ANNUAL
ABN 48 002 678 640
31 December 2023
CORPORATE DIRECTORY
Directors
Auditors
Matthew (Matt) Fifield (Executive Chairman)
HLB Mann Judd
Gary Comb (Non-Executive Director)
Level 4, 130 Stirling Street
Ross Bhappu (Non-Executive Director)
Perth WA 6000
Company Secretary
David Hwang
Website
www.cypriummetals.com
Registered Office & Principal Place of Business
Share Registry
Level 1
437 Roberts Road
Subiaco WA 6008
Telephone: +61 8 6374 1550
Automic
Level 5, 191 St Georges Terrace
Perth WA 6000
Telephone: 1300 288 664
Securities Exchange
Notice of Annual General Meeting
Australian Securities Exchange
10.00 am on 28 May 2024 at Registered Office
ASX Code: CYM
Level 1, 437 Roberts Road Subiaco WA 6008
CONTENTS
CONTENTS
Chairman’s Letter
Strategy and Review of Operations
Directors’ Report
Consolidated Statement of Profit or Loss and Other Comprehensive Income
Consolidated Statement of Financial Position
Consolidated Statement of Changes in Equity
Consolidated Statement of Cash Flows
Notes to the Consolidated Financial Statements
Directors’ Declaration
Independent Auditor’s Report
ASX Additional Information
About Cyprium Metals Limited and Schedule of Tenements
2
3
8
23
24
25
2626
27
53
54
5
9
6
2
Today, we are adopting a methodical, ‘first principles’
approach to unlocking near-term value at Nifty. We
are focused on how to leverage all the prior work and
unusual opportunity of the existing heap leaches and
believe that this is likely to be a very shareholder-
friendly way to generate cash flow that enables the
Company to live within its means.
Similarly, we continue to advance the fundamental
study work necessary to open up the longer-term
opportunities. We expect the Nifty sulphide resource
will host an economically robust opportunity to
develop to a sizeable surface mine, and that the
balance of our longer-term portfolio will generate
additional opportunities of merit.
Finally, we are focused on increasing communication
with our shareholders and broader stakeholders
as we build the foundations of what we believe will
become the mid-tier ASX copper producing company.
Thank you for your ongoing support.
Sincerely,
Matthew (Matt) Fifield
Executive Chairman
Chairman’s Letter
Chairman’s Letter
Dear Shareholder,
The 2023 Annual Report for Cyprium Metals Limited
(Cyprium or the Company) (ASX: CYM) follows.
Twenty twenty-three was a challenging period for
Cyprium. The Company was suspended from trading
for more than half of the year while it undertook a
series of financings to remain solvent. This unsteady
picture undermined investor confidence and was
exacerbated by a general lack of communication,
lack of clarity around forward strategy and several
changes in leadership.
In September, the Company recapitalized with a
highly dilutive financing that led to the resumption
of trading, and many former shareholders took
that opportunity to exit their positions in Cyprium,
adding pressure to the already low share price. From
September until only just recently, the Company
remained relatively silent on its plans.
Through all these changes and difficulties, two
constants have remained. First, the Company has a
large copper-focused portfolio that is full of near and
long-term opportunities. Second, we have a stalwart
group of shareholders that believe that this long-
term potential can be realised, and that Cyprium can
become a company of substantial merit.
On behalf of the board and management team, and
as a fellow committed and longstanding shareholder,
I thank you.
The centre of Cyprium’s portfolio remains the Nifty
Copper Mine (Nifty) and its unfulfilled promise as
one of Australia’s few brownfield copper operations
with the potential to restart production in the
foreseeable future.
Nifty is uniquely positioned, boasting an updated
Mineral Resource Estimate of one million tonnes
contained copper, up to 17 million tonnes of
stockpiled oxide ores accessible for near-term heap
leach processing, and infrastructure in an advanced
state of readiness.
2
Strategy and Review of Operations
Nifty Copper Project
The Nifty Copper Mine
(Nifty or the Project) is located
on the western edge of the
Great Sandy Desert in the north-
eastern Pilbara region of Western
Australia, approximately 330km
southeast of Port Hedland. Nifty
contains a 2012 JORC Mineral
Resource of over 1,000,000 tonnes
of contained copper.
Over the past two years, Cyprium
Metals Limited (Cyprium or the
Company) has invested significant
time and resources to commence
refurbishment of the Nifty solvent
extraction and electrowinning
(SX-EW) plant and build a
comprehensive understanding of
the open pit potential of Nifty’s
sulphide orebody.
During the reporting period,
Cyprium commenced various
study programmes on the
larger Integrated Open Pit Study
including:
■ Mineral Resource update
■
■
■
■
■
Geotechnical and infill
drilling
Services, infrastructure,
and logistics (power, water,
accommodation, tailings
storage etc)
Approvals, community, and
government engagement
Optimisation and mine
planning, and
Concentrator
refurbishment assessment.
Mineral Resource Estimate (MRE)
& Geology
As part of the overarching
feasibility work program, Cyprium
enlisted MEC Mining to carry
out an independent update of
the Mineral Resource Estimate
(MRE), which was completed in
Q1 2024. This comprehensive
update not only incorporates all
previous recommendations but
also integrates additional drilling
outcomes and enhancements
identified by both the Company
and external consultants.
During the period, the team
completed resource infill drilling,
achieving a total of 1,010 meters
of reverse circulation drilling.
Additionally, the year marked the
initiation of database migration
and hosting activities, setting the
stage for the validation process
expected in the subsequent
financial year. This validation is
crucial for supporting the updated
resources and furthering technical
studies, ensuring the Project’s
data integrity and accessibility are
maintained at optimal levels.
Mine Planning & Engineering
MEC Mining has been designated
as the principal engineer to
oversee the feasibility study in
collaboration with Cyprium, which
encompasses the management of
both the mining and geotechnical
work programs. The completion
of initial conceptual optimisations
within the period has paved the
way for the subsequent phase of
work on the Restart Feasibility,
anticipated to commence in Q1
2024. These preliminary studies
have underscored the viability
of a long-life, large open-pit mine
at Nifty, particularly focusing on
its sulphide mineralisation – the
Project’s primary resource. This
foundational work has crucially
influenced the planning for
process plant sizing, the selection
of a mining fleet, cost estimation,
geotechnical, and various other
services and infrastructure
requirements.
Strategy and Review of Operations
Moreover, the period saw the
completion of five diamond
geotechnical drill holes, extending
over 1,513 metres, alongside
the initiation of core logging and
processing. An additional diamond
drill hole, labelled 23NFGT006, is
slated for completion in the early
stages of 2024, further contributing
to the Project’s comprehensive
geotechnical understanding.
Metallurgy & Process
Engineering
CPC Engineering was brought
on board to provide process
engineering and metallurgical
support crucial for the
refurbishment of the processing
plant and any anticipated
upgrades, aligning with the
objectives of the feasibility
study. This phase involved a
comprehensive review of all
existing metallurgical test work
alongside an analysis of the
concentrator’s past performance,
culminating in a detailed report
to aid the ongoing feasibility
study efforts. The period also saw
significant progress in assessing
the existing concentrator, including
site visits and engineering
analyses to solidify cost estimates
and project timelines, with full
completion targeted for Q1
2024 to bolster feasibility efforts
Additionally, a concerted effort
was made to catalogue all usable
samples from existing core and
rock chips for metallurgical
testing, with these samples
now in the laboratory. This was
complemented by further reverse
circulation drilling, extending
688 metres, specifically aimed
at gathering metallurgical test
data, with plans to prepare and
send these additional samples for
laboratory analysis in Q1 2024.
3
Strategy and Review of Operations
Strategy and Review of Operations
Services & Infrastructure
An initial assessment of the existing
tailings dam at Cyprium’s site has
highlighted its capability for a
fully integrated structure with a
potential capacity of approximately
40Mt. This assessment has
kickstarted detailed engineering
and approval discussions to ensure
the facility’s licensing aligns with
the operational restart plans,
potentially incorporating additional
tailings capacity into an integrated
waste landform as envisioned
in the detailed mine design.
In tandem with infrastructure
evaluations, Cyprium is in active
discussions with premier energy
providers to transition the existing
power infrastructure towards a
hybrid model, utilising solar and
battery storage technologies
complemented by energy-efficient
gas reciprocating engines, aiming
for a sustainable and efficient
energy solution.
Concurrently, efforts to strategize
site water management and
supply are underway, with
completion targeted for early
2024. Preliminary assessments
give Cyprium confidence in having
sufficient water supply to meet its
operational needs. Additionally,
there are ongoing plans and
financial assessments aimed at
upgrading and modernising the
site’s accommodation facilities,
ensuring enhanced living
conditions for the workforce. The
maintenance and inspection of
Cyprium’s bitumen landing strip
were diligently managed during
the period, ensuring operational
integrity and safety standards are
upheld.
Approvals & ESG
Cyprium is committed to adopting
best practice Environmental, Social,
and Governance (ESG) standards,
which includes the production of
an annual Sustainability Report.
This commitment is underscored
by early engagements with local
communities and the development
of initiatives to support indigenous
employment and business
opportunities. In preparation for
the restart of mining operations
at Nifty, Cyprium has reviewed
the necessary licensing and
approvals. Any additional licencing
and permitting required has been
identified and will be progressed in
parallel with the preparation of the
mine operating plan.
This process involves ongoing
dialogue with government
stakeholders to address any
additional requirements, focusing
on updating the mine’s operating
plan and securing further works
approvals and subsidiary licensing.
Moreover, the Company is
exploring the utilisation of existing
on-site facilities to potentially
implement a scaled-down solvent
extraction electrowinning
(SX-EW) operation. This operation
aims to process existing heap
leach materials as part of a
comprehensive mine plan,
aligning with environmental
management goals and the
progressive rehabilitation of the
site. Specifically, materials not
processed through the primary
concentrator may be treated at this
facility, integrating this process into
the broader mine plan to enhance
efficiency and sustainability.
4
Strategy and Review of Operations
Strategy and Review of Operations
contained copper. Work completed
at Maroochydore in 2023 included
mapping, 2021/2022 data
compilation and planning for the
2024 field season.
2022 drill site rehabilitation works,
mapping, field assessments,
environmental reporting and
scheduling early 2024 field
activities and drilling.
Murchison
The Murchison Copper Project is
made up of two distinct operating
areas; Nanadie Well and Cue.
The Nanadie Well Project is located
650km northeast of Perth and
75km southeast of Meekatharra
in the Murchison District of
Western Australia and includes
the Nanadie Well Copper-Gold
Mineral Resource of 162,000
tonnes of copper and 130,000
ounces of gold. Work completed
in 2023 included 2022 drill site
rehabilitation works, mapping, field
assessments and scheduling early
2024 field activities and drilling.
Cyprium holds an 80% interest
in a joint venture with Ramelius
Resources Limited (ASX: RMS)
at the Cue Copper-Gold Project,
which is located 20km to the
east of Cue and includes the
Hollandaire Copper-Gold Mineral
Resource of 51,500 tonnes of
copper and 21,000 ounces of gold.
Work completed in 2023 included
Board and Management
Changes
During the financial year, a
number of significant board and
management changes were made.
In particular, during September
2023, changes were made to the
Managing Director and Chairman
positions. Please refer to the
ASX announcements made at our
website for further details: https://
cypriummetals.com/investor-
centre/asx-announcements/.
Following the conclusion of the
financial year, in February 2024,
Mr Clive Donner resigned from his
position as Managing Director.
Following Mr Donner’s departure,
Mr Matthew (Matt) Fifield agreed
to assume the role of Executive
Chairman.
Additional senior management
appointments were made during
the year in both the mining
engineering and metallurgical
areas to assist the Company with
the various technical studies.
Nifty Site Operations
During the period, the Company
reported no incidents, maintaining
a commendable safety record.
Site personnel were instrumental
in supporting the feasibility study
drill program by providing essential
services such as accommodation,
fuel and earth-moving equipment.
Furthermore, site management
continued its diligent support
across various work programs,
ensuring that equipment and
infrastructure received necessary
repairs and maintenance as
needed, thereby facilitating smooth
operations throughout
the period.
Geology & Exploration Projects
Throughout the year, the Company
successfully met all minimum
expenditure requirements,
ensuring that its tenements
remain in good standing. In
line with its commitment to
social responsibility, proactive
community engagement was
maintained across all project
regions, highlighting the
importance of building and
sustaining positive relationships
with local communities.
Furthermore, IGO Limited
(ASX: IGO) made progress in its
partnership within the Paterson
JV, marking the end of the 2023
field season within the quarter.
Despite this transition, limited
fieldwork was carried out at
Murchison, including downhole
electromagnetics (EM) and
preparations for an upcoming
drill program slated for early
2024, underscoring the ongoing
exploration and development
efforts.
Maroochydore
The Maroochydore deposit is
located 85km southeast of Nifty
and includes a 2012 JORC Mineral
Resource of 486,000 tonnes of
5
Strategy and Review of Operations
Company Financing
During February 2023, the
Company received firm
commitments for $35 million
through a two-tranche placement
of fully paid ordinary shares to
sophisticated and institutional
investors at $0.11 per share. Each
participant in the placement was
to receive 1 free attaching option
exercisable at $0.15 per option
for every 1 share to be issued
under the placement. From the
placement proceeds, $20 million
was to be applied as part of the
Company’s funding strategy to
finance the restart of the Nifty
Copper Project (Nifty).
The settlement of the Tranche 1
placement was conditional upon
receipt of binding commitments
in relation to the Senior Secured
Bond Issue whilst settlement of
the Tranche 2 placement was
subject to shareholder approval
at the General Meeting following
settlement of the Tranche
1 placement.
During January and February
2023, the Company undertook
fixed income investor calls with
international debt capital market
investors for a proposed issue
of a USD denominated Senior
Secured Bond Issue with a five-
year tenor, subject to inter alia
market conditions. However,
the terms proposed for the USD
denominated senior secured bond
were revised and deemed not
commercially satisfactory to
the Company.
As a consequence of the placement
to support the Nifty Project Restart
and the Senior Secured Bond Issue
not proceeding, on 23 February
2023 the Company requested from
the Australian Securities Exchange
(ASX) for the voluntary suspension
of Cyprium securities while the
Company evaluated possible
alternative financing arrangements
for the Nifty Copper Project restart
and concurrently completed a
strategic review.
On 24 March 2023, the Company
entered into a $6 million secured
loan Deed to support Cyprium’s
near- term funding whilst the
Company continued its strategic
review.
On 26 June 2023, the Company
announced a A$21 million (US$14.5
million) secured loan facility with
Nebari Natural Resources Credit
Fund II, LP (Nebari). The Company
and Nebari executed formal loan
documentation to provide up to
US$14.5 million in two tranches,
with US$11.23 million drawn
at closing.
On 12 July 2023, the Company
announced a $24 million
placement and $5 million
entitlement offer. The placement
was strongly supported by
sophisticated and professional
investors, including numerous
new and existing high quality
domestic and offshore natural
resources focused institutions.
In relation to this equity raise,
a prospectus was lodged with ASX
on 14 August 2023, a shareholders
meeting held on 7 September
2023 and a supplementary
prospectus was lodged with
ASX on 11 September 2023.
On 18 September 2023, the
Company announced the
successful completion of the
placement and an oversubscribed
entitlement offer, raising in total
$31.6 million (before costs).
As a result, the Company was
reinstated to trading on ASX on
21 September 2023.
6
Strategy and Review of Operations
7
Directors’ Report
Directors’ Report
Directors’ Report
The Directors present their report for Cyprium Metals Limited (Cyprium, CYM or the Company) and its subsidiaries
(the Group) for the year ended 31 December 2023.
All amounts are expressed in Australian dollars unless otherwise stated.
Directors
The following persons were directors of Cyprium during the year and up to the date of this report:
Director
Current Directors
Mr. M. Fifield
Role
Changes In Tenure
Non-Executive Chairman
Appointed 13 September 2023
Executive Chairman
Appointed 16 February 2024
Transitioned from Non-Executive
Mr. G. Comb
Non-Executive Director
Chairman to Non-Executive Director on
13 September 2023
Mr. R. Bhappu
Non-Executive Director
Appointed 15 November 2023
Former Directors
Mr. J. Featherby
Non-Executive Director
Appointed 12 April 2023
Resigned 15 November 2023
Mr. N. Rowley
Mr. B. Cahill
Non-Executive Director
Resigned 12 April 2023
Managing Director
Resigned 13 September 2023
Mr. C. Donner
Managing Director
Appointed 13 September 2023
Resigned 16 February 2024
Directors have been in office since the start of the financial year to the date of this Annual Report unless
otherwise stated.
8
Directors’ Report
Directors’ Report
Directors’ Information
Matthew Fifield
Executive Chairman
Gary Comb
Non-Executive Director
Ross Bhappu
Non-Executive Director
Mr Comb is a mechanical
engineer with more than 30 years’
experience in the Australian
mining industry, with a strong
track record in successfully
commissioning and operating
base metal mines. He was
Chairman of Finders Resources
Limited from 2013 until its
takeover in 2018. Mr Comb was
previously the Managing Director
of Jabiru Metals Limited and the
CEO of BGC Contracting Pty Ltd.
Mr Fifield has a Master of
Business Administration and a
Graduate Diploma in Geology.
Mr Fifield is the Managing
Director of Pacific Road Capital, a
leading resource investment firm
that has managed over
$1 billion in funds raised to
develop and enhance resource
companies around the world.
Mr Fifield has participated in
more than $10 billion of capital
raising and M&A transactions
across his career and is a
leading voice on responsible
resource investing. He is a
frequent speaker and contributor
around issues of sustainable
development practices.
Mr Bhappu has a Ph.D in Mineral
Economics and Masters in
Metallurgy. Mr Bhappu has been
with Resource Capital Funds
(RCF) since 2001 having served
in numerous investment roles
including Head of the Private
Equity Funds and he currently
serves as Senior Strategic
Advisory Partner. Mr Bhappu
has co-led the raising of six
private equity funds totalling
approximately US$4.5 billion.
He has managed an extensive
portfolio of mining projects
across dozens of commodities
and geographies. Over his
35-year career in mining, he has
served in both technical and
financial roles and has previously
served on seven public and six
private company boards.
9
Directors’ Report
DIRECTORSHIPS OF OTHER LISTED COMPANIES
Directorships of other listed companies held by current directors in the
three years immediately before the end of the financial year are as follows:
Company
Period of Directorship
N/A
N/A
N/A
N/A
Boab Metals Limited
Director from March 2020
Director
Mr. M. Fifield
Mr. R. Bhappu
Mr. G. Comb
COMPANY SECRETARY
David Hwang
Mr Hwang is a corporate lawyer, company secretary and advisor to boards and management of pre-IPO and ASX
listed entities. He regularly advises emerging and listed entities across a range of compliance, legal, governance
and strategic matters. Mr Hwang is the Managing Director of Confidant Partners, which provides ASX compliance,
company secretarial and board advisory services. Prior to this, Mr Hwang was a senior executive at a leading
integrated technology solutions and professional services provider, where he led Australia’s largest outsourced
company secretarial and legal team.
INTERESTS IN THE SECURITIES OF THE COMPANY
As at the date of this report, the interests of the Directors in the securities of Cyprium Metals Limited are:
Director
Mr. M. Fifield
Mr. G. Comb
Mr. R. Bhappu
Ordinary Shares
Options and Performance Rights
109,979,535(a)
103,216,636 options
9,202,152
7,500,000
672,675 options
5,000,000 performance rights
3,750,000 options
(a) As of 31 December 2023, 152,470,000 shares held by FF Hybrid, L.P and GP Recovery Fund LLC (‘Flat Footed’) pursuant to which P R C M
Nominees Pty Ltd (‘PRCM’, of which Mr Fifield is an associate) may vote Flat Footed’s shares for an agreed term formed part of the relevant
interest held by Matt Fifield. Since then, and as of the date of this report, the voting agreement has expired pursuant to its terms.
RESULTS OF OPERATIONS
The Group’s net loss after taxation attributable to the members of Cyprium Metals Limited for the
year ended 31 December 2023 was $19.5 million (2022: $27.5 million).
DIVIDENDS
No dividends were paid or declared. The directors do not recommend the payment of a dividend.
NATURE OF OPERATIONS AND PRINCIPAL ACTIVITIES
The principal activity of the Group during the year was identifying, evaluating and developing projects, and
conducting exploration activities, in the resources and mineral exploration sector as outlined in the Review
of Operations.
10
CORPORATE STRUCTURE
Cyprium Metals Limited (Cyprium, CYM or the
Company) is a company limited by shares, which is
incorporated and domiciled in Australia. On 26 June
2023, Cyprium announced a $21 million (US$14.5
million) secured loan facility with Nebari Natural
Resources Credit Fund II, LP (Nebari). Cyprium and
Nebari executed formal loan documentation to
provide up to US$14.5 million in two tranches, with
US$11.23 million drawn at closing.
On 12 July 2023, Cyprium announced a $24 million
placement and $5 million entitlement offer. In relation
to this equity raise, a prospectus was lodged with ASX
on 14 August 2023, a shareholders meeting held on
7 September 2023 and a supplementary prospectus
was lodged with ASX on 11 September 2023.
On 18 September 2023, Cyprium announced the
completion of a $31.6 million (before costs) equity
raise that comprised of a $24 million placement to
new and existing sophisticated, professional, and
institutional investors (via the issue of 600 million
shares), and a $7.6 million entitlement issue (which
included oversubscriptions in the shortfall of $2.6
million, via the issue of 190.5 million shares). Each
of the shares under the placement and entitlement
offer were issued at $0.04 per Share. Each participant
in the equity raise received 1 free attaching option
for every 2 shares subscribed for, with each option
exercisable at $0.06 per option on or before 31
December 2024.
In addition, following receipt of shareholder approval,
the Company issued 80,328,290 warrants to Nebari
(pursuant to the secured loan facility agreement), and
the Company issued 66,326,400 performance rights
to the incoming Managing Director. These issues were
completed in September 2023.
SIGNIFICANT EVENTS AFTER THE REPORTING DATE
During February 2024, Mr Clive Donner resigned from
the position of Managing Director and Mr Matthew
Fifield moved into the position of Executive Chairman.
On 14 March 2024, the Company announced the
updated Nifty Mineral Resource Estimate (MRE) with
contained copper reaching 1 million tonnes.
LIKELY DEVELOPMENTS AND EXPECTED
RESULTS OF OPERATIONS
The Group will continue identifying, evaluating
and developing projects, together with conducting
exploration activities, in the Australian resources and
mineral exploration sector.
Directors’ Report
ENVIRONMENTAL REGULATIONS
AND PERFORMANCE
The operations of the Group are subject to
environmental regulation under the laws of Australia.
The Group is, to the best of its knowledge, at all times
in full environmental compliance with the conditions
of its licences.
INDEMNIFICATION OF DIRECTORS AND OFFICERS
In accordance with the Constitution of the Company,
to the extent permitted by law, the Company
indemnifies every director, officer and employee
of the Company and each officer of a related body
Corporate of the Company against any liability
incurred by that person:
(a)
(b)
in his or her capacity as a director, officer, or
employee of the Company; and
to a person other than the Company or a
related body corporate of the Company.
During the financial year, Cyprium Metals Limited
paid an insurance premium in respect of a policy
for the benefit of the Directors of the Company,
Company Secretary, executive officers and employees
of the Company and any subsidiary bodies corporate
as defined in the insurance policy, against a liability
incurred as such a director, company secretary,
executive officer or employee to the extent permitted
by the Corporations Act 2001. In accordance with
commercial practice, the insurance policy prohibits
disclosure of the terms of the policy including the
nature of the liability insured against and the amount
of the premium.
INDEMNIFICATION OF THE AUDITOR
The Company has not, during or since the end of the
financial year, indemnified or agreed to indemnify the
auditor of the Company or any related entity against
a liability incurred by the auditor. During the financial
year, the Company has not paid a premium in respect
of a contract to insure the auditor of the Company or
any related entity.
11
Directors’ Report
OPTIONS AND WARRANTS
PERFORMANCE RIGHTS
On 30 March 2023, 20,274,755 options expired
pursuant to their terms.
As part of the equity raise completed in September
2023, the Company issued 423,860,979 options.
Recipients included participants under the placement,
entitlement offer, and other offers made under the
prospectus and supplementary prospectus, which
included the broker and consultants. Each of these
options are exercisable at $0.06 per option and expire
on 31 December 2024.
Following receipt of shareholder approval, the
Company issued 80,328,290 warrants to Nebari
(pursuant to the secured loan facility agreement)
in September 2023. Each of these warrants are
exercisable at $0.048 per warrant and expire on
12 September 2025.
As at the date of this report, there are 423,860,979
outstanding options and 80,328,290 outstanding
warrants.
During 2023, the Company issued 66,326,400
performance rights to the incoming Managing
Director (following receipt of shareholder approval
on 7 September 2023) and 26,529,428 performance
rights to employees and contractors.
During 2023, no performance rights vested (or
were exercised), and 30.7 million performance
rights lapsed. As at the date of this report, a further
52,113,600 performance rights have lapsed.
As at the date of this report, there were 68,292,228
performance rights on issue, expiring in June and July
2024, May and June 2026, August 2027, September
2028, and December 2028. The details of the
performance conditions relating to the performance
rights are as follows:
Performance Condition
Each Performance Right will vest upon the earlier of:
■
■
Announcement of a Scoping Study that confirms the positive economics of the
Projects; or
The volume weighted average price of the Shares equals or exceeds $0.35 per
Share for five (5) consecutive trading days
Each Performance Right will vest upon the earlier of:
■
■
Board approval to Proceed with a Project Definitive Feasibility Study; or
The volume weighted average price of the Shares equals or exceeds $0.40 per
Share for five (5) consecutive trading days
Total expiring in June and July 2024
Performance Condition
Commence mining of the Nifty Copper open pit
Commissioning of the SX-EW processing plant at Nifty; or a minimum
$0.40 per Share 20-day VWAP
Number
650,000
650,000
1,300,000
Number
6,250,000
6,250,000
Copper production exceeding 25,000 tonnes of contained copper metal after
commencement of mining of the Nifty Copper mine; or a minimum $0.475 per Share
6,250,000
20-day VWAP
Cyprium’s quarterly production of at least 50,000 tonnes per annum copper equivalent; or
a minimum $0.50 per Share 20-day VWAP
Total expiring in June and July 2026
6,250,000
25,000,000
12
Performance Condition
Commence mining of the Nifty Copper open pit
Commissioning of the SX-EW processing plant at Nifty; or
a minimum $0.40 per Share 20-day VWAP
Expand Cyprium’s copper equivalent resource inventory to 2.0mt contained
copper metal; or a minimum $0.45 per Share 20-day VWAP
Copper production exceeding 25,000 tonnes of contained copper metal after
commencement of mining of the Nifty Copper mine;
or a minimum $0.475 per Share 20-day VWAP
Cyprium’s quarterly production of at least 50,000 tonnes per annum copper equivalent;
or a minimum $0.50 per Share 20-day VWAP
Total expiring in August 2027
Performance Condition
Production of 10,000 tonnes of copper at the Nifty Project
Announcement of mineral reserves of 400,000 tonnes contained copper
Announcement of mineral reserves of 2.0mt contained copper equivalent metal
Total expiring in September 2028
Performance Condition
Directors’ Report
Number
250,000
250,000
250,000
250,000
250,000
1,250,000
Number
2,842,560
5,685,120
5,685,120
14,212,800
Number
Achievement of a final integrated life of mine (LOM) business plan for the
redevelopment of the Nifty Copper Project, based on the development of an
800,000
open pit mine, approved by the Board
Financial close of debt and equity capital sufficient to fund the initial development of the
LOM business plan for the Nifty Copper Project (as determined by the LOM business plan)
First copper production as per the Board approved integrated LOM business plan at the
Nifty Copper Project
Quarterly copper production at the Nifty Copper Project an annualised rate exceeding
20,000 tonnes p.a.
Publish a Sustainability Report
Total expiring in December 2028
2,460,000
1,640,000
2,050,000
1,250,000
8,200,000
Note: In addition to the performance conditions, 1/3rd of the total allocation will vest each year based on continuous service over a period of three (3) years from the
commencement date.
13
Directors’ Report
Performance Condition
Continuous service to the Company for a period of 12 months from the date of issue
Continuous service to the Company for a period of 24 months from the date of issue
Continuous service to the Company for a period of 36 months from the date of issue
Total expiring in December 2028
DIRECTORS’ MEETINGS
Number
6,109,809
6,109,809
6,109,810
18,329,428
The number of meetings of Directors (including meetings of committees of Directors) held during the year and the
number of meetings attended by each Director were as follows:
Directors’ Meetings
Audit Committee Meetings
Remuneration
Committee Meetings
Eligible to attend
Attended
Eligible to attend
Attended
Eligible to attend
Attended
Matt Fifield
Gary Comb
Ross Bhappu
Barry Cahill
Clive Donner
John Featherby
Nicholas Rowley
4
8
2
3
5
5
1
4
7
2
3
5
5
1
-
2
-
-
-
1
1
-
2
-
-
-
1
1
4
4
4
-
-
-
-
4
4
3
-
-
-
-
During the year, the Company had an Audit
Committee and Remuneration Committee.
PROCEEDINGS ON BEHALF OF COMPANY
No person has applied for leave of the Court to bring
proceedings on behalf of the Company or intervene in
any proceedings to which the Company is a party for
the purpose of taking responsibility on behalf of the
Company for all or any part of those proceedings. The
Company was not a party to any such proceedings
during the year.
14
Directors’ Report
CORPORATE GOVERNANCE
AUDITOR INDEPENDENCE AND NON-AUDIT SERVICES
In recognising the need for the highest standards of
corporate behaviour and accountability, the Directors
of Cyprium Metals Limited support and adhere to the
principles of sound corporate governance. The Board
recognises the recommendations of the Australian
Securities Exchange Corporate Governance Council
and considers that Cyprium Metals Limited complies
to the extent possible with those guidelines, which
are of importance and add value to the commercial
operation of an ASX listed resources company.
The Company has established a set of corporate
governance policies and procedures, and these can
be found on the Company’s website:
cypriummetals.com.
The Corporate Governance Statement which will be
approved at the same time as the Annual Report can
be found at https://cypriummetals.com/about-us/
corporate-governance/.
The Board notes that the Corporate Governance
Statement (link above) reflects the Company’s
compliance with the recommendations of the
Australian Securities Exchange Corporate Governance
Council for FY23.
The Board notes that during FY23 and into FY24,
the Company underwent significant Board and
management changes. As part of these changes,
the current Board has commissioned a review of its
Corporate Governance Framework to ensure that it
is fit for purpose moving forward and adheres to the
highest standards of governance.
Section 307C of the Corporations Act 2001 requires
the Company’s auditors to provide the Directors
of Cyprium Metals Limited with an Independence
Declaration in relation to the audit of the financial
report. A copy of that declaration is included
within the annual report, and forms part of this
directors’ report.
During the year the Company’s auditors did not
perform any other services in addition to their
statutory audit duties. The Board considers any
non-audit services provided by the auditor and
satisfies itself that the provision of those non-audit
services is compatible with, and do not compromise,
the auditor independence requirements of the
Corporations Act 2001 for the following reasons:
■
■
all non-audit services are subject to the
corporate governance procedures adopted
by the Company and are reviewed to ensure
they do not impact upon the impartiality and
objectivity of the auditor.
the non-audit services do not undermine
the general principles relating to auditor
independence as set out in APES 110 code of
Ethics for Professional Accountants, as they do
not involve reviewing or auditing the auditor’s
own work, acting in a management or decision-
making capacity for the Company, acting as an
advocate for the Company or jointly sharing
risks and rewards. Details of the amounts paid
to the auditors of the Company, and its related
practices for audit and non-audit services
provided during the year are set out in note 22
to the financial statements.
15
Directors’ Report
AUDITED REMUNERATION REPORT
This report, which forms part of the Directors’ report,
outlines the remuneration arrangements in place for
the key management personnel of Cyprium Metals
Limited for the financial year ended 31 December
2023. The information provided in this remuneration
report has been audited as required by Section
308(3C) of the Corporations Act 2001.
The remuneration report details the remuneration
arrangements for Key Management Personnel
(‘KMP’) who are defined as those persons having
authority and responsibility for planning, directing
and controlling the major activities of the Group,
directly or indirectly, including any Director (whether
executive or otherwise) of the Group.
Details of KMP
■ Mr Matthew Fifield
(appointed 13 September 2023)
■ Mr Gary Comb (appointed 14 June 2019)
■ Mr Ross Bhappu
(appointed 15 November 2023)
■ Mr Clive Donner (appointed 13 September
2023, resigned 16 February 2024)
■ Mr John Featherby (appointed 12 April 2023,
resigned 15 November 2023)
■ Mr Barry Cahill (resigned 13 September 2023)
■ Mr Nicholas Rowley (resigned 12 April 2023)
Remuneration Policy
The remuneration policy of Cyprium Metals
Limited has been designed by the Board taking into
consideration the stage of development of the Group
and the activities undertaken. The Board of Cyprium
Metals Limited 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.
The remuneration policy aims to attract, retain and
motivate the high-performing individuals that will
deliver the business strategy and create
long-term value. Performance-related pay to
incentivise high performance and rewards are to
be linked to and commensurate with performance.
As a result, performance-related pay represents a
meaningful portion of total remuneration for all KMP
and employees that have the ability to influence
shareholder value. Shareholder value is created by
project acquisition, analysis, expansion, financing,
development and operations.
16
During the pre-decision to construct mine phase,
KMP and employees are incentivised to deliver
the business strategy and to acquire and grow the
Company’s project base.
Fixed remuneration
Fixed remuneration consists of total Directors’
fees, salaries, bonus, consulting fees and employer
contributions to superannuation funds, excluding
performance pay (cash, shares and options). Fixed
remuneration levels are reviewed annually by
the Board.
Executive remuneration
The objective of the Group’s executive reward
framework is to ensure reward for performance is
competitive and appropriate for the results delivered.
The framework has the following components:
■
■
■
Base salary (which is based on factors such as
length of service, performance and experience)
and, where applicable, employer contributions
to superannuation;
Consulting fees for executives providing
services under a services contract; and
Long-term incentives through participation in
the Performance Rights Plan of Cyprium Metals
Limited and as approved by the Board.
Non-Executive Directors’ remuneration
The Board policy is to remunerate non-executive
directors at market rates for comparable companies
for time, commitment and responsibilities. The board
determines payments to the non-executive directors
and reviews their remuneration annually, based on
market practice, duties and accountability.
Fees for non-executive directors are not linked to the
performance of the Group. However, to align Directors’
interests with shareholder interests, directors may
receive long-term performance incentives via the
Performance Rights Plan of Cyprium Metals Limited.
The maximum aggregate amount of fees that can be
paid to non-executive directors is subject to approval
by shareholders at the Annual General Meeting and is
currently $450,000.
The annual remuneration for each non-executive
director was set in the range of $60,000-$90,000 per
annum during 2023. These fees have been determined
by the Board of the Company, taking into consideration
factors such as the market rates of industry peer
companies and the current level of activity.
Directors’ Report
Where there is a significant change in the size and
scale of Company activities these annual fees will be
reviewed. Where approved and at the request of
the Board, any of the Non-Executive Directors
may from time to time be required to fulfil certain
executive functions.
Use of remuneration consultants
During the financial year ended 31 December
2023, the Group, through the Nomination and
Remuneration Committee, engaged Remsmart,
remuneration consultants, to review C-Suite,
senior management and general staff’s
remuneration framework and pay scales, and
provide recommendations on both the STI and
LTI programs. This has resulted in share-based
payments remuneration in the form of options (STI
and LTI) being implemented. Remsmart was paid
$48,675 for these services.
An agreed set of protocols were put in place to
ensure that the remuneration recommendations
would be free from undue influence from key
management personnel. These protocols include
requiring that the consultant not communicate
with affected key management personnel without
a member of the Remuneration Committee being
present, and that the consultant not provide
any information relating to the outcome of the
engagement with the affected key management
personnel. The Board is also required to make
inquiries of the consultant’s processes at the
conclusion of the engagement to ensure that they
are satisfied that any recommendations made
have been free from undue influence. The Board is
satisfied that these protocols were followed and as
such there was no undue influence.
Employee Securities Incentive Plan
The Employee Securities Incentive Plan of Cyprium
Metals Limited was last approved by Shareholders at
the 2022 Annual General Meeting.
Directors, full and part time employees and
contractors of Cyprium Metals Limited are eligible
to participate in the Employee Securities Incentive
Plan. Any issue of Employee Securities Incentives to
Directors is subject to Shareholder approval pursuant
to the provisions of the ASX Listing Rules and the
Corporations Act 2001. The Directors consider that
the Cyprium Metals Limited Employee Securities
Incentive Plan represents an appropriate method to:
■
■
Reward Directors, KMP and employees for
their performance;
Provide long-term incentives for participation
in the Company’s future growth;
■ Motivate and retain Directors, KMP and
employees;
■
■
■
Establish a sense of ownership in the Company
for Directors and employees;
Enhance the relationship between the
Company and its employees for the long-term
mutual benefit of all parties; and
Enable the Company to attract high calibre
individuals who can bring specific expertise to
the Company.
Voting on the Remuneration Report – 2023 Annual
General Meeting
The Company received approximately 97.92% of ‘yes’
votes on its Remuneration Report for the year ended
31 December 2022.
17
Directors’ Report
Loans to Directors and Executives
There were no loans to Directors and KMP during the financial year ended 31 December 2023.
Details of Remuneration
Details of the nature and amount of each element of the remuneration of each Director of the Company for the
year ended 31 December 2023 are as follows:
Share Based
Payments1
Termination
Benefit
Other
Benefits2
Total Performance
related
Salary or
Consulting
Fees
$
18,000
81,000
7,500
Matt Fifield(a)
Gary Comb(b)
Ross Bhappu(c)
Clive Donner(d)
135,000
159,735
John Featherby(e)
35,726
Barry Cahill(f)
302,683
Nicholas Rowley(g)
16,833
-
-
-
$
-
-
-
$
-
-
-
-
-
$
-
$
18,000
8,610
89,610
-
7,500
%
0%
0%
0%
12,375
307,110
52%
3,814
39,540
804,742
88,219
1,195,644
-
-
16,833
0%
0%
0%
596,742
159,735
804,742
113,018
1,674,237
10%
(a) Appointed as Non-Executive Chairman on 13 September 2023.
(e) Appointed as Non-Executive Director on 12 April 2023. Resigned on
(b) Non-Executive Chairman until 13 September 2023. Since then,
15 November 2023.
served as Non-Executive Director.
(f)
Resigned as Managing Director on 13 September 2023.
(c) Appointed as Non-Executive Director on 15 November 2023.
(g) Resigned as Non-Executive Director on 12 April 2023.
(d) Appointed as Managing Director on 13 September 2023.
Resigned on 16 February 2024.
Details of the nature and amount of each element of the remuneration of each Director of the
Company for the year ended 31 December 2022 are as follows:
2022
Salary or
Consulting Fees
Share Based
Payments1
Other
Benefits2
Total
Performance
related
$
$
$
$
Gary Comb
90,000
387,475
9,225
486,700
Barry Cahill
420,301
909,038
43,007
1,372,346
Nicholas Rowley
60,000
31,922
-
91,922
570,301
1,328,435
52,232
1,950,968
%
80%
66%
35%
68%
1
These values relate to non-cash performance rights issued during 2019, 2020, 2021, 2022 and 2023 years and have been derived using valuation
techniques and inputs as set out in Note 17. The 2022 charge includes adjustments from previous years due to the acceleration of actual and
forecast vesting conditions.
2 Other benefit payments related to statutory superannuation.
18
Directors’ Report
Shareholdings of Directors
The number of shares in the Company held during the year by Directors of the Company, either directly or
indirectly, is set out below. There were no shares granted during the reporting year as compensation.
2023
Opening
Balance
Balance on
appointment
Addition/
Purchase
Disposal
Balance on
Resignation
Closing
Balance
Matt Fifield(a)
-
236,907,889
22,541,646
Gary Comb(c)
7,856,806
Ross Bhappu(d)
Clive Donner(e)
John Featherby(f)
-
-
-
Barry Cahill(g)
9,299,665
Nicholas Rowley(h)
2,860,000
Option holdings of Directors
1,345,346
7,500,000
12,500,000
-
-
-
-
5,000,000
-
-
-
-
-
-
-
-
-
-
-
-
-
262,449,535(b)
9,202,152
7,500,000
12,500,000
(5,000,000)
(9,299,665)
(2,860,000)
-
-
-
The number of options in the Company held during the year by Directors of the Company, either
directly or indirectly, is set out below.
2023
Matt Fifield(a)
Gary Comb(c)
Ross Bhappu(d)
Clive Donner(e)
John Featherby(f)
Barry Cahill(g)
Nicholas Rowley(h)
Opening
Balance
Balance on
appointment
Addition/
Purchase
Disposal
Balance on
Resignation
Closing
Balance
-
-
-
-
-
-
-
103,216,636
-
-
-
672,675
3,750,000
6,250,000
-
-
-
-
2,500,000
-
-
-
-
-
-
-
-
-
-
-
-
-
103,216,636
672,675
3,750,000
6,250,000
(2,500,000)
-
-
-
-
-
(a) Appointed as Non-Executive Chairman on 13 September 2023.
(d) Appointed as Non-Executive Director on 15 November 2023.
(b) From this total, 152,470,000 are held by FF Hybrid, L.P and GP
(e) Appointed as Managing Director on 13 September 2023.
Recovery Fund LLC (“Flat Footed”) pursuant to which P R C M
Nominees Pty Ltd (“PRCM”, of which Mr Fifield is an associate) may
vote Flat Footed’s shares for an agreed term. Since 31 December
2023, and as of the date of this report, the voting agreement has
expired pursuant to its terms. Therefore, the shareholding of
Matt Fifield has reduced to 109,979,535 shares.
(c) Non-Executive Chairman until 13 September 2023. Since then,
served as Non-Executive Director.
Resigned on 16 February 2024.
(f)
Appointed as Non-Executive Director on 12 April 2023.
Resigned on 15 November 2023.
(g) Resigned as Managing Director on 13 September 2023.
(h) Resigned as Non-Executive Director on 12 April 2023.
All equity transactions with Directors have been entered into under terms and conditions no more favourable than those the Company would have adopted
if dealing at arm’s length.
19
Directors’ Report
Performance Rights of Directors
The number of performance rights in the Company issued during the year to Directors of the Company, and
outstanding at balance date, is set out below.
Issued during 2023 and outstanding as at 31 December 2023, Clive Donner was issued 56,851,200 performance
rights with the following vesting conditions:
Business Incentive Performance Right
Performance Milestones
Category
Weighting
Performance
Rights
1
Funding Close
Achievement of a final integrated life of mine (LOM) business plan for the
1A
redevelopment of the Nifty Copper Project, based on the development of
10%
5,685,120
an open pit mine, approved by the Board.
Financial close of debt and equity capital sufficient to fund the initial
1B
development of the LOM business plan for the Nifty Copper Project
30%
17,055,360
(as determined by the LOM business plan).
2
Copper Production
2A
First copper production as per the Board approved integrated LOM
business plan at the Nifty Copper Project.
2B
Production of 10,000 tonnes of copper at the Nifty Copper Project
2C
2D
Quarterly copper production at the Nifty Copper Project an annualised
rate exceeding 20,000 tonnes p.a.
Quarterly copper production at the Nifty Copper Project an annualised
rate exceeding 30,000 tonnes p.a.
2E
Publish a Sustainability Report.
3
Mineral Reserve and Resource Growth
3A
3B
Announcement of mineral reserves of 400,000 tonnes contained copper
metal
Announcement of mineral resources of 2.0mt contained copper
equivalent metal
5%
5%
10%
15%
5%
10%
10%
2,842,560
2,842,560
5,685,120
8,527,680
2,842,560
5,685,120
5,685,120
100%
56,851,200
20
Directors’ Report
In addition, Clive Donner was also issued 9,475,200 performance rights as part of the ‘shareholder reward plan’.
Refer to note 17 for further details.
Outstanding as at 31 December 2023:
2021
Vesting Conditions
1
2
Gary Comb
1,000,000
1,000,000
Total
1,000,000
1,000,000
3
-
-
4
5
Total
1,000,000
1,000,000
4,000,000
1,000,000
1,000,000
4,000,000
Vesting conditions
1. Commence mining of the Nifty Copper open-pit.
2. Commissioning of the SX-EW processing plant at Nifty; or a minimum $0.40 cent per Share 20-day VWAP.
3.
Expand Cyprium’s copper equivalent resource inventory to 1.5mt contained copper metal; or a minimum
$0.45 cent per Share 20-day VWAP.
4. Copper production exceeding 25,000 tonnes of contained copper metal after commencement of mining of the
Nifty Copper mine; or a minimum $0.475 cent per Share 20-day VWAP.
5. Cyprium’s quarterly production of at least 50,000 tonnes per annum copper equivalent; or a minimum $0.50
cent per Share 20-day VWAP.
2019
Gary Comb
Total
Vesting conditions
Vesting Conditions
1
-
-
2
-
-
3
4
Total
500,000
500,000
1,000,000
500,000
500,000
1,000,000
1. Completion of a transaction to acquire or earn into majority ownership interests in projects.
2. Release of a Copper mineral resource of at least 80,000 tonnes.
3. Announcement of a Scoping Study or the average share price of $0.35 per share for 5 consecutive days.
4. Board resolves to proceed with a Feasibility Study or the average share price of $0.40 per share for
5 consecutive days.
21
Directors’ Report
Options Affecting Remuneration
There were no options affecting remuneration in the current reporting year.
Other transactions with key management personnel
There were no other transactions with key management personnel during the year ended 31 December 2023
(2022: $nil).
Additional Information
The factors that are considered to affect total shareholders’ return are summarised below:
Loss attributable to owners of the
company ($’000)
(19,568)
(27,474)
(26,672)
(997)
(2,354)
(5,892)
2023
2022
2021
2020
2019
2018
Dividends paid ($)
-
-
-
-
-
-
Share price at financial year end ($)
0.028
0.105
0.165
0.205
0.245
0.185
Total shareholders’ return is not used to determine the nature and amount of remuneration as the Board does
not consider that this indicator is particularly relevant in the junior resource sector which is generally speculative
in nature and where exploration success cannot be assured.
While the Group’s main activities relate to exploration and development projects so the nature and amount of
remuneration cannot be related to traditional financial measures or to share price performance and shareholder
value. If the Group does in due course have exploration success and proves up an economic resource and
ultimately develops an economically viable mining project, then it is likely that some component of the
remuneration of key management personnel would relate to financial performance measures that would be
expected to enhance share performance and shareholder wealth.
END OF AUDITED REMUNERATION REPORT
This report is signed accordance with a resolution of the Board of Directors made pursuant to section 306(3) of
the Corporations Act 2001.
ROUNDING
The amounts contained in this report have been rounded to the nearest ‘000 (unless otherwise stated) under the
option available to the Company under ASIC Corporations Instrument 2016/91. The company is an entity to which
the legislative instrument applies.
Matthew (Matt) Fi ield
Executive Chairman
Perth, WA
27 March 2024
22
Consolidated Statement of Profit or Loss and Other Comprehensive Income
Consolidated Statement of Profit or Loss
and Other Comprehensive Income
for the year ended 31 December 2023
Continuing Operations
Interest income
Other income
Employee expenses
Management and administrative expenses
Share-based payments – performance rights
Depreciation and amortisation
Interest and finance charges
Amortisation – arrangement fees
Interest expense on lease liabilities
Gain on foreign exchange
Loss before income tax
2023
2022
Note
$’000
$’000
374
1,822
183
-
(5,438)
(11,859)
(10,280)
(12,346)
(553)
(3,216)
(1,522)
(1,662)
(1,486)
(2,538)
(168)
221
-
-
(49)
-
(19,568)
(28,949)
Income tax benefit
3
-
1,475
Net loss for the year from continuing operations
(19,568)
(27,474)
Other comprehensive income
Total comprehensive loss for the year
Loss per share
-
-
(19,568)
(27,474)
Basic loss per share (cents per share)
23
(2.01)
(4.29)
The above Consolidated Statement of Profit or Loss and Other Comprehensive Income should be read in
conjunction with the accompanying notes.
23
Consolidated Statement of Financial Position
Consolidated Statement of Financial Position
as at 31 December 2023
Current Assets
Cash and cash equivalents
Receivables
Inventories
Other assets
Total Current Assets
Non-Current Assets
Right-of-use asset
Property plant and equipment
Deferred exploration and evaluation expenditure
Other non-current financial assets
Total Non-Current Assets
Total Assets
Current Liabilities
Trade and other payables
Lease liabilities
Borrowings
Total Current Liabilities
Non-Current Liabilities
Lease liabilities
Convertible notes
Provisions
Total Non-Current Liabilities
Total Liabilities
Net Assets
Equity
Issued capital
Reserves
Convertible borrowings - equity component
Accumulated losses
Total Equity
31-Dec-2023
31-Dec-2022
Note
$’000
$’000
4
5
6
7
8
9
10
11
12
13
14
13
15
16
17
18
19
22,591
100
6,442
974
1,694
459
6,606
1,375
30,107
10,134
963
236
111,416
105,282
33,364
7,079
152,822
182,929
4,363
465
14,296
19,124
1,200
33,935
36,345
71,480
90,604
92,325
31,995
6,855
144,368
154,502
6,190
341
-
6,531
710
31,700
35,181
67,591
74,122
80,380
301,009
271,685
6,685
8,748
6,086
8,748
(224,117)
(206,139)
92,325
80,380
The above Consolidated Statement of Financial Position should be read in conjunction with the accompanying notes.
24
Consolidated Statement of Changes in Equity
Consolidated Statement of Changes in Equity
as at 31 December 2023
Issued capital
Accumulated
losses
Convertible
borrowings - equity
component Reserves
Total
$’000
$’000
$’000
$’000
$’000
Balance at 1 January 2022
251,993
(181,740)
8,748
8,321
87,322
Loss for the year
Total comprehensive loss for the year
Transactions with owners in their
capacity as owners
Shares issued
Share based payments
-
-
(27,474)
(27,474)
17,926
-
-
-
Transfer from reserves
2,883
3,075
Cost of Issues
(1,117)
-
-
-
-
-
-
-
-
-
(27,474)
(27,474)
-
17,926
3,723
3,723
(5,958)
-
-
(1,117)
Balance at 31 December 2022
271,685
(206,139)
8,748
6,086
80,380
Balance at 1 January 2023
271,685
(206,139)
8,748
6,086
80,380
Loss for the year
Total comprehensive loss for the year
Transactions with owners in their
capacity as owners
-
-
(19,568)
(19,568)
Shares issued
Options issued
Warrants issued
Share based payments
Transfer from reserves
31,780
-
-
-
-
Cost of Issues
(2,456)
-
-
-
-
1,590
-
-
-
-
-
-
-
-
-
-
-
(19,568)
(19,568)
-
31,780
185
185
1,206
1,206
798
798
(1,590)
-
-
(2,456)
Balance at 31 December 2023
301,009
(224,117)
8,748
6,685
92,325
The above Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying notes.
25
Consolidated Statement of Cash Flows
Consolidated Statement of Cash Flows
for the year ended 31 December 2023
Cash flows from operating activities
Payments to suppliers and employees – continuing operations
(13,920)
(25,282)
31-Dec-2023
31-Dec-2022
Note
$’000
$’000
Interest paid on lease liabilities
Interest paid on convertible notes
Interest on borrowing
Interest received
Proceeds from asset sales
(168)
(1,440)
(1,398)
374
1,822
(49)
(1,440)
-
296
-
Research and development allowance received
-
1,475
Net cash (used in) operating activities
4
(14,730)
(25,000)
Cash flows from investing activities
Payment for plant and equipment
Acquisitions of projects
Payments for exploration expenditure
Proceeds from the sale of plant and equipment
(Payments for)/refund of security deposits
(3,294)
(11,377)
-
(1,400)
-
(224)
(300)
(3,948)
116
94
Net cash (used in) investing activities
(4,918)
(15,415)
Cash flows from financing activities
Proceeds from issue of shares
Proceeds from loan
Repayment of loan
Payments for loan issue costs
Payments for share issue costs
Payment of lease liabilities
Net cash provided by financing activities
Net increase/(decrease) in cash and cash equivalents
Cash and cash equivalents at the beginning of the year
Cash and cash equivalents at the end of the year
4
4
4
4
31,619
17,926
21,450
(6,859)
(3,016)
(2,270)
(379)
-
-
-
(1,117)
(174)
40,545
16,635
20,897
(23,780)
1,694
22,591
25,474
1,694
The above Consolidated Statement of Cash Flows should be read in conjunction with the accompanying notes.
26
Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements
for the year ended 31 December 2023
1. Corporate Information
The financial report of Cyprium Metals Limited
(“Cyprium Metals” or “the Company”) and its
controlled subsidies (“the Group”) for the year ended
31 December 2023 was authorised for issue in
accordance with a resolution of the Directors on
27 March 2024.
Cyprium Metals is a company limited by shares
incorporated in Australia whose shares are publicly
traded on the Australian Securities Exchange. The
nature of the operations and the principal activities of
the Company are described in the Directors’ Report
and Review of Operations.
2. Summary of Significant Accounting Policies
(a) Basis of Preparation
The financial statements are general purpose financial
statements, which have been prepared in accordance
with the requirements of the Corporations Act
2001, Australian Accounting Standards, and other
authoritative pronouncements of the Australian
Accounting Standards Board. The financial statements
have also been prepared on a historical cost basis.
The presentation currency is Australian dollars.
Parent entity information
In accordance with the Corporations Act 2001, these
financial statements present the results of the Group
only. Supplementary information about the parent
entity is disclosed in note 25.
(b) Compliance Statement
The financial report complies with Australian
Accounting Standards, which include Australian
equivalents to International Financial Reporting
Standards (AIFRS). Compliance with AIFRS ensures
that the financial report, comprising the financial
statements and notes thereto, complies with
International Financial Reporting Standards (IFRS).
(c) Basis of Consolidation
The consolidated financial statements comprise the
financial statements of Cyprium Metals Limited (‘the
Company’) and its subsidiaries as at 31 December
each year (‘the Group’). Subsidiaries are all those
entities over which the consolidated entity has
control. The Group controls an entity when the
Group is exposed to, or has rights to, variable returns
from its involvement with the entity and has the
ability to affect those returns through its power to
direct the activities of the entity. Subsidiaries are
fully consolidated from the date on which control is
transferred to the consolidated entity. They are
de-consolidated from the date that control ceases.
The existence and effect of potential voting rights
that are currently exercisable or convertible are
considered when assessing whether a Company
controls another entity.
In preparing the consolidated financial statements,
all intercompany balances and transactions, income
and expenses and profits and losses resulting from
intra-company transactions have been eliminated
in full. Unrealized losses are also eliminated unless
costs cannot be recovered. Non-controlling interests
in the results and equity of subsidiaries are shown
separately in the Statement of Profit or Loss and
Other Comprehensive Income and Statement of
Financial Position respectively.
(d) Changes in accounting policies and
disclosures
The Directors have reviewed all of the new and
revised Standards and Interpretations issued by the
AASB that are relevant to the Group’s operations
and effective for future reporting years. It has
been determined by the Directors that there is no
impact, material or otherwise, of the new and revised
Standards and Interpretations on the Group and
therefore, no change will be necessary to Group
accounting policies.
(e) New standards, interpretations, and
amendments
Any new, revised or amending Accounting Standards
or Interpretations that are not yet mandatory
have not been early adopted. The Directors have
determined that there was no material impact on
adoption of these new or amended Accounting
Standards and Interpretations.
(f) Foreign Currency Translation
(i) Functional and presentation currency
Items included in the financial statements of each of
the Company’s controlled entities are measured using
the currency of the primary economic environment in
which the entity operates (‘the functional currency’).
27
Notes to the Consolidated Financial Statements
The functional and presentation currency of Cyprium
Metals is Australian dollars. The functional currency of
the Indonesian subsidiary is the US Dollar.
(ii) Transactions and balances
Foreign currency transactions are translated
into the functional currency using the exchange
rates prevailing at the dates of the transactions.
Foreign exchange gains and losses resulting from
the settlement of such transactions and from the
translation at year end exchange rates of monetary
assets and liabilities denominated in foreign
currencies are recognized in the Statement of Profit
or Loss and Other Comprehensive Income.
(iii) Group entities
The results and financial position of all the Group
entities (none of which has the currency of a
hyperinflationary economy) that have a functional
currency different from the presentation currency are
translated into the presentation currency as follows:
■
■
assets and liabilities are translated at the
closing rate at balance date.
income and expenses are translated at average
exchange rates (unless this is not a reasonable
approximation of the rates prevailing on the
transaction dates, in which case income and
expenses are translated at the dates of the
transactions); and
■
all resulting exchange differences are
recognised as a separate component of equity.
On consolidation, exchange differences arising from
the translation of any net investment in foreign
entities are taken to shareholders’ equity. When a
foreign operation is sold or any borrowings forming
part of the net investment are repaid, a proportionate
share of such exchange differences are recognised
in the Statement of Profit or Loss and Other
Comprehensive Income, as part of the gain or loss on
sale where applicable.
(g) Segment Reporting
The Group determines and presents operating
segments based on the information that is internally
provided to the Board of Directors who are the
Group’s chief operating decision makers. An
operating segment is a component of the Group that
engages in business activities whose operating results
are reviewed regularly by the Board and for which
discrete financial information is available.
The Group has been involved in exploration and
development activities in Australia and has one
28
geographical operating segment, that its Board
reviews to make decisions about resources to
be allocated to the segment and to assess its
performance. Segment capital expenditure is
the total cost incurred during the year to acquire
property, plant and equipment, and exploration and
evaluation expenditure.
(h) Exploration and evaluation expenditure
Exploration for and evaluation of mineral resources is
the search for mineral resources after the entity has
obtained legal rights to explore in a specific area, as
well as the determination of the technical feasibility
and commercial viability of extracting the mineral
resource. Accordingly, exploration and evaluation
expenditures are those expenditures incurred by the
Group in connection with the exploration for and
evaluation of minerals resources before the technical
feasibility and commercial viability of extracting
mineral resources are demonstrable.
Accounting for exploration and evaluation
expenditures is assessed separately for each ‘area
of interest’. An ‘area of interest’ is an individual
geological area which is considered to constitute a
favourable environment for the presence of a mineral
deposit or has been proved to contain such a deposit.
Expenditure incurred on activities that precede
exploration and evaluation of mineral resources,
including all expenditure incurred prior to securing
legal rights to explore an area, is expensed as
incurred. For each area of interest, the expenditure
is recognized as an exploration and evaluation asset
when the following is satisfied:
(i)
the rights to tenure of the area of interest are
current; and
(ii) at least one of the following conditions is also
met:
(a) the exploration and evaluation expenditures
are expected to be recouped through successful
development and exploration of the area of
interest, or alternatively, by its sale; or
(b) exploration and evaluation activities in the
area of interest have not at the balance date
reached a stage which permits a reasonable
assessment of the existence or otherwise of
economically recoverable reserves, and active
and significant operations in, or in relation to, the
area of interest are continuing.
Exploration and evaluation assets are initially
measured at cost and include acquisition of rights to
explore, studies, exploratory drilling, trenching, and
sampling and associated activities and an allocation
of depreciation and amortisation of assets used
in exploration and evaluation activities. General
and administrative costs are only included in the
measurement of exploration and evaluation costs
where they are related directly to operational
activities in a particular area of interest.
Exploration and evaluation assets are assessed for
impairment when facts and circumstances suggest
that the carrying amount of an exploration and
evaluation asset may exceed its recoverable amount.
The recoverable amount of the exploration and
evaluation asset (for the cash generating unit(s) to
which it has been allocated being no larger than the
relevant area of interest) is estimated to determine
the extent of the impairment loss (if any). Where an
impairment loss subsequently reverses, the carrying
amount of the asset is increased to the revised
estimate of its recoverable amount, but only to the
extent that the increased carrying amount does not
exceed the carrying amount that would have been
determined had no impairment loss been recognized
for the asset in previous years.
Where a decision has been made to proceed with
development in respect of a particular area of
interest, the relevant exploration and evaluation
asset is tested for impairment and the balance is
then reclassified to development. Where an area
of interest is abandoned, any expenditure carried
forward in respect of that area is written off.
(i)
Income Tax
Income tax expense or benefit for the year is the
tax payable on the current year’s taxable income
or loss based on the national income tax rate for
each jurisdiction adjusted by changes in deferred
tax assets and liabilities attributable to temporary
differences between the tax bases of assets and
liabilities and their carrying amounts in the financial
statements. Current and deferred tax expense
attributable to amounts recognized directly in equity
is also recognized directly in equity.
Deferred tax assets and liabilities are recognized for
temporary differences at the tax rates expected to
apply when the assets are recovered or liabilities are
settled, based on those tax rates which are enacted
or substantively enacted for each jurisdiction. The
relevant tax rates are applied to the cumulative
amounts of deductible and taxable temporary
differences to measure the deferred tax asset or
liability. An exception is made for certain temporary
differences arising from the initial recognition of an
Notes to the Consolidated Financial Statements
asset or liability. No deferred tax asset or liability is
recognized in relation to these temporary differences
if they arose in a transaction, other than a business
combination, that at the time of the transaction did
not affect either accounting or taxable profit or loss.
Deferred tax assets are recognized for deductible
temporary differences and unused tax losses only
if it is probable that future taxable amounts will be
available to utilize those temporary differences and
losses. Deferred tax assets and liabilities are offset
when there is a legally enforceable right to offset
current tax assets and liabilities and when deferred
tax balances relate to the same taxation authority.
Current tax assets and tax liabilities are offset when
the entity has a legally enforceable right to offset and
intends either to settle on a net basis, or to realize the
asset and settle the liability simultaneously.
(j)
Impairment of non-financial assets
other than goodwill
The Company assesses at each balance date
whether there is an indication that an asset may
be impaired. If any such indication exists, or when
annual impairment testing for an asset is required,
the Company makes an estimate of the asset’s
recoverable amount.
An asset’s recoverable amount is the higher of its
fair value less costs to sell and its value in use and
is determined for an individual asset, unless the
asset does not generate cash inflows that are largely
independent of those from other assets or Group
of assets and the asset’s value in use cannot be
estimated to be close to its fair value. In such cases
the asset is tested for impairment as part of the cash-
generating unit to which it belongs. When the carrying
amount of an asset or cash-generating unit exceeds
its recoverable amount, the asset or cash-generating
unit is considered impaired and is written down to its
recoverable amount.
In assessing value in use, the estimated future cash
flows are discounted to their present value using a
pre-tax discount rate that reflects current market
assessments of the time value of money and the
risks specific to the asset. Impairment losses relating
to continuing operations are recognised in those
expense categories consistent with the function of the
impaired asset unless the asset is carried at revalued
amount (in which case the impairment loss is treated
as a revaluation decrease).
An assessment is also made at each balance date
as to whether there is any indication that previously
recognised impairment losses may no longer exist
29
Notes to the Consolidated Financial Statements
or may have decreased. If such indication exists,
the recoverable amount is estimated. A previously
recognised impairment loss is reversed only if there
has been a change in the estimates used to determine
the asset’s recoverable amount since the last
impairment loss was recognised. If that is the case
the carrying amount of the asset is increased to its
recoverable amount. That increased amount cannot
exceed the carrying amount that would have been
determined, net of depreciation, had no impairment
loss been recognised for the asset in prior years.
A reversal is recognised in profit or loss unless the
asset is carried at revalued amount, in which case
the reversal is treated as a revaluation increase. After
such a reversal the depreciation charge is adjusted
in future years to allocate the asset’s revised carrying
amount, less any residual value, on a systematic basis
over its remaining useful life.
(k) Cash and cash equivalents
For the purposes of the statement of cash flows, cash
and cash equivalents includes cash on hand, deposits
held at call with banks or financial institutions, other
short-term, highly liquid investments with original
maturities of three months or less that are readily
convertible to known amounts of cash and which are
subject to insignificant risk of changes in value, and
bank overdrafts.
(l) Trade Receivables
Trade receivables are recognised initially at fair
value and subsequently measured at amortised
cost less provision for impairment. Collectability of
trade receivables is reviewed on an ongoing basis.
Individual debts that are known to be uncollectible
are written off when identified.
A provision for estimated credit losses is established
when there is objective evidence that the Group will
not be able to collect all amounts due according to
the original terms of the receivables. The amount of
the provision is the difference between the asset’s
carrying amount and the present value of estimated
future cash flows, discounted at the original
effective interest rate. The amount of the provision
is recognised in the Statement of Profit or Loss and
Other Comprehensive Income.
(m) Goods and Services Tax (GST)
Revenues, expenses, and assets are recognised net
of the amount of GST, except where the amount of
GST incurred is not recoverable from the Australian
Taxation Office. In these circumstances the GST
is recognised as part of the cost of acquisition of
the asset or as part of an item of the expense.
30
Receivables and payables are stated inclusive of the
amount of GST receivable and recoverable. The net
amount of GST recoverable from, or payable to, the
Australian Taxation Office is included with other
receivables or payables in the Statement of Financial
Position. Cash flows are included in the Statement
of Cash Flows on a gross basis. The GST components
of cash flows arising from investing and financing
activities which are recoverable from, or payable to,
the ATO are classified as operating cash flows.
(n) Intangible assets
Intangible assets relate to the option right to farm-
in on exploration projects measured at cost. As
costs are being incurred with respect to the option
commitment, it is capitalised and recognised as an
exploration and evaluation expenditure asset.
(o) Trade and other payables
Trade and other payable amounts represent liabilities
for goods and services provided to the Group prior
to the end of the financial year which are unpaid.
The amounts are non-interest bearing, unsecured
and generally paid within 30 days of recognition.
They are recognised initially at fair value less directly
attributable transaction costs and subsequently
at amortised cost using the effective interest rate
method.
(p) Provisions
Provisions are recognised when the Company has
a present obligation (legal or constructive) as a
result of a past event, it is probable that an outflow
of resources embodying economic benefits will
be required to settle the obligation and a reliable
estimate can be made of the amount of the
obligation. Provisions are not recognised for future
operating losses.
When the Company expects some or all of a provision
to be reimbursed, for example under an insurance
contract, the reimbursement is recognised as a
separate asset but only when the reimbursement
is virtually certain. The expense relating to any
provision is presented in the Profit or Loss and after
Statement of Comprehensive Income net of any
reimbursement. Provisions are measured at the
present value or management’s best estimate of the
expenditure required to settle the present obligation
at the end of the reporting year. If the effect of the
time value of money is material, provisions are
discounted using a current pre-tax rate that reflects
the risks specific to the liability. When discounting is
used, the increase in the provision due to the passage
of time is recognised as an interest expense.
Notes to the Consolidated Financial Statements
(q) Issued capital
Lease liabilities
Ordinary shares are classified as equity. Incremental
costs directly attributable to the issue of new shares
or options are shown in equity as a deduction from
proceeds.
(r) Property, plant, and equipment
Items of property, plant and equipment are stated at
cost or deemed cost less accumulated depreciation
and any accumulated impairment losses. The cost of
self-constructed assets includes the costs of materials,
direct labour, any other costs directly attributable
to bringing the asset to a working condition for its
intended use, and the initial estimate, where relevant,
of the costs of dismantling and removing items,
restoring the site and an appropriate proportion of
production overheads. Purchased software that is
integral to the functionality of the related equipment
is capitalised as part of that equipment.
Assets are reviewed for impairment whenever events
or changes in circumstances indicate that the carrying
amount may not be recoverable. An impairment loss
is recognised for the amount by which the asset’s
carrying value exceeds its recoverable amount.
Depreciation
Plant and equipment, motor vehicles, office
equipment, and furniture are recorded at cost and
are depreciated over their estimated useful economic
lives to their estimated residual values using
either straight line or diminishing value methods.
Depreciation methods, useful lives and residual
values are reviewed at each financial year-end and
adjusted if appropriate.
(s) Leases
Right-of-use assets
The Group recognises right-of-use assets at the
commencement date of the lease (i.e. the date the
underlying asset is available for use). Right-of-use
assets are measured at cost, less any accumulated
depreciation and impairment losses, and adjusted
for any remeasurement of lease liabilities. The
cost of right-of-use assets includes the amount
of lease liabilities recognised, initial direct costs
incurred, and lease payments made at or before
the commencement date less any lease incentives
received. Unless the Group is reasonably certain to
obtain ownership of the leased asset at the end of
the lease term, the recognised right-of-use assets are
depreciated on a straight-line basis over the shorter
of its estimated useful life and the lease term. Right-
of-use assets are subject to impairment.
At the commencement date of the lease, the Group
recognises lease liabilities measured at the present
value of lease payments to be made over the lease
term. The lease payments include fixed payments
(including in-substance fixed payments) less any lease
incentives receivable, variable lease payments that
depend on an index or a rate, and amounts expected
to be paid under residual value guarantees. The
lease payments also include the exercise price of a
purchase option reasonably certain to be exercised by
the Group and payments of penalties for terminating
a lease, if the lease term reflects the Group exercising
the option to terminate. The variable lease payments
that do not depend on an index or a rate are
recognized as an expense in the period in which the
event or condition that triggers the payment occurs.
In calculating the present value of lease payments,
the Group uses the incremental borrowing rate at
the lease commencement date if the interest rate
implicit in the lease is not readily determinable.
After the commencement date, the amount of lease
liabilities is increased to reflect the accretion of
interest and reduced for the lease payments made.
In addition, the carrying amount of lease liabilities
is remeasured if there is a modification, a change in
the lease term, a change in the in-substance fixed
lease payments or a change in the assessment to
purchase the underlying asset.
Short-term leases and leases of low-value assets
The Group applies the short-term lease recognition
exemption to its short-term leases of machinery and
equipment (i.e., those leases that have a lease term
of 12 months or less from the commencement date
and do not contain a purchase option). It also applies
the lease of low-value assets recognition exemption
to leases of office equipment that are considered of
low value. Lease payments on short-term leases and
leases of low-value assets are recognised as expenses
in profit or loss as incurred.
Significant judgement in determining the lease term of
contracts with renewal options
The Group determines the lease term as the non-
cancellable term of the lease, together with any
periods covered by an option to extend the lease if it
is reasonably certain to be exercised, or any periods
covered by an option to terminate the lease, if it is
reasonably certain not to be exercised.
31
Notes to the Consolidated Financial Statements
(t) Current and Non-Current Classification
(w) Employee Benefits
Assets and liabilities are presented in the Statement
of Financial Position based on a current and non-
current classification. An asset is classified as current
when: it is either expected to be realised or intended
to be sold or consumed in the Group’s normal
operating cycle; it is held primarily for the purpose of
trading; it is expected to be realised within 12 months
after the reporting period; or the asset is cash or cash
equivalent unless restricted from being exchanged or
used to settle a liability for at least 12 months after
the reporting period. All other assets are classified as
non-current.
A liability is classified as current when: it is either
expected to be settled in the Group’s normal
operating cycle; it is held primarily for the purpose of
trading; it is due to be settled within 12 months after
the reporting period; or there is no unconditional
right to defer the settlement of the liability for at
least 12 months after the reporting period. All other
liabilities are classified as non-current.
(u) Revenue
Interest income
(i) Wages, salaries, and annual leave
Liabilities for wages and salaries and annual leave
expected to be settled within 12 months of the
reporting date are recognised in provisions in respect
of employees’ services up to the reporting date. The
amount is measured at the amount expected to be
paid, including expected on-costs, when liabilities are
settled. Expenses for non-accumulating sick leave are
recognised when the leave is taken and are measured
at the rates paid or payable.
(ii) Long Service Leave
The liability for long service leave is recognised and
measured as the present value of expected future
payments to be made in respect of services provided
by employees up to the reporting date, plus expected
on-costs. Consideration is given to expected future
wage and salary levels, experience of employee
departures and periods of service. Expected future
payments are discounted using interest rates on
national government guaranteed securities with
terms to maturity that match, as closely as possible,
the estimated future cash outflows.
Interest revenue is recognised on a time
proportionate basis that takes into account the
effective yield on the financial asset.
(x) Share based payment transactions
(i) Equity settled transactions
Other income
Other revenue from the sale of assets and scrap is
recognised at the point in time when the customers
obtain control of the goods.
(v) Earnings per share
Basic earnings/loss per share is calculated as net
profit/loss attributable to members, adjusted to
exclude any costs of servicing equity (other than
dividends), divided by the weighted average number
of ordinary shares, adjusted for any bonus element.
Diluted earnings per share is calculated as net profit/
loss attributable to members, adjusted for:
a) costs of servicing equity (other than dividends) and
preference share dividends.
b) the after-tax effect of dividends and interest
associated with dilutive potential ordinary shares that
have been recognised as expenses, and
c) other non-discretionary changes in revenues or
expenses during the year that would result from the
dilution of potential ordinary shares,divided by the
weighted average number of ordinary shares and
dilutive potential ordinary shares, adjusted for any
bonus element.
The Company provides benefits to individuals acting
as and providing services similar to employees
(including Directors) of the Company in the form
of share-based payment transactions, whereby
individuals render services in exchange for shares,
options, or rights over shares (‘equity settled
transactions’).
The cost of equity settled transactions with
employees is measured by reference to the fair value
at the date at which they are granted. The fair value
is determined by using a binomial valuation model
taking into account the terms and conditions upon
which the instruments were granted. The expected
price volatility is based on the historic volatility of the
Company’s share price on the ASX.
In valuing equity settled transactions, no account
is taken of any performance conditions, other than
conditions linked to the price of the shares of Cyprium
Metals (‘market conditions’). The cost of the equity
settled transactions is recognised, together with a
corresponding increase in equity, over the period
in which the performance conditions are fulfilled,
ending on the date on which the relevant employees
become fully entitled to the award (‘vesting date’).
The cumulative expense recognised for equity settled
32
transactions at each reporting date until vesting
date reflects (i) the extent to which the vesting year
has expired and (ii) the number of awards that, in
the opinion of the Directors of the Company, will
ultimately vest. This opinion is formed based on the
best available information at balance date.
No adjustment is made for the likelihood of the
market performance conditions being met as
the effect of these conditions is included in the
determination of fair value at grant date. The
statement of comprehensive income charge or credit
for a year represents the movement in cumulative
expense recognised at the beginning and end of
the year. No expense is recognised for awards that
do not ultimately vest, except for awards where
vesting is conditional upon a market condition.
Where the terms of an equity settled award are
modified, as a minimum an expense is recognised as
if the terms had not been modified. In addition, an
expense is recognised for any increase in the value
of the transaction as a result of the modification, as
measured at the date of the modification.
Where an equity settled award is cancelled, it
is treated as if it had vested on the date of the
cancellation, and any expense not yet recognised for
the award is recognised immediately. However, if a
new award is substituted for the cancelled award, and
designated as a replacement award on the date that
it is granted, the cancelled and new award are treated
as if they were a modification of the original award, as
described in the previous paragraph.
The cost of equity-settled transactions with
non-employees is measured by reference to the
fair value of goods and services received unless this
cannot be measured reliably, in which case the cost is
measured by reference to the fair value of the equity
instruments granted. The dilutive effect, if any, of
outstanding options is reflected in the computation of
loss per share (see note 23).
(ii) Cash settled transactions
The Company may also provide benefits to employees
in the form of cash-settled share-based payments,
whereby employees render services in exchange
for cash, the amounts of which are determined by
reference to movements in the price of the shares of
the Company. The cost of cash-settled transactions
is measured initially at fair value at the grant date
using the Black-Scholes formula taking into account
the terms and conditions upon which the instruments
were granted. This fair value is expensed over the
year until vesting with recognition of a corresponding
Notes to the Consolidated Financial Statements
liability. The liability is remeasured to fair value at each
balance date up to and including the settlement date
with changes in fair value recognised in profit or loss.
(y)
Inventories
Raw materials and stores, work in progress and
finished goods are stated at the lower of cost and
net realizable value. Cost comprises direct materials,
direct labour, and an appropriate proportion of
variable and fixed overhead expenditure. Costs are
assigned to individual items of inventory on the
basis of weighted average costs. Costs of purchased
inventory are determined after deducting rebates and
discounts.
(z) Borrowings
Borrowings are initially recognised at fair value,
net of transaction costs incurred. Borrowings are
subsequently measured at amortised cost. Any
difference between the proceeds (net of transaction
costs) and the redemption amount is recognised
in profit or loss over the period of the borrowings
using the effective interest method. Fees paid on
the establishment of loan facilities are recognised as
transaction costs of the loan to the extent that it is
probable that some or all of the facility will be drawn
down. In this case, the fee is deferred until the draw
down occurs. To the extent there is no evidence that
it is probable that some or all of the facility will be
drawn down, the fee is capitalised as a prepayment
for liquidity services and amortised over the period of
the facility to which it relates.
Borrowings are removed from the statement of
financial position when the obligation specified in
the contract is discharged, can celled, or expired.
The difference between the carrying amount of
a financial liability that has been extinguished or
transferred to another party and the consideration
paid, including any non-cash assets transferred or
liabilities assumed, is recognized in profit or loss as
other income or finance costs.
(aa) Mine Rehabilitation Provision
Closure and rehabilitation provisions are initially
recognised when an environmental disturbance first
occurs. The mine site provisions are an estimate of
the expected value of future cash flows required to
rehabilitate the relevant site using current restoration
standards and techniques and taking into account
risks and uncertainties. Individual site provisions are
discounted to their present value using discount rates
aligned to the estimated timing of cash outflows.
33
Notes to the Consolidated Financial Statements
The closure and rehabilitation provision is
reviewed at each reporting date to assess if the
estimate continues to reflect the best estimate of
the obligation, and if necessary, the provision is
remeasured.
Changes to the closure and rehabilitation estimate for
operating sites are added to, or deducted from, the
related asset and amortised on a prospective basis
accordingly over the remaining life of the operation,
generally applying the units of production method.
(ab) Critical accounting estimates and judgements
The application of accounting policies requires the
use of judgements, estimates and assumptions
about carrying values of assets and liabilities that
are not readily apparent from other sources. The
estimates and associated assumptions are based
on historical experience and other factors that are
considered to be relevant. Actual results may differ
from these estimates. The estimates and underlying
assumptions are reviewed on an ongoing basis.
Revisions are recognised in the year in which the
estimate is revised if it affects only that year, or in the
year of the revision and future years if the revision
affects both current and future years.
Share-Based Payments
The Group measures the cost of equity-settled
transactions by reference to the fair value of the
equity instruments at the date at which they are
granted. The fair value is determined using a
valuation model, using the assumptions detailed in
note 17.
The Group measures the cost of cash-settled share-
based payments at fair value at the grant date using
a valuation model taking into account the terms and
conditions upon which the instruments were granted.
Deferred Tax
In accordance with the Group’s accounting policies
for deferred taxes, a deferred tax asset is recognised
for unused tax losses only if it is probable that
future taxable profits will be available to utilise
those losses. Determination of future taxable profits
requires estimates and assumptions as to future
events and circumstances, in particular, whether
successful development and commercial exploitation,
or alternatively sale, of the respective areas of
interest will be achieved. This includes estimates
and judgements about commodity prices, ore
reserves, exchange rates, future capital requirements,
future operational performance, and the timing of
estimated cash flows. Changes in these estimates
34
and assumptions could impact on the amount
and probability of estimated taxable profits and
accordingly the recoverability of deferred tax assets.
The Group has not recognised a net deferred tax
asset for temporary differences and tax losses as at
31 December 2023 on the basis that the ability to
utilise these temporary differences and tax losses
cannot yet be regarded as probable.
Deferred Exploration and Evaluation Expenditure
Deferred exploration and evaluation expenditure
has been capitalised on the basis that the Group will
commence commercial production in the future, from
which time the costs will be amortised in proportion
to the depletion of the mineral resources. Key
judgements are applied in considering costs to be
capitalised which includes determining expenditures
directly related to these activities and allocating
overheads between those that are expensed and
capitalised.
In addition, costs are only capitalised that are
expected to be recovered either through successful
development or sale of the relevant mining interest.
Factors that could impact the future commercial
production at the mine include the level of reserves
and resources, future technology changes, which
could impact the cost of mining, future legal changes,
and changes in commodity prices. To the extent
that capitalised costs are determined not to be
recoverable in the future, they will be written off in
the year in which this determination is made.
Convertible notes
The fair value of the liability portion of a convertible
note is determined using a market interest rate for
an equivalent non-convertible bond. This amount is
recorded as a liability on an amortised cost basis until
extinguished on conversion or maturity of the notes.
The remainder of the proceeds is allocated to the
conversion option. This is recognised and included in
shareholders’ equity and remains in equity with no
further remeasurement.
Mine Rehabilitation provision
Closure and rehabilitation provisions are initially
recognised when an environmental disturbance first
occurs. The mine site provisions are an estimate of
the expected value of future cash flows required to
rehabilitate the relevant site using current restoration
standards and techniques and taking into account
risks and uncertainties. Individual site provisions are
discounted to their present value using discount rates
aligned to the estimated timing of cash outflows.
Notes to the Consolidated Financial Statements
The closure and rehabilitation provision is
reviewed at each reporting date to assess if the
estimate continues to reflect the best estimate of
the obligation, and if necessary, the provision is
remeasured.
Impairment of non-financial assets
The Group assesses impairment of non-financial
assets at each reporting date by evaluating conditions
specific to the Group and to the particular asset
that may lead to impairment. If an impairment
trigger exists, the recoverable amount of the
asset is determined. This involves fair value less
costs of disposal or value-in-use calculations,
which incorporate a number of key estimates and
assumptions. In determining value in use, future cash
flows are based on:
■
■
■
■
■
■
Estimates of ore reserves and mineral
resources for which there is a high degree of
confidence of economic extraction;
Estimated production and sale levels;
Estimated future commodity prices;
Future costs of production;
Future capital expenditure; and/or
Future exchange rates.
Variations to expected future cash flows, and timing
thereof, could result in significant changes to the
impairment test results, which in turn could impact
future financial results.
Refer to note 9 for more details on impairment
assessment.
(ac) Going concern
The financial report has been prepared on the going
concern basis, which contemplates continuity of
normal business activities and the realisation of
assets and settlements of liabilities in the ordinary
course of business. At balance date the Group has a
closing cash balance of $22.59 million (refer to note 4)
and a working capital surplus of $10.98 million.
The Company is seeking additional funding in the
coming year in order to meet its planned construction
expenditure and exploration expenditure for the
next twelve months from the date of signing these
financial statements.
Should this not occur, or not occur on a sufficiently
timely basis, there is a material uncertainty that may
cast significant doubt about the Group’s ability to
continue as a going concern and therefore, the Group
may be unable to realise its assets and discharge its
liabilities in the normal course of business.
35
Notes to the Consolidated Financial Statements
3.
Income Tax
(a) Income tax expense
Numerical reconciliation of income tax expense to prima facie tax payable:
A reconciliation between tax expense and the product of accounting loss before
income tax multiplied by the Company’s applicable tax rate is as follows:
31-Dec-2023
31-Dec-2022
$’000
$’000
Loss before income tax expense
Tax at the Australian rate of 25% (2022: 26%)
Share issue costs
Share based payments
Movement in unrecognised temporary differences
Other assessable income
Non-deductible expenses
Other deductible expenses
Research and development allowances
Income tax benefit not brought to account
Income tax benefit
(b) Recognised tax assets and liabilities
Deferred tax assets and liabilities are attributable to the following:
Exploration and evaluation expenditure
Property, plant and equipment
Convertible note
Other
Tax losses recognised
Net deferred tax asset/(liability)
(c) Unrecognised deferred tax assets
Deferred tax assets have not been recognised in respect of the following items:
Accruals and other payables
Other
Share issue costs
Tax losses Cyprium Metals Limited
Net deferred tax asset not recognised
(19,568)
(4,892)
-
139
4,867
-
246
(360)
-
-
-
(7,884)
(2,179)
(516)
(6)
10,585
-
143
25
2,090
18,320
20,578
(28,949)
(7,237)
(375)
804
192
1
33
-
1,475
6,582
1,475
(7,472)
(2,375)
(2,547)
(45)
12,439
-
304
3
1,116
10,973
12,396
36
Notes to the Consolidated Financial Statements
The benefit for tax losses will only be obtained if:
■
■
■
the Company derives future assessable income in Australia of a nature and of an amount sufficient to
enable the benefit from the deductions for the losses to be realised; and
the Company continues to comply with the conditions for deductibility imposed by tax legislation in
Australia; and
no changes in tax legislation in Australia adversely affect the Company in realising the benefit from the
deductions for the losses.
(d) Tax consolidation
Cyprium Metals Limited and its wholly owned Australian resident subsidiaries have formed a tax consolidated
group with effect from 1 January 2019 with Cyprium Metals Limited as the head entity of the Group.
4. Cash and Cash Equivalents
Cash comprises:
Cash at bank and on hand
Short term deposits
Reconciliation of operating loss after tax to net cash from operations
Loss after tax
Non-cash and non-operating items
Share based payments
Interest paid - convertible notes
Depreciation
Amortisation on arrangement fee
Foreign exchange gain
Change in assets and liabilities
(Increase) /decrease in receivables
(Increase)/decrease in inventories and other assets
Increase/(decrease) in trade and other payables
Net cash (used in) operating activities
(14,730)
31-Dec-2023
31-Dec-2022
$’000
$’000
4,591
18,000
22,591
496
1,198
1,694
(19,568)
(27,474)
553
-
1,522
2,538
(221)
359
564
(477)
3,216
(1,440)
1,662
-
-
363
400
(1,727)
(25,000)
37
Notes to the Consolidated Financial Statements
Reconciliation of financial liabilities movement to net cash from financing activities
Opening balance
Additions
Cashflows - Proceeds
Cashflows - Repayments
Arrangement fees capitalised
Amortisation of arrangement fees
Foreign exchange movements
Lease
liabilities
Borrowings
1,051
825
-
(379)
-
168
-
-
-
21,450
(6,859)
1,365
(1,398)
(262)
Convertible
notes
31,700
-
-
-
3,675
(1,440)
-
Closing balance
1,665
14,296
33,935
The Group had non-cash additions to Property plant and equipment of $4.84 million in 2023 (2022: $4.8 million)
in relation to borrowings costs that directly attributable to the construction of the asset. The Group also had
non-cash additions to right-of-use assets and lease liabilities of $1.1 million in 2023 ($0.9 million in 2022).
31-Dec-2023
31-Dec-2022
$’000
$’000
5. Receivables – Current
GST receivable
Other receivable
6.
Inventories
Stores and Spares
7. Other assets
Prepayments
8. Right-of-use asset
Leased Premises
Movements in right-of-use asset:
Opening balance
Acquisitions
Amortisation for the year
Closing balance
38
-
100
100
6,442
6,442
974
974
963
963
236
1098
(371)
963
245
214
459
6,606
6,606
1,375
1,375
236
236
484
-
(248)
236
9. Property, Plant and Equipment
Land and
buildings
Mining properties
and leases
Plant and
equipment
Capital works in
progress
Notes to the Consolidated Financial Statements
$’000
87,437
(8,605)
$’000
6,461
-
Total
$’000
$’000
7,769
102,789
-
(8,605)
4,841
8,827
(1,382)
12,512
-
(1,071)
-
(1,414)
83,673
14,217
6,387
105,282
83,673
16,337
6,387
108,070
-
(2,120)
-
(2,788)
83,673
14,217
6,387
105,282
83,673
14,217
6,387
105,282
4,839
-
134
(835)
2,312
7,285
-
(1,151)
88,512
13,516
8,699
111,416
88,512
16,457
8,699
115,341
-
(2,941)
-
(3,925)
88,512
13,516
8,699
111,416
Balance at 1-Jan-2022
Transfers – Provisions
Additions
Depreciation
Balance at 31-Dec-2022
Cost
Accumulated depreciation
Balance at 31-Dec-2022
Balance at 1-Jan-2023
Additions
Depreciation
Balance at 31-Dec-2023
Cost
Accumulated depreciation
Balance at 31-Dec-2023
$’000
1,122
-
226
(343)
1,005
1,673
(668)
1,005
1,005
-
(316)
689
1,673
(984)
689
At 31 December 2023, the Group’s market capitalisation is lower than its net asset, this represented an indicator
of impairment. The Group has determined that there is only one cash generating unit and it consists of the
inventories, property, plant and equipment, security deposits, associated exploration assets, and provision for
rehabilitation. The recoverable amount estimation was based on the estimated value in use of the Nifty Copper
Mine with a discount rate of 13% applied to the cash flow projections. No impairment was recognised as a result
of this assessment.
10. Deferred Exploration and Evaluation Expenditure
Opening balance
Exploration and evaluation expenditure incurred during the year
Closing balance
31-Dec-2023
31-Dec-2022
$’000
$’000
31,995
1,369
33,364
28,762
3,233
31,995
The recoupment of costs carried forward in relation to areas of interest in the exploration and evaluation phases
is dependent on the successful development and commercial exploitation or sale of the respective areas.
39
Notes to the Consolidated Financial Statements
11. Other non-current financial assets
Security deposits and bank guarantees
12. Trade and other payables
Current:
Trade payables and accrued expenses
Other consumption taxes payable
13. Lease Liabilities
Leased premises - current
Leased premises - non-current
Movements in lease liabilities
Opening balance
Additions
Adjustment
Principal repayments
Closing balance
14. Borrowings
Opening Balance
Loan drawdown
Interest charges
Arrangement fees capitalised
Loan repayment
Gain/(Loss) due to forex movement
40
31-Dec-2023
31-Dec-2022
$’000
$’000
7,079
7,079
3,783
580
4,363
465
1,200
1,665
1,051
1,098
(105)
(379)
1,665
-
21,450
(1,398)
1,365
(6,859)
(262)
14,296
6,855
6,855
4,439
1,751
6,190
341
710
1,051
556
865
-
(370)
1,051
-
-
-
-
-
-
-
Notes to the Consolidated Financial Statements
During 2023, the Company entered into an 18-month, USD-denominated Senior Secured Loan Facility (“Loan
Facility”) with Nebari Natural Resources Credit Fund II, LP (“Nebari”). The facility has refinanced a short term
$6 million Secured Loan Deed facility that was drawn in March 2023 and provides additional working capital to
advance the development of Nifty. The Loan Facility provides up to USD14.5 million in two Tranches.
The material terms of the Loan Facility are as follows:
■
■
■
■
■
Funded amount: up to USD14.5 million, net of original issue discounts (“OID”)
Facility term: until 31 December 2024
Coupon: Secured Overnight Financing Rate (“SOFR”) +6.5% p.a. payable monthly
OID: 5.0% on Tranche 1 and 10.0% on Tranche 2
Amortisation: 100% bullet on maturity
■ Warrants: 2-year, 1 for 5.5 warrants which will be priced at either a 20% premium to the share price of a
future equity raise or, if no equity raise is completed by 31 December 2023, the warrant strike price shall be
priced at A$0.088 per share
■
Security: over the assets of Cyprium and its projects
The Loan Facility contains other terms and conditions that are customary for an agreement of this nature.
15. Convertible notes
Opening balance
Unwinding of discounting
Interest on Convertible Notes
Closing balance
31-Dec-2023
31-Dec-2022
$’000
$’000
31,700
3,675
(1,440)
33,935
29,705
3,435
(1,440)
31,700
The parent entity issued 4% convertible notes for $36.0 million on 30 March 2021. The notes are convertible into
ordinary shares of the parent entity, at the option of the holder, or repayable on 30 March 2025. The maximum
number of ordinary shares of the parent entity upon conversion is 101,373,777. The initial fair value of the liability
portion of the convertible notes was determined using a market interest rate for an equivalent non-convertible
note at the issue date. The liability is subsequently recognised on an amortised cost basis until extinguished on
conversion or maturity of the convertible notes. The remainder of the proceeds is allocated to the convertible
borrowings – equity component and recognised in shareholders’ equity (refer to note 18) and is not subsequently
remeasured.
41
Notes to the Consolidated Financial Statements
16. Provisions
Provision for Rehabilitation
Movements in Provision
Opening balance
Transfer – PPE
Unwinding of discounting
Closing balance
31-Dec-2023
31-Dec-2022
$’000
$’000
36,345
36,345
35,181
-
1,164
36,345
35,181
35,181
42,381
(8,606)
1,406
35,181
Provisions are recognised when the Group has a present (legal or constructive) obligation as a result of a past
event, it is probable the group will be required to settle the obligation, and a reliable estimate can be made of the
amount of the obligation. The amount recognised as a provision is the best estimate of the consideration required
to settle the present obligation at the reporting date, considering the risks and uncertainties surrounding the
obligation. If the time value of money is material, provisions are discounted using a current pre-tax rate specific to
the liability. The increase in the provision resulting from the passage of time is recognised as a finance cost which
is capitalised.
Mine Rehabilitation
The mine rehabilitation provision is recognised for the estimated cost of rehabilitation, decommissioning,
restoration, and long-term monitoring of areas disturbed during operation of the Nifty Copper Operations
up to reporting date but not yet rehabilitated. The provision is based upon current cost estimates and has
been determined on a discounted basis with reference to current legal requirements and technology. The
rehabilitation is expected to occur following the processing of copper ore from the Nifty Copper open pit
(subject to regulatory approvals).
42
17. Issued capital
(a) Issued and paid-up capital
Issued and fully paid
Notes to the Consolidated Financial Statements
31-Dec-2023
31-Dec-2022
301,009,131
271,684,935
31-Dec-2023
31-Dec-2022
No. of shares
$
No. of shares
$
(b) Movements in ordinary shares
on issue
Opening Balance
730,198,300
271,684,935
564,819,214
251,992,890
Shares issued and fully paid
794,514,025
31,780,000
155,879,086
17,926,097
Shares issued - vesting of
performance rights
Transaction costs on share issues
-
-
-
9,500,000
2,883,105
(2,455,804)
-
(1,117,157)
1,524,712,325
301,009,131
730,198,300
271,684,935
31-Dec-2023
31-Dec-2022
No. of shares
$
No. of shares
$
(c) Movements in performance rights
Opening Balance
58,250,000
3,718,466
67,750,000
5,054,909
Performance rights issued
92,855,82
8
Performance rights vested
-
Performance rights lapsed
(30,700,000)
-
-
-
Share based payments
-
797,625
-
(9,500,000)
-
-
-
-
-
(1,336,443)
120,405,828
4,516,091
58,250,000
3,718,466
As approved at the Company’s General Meeting on 7 September 2023, the Company issued 66,326,400
performance rights to the incoming Managing Director. These were separated into 56,851,200 Business Incentive
performance rights, and 9,475,200 Shareholder Reward performance rights.
43
Notes to the Consolidated Financial Statements
The breakdown of the Business Incentive performance rights were as follows:
Performance Condition
(1A) Achievement of a final integrated life of mine (LOM) business plan for the redevelopment of the Nifty
Project, based on the development of an open pit mine, approved by the Board.
(1B) Financial close of debt and equity capital sufficient to fund the initial development of the LOM business
plan for the Nifty Project (as determined by the LOM business plan)
Number
5,685,120
17,055,360
(2A) First copper production as per the Board approved integrated LOM business plan at the Nifty Project.
2,842,560
(2B) Production of 10,000 tonnes of copper at the Nifty Project
2,842,560
(2C) Quarterly copper production at the Nifty Project an annualised rate exceeding 20,000 tonnes p.a.
5,685,120
(2D) Quarterly copper production at the Nifty Project an annualised rate exceeding 30,000 tonnes p.a.
8,527,680
(2E) Publish a Sustainability Report
(3A) Announcement of mineral reserves of 400,000 tonnes contained copper
(3B) Announcement of mineral reserves of 2.0mt contained copper equivalent metal
Total expiring in September 2028
2,842,560
5,685,120
5,685,120
56,851,200
That number of Shareholder Reward performance rights that vest and become exercisable into Shares were to
be assessed by the appreciation of the Company’s Share price in comparison to a peer Comparator Companies
over the measurement period (30 June 2023 to 30 June 2026) with reference to the percentile of the Comparator
Companies which the Company’s Share price sits.
The performance rights which are subject to vesting condition 1 and 3 above are valued at $0.036 each, being the
Company’s share price at the date of the Company’s General Meeting held on 7 September 2023. At balance date,
the Directors consider it is probable that these vesting conditions will be achieved and that it is appropriate to
bring the value of these rights to account over the vesting period.
The total value of these rights will be brought to account over the vesting period.
A total of 42,638,400 Business Incentive performance rights and 9,475,200 Shareholder Reward performance
rights have lapsed to the date of to the date of this report.
44
Notes to the Consolidated Financial Statements
In addition, the Company issued 26,529,428 performance rights to employees and contractors.
These have the following vesting conditions:
Performance Condition
(1) Achievement of a final integrated life of mine (LOM) business plan for the redevelopment of the Nifty
Project, based on the development of an open pit mine, approved by the Board
(2) Financial close of debt and equity capital sufficient to fund the initial development of the LOM business
plan for the Nifty Project (as determined by the LOM business plan)
Number
800,000
2,460,000
(3) First copper production as per the Board approved integrated LOM business plan at the Nifty Project
1,640,000
(4) Quarterly copper production at the Nifty Project an annualised rate exceeding 20,000 tonnes p.a.
2,050,000
(5) Publish a Sustainability Report
Total expiring in December 2028
1,250,000
8,200,000
Note: In addition to the performance conditions, 1/3rd of the total allocation will vest each year based on continuous service over a
period of 3 years from the commencement date
The performance rights which are subject to vesting condition 1 to 5 above are valued at $0.03 each, being the
Company’s share price at the date of the issue. At the date of this report, the Directors consider it is probable that
these vesting conditions will be achieved and that it is appropriate to bring the value of these rights to account
over the vesting period.
Performance Condition
(1) Continuous service to the Company for a period of 12 months from the date of issue
(2) Continuous service to the Company for a period of 24 months from the date of issue
(3) Continuous service to the Company for a period of 36 months from the date of issue
Total expiring in December 2028
Number
6,109,809
6,109,809
6,109,810
18,329,428
The performance rights which are subject to vesting condition 1 to 3 above are valued at $0.03 each, being the
Company’s share price at the date of the issue. At the date of this report, the Directors consider it is probable that
these vesting conditions will be achieved and that it is appropriate to bring the value of these rights to account
over the vesting period.
45
Notes to the Consolidated Financial Statements
31-Dec-2023
31-Dec-2022
No. of shares
$
No. of shares
$
(d) Movements in options and warrants
Opening Balance
20,274,755
1,589,557
40,549,510
3,259,520
Free attaching options
397,257,013
-
Options issued as cost of capital
26,603,966
184,721
-
-
-
-
-
-
Warrants issued
Options Lapsed
80,328,290
1,205,761
(20,274,755)
(1,589,557)
(20,274,755)
(1,669,963)
504,189,269
1,390,482
20,274,755
1,589,557
For every two (2) Shares that were issued during the capital raise the shareholders were issued one (1) free
attaching unlisted option (“Options”). In total 423,860,979 options were issued during the year, out of which
26,603,966 were free standing.
These free-standing options have been valued at $184,721 using a Black and Scholes option pricing model with the
following inputs:
■
■
■
Share price on date of issue $0.040 per share
Risk free rate of 3.90%
Volatility of 75%
Also, during the year Nebari was issued 80,328,290 warrants.
These warrants have been valued at $1,205,761 using a Black and Scholes option pricing model with the following
inputs:
■
■
■
Share price on date of issue $0.040 per share
Risk free rate of 3.90%
Volatility of 75%
31-Dec-2023
31-Dec-2022
$’000
$’000
778
5,907
6,685
778
5,308
6,086
18. Reserves
Foreign exchange translation reserve
Share-based payment reserve
46
Notes to the Consolidated Financial Statements
31-Dec-2023
31-Dec-2022
$’000
$’000
5,308
-
(1,590)
185
1,206
245
553
5,907
7,543
(2,883)
(3,076)
-
-
508
3,216
5,308
Share-based payment reserve
Opening balance
Allocation to Issued Capital – vesting of performance rights
Allocation to Accumulated Losses
Capital raise cost
Loan issue costs
Vesting expense on performance rights capitalised to exploration
Vesting expense on performance rights expensed as a share-based payments
Closing balance
The share-based payments reserve relates to the cumulative expense for share-based awards granted to
directors, employees and contractors in prior periods and performance rights granted to directors and employees
and options to the Joint Lead Managers and warrants to the financier in the current year as well as options to the
vendor of Paterson Copper Pty. Ltd. Upon the exercise of the options or conversion of the performance rights, the
balance of the reserve relating to those securities is transferred to issued capital.
31-Dec-2023
31-Dec-2022
$’000
$’000
19. Convertible borrowings – equity component
Convertible note – equity component
20. Directors and Key Management Personnel Disclosures
Short term employee benefits
Share-based payments
Other benefits
Total Remuneration
8,748
8,748
597
160
917
1,674
8,748
8,748
570
1,329
52
1,951
47
Notes to the Consolidated Financial Statements
21. Related Party Disclosures
(a) Key management personnel
For Director related party transactions please refer to note 20 “Key Management Personnel Disclosures”. There
was a related party of Mr Clive Donner employed in the business during the year on normal commercial terms.
Subsidiaries
The consolidated financial statements include the financial statements of Cyprium Metals Limited and the
following subsidiaries:
Name of Entity
Cyprium Australia Pty Ltd
Cyprium Services Pty Ltd
Paterson Copper Pty Ltd
Nifty Copper Pty Ltd
Maroochydore Copper Pty Ltd
Country of
Incorporation
Australia
Australia
Australia
Australia
Australia
Cyprium Metallurgy Australia Pty Ltd
Australia
PT Indonusa Mining Services
Indonesia
2023
100%
100%
100%
100%
100%
100%
100%
Equity Holding
2022
100%
100%
100%
100%
100%
100%
100%
22. Auditor’s Remuneration
Audit Services:
Amounts received or due and receivable by the auditors of the parent company
HLB Mann Judd:
Audit and review of financial reports
Total Remuneration
23. Loss per Share
Loss used in calculating basic and diluted EPS:
From continuing operations
31-Dec-2023
31-Dec-2022
$’000
$’000
76
76
95
95
(19,568)
(19,568)
(27,474)
(27,474)
Number of Shares Number of Shares
Weighted average number of ordinary shares to calculate basic loss per share
971,295,778
641,097,000
Basic loss per share (cps) from continuing operations
(2.01)
(4.29)
Weighted average number of ordinary shares to calculate diluted loss per share
971,295,778
641,097,000
Diluted loss per share (cps) from continuing operations
(2.01)
(4.29)
48
Notes to the Consolidated Financial Statements
24. Financial Risk Management
Exposure to foreign currency risk, credit risk, liquidity risk and interest rate risk arises in the normal course of the
Company’s business. The Company uses different methods as discussed below to manage risks that arise from
these financial instruments. The objective is to support the delivery of the financial targets while protecting future
financial security.
(a) Liquidity Risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting obligations associated with
financial liabilities. The Company manages liquidity risk by maintaining sufficient cash facilities to meet the
operating requirements of the business and investing excess funds in highly liquid short-term investments. The
responsibility for liquidity risk management rests with the Board of Directors. Alternatives for sourcing our future
capital needs include our cash position and the issue of equity instruments. These alternatives are evaluated to
determine the optimal mix of capital resources for our capital needs. The Directors expect that present levels of
liquidity along with future capital raising will be adequate to meet expected capital needs.
Remaining contractual maturities
The following tables detail the Groups remaining contractual maturity for its financial instrument liabilities. The
tables have been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date
on which the financial liabilities are required to be paid. The tables include both interest and principal cash flows
disclosed as remaining contractual maturities and therefore these totals may differ from their carrying amount in
the statement of financial position.
Weighted
average
interest rate
%
1 year
or less
$’000
Between 1
year or
2 years
Between 2
year or
5 years
Over 5 years
Remaining
contractual
maturities
$’000
$’000
$’000
$’000
Consolidated
2023
Non-derivatives
Non-interest bearing
Trade payables
Other payables
Interest bearing
-
-
2,433
1,930
Loan
12%
16,003
Convertible notes
payable
Lease Liability
Total non-derivatives
Derivatives
Forward foreign
exchange contract
-
net settled
Trade payables
Total derivatives
4%
5%
-
-
-
37,440
465
58,271
-
-
-
-
-
-
-
430
430
-
-
-
-
-
-
-
770
770
-
-
-
-
-
-
-
-
-
-
-
-
2,433
1,930
16,003
37,440
1,665
59,471
49
Notes to the Consolidated Financial Statements
(b) Interest Rate Risk
Interest rate risk arises from the possibility that changes in interest rates will affect future cash flows or the fair value
of financial instruments. The Company’s exposure to market risk for changes to interest rate risk relates primarily to
its earnings on cash and term deposits. The Company manages the risk by investing in short term deposits.
Cash and cash equivalents
Borrowings (refer to note 14)
Interest rate sensitivity
2023
$’000
22,591
(14,296)
8,295
2022
$’000
1,694
-
1,694
The following table demonstrates the sensitivity of the Company’s Statement of Profit or Loss and Other
Comprehensive Income to a reasonably possible change in interest rates, with all other variables constant.
2023
2022
Change in Basis
Points
Effect on
Post Tax
Loss ($’000)
Effect on equity including
Accumulated losses ($’000)
Increase/(Decrease)
Effect on
Post Tax
Loss ($’000)
Effect on equity including
Accumulated losses ($’000)
Increase/(Decrease)
Increase 75 basis points
Decrease 75 basis points
62
(62)
62
(62)
13
(13)
13
(13)
A sensitivity of 75 basis points has been used as this is considered reasonable given the current level of both
short term and long-term Australian Dollar interest rates. The change in basis points is derived from a review of
historical movements and management’s judgement of future trends.
Exposure to foreign currency risk, credit risk, liquidity risk and interest rate risk arises in the normal course of the
Company’s business. The Company uses different methods as discussed below to manage risks that arise from
these financial instruments. The objective is to support the delivery of the financial targets while protecting future
financial security.
(c) Credit Risk Exposures
Credit risk represents the risk that the counterparty to the financial instrument will fail to discharge an obligation
and cause the Company to incur a financial loss. The Company’s maximum credit exposure is the carrying
amounts on the statement of financial position. The Company holds financial instruments with credit worthy
third parties. At 31 December 2023, the Company held cash at bank with all of the Company’s cash being held in
financial institutions with a rating from Standard & Poors of AA or above (long term). The Company has no past
due or impaired debtors as 31 December 2023.
(d) Fair value measurement
The Directors consider that the carrying value of current receivables and current payables approximate
their fair values.
50
Notes to the Consolidated Financial Statements
25. Parent Entity Information
The following details information related to the parent entity, Cyprium Metals Limited, at 31 December 2023.
The information presented has been prepared using consistent accounting policies with those presented in note 2.
Current Assets
Total Assets
Current Liabilities
Total Liabilities
Net Assets
Issued Capital
Reserves
Convertible borrowings- equity component
Accumulated losses
Total Equity
Loss of the parent entity
Total comprehensive loss of the parent entity
2023
$’000
22,044
84,893
(15,035)
2022
$’000
713
68,238
(1,650)
(49,628)
(33,388)
57,304
34,850
301,010
271,685
5,907
8,748
5,308
8,748
(258,356)
(250,841)
57,304
34,850
(9,051)
(9,051)
(4,730)
(4,730)
Other Commitments
The Company had no commitments as at 31 December 2023.
Contingent Liabilities
The Company had no contingent liabilities as at 31 December 2023.
26. Contingent Assets and Liabilities
There are no known contingent assets or liabilities as at 31 December 2023 (2022: nil).
27. Commitments
The Group had no commitments as at 31 December 2023 (2022: nil).
28. Dividends
No dividend was paid or declared by the Company in the year ended 31 December 2023 or the period since the
end of the financial year and up to the date of this report. The Directors do not recommend that any amount be
paid by way of dividend for the financial year ended 31 December 2023.
51
Notes to the Consolidated Financial Statements
29. Segment Information
The Group has identified its operating segments based on the internal reports that are reported to the Board of
Directors (the chief operating decision makers) in assessing performance and in determining the allocation of
resources. The Board as a whole will regularly review the identified segments in order to allocate resources to the
segment and to assess its performance.
The Group operates predominately in one industry, being the exploration of mineral resources. The geographic
area that the entity operated in during the year was Australia.
30. Significant Events after the Reporting Date
Board Changes Management
During February 2024, Mr Clive Donner resigned from the position of Managing Director and Mr Matt Fifield
moved into position of Executive Chairman.
Mineral Resource Estimate
On 13 March 2024, the Company announced the updated Mineral Resource Estimate (MRE) for the Nifty Copper
Project. Nifty measured and indicated mineral resources reached 1 million tons contained copper.
52
Directors’ Declaration
Directors’ Declaration
In accordance with a resolution of the Directors of Cyprium Metals Limited, I state that:
1.
In the opinion of the Directors:
(a)
the financial statements and notes of Cyprium Metals Limited for the year ended 31 December 2023 are
in accordance with the Corporations Act 2001, including:
(i)
giving a true and fair view of the Group’s financial position as at 31 December 2023 and of its
performance for the year ended on that date; and
(ii) complying with Accounting Standards (including the Australian Accounting Interpretations), the
Corporations Regulations 2001 and other mandatory professional reporting requirements; and
(b)
the financial statements and notes also comply with International Financial Reporting Standards as
disclosed in note 2(b).
There are reasonable grounds to believe that the Company will be able to pay its debts as and when they
become due and payable.
This declaration has been made after receiving the declarations required to be made by the Directors
in accordance with sections of 295A of the Corporations Act 2001 for the financial year ended
31 December 2023.
2.
3.
On behalf of the Board
Matthew (Matt) Fifield
Executive Chairman
Perth, WA
27 March 2024
53
AUDITOR’S INDEPENDENCE DECLARATION
As lead auditor for the audit of the consolidated financial report of Cyprium Metals Limited for the
year ended 31 December 2023, 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.
Perth, Western Australia
27 March 2024
D B Healy
Partner
INDEPENDENT AUDITOR’S REPORT
To the Members of Cyprium Metals Limited
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of Cyprium Metals (“the Company”) and its controlled entities (“the
Group”), which comprises the consolidated statement of financial position as at 31 December 2023, 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, notes to the financial
statements, including material accounting policy information, and the directors’ declaration.
In our opinion, the accompanying financial report of the Group is in accordance with the Corporations Act
2001, including:
(a) giving a true and fair view of the Group’s financial position as at 31 December 2023 and of its financial
performance for the year then ended; and
(b) complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for Opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those
standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Report section
of our report. We are independent of the Group in accordance with the auditor independence requirements
of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical
Standards Board’s APES 110 Code of Ethics for Professional Accountants (including Independence
Standards) (“the Code”) that are relevant to our audit of the financial report in Australia. We have also fulfilled
our other ethical responsibilities in accordance with the Code.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
opinion.
Material Uncertainty Related to Going Concern
We draw attention to Note 2(ac) in the financial report, which indicates 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 matters 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
Carrying value of Deferred Exploration and Evaluation Expenditure
Refer to Note 10
In accordance with AASB 6 Exploration for and Evaluation
of Mineral Resources, the Group capitalises acquisition
costs of rights to explore as well as subsequent exploration
and evaluation expenditure, applying the cost model after
recognition.
Our audit focussed on the Group’s assessment of the
carrying amount of the deferred exploration and evaluation
expenditure because this is a significant asset of the
Group. We planned our work to address the audit risk that
the capitalised expenditure might no longer meet the
recognition criteria of the standard. In addition, we
considered it necessary to assess whether facts and
circumstances existed to suggest that the carrying amount
of the deferred exploration and evaluation expenditure
may exceed its recoverable amount.
The carrying value of deferred exploration and evaluation
expenditure is a key audit matter due to the significance of
this asset to the financial statements.
Our procedures included but were not limited
to the following:
- We obtained an understanding of the
key processes associated with
management’s review of the carrying
values of deferred exploration and
evaluation expenditure;
considered
the Director’s
assessment of potential indicators of
impairment;
- We
- We obtained evidence that the Group
has current rights to tenure of its
areas of interest;
- We examined the forecast for the
year ended 31 December 2024 for
planned exploration and evaluation
expenditure and discussed with
management the nature of planned
ongoing activities;
- We enquired with management,
reviewed ASX announcements and
reviewed minutes of Directors’
meetings to ensure that the Group
to discontinue
had not
exploration and evaluation at any of
its areas of interest; and
resolved
- We examined the disclosure made in
the financial report.
Carrying value of Property, Plant and Equipment
Refer to Note 9
As at 31 December 2023, the Group recorded balances of
$111.4m of property, plant and equipment.
Our procedures included but were not limited
to the following:
impairment assessment was
An
conducted by
management during the year in relation to the assets
comprising of the Nifty Copper Project due to the existence
of an
the market
capitalisation being below net assets.
indicator relating
impairment
to
- We obtained an understanding of the
key processes associated with the
preparation of the model used to
assess the recoverable amount of the
Nifty Copper Project;
- Critically evaluated management’s
the value-in-use
in
for key
the basis
methodology
model and
assumptions;
Key Audit Matter
The
impairment assessment under AASB 136
Impairment of Assets involved a comparison of the
recoverable amount of the Nifty Copper Project
assets with their carrying amounts in the financial
statements. Recoverable amount is based upon the
higher of fair value less costs of disposals and value-
in-use.
The evaluation of the recoverable amount of these
assets is considered a key audit matter as it is based
upon a value-in-use calculation which required
significant judgement in verifying key assumptions
supported the expected discounted future cash flow
of the Nifty Copper Project.
How our audit addressed the key audit
matter
- Performed sensitivity analysis around key
inputs used in the value-in-use model that
either individually or collectively be required
for assets to be impaired and considered the
likelihood of such a movement in those key
assumptions arising;
- Reviewed the mathematical accuracy of the
value-in-use model;
- Compared the resulting net present value to
the carrying amount of assets within the
cash-generating unit;
- Considered whether the assets comprising
the cash-generating unit had been correctly
allocated;
- Considered
the appropriateness of
the
discount rate used; and
- Assessed
the appropriateness of
the
disclosures included in the relevant notes to
the financial report.
Information Other than the Financial Report and Auditor’s Report Thereon
The directors are responsible for the other information. The other information comprises the information
included in the Group’s annual report for the year ended 31 December 2023, but does not include the
financial report and our auditor’s report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not express
any form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information and, in
doing so, consider whether the other information is materially inconsistent with the financial report, or our
knowledge obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other
information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the Directors for the Financial Report
The directors of the Company are responsible for the preparation of the financial report that gives a true and
fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such
internal control as the directors determine is necessary to enable the preparation of the financial report that
gives a true and fair view and is free from material misstatement, whether due to fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the Group to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the going
concern basis of accounting unless the directors either intend to liquidate the Group or to cease operations,
or 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 Australian Auditing Standards will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate,
they could reasonably be expected to influence the economic decisions of users taken on the basis of this
financial report.
As part of an audit in accordance with the Australian Auditing Standards, we exercise professional judgement
and maintain professional scepticism throughout the audit. We also:
−
Identify and assess the risks of material misstatement of the financial report, whether due to fraud or
error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is
sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material
misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve
collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
− Obtain an understanding of internal control relevant to the audit in order to design audit procedures that
are appropriate in the circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Group’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by the directors.
−
− Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and,
based on the audit evidence obtained, whether a material uncertainty exists related to events or
conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we
conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to
the related disclosures in the financial report or, if such disclosures are inadequate, to modify our
opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report.
However, future events or conditions may cause the Group to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the financial report, including the disclosures,
and whether the financial report represents the underlying transactions and events in a manner that
achieves fair presentation.
−
We communicate with the directors regarding, among other matters, the planned scope and timing of the
audit and significant audit findings, including any significant deficiencies in internal control that we identify
during our audit.
We also provide the directors with a statement that we have complied with relevant ethical requirements
regarding independence, and to communicate with them all relationships and other matters that may
reasonably be thought to bear on our independence, and where applicable, actions taken to eliminate threats
or safeguards applied.
From the matters communicated with the directors, we determine those matters that were of most
significance in the audit of the financial report of the current period and are therefore the key audit matters.
We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about
the matter or when, in extremely rare circumstances, we determine that a matter should not be
communicated in our report because the adverse consequences of doing so would reasonably be expected
to outweigh the public interest benefits of such communication.
REPORT ON THE REMUNERATION REPORT
Opinion on the Remuneration Report
We have audited the Remuneration Report included within the directors’ report for the year ended 31
December 2023.
In our opinion, the Remuneration Report of Cyprium Metals Limited for the year ended 31 December 2023
complies with Section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the Remuneration
Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an
opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing
Standards.
HLB Mann Judd
Chartered Accountants
Perth, Western Australia
27 March 2024
D B Healy
Partner
ASX Additional Information
ASX Additional Information
Additional information required by the Australian Securities Exchange Ltd and not shown elsewhere in this report
is as follows. The information is current as at 13 March 2024.
Distribution of Share Holders
Ordinary Shares
Number of Holders
Number of Shares
1 - 1,000
1,001-5,000
5,001-10,000
10,001-100,000
100,001-and over
TOTAL
301
489
443
1,504
940
3,677
87,228
1,580,302
3,534,445
62,979,124
1,456,531,226
1,524,712,325
There were 749 holders of ordinary shares holding less than a marketable parcel.
59
ASX Additional Information
Top Twenty Share Holders
The names of the twenty largest holders of quoted equity securities are listed below:
Name
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED A/C 2
CITICORP NOMINEES PTY LIMITED
P R C M NOMINEES PTY LIMITED
BNP PARIBAS NOMINEES PTY LTD
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
BNP PARIBAS NOMINEES PTY LTD
PRCM NOMINEES PTY LIMITED
HAWKSBURN CAPITAL PTE LTD
PERTH SELECT SEAFOODS PTY LTD
UBS NOMINEES PTY LTD
STRATA INVESTMENT HOLDINGS PLC
NEBARI NATURAL RESOURCES AIV II LP
KHAKI INVESTMENTS PTY LTD
WOODCROSS HOLDINGS PTY LTD
BLUEDALE PTY LTD
MS NADA SAADE
ROSS BHAPPU
OMNI INVESTMENTS PTY LIMITED
GIST HOLDINGS PTY LTD
MR RAM SHANKER KANGATHARAN
VINGO HOLDINGS LTD
Total
Shares
262,300,158
164,341,883
105,715,149
78,504,916
47,523,110
46,034,680
40,555,731
31,474,619
31,144,805
30,000,000
14,748,551
13,247,500
12,500,000
12,500,000
12,500,000
8,202,152
7,901,636
7,500,000
7,175,000
7,000,000
6,956,522
6,500,000
%
17.20%
10.78%
6.93%
5.15%
3.12%
3.02%
2.66%
2.06%
2.04%
1.97%
0.97%
0.87%
0.82%
0.82%
0.82%
0.54%
0.52%
0.49%
0.47%
0.46%
0.46%
0.43%
954,326,412
62.59%
60
ASX Additional Information
Substantial Shareholders
The names of substantial Shareholders who have notified the Company in accordance with Section 671B of the
Corporations Act are:
Substantial shareholder
CI Investment Inc.
Flat Footed L.L.C (FFLLC), FF Hybrid, L.P (FFLP)
and GP Recovery Fund L.L.C (GPRF)
# of Shares*
79,044,171
259,199,889**
P R C M Nominees Pty Limited
259,199,889**
* Figures as reported on the last Substantial Shareholder notice received by the Company.
%*
5.18%
17.0%
17.0%
Date
2.11.2023
8.10.2023
3.10.2023
** From this total, 152,470,000 are held by FF Hybrid, L.P and GP Recovery Fund LLC (“Flat Footed”) pursuant to which P R C M Nominees Pty Ltd (“PRCM”, of
which Mr Fifield is an associate) may vote Flat Footed’s shares for an agreed term.
On-Market Buy Back
There is no current on-market buy back.
Voting Rights
All ordinary shares carry one vote per share without restriction. Options, warrants or performance rights have no
voting rights.
Warrants
As at the date of this report, there were 80,328,290 warrants on issue.
Share Options
As at the date of this report, there are 423,860,979 unlisted options exercisable at 6 cents each, expiring 31
December 2024.
Performance Rights
As at the date of this report, there were 68,292,228 performance rights on issue.
61
About Cyprium Metals Limited and Schedule of Tenements
About Cyprium Metals Limited
and Schedule of Tenements
An exploration earn-in joint venture has been entered
into with IGO Limited (ASX: IGO) on ~2,400km2 of the
Paterson Exploration Project. Under the agreement,
IGO is to sole fund $32 million of exploration activities
over 6.5 years to earn a 70% interest in the Paterson
Exploration Project, including a minimum expenditure
of $11 million over the first 3.5 years. Upon earning a
70% interest, the Joint Venture will form and IGO will
free-carry Paterson Copper to the completion of a
pre-feasibility study (PFS) on a new mineral discovery.
Murchison Copper-Gold Projects
Cyprium has an 80% attributable interest in a joint
venture with Ramelius Resources Limited (ASX: RMS)
at the Cue Copper-Gold Project, which is located
~20km to the east of Cue in Western Australia.
Cyprium will free-carry the Cue Copper Project
to the completion of a definitive feasibility study
(DFS). The Cue Copper-Gold Project includes the
Hollandaire Copper-Gold Mineral Resources of
51,500 tonnes contained copper(iii), which is open at
depth. Metallurgical test-work has been undertaken
to determine the optimal copper extraction
methodology, which resulted in rapid leaching
times (refer to 9 March 2020 CYM announcement,
“Copper Metal Plated”,
https://cypriummetals.com/copper-metal-plated/).
The Nanadie Well Project is located ~650km northeast
of Perth and ~75km southeast of Meekatharra in the
Murchison District of Western Australia, within mining
lease M51/887, includes the Nanadie Well Copper-
Gold Mineral Resources of 162,000 tonnes contained
copper(iv), which is open at depth and along strike to
the north.
About Cyprium Metals Limited
Cyprium Metals Limited (ASX: CYM) is an ASX listed
company with copper projects in Australia. The
Company has a highly credentialed management
team that is experienced in successfully developing
sulphide heap leach copper projects in challenging
locations. The Company’s strategy is to acquire,
develop and operate mineral resource projects
in Australia which are optimised by innovative
processing solutions to produce copper metal on-site
to maximise value.
The Company has projects in the Murchison and
Paterson regions of Western Australia that is host to a
number of base metals deposits with copper and gold
mineralisation.
Paterson Copper Projects
This portfolio of copper projects comprises the Nifty
Copper Mine, Maroochydore Copper Project and
Paterson Exploration Project.
The Nifty Copper Mine (‘Nifty’) is located on the
western edge of the Great Sandy Desert in the
north-eastern Pilbara region of Western Australia,
approximately 330km southeast of Port Hedland.
Nifty contains a 2012 JORC Mineral Resource of
940,200 tonnes of contained copper(i). Cyprium is
focussed on a heap leach solvent extraction and
electrowinning (SX-EW) operation to retreat the
current heap leach pads as well as open pit oxide
and transitional material. Studies will investigate the
potential restart of the copper concentrator to treat
open pit sulphide material.
The Maroochydore deposit is located ~85km
southeast of Nifty and includes a shallow 2012 JORC
Mineral Resource of 486,000 tonnes of contained
copper(ii). Aeris Resources Limited (ASX: AIS, formerly
Straits Resources Limited) holds certain rights to “buy
back up to 50%” into any proposed mine development
in respect of the Maroochydore Project, subject to a
payment of three times the exploration expenditure
contribution that would have been required to
maintain its interest in the project.
62
About Cyprium Metals Limited and Schedule of Tenements
The Cue and Nanadie Well Copper-Gold projects
are included in an ongoing scoping study, to
determine the parameters required to develop
a copper project in the region, which provides
direction for resource expansion work.
(i) Refer to CYM ASX announcement dated 16 May 2022 “28.4%
increased Nifty Copper MRE to 940,200t copper metal”
(ii) Refer to MLX ASX announcements: 10 March 2020, “Nifty Copper
Mine Resource Update” and 18 August 2016, “Annual Update of
Mineral Resources and Ore Reserves”
(iii) Refer to CYM ASX announcement: 29 September 2020,
“Hollandaire Copper-gold Mineral Resource Estimate”
(iv) Refer to CYM ASX announcement: 19 July 2022, “Nanadie Well
Mineral Resource Estimate”
Disclaimer
References may have been made in this report
to certain ASX announcements, including
references regarding exploration results, mineral
resources, and ore reserves. For full details,
refer to said announcement on said date. The
Company is not aware of any new information
or data that materially affects this information.
Other than as specified in this announcement
and the mentioned announcements, the
Company confirms that it is not aware of any
new information or data that materially affects
the information included in the original market
announcements and, in the case of estimates
of Mineral Resources, Exploration Target(s) or
Ore Reserves that all material assumptions and
technical parameters underpinning the estimates
in the relevant market announcement continue
to apply and have not materially changed. The
Company confirms that the form and context
in which the Competent Person’s findings are
presented have not been materially modified
from the original market announcement.
63
About Cyprium Metals Limited and Schedule of Tenements
Schedule of Tenements
Tenement
Cyprium has an 80% joint venture interest in the Cue Copper-Gold
project’s copper, gold, and silver mineralisation however Ramelius
Resources Limited (ASX: RMS) has a 100% interest in primary gold
deposits that are not associated with copper-gold deposits, for the
following tenements at the Cue Copper Project, WA: M20/0225,
M20/0245, M20/0277, M20/526, E20/0606, E20/0608, E20/0616,
E20/0629, E20/0630, E20/0659, E20/0698, E20/0700, E20/0836 and
P20/2279
Location
Interest
Murchison region, WA
80%
Cyprium has a 100% interest in the Nanadie Well Copper-Gold Project,
WA, which comprises the following tenements: M51/887, E51/1040,
Murchison region, WA
100%
E51/1986 and E51/1987
Cyprium has a 100% interest in the Paterson Copper Project (Nifty
Copper Mine and Maroochydore Copper Project), WA, which comprises
the following tenements: E45/1018, E45/1840, E45/1841, E45/3011,
E45/4318, M45/314, M45/315, M45/317, M45/318, M45/492, P45/2924,
P45/2925, P45/2926, P45/2927, P45/3055, P45/3177, P45/3150,
P45/3151, L45/102, L45/128, L45/143, L45/148, L45/74, L45/91, M271SA,
E45/4319, E45/5705, E45/6263, M45/752, M45/753, M45/754, M45/711,
M45/712, M45/713, M45/745 and M45/746
Cyprium has a 100% interest in the Paterson Exploration Project, WA
(IGO earning up to 70%), which comprises the following tenements:
E45/1839, E45/2280, E45/2415, E45/2771, E45/2772, E45/2773, P45/2792,
P45/2793, P45/2794, P45/2801, P45/2802, P45/2803, P45/2804,
P45/2805, P45/2806, P45/2807, P45/2808, E45/3573, E45/3574, E45/3575,
E45/3576, E45/3577, E45/4151, E45/4205, E45/4234, E45/4862, E45/5199,
E45/5300, M45/1109, M45/1110, M45/1111, M45/1112, M45/1113 and
M45/1114
Paterson Province, WA
100%
Paterson Province, WA
100%
64