
30.6.2025
Total
Vested
30.6.2025
Total Exer-
cisable
30.6.2025
Total
Unexer-
cisable
30.6.2025
Gregory H Solomon
6,411,576
-
-
(5,770,416)
641,160
641,160
641,160
-
Douglas H Solomon
6,456,426
-
-
(5,810,783)
645,643
645,643
645,643
-
Guy T Le Page
571,270
-
-
(514,143)
57,127
57,127
57,127
-
Jamie M Scoringe2
1,000,000
-
-
(1,000,000)
-
-
-
-
Total
14,439,272
-
-
(13,095,343) 1,343,929 1,343,929 1,343,929
-
(1) Reduction due to security consolidation on a 1-for-10 basis completed in December 2024.
(2) Mr Scoringe resigned during the current financial year.
11
DIRECTORS’ REPORT
Remuneration Report (Audited – continued)
Number of Options Held by Key Management Personnel – 2024
Balance
1.7.2023
Granted as
Remuner-
ation
Options
Exercised
Net
Change
Other*
Balance
30.6.2024
Total
Vested
30.6.2024
Total Exer-
cisable
30.6.2024
Total
Unexer-
cisable
30.6.2024
Gregory H Solomon
6,411,576
-
-
-
6,411,576
6,411,576
6,411,576
-
Douglas H Solomon
6,456,426
-
-
-
6,456,426
6,456,426
6,456,426
-
Guy T Le Page
571,270
-
-
-
571,270
571,270
571,270
-
Jamie M Scoringe1
1,000,000
-
-
-
1,000,000
1,000,000
1,000,000
-
Total
14,439,272
-
-
- 14,439,272 14,439,272 14,439,272
-
*Net Change Other refers to options that have been purchased, sold, lapsed or issued during the relevant period.
(1) Mr Scoringe was granted 1,000,000 options in the Company, exercisable at $0.025 by 1 January 2026. The
options were issued as a retention incentive and are not related to Company performance.
Number of Shares Held by Key Management Personnel – 2025
Balance
30.6.2024
Issued to settle
director fees
Disposal
Net Change
Other (1)
Balance
30.6.2025
Gregory H Solomon
51,292,600
52,975,000
(46,392,424) (52,087,658)
5,787,518
Douglas H Solomon
51,651,400
31,785,000
(49,568,861) (30,480,785)
3,386,754
Guy T Le Page
29,793,200
-
-
(26,813,880)
2,979,320
Jamie M Scoringe2
100,000
-
-
(100,000)
-
Total
132,837,200
84,760,000
(95,961,285) (109,482,324)
12,153,592
(1) Reduction due to security consolidation on a 1-for-10 basis completed in December 2024.
(2) Mr Scoringe resigned during the current financial year.
Number of Shares Held by Key Management Personnel – 2024
Balance
30.6.2023
Received as
Compensation
Options
Exercised
Net Change
Other*
Balance
30.6.2024
Gregory H Solomon
51,292,600
-
-
-
51,292,600
Douglas H Solomon
51,651,400
-
-
-
51,651,400
Guy T Le Page
29,793,200
-
-
-
29,793,200
Jamie M Scoringe
100,000
-
-
-
100,000
Total
132,837,200
-
-
-
132,837,200
*Net Change Other refers to shares purchased, sold or other movements.
12
DIRECTORS’ REPORT
Directors Meetings
During the financial year, five meetings of directors were held. Attendances by each director were as follows:
Directors’ Meetings
Number eligible
to attend
Number attended
Circulatory
Resolutions
Gregory H Solomon
4
4
3
Douglas H Solomon
4
4
3
Guy T Le Page
4
4
3
Indemnifying Officers
Conico has arranged for an insurance policy to insure the directors against liabilities for costs and expenses incurred
by them in defending any legal proceedings arising out of their conduct while acting in the capacity of director of
Conico, other than conduct involving a wilful breach of duty in relation to Conico.
Indemnity of Auditor
To the extent permitted by law, Conico has agreed to indemnify its auditors, Nexia Perth Audit Services Pty Ltd, as
part of the terms of its audit engagement agreement against claims by third parties arising from the audit (for an
unspecified amount). No payment has been made to indemnify Nexia Perth Audit Services Pty Ltd during and/or
since the year ended 30 June 2025.
Proceedings on Behalf of Group
No person has applied for leave of Court to bring proceedings on behalf of the Group or intervene in any
proceedings to which the Group is a party for the purpose of taking responsibility on behalf of the Group for all or
any part of those proceedings. The Group was not a party to any such proceedings during the year.
Options
At the date of this report, the unissued ordinary shares of Conico under option are as follows:
Grant Date
Date of Expiry
Exercise Price
Number of Options
16 Dec 2022
1 January 2026
$0.25
100,000
Various
31 December 2026
$0.26
28,109,265
28,209,265
During the year ended 30 June 2025, no ordinary shares of Conico were issued on the exercise of options granted
under the Conico Ltd Employee Share Option Plan. No shares have been issued since in terms of the plan.
On 23 June 2025, the Company issued 401 ordinary shares on exercise of 401 options, exercisable at $0.25 each.
No person entitled to exercise the options had or has any right by virtue of the option to participate in any share
issue of any other body corporate.
Non-audit Services
No fees for non-audit services were paid/payable to the external auditors during the year ended 30 June 2025 (30
June 2024: nil).
Rounding of Amounts
Conico is of a kind referred to in Corporations Instrument 2016/191, issued by the Australian Securities and
Investments Commission, relating to ‘rounding off’. Amounts in this report have been rounded off in accordance
with that Corporations Instrument to the nearest thousand dollars, or in certain cases, the nearest dollar.
13
Auditor’s Independence Declaration
The auditor’s independence declaration for the year ended 30 June 2025 has been received and can be found
on page 14.
Signed in accordance with a resolution of the Board of Directors.
Gregory H Solomon
Chairman
Dated this 30TH of September 2025
To the Board of Directors of Conico Ltd
Auditor’s Independence Declaration under section 307C of the Corporations Act 2001
As lead auditor for the audit of the consolidated financial statements of Conico Ltd for the financial year
ended 30 June 2025, I declare that to the best of my knowledge and belief, there have been no
contraventions of:
(a)
the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
(b)
any applicable code of professional conduct in relation to the audit.
Yours sincerely
Nexia Perth Audit Services Pty Ltd
Michael Fay
Director
Perth, Western Australia
30 September 2025
1
14
15
CONSOLIDATED STATEMENT OF PROFIT OR LOSS
AND OTHER COMPREHENSIVE INCOME FOR YEAR ENDED 30 JUNE 2025
Note
2025
$
2024
$
Other Income
2
3,733
34,738
Accounting and audit
(83,337)
(48,273)
Depreciation and amortisation
10
(77,587)
(30,144)
Employee benefits expense
6a
(161,040)
(160,380)
Finance costs
(3,211)
-
Foreign exchange loss
-
(433)
Impairment expense
10
(337,984)
(34,342,157)
Insurance expense
(31,437)
(37,694)
Litigation settlement expense
7
(1,103,277)
-
Legal and other consultants
(77,515)
(176,104)
Management fees
(60,785)
(120,000)
Tenement management & geological consultants
(38,788)
-
Media and marketing
-
(74,703)
Other expenses
(134,641)
(121,810)
Loss before income tax
(2,105,869)
(35,076,960)
Income tax expense
3
-
-
Loss for the year
(2,105,869)
(35,076,960)
Other Comprehensive Income
Items that may be reclassified to profit or loss:
Foreign currency translation reserve
157,779
19,925
Income tax relating to comprehensive income
-
-
Total other comprehensive income
157,779
19,925
Total Comprehensive (loss) income attributable to
members of Conico, net of tax
(1,948,090)
(35,057,035)
Basic/Diluted loss per share (cents per share)
5
(0.907)
(21.46)
The accompanying notes form part of these consolidated financial statements.
16
CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2025
Note
2025
$
2024
$
ASSETS
CURRENT ASSETS
Cash and cash equivalents
8
529,628
428,792
Other current assets
9
16,950
41,248
TOTAL CURRENT ASSETS
546,578
470,040
NON-CURRENT ASSETS
Property, plant and equipment
10
5,647
402,902
Exploration and evaluation assets
11
2,600,000
2,600,000
TOTAL NON-CURRENT ASSETS
2,605,647
3,002,902
TOTAL ASSETS
3,152,225
3,472,942
CURRENT LIABILITIES
Trade and other payables
13
178,913
242,239
Borrowings
14
910,211
-
Other non-interest bearing liabilities
15
512,678
-
TOTAL CURRENT LIABILITIES
1,601,802
242,239
NON-CURRENT LIABILITIES
Provisions
12,500
12,500
TOTAL NON-CURRENT LIABILITIES
12,500
12,500
TOTAL LIABILITIES
1,614,303
254,739
NET ASSETS
1,537,923
3,218,203
EQUITY
Issued capital
16
44,531,240
44,263,430
Reserves
17
1,493,066
1,335,287
Accumulated losses
(44,486,383)
(42,380,514)
TOTAL EQUITY
1,537,923
3,218,203
The accompanying notes form part of these consolidated financial statements.
17
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR YEAR ENDED 30 JUNE 2025
Issued
Capital
Foreign
Currency
Translation
Reserve
Option
Reserve
Accumulated
Losses
Total
$
$
$
$
$
Balance at 30 June 2023
43,658,621
819,962
1,968,450
(8,776,604)
37,670,429
Shares issued (net of costs)
604,809
-
-
-
604,809
Reversal of options that expired
without exercise
-
-
(1,473,050)
1,473,050
-
Net loss for the year
-
-
-
(35,076,960)
(35,076,960)
Other comprehensive income
-
19,925
-
-
19,925
Total comprehensive income / (loss)
-
-
19,925
-
(33,603,910)
Balance at 30 June 2024
44,263,430
839,887
495,400
(42,380,514)
3,218,203
Share based payments
346,630
-
-
-
346,630
Cost of share issues
(78,830)
-
-
-
(78,830)
Shares issued on option exercise
10
-
-
-
10
Net loss for the year
-
-
-
(2,105,869)
(2,105,869)
Other comprehensive income
-
157,779
-
-
157,779
Total comprehensive income / (loss)
-
157,779
-
(2,105,869)
(1,948,089)
Balance at 30 June 2025
44,531,240
997,666
495,400
(44,486,383)
1,537,923
The accompanying notes form part of these consolidated financial statements.
18
CONSOLIDATED STATEMENT OF CASHFLOWS FOR THE YEAR ENDED 30 JUNE 2025
Note
2025
$
2024
$
CASH FLOWS USED IN OPERATING ACTIVITIES
Receipts from customers
1,400
17,911
Payments to suppliers and employees
(776,988)
(598,483)
Interest received
1,254
2,051
Net cash used in operating activities
22
(774,334)
(578,521)
CASH FLOWS USED IN INVESTING ACTIVITIES
Exploration and evaluation expenditure
-
(331,264)
Net cash provided used in investing activities
-
(331,264)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from share issues (net of costs)
-
604,808
Share issue costs
(24,840)
-
Proceeds from issue of shares on exercise of options
10
-
Proceeds from issue of convertible notes
900,000
-
Net cash from financing activities
875,170
604,808
Net increase / (decrease) in cash held
100,836
(304,977)
Net decrease due to foreign exchange movements
-
(146)
Cash at beginning of financial year
428,792
733,915
Cash at end of financial year
8
529,628
428,792
The accompanying notes form part of these consolidated financial statements.
19
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2025
NOTE 1: MATERIAL ACCOUNTING POLICIES
The financial report is a general-purpose financial report that has been prepared in accordance with Australian
Accounting Standards, including Australian Accounting Interpretations, other authoritative pronouncements of the
Australian Accounting Standards Board and the Corporations Act 2001. The financial report of Conico Ltd
(“Conico”) and its controlled entities (“the Group”) complies with International Financial Reporting Standards (IFRS).
The financial report covers the consolidated group of Conico Ltd and its controlled entities as at and for the year
ended 30 June 2025. Conico is a listed public company, incorporated and domiciled in Australia. The Group is a
for-profit entity and primarily is involved in mineral exploration for cobalt, nickel and manganese.
Basis of Preparation
The following is a summary of the material accounting policies adopted by the Group in the preparation of the
financial report. The accounting policies set out below have been consistently applied to all years presented, unless
otherwise stated.
Reporting Basis and Conventions
The financial report has been prepared on an accruals basis and is based on historical costs. These consolidated
financial statements are presented in Australian dollars. The functional currency of Longland Resources Limited is
British Pound Sterling. The functional currency of all other Group entities is Australian dollars. Conico is of a kind
referred to in Corporations Instrument 2016/191, issued by the Australian Securities and Investments Commission,
relating to ‘rounding off’. Amounts in this report have been rounded off in accordance with that Corporations
Instrument to the nearest thousand dollars, or in certain cases, the nearest dollar.
Going Concern
The consolidated statement of profit and loss and other comprehensive income shows that the Group recorded a
loss during the year ended 30 June 2025 of $2,105,869 (2024: loss of $35,076,960) and as of that date had net assets
of $1,537,923 (2024: $3,218,203), cash and cash equivalents of $529,628 (2024: $428,792) and had a working capital
deficit of $1,055,224 (2024: surplus of $227,801).
The consolidated financial statements have been prepared on a going concern basis as the directors are of the
opinion that the Group will have access to sufficient cash to fund administrative and other committed expenditure
for a period of at least 12 months from the date of signing this financial report.
In forming this opinion, the directors have taken into consideration the following:
•
The ability of the Group to complete the underwritten entitlement offer to shareholders to raise $1.23 million
before costs as announced to the ASX on 4 September 2025;
•
The ability of the Group to complete settlement of the legal dispute and liability with Cartwright through
the payment of the remaining cash instalment of CAD$322,500 due on 21 November 2025;
•
The ability of the Group to repay convertible notes totalling $1.395 million plus accrued interest through the
issue of loan settlement shares which are subject to shareholder approval;
•
The ability of the Group to obtain additional funding via a capital raising during the forthcoming 12-month
period as required;
•
The ability of the Group to manage operational and discretionary expenditure during the forthcoming 12-
month period;
•
The ability of the Group to settle third party trade and other payables as and when they fall due in line with
the Group’s cashflow forecast; and
•
The ability of the Group to defer cash settlement of related party liabilities (such as director fees)
outstanding at 30 June 2025, and during the forthcoming 12-month period to ensure that third party and
other liabilities can be settled as and when they fall due in line with the Group’s cashflow forecast.
Should the Group not achieve the matters set out above, there is a material uncertainty whether the Group will
continue as a going concern and therefore whether it will realise its assets and extinguish its liabilities in the normal
course of business and at the amounts stated in the consolidated financial statements. The consolidated financial
statements do not include any adjustment relating to the recoverability or classification of recorded asset amounts
or to the amounts or classification of liabilities that might be necessary should the Group not be able to continue
as a going concern and meet its debts as and when they fall due.
Accounting Policies
a. Principles of Consolidation
A controlled entity is any entity Conico 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. A list
of controlled entities is contained in Note 17 to the consolidated financial statements. All controlled entities
have a June financial year-end.
All inter-company balances and transactions between entities in the Group, including any unrealised profits or
losses, have been eliminated on consolidation. Accounting policies of controlled entities have been changed
where necessary to ensure consistencies with those policies applied by Conico.
b. Interests in a Joint Operation
20
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2025
NOTE 1: MATERIAL ACCOUNTING POLICIES
The consolidated financial statements include the assets that the Group controls and the liabilities that it incurs
in the course of pursuing the joint operation and the expenses that the Group incurs and its share of the income
and expenses from the joint operation. Details of the Group’s interests are shown at Note 12.
c. Income Tax
The charge for current income tax expense is based on the profit/loss for the year adjusted for any non-
assessable or disallowed items. It is calculated using the tax rates that have been enacted or are substantially
enacted by the balance sheet date.
Deferred tax is calculated at the tax rates that are expected to apply to the period when the asset is realised
or liability is settled. Deferred tax is credited in the income statement except where it relates to items that may
be credited directly to equity, in which case the deferred tax is adjusted directly against equity.
Deferred tax is accounted for using the balance sheet liability method in respect of temporary differences arising
between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial
statements. No deferred income tax will be recognised from the initial recognition of an asset or liability,
excluding a business combination, where there is no effect on accounting or taxable profit or loss.
Deferred tax assets are recognised for unused tax losses, tax credits and deductible temporary differences, to
the extent that it is probable that future tax profits will be available against which they can be utilised.
The amount of benefits brought to account or which may be realised in the future is based on the assumption
that no adverse change will occur in income taxation legislation and the anticipation that the Group will derive
sufficient future assessable income to enable the benefit to be realised.
d. Property, Plant and Equipment
Plant and equipment are measured on cost basis.
The carrying amount of plant and equipment is reviewed annually by directors to ensure it is not in excess of the
recoverable amount from these assets. The recoverable amount is assessed on the basis of the expected net
cash flows that will be received from the asset’s employment and subsequent disposal. The expected net cash
flows have been discounted to their present values in determining recoverable amounts.
The depreciation rates used for each class of depreciable assets are:
Plant and equipment
15 –50% reducing balance
Gains and losses on disposals are determined by comparing proceeds with the carrying amount. These gains
and losses are recognised in profit or loss.
e. Exploration and Evaluation Assets and Expenditure
Exploration, evaluation and development expenditure incurred is accumulated in respect of each identifiable
area of interest. These costs are only carried forward where right of tenure is current and to the extent that they
are expected to be recouped through the successful development of the area or where activities in the area
have not yet reached a stage that permits reasonable assessment of the existence of economically
recoverable reserves.
Accumulated costs in relation to an abandoned area are written off in full against profit in the year in which the
decision to abandon the area is made.
A regular review is undertaken of each area of interest to determine the appropriateness of continuing to carry
forward costs in relation to that area of interest.
Costs of site restoration are provided over the life of the facility from when exploration commences and are
included in the costs of that stage. Any changes in the estimates for the costs are accounted on a prospective
basis. In determining the costs of site restoration, there is uncertainty regarding the nature and extent of the
restoration due to community expectations and future legislation.
f. Impairment of Non-financial Assets
At each reporting date, the Group reviews the carrying values of its non-financial / tangible and intangible
assets to determine whether there is any indication that those assets have been impaired. If such an indication
exists, the recoverable amount of the asset, being the higher of the asset’s fair value less costs to sell and value
in use, is compared to the asset’s carrying value. Any excess of the asset’s carrying value over its recoverable
amount is expensed to Profit or Loss. Where it is not possible to estimate the recoverable amount of an individual
asset, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs.
g. Cash and cash equivalents
Cash in the statement of financial position comprises cash at bank and in hand and short-term deposits, with
an original maturity of three months or less, that are readily convertible to known amounts of cash, and that are
subject to an insignificant risk of changes in value.
For the purposes of the Statement of Cash Flows, cash and cash equivalents consist of cash and cash
equivalents as defined above, net of outstanding bank overdrafts.
h. Financial Instruments
Recognition
21
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2025
NOTE 1: MATERIAL ACCOUNTING POLICIES
Financial instruments are initially measured at cost on trade date, which includes transaction costs, when the
related contractual rights or obligations exist. Subsequent to initial recognition these instruments are measured
as set out below.
Impairment
At each reporting date, the Group assesses at a specific asset level whether there is objective evidence that a
financial instrument has been impaired. Impairment losses are recognised in Profit or Loss.
i.
Provisions
Provisions are recognised when the Group has a legal or constructive obligation, as a result of past events, for
which it is probable that an outflow of economic benefits will result and that outflow can be reliably measured.
j.
Revenue
Interest
Interest income is recognised as interest accrues using the effective interest method. This is a method of
calculating the amortised cost of a financial asset and allocating the interest income over the relevant period
using the effective interest rate, which is the rate that exactly discounts estimated future cash receipts through
the expected life of the financial asset to the net carrying amount of the financial asset.
Other revenue
Other revenue is recognised when it is received or when the right to receive payment is established.
k. Comparative Figures
When required by Accounting Standards, comparative figures have been adjusted to conform to changes in
presentation for the current financial year.
l.
New accounting standards and interpretations
The Group has adopted all of the new and revised Standards and Interpretations issued by the Australian
Accounting Standards Board (the AASB) that are relevant to its operations and effective for the current year.
New standards not yet effective and revised Standards and amendments thereof and Interpretations and are
not expected to have any material impact on the disclosures or on the amounts recognised in the Group's
consolidated financial statements.
AASB 18 Presentation and Disclosure in Financial Statements
This standard is applicable to annual reporting periods beginning on or after 1 January 2027 and early adoption
is permitted. The standard replaces IAS 1 'Presentation of Financial Statements', with many of the original
disclosure requirements retained and there will be no impact on the recognition and measurement of items in
the financial statements. But the standard will affect presentation and disclosure in the financial statements,
including introducing five categories in the statement of profit or loss and other comprehensive income:
operating, investing, financing, income taxes and discontinued operations. The standard introduces two
mandatory sub-totals in the statement: 'Operating profit' and 'Profit before financing and income taxes'. There
are also new disclosure requirements for 'management-defined performance measures', such as earnings
before interest, taxes, depreciation and amortisation ('EBITDA') or 'adjusted profit'. The standard provides
enhanced guidance on grouping of information (aggregation and disaggregation), including whether to
present this information in the primary financial statements or in the notes. The consolidated entity will adopt this
standard from 1 July 2027 and it is expected that there will be a significant change to the layout of the statement
of profit or loss and other comprehensive income.
n. Ordinary shares
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of ordinary shares are
recognised as a deduction from equity.
o. Share-based payments
The Group provides benefits to employees (including senior executives) of the Group in the form of share-based
payments. The cost of these share-based payments is measured by reference to the fair value of the equity
instruments at the date at which they are granted. The fair value at grant date is measured by use of the Black-
Scholes Option Pricing Model. The expected life used in the model has been adjusted, based on management’s
best estimate, for the effects of non-transferability, exercise restrictions, and behavioural considerations.
The fair value determined at the grant date of the equity-settled share-based payments is expensed on a
straight-line basis over the vesting period, based on the entity’s estimate of shares that will eventually vest.
For cash-settled share-based payments, a liability equal to the portion of the goods or services received is
recognised at the current fair value determined at each reporting date.
22
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2025
NOTE 1: MATERIAL ACCOUNTING POLICIES
q. Earnings per share
Basic earnings per share
Basic earnings per share is calculated by dividing the net profit/(loss) attributable to the owners of Conico,
excluding any costs of servicing equity other than ordinary shares, by the weighted average number of ordinary
shares outstanding during the financial year, adjusted for bonus elements in ordinary shares issued during the
financial year.
Diluted earnings per share
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to consider
the after-income tax effect of interest and other financing costs associated with dilutive potential ordinary shares
and the weighted average number of shares assumed to have been issued for no consideration in relation to
dilutive potential ordinary shares.
r. Critical accounting judgements, estimates and assumptions
Judgements made by management in the application of Australian Accounting Standardsthat have significant
effects on the consolidated financial statements and estimates with a significant risk of material adjustments in
the next year are disclosed, where applicable, in the relevant note to the consolidated financial
statements. The following are the key assumptions concerning the future, and other key sources of estimation
uncertainty at the balance date, that have a significant risk of causing a material adjustment to the carrying
amounts of assets and liabilities within the next financial year:
Impairment
The Group assesses impairment at each reporting date by evaluating conditions specific to the Group that may
lead to impairment of assets. Where an impairment trigger exists, the recoverable amount of the asset is
determined. The Group did not recognise any impairment charge on its tenements during the year (2024:
$34,342,157).
Exploration and evaluation costs carried forward
The future recoverability of capitalised exploration and evaluation expenditure is dependent on a number of
factors, including whether the Group decides to exploit the related lease itself or, if not, whether it successfully
recovers the related exploration and evaluation asset through sale.
Factors which could impact the future recoverability include the level of proved, probable and inferred mineral
resources, future technological changes which could impact the cost of mining, future legal changes (including
changes to environmental restoration obligations) and changes to commodity prices. To the extent that
capitalised exploration and evaluation expenditure is determined not to be recoverable in the future, this will
increase losses and reduce net assets in the period in which this determination is made. In addition, exploration
and evaluation expenditure is capitalised if activities in the area of interest have not yet reached a stage which
permits a reasonable assessment of the existence or otherwise of economically recoverable reserves. To the
extent that it is determined in the future that this capitalised expenditure should be written off, this will increase
losses and reduce net assets in the period in which this determination is made.
Share-based payments
Conico makes equity settled share-based payments to certain employees and consultants, which are
measured at fair value at the date of grant and expensed on a straight-line basis over the vesting period, based
on Conico’s estimate of shares that will eventually vest. In respect of options over shares, the fair values are
determined using the Black-Scholes Option Pricing Model. Vesting assumptions are reviewed during each
reporting period to ensure they reflect current expectations.
NOTE 2: OTHER INCOME
2025
$
2024
$
Interest income
1,254
2,051
Other income
2,479
32,688
Total Other Income
3,733
34,739
23
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2025
NOTE 3: INCOME TAX EXPENSE
a. The prima facie tax on loss from ordinary activities before income tax is reconciled to the income tax as follows:
2025
$
2024
$
Prima facie tax payable on loss from ordinary activities before
income tax at 25% (2024: 25%)
(526,467)
(8,769,240)
Tax effect of:
—
Current year temporary differences not recognised
-
6,811
—
Current year tax losses not recognised
782,890
176,890
—
Current year non-deductible expenses
(256,423)
(8,585,539)
Income tax (expense) / benefit
-
-
b.
Components of deferred tax
Unrecognised deferred tax asset – losses
6,772,847
5,989,957
Unrecognised deferred tax liability – provisions and accruals
(73,643)
(40,202)
Unrecognised deferred tax asset – capital raising costs
690,247
672,893
Unrecognised deferred tax liabilities – exploration and evaluation
(5,606,778)
(5,606,778)
Net Unrecognised deferred tax assets
1,782,673
1,015,870
Deferred tax assets have not been brought to account as it is not probable within the immediate future that tax
profits will be available against which deductible temporary differences and gross tax losses of $13,939,563 (2024:
$10,808,004) can be utilised. The benefit of the tax losses will only be obtained if the Group complies with conditions
imposed by the relevant tax legislation.
NOTE 4: AUDITOR’S REMUNERATION
Remuneration of the auditor
21,991
32,350
NOTE 5: LOSS PER SHARE
a.
Reconciliation of loss to profit or loss
Profit/(loss)
(2,105,869)
(35,076,960)
Loss used to calculate basic EPS
(2,105,869)
(35,076,960)
b.
Weighted average number of ordinary shares outstanding during
the year used in calculating basic EPS
232,025,009
163,454,373
Loss per share – cents per share
(0.907)
(21.46)
Ordinary shares were consolidated on 1-for-10 basis, effective on 16 December 2024 and the comparative period
has been restated on a post-consolidation basis.
As the Group has incurred a loss, any exercise of options would be antidilutive, therefore the diluted and basic
earnings per share are equal.
NOTE 6: EMPLOYEE BENEFITS
a.
Employee benefits expense
Expenses recognised for employee benefits are analysed below:
Short-term employee benefits
144,000
161,198
Post-employment benefits
17,040
16,380
Capitalised in exploration and evaluation assets
-
(17,198)
Total
161,040
160,380
b.
Share-based employee remuneration
Included under employee benefits expense in the statement of profit or loss and other comprehensive income is
$48,000 (2024: nil) which relates to an equity settled share-based payment transaction, being Director fees
accrued from 1 July 2024 to 31 October 2024 which were settled through the issue of ordinary shares, from the
total equity settled transaction as detailed in Note 21.
NOTE 7: LITIGATION SETTLEMENT EXPENSE
Cartwright legal settlement payment (i)
417,308
-
Cartwright legal settlement payable (ii)
362,679
-
Advisory fee payable in respect of Cartwright legal settlement (iii)
150,000
-
Shares issued for partial consideration for Cartwright legal settlement (iv)
173,290
-
1,103,277
-
24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2025
NOTE 7: LITIGATION SETTLEMENT EXPENSE (continued)
(i) Comprising cash payment to Cartwright Drilling Inc of $366,294 as partial consideration for settlement of legal
dispute as detailed at Note 25 and associated fees paid to legal advisors.
(ii) Final cash payment due to Cartwright Drilling Inc in November 2025 as partial consideration for settlement of
legal dispute and liability as detailed in Note 25.
(iii) Fee payable to an independent advisor for negotiating the settlement of the legal dispute and liability with
Cartwright Drilling Inc. Fee is intended to be settled through the issue of fully paid ordinary shares, subject to
receiving shareholder approval.
(iv) Shares issued for partial consideration for Cartwright legal settlement, as detailed in Note 16.
NOTE 8: CASH AND CASH EQUIVALENTS
2025
$
2024
$
Cash at bank
529,628
428,792
529,628
428,792
Reconciliation of cash
Cash at the end of the financial year as shown in the consolidated statement
of cash flows as reconciled to items in the Statement of financial position:
Cash and cash equivalents
529,628
428,792
529,628
428,792
NOTE 9: OTHER CURRENT ASSETS
Sundry debtors
-
16,607
Prepayments
7,747
20,060
GST recoverable
8,113
4,581
16,950
41,248
NOTE 10: PLANT AND EQUIPMENT
Equipment:
At cost
760,676
760,676
Accumulated depreciation
(435,361)
(357,774)
Provision for impairment
(319,668)
-
Total Plant and Equipment
5,647
402,902
a.
Movements in Carrying Amounts
Movement in the carrying amount between the beginning and the end of the current financial year.
Opening balance
402,902
554,094
Assets purchased
-
-
Disposals
-
-
Provision for impairment
(337,984)
-
Net exchange differences
18,316
64,481
Depreciation expense
(77,587)
(127,991)
Closing balance
5,647
402,902
b.
Impairment losses
The total impairment loss recognised in the consolidated statement of profit or loss and other comprehensive
income during the current year amounted to $337,984 (2024: $Nil).
NOTE 11: EXPLORATION AND EVALUATION ASSETS
Balance at the beginning of the financial year
2,600,000
36,854,447
Expenditure incurred during the year
-
(53,402)
Net exchange differences
-
141,112
Impairment expense
-
(34,342,157)
Carrying amount at the end on the financial year
2,600,000
2,600,000
25
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2025
NOTE 11: EXPLORATION AND EVALUATION ASSETS (continued)
In the prior year to 30 June 2024, capitalised costs amounting to a reversal of $53,402 were included in cash flows
from investing activities in the statement of cash flows for the Group. No exploration expenditure was capitalised
during the current year.
At the reporting date, the Group performed impairment testing of its Exploration and Evaluation Assets, consistent
with impairment indicators as noted by AASB 136 Impairment of Assets that occurred during the period.
No impairment expense was recognised in respect of Exploration and Evaluation Assets held at the reporting date.
Mount Thirsty JV Impairment
During the prior year to 30 June 2024, following an impairment testing of its Exploration and Evaluation Assets, the
Directors adopted the same valuation as Conico’s joint venture partner in the Mount Thirsty project, based on an
independent experts report. This resulted in an impairment expense of the Mount Thirsty JV asset of $14,785,787.
Greenland Tenements Impairment
In the prior year to 30 June 2024, the Company determined that Longland Resources Ltd’s (Conico’s wholly owned
subsidiary) tenements in Greenland were unlikely to be recovered in full, either by way of sale, or development,
resulting in an impairment expense of $19,556,370 of the Greenland exploration assets.
As a result of the impairments noted above, any future events that result in significant incremental changes to
forward assumptions would accordingly result in a reversal of the impairment charge.
NOTE 12: JOINT OPERATION
2025
$
2024
$
A wholly controlled entity, Australian Cobalt Ltd, has a 50% interest in the Mt Thirsty Joint Venture, whose principal
activity is the development of the Mt Thirsty nickel, cobalt and manganese project. The consolidated financial
statements include the assets that the Group controls and the liabilities that it incurs in the course of pursuing the
joint operation and the expenses that the Group incurs and its share of the income that it earns from the joint
operation.
Share of joint operation results and financial position:
Current Assets
2,037
2,961
Non-Current Assets
2,600,000
2,600,000
Total Assets
2,602,037
2,602,961
Current Liabilities
19,991
36,580
Total Liabilities
19,991
36,580
Revenue
-
-
Expenses
(24,335)
(17,816)
Impairment Expense
-
(2,584,145)
Loss before income tax
(24,335)
(2,601,961)
Income tax expense
-
-
Loss after income tax
(24,335)
(2,601,961)
NOTE 13: TRADE AND OTHER PAYABLES
Trade payables
121,491
61,282
Sundry payables and accrued expenses
57,422
185,362
178,913
242,239
NOTE 14: BORROWINGS
Opening balance
-
-
convertible notes payable within 12 months (i)
900,000
-
Accrued interest on convertible notes (ii)
10,211
-
910,211
-
(i) convertible notes plus accrued interest are repayable in cash on 6 June 2026 unless converted and settled
through an issue of fully paid ordinary shares subject to shareholder approval, at a deemed issue price of $0.001.
(ii) Converting loans accrue interest at 5% per annum compounded monthly.
26
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2025
NOTE 15: OTHER NON-INTEREST BEARING LIABILITIES
Opening balance
-
-
Advisory fee payable in respect of Cartwright
legal settlement (i)
150,000
-
Cartwright legal settlement payment (ii)
362,679
-
Closing balance
512,679
-
(i) Fee payable to an independent advisor for negotiating the settlement of the legal dispute and liability with
Cartwright Drilling Inc. Fee is intended to be settled through the issue of fully paid ordinary shares, subject to
receiving shareholder approval.
(ii) Final cash payment due to Cartwright Drilling Inc in November 2025 as partial consideration for settlement of
legal dispute and liability as detailed in Note 24.
NOTE 16: ISSUED CAPITAL
272,145,702 (2024: 2,201,527,528) ordinary shares
44,531,240
44,263,430
2025
No.
2024
No.
2025
$
2024
$
a. Ordinary shares
At the beginning of reporting period
2,201,527,528
1,570,094,946
44,263,430
43,658,621
Shares issued during the year (net of costs)
-
631,382,072
-
603,496
Costs of share issues
-
-
(78,830)
-
Shares issued to corporate advisor (ex GST)
46,200,000
46,200
Shares issued for settlement of Director fees
(net of PAYG withholding and
superannuation)
127,400,000
-
127,140
-
Share consolidation adjustment (1 for 10)
(2,137,380,227)
-
-
-
Shares issued for partial consideration for
Cartwright legal settlement
34,658,000
-
173,290
-
Shares issued through exercise of options
401
50,510
10
1,313
Total shares issued during the year (net of
costs)
-
631,432,582
-
604,809
At reporting date
272,145,702
2,201,527,528
44,531,240
44,263,430
Ordinary shares participate in dividends and in the proceeds of winding up in proportion to the number of shares
held. At the shareholders’ meetings each ordinary share is entitled to one vote when a poll is called, otherwise each
shareholder has one vote on a show of hands. Conico has no authorised share capital or par value. All issued shares
are fully paid.
2025
2024
No.
No.
b.
Options
At the beginning of reporting year
326,590,149
411,436,966
Options issued during the year
-
-
Options lapsed during the year
(34,600,000)
(84,796,307)
Option consolidation adjustment (1 for 10 basis)
(263,780,884)
-
Options exercised during the year
(401)
(50,510)
At reporting date
28,208,864
326,590,149
c.
Capital Management
Management controls the working capital of Conico in order to maximise the return to shareholders and
ensure that the Group can fund its operations and continue as a going concern. Management effectively
manages Conico’s capital by assessing its financial risks and adjusting its capital structure in response to
changes in these risks and in the market. These responses include the management of expenditure and debt
levels, distributions to shareholders and capital raisings. There have been no changes in the strategy adopted
by management to control the capital of Conico since the prior year.
27
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2025
NOTE 17: RESERVES
a.
Option Reserve
The option reserve records items recognised as expenses on valuation of share options. Any options that
expire without exercise are reversed out of the reserve to Retained Earnings.
b.
Foreign Currency Translation Reserve
The foreign currency translation reserve records exchange differences arising on the translation of foreign
subsidiaries.
NOTE 18: CONTROLLED ENTITIES
Country of
Percentage Owned (%)
Controlled Entities
Incorporation
2025
2024
Australian Cobalt Ltd (formerly Meteore Metals Pty Ltd)
Australia
100
100
Longland Resources Ltd
United Kingdom
100
100
NOTE 19: PARENT COMPANY INFORMATION
2025
$
2024
$
Assets
Current assets
546,228
437,475
Non-current assets
2,605,647
2,978,181
Total Assets
3,151,875
3,415,656
Liabilities
Current liabilities
1,167,541
197,454
Total liabilities
1,167,541
197,454
Equity
Issued capital
44,585,240
44,263,430
Accumulated losses
(43,096,306)
(41,540,627)
Reserves
Option reserve
495,400
495,400
Total reserves
495,400
495,400
Financial performance
Loss for the year1
(1,165,279)
(33,967,778)
Other comprehensive income
-
-
Total comprehensive loss
(1,165,279)
(33,967,778)
1
The loans to and investment in subsidiaries have been assessed for impairment and there was no impairment
expense recorded in the current period (2024: $33,340,065. Any future events that result in significant
incremental changes to forward assumptions would accordingly result in a reversal of the impairment
charge.
Contingent Liabilities and Commitments
On 4 June 2025, the Company announced it has reached an agreement with Cartwright through an
independent advisor for the extinguishment of these liabilities owed to Cartwright, which is subject to
payment of a final cash instalment due. Refer to Note 24 for further details.
The Directors are not aware of any other contingent liabilities or capital commitments as at 30 June 2025
(2024: nil).
28
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2025
NOTE 20: COMMITMENTS
a.
Capital Expenditure Commitments
Payable:
—
not later than 12 months
-
-
—
greater than12 months
-
-
-
-
b.
Exploration Expenditure Commitments
In order to maintain current rights of tenure to exploration tenements, the Group is required to perform
minimum exploration work to meet the requirements specified by various governments. It is anticipated that
expenditure commitments for the twelve months will be tenement rentals of $3,354 (2024: $8,242) and
exploration expenditure of $102,000 (2024: $102,000).
NOTE 21: SHARE-BASED PAYMENTS
Share-based payments – Shares
On 10 December 2024 the Company issued 127,140,000 shares (pre-consolidation) to settle accrued Director fees
owed from 1 October 2023 to 31 October 2024 at an issue price of $0.001 (pre-share consolidation), for a value of
$127,140, excluding PAYG withholding and superannuation entitlements, related to director fees (on a gross basis)
totalling $173,940.
On 10 December 2024 the Company issued 46,200,000 shares to settle accrued advisory fees owed to RM
Corporate Pty Ltd from 1 October 2024 to 31 October 2024 at an issue price of $0.001 (pre-share consolidation), for
a value of $46,200 (ex GST).
On 6 June 2025 the Company issued 34,658,000 shares as partial consideration for settlement of the Cartwright legal
dispute and liability, at an issue price of $0.005 (post-share consolidation), for a value of $173,290.
Share-based payments - Options
2025
2024
Number of
Options
Weighted
Average
Exercise
Price
$
Number of
Options
Weighted
Average
Exercise Price
$
Outstanding at the beginning of the year
57,000,000
0.028
101,300,000
0.044
Granted
-
-
-
-
Adjustment (consolidation)
(900,000)
0.30
-
-
Lapsed
(56,000,000)
0.28
(44,300,000)
0.063
Outstanding at year-end
100,000
0.30
57,000,000
0.028
Exercisable at year-end
100,000
0.30
57,000,000
0.028
All options granted are over ordinary shares in Conico Ltd, which confer a right of one ordinary share for every
option held. When issued, the shares carry full dividend and voting rights.
The options outstanding at 30 June 2025 had a weighted average exercise price of $0.30 (2024: $0.028) and a
weighted average remaining contractual life of 0.50 years (2024: 2.06 years). No options were granted or exercised
during the current financial year as share-based payments.
The Company completed a securities consolidation for a 1-for-10 basis in December 2024.
29
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2025
NOTE 22: CASH FLOW INFORMATION
a. Reconciliation of Cash Flow from Operations with Loss after Income Tax
2025
$
2024
$
Loss after income tax
(2,105,869)
(35,076,960)
Non-cash flows in profit/(loss)
Depreciation
77,587
9,552
Share based payments – director fees settled
127,140
-
Share based payments – advisor fees settled
46,200
-
Share based payments – litigation settlement
173,290
-
Exploration Expenditure in current asset/liability accounts
-
-
Options expense
-
5,300
Impairment expense
337,984
-
Foreign exchange differences
(157,779)
-
Changes in assets and liabilities, net of non-cash payments
(Increase)/decrease in trade and term receivables
24,298
319,454
Increase/(decrease) in trade payables and accruals*
552,816
(211,448)
Cash flow used in operations
(774,334)
(762,801)
* - Net of Exploration and Evaluation cash flows.
NOTE 23: RELATED PARTY TRANSACTIONS
Transactions between related parties are on normal commercial terms and conditions no more favourable than
those available to other parties unless otherwise stated.
Transactions with related parties:
Key Management Personnel
2025
$
2024
$
Management fees and administration fees paid to Princebrook Pty Ltd, a
company in which Mr GH Solomon and Mr DH Solomon have an interest. At 30
June 2025 $8,863 (2024: $10,000) was included in Trade and Other Payables.
68,182
120,000
Legal and professional fees and reimbursed expenses paid to Solomon Brothers,
a firm of which Mr GH Solomon and Mr DH Solomon are partners. Nil (2024:
$1,029) was included in Trade and Other Payables owing to Solomon Brothers.
9,625
13,724
Corporate advisory fees paid to RM Corporate Finance Pty Ltd, a company in
which Mr G T Le Page has an interest. $24,010 (2024: $30,800) was included in
Trade and Other owing to RM Corporate Finance Pty Ltd.
42,000
42,000
Placement fees paid/payable to RM Corporate Finance Pty Ltd, a company in
which Mr G Le Page has an interest.
-
14,100
Placement fees paid / payable to Templar Corporate Pty Ltd, a company in
which Mr G Le Page has an interest, agreed to be settled in shares at an issue
price of $0.08 (post-share consolidation). Total fee is outstanding at 30 June 2025
(2024: Nil).
54,000
-
30
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2025
NOTE 24: SEGMENT REPORTING
The Group has identified its operating segments based on the internal reports that are reviewed and used by the
Board of Directors (chief operating decision maker) in assessing performance and determining the allocation of
resources. The following have been identified as individual segments:
Greenland
The Group holds a 100% in both the Ryberg and Mestersvig Projects in Greenland. The Ryberg Project that covers
an area of 4,521km² containing the Sortekap gold prospect and the Miki Fjord & Togeda Cu-Ni-Co-PGE-Au
magmatic sulphide prospects. The Mestersvig Project containing the historic Blyklippen Pb-Zn mine and Sortebjerg
Pb-Zn prospect.
Mt Thirsty JV
The Group holds a 50% interest in the Mt Thirsty Cobalt Project, located 16km north-northwest of Norseman, Western
Australia. The Project contains the Mt Thirsty Cobalt-Nickel (Co-Ni) Oxide Deposit that has the potential to emerge
as a significant cobalt producer. In addition to the Co-Ni Oxide Deposit, the Project also hosts nickel sulphide (Ni-S)
mineralisation.
Unallocated
Unallocated items comprise items that cannot be directly attributed to the Greenland Exploration or the Mt thirsty
JV segments and corporate costs which includes those expenditures supporting the business during the period.
The segment information for the reportable segments for the year ended 30 June 2025 is as follows
Greenland
Mt Thirsty JV
Unallocated
Total
Year ended 30 June 2025
$
$
$
$
Segment loss before tax
-
-
(2,105,869)
(2,105,869)
Impairment of assets
-
-
-
-
Segment assets
-
2,600,000
552,226
3,152,226
Segment liabilities
(14,609)
(14,907)
(1,584,787)
(1,614,303)
Year ended 30 June 2024
Segment loss before tax
-
-
(734,803)
(734,803)
Impairment of assets
(19,556,370)
(14,785,787)
-
(34,342,157)
Capital expenditure additions
(57,557)
4,155
-
(53,402)
Segment assets
-
2,600,000
622,941
3,222,941
Segment liabilities
(37,587)
(19,698)
(197,454)
(254,739)
31
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2025
Note 25: Contingent Liabilities and Contingent Assets
Previously the Company advised that Cartwright Drilling Inc (“Cartwright”), a drilling company incorporated in
Newfoundland (Canada) that was engaged by Conico to undertake diamond drilling at the Ryberg and
Mestersvig Projects over the 2022 Greenland field season, has commenced an arbitration in Newfoundland to
resolve a dispute in respect to invoices received by Conico from Cartwright for the 2022 field season, which Conico
has refused to pay.
As announced to the ASX on 19 December 2024, the arbitrator handed down a decision that Conico’s fully owned
subsidiary, Longland Resources Ltd (“Longland”) and Conico are jointly and severally liable to Cartwright Drilling Inc
(“Cartwright”) in the amount of C$951,420.87 (approximately A$1,048,827), being C$727,955.53 on outstanding
invoices related to drilling at Ryberg only plus contractual interest of C$223,465.34, plus additional contractual
interest to the date of payment. Additionally, that Longland is liable to Cartwright in the amount of C$391,247.41
(approximately A$431,303) in relation to invoices for drilling and related activities at Mestersvig.
On 4 June 2025, the Company announced it has reached an agreement with Cartwright through an independent
advisor for the extinguishment of these liabilities owed to Cartwright in exchange for total consideration of:
-
upfront cash payment of CAD$322,500 (∼A$360,555) and a further CAD$322,500 (∼A$360,555) to be paid on
or before 21 November 2025; and
-
issue of 34,658,000 fully paid ordinary shares in the Company, which were issued on 6 June 2025.
(“Extinguishment Deed”)
As at the date of this report, the final cash payment to Cartwright has not been made and therefore the legal
settlement has not yet concluded, which is expected to occur in November 2025. Therefore, the extinguishment
of the Cartwright liability is contingent on successful settlement of the Extinguishment Deed.
The Directors are not aware of any other contingent assets or contingent liabilities as at 30 June 2025 (30 June
2024: Nil).
NOTE 26: EVENTS AFTER THE REPORTING DATE
On 4 September 2025, the Company announced it had raised, further to the $900,000 converting loan placement
in June 2025, a further $495,000 of converting loans on the same terms.
Further, on 4 September 2025, the Company confirmed it was undertaking a fully underwritten non-renounceable
entitlement offer to shareholders on a revised 3-for-5 basis, to raise approximately $1.23 million (before expenses).
With details of the entitlement offer to be provided to shareholders.
Further, the Company announced it intended to call a shareholder meeting to seek approval to undertake a share
consolidation on a 1-for-8 basis, as well as to issue securities to repay converting loans, for brokerage services, lead
manager & underwriter services and to repay related party debts. With a notice of meeting to be dispatched to
shareholders in the coming weeks.
No other matters or circumstances have arisen since the end of the financial year which significantly affected or
may significantly affect the operations of the Group, the results of those operations, or the state of affairs of the
Group in future financial years.
NOTE 27: FINANCIAL INSTRUMENTS
a.
Financial Risk Exposures and Management
The main risks the Group is exposed to through its financial instruments are interest rate risk, liquidity risk and
credit risk.
i.
Interest Rate Risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate
because of changes in market interest rates. The Group has minimal exposure to interest rate risk, the
only asset / liability affected by changes in market interest rates is Cash and cash equivalents.
ii.
Liquidity Risk
The Group manages liquidity risk by monitoring forecast cash flows and ensuring that adequate
funding is maintained. The Group’s operations require it to raise capital on an on-going basis to fund
its planned exploration programs and to commercialise its tenement assets. If the Group does not
raise capital in the short term, it can continue by reducing planned but not committed exploration
expenditure until funding is available. All financial liabilities are expected to be settled within 6
months.
The Group manages liquidity risk by continuously monitoring forecast and actual cash flows and
matching the maturity profiles of financial assets and liabilities. Surplus funds are invested in short-
term bank deposits.
32
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2025
iii.
Foreign currency risk
The Group is exposed to fluctuations in foreign currencies arising from the purchase of goods and
services in currencies other than the companies’ functional currency. The risk is measured using
sensitivity analysis and cash flow forecasting. At 30 June 2025 the effect on the loss as a result of a
10% increase in the value of the Australian dollar, with all other variables remaining constant would
be a decrease in loss by approximately $11,850 (2023: $14,500). Exploration expenditure relating to
the Greenland project is largely in currencies other than the Group’s functional currency, changes
in the foreign exchange rates will affect the cost of exploration on the Greenland project and may
affect decisions regarding the quantum of exploration completed in any period.
iv.
Credit risk
The Group is exposed to the risk that a counterparty will default on its contractual obligations resulting
in a financial loss to the Group. The maximum exposure to credit risk at the reporting date to
recognised financial assets is the carrying amount, net of any provisions for impairment of those
assets, as disclosed in the statement of financial position and note to the financial report. The Group
does not hold any collateral. The Group holds cash at bank of $529,628 as at 30 June 2025 with an
Australian financial institution.
v.
Maturity of Financial liabilities
The Group holds converting loans with a face value of $900,000 which are repayable on 6 June 2026
unless converted and settled through an issue of fully paid ordinary shares subject to shareholder
approval, at a deemed issue price of $0.001. These converting loans accrue interest at 5% per annum
compounded monthly.
Other than these converting loans, the Group no interest-bearing liabilities whereby the period
extends longer than six months. Trade payables and executive held credit cards do not bear interest
if paid within terms, where this is typically less than 30 days. (2024: $nil).
b.
Financial Instruments
i.
Net Fair Values
The aggregate net fair values of the financial assets and financial liabilities, at the reporting date,
are approximated by their carrying value.
NOTE 28: COMPANY DETAILS
The registered office of the company is:
The principal place of business is:
Conico Ltd
Level 15,
197 St Georges Terrace
Perth Western Australia 6000
Conico Ltd
Level 15,
197 St Georges Terrace
Perth Western Australia 6000
33
CONSOLIDATED ENTITY DISCLOSURE STATEMENT
Entity Name
Entity Type
Country of
Incorporation
Percentage
Owned (%)
Tax Residency
Conico Limited
Body Corporate
Australia
n/a
Australia
Australian Cobalt Ltd (formerly
Meteore Metals Pty Ltd)
Body Corporate
Australia
100
Australia
Longland Resources Ltd
Body Corporate
United Kingdom
100
United Kingdom
34
DIRECTORS’ DECLARATION
In the opinion of the directors of Conico Ltd (the “Company”):
a.
the consolidated financial statements and notes set out on pages 15 to 32 and the Remuneration
disclosures that are contained in pages 8 to 11 of the Remuneration Report in the Directors’ Report, are in
accordance with the Corporations Act 2001, including:
giving a true and fair view of the Group’s financial position as at 30 June 2025 and of its performance,
financial year ended on that date; and
complying
with
Australian
Accounting
Standards
(including
the
Australian
Accounting
retations) and the Corporations Regulations 2001; and
complying with International Financial Reporting Standards as disclosed in Note 1; and
b.
there are reasonable grounds to believe that the Group will be able to pay its debts as and when they
become due and payable.
c.
information disclosed in the attached consolidated entity disclosure statement is true and correct.
The Directors have been given the declarations required by Section 295A of the Corporations Act 2001 from the
Non-Executive Chairman and Chief Financial Officer for the financial year ended 30 June 2025.
This declaration is made in accordance with a resolution of the Board of Directors.
Gregory H Solomon
Chairman
Dated this 30th day of September 2025
Independent Auditor’s Report to the Members of Conico Ltd
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of Conico Ltd (the “Company”) and its subsidiaries (the “Group”), which
comprises the consolidated statement of financial position as at 30 June 2025, 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
material accounting policy information, the consolidated entity disclosure statement 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 2025 and of its 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 & Ethical Standards Board’s
APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the “Code”) that are
relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities
in accordance with the Code.
We confirm that the independence declaration required by the Corporations Act 2001, which has been given to
the directors of the Company, would be in the same terms if given to the directors as at the time of this auditor’s
report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
opinion.
Material Uncertainty Related to Going Concern
We draw attention to Note 1 to the financial report, which indicates that the Group incurred a net loss of
$2,105,869 (2024: $35,076,960) during the year ended 30 June 2025 and, as of that date, the Group had
$529,628 in cash and cash equivalents (2024: $428,792) and a working capital deficit of $1,055,224 (2024:
surplus of $227,801). As stated in Note 1, these events or conditions, along with other matters as set forth in
Note 1, indicate that a material uncertainty exists that may cast significant doubt on the Group’s ability to
continue as a going concern. Our opinion is not modified in respect of this matter.
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit
of the financial report of the current period. These matters were addressed in the context of our audit of the
financial report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on
these matters. In addition to the matter described in the Material Uncertainty Related to Going Concern section,
we have determined the matter described below to be the key audit matters to be communicated in our report.
Key audit matter
How our audit addressed the key audit matter
Capitalisation
and
Carrying
Value
of
Exploration and Evaluation Assets
Refer to note 11 (Exploration and evaluation assets)
As at 30 June 2025 the carrying value of the Group’s
capitalised exploration and evaluation assets was
$2,600,000. The Group’s policy in respect of
exploration and evaluation expenditure is outlined in
Note 1 (e) to the financial report.
This is a key audit matter due to the fact that
significant judgment is applied in determining
whether:
• The exploration and evaluation assets meet the
recognition criteria of AASB 6 Exploration for and
Evaluation of Mineral Resources (“AASB 6”); and
• Facts and circumstances exist that suggest that the
carrying value of the exploration and evaluation
assets is in accordance with AASB 6.
Our procedures included, amongst others:
•
Verifying that the right to tenure to the areas of
interest remained current as at the reporting
date;
•
Obtaining evidence of the future intention for the
areas of interest, including reviewing future
budgeted
expenditure
and
related
work
programs;
•
Obtaining an understanding of the status of
ongoing exploration programs for the areas of
interest; and
•
Considering
management’s
assessment
of
potential indicators of impairment; and
•
Assessing the appropriateness of the disclosures
in the consolidated financial report.
Other Information
The directors are responsible for the other information. The other information comprises the information in the
Group’s annual report for the year ended 30 June 2025, but does not include the financial report and the auditor’s
report thereon.
Our opinion on the financial report does not cover the other information and we do not express any form of
assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information and, in
doing so, consider whether the other information is materially inconsistent with the financial report or our
knowledge obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of the other
information we are required to report that fact. We have nothing to report in this regard.
36
Responsibilities of the Directors’ for the Financial Report
The directors of the Company are responsible for the preparation of:
a)
the financial report (other than the consolidated entity disclosure statement) that gives a true and fair
view in accordance with Australian Accounting Standards and the Corporations Act 2001; and
b)
the consolidated entity disclosure statement that is true and correct in accordance with the Corporations
Act 2001, and
for such internal control as the directors determine is necessary to enable the preparation of:
i)
the financial (other than the consolidated entity disclosure statement) report that gives a true and fair
view and is free from material misstatement, whether due to fraud or error; and
ii)
the consolidated entity disclosure statement that is true and correct and is free of misstatement, whether
due to fraud or error.
In preparing the financial report, the directors are responsible for assessing the Group’s ability to continue as a
going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of
accounting unless the directors either intend to liquidate the Group or to cease operations, or have no realistic
alternative but to do so.
Auditor’s Responsibilities for the Audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from
material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance
with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements
can arise from fraud or error and are considered material if, individually or in the aggregate, they could
reasonably be expected to influence the economic decisions of users taken on the basis of this financial report.
A further description of our responsibilities for the audit of the financial report is located at The Australian
Auditing and Assurance Standards Board website at:
https://www.auasb.gov.au/admin/file/content102/c3/ar2_2020.pdf
This description forms part of our auditor’s report.
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 8 to 11 of the Directors’ Report for the year ended
30 June 2025.
In our opinion, the Remuneration Report of Conico Ltd for the year ended 30 June 2025 complies with section
300A of the Corporations Act 2001.
37
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the Remuneration Report
in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the
Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.
Nexia Perth Audit Services Pty Ltd
Michael Fay
Director
Perth, Western Australia
30 September 2025
38
39
ADDITIONAL INFORMATION FOR LISTED PUBLIC COMPANIES
1. Shareholding as at 29 September 2025
a. Distribution of Shareholders
Number of
Category (size of holding)
Shareholders
1 – 1,000
263
1,001 – 5,000
732
5,001 – 10,000
389
10,001 – 100,000
1,008
100,001 – and over
279
2,671
b. The number of shareholders that held in less than marketable parcels at 29 September 2025 was 2,299.
c. The names and relevant interests of the substantial shareholders listed in the holding company’s register
as at 29 September 2025 are:
Shareholder
Number of Ordinary shares
Cartwright Drilling Inc
34,658,000
BNP Paribas Nominees Pty Ltd
21,487,736
d. Voting Rights
Each ordinary share is entitled to one vote when a poll is called, otherwise each member present at a
meeting or by proxy has one vote on a show of hands.
e 20 Largest Shareholders — Ordinary Shares
Name
Number Shares
Held
% of Issued
Capital
1.
CARTWRIGHT DRILLING INC
34,658,000
12.74%
2.
BNP PARIBAS NOMINEES PTY LTD
21,487,736
7.90%
3.
HONEYPOUND PTY LTD
10,398,333
3.82%
4.
BT GLOBAL HOLDINGS PTY LTD
7,973,398
2.93%
5.
ARKENSTONE PTY LTD
5,297,500
1.95%
6.
TRE PTY LTD