NEWS RELEASE
t: +61 8 9286 6999
w: www.deepyellow.com.au
e: info@deepyellow.com.au
PO Box 1770
Subiaco WA 6904
Level 1
502 Hay Street
Subiaco WA 6008
ASX & NSX (Namibia): DYL
OTCQX: DYLLF
ABN 97 006 391 948
@DeepYellowLtd
deep-yellow-limited
27 September 2024
2024 Annual Report
Attached for immediate release is the 2024 Annual Report including audited financial statements
for the year ended 30 June 2024.
JOHN BORSHOFF
Managing Director/CEO
Deep Yellow Limited
This ASX announcement was authorised for release by Mr John Borshoff, Managing Director/CEO,
for and on behalf of the Board of Deep Yellow Limited.
Contact
Investors:
Media:
John Borshoff, Managing Director/CEO
Cameron Gilenko
+61 8 9286 6999
+61 466 984 953
john.borshoff@deepyellow.com.au
cameron.gilenko@sodali.com
Corporate Information
Deep Yellow Limited
Annual Report 2024
1
Board of Directors
Registered Office
Chris Salisbury
Chairman (Non-Executive)
Level 1
John Borshoff
Managing Director/CEO*
502 Hay Street
Gillian Swaby
Executive Director
Subiaco Western Australia 6008
Victoria Jackson
Non-Executive Director
T:
+ 61 8 9286 6999
Timothy Lindley
Non-Executive Director
E:
info@deepyellow.com.au
Gregory Meyerowitz
Non-Executive Director
W:
www.deepyellow.com.au
* Referred to as Managing Director throughout this report.
Company Secretary
Postal Address
Susan Park
PO Box 1770
Subiaco Western Australia 6904
Stock Exchange Listings
Auditor
Australian Securities Exchange (ASX) Code: DYL
Ernst & Young
OTC Markets Group (OTCQX)
Code: DYLLF
11 Mounts Bay Road
Namibian Stock Exchange (NSX)
Code: DYL
Perth Western Australia 6000
Australian Business Number
Share Registry
97 006 391 948
Computershare Investor Services Pty Limited
Level 17, 221 St Georges Terrace
@deepyellowltd
Deep-Yellow-Limited
Perth Western Australia 6000
T:
1300 557 010
Contents
Page No.
Corporate Information
1
Corporate Overview
2
Chairman’s Letter
4
Project Description and Review
5
Sustainability and Governance
21
Directors’ Report
22
Remuneration Report
30
Auditor’s Independence Declaration
44
Consolidated Statement of Profit or Loss and Other Comprehensive Income
45
Consolidated Statement of Financial Position
46
Consolidated Statement of Changes in Equity
47
Consolidated Cash Flow Statement
48
Notes to the Financial Statements
49
Consolidated Entity Disclosure Statement
86
Directors’ Declaration
87
Independent Audit Report
88
ASX Additional Information
93
Schedule of Mineral Tenure
94
Cover Photo: Tumas Project, Namibia.
Corporate Overview
Deep Yellow Limited
Annual Report 2024
2
BUILDING A GLOBAL TIER-1 URANIUM PRODUCER
Deep Yellow Limited (Deep Yellow or Company) is a differentiated, advanced and
globally diversified uranium development company, successfully executing a
dual-pillar strategy focused on organic and inorganic growth, to deliver low-cost,
multi-project uranium operations with the ultimate goal of achieving a production of
circa 15 Mlb pa by the mid-2030s.
Since the appointment of Mr. John Borshoff as Managing Director/CEO late October
2016, the Deep Yellow team and Board have grown and evolved and now collectively
bring over 500 years of combined uranium experience and a proven track record of
developing and operating uranium projects.
Over the past seven years, the Company has meticulously and effectively delivered on its vision and, through
efforts on both the organic and inorganic fronts, has grown into the best positioned mid-cap uranium
company globally.
Deep Yellow has a key competitive advantage being the only ASX-listed company with two advanced
projects, the flagship Tumas Project (Namibia) and Mulga Rock (Western Australia). Both projects are
located in Tier-1 uranium jurisdictions and have potential production capacity of more than 7 Mlb pa - Tumas
3.6 Mlb pa with a potential 30+ year Life-of-Mine (LoM) and Mulga Rock, 3.5 Mlb pa currently with a 15+ year
LoM (refer Figure 1).
The Deep Yellow team brings leading experience when it comes to building and operating uranium mines. In
Western Australia, through completion of the Vimy Resources Ltd merger in August 2022, the Mulga Rock
Project is the only uranium project in Western Australia to reach “Substantial Commencement”, opening a
pathway to development through its granted Mining Licence. Importantly, this is a long-life asset that,
currently, is the only project in WA positioned to capture the future upside of the uranium market and grow
into a key Australian project.
The Tumas Project has proceeded into development phase through the selection of Ausenco Services Pty
Ltd (Ausenco) to complete the detailed engineering. Nedbank Limited (Nedbank) has been mandated to run
the project financing process and the Company remains on track to make a Final Investment Decision (FID)
on Tumas in late calendar year 2024, with commencement of operations scheduled for late 2026.
At Mulga Rock, a post-acquisition revised Definitive Feasibility Study (DFS) is underway focused on
improving project economics. This is scheduled for completion in late calendar year 2025, with significant
value expected to be added.
The Company is well-positioned for continued organic growth through development of its highly prospective
exploration portfolio which comprises Alligator River (Northern Territory) and Omahola (Namibia) and
possible inorganic growth through opportunistic consolidation of high-quality uranium assets.
In May 2024, Deep Yellow completed a successful capital raising comprising a $220M placement and $30M
share purchase plan. This significantly strengthened the Company’s balance sheet and provides funding for
the ongoing development of Tumas and supporting ongoing activities on its other projects.
Recognising the efforts of the team, growth of assets and significant value creation generated by Deep
Yellow, in June 2024 the Company was included in the S&P/ASX 200.
The long-term outlook for uranium remains very positive with many major economies adopting policies to
increase the contribution of nuclear to their energy requirements. This is underpinned by the integral role
nuclear power will need to play in meeting clean energy targets and overcoming an energy supply shortage.
Corporate Overview
Deep Yellow Limited
Annual Report 2024
3
Aside from growth in nuclear that was already forecasted to meet electricity demand in regions such as India,
Asia, Middle East and Eastern Europe, significant additional nuclear growth is now being indicated by many
developed economies particularly in relation to meeting the massive power demands that have recently
emerged in servicing datacentre and artificial intelligence growth. This is driven by both the realisation by
many countries that, without nuclear energy, demand will not be met by renewables alone together with the
adoption of stringent zero emission targets to be met by 2050. Further, geopolitical uncertainties have
created the essential need for geographic diversity of supply and the increasing need for more electricity
generation with renewables now showing to be inadequate. Nuclear will become a natural partner ensuring
its long-term growth, with 64 reactors currently under construction and 439 reactors currently in operation.
In addition, a further 88 reactors are planned with 344 proposed. It is estimated the current nuclear fleet will
need to triple to achieve net zero by 2050.
Figure 1: Deep Yellow’s Worldwide Project Locations.
Chairman’s Letter
Deep Yellow Limited
Annual Report 2024
4
Dear Shareholder
In the 2024 financial year Deep Yellow made significant progress towards becoming a
diversified multi-asset supplier of uranium to the world’s nuclear power industry.
Major steps were progressed on the Tumas Project. The Namibian Government granted
the Company its mining licence for the Project, the culmination of many years of
technical, environmental, economic and social studies, as well as comprehensive
consultation with all stakeholders.
This licence paved the way for the Company to take further important steps in the progression of the Project.
Ausenco Services Pty Ltd were appointed as the project engineer commencing with detailed engineering,
and Nedbank were appointed as the lead arranger for the finance to support project implementation.
Progress of the engineering and finance work as well as commencing supply contract negotiations with
global utilities will, with all these objectives achieved, support making a Final Investment Decision late in
calendar year 2024.
The Company completed a major equity raise in May 2024 to provide funds to support the Tumas
development as well as working capital for exploration and technical studies. We were pleased to see the
support shown by both existing and new shareholders in raising the full A$250M target. Particularly pleasing
was the addition of a large number of new institutional investors onto the Company’s share registry.
The Company completing what it set out to achieve in 2024, as well as the continued rise in global uranium
prices, saw major increases in the market cap of the Company and culminated in entry of Deep Yellow into
the ASX 200 index.
Apart from the significant focus on the Tumas Project, important work continued on the Mulga Rock
technical studies, and further exploration success at Alligator River.
There was also focus on the other aspects of transforming the Company from a late-stage developer to an
operating company. I was particularly pleased to see the calibre of employees joining us as Deep Yellow
grows. Work progressed on the very important, but less visible, implementation of the myriad of systems
needed to support the Company for the next phase of growth.
The board and management team place high emphasis on our ESG values and activities, and we are pleased
to provide greater detail of this work in our comprehensive sustainability reporting.
The macro environment continued to be very supportive of nuclear energy in providing low carbon, reliable
baseload energy globally. Many nations revised their targets for the growth in the number of nuclear reactors.
The supply gap for uranium to meet current and projected demand continues to be wide, and this was
reflected in the ongoing strength of the uranium market. Deep Yellow remains perfectly positioned to take
advantage of the global shortage of uranium supply.
Your board and the management team are preparing to progress the Tumas Project into the construction
phase, which will be a truly transformative step for the Company.
It is an exciting time to be chairing your Company, and I look forward to our ongoing success.
Chris Salisbury
Chairman
Project Description and Review
Deep Yellow Limited
Annual Report 2024
5
REVIEW AND RESULTS OF OPERATIONS
NAMIBIA
Tumas Project (Tumas)
The full-year activities focused on progressing the Tumas Project towards a Final Investment Decision (FID)
in Q4 CY24. The Namibian Ministry of Mines and Energy (MME) granted ML237 in December 2023 after all
Environmental Clearance Certificates (ECC) for the Tumas Project and its supporting infrastructure were
received from the Ministry of Environment, Forestry and Tourism (MEFT). The DFS was re-costed in
November 2023 with positive results, based on increased base-case price forecasts. Ausenco was selected
as preferred Engineering, Procurement and Construction Management (EPCM) Contractor and in May 2024
a mandate was agreed with Nedbank to facilitate the debt component of the project financing.
Figure 2: Namibian Project Location Map.
Project Description and Review
Deep Yellow Limited
Annual Report 2024
6
Flagship Tumas Project (ML237 within EPLs 3496, 3497) - 100%*
Mining Licence 237
Namibia’s MME issued Reptile Uranium Namibia (Pty) Ltd (RUN), a 100% subsidiary of Deep Yellow, with a
20-year mining licence, (expiring 21 September 2043) for the Tumas Project (Tumas or Project) (refer
Figure 2).
The environmental approvals for the Project, water pipeline and powerline were granted in late
September/early October 2023, with the ECCs for the Project and the water pipeline received on
28 September 2023. The approval of the powerline was received on 29 September 2023 with the ECC issued
6 October 2023. The grant of ML237 was subject to the provision of all relevant ECCs for the Project and
associated infrastructure.
The issue of ML237 is a key step towards Deep Yellow proceeding towards FID Q4 CY24. Importantly, upon
execution on the current development schedule, Deep Yellow will establish Tumas as the 4th uranium mine
in Namibia.
* Local Namibian partner has right to 5% equity (contributing).
EPCM Services Provider
Following a tender process to select the detailed engineering and EPCM engineer in June 2024, Ausenco
were selected as the preferred EPCM Contractor to deliver the detailed engineering and the EPCM services.
The detailed engineering component of this important aspect of development is now underway in parallel
with early works, market assessment and negotiations with potential lenders.
In July 2024, the Company announced the appointment of Nedbank (acting through its Nedbank Corporate
and Investment Banking Division), as the Mandated Lead Arranger and Bookrunner to co-ordinate and
arrange the project financing.
All streams of Project pre-development are now underway. Execution of the Project is scheduled to
commence early 2025, with commissioning in the second half of 2026, as previously forecast.
DFS Re-Costing Study
Deep Yellow, with Ausenco, reviewed the results and obtained an updated costing profile as an addendum
to the January 2022 DFS. The Re-Costing Study was undertaken as a collaborative effort by Deep Yellow and
Ausenco (who undertook the original DFS) and was completed in accordance with Ausenco’s costing
standards for a DFS-level study. Critical to the methodology used for the Re-Costing Study was that this work
be sufficiently documented and supported, such that it is considered suitable for project funding due
diligence.
Deep Yellow and Ausenco performed a comprehensive market re-evaluation of the CAPEX and OPEX, one
year after the initial DFS pricing study. This reassessment included revising procurement strategies,
reorganising construction packages and negotiating shortlisted vendor agreements, especially in critical
areas such as bulk earthworks and structural, mechanical, piping, and platework (SMPP) packages.
Mechanical equipment pricing that was not repriced was escalated by 2.2% to bring the overall estimate up
to Q3 CY23 base date. Importantly, the re-costed values still include an allowance for growth.
The uranium market conditions were also reviewed due to the continued rapid increase in uranium price,
which has accelerated further post the decision to re-cost the Project. This led to a finding that the DFS base
case assumption of a flat US$65/lb U3O8, had become overly conservative, with the uranium price
environment continuing to strengthen in response to escalating demand and attractive future supply and
demand forecasts.
Significant value has been delivered from the Re-Costing Study, which provided an up-to-date status on the
DFS outcomes (refer ASX release 12 December 2023).
Project Description and Review
Deep Yellow Limited
Annual Report 2024
7
Flagship Tumas Project (continued)
DFS Re-Costing Study (continued)
The Re-Costing Study identified a reduction in the capital cost estimate and a modest increase in the
operating costs estimate (mostly due to increased fuel and power costs) for the first 10 years of operation
(while the solar array and associated infrastructure is amortised), followed by a minor reduction in the
operating cost estimate for the remainder of the Project. Financial modelling at US$65/lb validates the
original DFS conclusions.
The re-appraisal of the marketing outlook concluded that, in the uranium market conditions as of November
2023, a base case pricing deck based on US$75/lb was both conservative and suitable under the prevailing
market outlook and further upside to this was considered likely.
In these circumstances, the financial model outputs* were stated as follows:
•
US$75/lb Base-Case: NPV8 US$570M (A$838M) delivering a 67% increase and IRR of 27.0%;
•
US$80.71/lb TradeTech FAM2 based on their Q3 2023 Market Study: NPV8 US$663M (A$975M)
delivering a 94% increase and IRR of 27.8%; and
•
US$90/lb Stretch-Case: NPV8 US$878M (A$1,291 M) delivering a 156% increase and IRR of 36.1%.
* All project NPVs @ 100% (right to 5% equity held by Oponona Investments (Pty) Ltd, local Namibian partner).
In the current period of global inflation volatility and uncertainty, along with the growing support and demand
for nuclear energy, the Re-Costing Study delivered further credibility and confidence to the Project and
confirmed its status as a commercially sound, long-life, world-class uranium operation.
Metallurgical Testing
The metallurgical test work to further inform the design criteria for detailed engineering is focused on the
beneficiation, membrane and refining sections of the process.
Beneficiation work completed to date has further optimised this section of the plant, resulting in an indicated
material reduction in beneficiation energy requirements, this should, in turn, result in lower required capital
expenditure and lower operating costs, albeit with a likely small decrease in recovery but overall potentially
resulting in improved project economics.
Further detailed test work has also been undertaken on the membrane section of the process, which has
reinforced the conservative nature of the DFS, with preliminary results to date indicating membrane
performance is significantly better than the criteria used for the DFS. The consequences of this need to be
further analysed and optimised, but the implications for the process are higher wash ratios available for
counter-current decantation circuit and lower losses to tailings storage facilities of both value metals and
reagents. Reduced liquor volumes going forward to the refining and reagent recycle sections of the process
are also expected. The Company expects that these performance improvements will enhance the Project
NPV.
The final impact of these performance improvements will not be fully defined until the completion of the
detailed engineering work, which is now underway.
In November 2023 (refer ASX release 29 November 2023) the Company published an 11% uplift in Indicated
Mineral Resources to 60.6 Mlb at 325 ppm eU3O8, using a 100 ppm cut-off grade. The two-phase RC
expansion and infill drilling program also identified a further 1.2 Mlb U3O8 of Inferred Mineral Resources in
the same area. The infill drilling locally improved the grade of the deposit by limiting the influence of
peripheral, low-grade mineralisation.
Project Description and Review
Deep Yellow Limited
Annual Report 2024
8
Flagship Tumas Project (continued)
Resource Infill Drilling/MRE Increase
In total, 235 holes for 8,017 m were drilled, of which 109 holes for 3,973 m were aimed at expanding the
uranium resources to the west of Tumas 3 and Tumas Central (Phase 1). Phase 1 drilling was exploratory in
nature, hence drill hole spacing varied between 100 m and 200 m along 200 m to 1,000 m spaced lines. The
remaining 126 holes for 4,044 m were drilled to infill an area of approximately 2.5 km by 1.8 km immediately
to the west of Tumas 3 using a line and hole spacing of 100 m (Phase 2).
Importantly, the Tumas 3 MRE upgrade increased the overall Indicated Resource base at a 100 ppm eU3O8
cut-off associated with the Tumas palaeochannel (Tumas 1, 2, 3 and Tubas) from 102.8 Mlb U3O8 to a total
of 108.5 Mlb eU3O8.
Figure 3: Tumas Project Location.
Resource Upgrade Drilling and Additional Increase in MRE, Post Year-End
The RC resource upgrade drilling completed at year-end covered the pit locations planned to be mined in the
initial 6 years of operations as defined in the Tumas DFS. By the end of June 2024, 660 RC holes for 12,727 m
had been completed. In addition, 6 diamond core holes for 144.1 m were drilled to obtain samples for density
determinations required for the updated MRE. The objective of the program was to improve drill spacing in
parts of Tumas 3 to 50 m x 50 m to enable the conversion of approximately 20 Mlb U3O8 from the Indicated
to Measured JORC Mineral Resource status.
Post year-end, the Company issued an updated MRE as detailed below (refer ASX release 11 September
2024).
Project Description and Review
Deep Yellow Limited
Annual Report 2024
9
Flagship Tumas Project (continued)
Resource Infill Drilling/MRE Increase
When compared to the previous MRE for the deposit (refer Table 1) the differences relate to the conversion
of a portion of the previous Indicated Mineral Resources due to the completion of the recent infill drilling.
Table 1: Tumas 3 – Comparison between Previous and Updated MRE
Previous MRE
Updated MRE
Class
M tonnes
Grade
Mlb
M tonnes
Grade
Mlb
Measured
33.8
300
22.5
Indicated
84.0
325
60.6
48.6
335
35.7
Inferred
16.5
170
6.2
16.1
170
6.1
TOTAL
100.5
300
66.8
98.5
295
64.3
Table 2 outlines the combined Mineral Resources of Tumas 1, 1 East, 2 and 3, all of which are the focus of
the Tumas DFS. The changes to Tumas 1 and 2 are purely based on mineral resource classification following
the application of estimated bulk density values to the previous mineral resource estimates. These
estimates were originally classified as Indicated and Inferred only on the basis of an assumed bulk density
value; this has now been corrected enabling part of these orebodies to be classified as Measured.
Table 2: Tumas 1, 1 East, 2 and 3 - JORC 2012 MRE - Mineral Resources at 100 ppm eU3O8 cut-off
Deposit
JORC Class
cut-off
tonnes
U3O8 ppm
U3O8 (t)
U3O8 (Mlb)
Tumas 3
Measured
100
33.8
300
10,210
22.5
Indicated
100
48.6
335
16,200
35.7
Inferred
100
16.1
170
2,770
6.1
Tumas 3 Total
98.5
295
29,180
64.3
Tumas 1 & 2
Measured
100
35.2
205
7,270
16.0
Indicated
100
18.9
200
3,760
8.3
Inferred
100
1.8
190
340
0.7
Tumas 1 & 2 Total
55.9
205
11,370
25.1
Tumas 1 East
Measured
100
Indicated
100
36.3
245
8,870
19.6
Inferred
100
19.4
215
4,190
9.2
Tumas 1 East Total
55.7
235
13,060
28.8
Tumas 1, 2 & 3
Measured
100
69.0
286
17,480
38.5
Indicated
100
103.8
330
28,830
63.6
Inferred
100
37.3
199
7,300
16.0
TUMAS 1, 1 EAST, 2 & 3 TOTAL
210.1
255
53,610
118.2
Notes:
•
Figures have been rounded and totals may reflect small rounding errors.
•
eU3O8 - equivalent uranium grade as determined by downhole gamma logging.
•
Gamma probes were calibrated at the Langer Heinrich uranium mine test pit.
•
During drilling, probes were checked daily against a standard source.
This updated MRE is required for the mine scheduling and the definition of sufficient Proven Mineral Reserves
for the first 6 years of mining operation. It is expected that the Ore Reserve will be updated in October 2024
using this updated Tumas Mineral Resource.
Ongoing resource drilling is planned to the west of Tumas 3 during FY25, focussing on identifying an
additional 30 Mlb U3O8 to achieve a +35-year LoM.
Project Description and Review
Deep Yellow Limited
Annual Report 2024
10
Omahola Basement Project
Omahola comprises the Ongolo, MS7, and Inca basement-related deposits and is located on EPL3496, held
by Deep Yellow through its wholly-owned subsidiary RUN (refer Figure 4).
Omahola is located within the prospective ‘Alaskite Alley’ corridor, which includes major uranium deposits
such as Rössing and Husab. The project presents a compelling exploration growth opportunity, with the
potential to develop a Rössing/Husab style basement-related operation should sufficient resources be
discovered and delineated. There were no field activities during FY24.
Figure 4: Basement Deposits.
Aussinanis Project (Yellow Dune Joint Venture)
The deposit is held in the Yellow Dune Joint Venture by Deep Yellow 85% through its wholly-owned subsidiary
RUN, 5% Epangelo Mining Company (Pty) Ltd (Epangelo) and 10% Oponona Investments (Pty) Ltd
(Oponona).
There were no field activities during FY24.
Nova Joint Venture
The evaluation of recent drilling program, which comprised of eight RC holes totalling 1,558 m indicated that
the resource potential at the Barking Gecko Prospect is limited.
Subsequently, Japan Oil, Gas and Metals National Corporation (JOGMEC) advised of its intention to
withdraw from the Nova Joint Venture with documentation currently in process to facilitate this.
The project equities will revert to Deep Yellow 65%, Toro 25% and Sixzone 10%. Deep Yellow has agreed with
Toro (the two active contributing joint venture partners) to evaluate opportunities with other parties
interested in exploring the prospective Nova JV tenements.
Project Description and Review
Deep Yellow Limited
Annual Report 2024
11
AUSTRALIA
Mulga Rock Project (Western Australia) - 100%
Resource Upgrade
The total Measured, Indicated, and Inferred U3O8 Mineral Resource base at a 100 ppm U3O8 cut-off in the
Mulga Rock East deposits (refer Figure 5) is 81.2 Mt at 400 ppm U3O8, for a total of 71.2 Mlb U3O8. The updated
MRE included results of the 656-hole air core drill program totalling 36,647 m completed in August 2023 and
also includes an updated MRE for the non-uranium minerals namely, critical minerals (Cu, Ni, Co, Zn and
Rare Earth Oxides (REO)). The individual Mineral Resources for these minerals are listed in Tables 5(a) and
5(b) and showed increases of 200% to 400% compared to the previously reported inventory (refer ASX
release 26 February 2024).
Figure 5: Ambassador and Princess Deposits (Mulga Rock East) and Emperor and Shogun Deposits
(Mulga Rock West).
The result in the latest MRE is an overall increase in uranium metal of approximately 26% (from 56.5 Mlb U3O8
to 71.2 Mlb U3O8), and the lower uranium grade from 685 ppm U3O8 to 400 ppm, as was expected, is fully
compensated for by inclusion of the critical minerals into the updated MRE. There was also an overall
transfer of previously lower grade Inferred category material into Indicated. This positive increase in both
total contained uranium and critical minerals can be observed through the U3O8 Equivalency (U3O8Eq)
determination (refer Table 3 and Note 1).
The total upgraded MRE is reported in U3O8Eq values at a 100 ppm U3O8Eq cut-off grade. On this basis the
Mulga Rock East Deposits now comprise a Measured and Indicated Mineral Resource of 70.1 Mt at 605 ppm
U3O8Eq for 93.5 Mlb U3O8Eq and an Inferred Mineral Resource of 11.1 Mt at 481 ppm U3O8Eq for 11.8 Mlb
U3O8Eq, totalling 105.3 Mlb U3O8Eq at 590 ppm.
Long-term price assumptions were derived using TradeTech® proprietary FAM2 supply/demand scenario
(Q3 CY23) for uranium oxide and cost curves-based (~ 75% percentile) or consensus analyses for cobalt,
copper, nickel and zinc.
Analysis of price variations for critical minerals indicates minimal change in the resulting U3O8Eq cut-off
grade. The spatial footprint of the polymetallic mineralisation at these deposits is virtually unchanged from
the uranium-only footprint, allowing optimisation of the operation in line with current approvals parameters,
which then also allow for the recovery of the critical minerals’ suite associated with the Project.
Project Description and Review
Deep Yellow Limited
Annual Report 2024
12
Mulga Rock Project (Western Australia) - 100% (continued)
Resource Upgrade (continued)
The updated MRE has, for the first time, fully evaluated the potential for critical minerals within the Mulga
Rock East deposits. Previously in 2015, only those non-uranium elements present in the primary uranium
domains were reported however the critical minerals’ dataset and grade distribution extend beyond the
purely uranium domains hence the opportunity for value optimisation. Importantly, these other element
domains also contain lower grade uranium which otherwise would not have the potential to be recovered.
Using a 100 ppm U3O8Eq cut-off grade the two Mulga Rock East deposits contain 41.4 Kt Cu at 510 ppm,
119.1 Kt Zn at 1,465 ppm, 55.9 Kt Ni at 690 ppm, 32.7 Kt Co at 405 ppm and 47.6 Kt REO at 585 ppm (refer
Note 1 for U3O8Eq calculation).
The Mineral Resources for Mulga Rock East are detailed in Table 3 below:
Table 3: Mineral Resources Mulga Rock East Project
Deposit1
Class
Tonnes
(Mt)
U3O8
(ppm)
U3O8
(Mlbs)
Cu
(ppm)
Cu
(kt)
Ni
(ppm)
Ni
(kt)
Co
(ppm)
Co
(kt)
REO
(ppm)
REO
(kt)
Zn
(ppm)
Zn
(kt)
Ambassador Measured
12.9
515
14.6
675
8.7
800
5.2
440
5.7
940
12.2
2,720
35,2
Ambassador Indicated
52.2
365
42.1
495
25.8
785
41.0
465
24.4
605
31.7
1,400
73,1
Ambassador Inferred
8.7
480
9.2
190
1.7
125
1.1
65
0.6
280
2.4
275
1,5
Princess
Indicated
5.0
405
4.4
810
4.0
500
2.5
305
1.5
175
0.9
1,270
4.6
Princess
Inferred
2.4
170
0.9
510
1.2
395
0.9
230
0.6
185
0.4
910
1.0
TOTAL
81.2
400
71.2
510
41.4
690
55.9
405 32.7
585
47.6
1,465 119.1
Notes:
•
Figures may not add due to rounding.
•
Critical minerals Mineral Resources are reported at a 100 ppm U3O8 within the uranium envelope and a
100 ppm U3O8Eq cut-off grade within the critical minerals’ envelope. (refer Equivalence calculation at Note 1).
Metallurgical Testing
The metallurgical work has established a potentially viable process route for the commercial extraction of
the critical minerals contained in the revised Mulga Rock MRE. The process involves the production and sale
of a base metals mixed metal oxide and a separate MREO mixed metal oxide.
The work conducted to date outlined the following key findings:
•
an overall uranium recovery above 90% (2018 DFS: 85.9% to 89.6%) is likely to be achieved and the
rapid leach kinetics (uranium dissolution within 1 hour) observed in earlier work are confirmed; and
•
overall recoveries for critical minerals above 70% (2018 DFS: no recovery assumed, but
approximately 20% for base metals only indicated in available data).
Conservation Plan
•
The Commonwealth Department of Climate Change, Energy, the Environment and Water were
provided a revised Sandhill Dunnart Conservation Plan (SDCP) for the MRP on 30 January 2024 for
their review and approval. The SDCP revision was developed in collaboration with suitably qualified
experts. The SDCP is required in accordance with condition 2 of the Environment Protection and
Biodiversity Conservation Act 1999 (Cth) approval (EPBC 2013/7083), the outcome being to reduce
the threat to the Sandhill Dunnart posed by feral animals in a defined area.
•
Implementation of the SDCP continued with the completion of a two-year baseline monitoring
program of the Sandhill Dunnart and feral animals in November 2023. The data infers there is a
good representative population of Sandhill Dunnart marsupials present and feral species are
persisting at low levels within the SDCP Defined Area.
1 REO were not reported in prior announcements (refer ASX release 29 March 2016).
Project Description and Review
Deep Yellow Limited
Annual Report 2024
13
Alligator River Project (Northern Territory)
During FY24, the primary focus was on delineation of priority prospective corridors to concentrate the
exploration effort in finding further discoveries in this important uranium province. Furthermore, this work
will result in multiple approaches with short, medium and long-term exploration objectives defined for the
investigation of the Alligator River Project (refer Figure 6) to focusing exploration on discovery of larger
uranium resources.
Activities during the second half of the year focused also on planning two key geophysical surveys (high-
resolution drone-mounted radiometric and magnetic and airborne EM), reverse circulation and diamond
drilling programs.
The drone radiometric-magnetic survey (~750-line km) started shortly before the end of the June 2024. It is
complemented by the acquisition of LIDAR data to optimise survey acquisition parameters.
In late May 2024, an on-country meeting regarding proposed activities on EL5893 took place with Traditional
Owners who endorsed the work program presented.
Note 1
U3O8Eq grades are calculated as follows:
U3O8Eq = U3O8 + 0.093xCo + 0.028xCu + 0.074xNi + 0.118xREO + 0.009xZn
•
Those factors were calculated using the assumptions presented in the table below and, based
on testwork completed to date, the Company believes that all the critical minerals (Co, Cu, Ni,
Zn, REO) can be recovered and a saleable product can be produced for each relevant element.
•
Long-term
price
assumptions
were
derived
using
TradeTech®
proprietary
FAM2
supply/demand scenario (Q3 CY23) for uranium oxide and cost curves-based (~ 75%
percentile) or consensus analyses for cobalt, copper, nickel and zinc.
•
Analysis of price variations for critical minerals indicates minimal change in the resulting
U3O8Eq cut-off grade.
•
Long-term (LT) prices for REO were assigned using independent long-term prices derived from
a composite of industry specialists (based on individually modelled 20-year prices for
individual REOs).
•
Only Magnetic Rare Earth Oxides (MREO, or the sum of Dy2O3, Nd2O3, Pr2O3 and Tb2O3), which
account for about 35% of the total REO by weight and approximately 90% by value at the MRP,
were assigned a value for equivalent grade reporting purposes.
Mulga Rock East – Uranium Equivalent Grade Reporting Assumptions
Element
U3O8
Co
Cu
Ni
REO
Zn
Price Assumption (US$/t)
187,423
35,000/t
9,000
22,000
65,201 1
2,500
Recovery2
93%
57%
68%
72%
55%
74%
Payability
98%
85%
85%
85%
60%
85%
Notes:
1
LT Price assumption of US$65,201/t if expressed as the sum of MREO grades.
2
Combined physical beneficiation and leach extraction.
Project Description and Review
Deep Yellow Limited
Annual Report 2024
14
Alligator River Project (Northern Territory) (continued)
Figure 6: Alligator River Location Map.
DEEP YELLOW GROWTH STRATEGY
The Deep Yellow strategic growth plan is focused on establishing the Company as a low-cost, Tier-1 global
uranium platform holding a geographically diversified project pipeline. The dual-pillar strategy has been
developed to deliver organic and inorganic growth through firstly, advancing the development of its
Namibian and Australian projects and secondly, via sector consolidation, to acquire additional projects
through merger and acquisition. This utilises the strong uranium project development, operational and
corporate capabilities and proven track record of the Deep Yellow management team.
The Company remains well-funded to continue the execution of this strategy.
ANNUAL MINERAL RESOURCE AND ORE RESERVE STATEMENT
The MRE and Ore Reserve tables shown in Tables 4, 5 and 6 incorporate the following changes which have
occurred since 30 June 2023:
•
an update to the Angulari Mineral Resource Estimate following the completion of extension drilling
combined with historical assays (refer ASX release 3 July 2023);
•
an upgrade to the Tumas 3 Mineral Resource Estimate following a two phase 235 hole, RC resource
and infill drill program (refer ASX release 29 November 2023);
•
an upgrade to the Mulga Rock East Project following completion of a drill program and
reassessment of the critical minerals contained within the deposit (refer ASX release 26 February
2024); and
•
a second upgrade to the Tumas Project Mineral Resource Estimate following resource and infill
drilling, which was completed during the year, but announced subsequent to year end, includes a
maiden measured Mineral Resource (refer ASX release 11 September 2024).
Project Description and Review
Deep Yellow Limited
Annual Report 2024
15
ANNUAL MINERAL RESOURCE AND ORE RESERVE STATEMENT (CONTINUED)
The results achieved to date validate the modelling and planning carried out by the geological team and are
positive for the Tumas DFS and the upcoming Mulga Rock revised DFS.
The JORC 2004 classified resources of the Tubas Calcrete Project have not been updated to comply with the
JORC Code 2012 on the basis that the information has not materially changed since it was last reported,
however they are currently being reviewed to bring all resources up to JORC 2012 standards.
Review of Material Changes
The total MRE is shown as at 11 September 2024 and is summarised in Table 4 and 5(a) and is 740.6 Mt at
260 ppm for 428.2 Mlb U3O8 up from 686.9 Mt at 265 ppm for 402.3 Mlb U3O8 as at 30 June 2023. The only
change between 30 June 2024 and 11 September 2024 relates to the Tumas Project MRE upgrade announced
on 11 September 2024 and outlined below and shown also at Table 1.
The total MRE is comprised of a Namibian MRE of 624.1 Mt at 210 ppm for 290.5 Mlb U3O8 and an Australian
MRE of 116.5 Mt at 535 ppm for 137.7 Mlb U3O8. In addition, the total Base Metal MRE is an Australian mineral
resource and is summarised in Table 5(a).
The material changes to the Namibian MRE occurred as a result of:
•
the completion of a two phase 235 hole RC drill program for 8,017 m was undertaken as a resource
expansion and infill drilling program. The work was completed to the west of the Tumas 3 deposit
and successfully increased the Tumas 3 MRE delivering an 11% uplift in Indicated mineral
resources to 60.6 Mlb U3O8 at 325 ppm and in Inferred mineral resources to 6.2 Mlb U3O8 at
170 ppm for a total of 66.8 Mlb U3O8 at 300 ppm. The previously reported Indicated and Inferred
MRE base was 59.9 Mlb U3O8 at 310 ppm at a 150 ppm cut-off; and
•
an upgrade to the status of the Tumas Project MRE following resource and infill drilling, was
completed during the year, the status upgrade was required to enable the definition of sufficient
Proven Mineral Reserves for the first 6 years of operation, to also support project financing.
A maiden Measured mineral resource was established at 38.5 Mlb U3O8 at 253 ppm. The total MRE
for the Tumas Project is 118.2 Mlb U3O8 at 255 ppm (as at 11 September 2024) comprising a
Measured mineral resource of 38.5 Mlb U3O8 at 253 ppm, Indicated mineral resource of 63.6 Mlb
U3O8 at 278 ppm and Inferred mineral resource of 16.1 Mlb U3O8 at 196 ppm. The previously
reported Total MRE for the Tumas Project at 30 June 2023 was 114.0 Mlb U3O8 at 258 ppm and at
30 June 2024 was 121 Mlb U3O8 at 260 ppm.
The material changes to the Australian Mineral Resources occurred as a result of:
•
an update to the Angulari Mineral Resources following the compilation of data from 18 diamond
drill holes together with historic assay information. Results from the 1,116 chemical assays
associated with this extension drilling (refer Figure 6), were combined with historical assays and
provided the basis for an upgraded MRE as announced on 3 July 2023. The upgraded MRE currently
totals 32.9 Mlb at 1.09% U3O8, at a cut-off grade of 0.15% U3O8 at 30 June 2024 up from 25.9 Mlb at
1.29% U3O8 at 30 June 2023; and
•
metallurgical and infill drilling undertaken at Mulga Rock East during the period resulted in an
increase in contained uranium by 26% to 71.2 Mlb U3O8 at 400 ppm from 56.7 Mlb U3O8 at 673 ppm.
The updated Mulga Rock Project MRE was 104.8 Mlb U3O8 at 415 ppm at 30 June 2024 up from
90.1 Mlb U3O8 at 574 ppm as at 30 June 2023.
Project Description and Review
Deep Yellow Limited
Annual Report 2024
16
ANNUAL MINERAL RESOURCE AND ORE RESERVE STATEMENT (continued)
Table 4: Namibian Mineral Resource Estimate – Current as 11 September 2024
Deposit
Category
Cut-off
Tonnes
U3O8
U3O8
U3O8
Resource Categories (Mlb U3O8)
(ppm U3O8)
(M)
(ppm)
(t)
(Mlb)
Measured Indicated Inferred
BASEMENT MINERALISATION – OMAHOLA PROJECT – JORC 2012 2
INCA Deposit ♦
Indicated
100
21.4
260
5,600
12.3
-
12.3
-
INCA Deposit ♦
Inferred
100
15.2
290
4,400
9.7
-
-
9.7
Ongolo Deposit #
Measured
100
47.7
185
8,900
19.7
19.7
-
-
Ongolo Deposit #
Indicated
100
85.4
170
14,300
31.7
-
31.7
-
Ongolo Deposit #
Inferred
100
94.0
175
16,400
36.3
-
-
36.3
MS7 Deposit #
Measured
100
18.6
220
4,100
9.1
9.1
-
-
MS7 Deposit #
Indicated
100
7.2
185
1,300
2.9
-
2.9
-
MS7 Deposit #
Inferred
100
8.7
190
1,600
3.7
-
-
3.7
Omahola Project Sub-Total
298.2
190
56,600
125.4
28.8
46.9
49.7
CALCRETE MINERALISATION – TUMAS 3 DEPOSIT – JORC 2012 3
Tumas 3 Deposit
Measured
100
33.8
300
10,210
22.5
22.5
-
-
Tumas 3 Deposit
Indicated
100
48.6
335
16,200
35.7
-
35.7
-
Tumas 3 Deposit
Inferred
100
16.1
170
2,770
6.1
-
-
6.1
Tumas 3 Deposits Total
98.5
295
29,180
64.3
TUMAS 1, 1E & 2 DEPOSITS – JORC 2012 4,5
Tumas 1, 1E & 2 Deposit ♦ Measured
100
35.2
205
7,270
16.0
16.0
-
-
Tumas 1, 1E & 2 Deposit ♦ Indicated
100
55.2
230
12,640
27.9
-
27.9
-
Tumas 1, 1E & 2 Deposit ♦ Inferred
100
21.2
215
4,530
10.0
-
-
10.0
Tumas 1, 1E & 2 Deposits Total
111.6
220
24,430
53.9
Sub-Total of Tumas 1, 1E, 2 and 3
210.1
255
53,610
118.2
38.5
63.6
16.1
TUBAS RED SAND DEPOSIT – JORC 2012 6
Tubas Sand Deposit #
Indicated
100
10.0
185
1,900
4.1
-
4.1
-
Tubas Sand Deposit #
Inferred
100
24.0
165
3,900
8.6
-
-
8.6
Tubas Red Sand Deposit Total
34.0
170
5,800
12.7
TUBAS CALCRETE DEPOSIT – JORC 2004 7
Tubas Calcrete Deposit
Inferred
100
7.4
375
2,765
6.1
-
-
6.1
Tubas Calcrete Total
7.4
375
2,765
6.1
AUSSINANIS DEPOSIT – JORC 2012 – DEEP YELLOW 85% 8
Aussinanis Deposit ♦
Indicated
100
12.3
170
2,000
4.5
-
4.5
-
Aussinanis Deposit ♦
Inferred
100
62.1
170
10,700
23.6
-
-
23.6
Aussinanis Deposit Total
74.4
170
12,700
28.1
Calcrete Projects Sub-Total
325.9
230
74,875
165.1
38.5
72.2
54.4
GRAND TOTAL NAMIBIAN RESOURCES
624.1
210
131,475
290.5
67.3
119.1
104.1
Notes:
•
Figures have been rounded and totals may reflect small rounding errors.
•
XRF chemical analysis unless annotated otherwise.
•
# Combined XRF Fusion Chemical Assays and eU3O8 values.
•
♦ eU3O8 - equivalent uranium grade as determined by downhole gamma logging.
•
Where eU3O8 values are reported it relates to values attained from radiometrically logging boreholes.
•
Gamma probes were originally calibrated at Pelindaba, South Africa in 2007. Recent calibrations were carried
out at the Langer Heinrich Mine calibration facility in July 2018, September 2019, December 2020, January
2022, February 2023 and August 2024.
•
Sensitivity checks are conducted by periodic re-logging of a test hole to confirm operations.
•
During drilling, probes are checked daily against standard source.
2 ASX release 4 November 2021 ‘Omahola Basement Project Resource Upgrade to JORC 2012’.
3 ASX release 11 September 2024 ‘Tumas 3 Drilling Achieves Measured Resource Target’.
4 ASX release 2 September 2021 ‘Tumas Delivers Impressive Indicated Mineral Resource’.
5 ASX release 11 September 2024 ‘Tumas 3 Drilling Achieves Measured Resource Target’.
6 ASX release 24 March 2014 ‘Tubas Sands Project – Resource Update’.
7 ASX release 28 February 2012 ‘TRS Project Resources Increased’.
8 ASX release 31 March 2023 ‘Aussinanis Project Resource Upgrade to JORC (2012)’.
Project Description and Review
Deep Yellow Limited
Annual Report 2024
17
ANNUAL MINERAL RESOURCE AND ORE RESERVE STATEMENT (continued)
Table 5(a): Australian Mineral Resource Estimate
Deposit
Category
Cut-off
Tonnes
U3O8
U3O8
U3O8
Resource Categories (Mlb U3O8)
(ppm U3O8)
(M)
(ppm)
(t)
(Mlb)
Measured
Indicated
Inferred
NORTHERN TERRITORY – Angularli Project – JORC 2012 9
Angularli
Inferred
1,500
1.37
10,900
14,917
32.9
-
-
32.9
Angularli Project Sub-Total
1.37
10,900
14,917
32.9
32.9
WESTERN AUSTRALIA – Mulga Rock Project – JORC 2012
Ambassador
Measured
100
12.9
515
6,638
14.6
14.6
-
-
Ambassador
Indicated
100
52.2
365
19,077
42.1
-
42.1
-
Ambassador
Inferred
100
8.7
480
4,177
9.2
-
-
9.2
Princess
Indicated
100
5.0
405
2,015
4.4
-
4.4
-
Princess
Inferred
100
2.4
170
407
0.9
-
-
0.9
Mulga Rock East Total 10
81.2
400
32,314
71.2
Shogun
Indicated
150
2.2
680
1,496
3.2
-
3.2
-
Shogun
Inferred
150
0.9
290
261
0.6
-
-
0.6
Emperor
Inferred
150
30.8
440
13,522
29.8
-
-
29.8
Mulga Rock West Total 11
33.9
450
15,279
33.6
Mulga Rock Project Sub-Total
115.1
415
47,593
104.8
14.6
49.7
40.5
Grand Total Australian Resources
116.5
535
62,510
137.7
14.6
49.7
73.4
GRAND TOTAL RESOURCES
740.6
262
193,985
428.2
82.0
168.8
177.5
Notes:
•
Figures have been rounded and totals may reflect small rounding errors.
•
XRF chemical analysis unless annotated otherwise.
•
♦ eU3O8 - equivalent uranium grade as determined by downhole gamma logging.
•
# Combined XRF Fusion Chemical Assays and eU3O8 values.
•
Where eU3O8 values are reported it relates to values attained from radiometrically logging boreholes.
•
Gamma probes were calibrated at Pelindaba, South Africa, at the Langer Heinrich Mine calibration facility in
Namibia and at the Australian facility in Adelaide.
•
During drilling, probes are checked daily against standard source.
Table 5(b): Australian Base Metal Mineral Resources
Deposit 12
Class
Tonnes
(Mt)
Cu
(ppm)
Cu
(Kt)
Zn
(ppm)
Zn
(Kt)
Ni
(ppm)
Ni
(Kt)
Co
(ppm)
Co
(Kt)
REO
(ppm)
REO
(Kt)
Princess
Indicated
5.0
810
4.0
1,270
6.3
500
2.5
305
1.5
175
0.9
Princess
Inferred
2.4
510
1.2
910
2.2
395
0.9
230
0.6
185
0.4
Ambassador Measured
12.9
675
8.7
2,720
35.2
800
10.4
440
5.7
940
12.2
Ambassador Indicated
52.2
495
25.8
1,400
73.1
785
41.0
465
24.4
605
31.7
Ambassador Inferred
8.7
190
1.7
275
2.4
125
1.1
65
0.6
280
2.4
TOTAL
81.2
510
41.4
1,465
119.1
690
55.9
405
32.7
585
47.6
9 ASX release 3 July 2023 ‘Robust Resource Upgrade Delivered at Angularli’.
10 ASX release 26 February 2024 ‘Strong Resource Upgrade Drives Mulga Rock Value’.
11 ASX release 12 July 2017 ‘Significant Resource Update – Mulga Rock Cracks 90 Mlbs’.
12 ASX release 26 February 2024 ‘Strong Resource Upgrade Drives Mulga Rock Value’
Project Description and Review
Deep Yellow Limited
Annual Report 2024
18
ANNUAL MINERAL RESOURCE AND ORE RESERVE STATEMENT (continued)
Table 6: Ore Reserves
Deposit
Category
Cut-off
Tonnes
U3O8
U3O8
U3O8
Resource Categories (Mlb U3O8)
(ppm U3O8)
(M)
(ppm)
(t)
(Mlb)
Measured Indicated
Inferred
NAMIBIA – Tumas Project – JORC 2012 13
Tumas 3
Probable
150
44.9
415
18,600
41.0
-
41.0
Tumas 1E
Probable
150
29.5
265
7,850
17.3
-
17.3
Tumas 1 and 2
Probable
150
13.9
290
4,090
9.0
-
9.0
Tumas Project Total
88.4
345
30,540
67.3
67.3
WESTERN AUSTRALIA – MULGA ROCK PROJECT – JORC 2012 14
Ambassador
Proved
150
5.3
1,055
5,580
12.3
12.3
-
Ambassador
Probable
150
14.1
775
10,890
24.0
-
24.0
Princess
Proved
150
-
-
-
-
-
-
Princess
Probable
150
1.7
870
1,500
3.3
-
3.3
Mulga Rock East Total
21.1
852
17,970
39.6
Shogun
Proved
150
Shogun
Probable
150
1.6
760
1,225
2.7
-
2.7
Mulga Rock West Total
1.6
760
1,225
2.7
Mulga Rock Project Sub-Total
22.7
845
19,195
42.3
12.3
30.0
GRAND TOTAL ORE RESERVES
111.1
450
49,735
109.6
12.3
97.3
Notes:
•
Figures may not add due to rounding.
Governance and Internal Controls
The Company maintains thorough QAQC protocols for conducting exploration, site practice, sampling,
safety, monitoring and rehabilitation which are documented in the Company’s various standard operating
procedure manuals (sops). Drilling methods vary according to the nature of the prospect under evaluation.
These can include auger, sonic, air core or reverse circulation drilling for unconsolidated formations; to
reverse circulation (hammer) and diamond core drilling (HQ & NQ) for hard rock formations. Typically,
resource estimations are based on a mix of downhole radiometric sampling and chemical assaying. Assay
samples are collected over one metre intervals. Radiometric data is acquired at 5 cm intervals and
composited to one metre intervals. Where statistical validation confirms radiometric and chemical assay
equivalence, the resource estimate is primarily based on the radiometric data.
All radiometric data is acquired digitally by in-house personnel trained to operate the Company’s fleet of
Auslog downhole probes. These probes are calibrated at the Pelindaba pits in South Africa or at the Langer
Heinrich pit in Namibia. QAQC controls for radiometrically acquired data comprise daily calibration sleeve
checks and periodic comparison at a RUN test hole in Namibia. Assay samples are acquired by a three-tier
riffle splitter or cone splitter at the drill site. Duplicate samples are inserted at 1:20 frequency. Diamond core
samples are assayed as quarter-core over one metre intervals. External laboratories (ALS South Africa) assay
for uranium by either pressed powder XRF or fused bead XRF. Characterisation of radiometric equilibrium
has been assessed by submission of samples to ANSTO Minerals Laboratory in Sydney, Australia.
Drill hole collars are DGPS-surveyed by in-house personnel, after an initial pick-up by hand-held GPS.
Downhole directional surveys are outsourced to independent contractors. Drill hole sample logging
captures a suite of lithologic, alteration, mineralogic and hand-held radiometric data, at one metre intervals.
This data is captured as permanent hard copy prior to digital input onto an in-house GBIS database. The
parallel collection of drill sample and wireline probe data enables error recognition in depth discrepancies
and confirmation of sampling accuracy.
Drill plans and sections generated from drilling and surface mapping are used to constrain wireframe
mineralisation models; upon which resource estimations are made. Resource estimations for currently
quoted prospects have been calculated by internal qualified staff or independent third-party consultants.
13 ASX release 2 February 2023 ‘Strong Results from Tumas Definitive Feasibility Study’ and ASX release 12 Dec 2023 ‘DFS Review Strengthens Tumas Project’s
Flagship Status as a Long-Life, World-Class Uranium Operation’.
14 ASX release 4 September 2017 ‘Major Ore Reserve Update – Moving to the Go Line’.
Project Description and Review
Deep Yellow Limited
Annual Report 2024
19
COMPETENT PERSON’S STATEMENTS
Exploration
The information in this report as it relates to Namibian exploration results was compiled by Dr. K Kärner, a
Competent Person who is a Member of the Australasian Institute of Mining and Metallurgy (AusIMM).
Dr. K Kärner, who is currently the Exploration Manager for RMR, has sufficient experience which is relevant
to the style of mineralisation and type of deposit under consideration and to the activity which she is
undertaking, to qualify as a Competent Person as defined in the 2012 Edition of the ‘Australasian Code for
Reporting of Exploration Results, Mineral Resources and Ore Reserves’. Dr. K Kärner consents to the
inclusion in this report of the matters based on the information in the form and context in which it appears.
Dr. K Kärner holds shares in the Company.
The information in this report as it relates to Australian exploration results in this announcement was
compiled by Mr. X. Moreau, a Competent Person who is a Member of the Australasian Institute of Geology
(AIG) and a full-time employee (Exploration Manager - Australia) of Deep Yellow Limited. Mr. X. Moreau has
sufficient experience relevant to the style of mineralisation and type of deposit under consideration and to
the activity which he is undertaking, to qualify as a Competent Person as defined in the 2012 Edition of the
‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’. Mr. X. Moreau
consents to the inclusion in this announcement of the matters based on the information in the form and
context in which it appears. Mr. X. Moreau holds shares in the Company.
Mineral Resource Estimates and Ore Reserve
The information in this Report including references to MREs and Ore Reserve Statements and the Annual
Mineral Resource and Ore Reserve Statement is based on and fairly represents information and supporting
documentation prepared or reviewed and compiled by Mr. M. Hirsch, M.Sc. Geology, who is a member of the
Institute of Materials, Minerals and Mining (UK) and the South African Council for Natural Science
Professionals, Mr. D. Princep who is a Fellow and Chartered Professional of the AusIMM and Mr. E. Becker
who is a member of the AusIMM, respectively. Mr. M. Hirsch is the Manager for Resources and
Pre-Development for RMR. Mr. D. Princep is an independent consultant and Mr. Becker is Head of
Exploration/Resources Development for Deep Yellow. Messrs Hirsch, Princep and Becker have sufficient
experience which is relevant to the style of mineralisation and type of deposit under consideration and to the
activity which they are undertaking, to qualify as a Competent Person in terms of the ‘Australasian Code for
Reporting of Exploration Results, Mineral Resources and Ore Reserves’ (JORC Code 2012 Edition). Messrs
Hirsch, Princep and Becker, who all hold shares in the Company, consent to the inclusion in this report of
the matters based on their information in the form and context in which it appears.
Geophysics Component
Deconvolution was used to convert the current down-hole gamma data from the Tumas Project to equivalent
uranium values (eU3O8) and was performed by experienced in-house personnel from Deep Yellow. The data
conversion was checked and validated by Mr. M. Owers up to October 2019, a geophysicist who is
knowledgeable in this process and worked as a consultant for Resource Potentials with over 5 years of
relevant experience in the industry. Mr. M. Owers is a member of Australian Institute of Geoscientists and
has sufficient experience with this type of processes to qualify as a Competent Person in terms of the
‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’ (JORC Code
2012 Edition). Mr. M. Owers consents to the inclusion in this Report of the matters based on his information
in the form and context in which it appears. In 2020 this work was done by Dr. D. Barrett, a geophysicist who
works as a consultant with over 10 years of relevant experience in the industry. Dr. D. Barrett has sufficient
experience with this type of process to qualify as a Competent Person in terms of the ‘Australasian Code for
Reporting of Exploration Results, Mineral Resources and Ore Reserves’ (JORC Code 2012 Edition).
Dr. D. Barrett consents to the inclusion in the report of the matters based on his information in the form and
context in which it appears.
Project Description and Review
Deep Yellow Limited
Annual Report 2024
20
COMPETENT PERSON’S STATEMENTS (continued)
Geophysics Component (continued)
From 2021 the down hole gamma logging was checked by Dr. P. Brunel a geophysicist who works as a
consultant with 25 years of relevant experience in the industry. Dr. P. Brunel obtained his doctorate in Earth
Sciences (Geophysics) in 1995 and has over 10 years’ experience with this type of process to qualify as a
Competent Person in terms of the ‘Australasian Code for Reporting of Exploration Results, Mineral
Resources and Ore Reserves’ (JORC Code 2012 Edition). Dr. P. Brunel is a member of the European
Association of Geoscientists and Engineers and consents to the inclusion in the report of those matters
based on his information in the form and context in which it appears. Where the Company refers to the other
JORC 2012 resources and JORC 2004 resources in this report, it confirms that it is not aware of any new
information or data that materially affects the information included in the original announcements and all
material assumptions and technical parameters underpinning the Mineral Resource Estimates in those
original announcements continue to apply and have not materially changed.
The deconvolution of the relevant Tumas 3 down-hole gamma data to convert the data to equivalent uranium
values (eU3O8) was performed by experienced in-house personnel and over time was checked by various
experienced qualified persons. The latest was Mr. J. Ross, a geophysicist who has 15 years’ experience as a
geophysicist. He has applied a full range of geophysical methods for mining and exploration, but with a
particular focus on wireline geophysics, including tool calibration, data collection, processing, and
interpretation. For 10 years, Mr. J. Ross was at Heathgate Resources, South Australia based at an in-situ
recovery uranium mining company known for its Beverley and Four Mile operations. He then worked in the
Orebody Intelligence group at Orica Digital Solutions before joining Deep Yellow. Mr. J. Ross is an active
member of both AIG and ASEG.
Project and Technical Expertise
Mr. D. Butcher is a process engineer/metallurgist working for Deep Yellow and has sufficient relevant
experience to advise the Company on matters relating to mine development and uranium processing,
project scheduling, processing methodology and project capital and operating costs. Mr. D. Butcher is
satisfied and consents to the information provided in this report regarding the Tumas DFS and Re-Costed
DFS.
Sustainability and Governance
Deep Yellow Limited
Annual Report 2024
21
OUR APPROACH TO SUSTAINABILITY
Deep Yellow is focused on creating long-term value for its shareholders, stakeholders and the communities
in which it operates. A key pillar to successfully achieving this goal is through the efficient, effective and
ongoing implementation of environmental, social and governance (ESG) pillars.
Deep Yellow has been reporting publicly on the ESG aspects of the business for several years and in 2023,
as the business was maturing towards mining development decisions, the Company determined that the
Global Reporting initiative (GRI) Sustainability Reporting Standards should be applied for future
sustainability reporting. The GRI Standards are structured into a system of Universal, Sector and Topic
Standards. The Company applied the Universal, Mining Sector and those Topic Standards identified during
the materiality process in the reporting process.
Reporting against the GRI Standards enables Deep Yellow to provide a comprehensive picture of its most
significant impact on the economy, environment and people, including human rights, and how these
impacts are addressed and managed. This allows information users to make informed assessments and
decisions about the Company’s impacts and contribution to sustainable development.
As the second report prepared under the GRI Standards, the 2024 Sustainability Report will provide a further
year of data prepared to meet the GRI Standards’ requirements allowing the Company to achieve consistent
and comparable benchmarking through a global reporting framework. As the Company matures in its
activities, data collection and reporting will continue to expand. Once issued the report will be available on
the Company’s website.
GOVERNANCE FRAMEWORK
The Board of Deep Yellow has responsibility for corporate governance for the Company and its subsidiaries
(the Group) and has implemented policies, standards, procedures and systems of control with the intent of
providing a strong framework and practical means for ensuring good governance outcomes across the
business which meet the expectations of all stakeholders.
The Corporate Governance Statement, for the year ended 30 June 2024 and approved by the Board on
26 September 2024, sets out corporate governance practices of the Group which, taken as a whole,
represents the system of governance.
The framework for corporate governance follows the 4th Edition of the ASX Corporate Governance Council’s
Principles and Guidelines. The Directors have implemented policies and practices which they believe will
focus their attention and that of their Executives on accountability, risk management and ethical conduct.
Deep Yellow will continue to review its policies to ensure they reflect any changes within the Group, or to
accepted principles and good practice. The updated policies are available on the Company’s website:
(https://deepyellow.com.au/about-us/corporate-governance/).
Where the Board considers the Group is not of sufficient size or complexity to warrant adoption of all the
recommendations set out in the ASX Corporate Governance Council’s published guidelines, these instances
have been highlighted.
Directors’ Report
Deep Yellow Limited
Annual Report 2024
22
The Directors present their report on Deep Yellow Limited (Deep Yellow or the Company) and the entities it
controlled at the end of, and during, the year ended 30 June 2024 (the Group).
DIRECTORS
The names and details of the Directors of the Company in office during the financial year and until the date
of this report are as set out below. Directors were in office for this entire period unless stated otherwise.
Names, Qualifications, Experience and Special Responsibilities
Mr. Chris Salisbury B.Eng, FAICD
Non-Executive Chair
Mr. Salisbury is a highly experienced mining executive, with over 30 years of global experience across senior
strategic and operational roles for the Rio Tinto Group. He is a qualified metallurgical engineer and Fellow of
the Australian Institute of Company Directors and joined the Deep Yellow Board in May 2021.
Mr. Salisbury brings extensive uranium experience having led operating companies in Australia and in
Namibia. Mr. Salisbury was Chief Executive of Energy Resources Australia (ERA) between 2004 and 2008, a
significant global uranium business, and, during his time, an ASX 100 company. He also later served as
Non-Executive Director of ERA. From 2011-2013 he was Managing Director/Head of Country for Rio Tinto’s
Rössing Uranium Mine and was based in Swakopmund Namibia.
During his long career with Rio Tinto, Mr. Salisbury also held executive roles across a diverse range of
commodities including Chief Operating Officer – Pacific Region, Bauxite and Alumina (2008-2011), Chief
Operating Officer – Rio Tinto Coal (2013-2016) and most recently Chief Executive – Iron Ore (2016-2020).
Mr. Salisbury is the Chair of the Nomination and Remuneration Committee and serves on the Audit and Risk
Committee.
During the past three years Mr. Salisbury has also served as a director of the company:
BCI Minerals Ltd – appointed 28 May 2021*
Mr. John Borshoff BSc, FAusIMM, FAICD
Managing Director/CEO
Mr. Borshoff joined the Deep Yellow Board in 2016. He is an experienced mining executive and geologist with
more than 30 years of uranium industry experience. He spent more than a decade at the start of his career
as a senior geologist and manager of the Australian activities of German uranium miner Uranerz. In 1993,
following the withdrawal of Uranerz from Australia, Mr. Borshoff founded Paladin Energy Ltd (Paladin). He
built that company from a junior explorer into a multi-mine uranium producer with a global asset base and
valuation of more than $5 billion at its peak.
At Paladin, Mr. Borshoff led the team that completed the drill out, feasibility studies, financing, construction,
commissioning and safe operation of the first two conventional uranium mines built in the world for 20 years.
He also oversaw numerous successful, large public market transactions including acquisitions and major
capital raisings before leaving Paladin in 2015.
Mr. Borshoff is recognised as a global uranium industry expert and has a vast international network across
the uranium and nuclear industries, as well as the mining investment market. He has a Bachelor of Science
(Geology) from the University of Western Australia and is a Fellow of both the Australian Institute of Company
Directors and the Australasian Institute of Mining and Metallurgy.
He is a member of the Uranium Forum within the Minerals Council of Australia (of which he is a former Board
member), sits on the Council of the Namibian Chamber of Mines and is a member of a number of working
groups of the World Nuclear Association (WNA).
* Denotes current directorship.
Directors’ Report
Deep Yellow Limited
Annual Report 2024
23
Ms. Gillian Swaby BBus, FCIS, FAICD, AAusIMM
Executive Director
Ms. Swaby joined the Deep Yellow Board in 2005 as Non-Executive Director and became an Executive
Director in 2016. She is an experienced mining executive with a broad skillset across a range of corporate,
finance and governance areas.
She has spent more than 35 years working with natural resources companies in numerous roles including
Chief Financial Officer, Company Secretary, Director and corporate advisor. Ms. Swaby worked at Paladin
for the period 1993 – 2015 in the capacity as Executive Director for 10 years and as GM – Corporate Affairs.
She had a key role in managing that company’s growth through mine development, operation, acquisition
and exploration. This role included responsibility for the company’s complex corporate, legal, human
relations and corporate social responsibility programs as an operating uranium miner in multiple African
countries.
Ms. Swaby serves on the Sustainability Committee.
During the past three years Ms. Swaby has also served as a director of the following listed companies:
Comet Ridge Limited – appointed 9 January 2004*
Panoramic Resources Limited – appointed 8 October 2019, resigned 27 March 2024
Ms. Victoria Jackson BSc Geology, GAICD, Dip. Cartography
Non-Executive Director
Ms. Jackson is an experienced resource sector executive with capabilities in executive management,
leadership, and strategy. She has over 35 years’ diverse experience, including leading strategic negotiations
for major resource and state infrastructure projects.
Before joining the Deep Yellow Board in October 2022 as a Non-Executive Director, Ms. Jackson established
the Western Australian (WA) branch of the Minerals Council of Australia (MCA), where, as the Executive
Director, she promoted the MCA’s policy agenda, enhancing awareness of national issues of key importance
to the mining industry. She also serves as a member of the National Offshore Petroleum Safety and
Environment Management Authority Board and is Chair of the Charles Darwin University Energy and
Resources Institute Advisory Board.
As Executive Director, Energy (NT 2014 – 2019), Ms. Jackson led onshore petroleum regulation, including the
NT’s regulatory reform. She also played a key role in energy policy development and the Territory’s renewable
energy framework. During her leadership roles at the WA Department of State Development (2000 – 2012),
Ms. Jackson developed significant experience in strategic and operational policy development and in
managing construction of State-owned infrastructure, including safety, heritage, environment, and
stakeholder engagement.
Before joining the public sector, Ms. Jackson worked in exploration geology and cartography/engineering
surveying roles in the WA exploration industry. Ms. Jackson holds a Bachelor of Science (Geology), a Diploma
in Cartography and is a Graduate of the Australian Institute of Company Directors.
Ms. Jackson is Chair of the Sustainability Committee and serves on the Nomination and Remuneration
Committee.
* Denotes current directorship.
Directors’ Report
Deep Yellow Limited
Annual Report 2024
24
Mr. Tim Lindley MCom, BA, GAICD and FGIA
Non-Executive Director
Mr. Lindley, who joined the Deep Yellow Board in May 2023 is an experienced investment banker who brings
a proven track record and background in project finance, debt, equity capital markets and M&A. During his
25-year career, Mr. Lindley has held several senior and executive roles in both Australia and internationally,
including Country Head (Australia) of Barclays Bank and a Managing Director of Morgan Stanley (Australia).
Mr. Lindley has led and completed more than 100 financing transactions for resource companies operating
across jurisdictions including Africa, Asia and Australia. He led several transactions for Paladin Energy Ltd
including the financing of its Langer Heinrich mine. Mr. Lindley has a Master of Commerce, and a Bachelor
of Arts from the University of New South Wales; is a Graduate Member of the Australian Institute of Company
Directors, and a Fellow of the Governance Institute of Australia.
Mr. Lindley serves on the Audit and Risk and the Sustainability Committees.
During the past three years Mr. Lindley has also served as a director of the following listed companies:
Critica Limited – appointed 6 May 2024*
Mr. Greg Meyerowitz BCom, CA, MAICD, FCA (ANZ), FFINSIA, MCA(SA)
Non-Executive Director
Mr. Meyerowitz is a chartered accountant with over 45 years of experience in the professional services
industry and commerce and joined the Deep Yellow Board in December 2021. As a senior audit partner at
the international accounting firm of EY, and head of the Perth Audit Division for 10 years, Mr. Meyerowitz has
acted as the lead audit signing partner for five ASX 100 companies, including two ASX 20 companies. He has
worked across a diverse range of sectors and has extensive experience working with mining and energy
companies with global operations in countries such as Australia, Brazil, Finland, Indonesia, Italy, Malawi,
Mauritania, Namibia, Sweden and the USA. This includes time spent in the uranium sector.
Mr. Meyerowitz was also formerly the Group Risk and Compliance Director of APM Human Services
International Limited, an ASX-listed human services provider operating in 11 countries.
Mr. Meyerowitz is Chair of the Audit and Risk Committee and serves on the Nomination and Remuneration
Committee.
Mr. Mervyn Greene MA (Maths), BAI (Engineering), MBA (ceased role on 23 November 2023)
Non-Executive Director
Mr. Greene is an experienced investment banker and entrepreneur who has been working in investment
markets in Africa, Europe and the United States for more than 35 years. His most recent experience has
focused on private equity investment in a range of sectors, specialising in fin-tech, construction, general
technology and property.
Ms. Susan Park BCom, CA (ANZ), F Fin, FGIA, GAICD (appointed 21 May 2024)
Company Secretary
Ms. Park is a governance professional with over 25 years’ experience in the corporate finance industry and
extensive experience in Company Secretary and Non-Executive Director roles in ASX, TSX and AIM listed
companies.
Ms. Park holds a Bachelor of Commerce from the University of Western Australia, is a member of the
Australian Institute of Chartered Accountants, a Fellow of the Financial Services Institute of Australasia, a
Graduate Member of the Australian Institute of Company Directors and a Fellow of the Governance Institute
of Australia.
She is currently Company Secretary of several ASX listed companies.
* Denotes current directorship.
Directors’ Report
Deep Yellow Limited
Annual Report 2024
25
Mr. Mark Pitts BBus, FCA, GAICD (ceased role on 21 May 2024)
Company Secretary
Mr. Pitts provides secretarial support, corporate and compliance advice to a number of listed company’s he
has over 30 years’ experience in business administration and corporate compliance. Having started his
career with KPMG in Perth, he has worked at a senior management level in a variety of commercial and
consulting roles including mining services, healthcare and property development.
The majority of the past 20 years has been spent working for, or providing company secretarial, accounting,
finance and compliance services to publicly listed companies in the resources sector.
He holds a Bachelor of Business Degree from Curtin University, is a Fellow of Chartered Accountants
Australia and New Zealand and is a Graduate Member of the Australian Institute of Company Directors.
Interests in the Shares and Options of the Company
As at the date of this report, the Directors’ interests in shares and options of the Company were:
Director
Number of
Ordinary Shares
Number of Options
over Ordinary Shares
Mr. C. Salisbury
40,816
133,333
Mr. J. Borshoff*
17,621,043
-
Ms. G. Swaby**
10,517,214
-
Ms. V. Jackson
24,489
-
Mr. T. Lindley
110,000
-
Mr. G. Meyerowitz
148,757
-
* 17,234,533 subject to loan repayment of which 4,905,572 shares have not vested
** 6,875,813 subject to loan repayment of which 2,490,674 shares have not vested.
Dividends
No dividend has been paid since the end of the previous financial year and no dividend is recommended for
the current year.
Principal Activities
The principal activities during the financial year of entities within the Group were:
•
progress of the Tumas Project with grant of Mining Licence 237 (ML237) for 20 years expiring
21 September 2043;
•
completion of resource upgrade drilling at Tumas 3 with updated Mineral Resource Estimate (MRE)
issued post year-end;
•
selection of Ausenco Services Pty Ltd (Ausenco) as preferred Engineering, Procurement and
Construction Management Contractor (EPCM) for the Tumas Project, inclusive of finalisation of
Detailed Engineering, with an EPCM contract opportunity for project execution;
•
exploration activities at the Alligator River Project (ARP) included planning of two key geophysical
surveys (high-resolution drone-mounted radiometric and magnetic and airborne EM), reverse
circulation and diamond drilling programs;
•
completion of an extensive drill program at the Mulga Rock Project (MRP), with total contained
uranium in the Mulga Rock East project increasing by 26%, with a substantial uplift also achieved
in critical mineral value (including Rare Earth Oxide), justifying a more expansive Definitive
Feasibility Study (DFS) revision;
•
commencement of hydrological drilling program at MRP to define water management parameters
for mining;
Directors’ Report
Deep Yellow Limited
Annual Report 2024
26
•
submission of revised MRP Sandhill Dunnart Conservation Plan (SDCP) to the Department of
Climate Change, Energy, the Environment and Water and completion of a two-year baseline
monitoring program of the Sandhill Dunnart and feral animals;
•
successful equity raising of $250M; and
•
evaluating uranium projects for growth opportunities.
Other than the foregoing, there have been no significant changes in the nature of activities during the year.
Operating and Financial Review
Review of Operations
A detailed review of the Group’s operations by project is set out in the ‘Review of Operations’ on pages 5 to
19.
Operating Results for the Year
The Group’s net loss after income tax for the financial year is $10,635,671 (2023: loss $10,116,105).
Financial Position
At the end of the financial year the Group had $177,503,228 (2023: $40,770,146) in cash and at-call deposits
and $80,000,000 in term deposits (2023: Nil). Capitalised mineral exploration and evaluation expenditure
carried forward was $352,835,501 (2023: $339,592,920).
The Group has net assets of $614,636,438 (2023: $374,642,354).
Risk Management
Deep Yellow takes a proactive approach to risk management. The Board is responsible for ensuring that
risks, including emerging risks, and also opportunities, are identified on a timely basis and the Company’s
objectives and activities are aligned with the risks and opportunities identified by the Board.
The Board oversees and guides the Company’s risk management framework, and the Managing Director is
charged with implementing appropriate risk systems within the Company. The Board is supported in its
oversight of risk by the Audit and Risk Committee. Deep Yellow’s Risk Management Policy is reviewed and
endorsed annually by the Board in line with ASX Corporate Governance Principles and Recommendations.
Material Business Risks
There are inherent risks associated with the exploration for and development of minerals, compounded by
an uncertain economic environment which can impact the Company’s ability to deliver its strategic
objectives. The Group faces the usual risks encountered by companies engaged in exploration and
evaluation activities and the development of mining operations. The material business risks for the Group
include:
1.
Commodity Prices
Deep Yellow is an exploration company, with the aim of developing uranium mining operations for the sale
of uranium oxide via customer sales agreements. The price of uranium is determined by an independent
market and outside of the Company’s control. Movements in the uranium price are driven by supply and
demand factors, as well as government policy and geopolitical issues. It is impossible to predict future
uranium price movements with any certainty. Despite the Company potentially mitigating this risk via the
use of fixed price or collared offtake agreements, a sustained low uranium price will adversely affect Deep
Yellow’s ability to finance planned expenditures, including the development of its uranium projects.
Directors’ Report
Deep Yellow Limited
Annual Report 2024
27
2.
Sovereign Risk
Deep Yellow’s projects are subject to specific mining regulations and fiscal regimes in those countries where
it operates – currently Australia and Namibia. These include Federal, State and local laws relating to mining
and exploration, permitting requirements, industrial relations, environment, land use, royalties and taxation,
native title and cultural heritage, safety and occupational health. No assurance can be given that regulatory
changes could make the Company’s projects financially less attractive.
The Company regularly monitors the local political and legislative environment for the early identification of
proposed changes. This is achieved by direct Government and industry liaison, through peak industry bodies
and attendance at local industry events. This said, any Government change or change in policies is out of
Deep Yellow’s control.
3.
Mineral Resources and Ore Reserves
The Mineral Resources and Ore Reserves for the Company’s mineral deposits are determined in accordance
with the JORC code, based on elements of estimation and judgment. The process of creating these estimates
entails significant judgment, and it is important to note that there are no guarantees or assurances regarding
mineral recovery levels or the commercial viability of deposits. The true quality and characteristics of
mineral deposits can only be determined through actual mining operations and could diverge from the
assumptions used in resource development. Furthermore, Ore Reserves are valued based on assumed
future costs and commodity prices. As a result, the actual value of Ore Reserves, including their economic
extraction and mineral resources, may vary from initial estimates, potentially impacting operations either
positively or negatively.
4.
Financing Risk
The Company does not currently have adequate funding available to develop the Tumas Project or the Mulga
Rock Project and will be required to access capital markets. Since Deep Yellow is a company without pre-
existing cash flow, it relies on obtaining equity, debt, or external capital to meet its financial obligations.
Accessing these financial markets may be difficult due to global economic conditions, uranium price or
financier appetite/ability to fund uranium developments and there is no certainty of successfully securing
these funds.
5.
Native Title
The Native Title Act 1993 (Cth) in Australia recognises and safeguards the land and water rights of Aboriginal
and Torres Strait Islander people in accordance with their traditional laws and customs. Native title claims
or procedures may pose potential risks for the Company’s plans to develop its Australian-based uranium
projects. The Company may incur delays and significant costs to enable development and may also need to
fulfil compensatory obligations in settling Native Title claims over its tenements. Deep Yellow maintains
engagement with Traditional Owners and their representative organisations, combined with continued
monitoring of heritage information and approvals.
6.
Environmental, Social and Governance
Stakeholders are increasingly calling for proactive Environmental, Social, and Governance (ESG) oversight.
To meet the growing expectations of stakeholders, it is imperative to maintain precise data and open
reporting. Neglecting the implementation of robust ESG strategies and the provision of comprehensive
disclosures exposes the Company to potential repercussions, including decreased investments, approval
delays, heightened responsibilities, elevated insurance expenses, harm to its reputation, and potential
difficulties in attracting and retaining talent. Following on from the reports issued since 2019, Deep Yellow
issued its first Sustainability Report under the formal GRI framework covering FY23.
Directors’ Report
Deep Yellow Limited
Annual Report 2024
28
7.
Operational
As a group operating in remote areas, vehicle and air travel remain a high risk that the Group mitigates to the
extent practical. Work health and safety, whilst always a risk, is at the forefront of operational focus to ensure
this remains a top priority in all areas of the business. Retention and recruitment of experienced personnel
also presents challenges particularly given the lack of uranium experience and expertise globally. The
ongoing risk of cyber security continues to be addressed with appropriate systems’ implementation and
training of personnel.
Business Strategies and Prospects for Future Financial Years
Deep Yellow is a clearly differentiated, advanced uranium exploration company in pre-development phase
that was rejuvenated by the appointment of Mr. J Borshoff, founder of Paladin Energy Ltd (Paladin), as
Managing Director in October 2016. The Company then set a new direction built around a unique,
counter-cyclical strategy focused on organic and inorganic growth to deliver a Tier-1 uranium producer with
a low cost, multi project global uranium platform.
Organic growth is delivered through exploration and development of the Company’s Namibian project
portfolio. Since 2016, exploration success has quadrupled the resource base at the Tumas Project, at a very
low discovery cost. Namibia is a top-ranked uranium mining jurisdiction where Deep Yellow holds four large
cornerstone tenements situated in the heart of what is a world recognised, prospective uranium province
containing major uranium deposits which includes the three largest open cut uranium mines worldwide.
The Company’s inorganic growth plan is based on a targeted merger and acquisition program to establish a
diversified portfolio of uranium operations for development. The first growth opportunity was achieved when
Deep Yellow successfully merged with Vimy Resources Ltd in August 2022.
Effective execution of this unique strategy requires a leadership team with a proven track record, extensive
industry knowledge and capability to deliver. Deep Yellow has assembled a standout uranium team that
brings strong project development, operational and corporate capabilities. The majority of this team
successfully worked together at Paladin, which grew from a US$2M explorer into a $5B high-quality uranium
producer pre-Fukushima.
The medium to long-term outlook for uranium is extremely positive, supported by the integral role nuclear
power will play in meeting global clean energy targets. Through the operational expertise of the Company’s
Board and management team, Deep Yellow is well-placed to provide uranium supply security and certainty
into a growing market.
Significant Events after the Balance Date
There have been no events or circumstances which materially affect the Annual Financial Statements of the
Group between 30 June 2024 and the date of this report.
Environmental Regulation and Performance
The Group holds various mineral licences in Namibia and Australia where exploration and evaluation
activities are conducted. The right to conduct these activities is granted subject to environmental conditions
where the holder is required to observe any requirements, limitations or prohibitions on its exploration
operations in the interest of the environmental protection, as imposed by the relevant authorities. The Group
aims to ensure a high standard of environmental care is achieved and as a minimum, to comply with relevant
environmental regulations.
There have been no known breaches of the Group’s mineral tenure conditions or any environmental
regulations to which it is subject.
Directors’ Report
Deep Yellow Limited
Annual Report 2024
29
Share Options
Unissued Shares
As at the date of this report, there were 133,333 unissued ordinary shares under options (190,804 at the
reporting date).
Option holders do not have any right, by virtue of the option, to participate in any share issue of the Company
or any related body corporate.
Performance Rights
As at the date of this report, there were 4,225,845 performance rights outstanding (3,671,866 at the reporting
date). Refer Note 22 for further details of the performance rights outstanding.
There are no participating rights or entitlements inherent in the performance rights and holders of
performance rights will not be entitled to participate in new issues of capital that may be offered to
shareholders during the currency of the performance rights. During the financial year, 1,105,949 shares have
been issued at a weighted average issue price of 87.32 cents per share in relation to performance rights that
vested.
Indemnification and Insurance of Directors and Officers
During or since the financial year, the Company has paid premiums to insure certain officers of the
Company. The officers of the Company covered by the insurance policy include the Directors and the
Company Secretary named in this report.
The Directors’ and Officers’ Liability insurance provides cover against all costs and expenses that may be
incurred in defending civil proceedings that fall within the scope of the indemnity and that may be brought
against the officers in their capacity as officers of the Company. The insurance policy does not contain
details of the premium paid in respect of individual officers of the Company. Disclosure of the nature of the
liability cover and the amount of the premium is subject to a confidentiality clause under the insurance
policy.
Indemnification of Auditors
To the extent permitted by law, the Company has agreed to indemnify its auditors, Ernst & Young Australia,
as part of the terms of its audit engagement agreement against claims by third parties arising from the audit.
No payment has been made to indemnify Ernst & Young during or since the financial year.
Non-audit Services and Auditor’s Independence Declaration
The following non-audit services were provided to one by the entity’s auditor, Ernst & Young. The directors
are satisfied that the provision of non-audit services is compatible with the general standard of
independence for auditors imposed by the Corporations Act 2001. The nature and scope of each type of
non-audit service provided means that auditor independence was not compromised.
Ernst & Young Namibia received or are due to receive the following amounts for the provision of non-audit
services:
Assurance related
$3,059
A copy of the Auditor’s Independence Declaration as required under Section 307C of the Corporations Act
is set out on page 44.
Directors’ Report
Deep Yellow Limited
Annual Report 2024
30
Directors’ Meetings
The number of meetings of Directors (including meetings of Board Committees) held during the year ended
30 June 2024, whilst each Director was in office, and the number of meetings attended by each Director was:
Directors’ Meetings
Meetings of Committees
Board
Audit and Risk
Nomination & Remuneration
Sustainability
Eligible Attended Eligible Attended
Eligible
Attended
Eligible Attended
Number of Meetings Held
11
3
4
2
Number of Meetings Eligible & Attended
Mr. C. Salisbury
11
11
3
3
4
4
-
-
Mr. J. Borshoff
11
11
-
-
-
-
-
-
Ms. G. Swaby
11
10
-
-
-
-
2
2
Mr. M. Greene
3
3
-
-
-
-
-
-
Ms. V. Jackson
11
11
-
-
4
4
2
2
Mr. T. Lindley
11
10
3
3
-
-
2
2
Mr. G. Meyerowitz
11
11
3
3
4
4
-
-
Committee Membership
As at the date of this report, the Company had Audit and Risk; Nomination and Remuneration and
Sustainability Committees as detailed below:
Audit and Risk
Nomination and Remuneration
Sustainability *
Mr. G. Meyerowitz (Chair)
Mr. C. Salisbury (Chair)
Ms. V. Jackson (Chair)
Mr. T. Lindley
Ms. V. Jackson
Ms. G. Swaby
Mr. C. Salisbury
Mr. G. Meyerowitz
Mr. T. Lindley
Remuneration Report
REMUNERATION REPORT (AUDITED)
Deep Yellow Limited
Annual Report 2024
31
This Remuneration Report for the financial year ended 30 June 2024 (FY24) outlines the remuneration
arrangements of Deep Yellow Limited (the Company or the Group) in accordance with the requirements of the
Corporations Act 2001 (the Act) and its regulations. This information has been prepared in accordance with
section 300A and audited as required by section 308(3C) of the Act.
The Remuneration Report is presented under the following sections:
1.
Introduction.
2.
Highlights for FY24.
3.
Remuneration governance.
4.
Executive remuneration arrangements:
(a)
remuneration principles and strategy; and
(b)
approach to setting remuneration and details of incentive plans.
5.
Executive remuneration outcomes for FY24 (including link to performance).
6.
Executive contracts.
7.
Non-Executive Director (NED) remuneration arrangements.
8.
Additional disclosures relating to shares and options.
9.
Other transactions and balances with Key Management Personnel (KMP) and their related parties.
10.
Actual Executive KMP remuneration.
1.
Introduction
The Remuneration Report details the remuneration arrangements for KMP who are defined as those persons
having authority and responsibility for planning, directing and controlling the major activities of the Company,
directly or indirectly, including any Director (whether executive or otherwise) of the Company.
Each KMP was appointed for the full financial year, unless otherwise stated. For the purposes of this report, the
term “Executive” includes the Managing Director (MD) and the Executive Director (ED) of the Company. The table
below outlines the KMP of the Group and their movements during FY24.
Name
Position
Term as Key Management Personnel
Executive Directors
Mr. J. Borshoff
Managing Director/
Chief Executive Officer
Full financial year
Ms. G. Swaby
Executive Director
Full financial year
Non-Executive Directors
Mr. C. Salisbury
Non-Executive Chairman
Full financial year
Ms. V. Jackson
Non-Executive Director
Full financial year
Mr. T. Lindley
Non-Executive Director
Full financial year
Mr. G. Meyerowitz
Non-Executive Director
Full financial year
Mr. M. Greene
Non-Executive Director
Ceased 23 November 2023
Craig Barnes was appointed as Chief Financial Officer on 1 August 2024, after reporting date and before the date the
financial report was authorised for issue. There were no other changes to KMP.
2.
Highlights for FY24
Executive
fixed
remuneration
No increase for
MD or ED
No increase in fixed remuneration was made for the MD or ED for FY24. The MD had
self-imposed an 18% fee reduction for the period July 2023 to October 2023 as part
of Company cash conservation measures. Refer Statutory Remuneration in Section
5 for more details.
Short-term
incentive
(STI) outcome
ED - Maximum
Awarded MD –
over-performance
Overall achievement of performance measures for the STI award resulted in a 120%
and 100% outcome for the MD and ED, respectively. Refer Section 5 for more
information.
Long-term
incentive
(LTI) outcome
100% Vesting
(FY21 Grant)
For the three-year performance period ended 30 November 2023, the FY21 LTI
award (granted on 27 November 2020) vested at 100% meeting the share price test
of A$0.609.
NED fees
NED fees/
Aggregate
NED fee pool
The NED fee pool remained unchanged at $750,000 and there was no increase in
individual NED fee remuneration during the financial year ended 30 June 2024. Refer
to Section 7 for disclosures regarding NED remuneration.
Remuneration Report
REMUNERATION REPORT (AUDITED) (continued)
Deep Yellow Limited
Annual Report 2024
32
3.
Remuneration Governance
Remuneration Decision Making
The following diagram represents the Group’s remuneration decision making framework:
The composition of the Nomination and Remuneration Committee (NRC) is set out on page 30 of this Annual
Report, comprises three independent NEDs and meets regularly through the year. The MD or management
representatives attend certain NRC meetings by invitation, where management input is required. The MD is not
present during any discussions related to his own remuneration arrangements. Further information on the NRC’s
role, responsibilities and membership can be seen at https://deepyellow.com.au/about-us/corporate-
governance/.
Use of Remuneration Consultants
To ensure the NRC is fully informed when making remuneration decisions, it seeks external remuneration advice
where required. Remuneration consultants are engaged by, and report directly to the Committee. In selecting
remuneration consultants, the Committee considers potential conflicts of interest and requires independence
from the Company’s KMP and other executives as part of their terms of engagement.
During FY24, the NRC did not engage a remuneration consultant to make any remuneration recommendation (as
defined in the Corporations Act) in relation to any of the KMP for the Company.
Remuneration Report Approval at 2023 Annual General Meeting
The FY23 Remuneration Report received positive shareholder support at the 2023 Annual General Meeting (AGM) with
a vote of 99.57% in favour.
4.
Executive Remuneration Arrangements
(a)
Remuneration Principles and Strategy
Deep Yellow’s executive remuneration strategy is designed to attract, motivate and retain high performing
individuals and align the interests of executives and shareholders.
The following diagram illustrates how the Company’s remuneration strategy aligns with the strategic direction and
links remuneration outcomes to performance.
Board
Reviews and approves executive remuneration and incentives.
Sets aggregate NED fees, subject to shareholder approval.
Nomination and Remuneration Committee
Remuneration framework and policy.
Executive and NED remuneration recommendations.
Managing Director
Recomendations on executive remuneration.
Management
Implementation of remuneration policies
Remuneration Consultants
External and independent
remuneration advice and
information, as required
Remuneration Report
REMUNERATION REPORT (AUDITED) (continued)
Deep Yellow Limited
Annual Report 2024
33
(b)
Approach to Setting Remuneration and Details of Incentive Plans
Remuneration
Component
Vehicle
Purpose
Link to Performance
Fixed
Remuneration
Comprises base
salary or service
fee.
To provide competitive fixed
remuneration set with reference
to role, market and experience.
Individual performance is considered
during the annual remuneration review.
STI
Paid as a mix of
cash and equity
(deferred over a
six-month period).
Rewards Executives for their
contribution to achievement of
priority Company outcomes
and objectives in the financial
year.
Linked to measures for FY24 including:
(i)
Health and Safety;
(ii)
Resources and Exploration;
(iii) Growth; and
(iv) Environmental, Social, and
Governance.
LTI
Awards are made in
the form of loan
plan shares which
vest after 3 years.
Rewards Executives for their
contribution to the creation of
shareholder value over the
longer term.
Vesting of awards is dependent on share
price growth and continued service.
Remuneration Strategy Linkages to Business Objective
Reasonable & Fair
►
Shareholder Alignment
Transparent & Value Adding
►
Business Objective
To establish a multi-mine, Tier-1 globally diversified uranium company to provide security and certainty of
uranium supply into a growing market.
Remuneration Report
REMUNERATION REPORT (AUDITED) (continued)
Deep Yellow Limited
Annual Report 2024
34
In FY24, the Executive remuneration framework consisted of fixed remuneration and short and long- term incentives.
The following diagrams set out the remuneration structure for the MD and ED.
Each component of the remuneration structure is further outlined below.
Overall Remuneration Level and Mix
How is overall
remuneration
and mix
determined?
Remuneration levels are considered annually through a review that considers comparative market
data, the performance of the Company and the individual, and the broader economic environment.
The Company aims to reward Executives with a level and mix (proportion of base salary and other
benefits, short-term incentives and long-term incentives) of remuneration appropriate to their
position, responsibilities and performance within the Company and those that are aligned with
targeted market comparators including industry peers with comparable market capitalisation and
complexity, and other companies with which Deep Yellow competes for talent.
The chart below summarises the MD’s and ED’s remuneration mix based on maximum opportunity
for fixed remuneration, short-term incentives (STI) and long-term incentives (LTI). The mix is
considered appropriate for Deep Yellow based on the Company’s current phase of operations. Note
the remuneration mix is composed of the opportunity levels, rather than actual remuneration
outcome.
33%
41%
8%
10%
19%
10%
40%
39%
MD
ED
Fixed Rem
STI Cash
STI Loan Shares
LTI Loan Shares
Remuneration Report
REMUNERATION REPORT (AUDITED) (continued)
Deep Yellow Limited
Annual Report 2024
35
Fixed Remuneration and Other Benefits
How are fixed
remuneration and
other benefits
reviewed and
approved?
Fixed remuneration and other benefits are reviewed annually from benchmarked remuneration
data. Fixed remuneration changes for Executives are subject to approval from the Board
considering recommendations from the NRC.
Short-term Incentives
What is the STI
plan?
The Company operates an annual STI program that is available to Executives and awards cash and
equity to the Executives, subject to the attainment of clearly defined corporate measures and
individual objectives.
What are the
performance
criteria and how
do they align with
business
performance?
The Executives’ performance measures are focused on key performance drivers for the business in
FY24, including:
►
Environment, Health and Safety (15%)
-
Measures include no fatalities, number of recordable injuries/illnesses and safety
management system development.
-
No significant environmental or heritage incidents/breaches.
►
Resources and exploration (20%)
-
Measures reflect exploration success or resource growth at Alligator River, Mulga
Rock and Namibian projects.
►
Growth (50%)
-
Secure final external approvals for Tumas, progress Front End Engineering and
Design, progress funding arrangements.
-
Significant progress on Mulga Rock DFS.
-
Achieve cost/capital objectives.
►
Environment Social and Governance (15%)
-
Enhance sustainability reporting.
-
Implement key organisational systems to support Company growth.
-
Increase investor engagement.
What is the value
of the STI award
opportunity?
The MD has a maximum STI opportunity of 80% of fixed remuneration. It is settled through cash of
up to 25% of fixed remuneration and the remainder is settled as loan plan shares. The maximum
opportunity (or above) may be awarded where all the performance measures are met or exceeded,
at the discretion of the Board.
The ED has a maximum STI opportunity of up to 50% of fixed remuneration, which is settled in equal
parts of cash and loan plan shares. The maximum opportunity (or above) may be awarded where all
the performance measures are met or exceeded, at the discretion of the Board.
How are STI
payouts
determined?
On an annual basis, after consideration of performance measure outcomes, the Board in line with
their responsibilities, determine the amount (if any) of the short-term incentive to be paid to the
Executives, seeking recommendations from the NRC.
What is the STI
Deferral period?
The loan plan shares awarded under the STI plan fully vest following a 6-month deferral period, post
financial year-end.
What happens to
STI awards in the
event of
employment
cessation?
Where an Executive ceases to provide services prior to the vesting of their loan plan shares, all
unvested awards will be compulsorily divested on a date determined by the Board unless the Board
exercises its discretion to allow vesting at or post cessation of employment.
What happens if
there is a change
in control?
In the event of a change of control of the Group, the Board may determine, acting reasonably and in
good faith, whether any of the unvested awards will vest in a manner that allows the Executive to
participate in and/or benefit from any transaction from or in connection with the Change of Control
Event.
Are Executives
eligible for
dividends?
The Executive is entitled to receive dividends on unvested loan plan shares. For so long as there is
an outstanding loan balance in relation to the loan plan shares, the Executive irrevocably and
unconditionally directs the Company to withhold all after-tax dividends in respect of the
participants loan plan shares and apply all amounts so withheld in repayment of the outstanding
loan balance.
Remuneration Report
REMUNERATION REPORT (AUDITED) (continued)
Deep Yellow Limited
Annual Report 2024
36
Long-term Incentive
What is the LTI
plan?
Under the LTI plan, annual grants of loan plan shares are made to Executives to align remuneration
with creation of shareholder value over the long-term.
This rewards and incentivises participants through an arrangement where shares are offered
subject to long-term performance conditions in the form of a share price growth target over time.
For loan plan shares, the shares are offered at market value such that the incentive is linked to the
increase in value over and above the purchase price and so aligns the participants to the risks and
rewards of a shareholder. The purchase price payable by the participant for the ordinary shares is
lent to the participant under an interest free limited recourse loan, with the loan secured against the
shares.
The loan can be repaid at any time, however, to avoid compulsory divestment of loan plan shares,
the loan must be repaid on the earlier of periods ranging between 5-10 years (determined with each
issue) after the issuance of the shares and the occurrence of:
(a)
in the case of vested shares, the date being 12 months after cessation of employment or
service contract for any reason; or
(b)
pre-determined occurrences as per the Loan Share Plan including but not limited to a
Control Event or material breach by the Participant.
Loan plan shares were deliberately chosen because they provide an appropriate level of incentive
in a competitive environment and are cost effective in that there is no cash outlay for the Group
which is appropriate given the Group’s exploration/early-stage developer status.
How much can
Executives earn?
The MD has a maximum LTI opportunity of 120% of fixed remuneration and the ED has a maximum
LTI opportunity of up to 95% of fixed remuneration.
The number of equity instruments granted is determined using the fair value at 30 June (end of
financial year preceding AGM). Those loan plan shares with non-market based vesting conditions
are valued using a Black Scholes option pricing model whilst those with market based vesting
conditions are valued using a Monte Carlo simulation. Actual value is determined using the fair
value at the date of Shareholder approval and multiplying it by the number of loan plan shares
granted.
How is
performance
measured?
All granted equity vest subject to the achievement of Company share price growth targets.
When is
performance
measured?
All performance conditions are tested three years after grant.
What happens if
an Executive
leaves?
Where an Executive ceases to provide services prior to the vesting of their awards, all unvested
awards will be compulsorily divested on a date determined by the Board unless the Board exercises
its discretion to allow vesting at or post cessation of employment. The divested shares are treated
as full consideration for the repayment of the loan.
What happens if
there is a change
in control?
In the event of a change of control of the Group, the Board may determine, acting reasonably and in
good faith, whether any of the unvested awards will vest in a manner that allows the Executive to
participate in and/or benefit from any transaction from or in connection with the Change of Control
Event.
Are Executives
eligible for
dividends?
The Executive is entitled to receive dividends on unvested loan plan shares. For so long as there is
an outstanding loan balance in relation to the loan plan shares, the Executive irrevocably and
unconditionally directs the Company to withhold all after-tax dividends in respect of the
participants loan plan shares and apply all amounts so withheld in repayment of the outstanding
loan balance.
Changes to FY25
LTI performance
measurement
On the basis that the Board makes the Final Investment Decision for the Tumas Project at the end
Q4 CY24, the Performance Measurement for LTIs will change, to reflect that the Company is
evolving from a developer to a producer. The measurement system will move from the current share
price target to measures including Relative TSR, Absolute TSR and achieving sustainable production
from the Tumas Project. More detail of the completed re-design will be disclosed in the 2025
Remuneration Report.
Remuneration Report
REMUNERATION REPORT (AUDITED) (continued)
Deep Yellow Limited
Annual Report 2024
37
5.
Executive Remuneration Outcomes for FY24 (including link to performance)
Company Performance
A summary of Company performance is outlined in the table below.
Measure
FY24
FY23
FY22
FY21
FY20
Share price at end of year (cents)
134.0
75.5
59.5
71.5
20.5
(Loss)/Profit per share
(1.46)
(1.42)
(1.84)
(1.74)
1.19
U3O8 spot price (US$/lb)
84.25
56.10
49.75
32.25
32.80
Short-term Incentive Outcomes
A combination of corporate and individual objectives is used to measure performance outcomes to determine STI
awards. Performance against those measures is summarised below for Executives:
Objective
Managing Director
Executive Director
Opportunity
Outcome
Opportunity
Outcome
Environment, Health and Safety
15%
Below target*
15%
Below target*
Resources and exploration
20%
At target
20%
At target
Growth
50%
Above target
50%
Above target
Environment Social and Governance
15%
At target
15%
At target
Total
100%
Above target
100%
At target
* No health or environmental incidents with several minor (first aid, no lost time) injuries.
Table 1 outlines the proportion of maximum STI that was earned and forfeited in relation to the FY24.
Table 1: STI Earned and Forfeited FY24
Executive
Maximum STI opportunity
Percentage of Maximum STI
STI Awarded
STI Awarded
(% of fixed remuneration)
Awarded
Forfeited
(% of base salary)
($)
Mr. J. Borshoff (i)
80%
120%
-
96%
475,200
Ms. G. Swaby (ii)
50%
100%
-
50%
162,338
(i)
Mr. J. Borshoff has a STI opportunity of 80% fixed remuneration. His performance outcome was confirmed as “above
target” and at Board discretion he was awarded a 120% outcome. This results in a value equal to 96% of fixed
remuneration and is satisfied in cash of up to 25% of fixed remuneration and the balance in loan plan shares.
(ii)
Ms. G. Swaby has a STI opportunity of 50% fixed remuneration. Her performance outcome was confirmed as “at
target” and she was awarded a 100% outcome. The STI outcome is settled equally in cash and loan plan shares.
Long-term Incentive Outcomes
Table 2 outlines performance conditions applicable to the 2020 and 2021 LTI grants which vested either entirely or
partially in FY24. Projected outcomes for awards still to be tested are assuming the current share price remains
unchanged at the relevant vesting date.
Table 2: Vested LTI Performance Conditions
Executive Director
Managing Director
FY22 LTI
FY21 LTI
FY21 LTI
Grant Date
6-Dec-21
27-Nov-20
27-Nov-20
Vesting Date/s
30-Nov-22
30-Nov-23
30-Nov-24
30-Nov-21
30-Nov-22
30-Nov-23
30-Nov-23
Service Criteria vesting prior years
9%
17%
-
Portion to Vest in FY24
9%
83%
100%
‘- Share Price Target
N/a
$0.609
$0.609
‘- Share Price Vesting %
0%
74%
75%
‘- Service Criteria
Met
Met
Met
‘- Service Vesting %
9%
9%
25%
Portion to vest in future years
82%
-
-
Remuneration Report
REMUNERATION REPORT (AUDITED) (continued)
Deep Yellow Limited
Annual Report 2024
38
Long-term Incentive Grants
During FY24, a total of 3,823,476 loan plan shares were granted to the MD and ED which are due for testing three years
after the grant. See Section 8 for further details regarding grants.
Statutory Executive KMP Remuneration
Table 3 sets out total remuneration for Executive KMP in FY24 and FY23, calculated in accordance with statutory
obligations and accounting standards.
Table 3: Statutory Executive KMP Remuneration
Short-term Benefits
Post-
Employment
Super-
annuation
Share-based
Payments
Loan Plan Shares
(iii)(iv)
Termination
Payments
(v)
Total
%
Performance
Related
(vi)
Executive
Directors
Year
Fees
Cash
Bonus
(ii)
Mr. J. Borshoff (i)
FY24
470,000
123,750
-
1,578,366
-
2,172,116
74.0
FY23
478,333
123,750
-
1,049,054
-
1,651,137
62.2
Mr. S. Michael (vii) FY24
-
-
-
-
-
-
-
FY23
171,076
-
23,044
-
210,000
404,120
-
Ms. G. Swaby (viii) FY24
324,675
81,169
-
750,088
-
1,155,932
70
FY23
364,450
91,113
-
574,047
-
1,029,610
50.4
Totals
FY24
794,675
204,919
-
2,328,454
-
3,328,048
FY23 1,013,859
214,863
23,044
1,623,101
210,000
3,084,867
(i)
Mr. J. Borshoff self-imposed an 18% fee reduction for the period July 2023 to October 2023 as part of Company cash
conservation measures which reduced his annual fee from $495,000 to $470,000.
(ii)
Mr. J. Borshoff earned 96% and 120% of his maximum STI opportunity for FY23 and FY24 respectively. Ms. G. Swaby earned
96% and 100% of her maximum STI opportunity for FY23 and FY24 respectively. The cash bonus component of FY24 was
paid after the end of the performance period.
(iii)
Share-based payments are calculated in accordance with Australian Accounting Standards and are the fair value of equity
related awards that have been granted to Executives.
(iv)
Mr. J. Borshoff’s share-based payments are made up of short-term and long-term employee benefits amounting to
$626,614 and $951,752 respectively and Ms. G. Swaby’s $248,350 and $501,738 respectively.
(v)
In line with Mr. S. Michael’s employment agreement he received a termination payment during FY23 of $210,000 by serving
out a maximum employment term from 4 August 2022 to 31 December 2022.
(vi)
Performance measures are based on the cash bonus as well as the market and participant performance vesting hurdles
of loan plan shares.
(vii)
Mr. S. Michael was employed by the Company for the period starting on 4 August 2022 and ceased on 31 December 2022.
Included in his fee is an amount of $12,230 for annual leave accrued.
(viii)
Included in Ms. G. Swaby remuneration of $364,450 for FY23 is an amount of $31,450 for services rendered in relation to
incremental project work.
6.
Executive Contracts
Remuneration arrangements for Executive KMP are formalised in employment agreements. The following outlines the
details of contracts with Executive KMP:
Managing Director - Mr. J. Borshoff
Scomac Management Services Pty Ltd as trustee for the Scomac Unit Trust (Scomac) has been appointed on a
non-exclusive basis to provide the Group with management, strategic, technical and geological expertise and services
through Scomac personnel which they employ or have access to (Scomac agreement).
Consultant personnel who Scomac employ or have access to include Mr. J. Borshoff, who has offered himself as
Managing Director and/or Chief Executive Officer of the Group. Where any of the Scomac personnel acts as an officer
of the Group, neither Scomac or the personnel receive any additional payment or increase in fee for discharging the
duties and responsibilities as an officer of the Group.
The terms of the Scomac agreement, as it relates to Mr. J. Borshoff as an employee of Scomac, are formalised in the
Scomac agreement and were disclosed to the ASX on 24 October 2016.
Remuneration Report
REMUNERATION REPORT (AUDITED) (continued)
Deep Yellow Limited
Annual Report 2024
39
The current terms are as follows:
►
no fixed term, duration subject to termination provisions;
►
fee for services rendered of $495,000 per annum (plus GST);
►
the service fee and/or structure to be reviewed annually;
►
eligibility to receive an annual short-term incentive of up to 25% of the service fee, at the discretion of the
Company, paid in cash; and
►
eligibility to participate in the Company’s Loan Share Plan as both long and short-term incentive on terms
determined by the Board, subject to receiving any required or appropriate shareholder approval.
The Managing Director’s termination provisions are as follows:
Reason for Termination
Notice
Period
Payment in
Lieu of notice
Treatment of STI and LTI on Termination
Termination by Scomac
6 months
6 months
Unvested awards compulsorily divested unless the Board
exercises its discretion to allow vesting at or post cessation of
employment.
Termination by the
Company
12 months
12 months
Unvested awards compulsorily divested unless the Board
exercises its discretion to allow vesting at or post cessation of
employment.
Termination for cause
None
None
Unvested awards compulsorily divested unless the Board
exercises its discretion to allow vesting at or post cessation of
employment.
Executive Director - Ms. G. Swaby
The Company has entered into a Consultancy Agreement with Strategic Consultants Pty Ltd for consultancy services
provided by Ms. G. Swaby. The current term commenced 24 October 2016 and continues until such time as terminated
by either party are as follows:
►
consulting fee of $1,850 per day to a maximum of $325,000 per annum unless otherwise determined in
accordance with business needs;
►
the fee and/or structure to be reviewed from time to time having regard to the performance of Ms. G. Swaby
and the Company;
►
either party may terminate the agreement on one month’s notice to the other party; and
►
eligibility to participate in the Company’s Loan Share Plan as both long and short-term incentive on terms
determined by the Board, subject to receiving any required or appropriate shareholder approval.
7.
Non-Executive Director Remuneration Arrangements
Remuneration Policy
The Board seeks to set aggregate remuneration at a level that provides the Company with the ability to attract and retain
directors of the highest calibre, whilst incurring a cost that is acceptable to shareholders.
The amount of aggregate remuneration sought to be approved by shareholders and the fee structure is reviewed
annually against fees paid to NEDs of comparable ASX listed companies with similar market capitalisation of the
Company as well as similar sized industry comparators. The Board considers advice from external consultants when
undertaking the annual review process.
The Company’s constitution and the ASX listing rules specify that the NED fee pool shall be determined from time to
time by a general meeting. The latest determination was at the 2022 AGM when shareholders approved an aggregate fee
pool of $750,000 per year.
The Board will not seek any increase for the NED fee pool at the 2024 AGM.
Remuneration Report
REMUNERATION REPORT (AUDITED) (continued)
Deep Yellow Limited
Annual Report 2024
40
Structure
The remuneration of NEDs consists of Directors’ fees and committee Chair fees. The payment of additional fees for
serving as a committee Chair recognises the additional time commitment required by NEDs who chair sub-committees.
NEDs may be reimbursed for expenses reasonably incurred in attending to the Group’s affairs. NEDs do not receive
retirement benefits, nor do they participate in any incentive programs.
There was no increase in individual NED fee remuneration and Table 4 summarises the NED fees for FY24. A review of
NED fee arrangements will be conducted in FY25.
Table 4: NED Fees
Board Fee
Cash
Share-based Payments (i)
Total
Chairman (i)
$98,000
$42,000
$140,000
Directors
$85,000
-
$85,000
Committee Fees
Cash
Committee Chair
$5,000
-
$5,000
(i)
The current Chair was appointed on 12 May 2021. At that time his annual package was
$140,000, comprising $98,000 cash and $42,000 options over three years for a total value
of $126,000. The practice of issuing equity to NEDs ceased during FY23. For details on the
options, refer to Table 7.
Table 5 sets out total remuneration for Non-Executive KMP in FY24 and FY23, calculated in accordance with statutory
obligations and accounting standards.
Table 5: Statutory NED Fees
Non-Executive Directors
Year
Short-term Benefits
Post-Employment
Share-based
Payments
Total
Board & Committee Fees
Superannuation
Mr. C. Salisbury (i) (ii)
FY24
92,793
10,207
16,267
119,267
FY23
93,424
9,576
42,699
145,699
Ms. V. Jackson (iii)
FY24
82,958
9,125
-
92,083
FY23
51,398
5,268
-
56,666
Mr. T. Lindley (iv)
FY24
76,577
8,423
-
85,000
FY23
9,534
977
-
10,511
Mr. G. Meyerowitz (v)
FY24
81,081
8,919
-
90,000
FY23
94,860
9,723
-
104,583
Mr. W. Bramwell (vi)
FY24
-
-
-
-
FY23
38,549
3,951
-
42,500
Mr. M. Greene (vii)
FY24
35,417
-
-
35,417
FY23
85,000
-
-
85,000
Totals
FY24
368,826
36,674
16,267
421,767
FY23
372,765
29,495
42,699
444,959
(i)
Details of the awards are provided in Table 7.
(ii)
Mr. C. Salisbury was granted 133,333 options on 29 November 2021 for a total value of $126,000, vesting equally
over a three-year period from FY22 to FY24. The accounting standards require the total value to be amortised over
the individual vesting periods, rather than on a straight-line basis from the start of his service period. The
share-based payment for FY24 of $16,267 therefore relates to the amortisation for FY24 of the deferred share
component of the final $42,000 amortised over period 29 November 2021 to 30 June 2024.
(iii)
Ms. V. Jackon was appointed on 20 October 2022. Included in her remuneration for FY24 is an amount of $2,083 in
lieu of committee Chair Fees not paid during FY23.
(iv)
Mr. T. Lindley was appointed on 17 May 2023.
(v)
Included in Mr. G. Meyerowitz’s total remuneration for FY23 is an amount of $14,583 in lieu of shares not issued in
relation to FY22 services following the practice of issuing equity to NEDs ceasing.
(vi)
Mr. W. Bramwell was appointed on 4 August 2022 and ceased his role on 31 January 2023.
(vii)
Mr. M. Greene ceased his role on 23 November 2023.
Remuneration Report
REMUNERATION REPORT (AUDITED) (continued)
Deep Yellow Limited
Annual Report 2024
41
8.
Additional Disclosures Relating to Loan Plan Shares, Options and Shares
Loan Plan Shares Awarded, Vested and Lapsed During the Year
Table 6 discloses the number of loan plan shares granted, vested and lapsed in relation to KMP during FY24.
Loan plan shares carry voting rights and participants are entitled to dividends on unvested loan plan shares. For so long
as there is an outstanding loan balance in relation to the loan plan shares, the participant irrevocably and
unconditionally directs the Company to withhold all after-tax dividends in respect of the participants loan plan shares
and apply all amounts so withheld in repayment of the outstanding loan balance.
Table 6: Loan Plan Shares Granted, Vested and Lapsed
Fair Value
Number
Value
Financial
Year
Number
Issued
Issue
Date
Per Share
at Issue
Date
(cents)
Vesting
Date
Exercise
Price
(cents)
Expiry
Date
(i)
Vested
During
Year
Lapsed
During
Year
Issued
During
Year
$A
Vested
During
Year
A$ (ii)
Executive Directors
Mr. J. Borshoff
2021
340,032 27-Nov-20
27.4
30-Nov-23
35.5
30-Nov-25
340,032
-
-
229,552
2021
625,424 27-Nov-20
30.5
30-Nov-23
35.5
30-Nov-27
625,424
-
-
422,161
2021
1,841,711 27-Nov-20
23.6
30-Nov-23
35.5
30-Nov-27 1,841,711
-
- 1,243,155
2022
122,740
6-Dec-21
79.2
30-Nov-23
92.8
6-Dec-31
122,740
-
-
12,519
2023
155,828 21-Dec-22
57.2
30-Nov-23
72.1
21-Dec-32
155,828
-
-
48,151
2024
453,823 20-Dec-23
92.1
31-Dec-23
99.2
20-Dec-30
453,823
-
417,971
44,475
(iii)
2024
474,134 20-Dec-23
84.0
30-Nov-25
99.2
20-Dec-33
-
-
398,273
-
2024
1,575,597 20-Dec-23
76.1
30-Nov-26
99.2
20-Dec-30
-
- 1,199,029
-
Ms. G. Swaby
2021
133,972 27-Nov-20
27.4
30-Nov-23
35.5
30-Nov-25
133,972
-
-
90,431
2021
1,135,593 27-Nov-20
22.6
30-Nov-23
35.5
30-Nov-25 1,135,593
-
-
766,525
2022
94,660
6-Dec-21
71.3
30-Nov-23
92.8
6-Dec-28
94,660
-
-
9,655
2022
50,518
6-Dec-21
79.2
30-Nov-23
92.8
6-Dec-31
50,518
-
-
5,153
2023
170,490 21-Dec-22
51.5
30-Nov-23
72.1
21-Dec-29
170,490
-
-
52,681
2024
148,360 20-Dec-23
92.1
31-Dec-23
99.2
20-Dec-30
148,360
-
136,640
14,539
(iii)
2024
253,187 20-Dec-23
84.0
30-Nov-25
99.2
20-Dec-33
-
-
212,677
-
2024
918,375 20-Dec-23
76.1
30-Nov-26
99.2
20-Dec-30
-
-
698,883
-
(i)
Loan plan shares do not have an expiry date. The limited recourse loan in respect of the loan plan shares has to be fully paid
between 5-10 years (determined with each issue) after grant date of the loan plan shares.
(ii)
The value is based on the number of loan plan shares vested multiplied by the share price on vesting dates and reduced by the
outstanding loan in relation to the loan plan shares that vested.
(iii)
The award of Loan Plan shares to Mr. J. Borshoff and Ms. G. Swaby approved in the 2022 Annual General Meeting was understated
as a result of a valuation error identified during the year. The quantum of the understatement was 474,134 and 253,187 loan plan
shares respectively. The Company obtained shareholder approval for the issuance of these loan plan shares at the 2023 Annual
General Meeting.
Table 7: Share Options Awarded, Exercised and Lapsed During the Year
Value
Financial
Year
Number
Issued
Issue
Date
Fair Value
Per Option at
Issue Date (cents)
Vesting
Date
Exercise
Price
(cents)
Expiry
Date
Number
Vested
During Year
Issued
During Year
A$
Vested
During Year
A$ (i)
Non-Executive Directors
Mr. C. Salisbury
2022
44,444
29-Nov-21
94.5
1-Jul-23
-
1-Jul-27
44,444
-
32,444
(i)
The value is based on the number of options vested multiplied by the share price on vesting date.
For details on the valuation of loan plan shares and options, including models and assumptions used, please refer to
Note 22.
The loan plan shares and options were provided at no cost to the recipients. However, the loan plan shares have an
attaching non-recourse loan which must be repaid following vesting. Until such time as the loan is repaid a holding lock
remains in place. There were no alterations to the terms and conditions of loan plan shares or options issued as
remuneration since their grant/issue dates.
Remuneration Report
REMUNERATION REPORT (AUDITED) (continued)
Deep Yellow Limited
Annual Report 2024
42
Table 8: KMP Shareholdings*
2024
Name
Balance
at Start
of the Year
Granted as
Remuneration
(i)
Net change
other
(ii)
Balance on
Resignation
(iii)
Balance
at the End
of the Year
Executive Directors
Mr. J. Borshoff (iv)
15,100,364
2,503,554
17,125
-
17,621,043
Ms. G. Swaby (v)
9,763,042
1,319,922
(565,750)
-
10,517,214
Non-Executive Directors
Mr. C. Salisbury
-
-
40,816
-
40,816
Mr. M. Greene
2,778,337
-
-
(2,778,337)
-
Mr. G. Meyerowitz
50,000
-
98,757
-
148,757
Ms. V. Jackson
-
-
24,489
-
24,489
Mr. T. Lindley
-
-
50,000
-
50,000
* Includes shares held directly, indirectly and beneficially by KMP.
(i)
On 20 December 2023 Mr. J. Borshoff and Ms. G. Swaby were issued with loan plan shares. Details in respect of the
awards are provided in Table 6.
(ii)
All equity transactions with KMP have been entered into under terms and conditions no more favourable than those
the Group would have adopted if dealing at arm's length.
(iii)
Balance at date of Directorship ceasing.
(iv)
17,234,533 subject to loan repayment of which 4,905,572 shares have not vested.
(v)
6,875,813 subject to loan repayment of which 2,490,674 shares have not vested.
A participant may not trade shares acquired under the Loan Share Plan until the shares have vested, any imposed
dealing restrictions have ended and the limited recourse loan in respect to those shares has been paid in full.
Table 9: Non-Executive KMP Option Holdings
2024
Name
Balance
at Start
of the Year
Granted
as
Remuneration
Options
Exercised
Balance on
Resignation
(ii)
Balance
at the End
of the Year
Vested and
Exercisable
Non-Executive Directors
Mr. C. Salisbury (i)
133,333
-
-
-
133,333
88,888
Mr. M. Greene
176,519
-
-
(176,519)
-
-
Mr. G. Meyerowitz
-
-
-
-
-
-
Ms. V. Jackson
-
-
-
-
-
-
Mr. T. Lindley
-
-
-
-
-
-
(i)
Mr. C. Salisbury was granted 133,333 options on 29 November 2021, vesting equally over a three-year period from
FY22 to FY24. Although 44,445 remained unvested at reporting date, they have since vested on 1 July 2024.
(ii)
Balance on date of Directorship ceasing.
9.
Other Transactions and Balances with KMP and their Related Parties
Details and Terms and Conditions of other Transactions with KMP and their Related Parties
Scomac Management Services Pty Ltd as trustee for the Scomac Unit Trust (Scomac or Consultant) has been
appointed on a non-exclusive basis to provide the Group with management, strategic, technical and geological
expertise and services through the Consultant personnel they employ or have access to (Scomac agreement).
Consultant personnel who Scomac employ or have access to include Mr. J. Borshoff, who has offered himself as
Managing Director and/or Chief Executive officer of the Group. Where any of the Scomac personnel acts as an officer of
the Group, neither Scomac or the personnel receive any additional payment or increase in fee for discharging the duties
and responsibilities as an officer of the Group.
Mr. J. Borshoff has a financial interest in Scomac. During the year ended 30 June 2024 Scomac billed the Company
$1,294,857, inclusive of GST and on-costs (2023 $1,563,021), for technical and geological services (excluding
Mr. J. Borshoff) on normal commercial terms and conditions. These amounts are not included in the remuneration
tables above. Fees paid to Scomac in relation to services provided by Mr. J. Borshoff as Managing Director are detailed
in section 6(a). An amount of $118,701 was outstanding at 30 June 2024 (2023: $126,777). The amount for other services
was recognised as a non-current asset under exploration and evaluation expenditure.
Remuneration Report
REMUNERATION REPORT (AUDITED) (continued)
Deep Yellow Limited
Annual Report 2024
43
10.
Actual Executive KMP Remuneration
The actual remuneration earned by Executives in FY24 is set out in Table 10. The value of remuneration includes equity
grants where the Executive received control through vesting of their shares in FY24. This differs from the statutory
remuneration disclosures in accordance with applicable accounting standards which, for example, discloses the value
of LTI grants which may or may not vest in future years, whereas discloses the value of LTI grants from previous years
which have vested in FY24.
Table 10: Actual Executive KMP Remuneration
Name
Fees
Short-term
Incentive (ii)
STI Award
Vested (iii)
LTI Award
Vested (iii)
Total Actual
Remuneration
Mr. J. Borshoff (i)
470,000
123,750
334,667
1,665,316
2,593,733
Ms. G. Swaby
324,675
91,113
167,307
771,678
1,354,773
Totals
794,675
214,863
501,974
2,436,994
3,948,506
(i)
Mr. J. Borshoff self-imposed an 18% fee reduction for the period July 2023 to October 2023 as part of Company cash
conservation measures which reduced his annual fee from $495,000 to $470,000.
(ii)
Cash bonus of 25% of fixed remuneration was awarded to Mr. J. Borshoff for FY23 but only paid during FY24 and
50% of Ms. G. Swaby’s STI outcome for FY23 was satisfied in cash during FY24.
(iii)
The value is based on the number of loan plan shares vested multiplied by the share price on vesting dates and
reduced by the outstanding loan in relation to the loan plan shares that vested.
(a)
End of Remuneration Report (Audited)
This report is made in accordance with a resolution of the Directors.
DATED at Perth this 27th day of September 2024.
JOHN BORSHOFF
Managing Director/CEO
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
44
Ernst & Young
11 Mounts Bay Road
Perth WA 6000 Australia
GPO Box M939 Perth WA 6843
Tel: +61 8 9429 2222
Fax: +61 8 9429 2436
ey.com/au
Auditor’s independence declaration to the directors of Deep Yellow Limited
As lead auditor for the audit of the financial report of Deep Yellow Limited for the financial year ended
30 June 2024, I declare to the best of my knowledge and belief, there have been:
a.
No contraventions of the auditor independence requirements of the Corporations Act 2001 in
relation to the audit;
b.
No contraventions of any applicable code of professional conduct in relation to the audit; and
c.
No non-audit services provided that contravene any applicable code of professional conduct in
relation to the audit.
This declaration is in respect of Deep Yellow Limited and the entities it controlled during the financial
year.
Ernst & Young
Gavin Buckingham
Partner
27 September 2024
Consolidated Statement of Profit or Loss and Other
Comprehensive Income for the Financial Year Ended 30 June 2024
Deep Yellow Limited
Annual Report 2024
45
Consolidated
Note
2024
2023
$
$
Interest and other income
7(a)
3,881,608
1,892,462
Revenue from contracts with customers
7(b)
15,949
38,459
Income
3,897,557
1,930,921
Depreciation and amortisation expenses
8
(805,888)
(818,133)
Interest expense
8
(109,956)
(196,183)
Marketing expenses
(448,580)
(566,674)
Occupancy expenses
8
(226,610)
(319,071)
Administrative expenses
8
(3,458,201)
(4,580,215)
Employee expenses
8
(7,801,091)
(5,201,911)
Exploration and evaluation expenditure impairment
15
(1,682,902)
(364,839)
Loss before income tax
(10,635,671)
(10,116,105)
Income tax expense
9(a)(b)
-
-
Loss for the year
(10,635,671)
(10,116,105)
Other comprehensive income
Items to be reclassified to profit and loss in subsequent
periods, net of tax
Foreign currency translation gain/(loss)
19(b)
1,802,360
(5,930,301)
Other comprehensive income/(loss) for the year, net of tax
1,802,360
(5,930,301)
Total comprehensive loss for the year, net of tax
(8,833,311)
(16,046,406)
Earnings per share for loss attributable to the ordinary equity
holders of the Company.
Cents
Cents
Basic loss per share
10
(1.31)
(1.42)
Diluted loss per share
10
(1.31)
(1.42)
The above Consolidated Statement of Profit or Loss and Other Comprehensive Income should be read in conjunction with the
accompanying notes.
Consolidated Statement of Financial Position as at 30 June 2024
Deep Yellow Limited
Annual Report 2024
46
Consolidated
Note
2024
2023
$
$
ASSETS
Current assets
Cash and cash equivalents
12
177,503,228
40,770,146
Trade and other receivables
14
86,955,471
3,680,058
Prepayments
503,796
499,755
Total current assets
264,962,495
44,949,959
Non-current assets
Property, plant and equipment
13
3,531,718
3,091,251
Trade and other receivables
14
664,904
480,560
Exploration and evaluation expenditure
15
352,835,501
339,592,920
Right-of-use assets
17
3,084,579
3,553,804
Total non-current assets
360,116,702
346,718,535
Total assets
625,079,197
391,668,494
LIABILITIES
Current liabilities
Trade and other payables
16
2,768,559
10,154,769
Lease liabilities
17
231,471
266,537
Provisions
18
1,422,660
409,274
Total current liabilities
4,422,690
10,830,580
Non-current liabilities
Lease liabilities
17
3,335,818
3,567,291
Provisions
18
2,684,251
2,628,269
Total non-current liabilities
6,020,069
6,195,560
Total liabilities
10,442,759
17,026,140
Net assets
614,636,438
374,642,354
EQUITY
Issued equity
19(a)
838,017,347
594,396,624
Accumulated losses
19(b)
(225,658,625)
(215,022,954)
Share-based payments’ reserve
19(b)
25,872,451
20,665,779
Foreign currency translation reserve
19(b)
(23,594,735)
(25,397,095)
Total equity
614,636,438
374,642,354
The above Consolidated Statement of Financial Position should be read in conjunction with the accompanying notes.
Consolidated Statement of Changes in Equity for the
Financial Year Ended 30 June 2024
Deep Yellow Limited
Annual Report 2024
47
Issued Equity
$
Accumulated
Losses
$
Share-based
Payments
Reserve
Foreign Currency
Translation
Reserve
Total Equity
$
$
$
At 1 July 2023
594,396,624 (215,022,954)
20,665,779
(25,397,095)
374,642,354
Loss for the year
-
(10,635,671)
-
-
(10,635,671)
Other comprehensive income
-
-
-
1,802,360
1,802,360
Total comprehensive loss
-
(10,635,671)
-
1,802,360
(8,833,311)
Issue of share capital
249,999,652
-
-
-
249,999,652
Transaction costs related
to issue of share capital
(9,560,791)
-
-
-
(9,560,791)
Vesting of performance rights
965,705
-
(965,705)
-
-
Exercise of share options
100,926
-
(100,926)
-
-
Repayment of loan plan
shares
2,115,231
-
-
-
2,115,231
Share-based payments
-
-
6,273,303
-
6,273,303
At 30 June 2024
838,017,347 (225,658,625)
25,872,451
(23,594,735)
614,636,438
Issued Equity
$
Accumulated
Losses
$
Share-based
Payments
Reserve
Foreign Currency
Translation
Reserve
Total Equity
$
$
$
At 1 July 2022
321,796,741 (204,906,849)
17,753,920
(19,466,794)
115,177,018
Loss for the year
-
(10,116,105)
-
-
(10,116,105)
Other comprehensive loss
-
-
-
(5,930,301)
(5,930,301)
Total comprehensive loss
-
(10,116,105)
-
(5,930,301)
(16,046,406)
Issued under acquisition of
Vimy Resources Ltd (Note 11)
258,257,511
-
-
-
258,257,511
Issued under payment of
royalty deed termination
(Note 15)
14,000,000
-
-
-
14,000,000
Vesting of performance rights
325,386
-
(325,386)
-
-
Repayment of loan plan
shares
16,986
-
-
-
16,986
Share-based payments
-
-
3,237,245
-
3,237,245
At 30 June 2023
594,396,624 (215,022,954)
20,665,779
(25,397,095)
374,642,354
The above Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying notes.
Consolidated Cash Flow Statement
for the Financial Year Ended 30 June 2024
Deep Yellow Limited
Annual Report 2024
48
Consolidated
Note
2024
2023
$
$
Cash flows from operating activities
Interest received
2,624,034
1,821,084
Funds received from JV Partners
420,178
756,369
Payments to suppliers and employees
(5,673,401)
(6,227,829)
Payments for evaluation of project acquisition opportunities
(424,120)
(787,081)
Funds spent by JV Manager
(420,178)
(756,170)
Other receipts
16,168
140,566
Interest paid
(125,788)
(176,759)
Net cash used in operating activities
12
(3,583,107)
(5,229,820)
Cash flows from investing activities
Payments for exploration and evaluation expenditure
(16,123,975)
(25,888,923)
Government grants and tax incentives received
2,214,585
-
Payments for property, plant and equipment
(996,395)
(2,027,507)
Payment for property and other bonds
(177,595)
(2,640)
Proceeds from property and other bonds
-
316,224
Proceeds from sale of property, plant and equipment
12,322
17,767
Payments for term deposits
(80,000,000)
-
Cash acquired upon acquisition of asset
11
-
16,690,657
Payment of cost associated with acquisition of subsidiary
(6,933,365)
(7,147,125)
Net cash used in investing activities
(102,004,423)
(18,041,547)
Cash flows from financing activities
Proceeds from issue of shares
252,114,883
16,986
Payment of cost associated with issue of shares
(9,560,791)
-
Payments of lease liabilities
(273,643)
(242,571)
Net cash from/(used in) financing activities
242,280,449
(225,585)
Net increase/ (decrease) in cash and cash equivalents
136,692,919
(23,496,952)
Effects of exchange rate changes on cash and cash equivalents
40,163
(657,252)
Cash and cash equivalents at beginning of financial year
40,770,146
64,924,350
Cash and cash equivalents at end of financial year
12
177,503,228
40,770,146
The above Consolidated Cash Flow Statement should be read in conjunction with the accompanying notes.
Notes to the Consolidated Financial Statements for the
Financial Year Ended 30 June 2024
Deep Yellow Limited
Annual Report 2024
49
Note 1
Corporate Information
The Consolidated Financial Statements of Deep Yellow Limited and its subsidiaries (the Group) for the year ended
30 June 2024 were authorised for issue in accordance with a resolution of the Directors on 26 September 2024.
Deep Yellow Limited is a “for profit” company limited by shares incorporated and domiciled in Australia whose shares
are publicly traded on the Australian Securities Exchange.
Information on the nature of the operations and principal activities of the Group are described in the Directors’ Report.
Information on the Group’s structure is provided in Note 6 and information on other related party relationships is
provided in Note 24.
Note 2
Material Accounting Policies
(a)
Basis of Preparation
The financial report is a general-purpose financial report, which has 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 report also complies with International Financial reporting
Standards (IFRS) as issued by the International Accounting Standards Board.
The financial report has been prepared on a historical cost basis. The financial report is presented in Australian dollars
and all values are rounded to the nearest dollar.
The Group has prepared the financial statements on the basis that it will continue to operate as a going concern. The
Consolidated Financial Statements provide comparative information in respect of the previous period. There has been
no retrospective application of accounting policies as a result of the adoption of new accounting standards therefore no
restatement of financial statements is required for the previous period.
(b)
Basis of Consolidation
The Consolidated Financial Statements comprise the financial statements of the Group for the year ended 30 June 2024.
Control is achieved when the Group is exposed, or has the rights, to variable returns from its involvement with the investee
and has the ability to affect those returns through its power over the investee. Specifically, the Group controls an investee
if and only if the Group has:
►
power over the investee (i.e., existing rights that give it the current ability to direct the relevant activities of
the investee);
►
exposure, or rights, to variable returns from its involvement with the investee; and
►
the ability to use its power over the investee to affect its returns.
Generally, there is a presumption that a majority of voting rights results in control. To support this presumption, and
when the Group has less than a majority of the voting or similar rights of an investee, the Group considers all relevant
facts and circumstances in assessing whether it has power over an investee, including:
►
the contractual arrangement with the other vote holders of the investee;
►
rights arising from other contractual arrangements; and
►
the Group’s voting rights and potential voting rights.
The Group re-assesses whether or not it controls an investee if facts and circumstances indicate that there are changes
to one or more of the three elements of control. Consolidation of a subsidiary begins when the Group obtains control
over the subsidiary and ceases when the Group loses control of the subsidiary. Assets, liabilities, income and expenses
of a subsidiary acquired or disposed of during the year are included in the Consolidated Financial Statements from the
date the Group gains control until the date the Group ceases to control the subsidiary.
Profit or loss and each component of Other Comprehensive Income (OCI) are attributed to the equity holders of the
Group and to the non-controlling interests, even if this results in the non-controlling interests having a deficit balance.
When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies
into line with the Group’s accounting policies. All intragroup assets and liabilities, equity, income, expenses and cash
flows relating to transactions between members of the Group are eliminated in full, on consolidation.
A change in ownership interest in a subsidiary, without a loss of control, is accounted for as an equity transaction. If the
Group loses control over a subsidiary, it derecognises the related assets (including goodwill), liabilities,
non-controlling interest and other components of equity while any resultant gain or loss is recognised in profit or loss.
Any investment retained is recognised at fair value, except for when the retained investment is an interest in a joint
operation. Where the group loses control over a subsidiary but retains an interest in a joint operation the retained
investment is measured based.
Notes to the Consolidated Financial Statements for the
Financial Year Ended 30 June 2024
Deep Yellow Limited
Annual Report 2024
50
Note 2
Material Accounting Policies (continued)
(c)
Summary of Material Accounting Policies
(i)
Business Combinations and Goodwill
Business combinations are accounted for using the acquisition method. The cost of an acquisition is measured as the
aggregate of the consideration transferred, which is measured at acquisition date fair value, and the amount of any non-
controlling interests in the acquiree. For each business combination, the Group elects whether to measure the non-
controlling interests in the acquiree at fair value or at the proportionate share of the acquiree’s identifiable net assets.
Acquisition- related costs are expensed as incurred and included in administrative expenses.
The Group determines that it has acquired a business when the acquired set of activities and assets include an input
and a substantive process that together significantly contribute to the ability to create outputs. The acquired process is
considered substantive if it is critical to the ability to continue producing outputs, and the inputs acquired include an
organised workforce with the necessary skills, knowledge, or experience to perform that process or it significantly
contributes to the ability to continue producing outputs and is considered unique or scarce or cannot be replaced
without significant cost, effort, or delay in the ability to continue producing outputs.
When the Group acquires a business, it assesses the financial assets and liabilities assumed for appropriate
classification and designation in accordance with the contractual terms, economic circumstances and pertinent
conditions as at the acquisition date. This includes the separation of embedded derivatives in host contracts by the
acquiree.
Any contingent consideration to be transferred by the acquirer will be recognised at fair value at the acquisition date.
Contingent consideration classified as equity is not remeasured and its subsequent settlement is accounted for within
equity. Contingent consideration classified as an asset or liability that is a financial instrument and within the scope of
AASB 9 Financial Instruments, is measured at fair value with the changes in fair value recognised in the statement of
profit and loss in accordance with AASB 9. Other contingent considerations that is not within the scope of AASB 9 is
measured at fair value at each reporting date with changes in fair value recognised in profit or loss.
Where the acquisition of an asset or a group of assets does not constitute a business, the Group accounts for the
acquisition as follows:
►
it identifies the individual identifiable asset acquired and liabilities assumed that it recognises at the date
of the acquisition;
►
it determines the individual transaction price of each identifiable asset and liability by allocating the cost of
the group based on the relative fair values of those assets and liabilities at the date of the acquisition; and
►
it applies the initial measurement requirements in applicable IFRS to each identifiable asset acquired and
liability assumed. The Group accounts for any difference between the amount at which the asset or liability
is initially measured and its individual transaction price applying the relevant requirements.
(ii)
Current Versus Non-current Classification
The Group presents assets and liabilities in the Statement of Financial Position based on current/non-current
classification. An asset is current when it is:
►
expected to be realised or intended to be sold or consumed in the group’s normal operating cycle;
►
held primarily for the purpose of trading;
►
expected to be realised within twelve months after the reporting period; or
►
cash or a cash equivalent unless restricted from being exchanged or used to settle a liability for at least
twelve months after the reporting period.
The Group classifies all other assets as non-current.
A liability is current when:
►
it is 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 twelve months after the reporting period; or
►
there is no unconditional right to defer the settlement of the liability for at least twelve months after the
reporting period.
The terms of the liability that could, at the option of the counterparty, result in its settlement by the issue of equity
instruments do not affect its classification.
The Group classifies all other liabilities as non-current.
Deferred tax assets and liabilities are classified as non-current assets and liabilities.
Notes to the Consolidated Financial Statements for the
Financial Year Ended 30 June 2024
Deep Yellow Limited
Annual Report 2024
51
Note 2
Material Accounting Policies (continued)
(c)
Summary of Material Accounting Policies (continued)
(iii)
Revenue from Contracts with Customers
The Group manages the Nova JV to which they provide administration services and the right to use the Group’s assets
for exploration-related activities.
Asset Recharges and Administration Fee Earned
Revenue from asset recharges and administration fee is recognised over time. The output method is used to recognise
revenue as that looks at the measure of progress of the service being transferred with the Group recognising revenue
based on the amount to which the Group has a right to invoice. This signifies complete satisfaction of the service as the
benefits were received and consumed throughout the month.
The consideration on the contract includes a fixed amount per asset category made available for use throughout a
service month. It is also entitled to a fixed percentage of administration fee based on the monthly direct costs of
operations to which the administration service is provided.
The normal credit term is usually 30 days from complete satisfaction of the service, i.e. last day of the month. This results
in a receivable that represents the Group’s right to an amount that is unconditional. Refer to 2(c)(x) Financial instruments
– Financial assets.
Contract Balances
Trade receivables – a receivable is recognised if an amount of consideration that is unconditional is due from the
customer, i.e. Only the passage of time is required before payment of the consideration is due. Refer to 2(c)(x) Financial
instruments – Financial assets.
(iv)
Government Grants
Government grants are recognised where there is reasonable assurance that the grant will be received, and all attached
conditions will be complied with. When the grant relates to an expense item, it is recognised as income on a systematic
basis over the periods that the related costs, for which it is intended to compensate, are expensed. When the grant
relates to an asset, it is recognised as a deduction in arriving at the carrying amount of the asset.
(v)
Interest Income
Interest income is recognised as it accrues using the effective interest method. This is a method of calculating the
amortised cost of a financial asset and allocating the interest income over the relevant period using the effective interest
rate, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial
asset to the net carrying amount of the financial asset.
(vi)
Taxes
Current Income Tax
Current income tax assets and liabilities are measured at the amount expected to be recovered from or paid to the
taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively
enacted at the reporting date in the countries where the Group operates and generates taxable income.
Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax
regulations are subject to interpretation and assess if appropriate provisions are required.
Deferred Tax
Deferred tax is provided using the liability method on temporary differences between the tax bases of assets and
liabilities and their carrying amounts for financial reporting purposes at the reporting date. Deferred tax liabilities are
recognised for all taxable temporary differences, except:
►
when the deferred tax liability arises from the initial recognition of goodwill or an asset or liability in a
transaction that is not a business combination and, at the time of the transaction, affects neither the
accounting profit nor taxable profit or loss except for transactions that, on initial recognition, give rise to
equal taxable and deductible temporary differences such as recognition of a right-of-use asset and lease
liability; and
►
in respect of taxable temporary differences associated with investments in subsidiaries, associates and
interests in joint arrangements, when the timing of the reversal of the temporary differences can be
controlled and it is probable that the temporary differences will not reverse in the foreseeable future.
Notes to the Consolidated Financial Statements for the
Financial Year Ended 30 June 2024
Deep Yellow Limited
Annual Report 2024
52
Note 2
Material Accounting Policies (continued)
(c)
Summary of Material Accounting Policies (continued)
(vi)
Taxes (continued)
Deferred Tax (continued)
Deferred tax assets are recognised for all deductible temporary differences, the carry forward of unused tax credits and
any unused tax losses. Deferred tax assets are recognised to the extent that it is probable that taxable profit will be
available against which the deductible temporary differences, and the carry forward of unused tax credits and unused
tax losses can be utilised, except:
►
when the deferred tax asset relating to the deductible temporary difference arises from the initial
recognition of an asset or liability in a transaction that is not a business combination and, at the time of the
transaction, affects neither the accounting profit nor taxable profit or loss; and
►
in respect of deductible temporary differences associated with investments in subsidiaries, associates and
interests in joint arrangements, deferred tax assets are recognised only to the extent that it is probable that
the temporary differences will reverse in the foreseeable future and taxable profit will be available against
which the temporary differences can be utilised.
The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer
probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised.
Unrecognised deferred tax assets are re-assessed at each reporting date and are recognised to the extent that it has
become probable that future taxable profits will allow the deferred tax assets to be recovered.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is
realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at
the reporting date.
Deferred tax relating to items recognised outside profit or loss is recognised outside profit or loss. Deferred tax items
are recognised in correlation to the underlying transaction either in Other Comprehensive Income or directly in equity.
The Group offsets deferred tax assets and deferred tax liabilities if and only if it has a legally enforceable right to set off
current tax assets and current tax liabilities and the deferred tax assets and deferred tax liabilities relate to income taxes
levied by the same taxation authority on either the same taxable entity or different taxable entities which intend either to
settle current tax liabilities and assets on a net basis, or to realise the assets and settle the liabilities simultaneously, in
each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or
recovered.
Tax Consolidation
(1)
Members of the Tax Consolidated Group and the Tax Sharing Arrangement
Deep Yellow Limited and its 100% owned Australian resident subsidiaries formed a tax consolidated group with effect
from 2 February 2007. Deep Yellow Limited is the head entity of the tax consolidated group.
Members of the Group have entered into a tax sharing agreement that provides for the allocation of income tax liabilities
between the entities should the head entity default on its tax payment obligations. No amounts have been recognised
in the financial statements in respect of this agreement on the basis that the possibility of default is remote.
The amounts receivable or payable under the tax funding agreement are due upon receipt of the funding advice from the
head entity, which is issued as soon as practicable after the end of each financial year. The head entity may also require
payment of interim funding amounts to assist with its obligations to pay tax instalments.
(2)
Tax Effect Accounting by Members of the Tax Consolidated Group
Measurement Method Adopted Under UIG 1052 Tax Consolidated Accounting
The head entity and the controlled entities in the tax consolidated group continue to account for their own current and
deferred tax amounts. The Group has applied the group allocation approach in determining the appropriate amount of
current taxes and deferred taxes to allocate to members of the tax consolidated group. The current and deferred tax
amounts are measured in a systematic manner that is consistent with the broad principles in AASB 112 Income Taxes.
Goods and Services Tax (GST)
Revenues, expenses and assets are recognised net of the amount of associated GST, unless:
►
the GST incurred is not recoverable from the taxation authority, in which case it is recognised as part of the
cost of acquisition of the asset or as a part of the expense; or
►
receivables and payables are stated inclusive of the amount of GST receivable or payable.
The net amount of GST recoverable from, or payable to, the taxation authority is included with other receivables or
payables in the Statement of Financial Position.
Notes to the Consolidated Financial Statements for the
Financial Year Ended 30 June 2024
Deep Yellow Limited
Annual Report 2024
53
Note 2
Material Accounting Policies (continued)
(c)
Summary of Material Accounting Policies (continued)
(vii)
Foreign Currencies
The Group’s Consolidated Financial Statements are presented in Australian dollars being the functional currency of the
parent entity. For each entity, the Group determines the functional currency and items included in the financial
statements of each entity are measured using that functional currency. The Group uses the direct method of
consolidation and on disposal of a foreign operation, the gain or loss that is reclassified to profit or loss reflects the
amount that arises from using this method.
Transactions and Balances
Transactions in foreign currencies are initially recorded in the functional currency by applying the exchange rates ruling
at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated at the
rate of exchange prevailing at balance date. Exchange differences arising from these procedures are recognised in profit
and loss for the year. Non-monetary items that are measured in terms of historical cost in a foreign currency are
translated using the exchange rate as at the date of the initial transaction.
Group Companies
On consolidation, the assets and liabilities of foreign operations are translated into Australian dollars at the rate
prevailing at the reporting date and their statements of profit or loss are translated at the average exchange rate for the
year. The exchange differences arising on translation for consolidation purposes are recognised in Other Comprehensive
Income. On disposal of a foreign operation, the component of Other Comprehensive Income relating to that particular
foreign operation is recognised in profit or loss.
(viii)
Property, Plant and Equipment
Construction in progress is stated at cost, net of accumulated impairment losses, if any. Property, plant and equipment
is stated at historical cost less accumulated depreciation and impairment losses, if any. Such cost includes the cost of
replacing part of the plant and equipment if the recognition criteria are met. When significant parts of plant and
equipment are required to be replaced at intervals, the Group depreciates them separately based on their specific useful
lives. Likewise, when a major inspection is performed, its cost is recognised in the carrying amount of the plant and
equipment as a replacement if the recognition criteria are satisfied. All other repair and maintenance costs are
recognised in profit or loss as incurred.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only
when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item
can be measured reliably.
Depreciation of property, plant and equipment is calculated using the diminishing balance method or straight-line
method to allocate their cost over their estimated useful lives using the following depreciation rates:
Office equipment and fittings 12.5% – 33% of cost
Site equipment
25% of cost
Motor vehicles
25% of cost
Buildings
5% of cost
The asset’s residual values and useful lives are reviewed, and adjusted if appropriate, at each balance date.
An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is
greater than its estimated recoverable amount (Note 2(c)(xii).
An item of property, plant and equipment is derecognised on disposal or when no further future economic benefits are
expected from its use. Any gain or loss arising on derecognition of an asset (calculated as the difference between net
disposal proceeds and the carrying amount of the asset) is included in profit and loss in the year the asset is
derecognised.
(ix)
Leases
The Group assesses at contract inception whether a contract is, or contains, a lease i.e. If the contract conveys the right
to control use of an identified asset for a period of time in exchange for consideration.
Group as a Lessee
The Group applies a single recognition and measurement approach for all leases, except for short-term leases and
leases of low-value assets. The Group recognises lease liabilities to make lease payments and right-of-use assets
representing the right to use the underlying assets.
Notes to the Consolidated Financial Statements for the
Financial Year Ended 30 June 2024
Deep Yellow Limited
Annual Report 2024
54
Note 2
Material Accounting Policies (continued)
(c)
Summary of Material Accounting Policies (continued)
(ix)
Leases (continued)
(1)
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. Right-of-use assets are depreciated on a straight-line basis over the shorter of the lease
term and the estimated useful lives of the assets. If ownership of the leased asset transfers to the Group at the end of
the lease term or the cost reflects the exercise of a purchase option, depreciation is calculated using the estimated
useful life of the asset. The right-of-use assets are also subject to impairment. Refer Note 2(c)(xii) Impairment of Non-
Financial Assets.
(2)
Lease Liabilities
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 the lease, if the lease term reflects the Group exercising the option to terminate. Variable lease payments
that do not depend on an index or a rate are recognised as expenses (unless they are incurred to produce inventories) 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 its 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 lease payments (e.g., changes to future payments resulting from a change in an index or rate used to
determine such lease payments) or a change in the assessment of an option to purchase the underlying asset. (see
Note 17).
(3)
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 low
value. Lease payments on short-term leases and leases of low value assets are recognised as expense on a straight-line
basis over the lease term.
(x)
Financial instruments – Financial Assets
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or
equity instrument of another entity.
Initial Recognition and Measurement
Financial assets are classified, at initial recognition, as subsequently measured at amortised cost, fair value through
OCI, and fair value through profit or loss.
The classification of financial assets at initial recognition depends on the financial asset’s contractual cash flow
characteristics and the Group’s business model for managing them. The Group initially measures a financial asset at its
fair value plus transactions costs. Trade receivables that do not contain a significant financing component or for which
the Group has applied the practical expedient are measured at the transaction price determined under AASB 15. Refer
to the accounting policies in Note 2(c)(iii) Revenue from Contracts with Customers. They are measured, at initial
recognition, at fair value plus transaction costs, if any.
In order for a financial asset to be classified and measured at amortised cost, it needs to give rise to cash flows that are
solely payments of principal and interest (SPPI) on the principal amount outstanding. This assessment is referred to as
the SPPI test and is performed at an instrument level.
Notes to the Consolidated Financial Statements for the
Financial Year Ended 30 June 2024
Deep Yellow Limited
Annual Report 2024
55
Note 2
Material Accounting Policies (continued)
(c)
Summary of Material Accounting Policies (continued)
(x)
Financial instruments – Financial Assets (continued)
Subsequent Measurement
For purposes of subsequent measurement, financial assets are classified at amortised cost.
Other receivables are measured at amortised cost if both of the following conditions are met:
►
it is held within a business model with the objective to collect contractual cash flows; and
►
the contractual terms give rise on specified dates to cash flows that are solely payments of principal and
interest on the principal amount outstanding, where applicable.
It is subsequently measured using the effective interest rate (EIR) method and are subject to impairment with gains and
losses recognised in profit and loss when the asset is derecognised, modified or impaired.
Derecognition
A financial asset (or, where applicable, a part of a financial asset or part of a group of similar financial assets) is primarily
derecognised (i.e., removed from the Group’s Consolidated Statement of Financial Position) when:
►
the right to receive cash flows from the asset have expired; or
►
the Group has transferred its rights to receive cash flows from the asset or has assumed an obligation to
pay the received cash flows in full without material delay to a third party under a ‘pass-through’
arrangement; and either (a) the Company has transferred substantially all the risks and rewards of the asset,
or (b) the Company has neither transferred nor retained substantially all the risks and rewards of the asset
but has transferred control of the asset.
When the Group has transferred its rights to receive cash flows from an asset or has entered into a pass-through
arrangement, it evaluates if, and to what extent, it has retained the risks and rewards of ownership. When it has neither
transferred nor retained substantially all of the risks and rewards of the asset, nor transferred control of the asset, the
Group continues to recognise the transferred asset to the extent of its continuing involvement. In that case, the Group
also recognises an associated liability. The transferred asset and the associated liability are measured on a basis that
reflects the rights and obligations that the Group has retained.
Continuing involvement that takes the form of a guarantee over the transferred asset is measured at the lower of the
original carrying amount of the asset and the maximum amount of consideration that the Group could be required to
repay.
Impairment of Financial Assets
The Group recognises an allowance for expected credit losses (ECLs) for all debt instruments not held at fair value
through profit or loss. ECLs are based on the difference between the contractual cash flows due in accordance with the
contract and all the cash flows that the Group expects to receive, discounted at an approximation of the original effective
interest rate. The expected cash flows will include cash flows from the sale of collateral held or other credit
enhancements that are integral to the contractual terms.
ECLs are recognised in two stages. For credit exposures for which there has not been a significant increase in credit risk
since initial recognition, ECLs are provided for credit losses that result from default events that are possible within the
next 12- months (a 12-month ECLs). For those credit exposures for which there has been a significant increase in credit
risk since initial recognition, a loss allowance is required for credit losses expected over the remaining life of the
exposure, irrespective of the timing of the default (a lifetime ECLs).
For other receivables, the Group applies a simplified approach in calculating ECLs. Therefore, the Group does not track
changes in credit risk, but instead recognises a loss allowance based on lifetime ECLs at each reporting date. The Group
has established a provision matrix that is based on its historical credit loss experience, adjusted for forward-looking
factors specific to the debtors and the economic environment.
The Group considers a financial asset in default when contractual payments are 90 days past due, excluding amounts
owed from Australian and Namibian Government Departments where other information are also considered. However,
in certain cases, the Group may also consider a financial asset to be in default when internal or external information
indicates that the Group is unlikely to receive the outstanding contractual amounts in full before taking into account any
credit enhancements held by the Group. A financial asset is written off when there is no reasonable expectation of
recovering the contractual cash flows.
Notes to the Consolidated Financial Statements for the
Financial Year Ended 30 June 2024
Deep Yellow Limited
Annual Report 2024
56
Note 2
Material Accounting Policies (continued)
(c)
Summary of Material Accounting Policies (continued)
(xi)
Financial Instruments – Financial Liabilities
Initial Recognition and Measurement
Financial liabilities are classified, at initial recognition, as payables, net of directly attributable transactions costs.
Subsequent Measurement
After initial recognition, trade and other payables are subsequently measured at amortised cost using the EIR method,
if applicable. Gains and losses are recognised in profit or loss when the liabilities are derecognised as well as through
the EIR amortisation process.
Amortised cost is calculated by taking into account any discount or premium on initial recognition and fees or costs that
are an integral part of the EIR. The EIR amortisation is included as finance costs in the Statement of Profit or Loss. For
more information refer to Note 21 Financial Assets and Liabilities.
Derecognition
A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. When
an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms
of an existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the
original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognised in
the Statement of Profit or Loss and Other Comprehensive Income.
(xii)
Impairment of Non-Financial Assets
The Group assesses at each reporting 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 Group 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 groups 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 the expense categories consistent with the function of the
impaired asset.
An assessment is also made at each reporting date as to whether there is any indication that previously recognised
impairment losses may no longer exist 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. Such reversal is recognised in profit or loss. After such a reversal the depreciation charge is adjusted in future
periods to allocate the asset’s revised carrying amount, less any residual value, on a systematic basis over its remaining
useful life.
Further disclosures relating to impairment of non-financial assets are also provided in the following notes:
►
Disclosures for significant assumptions
Note 3
►
Property, plant and equipment
Note 13
►
Exploration and evaluation expenditure
Note 15
Notes to the Consolidated Financial Statements for the
Financial Year Ended 30 June 2024
Deep Yellow Limited
Annual Report 2024
57
Note 2
Material Accounting Policies (continued)
(c)
Summary of Material Accounting Policies (continued)
(xiii)
Cash and Cash Equivalents
For Cash Flow Statement presentation purposes, cash and cash equivalents includes cash on hand, deposits held at
call with financial institutions, other short-term, highly liquid investments with original maturities of three months or less
that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value,
and bank overdrafts.
(xiv)
Mineral Exploration and Evaluation Expenditure
Exploration and evaluation expenditure incurred is accumulated in respect of each identifiable Area of Interest. An Area
of Interest is generally defined by the Group as a number of geographically proximate exploration permits which could
form the basis of a project. These costs are only carried forward to the extent that the Group’s rights of tenure to that
Area of Interest are current and that the costs are expected to be recouped through the successful development of the
area or where activities in the area have not yet reached a stage that permits reasonable assessment of the existence of
economically recoverable reserves.
Accumulated costs in relation to an abandoned area of interest are written-off in full in the Statement of Profit or Loss
and Other Comprehensive Income in the year in which the decision to abandon the area is made.
A bi-annual review is undertaken of each Area of Interest to determine the appropriateness of continuing to carry forward
costs in relation to that Area of Interest or to reverse any previous impairment.
(xv)
Joint Arrangements
The Group has interests in joint arrangements that are joint operations. A joint operation is a type of joint arrangement
whereby the parties have a contractual agreement to undertake an economic activity that is subject to joint control. A
joint operation involves use of assets and other resources of the ventures rather than the establishment of a separate
entity. The Company recognises its interest in the joint operations by recognising its interest in the assets and liabilities
of the joint operation, including its share of any assets held and any liabilities incurred jointly. The Group also recognises
the expenses that it incurs and its share of the income that it earns from the sale of goods and services by the joint
operations, including any expenses incurred and revenue received jointly. Details relating to the joint operations, are set
out in Note 28.
(xvi)
Provisions
General
Provisions are recognised when the Group 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. When the Group 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 a provision is presented in the Statement of Profit
or Loss net of any reimbursement.
If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects,
when appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the
passage of time is recognised as a finance cost.
Short-term Employee Benefits
Liabilities recognised for wages and salaries, annual leave and any other short-term employee benefits that are expected
to be settled within 12 months after the end of the period in which the employees render the related service are measured
at the amounts expected to be paid when the liabilities are settled in respect of services provided by employees up to
the reporting date.
Long-term Employee Benefits
Liabilities recognised in respect of long service leave and any other long-term employee benefits that are not expected
to be settled wholly within 12 months after the end of the period in which the employees render the related service are
measured at the present value of the estimated future cash outflows to be made by the Group in respect of services
provided by employees up to the reporting date. Consideration is given to expected future salary levels, historical
employee turnover rates and periods of service. Expected future payments are discounted using market yields at the
reporting date on high quality corporate bonds with terms to maturity and currency that match, as closely as possible,
the estimated future cash outflows.
Notes to the Consolidated Financial Statements for the
Financial Year Ended 30 June 2024
Deep Yellow Limited
Annual Report 2024
58
Note 2
Material Accounting Policies (continued)
(c)
Summary of Material Accounting Policies (continued)
Environmental Rehabilitation
The provision for future rehabilitation costs is the best estimate of the present value of the expenditure required to settle
the rehabilitation obligation at the end of the reporting period, based on current legal requirements and current
technology. Future rehabilitation costs are reviewed periodically, and any changes are reflected in the provision at the
end of each reporting period.
The initial estimate of the environmental rehabilitation provision relating to exploration activities is capitalised into the
cost of the related asset and depreciated/amortised on the same basis as the related asset. Changes in the estimate of
the provision for environmental rehabilitation are treated in the same manner, except that the unwinding of the effect of
discounting on the provision is recognised as a finance cost rather than being capitalised into the cost of the related
asset.
(xvii)
Issued Equity
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares are shown in
equity as a deduction, net of tax, from the proceeds.
(xviii)
Share-based Payments
Share-based compensation payments are made available to Directors, consultants and employees (Participants) of the
Group, whereby they render services in exchange for a share-based payment.
The fair value of these equity-settled transactions is recognised as an employee benefit expense with a corresponding
increase in equity. The fair value is measured at grant date and recognised over the period during which the Participants
become unconditionally entitled to the award.
At each subsequent reporting date until vesting, the cumulative charge to the Statement of Profit or Loss and Other
Comprehensive Income or Statement of Financial Position where the cost is capitalised as mineral exploration and
evaluation expenditure is the product of:
►
the grant date fair value of the award;
►
the current best estimate of the number of options, rights or shares that will vest, taking into account such
factors as the likelihood of employee turnover during the vesting period and the likelihood of non-market
performance conditions being met; and
►
the expired portion of the vesting period.
The charge to the Statement of Profit or Loss and Other Comprehensive Income or Statement of Financial Position as
capitalised mineral exploration and evaluation expenditure for the period is the cumulative amount as calculated above
less the amounts already charged in previous periods. There is a corresponding entry to equity.
Share-based compensation payments are granted by the parent company to Participants. The expense recognised by
the Group is the total expense associated with all such awards.
The fair value at grant date is independently determined using a Black Scholes option pricing model or a hybrid multiple
barrier option pricing model, incorporating a Monte Carlo simulation, as appropriate, that takes into account the exercise
price, the term of the option, right or share, the impact of dilution, the share price at grant date and expected price
volatility of the underlying share, the risk-free interest rate, the expected dividend yield and the probability of market
based vesting conditions being realised.
The fair value of the award granted is adjusted to reflect market vesting conditions. Non-market vesting conditions are
included in assumptions about the number of awards that are expected to become exercisable. At each balance date,
the entity revises its estimate of the number of awards that are expected to become exercisable. The employee benefit
expense recognised each period, takes into account the most recent estimate.
Upon the exercise of awards, the balance of the share-based payments reserve relating to those awards is transferred
to share capital and the proceeds received, net of any directly attributable transaction costs, are credited to share
capital.
No expense is recognised for awards that do not ultimately vest, except for awards where vesting is only conditional
upon a market condition.
If 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 modification that increases the total fair value of the share-based
payment arrangement, or is otherwise beneficial to the employee, as measured at the date of modification.
Notes to the Consolidated Financial Statements for the
Financial Year Ended 30 June 2024
Deep Yellow Limited
Annual Report 2024
59
Note 2
Material Accounting Policies (continued)
(c)
Summary of Material Accounting Policies (continued)
(xviii)
Share-based Payments (continued)
If an equity-settled award is cancelled, it is treated as if it had vested on the date of 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 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 dilutive effect, if any, of outstanding options and rights is reflected as additional share dilution in the computation of
diluted earnings per share.
(d)
Changes in Accounting Policies, Disclosures, Standards and Interpretations
(i)
Changes in Accounting Policies, New and Amended Standards and Interpretations
The Group applied for the first-time certain standards and amendments, which are effective for annual periods beginning
on or after 1 July 2023. The Group has not early adopted any other standard, interpretation or amendment that has been
issued but is not yet effective.
Reference
Title and Summary
Application
Date of
Standard
Application
Date
for Group*
AASB 2021-2
Amendments to Australian Accounting Standards – Disclosure of
Accounting Policies and Definition of Accounting Estimates
Amendments to AASB 7, AASB 101, AASB 108, AASB 134 and AASB
Practice Statement 2.
1 January 2023
1 July 2023
AASB 2021-5
Amendments to Australian Accounting Standards – Deferred Tax
related to Assets and Liabilities arising from a Single Transaction.
1 January 2023
1 July 2023
AASB 2022-6
Amendments to Australian Accounting Standards – Non-current
Liabilities with Covenants.
1 January 2023
I July 2023
AASB 2022-7
Editorial Corrections to Australian Accounting Standards and
Repeal of Superseded and Redundant Standards.
1 January 2023
I July 2023
AASB 2023-2
Amendments to AASB 112 – International Tax Reform Pillar Two
Model Rules.
23 May 2023**
1 July 2023
*
Designates the beginning of the applicable annual reporting period unless otherwise stated.
**
The exception added to AASB 112 applies retrospectively and immediately. Disclosure requirements apply for
annual reporting periods beginning on or after 1 January 2023.
(ii)
Accounting Standards and Interpretations Issued but not yet effective
Australian Accounting Standards and Interpretations that have recently been issued or amended but are not yet
effective, up to the date of issuance of the Group’s financial statements are disclosed below. Only those Standards and
Interpretations relevant to the Group have been included.
Reference
Title
Application
Date of
Standard *
Application
Date for
Group *
AASB 2020-1
Amendments to Australian Accounting Standards – Classification of
Liabilities as Current or Non-current
1 January 2024
1 July 2024
AASB 2023-5
Amendments to Australian Accounting Standards – Lack of
Exchangeability
1 January 2025
1 July 2025
AASB 18
Presentation and Disclosure in Financial Statements
1 January 2027
1 July 2027
* Designates the beginning of the applicable annual reporting period unless otherwise stated.
The Group has not yet determined the likely impact of each of the above amendments, if any, on the Group.
Notes to the Consolidated Financial Statements for the
Financial Year Ended 30 June 2024
Deep Yellow Limited
Annual Report 2024
60
Note 3
Significant Accounting Judgements, Estimates and Assumptions
The preparation of the Group’s Consolidated Financial Statements requires management to make judgements,
estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the
accompanying disclosures, and the disclosure of contingent liabilities. Uncertainty about these assumptions and
estimates could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities
affected in future periods. The Russia-Ukraine War has not impacted any of the Group’s key judgments or estimates.
Other disclosures relating to the Group’s exposure to risks and uncertainties includes:
►
Capital management
Note 5
►
Financial risk management objectives and policies
Note 21
►
Sensitivity analysis disclosures
Note 21
Judgements
In the process of applying the Group’s accounting policies, management has made the following judgments, which have
the most significant effect on the amount recognised in the Consolidated Financial Statements:
Determining the Lease Term of Contracts with Renewal and Termination Options – Group as Lessee
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.
The Group has property lease contracts that include an extension option. The Group applies judgement in evaluating
whether it is reasonably certain whether or not to exercise the option to renew the leases. That is, it considers all relevant
factors that create an economic incentive for it to exercise the renewal. After the commencement date, the Group
reassesses the lease term if there is a significant event or change in circumstances that is within its control and affects
its ability to exercise or not to exercise the option to renew. (e.g., operational requirements).
The Group included the renewal period of its most recent lease as part of the lease term of the property lease contract
based on its operational requirements, location of the lease property and recent leasehold improvements.
Lease – Estimating the Incremental Borrowing Rate
If the Group cannot readily determine the interest rate implicit in its leases, it uses its incremental borrowing rate (IBR)
to measure lease liabilities. The IBR is the rate of interest that the Group would have to pay to borrow over a similar term,
and with a similar security, the funds necessary to obtain an asset of a similar value to the right-of-use asset in a similar
economic environment. The IBR therefore reflects what the Group ‘would have to pay’, which requires estimation when
no observable rates are available as the Group do not enter into financing transactions. The Group estimates the IBR
using observable inputs (such as market interest rates) when available and is required to make certain entity-specific
estimates.
Joint Arrangements
The Group must determine if the below key criteria are met for an arrangement to be classified as a joint arrangement:
►
the parties are bound by a contractual arrangement;
►
the contractual arrangement gives all the parties, or a group of the parties, control of the arrangement
collectively; and
►
decisions about the relevant activities that significantly affect the operations of the arrangement require
unanimous consent of all parties, or group of the parties, that collectively control the arrangement.
Upon consideration of the above criteria, the Group has determined that its Nova Energy JV arrangement is jointly
controlled therefore the arrangement is a joint arrangement.
For all joint arrangements structured in separate vehicles the Group must assess the substance of the joint arrangement
in determining whether it is classified as a joint venture or joint operation. This assessment requires the Group to
consider whether it has rights to the joint arrangement’s net assets (in which case it is classified as a joint venture), or
rights to and obligations for specific assets, liabilities, expenses, and revenues (in which case it is classified as a joint
operation). Factors the group must consider include:
►
structure;
►
legal form;
►
contractual agreement; and
►
other facts and circumstances
Upon consideration of these factors, the Group has determined that all of its joint arrangements structured through
separate vehicles give it rights to and obligations for specific assets, liabilities, expenses and revenues and are therefore
classified as joint operations.
Notes to the Consolidated Financial Statements for the
Financial Year Ended 30 June 2024
Deep Yellow Limited
Annual Report 2024
61
Note 3
Significant Accounting Judgements, Estimates and Assumptions (continued)
Asset vs Business Acquisition
The Group must determine if a transaction or other event meets the definition of a business acquisition or the acquisition
of an asset or a group of assets that does not constitute a business. This is assessed in terms of AASB3, by applying the
optional concentration test, assessing that substantially all the fair value of the gross assets acquired is concentrated
in a single identifiable asset or group of similar identifiable assets:
►
a single identifiable asset must include any asset or group of assets that would be recognised and measured
as a single identifiable asset in a business combination; and
►
when assessing whether assets are similar, the Group considered the nature of each single identifiable
asset and the risk associated with managing and creating outputs from the assets, that is, the risk
characteristics.
On 4 August 2022, Deep Yellow Limited acquired Vimy Resources Ltd and its subsidiaries (collectively, the Vimy Group),
with the issue of shares as consideration. Directors’ judgment was required to be used in classifying this transaction as
an asset acquisition rather than a business combination. As the acquisition of the acquired asset is not deemed to be a
business combination, the transactions were accounted for as a share-based payment arrangement. Refer to Note 11
for further details.
Partnerships and Trusts
Australian tax law does not contain specific residency tests for partnerships and trusts. Generally, these entities are
taxed on a flow-through basis, therefore there is no need for a general residence test. There are some provisions which
treat trusts as residents for certain purposes. This does not mean the trust itself is an entity that is subject to tax.
Estimates and Assumptions
The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, that
have significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next
financial year, are described below. The Group based its assumptions and estimates on parameters available when the
Consolidated Financial Statements were prepared.
Existing circumstances and assumptions about future
developments, however, may change due to market changes or circumstances arising beyond the control of the Group.
Such changes are reflected in the assumptions when they occur.
Share-based Payments
The Group’s accounting policy is stated at Note 2(c)(xviii). The Group uses independent advisors to assist in valuing
share- based payments. Refer Note 22 for details of estimates and assumptions used.
Accounting for Exploration and Evaluation Expenditure
The Group’s accounting policy is stated at Note 2(c)(xiv). A regular review is undertaken of each Project Area to determine
the reasonableness of the continuing carrying forward of costs in relation to that Project Area or reversal of previously
recognised impairment losses. Where there are impairment indicators or indicators of impairment reversal, the fair
value of the project is determined based on the mineral resource estimate multiplied by a resource multiple.
Management makes assumptions regarding the uranium resource multiple that should be used in calculating fair value
of the expenditure to determine if costs can continue to be carried forward.
Factors that could impact the uranium resource multiple and therefore the continuing carrying forward of costs include
the status of resources and exploration targets, changes in legal frameworks and sovereign risk in the countries where
the Group operates, changes to commodity prices and foreign exchange rates.
Rehabilitation Provision
Significant estimates and assumptions are made in determining the provision for rehabilitation of associated project
areas as there are numerous factors that will affect the ultimate liability payable.
These factors include estimates of the extent and costs of rehabilitation activities, technological changes, regulatory
changes, cost increases as compared to inflation rates, and changes in discount rates. These uncertainties may result
in future actual expenditure differing from the amounts currently provided.
Notes to the Consolidated Financial Statements for the
Financial Year Ended 30 June 2024
Deep Yellow Limited
Annual Report 2024
62
Note 4
Segment Information
An operating segment is a distinguishable component of an entity that engages in business activities from which it may
earn revenue and incur expenses, whose operating results are regularly reviewed by the entity’s chief operating decision
maker to make decisions about how resources should be allocated to the segment and assess its performance and for
which discrete financial information is available.
Operating segments have been identified based on the information provided to the chief operating decision maker, being
the Group Managing Director and executive management team.
The Group modified its segment structure as a result of a change in the way the executive management team intends to
evaluate results and allocate resources within the group. This modification has been made to align with how the
segments are reported internally to the Group Managing Director. This reflects the way the Group’s operations are
managed, rather than the geographical areas in which they operate. As a result, prior year comparative segment
information has been restated.
For management purposes, the Group is organised into business units based on the main types of activities and has four
reportable operating segments, as follows:
►
Tumas Project - this segment consists of the development activities for the Tumas Project located in Namibia;
►
Mulga Rock Project - this segment consists of the pre-development activities for the Mulga Rock Project located
in Western Australia;
►
Exploration - this segment includes the Group’s exploration and evaluation activities in Australia and Namibia;
and
►
Other Activities - this segment includes the Group’s corporate and other activities that are unable to be directly
attributed to a reportable segment.
Other than the exploration area segment, no operating segments have been aggregated to form the above reportable
segments. Transfer prices between operating segments are on an arm’s length basis in a manner similar to transactions
with third parties.
Tumas
Project
$
Mulga Rock
Project
$
Exploration
$
Other
Activities
$
Total
$
Year Ended 30 June 2024
Segment Results
Revenue and other income
-
-
2,336
57,580
59,916
Interest income
-
-
4,858
3,832,782
3,837,640
Total revenue and other income
-
-
7,194
3,890,362
3,897,556
Depreciation and amortisation
expense
-
-
(82,176)
(723,712)
(805,888)
Interest expense
-
-
(109,956)
(109,956)
Exploration and evaluation
expenditure impairment
-
-
(1,682,902)
-
(1,682,902)
Other expenses
-
-
-
(11,934,481)
(11,934,481)
Loss for the year
-
-
(1,757,884)
(8,877,787)
(10,635,671)
Segment Assets and Liabilities
Segment assets
42,543,384
199,143,825
116,376,162
267,015,826
625,079,197
Segment liabilities
38,703
3,132,775
1,399,183
5,872,098
10,442,759
Other segment information
Capital expenditure*
6,084,175
8,123,550
2,915,004
458,271
17,581,000
Notes to the Consolidated Financial Statements for the
Financial Year Ended 30 June 2024
Deep Yellow Limited
Annual Report 2024
63
Note 4
Segment Information (continued)
Tumas
Project
$
Mulga Rock
Project
$
Exploration
$
Other
Activities
$
Total
$
Year Ended 30 June 2023
Segment Results
Revenue and other income
-
-
8,406
141,094
149,500
Interest income
-
-
2,350
1,779,071
1,781,421
Total revenue and other income
-
-
10,756
1,920,165
1,930,921
Depreciation and amortisation
expense
-
-
(82,739)
(735,394)
(818,133)
Interest expense
-
-
-
(196,183)
(196,183)
Exploration and evaluation expenditure
impairment
-
-
(364,839)
-
(364,839)
Other expenses
-
-
-
(10,667,871)
(10,667,871)
Loss for the year
-
-
(436,822)
(9,679,283)
(10,116,105)
Segment Assets and Liabilities
Segment assets
35,836,034
192,862,917
115,181,189
47,788,354
391,668,494
Segment liabilities
38,748
1,387,469
2,562,228
13,037,695
17,026,140
Other segment information
Capital expenditure*
11,228,210
25,044,148
4,301,563
1,593,262
42,167,183
* Capital expenditure consists of additions to property, plant and equipment, assets under construction, right-of-use
assets and exploration and evaluation expenditure
Note 5
Capital Management
The Group’s approach to capital management has not changed during the financial year. For the purpose of the Group’s
capital management, capital includes issued capital and all other equity reserves attributable to the equity holders of
the parent as disclosed in the Statement of Financial Position. The primary objective of the Group’s capital management
is to maximise shareholder value.
The Board’s policy is to maintain an adequate capital base to maintain investor and creditor confidence, and to sustain
future development of the business. The Group does not actively issue dividends; repurchase its own shares or any
other form of capital return to shareholders at the current exploration stage of the Group’s activities. It does, however,
from time to time cancel ordinary shares issued under the Loan Share Plan where relevant vesting criteria are not met.
The Group does not monitor returns on capital or any other financial performance measure as the indicators of success
are quantifiable by physical results from operations. The Group currently manages its funding by way of issue of shares.
The Group does not have capital requirements imposed on it by any external party. It is, however, exposed to Namibian
Exchange Controls which has an influence on debt-to-equity ratios at the Namibian subsidiary level, which are
monitored by management and the treatment of investments or other advances for the funding of operations are
executed within these guidelines.
Unissued Shares Under Option
The outstanding balance of unissued ordinary shares under option at 30 June 2024 is 190,804 as follows:
►
57,471 zero exercise price options expiring at 1 July 2025;
►
44,444 zero exercise price options expiring at 1 July 2026;
►
44,444 zero exercise price options expiring at 1 July 2027; and
►
44,445 zero exercise price options expiring at 1 July 2028.
Each option entitles the holder to one fully paid ordinary share in the Company at any time up to expiry date.
Notes to the Consolidated Financial Statements for the
Financial Year Ended 30 June 2024
Deep Yellow Limited
Annual Report 2024
64
Note 6
Information about Subsidiaries
The Consolidated Financial Statements of the Group include:
Country of
incorporation
Equity Interest %
Name
Principal Activities
2024
2023
Vimy Resources Ltd
Uranium exploration
Australia
100
100
Narnoo Mining Pty Ltd
Uranium exploration
Australia
100
100
Viva Resources Pty Ltd
Uranium exploration
Australia
100
100
Velo Resources Pty Ltd
Uranium exploration
Australia
100
100
Deep Yellow Mauritius (Pty) Ltd
Investment
Mauritius
100
100
Superior Uranium Pty Ltd
Uranium exploration
Australia
100
100
Deep Yellow Custodian Pty Ltd
Trustee of Share Trust
Australia
100
100
Reptile Mineral Resources and Exploration (Pty) Ltd
Investment
Namibia
100
100
Reptile Uranium Namibia (Pty) Ltd
Uranium exploration
Namibia
100
100
Omahola Uranium (Pty) Ltd
Uranium exploration
Namibia
100
100
Shiyela Iron (Pty) Ltd
Iron ore exploration
Namibia
95
95
Sand and Sea Property Number Twenty Four (Pty) Ltd
Property investment
Namibia
100
100
Tarquin Investments (Pty) Ltd
Property investment
Namibia
100
100
QE Investments (Pty) Ltd
Property investment
Namibia
100
100
Yellow Dune Uranium (Pty) Ltd
Uranium exploration
Namibia
85
85
Note 7
Revenue, Interest and Other Income
Consolidated
2024
2023
$
$
(a)
Interest and Other Operating Income
Interest income received and receivable
3,837,641
1,781,421
Exclusivity agreement income
-
101,800
Other
43,967
9,241
3,881,608
1,892,462
(b)
Revenue from Contracts with Customers
Asset recharges and administration fee earned
15,949
38,459
Timing of revenue recognition
Services transferred over time *
15,949
38,459
Contract balances
Trade receivables
15,949
28,140
* Revenue relates to Namibia as a geographical market with services transferred over time.
Key terms and conditions for revenue from contracts with customers are detailed in Note 2(c)(iii).
Notes to the Consolidated Financial Statements for the
Financial Year Ended 30 June 2024
Deep Yellow Limited
Annual Report 2024
65
Note 8
Expenses
Consolidated
2024
2023
$
$
Loss before income tax includes the following specific expenses:
Depreciation and amortisation expense:
Buildings
34,204
26,849
Office equipment and fittings
81,367
70,540
Computers
61,612
68,502
Leasehold improvements
147,426
123,083
Motor vehicles
38,578
37,147
Site equipment
56,369
42,624
Right-of-use assets
386,332
449,388
Statement of Comprehensive Profit or Loss
805,888
818,133
Depreciation capitalised as Exploration and Evaluation Expenditure:
Computers
10,775
4,902
Motor vehicles
4,503
2,334
Site equipment
217,968
88,881
Right-of-use assets
82,893
75,284
316,139
171,401
Total depreciation and amortisation expense reflected in Notes 13, 17
1,122,027
989,534
Occupancy expenses:
Variable expenses not capitalised under property lease
183,011
192,507
Other
43,599
126,564
226,610
319,071
Administrative expenses:
Consultancy fees: Executive Directors*
793,947
575,672
Technical and other consultants: Project evaluation
77,773
323,569
Professional fees
517,637
625,632
Insurance
175,575
303,606
IT expenses
306,737
372,311
Legal fees
65,447
234,262
Non-Executive Directors’ fees
416,717
414,284
Corporate and listing costs
502,773
797,445
Other costs
601,595
933,434
3,458,201
4,580,215
*Excludes costs included in capitalised mineral exploration and
evaluation expenditure and project evaluation activities. Expenditure
relating to project evaluation activities forms part of Technical and other
consultants: Project evaluation.
Employee expenses:
Wages, salaries and fees
1,685,925
1,902,200
Superannuation
106,133
182,586
Share-based payments
6,009,033
3,117,125
7,801,091
5,201,911
Finance costs:
Interest on lease liabilities
109,956
196,183
Notes to the Consolidated Financial Statements for the
Financial Year Ended 30 June 2024
Deep Yellow Limited
Annual Report 2024
66
Note 9
Income Tax
The major components of income tax expense for the years ended 30 June 2024 and 30 June 2023 are:
(a)
Income Tax Expense
(b)
Reconciliation of Income Tax Expense to Prima Facie Tax Payable
(c)
Deferred Tax – Statement of Financial Position
Consolidated
2024
2023
Loss before income tax includes the following specific expenses:
$
$
Current Income Tax
Current income tax charge/(benefit)
-
-
Adjustments in respect of current income tax of previous year
-
-
Deferred Income Tax
Relating to origination and reversal of timing differences
-
-
Over-provision in prior year
-
-
Carry forward tax losses not brought to account
-
-
Income tax expense reported in the Statement of Profit or Loss and
Other Comprehensive Income
-
-
Consolidated
2024
2023
$
$
Loss before income tax expense
(10,635,671)
(10,116,105)
Tax at the Australian rate of 30% (2022: 30%)
(3,190,701)
(3,034,831)
Effect of tax rates in foreign jurisdictions*
45,787
(7,009)
Tax Effect
Non-deductible share-based payments
1,802,710
923,476
Other expenditure not deductible
-
254,508
Net deferred tax asset related to tax loss not recognised
1,342,204
1,863,856
Tax Expense
-
-
*The Namibian subsidiaries operate in a jurisdiction with higher corporate tax rates.
Consolidated
2024
2023
$
$
Liabilities
Prepayments
103,432
116,406
Accrued Income
362,334
-
465,766
116,406
Assets
Property, plant and equipment
299,551
-
Revenue losses available to offset against future taxable income
67,125,311
20,480,885
Accrued expenses
933,443
132,207
Deductible equity raising costs
1,551,019
519,608
Lease liability
144,813
-
Other
1,693
-
Capitalised exploration and evaluation expenditure - Namibia
1,641,428
1,732,127
Net deferred tax asset related to tax assets not recognised
(71,231,492)
(22,748,421)
465,766
116,406
Net deferred tax asset/(liability)
-
-
Notes to the Consolidated Financial Statements for the
Financial Year Ended 30 June 2024
Deep Yellow Limited
Annual Report 2024
67
Note 9
Income Tax (continued)
(d)
Deferred Tax – Statement of Profit or Loss and Other Comprehensive Income
(e)
Unrecognised Temporary Differences
At 30 June 2024, there are temporary differences to the value of $1,641,428 in relation to capitalised exploration and
evaluation expenditure associated with international subsidiaries. It represents a deferred tax asset which would be
realised once the subsidiary is in a tax paying position (2023: $1,732,127).
Note 10
Earnings Per Share (EPS)
Basic earnings per share is calculated by dividing the net profit for the year attributable to ordinary equity holders of the
Company, excluding any costs of servicing equity other than dividends, by the weighted average number of ordinary
shares outstanding during the financial year.
Diluted earnings per share is calculated by dividing the net profit attributable to ordinary equity holders of the Company,
excluding any costs of servicing equity other than dividends, by the weighted average number of ordinary shares
outstanding during the financial year plus the weighted average number of ordinary shares that would be issued on
conversion of all the dilutive potential ordinary shares into ordinary shares.
The following reflects the income and share data used in the basic and diluted EPS computations:
Consolidated
2024*
2023
$
$
(a)
Loss Attributable to Ordinary Equity Holders of the Company
(10,635,671)
(10,116,105)
(b)
Weighted Average Number of Ordinary Shares for Basic EPS
811,562,091
710,990,970
Effects of dilution from:
Share options
288,033
459,915
Performance rights
3,122,463
670,533
Weighted average number of potentially dilutive shares not included as they
were anti-dilutive
3,410,496
1,130,448
Basic and diluted loss per share (cents)
(1.31)
(1.42)
* Diluted EPS is the same as basic EPS in 2024 as the Group was in a loss position.
Consolidated
2024
2023
$
$
Liabilities
Prepayments
(12,974)
47,547
Accrued Income
362,334
-
Assets
Property, plant and equipment
(299,551)
-
Increase in tax losses carried forward
(46,644,426)
(2,124,160)
Accruals
(801,236)
(93,421)
Deductible equity raising costs
(1,031,411)
97,568
Lease liability
(144,813)
-
Exploration and evaluation expenditure
90,699
43,873
Net deferred tax asset related to tax loss
48,481,378
2,028,593
Deferred tax expense/(benefit)
-
-
Notes to the Consolidated Financial Statements for the
Financial Year Ended 30 June 2024
Deep Yellow Limited
Annual Report 2024
68
Note 10
Earnings Per Share (EPS) (continued)
(c)
Information Concerning the Classification of Securities
The weighted average number of ordinary shares includes 37,723,708 (2023:30,197,813) loan plan shares that were issued
under the Loan Share Plan and are subject to short and long-term performance conditions.
(d)
Information Concerning Antidilutive Securities for the Periods
190,803 (2023: 459,916) zero exercise price options and 3,671,867 (2023: 1,688,657) performance rights were anti- dilutive as
the Group was in a loss position.
Note 11
Acquisition of Assets
On 4 August 2022, the Group completed the acquisition of 100% of the Vimy Group, for consideration of 344,343,348
shares (valued at $258,257,511, based on the fair value of the shares at the date of purchase), together with capitalised
transactions costs of $13,494,706. The Vimy Group held several mining tenements and holds 100% in Narnoo Mining Pty
Ltd (which holds the Mulga Rock Project).
In line with relevant accounting standards, the Company has treated the acquisition of the Vimy Group as an asset
acquisition transaction through the payment of shares. Where an acquisition does not meet the definition of a business
combination the transaction is accounted for as an asset acquisition. The consideration transferred for the acquisition
of an asset comprises the fair values of the assets transferred, the liabilities incurred, and the equity interests issued by
the Group. Acquisition-related costs with regard to the acquisition are capitalised. Identifiable assets acquired and
liabilities assumed in the acquisition are measured at their relative fair values at the acquisition date.
Details of the purchase consideration and purchase price allocation to net identifiable assets and liabilities acquired are
as follows:
4 August 2022
$
Exploration Assets
257,248,280
Cash & cash equivalents
16,690,657
Trade & other receivables
678,149
Prepayments
72,282
Fixed assets
291,925
Security deposits & bonds
356,258
Trade & other payables
(722,281)
Right-of-use asset liability
(15,367)
Employee liabilities
(380,109)
Provision for rehabilitation
(2,467,577)
Consideration paid, inclusive of costs
271,752,217
Purchase consideration
Value of shares issued*
258,257,511
Add: Transaction costs
13,494,706
Total purchase consideration
271,752,217
* As the acquisition of the acquired assets is not deemed a business combination, shares were issued for the value of
the net assets acquired, inclusive of transaction costs of the acquisition.
Notes to the Consolidated Financial Statements for the
Financial Year Ended 30 June 2024
Deep Yellow Limited
Annual Report 2024
69
Note 12
Cash and Cash Equivalents
Consolidated
2024
2023
$
$
Cash at bank and on hand
108,309,239
7,747,693
Short-term deposits
69,193,989
33,022,453
177,503,228
40,770,146
The carrying amounts of cash and cash equivalents represent fair value. See Note 21 for the Group’s fair value
disclosures.
Cash at bank earns interest at floating rates based on daily bank deposit rates. Short-term deposits are made for notice
periods of 30 and 90 days depending on the immediate cash requirements of the Group and earn interest at the
respective deposit rates. At 30 June 2024 the deposit rates on the 30-day and 90-day notice deposits were 4.60%
(2023: 4.35%) and 5.10% (2023: 4.85%) respectively.
Cashflow reconciliation:
Consolidated
2024
2023
$
$
Loss after income tax
(10,635,671)
(10,116,105)
Depreciation and amortisation
805,888
818,133
Loss/(Profit) on sale of non-current assets
5,305
(12,517)
Exploration and evaluation expenditure impairment
1,682,464
364,839
Share-based payments' expense
6,009,033
3,117,125
Change in operating assets and liabilities:
(Increase)/Decrease in receivables
(1,447,318)
297,913
(Decrease)/Increase in payables
(2,808)
300,792
Net cash flows used in operating activities
(3,583,107)
(5,229,820)
Non-cash Financing and Investing Activities
On 4 August 2022, Deep Yellow Limited acquired Vimy Resources Ltd and its subsidiaries with the issue of
shares as consideration. Refer to Note 11 for details.
Notes to the Consolidated Financial Statements for the
Financial Year Ended 30 June 2024
Deep Yellow Limited
Annual Report 2024
70
Note 13
Property, Plant and Equipment
Buildings
Office
Equipment
& Fittings
Motor
Vehicles
Site
Equipment
Leasehold
Improvements
Construction
in Progress
Total
$
$
$
$
$
$
$
Cost
At 1 July 2022
525,862
441,100
236,194
539,808
-
408,570
2,151,534
Additions
128,016
425,071
92,459
617,037
1,064,320
83,211
2,410,114
Vimy acquisition
(Note 11)
-
62,866
4,801
224,258
-
-
291,925
Disposals
-
(21,724)
(13,157)
(201,350)
-
-
(236,231)
Transfers
-
(15,759)
-
-
424,329
(408,570)
-
Exchange adjustment
(18,962)
(6,467)
(15,172)
(28,521)
(656)
-
(69,778)
At 30 June 2023
634,916
885,087
305,125
1,151,232
1,487,993
83,211
4,547,564
Additions
15,311
28,418
43,371
242,168
5,823
754,652
1,089,743
Disposals
-
(159,915)
(16,708)
(87,339)
(6,341)
-
(270,303)
Transfers
3,201
13
2,183
290,784
(12,874)
(283,307)
-
Exchange adjustment
18,263
6,411
8,631
13,709
191
-
47,205
At 30 June 2024
671,691
760,014
342,602
1,610,554
1,474,792
554,556
5,414,209
Buildings
Office
Equipment
& Fittings
Motor
Vehicles
Site
Equipment
Leasehold
Improvements
Construction
in Progress
Total
$
$
$
$
$
$
$
Depreciation
At 1 July 2022
344,242
329,710
90,868
266,616
-
-
1,031,436
Depreciation charge
26,849
143,944
39,481
131,505
123,083
-
464,862
Disposals
-
(21,656)
(5,676)
(11,820)
-
-
(39,152)
Transfers
-
(6,044)
-
-
6,044
-
-
Exchange adjustment
(162)
(192)
(224)
(247)
(8)
-
(833)
At 30 June 2023
370,929
445,762
124,449
386,054
129,119
-
1,456,313
Depreciation charge
34,204
152,594
43,081
274,337
148,586
-
652,802
Disposals
-
(157,534)
(8,104)
(82,438)
(4,581)
-
(252,657)
Exchange adjustment
10,348
4,301
3,530
7,729
125
-
26,033
At 30 June 2024
415,481
445,123
162,956
585,682
273,249
-
1,882,491
Net Book Value
At 30 June 2023
263,987
439,325
180,676
765,178
1,358,874
83,211
3,091,251
At 30 June 2024
256,210
314,891
179,646
1,024,872
1,201,543
554,556
3,531,718
Construction in Progress
Included in property, plant and equipment at 30 June 2024 was an amount of $206,285 and $348,270 relating to
expenditure for a waste storage facility at the Mulga Rock Project in the course of construction and implementation of
the Group’s Enterprise Resource Planning (ERP) system. Included in property, plant and equipment at 30 June 2023 was
an amount of $83,211 relating to expenditure for a backhoe which was brought in use during the financial year.
Security
No items of property, plant and equipment have been pledged as security by the Group.
Notes to the Consolidated Financial Statements for the
Financial Year Ended 30 June 2024
Deep Yellow Limited
Annual Report 2024
71
Note 14
Receivables and Other Assets
Consolidated
2024
2023
$
$
GST and VAT receivable
2,204,920
1,813,336
Research and development incentive receivable
3,289,311
1,604,000
Tenement and property bonds
664,904
480,560
Other receivables
1,461,240
262,722
Term deposits
80,000,000
-
87,620,375
4,160,618
Current
86,955,471
3,680,058
Non-current
664,904
480,560
GST and VAT receivable relates to amounts due from the Governments in Australia and Namibia, respectively. Interest
is not normally charged and collateral is not normally obtained.
Term deposits are made for fixed periods of twelve months and earn interest at a fixed deposit rate of 5.15%.
Note 15
Exploration and Evaluation Expenditure
Consolidated
2024
2023
$
$
Cost brought forward (net of accumulated impairment)
339,592,920
49,727,889
Exploration expenditure incurred during the year at cost
15,391,694
25,757,069
R&D tax incentive offset against exploration expenditure
(3,245,840)
(1,604,000)
Acquisition of Vimy Resources Ltd (Note 11) #(1)
-
257,248,280
Payment of royalty deed termination #2
-
14,000,000
Provision for uranium upside payment #3
1,100,000
-
Exchange adjustment
1,679,629
(5,171,479)
Exploration and evaluation expenditure impairment #4
(1,682,902)
(364,839)
Cost carried forward (net of accumulated impairment)
352,835,501
339,592,920
1.
On 4 August 2022, the Group completed the acquisition of 100% of the Vimy Group, for consideration of
344,343,348 shares (valued at $258,257,511, based on the fair value of the shares at the date of purchase),
together with capitalised transactions costs of $13,494,706. The Vimy Group held several mining tenements
and holds 100% in Narnoo Mining Pty Ltd (Narnoo) (which holds the Mulga Rock Project). As part of the
purchase price allocation to net identifiable assets, the Company acquired Exploration Assets of
$257,248,280.
2.
In 2015 Vimy Resources Limited (Vimy), through its wholly-owned subsidiary, Narnoo entered into a royalty
agreement with Resource Capital Fund VI L.P (RCF). Vimy had agreed to pay a royalty to RCF of 1.15% on
the gross proceeds received by Narnoo from selling mineral products extracted and recovered from the
tenements that make up the Mulga Rock Project.
The Company, together with its now wholly-owned subsidiary, Narnoo Mining Pty Ltd, entered into a binding
agreement with RCF to terminate the royalty agreement (Termination Deed). Under the Termination Deed,
RCF was issued with 19,444,444 consideration shares on 22 December 2022, at an agreed value of $0.72 for
a total consideration of $14,000,000.
3.
On 17 August 2021 (settlement date) Vimy Resources Limited (now Vimy Resources Pty Ltd), wholly-owned
subsidiary of the Company, settled the acquisition of Rio Tinto Exploration Pty Limited’s (RTX) 20.89%
interest in the Wellington Range and King River Joint Venture at the Alligator River Project in the Northern
Territory to hold 100% of the Alligator River Project through its wholly-owned subsidiary Viva Resources Pty
Ltd (Viva).
The agreement provides for an additional on-sale payment that may be payable to RTX if Viva disposes of an
interest in Alligator River Project within three years from the settlement date at an implied price (on a
proportional basis) that is higher than the $2 million paid for RTX’s interest of 20.89%. RTX would receive
30% of any proportionate gain (over $2 million) on any such on-sale by Viva of an interest in the Alligator River
Project.
Notes to the Consolidated Financial Statements for the
Financial Year Ended 30 June 2024
Deep Yellow Limited
Annual Report 2024
72
Note 15 Exploration and Evaluation Expenditure (continued)
The agreement further provides for a uranium upside payment payable to RTX if the average daily spot price
indicator of uranium exceeds US$60/lb (market condition) over the last 180 days of the three-year period (19
February 2024 to 17 August 2024) (measurement period) that commences on the settlement date. If
satisfied, Viva agrees to pay RTX a further consideration amount equal to $1.1 million less any on-sale
payment(s) that may have been made during the three-year period. This requirement has subsequently been
satisfied post year-end.
4.
The exploration and evaluation expenditure impairment relates to assets for which the expenditure is not
expected to be recouped through successful development and exploitation of the area of interest, or
alternatively, by its sale. The impairment relates to Namibian projects for which expenditure is not expected
to be recouped and the Kingston project in Australia which is in the process of being relinquished.
The Group continues to hold tenure over all its mineral licences in Australia and Namibia.
A summary of exploration and evaluation expenditure by country of operation is as follows:
Consolidated
2024
2023
$
$
Australia
293,443,175
285,107,422
Namibia
59,392,326
54,485,498
352,835,501
339,592,920
Note 16
Trade and Other Payables
Consolidated
2024
2023
$
$
Trade and other payables
1,967,207
2,543,261
Accruals
801,352
7,611,508
2,768,559
10,154,769
Trade payables and other payables are non-interest bearing and normally settled on 30-day terms.
Accruals at 30 June 2023 included an amount in relation to stamp duty and interest payable to WA Revenue of
$6,944,332, settled in August 2023. Other accruals are non-interest bearing and have an average term of one month.
There are no secured liabilities as at 30 June 2024 (2023: Nil).
Details of the Group’s exposure to interest rate risk and fair value in respect of its liabilities are set out in Note 21.
Note 17
Lease Liabilities
Group as a Lessee
The Group has a property lease contract and lease contracts for vehicles used in its operations. The office lease has
a term of 5 years with an option to renew for a further 5 years. The Group is restricted from sub-leasing the property
without the owner’s approval. The lease contains variable lease payments, which are further discussed below. The
vehicles have lease terms of three years. The Group’s obligations under its leases are secured by the lessor’s title to the
leased assets.
The Group leases office equipment with low value. The Group applies the ‘lease of low-value assets’ recognition
exemptions for these leases.
Set out below are the carrying amounts of the right-of-use assets recognised and the movements during the period:
Consolidated
2024
2023
$
$
Right-of-use Assets
At the beginning of the year
3,553,804
3,803,633
Additions
-
274,843
Depreciation charge for the year
(469,225)
(524,672)
At the end of the year
3,084,579
3,553,804
Notes to the Consolidated Financial Statements for the
Financial Year Ended 30 June 2024
Deep Yellow Limited
Annual Report 2024
73
Note 17 Lease Liabilities (continued)
Set out below are the carrying amounts of lease liabilities and the movements during the period:
Consolidated
2024
2023
$
$
Lease liabilities
At the beginning of the year
3,833,828
3,860,564
Additions
-
274,843
Accretion of interest
125,788
140,811
Payments
(392,326)
(442,390)
At the end of the year
3,567,290
3,833,828
Current
231,471
266,537
Non-current
3,335,819
3,567,291
The following are the amounts recognised in profit or loss:
Consolidated
2024
2023
$
$
Depreciation charge for the year (Note 8)
386,332
449,388
Interest expense on lease liability (Note 8)
109,956
196,183
Expense relating to leases of low-value assets (Note 8 - Administrative
expenses)
5,929
4,941
Variable lease payments (Note 8)
183,011
192,507
Total amount recognised in profit or loss
685,228
843,019
The maturity analysis of the lease liabilities are disclosed in Note 21.
The Group had total cash outflows for its leases of $581,266 in 2024 (2023: $639,838).
Note 18
Provisions
Consolidated
2024
2023
$
$
Current
Provisions for employee entitlements
322,660
409,274
Provision for uranium upside
1,100,000
-
1,422,660
409,274
Non-current
Provisions for employee entitlements
216,674
160,692
Provision for rehabilitation
2,467,577
2,467,577
2,684,251
2,628,269
Provision for Rehabilitation
A provision has been recognised for the future costs of rehabilitating ground disturbance caused by exploration activities
at the Mulga Rock and Alligator River Projects.
Provision for Uranium Upside
A provision has been recognised for a future payment in relation to the acquisition of RTX’s 20.89% interest in the
Wellington Range and King River Joint Venture at the Alligator River Project in the Northern Territory. It is anticipated that
this payment will be made in the next financial year (refer to Note 15).
Notes to the Consolidated Financial Statements for the
Financial Year Ended 30 June 2024
Deep Yellow Limited
Annual Report 2024
74
Note 19
Issued Capital and Reserves
(a)
Ordinary Shares
The holding company, Deep Yellow Limited, is incorporated in Perth, Western Australia.
The holding company’s shares are limited and entitle the holder to participate in dividends and the proceeds on winding
up of the Company in proportion to the number of and amounts paid on the shares held. On a show of hands every holder
of ordinary shares present at a meeting in person or by proxy is entitled to one vote, and upon a poll each share is entitled
to one vote.
Consolidated
Consolidated
2024
2023
2024
2023
No.
No.
$
$
Issued and fully paid share capital
Issue price
(cents)
969,194,446
758,206,208
838,017,347
594,396,624
At the beginning of the year
758,206,208
387,374,725
594,396,624
321,796,741
Issued under acquisition of Vimy
Resources Ltd (Note 11)
-
344,343,348
-
258,257,511
Issued under payment of royalty deed
Termination (Note 15)(iii)
72.0
-
19,444,444
-
14,000,000
Issued under capital raising
122.5
204,081,341
-
249,999,652
-
Less: Transaction costs attributable to
Issuance of shares
-
-
(9,560,791)
-
Issued on exercise of performance rights
1,105,949
520,515
965,705
325,386
Issued under Loan Share Plan (i)
5,531,836
6,694,009
-
-
Repayment of loan under Loan Share Plan
-
-
2,115,231
16,986
Share buyback (ii)
-
(170,833)
-
-
Exercise of zero price options
269,112
-
100,926
-
At the end of the year
969,194,446
758,206,208
838,017,347
594,396,624
(i)
Shares issued under the Loan Share Plan to Managing Director, Executive Director, employees and
consultants and subject to performance conditions, continued employment and repayment of limited
recourse loan made to the participant to purchase the shares. The shares may not be traded until the shares
have vested, any imposed dealing restrictions have ended and the limited recourse loan in respect to those
shares has been paid in full.
(ii)
Ordinary shares issued under the Loan Share Plan were cancelled as relevant vesting criteria were not met.
(iii)
19,444,444 consideration shares issued on 22 December 2022 at an agreed value of $0.72 for a total
consideration of $14,000,000 to terminate a royalty agreement with Resource Capital Fund VI LP (RCF)
entered into by Narnoo Mining Pty Ltd in 2015.
(b)
Other Reserves
Consolidated
2024
Accumulated
Losses
$
Share-based
Payments
Reserve (i)
$
Foreign Currency
Translation
Reserve (ii)
$
Balance at 1 July 2023
(215,022,954)
20,665,779
(25,397,095)
Loss for the year
(10,635,671)
-
-
Transfer to issued capital in respect of
performance rights vested
-
(965,705)
-
Transfer to issued capital in respect of Zero price
options exercised
-
(100,926)
-
Recognition of share-based payments
-
6,273,303
-
Movement for the year
-
-
1,802,360
Balance at 30 June 2024
(225,658,625)
25,872,451
(23,594,735)
Notes to the Consolidated Financial Statements for the
Financial Year Ended 30 June 2024
Deep Yellow Limited
Annual Report 2024
75
Note 19 Issued Capital and Reserves (continued)
Consolidated
2023
Accumulated
Losses
$
Share-based
Payments
Reserve (i)
$
Foreign Currency
Translation
Reserve (ii)
$
Balance at 1 July 2022
(204,906,849)
17,753,920
(19,466,794)
Loss for the year
(10,116,105)
-
-
Transfer to issued capital in respect of
performance rights vested
-
(325,386)
-
Recognition of share-based payments
-
3,237,245
-
Movement for the year
-
-
(5,930,301)
Balance at 30 June 2023
(215,022,954)
20,665,779
(25,397,095)
(i)
Employee Equity Benefits’ Reserve
The previous Option Plan was replaced by an Awards Plan which allows the offer of either options or performance rights.
options over unissued shares are issued and performance rights are granted at the discretion of the Board. Information
relating to options issued and performance rights granted are set out in Note 22.
The Group has a Loan Share Plan which allows the offer of loan plan shares to qualifying Directors, employees and/or
consultants. Loan plan shares are issued at the discretion of the Board. Information relating to loan plan shares are set
out in Note 22.
(ii)
Foreign Currency Translation Reserve
The foreign currency translation reserve is used to record exchange differences arising from the translation of the
financial statements of foreign subsidiaries. The movement arises from the translation of foreign subsidiaries and the
opening balance of equity.
Note 20
Dividends
No dividends were paid or proposed during the financial year (2023: Nil).
The Company has no franking credits available at 30 June 2024 (2023: Nil).
Note 21
Financial Assets and Liabilities
Financial Assets
Consolidated
2024
2023
$
$
Financial assets at amortised cost
Cash and cash equivalents
177,503,228
40,770,146
Trade and other receivables (Note 14)
87,620,375
4,160,618
Total current
265,123,603
44,930,764
Financial Liabilities: Lease Liabilities
Incremental
Borrowing
Rate
Maturity
Consolidated
2024
$
2023
$
Current liabilities
Lease liabilities
3.45%
2032
210,897
186,130
Lease liabilities
3.81%
2025
20,574
80,407
Total current liabilities
231,471
266,537
Non-current liabilities
Lease liabilities
3.45%
2032
3,263,830
3,474,727
Lease liabilities
3.81%
2025
71,988
92,564
Total non-current liabilities
3,335,818
3,567,291
Total liabilities
3,567,289
3,833,828
Notes to the Consolidated Financial Statements for the
Financial Year Ended 30 June 2024
Deep Yellow Limited
Annual Report 2024
76
Note 21 Financial Assets and Liabilities (continued)
Other Financial Liabilities
Consolidated
2024
2023
$
$
Financial liabilities at amortised cost
Trade and other payables (Note 16)
2,768,559
10,154,769
Total current
2,768,559
10,154,769
Maturity Analysis of Financial Liabilities
0-12 months
1-5 years
Total
As at 30 June 2024
Lease liabilities
231,471
3,335,818
3,567,289
Trade and other payables
2,768,559
-
2,768,559
As at 30 June 2023
Lease liabilities
266,537
3,567,291
3,833,828
Trade and other payables
10,154,769
-
10,154,769
Fair Values
Apart from lease liabilities, the fair value of financial assets and liabilities approximates their carrying amounts largely
due to the short-term maturities of these instruments.
Financial Instruments Risk Management Objectives and Policies
The Group’s financial liabilities comprise lease liabilities, and trade and other payables. The main purpose of these
financial liabilities is to finance the Group’s operations. The Group’s principal financial assets include trade and other
receivables, and cash and short-term deposits that derive directly from its operations.
The Group is exposed to market risk, credit risk and liquidity risk from its use of financial instruments, which are
summarised below. This note presents information about the Group’s exposure to the specific risks, and the policies
and processes for measuring and managing those risks. The Board has the overall responsibility for the risk management
framework while senior management oversees the management of these risks.
Market Risk
Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes
in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk, such as
equity price risk and commodity risk. The Group is only exposed to interest rate and currency risk.
The financial instrument affected by market risk is cash and term deposits. The sensitivity analyses in the following
sections relate to the position as at 30 June 2024 and 2023.
(a)
Interest Rate Risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of
changes in market interest rates. The Group has interest bearing assets which may be susceptible to fluctuations in
changes in interest rates. The Group requires the majority of its interest-bearing assets to be sufficiently liquid to cover
any planned or unforeseen future expenditure, which prevents the majority of cash assets being committed to long-term
fixed interest arrangements. The Group therefore manages its interest rate risk by having a balanced cash investment
portfolio. This consists of fixed term deposits of twelve months and notice deposit arrangements of between one and
three months to obtain flexible liquidity whilst fixing interest rate for a short period of time only. The Group does not
employ interest rate swaps or enter into any other hedging activity with regard to its interest-bearing investments.
At the reporting date the interest rate profile of the Group’s interest-bearing financial instruments was:
Consolidated
2024
2023
$
$
Cash at bank and on hand
108,309,239
7,747,693
Short-term deposits
69,193,989
33,022,453
12-month term deposits
80,000,000
-
257,503,228
40,770,146
Notes to the Consolidated Financial Statements for the
Financial Year Ended 30 June 2024
Deep Yellow Limited
Annual Report 2024
77
Note 21 Financial Assets and Liabilities (continued)
(a)
Interest Rate Risk (continued)
Interest Rate Sensitivity
A change of 1% in interest rates at the reporting date as per management’s best estimate would have
increased/(decreased) other comprehensive income and profit and loss by the amounts shown below. This analysis
assumes all other variables remain constant. The same sensitivity analysis has been performed for the comparative
reporting date.
Profit and loss
Other Comprehensive Income
1%
1%
1%
1%
Increase
Decrease
Increase
Decrease
30 June 2024
2,575,032
(2,575,032)
-
-
30 June 2023
407,701
(407,701)
-
-
(b)
Currency Risk
Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of
changes in foreign exchange rates. Financial assets in overseas Group companies are not generally material in the
context of financial instruments entered into by the Group as a whole, as they generally relate to funds advanced to fund
short-term exploration and administration activities of the overseas operations. Once the funds are expended, they are
no longer classified as financial assets. Most of the Group’s cash and term deposits are held in Australian dollars and
funds are advanced to overseas operations as required to fund activities, which is an effective method for the mitigation
of currency risk. The Group’s investments in overseas subsidiary companies are not hedged as they are considered to
be long-term in nature.
As a result of significant investment in Namibia, the Group’s Statement of Financial Position can be affected by
movements in the Namibian dollar/Australian dollar/US dollar exchange rates. The Group does not consider there to be
a significant exposure to the Namibian dollar or US dollar as they represent the functional currencies of controlled
entities.
Foreign Currency Sensitivity
The Group has no exposure to foreign currency changes as the Company and none of its subsidiaries carry financial
assets and/or liabilities in another currency other than their functional currency. The exposure on translating the foreign
subsidiaries’ financial statements into the presentation currency is not analysed for sensitivity.
(c)
Credit Risk
Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet
its contractual obligations and arises principally from transactions with customers. The Group is exposed to credit risk
from its operating activities and from its financing activities, including deposits with banks and foreign exchange
transactions.
►
Trade and Other Receivables
The majority of the receivables that materialise through the Group’s normal course of business is in relation to the NJV,
for which Reptile Mineral Resources and Exploration (Pty) Ltd, a controlled entity, is the appointed Manager and has
during the term of the Joint Venture always received funds timeously from the external funding partners. The risk of non-
recovery of receivables is therefore considered to be negligible. The Board does not consider there to be a significant
exposure to credit risk in relation to trade and other receivables.
Notes to the Consolidated Financial Statements for the
Financial Year Ended 30 June 2024
Deep Yellow Limited
Annual Report 2024
78
Note 21 Financial Assets and Liabilities (continued)
►
Cash at Bank
Credit risk from balances with banks and financial institutions is managed by the Group Financial Controller and
reviewed by the Board. Investments of surplus funds are made only with approved counterparties. The Group’s banker
is Westpac Banking Corporation Limited (Westpac). The Board considers Westpac, which has a short-term credit rating
of A-1+ and long-term rating of AA- from Standard & Poors, to be appropriate for the management of credit risk. At
reporting date all current accounts are with Westpac, other than funds transferred to Namibia to meet the working
capital needs of the controlled entity, Reptile Mineral Resources and Exploration (Pty) Ltd. The cash needs of the
controlled entity’s operations are monitored by the parent company and funds are advanced to the Namibian operations
as required.
The Directors believe this is the most efficient method of combining the monitoring and mitigation of potential credit
risks arising out of holding cash assets in overseas jurisdictions, and the funding mechanisms required by the Group.
►
Notice and Term Deposits
In addition, the Group has cash assets on notice (30 and 90-day) deposit and 12-month term deposits with Westpac.
Except for the matters above, the Group currently has no significant concentrations of credit risk.
The carrying amount of the Group’s financial assets represents the maximum credit exposure. The Group’s maximum
exposure to credit risk at the reporting date was:
Consolidated
2024
2023
$
$
Cash at bank and on hand
108,309,239
7,747,693
Short-term deposits
69,193,989
33,022,453
Trade and Other receivables
81,396,098
4,160,618
258,899,326
44,930,764
(d)
Liquidity Risk
Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The Group’s only
liabilities are short-term trade and other payables, lease liabilities and provisions.
The Group’s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to
meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or
risking damage to the Group’s reputation.
Management manages its liquidity risk by monitoring its cash reserves and forecast spending and is cognisant of the
future demands for liquid financial resources to finance the Group’s current and future operations, and consideration is
given to the liquid assets available to the Group before commitment is made to future expenditure or investment.
The Group’s expenditure commitments are taken into account before entering into notice deposit investments and
short- and medium-term exploration programs are tailored within current cash resources.
The Group’s trade and other payables of $2,768,559 (2023: $10,154,769) are settled on 30-day trading terms.
Notes to the Consolidated Financial Statements for the
Financial Year Ended 30 June 2024
Deep Yellow Limited
Annual Report 2024
79
Note 22
Share-based Payment Plans
(a)
Types of Share-based Payments
Performance Rights
Under the Awards Plan, performance rights can be granted to qualifying personnel in order to align remuneration with
shareholder wealth over the long-term and assist in attracting and retaining talented employees. These are granted with
a nil exercise price and each right upon vesting entitles the holder to one fully paid ordinary share in the capital of the
Company if certain time and market price measures are met in the measurement period.
During the 2024 financial year, the Group continued to issue performance rights to some qualifying personnel which
were subject to the holder of the awards remaining employed with the Company during the measurement period with
some including market price vesting conditions which measures the increase in share price of the Company. Unvested
performance rights subject to the market price condition will vest if, at the end of the measurement period, the share
price of the Company has achieved a pre-determined compound annual growth rate.
If at any time prior to the vesting date an employee voluntarily resigns from employment with the Group or is terminated,
the performance rights automatically lapse and are forfeited, subject to the discretion of the Board. The Board can at
any time make a determination, including amended vesting conditions, that performance rights for which performance
hurdles have not been met, continue as Unvested performance rights. They will lapse, if they have not already lapsed or
vested for any other reason up to 5 years after the date of grant.
Loan Plan Shares
During the 2024 financial year shares were granted to qualifying personnel under the Deep Yellow Limited Loan Share
Plan (Loan Share Plan). The Loan Share Plan rewards and incentivises personnel (Participant), where shareholder
approval has been granted (if required), through an arrangement where Participants are offered shares subject to long-
term performance conditions. The shares are offered at market value such that the incentive is linked to the increase in
value over and above the purchase price and so aligns the Participants to the risks and rewards of a shareholder. The
purchase price payable by the Participant for the ordinary shares is lent to the Participant under an interest free limited
recourse loan, with the loan secured against the shares. A Participant may not trade shares acquired under the Loan
Share Plan until the shares have vested, any imposed dealing restrictions have ended and the limited recourse loan in
respect to those shares has been paid in full. For so long as there is an outstanding loan balance, the Participant
irrevocably and unconditionally directs the Company to withhold all after-tax dividends in respect of the Participant’s
loan plans shares and apply all amounts so withheld in repayment of the outstanding loan balance. The loan can be
repaid at any time, however, to avoid compulsory divestment of loan plan shares, the loan must be repaid on the earlier
of periods ranging between 5-10 years (determined with each issue) after the issuance of the shares and the occurrence
of:
►
in the case of vested shares, the date being 12 months after cessation of employment or service contract
for any reason; or
►
pre-determined occurrences as per the Loan Share Plan including but not limited to a Control Event or
material breach by the Participant.
The loan plan shares vest if certain Company share price targets and clearly defined business goals (where applicable)
covering non- financial performance measures are met and the holder of the awards remains employed with the
Company during the measurement period. If these conditions are not met the shares are forfeited and the forfeited
shares are treated as full consideration for the repayment of the loan. The fair value at grant date is estimated using a
Black Scholes option pricing model for shares with non-market based vesting conditions and a Monte-Carlo model for
those with market based vesting conditions.
(b)
Summaries of Performance Rights and Loan Plan Shares Granted
The table below illustrates the number (No.) And weighted average exercise price (WAEP) of, and movements in, loan
plan shares during the year:
2024
2023
No.
WAEP (cents)
No.
WAEP (cents)
Outstanding at the start of the year
41,673,142
48.0
35,197,813
76.3
Granted during the year
5,531,833
99.2
6,694,009
71.6
Forfeited during the year
-
-
(170,833)
-
Exercised during the year
(4,481,270)
47.2
(47,847)
35.5
Outstanding at the end of the year
42,723,705
54.8
41,673,142
48.0
Notes to the Consolidated Financial Statements for the
Financial Year Ended 30 June 2024
Deep Yellow Limited
Annual Report 2024
80
Note 22 Share-based Payment Plans (continued)
The table below illustrates the number (No.) And weighted average share price (WASP) at exercised date, and
movements in, performance rights during the year:
2024
2023
No.
WASP (cents)
No.
WASP (cents)
Outstanding at the start of the year
1,879,515
-
402,688
-
Granted during the year
3,092,892
-
2,019,176
-
Expired during the year
(194,592)
-
(21,834)
-
Exercised during the year
(1,105,949)
1.20
(520,515)
60.7
Outstanding at the end of the year
3,671,866
1,879,515
(c)
Summaries of Loan Plan Shares Exercised During the Year
4,481,270 (2023: 47,847) loan plan shares were exercised during the year. 5,531,833 (2023: 6,694,009) loan plan shares
were granted and 9,144,566 (2023: 7,467,150) vested during the year. 26,265,135 (2023: 21,882,305) of the outstanding
loan plan shares were exercisable at year end.
(d)
Weighted Average Remaining Contractual Life
The loan plan shares outstanding at the end of the year have exercise prices between 22.0 and 99.2 cents. The weighted
average remaining contractual life for the limited recourse loans outstanding in relation to loan plan shares at 30 June
2024 is 4.2 years (2023: 3.9 years)
(e)
Recognised Share-based Payment Expenses
The weighted average remaining contractual life for the performance rights outstanding as at 30 June 2024 is 39.6 months
(2023: 20.73 months).
The expense recognised for personnel services during the year, arising from equity-settled share-based payment
transactions in the form of performance rights and loan plan shares is shown in the table below:
Consolidated
2024
2023
$
$
Amount recognised as employee expenses in the Consolidated
Statement of Profit or Loss and Other Comprehensive Income
6,009,033
3,117,125
Amount recognised as capitalised mineral exploration and
evaluation expenditure
264,270
120,120
6,273,303
3,237,245
There have been no modifications to share-based payment arrangements during the 2024 financial year.
Notes to the Consolidated Financial Statements for the
Financial Year Ended 30 June 2024
Deep Yellow Limited
Annual Report 2024
81
Note 22 Share-based Payment Plans (continued)
(f)
Performance Rights and Loan Plan Shares Pricing Models
The fair value of the performance rights and loan plan shares granted under their respective plans are estimated as at the grant date.
The following tables list the inputs to the models used for the years ended 30 June 2024 and 30 June 2023.
Performance Rights
Grants
2024
2023
15-Mar-24
20-Dec-23
15-Dec-23
2-Oct-23
25-Aug-23
10-May-23
16-Feb-23
31-Jan-23
21-Dec-22
Pricing model
N/A (i)
Monte-Carlo
simulation using
hybrid pricing
model
(ii)
N/A (i)
N/A (i)
N/A (i)
Monte-Carlo
simulation using
hybrid pricing
model
(ii)
N/A (i)
N/A (i)
N/A (i)
Dividend yield (%)
Zero
Zero
Zero
Zero
Zero
Zero
Zero
Zero
Zero
Expected volatility (%)
-
80
-
-
-
-
-
-
-
Risk-free interest rate (%)
N/A
3.71
N/A
N/A
N/A
-
N/A
N/A
N/A
Expected life of rights (years)
2.96-4.96
5.01
2.21
2.00
1.85-2.35
4.6
2.04
3.8
5
Closing share price at grant date (cents)
119.0
101.0
98.5
133.0
90.0
63.0
72.0
80.0
69.0
Fair value per right at grant date (cents)
∗ Time-based vesting conditions
119.0
101.0
96.0
133.0
90.0
63.0
72.0
80.0
69.0
∗ Time and market based vesting conditions
N/A
70.3
N/A
N/A
N/A
40.3
N/A
N/A
N/A
(i)
Share-based payments subject to non-market based vesting conditions – Fair value equates to closing share price at grant date; and
(ii)
Share-based payments subject to market-based vesting conditions.
Notes to the Consolidated Financial Statements for the
Financial Year Ended 30 June 2024
Deep Yellow Limited
Annual Report 2024
82
Note 22 Share-based Payment Plans (continued)
(f)
Performance Rights and Loan Plan Shares Pricing Models (continued)
Loan Plan Shares
Grants
2024
2023
24-Nov-23
24-Nov-23
24-Nov-23
10-May-23
15-Feb-23
19-Jan-23
25-Nov-22
25-Nov-22
25-Nov-22
Pricing model
Black Scholes
(i)
Monte-Carlo
simulation using
hybrid pricing
model
(ii)
Monte-Carlo
simulation
Using
Hybrid
Pricing
Model
(ii)
Black Scholes
(i)
Monte-Carlo
simulation
using hybrid
pricing model
(ii)
Black Scholes
(i)
Monte-Carlo
simulation using
hybrid pricing
model
(ii)
Black Scholes
(i)
Black Scholes
(i)
Monte-Carlo
simulation
using hybrid
pricing model
(ii)
Black Scholes
(i)
Monte-Carlo
simulation
using hybrid
pricing model
(ii)
Black Scholes
(i)
Monte-Carlo
simulation
using hybrid
pricing model
(ii)
Black Scholes
(i)
Monte-Carlo
simulation
using hybrid
pricing model
(ii)
Dividend yield (%)
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Expected volatility (%)
80
80
80
80
80
80
85
85
85
Risk-free interest rate (%)
4.24
4.55
3.74
3.17
3.53
3.04
3.37
3.57
0.57
Expected repayment term of
limited recourse loan in relation
to loan plan shares (years)
7.08
10.08
7.01
7.08
7.02
7.1
7.08
10.08
5.0
Closing share price at grant date
(cents)
118.5
118.5
118.5
63.0
75.5
76.0
67.5
67.5
66.0
Fair value per Loan Plan Share at
grant date (cents)
Time-based vesting conditions
-
-
54.5
46.0
56.7
56.9
51.5
-
Year 1: 46.2
Year 2: 48.7
Year 3: 51.2
Time and non-market based
vesting conditions
92.1
-
-
-
-
-
-
57.2
-
Time and market based vesting
conditions
76.1
84.0
60.3
34.0
-
47.1
-
56.1
39.9
(i)
Share-based payments subject to non-market based vesting conditions; and
(ii)
Share-based payments subject to market-based vesting conditions.
The expected life of the limited recourse loan in relation to loan plan shares is based on current expectations and is not necessarily indicative of repayment patterns that may occur.
The expected volatility reflects the assumption that the historical volatility over a period similar to the life of the loan plan shares and repayment term of the limited recourse loan in
relation to the loan plan shares is indicative of future trends, which may not necessarily be the actual outcome.
Notes to the Consolidated Financial Statements for the
Financial Year Ended 30 June 2024
Deep Yellow Limited
Annual Report 2024
83
Note 23
Commitments and Contingencies
(a)
Exploration
The Group has certain obligations to perform minimum exploration work on mineral leases held. These obligations may
vary over time, depending on the Group’s exploration programs and priorities and may be reduced by the surrendering
of tenements. As at balance date, total exploration expenditure commitments on tenements held by the Group have not
been provided for in the financial statements. The future commitments for exploration expenditure are $1,496,434 within
one year (2023: $1,325,241) and $5,085,085 within two to five years (2023: $6,000,516). These obligations are also
subject to variations by farm-out arrangements or sale of the relevant tenements.
(b)
Contractual Commitments
There are no contracted commitments other than those disclosed above.
(c)
Contingent Assets and Liabilities
There were no material contingent assets or liabilities as at 30 June 2024.
Note 24
Related Party Disclosures
Compensation of Key Management Personnel
Consolidated
2024
2023
$
$
Short-term employee benefits
1,368,420
1,601,487
Post-employment benefits
36,674
52,539
Termination benefits
-
210,000
Share-based payments
2,344,721
1,665,800
Total compensation paid to Key Management Personnel
3,749,815
3,529,826
The amounts disclosed in the table are the amounts recognised as a cost during the reporting period related to Key
Management Personnel.
Other Transactions with Key Management Personnel
Scomac Management Services Pty Ltd as trustee for the Scomac Unit Trust (Scomac or Consultant) has been appointed
on a non-exclusive basis to provide the Group with management, strategic, technical and geological expertise and
services through the Consultant personnel they employ or have access to (Scomac agreement).
Consultant personnel who Scomac employ or have access to include Mr. J. Borshoff, who has offered himself as
Managing Director and/or Chief Executive Officer of the Group. Where any of the Scomac personnel acts as an officer of
the Group, neither Scomac or the personnel receive any additional payment or increase in fee for discharging the duties
and responsibilities as an officer of the Group.
Mr. J. Borshoff has a financial interest in Scomac. During the year ended 30 June 2024 Scomac billed the Company
$1,294,857, inclusive of GST and on-costs (2023: $1,563,021), for technical and geological services (excluding Mr. J.
Borshoff) on normal commercial terms and conditions. These amounts are not included in the remuneration table
above. Fees paid to Scomac in relation to services provided by Mr. J. Borshoff as Managing Director are detailed in the
Remuneration Report. An amount of $118,701 was outstanding at 30 June 2024 (2023: $126,777). The amount for other
services was recognised as a non-current asset under exploration and evaluation expenditure.
There were no other related party transactions during the year other than those disclosed above in relation to Key
Management Personnel.
Note 25
Events Occurring After Balance Date
There have been no events or circumstances which materially affect the Annual Financial Statements of the Group
between 30 June 2024 and the date of this report.
Notes to the Consolidated Financial Statements for the
Financial Year Ended 30 June 2024
Deep Yellow Limited
Annual Report 2024
84
Note 26
Remuneration of Auditors
The auditor of the Deep Yellow Limited Group is Ernst & Young.
Consolidated
2024
2023
$
$
Fees to Ernst & Young (Australia)
Fees for auditing the statutory financial report of the parent covering the
Group and auditing the statutory financial reports of any controlled entities
139,757
124,360
Fees required by legislation to be provided – ASIC audit levy
812
596
Fees for other services – Assurance and tax-related
-
-
Total fees to Ernst & Young (Australia)
140,569
124,956
Fees to other overseas member firms of Ernst & Young (Australia)
Fees for auditing the financial report of any controlled entities
92,172
50,211
Fees for assurance services that are required by legislation to be provided
-
-
Fees for other services
3,059
-
Total fees to other overseas member firms of Ernst & Young (Australia)
95,231
50,211
Total auditor’s remuneration
235,800
175,167
Note 27
Parent Entity Information
Consolidated
2024
2023
$
$
Information relating to Deep Yellow Limited
Current assets
254,809,097
39,325,575
Total assets
628,531,871
394,806,344
Current liabilities
(2,260,726)
(9,323,441)
Total liabilities
(5,732,818)
(12,798,168)
Issued capital
838,017,347
594,396,624
Accumulated losses
(238,409,845)
(230,373,327)
Equity compensation reserve
25,872,451
20,665,779
Total shareholders’ equity
622,799,053
382,008,176
Loss of the parent entity
(8,036,518)
(6,851,651)
Total Comprehensive Loss of the parent entity
(8,036,518)
(6,851,651)
Contingent Liabilities of the Parent Entity
Deep Yellow Limited has entered into a Subordination Agreement on 31 March 2017. The agreement has subsequently
been updated with the last update on 8 August 2022. The effect of the agreement is that Deep Yellow Limited has agreed
to assist Reptile Uranium Namibia (Pty) Ltd, a Namibian subsidiary, by subordinating subject to certain terms and
conditions, its non- current claims against Reptile Uranium Namibia (Pty) Ltd and in favour and for the benefit of other
creditors of Reptile Uranium Namibia (Pty) Ltd. No liability is expected to arise.
Notes to the Consolidated Financial Statements for the
Financial Year Ended 30 June 2024
Deep Yellow Limited
Annual Report 2024
85
Note 28
Interests in Joint Operations
During FY21 and as part of Japan Oil, Gas and Metals National Corporation (JOGMEC) completing its farm-in and earning
the right to acquire a 39.5% interest in Nova Energy Namibia (Pty) Ltd (Nova Energy) the Group no longer controlled Nova
Energy and instead under the contractual arrangements jointly controls Nova Energy. The Group accounts for its
retained interest in Nova Energy as a Joint Operation as the Group has both rights to the assets and obligations for the
liabilities of the joint arrangement.
No gain or loss was recognised upon loss of control of Nova Energy as the Group has made an accounting policy choice
to measure retained interest in the joint operation at its carrying amount.
Reptile Mineral Resources and Exploration (Pty) Ltd is the manager of the Nova joint arrangement, incurs expenditure on
behalf of the joint arrangement and cash calls each participant of the joint operation for their share of the expenditure.
As at 30 June 2024, the Group’s interest in joint operations is as follows:
Principal Place
of Business
Ownership
Voting Rights
2024
$
2023
$
Total Assets
Nova Energy Exploration Project
Namibia
39.5%
39.5%
1,592,390
1,532,881
Consolidated Entity Disclosure Statement
For the Financial Year Ended 30 June 2024
Deep Yellow Limited
Annual Report 2024
86
Set out below is the consolidated entity disclosure statement disclosing information in respect of Deep Yellow Limited and
entities that were part of the consolidated group as at 30 June 2024.
Entity Type
Place of
Incorporation
% of Shares
Held by
Deep Yellow
Australian
or Foreign
Tax Resident
Jurisdiction
for Foreign
Tax Resident
Deep Yellow Ltd
Body Corporate Australia
100%
Australian
N/A
Vimy Resources Ltd
Body Corporate Australia
100%
Australian
N/A
Narnoo Mining Pty Ltd
Body Corporate Australia
100%
Australian
N/A
Viva Resources Pty Ltd
Body Corporate Australia
100%
Australian
N/A
Velo Resources Pty Ltd
Body Corporate Australia
100%
Australian
N/A
Superior Uranium Pty Ltd
Body Corporate Australia
100%
Australian
N/A
Deep Yellow Custodian Pty Ltd
Body Corporate Australia
100%
Australian
N/A
Deep Yellow Limited Employee
Share Trust
Trust
Australia
N/A
N/A
N/A
Deep Yellow Mauritius (Pty) Ltd
Body Corporate Mauritius
100%
Foreign
Mauritius
Reptile Mineral Resources and
Exploration (Pty) Ltd
Body Corporate Namibia
100%
Foreign
Namibia
Shiyela Iron (Pty) Ltd
Body Corporate Namibia
95%
Foreign
Namibia
Sand and Sea Property Number
Twenty Four (Pty) Ltd
Body Corporate Namibia
100%
Foreign
Namibia
Tarquin Investments (Pty) Ltd
Body Corporate Namibia
100%
Foreign
Namibia
QE Investments (Pty) Ltd
Body Corporate Namibia
100%
Foreign
Namibia
Reptile Uranium Namibia (Pty) Ltd Body Corporate Namibia
100%
Foreign
Namibia
Yellow Dune Uranium (Pty) Ltd
Body Corporate Namibia
85%
Foreign
Namibia
Note: names inset indicate that shares are held by the company immediately above the inset.
Determination of Tax Residency
Section 295 (3A) of the Corporation Acts 2001 requires that the tax residency of each entity which is included in the
Consolidated Entity Disclosure Statement (CEDS) be disclosed. In the context of an entity which was an Australian
resident, “Australian resident” has the meaning provided in the Income Tax Assessment Act 1997. The determination of
tax residency involves judgment as the determination of tax residency is highly fact dependent and there are currently
several different interpretations that could be adopted, and which could give rise to a different conclusion on residency.
In determining tax residency, the consolidated entity has applied the following interpretations:
►
Australian Tax Residency
The consolidated entity has applied current legislation and judicial precedent, including having regard to the
Commissioner of Taxation’s public guidance in Tax Ruling TR 2018/5.
►
Foreign Tax Residency
The consolidated entity has applied current legislation and where available judicial precedent in the determination of
foreign tax residency. Where necessary, the consolidated entity has used independent tax advisers in foreign
jurisdictions to assist in its determination of tax residency to ensure applicable foreign tax legislation has been complied
with.
Directors’ Declaration
Deep Yellow Limited
Annual Report 2024
87
In accordance with a resolution of the Directors of Deep Yellow Limited (the Company), I state that:
1.
In the opinion of the Directors:
(a)
The financial statements and notes of the consolidated entity for the financial year ended 30 June
2024 are in accordance with the Corporations Act 2001, including:
(i)
Complying with Australian Accounting Standards (including the Australian Accounting
Interpretations) and the Corporations Regulations 2001; and
(ii)
Giving a true and fair view of the consolidated entity’s financial position as at 30 June 2024
and of its performance for the year ended on that date;
(b)
The financial statements and notes also comply with International Financial Reporting Standards
as disclosed in Note 2;
(c)
There are reasonable grounds to believe that the Company will be able to pay its debts as and
when they become due and payable; and
(d)
The information disclosed in the consolidated entity disclosure statement is true and correct as
at 30 June 2024 and has been prepared in accordance with subsection 295(3A)(a) of the
Corporations Act 2001.
2.
This declaration has been made after receiving the declarations to be made to the Directors in accordance
with Section 295A of the Corporations Act 2001 for the financial year ended 30 June 2024.
On behalf of the Board
JOHN BORSHOFF
Managing Director/CEO
Dated 27 September 2024
88
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
Ernst & Young
11 Mounts Bay Road
Perth WA 6000 Australia
GPO Box M939 Perth WA 6843
Tel: +61 8 9429 2222
Fax: +61 8 9429 2436
ey.com/au
Independent auditor’s report to the members of Deep Yellow Limited
Report on the audit of the financial report
Opinion
We have audited the financial report of Deep Yellow Limited (the Company) and its subsidiaries
(collectively the Group), which comprises the consolidated statement of financial position as at 30 June
2024, the consolidated statement of profit or loss and other comprehensive income, consolidated
statement of changes in equity and consolidated cash flow statement for the year then ended, notes to
the financial statements, including material accounting policy information, the consolidated entity
disclosure statement and the directors’ declaration.
In our opinion, the accompanying financial report of the Group is in accordance with the Corporations
Act 2001, including:
a.
Giving a true and fair view of the consolidated financial position of the Group as at 30 June 2024
and of its consolidated financial performance for the year ended on that date; and
b.
Complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under
those standards are further described in the Auditor’s responsibilities for the audit of the financial
report section of our report. We are independent of the Group in accordance with the auditor
independence requirements of the Corporations Act 2001 and the ethical requirements of the
Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional
Accountants (including Independence Standards) (the Code) that are relevant to our audit of the
financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with
the Code.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for
our opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in
our audit of the financial report of the current year. These matters were addressed in the context of
our audit of the financial report as a whole, and in forming our opinion thereon, but we do not provide a
separate opinion on these matters. For the matter below, our description of how our audit addressed
the matter is provided in that context.
We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the
financial report section of our report, including in relation to this matter. Accordingly, our audit
included the performance of procedures designed to respond to our assessment of the risks of material
misstatement of the financial report. The results of our audit procedures, including the procedures
performed to address the matter below, provide the basis for our audit opinion on the accompanying
financial report.
89
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
1. Carrying value of capitalised exploration and evaluation assets
Why significant
How our audit addressed the key audit matter
As disclosed in Note 15 to the financial
statements, at 30 June 2024, the Group held
capitalised exploration and evaluation assets of
$352.8 million.
The carrying value of exploration and evaluation
assets are assessed for impairment by the Group
when facts and circumstances indicate that the
carrying value may exceed their recoverable
amount. Previously recognised impairment
write-downs on capitalised exploration and
evaluation assets are also required to be
assessed for reversals of impairment.
During the year the Group determined there had
been no indicators of impairment reversal of any
previous impairment on any of its applicable
areas of interest.
Impairment indicators were identified in
connection with certain areas of interest and a
resultant impairment charge of $1.7 million was
recognised in the current financial year.
The determination as to whether there are any
indicators to require an exploration and
evaluation asset to be assessed for impairment
or for reversals of impairment, involves a
number of judgments including whether the
Group has tenure, will be able to perform
ongoing expenditure and whether there is
market evidence to indicate that the fair value of
the exploration and evaluation asset has
changed substantially from when previous
impairment write-downs were recognised.
Given the size of the balance relative to the
Group’s total assets and the judgmental nature
of identifying indicators of impairment or
reversals of impairment associated with
exploration and evaluation assets, we
considered this a key audit matter.
We evaluated the Group’s assessment as to
whether there were any indicators of
impairment or impairment reversal to require
the carrying value of exploration and evaluation
assets to be tested for impairment or, where
applicable, the reversal of any previous
impairment.
Our audit procedures included the following:
Considered the Group’s right to explore
in the relevant exploration area which
included obtaining and assessing
supporting documentation such as
license agreements and correspondence
with relevant government agencies.
Considered the Group’s intention to
carry out significant exploration and
evaluation activities in the relevant
exploration area which included
assessing whether the Group’s cash-flow
forecasts provided for expenditure for
planned exploration and evaluation
activities, and enquiring with senior
management and Directors as to the
intentions and strategy of the Group.
Assessed whether exploration and
evaluation data existed to indicate that
the carrying amount of capitalised
exploration and evaluation is unlikely to
be recovered through development or
sale.
Considered the Group’s assessment of
internal and external evidence
underpinning its assessment of whether
any triggers were present to suggest
previous impairment of certain
exploration and evaluation assets may
have reversed.
Assessed the appropriateness of
exploration and evaluation assets
written off where impairment triggers
were identified.
Where applicable, considered the
Group’s assessment of whether the
commercial viability of extracting
mineral resources had been
demonstrated and whether it was
90
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
Why significant
How our audit addressed the key audit matter
appropriate to continue to classify the
capitalised expenditure for the
applicable area of interest as an
exploration and evaluation asset.
Assessed the adequacy of the disclosure
contained in Note 15 of 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 Company’s 2024 annual report, 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, with the exception of the Remuneration Report and
our related assurance opinion.
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:
a.
The financial report (other than the consolidated entity disclosure statement) that gives a true and
fair view in accordance with Australian Accounting Standards and the Corporations Act 2001; and;
b.
The consolidated entity disclosure statement that is true and correct in accordance with the
Corporations Act 2001, and
for such internal control as the directors determine is necessary to enable the preparation of:
i.
The financial report (other than the consolidated entity disclosure statement) that gives a true and
fair view and is free from material misstatement, whether due to fraud or error; and
ii.
The consolidated entity disclosure statement that is true and correct and is free of misstatement,
whether due to fraud or error.
In preparing the financial report, the directors are responsible for assessing the Group’s ability to
continue as a going concern, disclosing, as applicable, matters relating 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.
91
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
Auditor’s responsibilities for the audit of the financial report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free
from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with the Australian Auditing Standards will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered material
if, individually or in the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of this financial report.
As part of an audit in accordance with the Australian Auditing Standards, we exercise professional
judgment 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.
►
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or
business activities within the Group to express an opinion on the financial report. We are
responsible for the direction, supervision and performance of the Group audit. We remain solely
responsible for our audit opinion.
We communicate with the directors regarding, among other matters, the planned scope and timing of
the audit and significant audit findings, including any significant deficiencies in internal control that we
identify during our audit.
92
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
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 to the directors, we determine those matters that were of most
significance in the audit of the financial report of the current year and are therefore the key audit
matters. We describe these matters in our auditor’s report unless law or regulation precludes public
disclosure about the matter or when, in extremely rare circumstances, we determine that a matter
should 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 audit of the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in the directors’ report for the year ended 30 June
2024.
In our opinion, the Remuneration Report of Deep Yellow Limited for the year ended 30 June 2024,
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.
Ernst & Young
Gavin Buckingham
Partner
Perth
27 September 2024
ASX Additional Information
Deep Yellow Limited
Annual Report 2024
93
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 16 September 2024.
(a)
Distribution of Equity Securities
Ordinary Share Capital
969,457,541 fully paid ordinary shares are held by 15,916 individual shareholders.
In accordance with the Company’s Constitution, voting rights in respect of ordinary shares are on a show of hands
whereby each member present in person or by proxy shall have one vote and upon a poll, each share will have one vote.
All issued ordinary shares carry the rights to dividends.
The number of shareholders, by size of holding, are:
Distribution
No. of Shareholders
1 – 1,000
4,806
1,001 – 5,000
5,131
5,001 – 10,000
2,035
10,001- 100,000
3,450
More than 100,000
494
Totals
15,916
Holding less than a marketable parcel
2,114
(b)
Substantial Shareholders
Shareholder Name
Fully Paid Ordinary Shares
Number
Percentage
PARADICE INVESTMENT MANAGEMENT PTY LTD
69,789,193
9.20
STATE STREET CORPORATION
59,187,444
7.13
THE VANGUARD GROUP INC.
48,506,708
5.00
The above shareholdings are disclosed pursuant to section 671B (3) of the Corporations Act 2001 but the relevant
interests shown do not necessarily represent the beneficial interest in the share capital of the Company for the parties
concerned. The information above is in accordance with the Form 604 as lodged by the shareholder.
(c)
Twenty Largest Shareholders
The names of the twenty largest holders of ordinary shares are listed below:
Shareholder Name
Number
Percentage
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
233,537,707
24.09
CITICORP NOMINEES PTY LIMITED
161,269,524
16.64
J P MORGAN NOMINEES AUSTRALIA PTY LIMITED
80,261,352
8.28
BNP PARIBAS NOMS PTY LTD
33,698,218
3.48
BNP PARIBAS NOMINEES PTY LTD
27,349,080
2.82
LEXBAND PTY LTD
18,167,125
1.87
MR JOHN BORSHOFF
17,564,366
1.81
WASHINGTON H SOUL PATTINSON AND COMPANY LIMITED
13,799,169
1.42
BNP PARIBAS NOMINEES PTY LTD
13,315,454
1.37
GILLIAN SWABY
10,200,303
1.05
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED - A/C 2
8,492,241
0.88
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
6,925,372
0.71
MR YEGUANG XUE
6,012,604
0.62
MR PETER SARANTZOUKLIS
6,010,667
0.62
BNP PARIBAS NOMINEES PTY LTD
5,934,219
0.61
SUMICO (WA) PTY LTD
5,396,505
0.56
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
4,642,200
0.48
MR JIAHUANG ZHANG
4,427,125
0.46
HUICEN CAPITAL PTY LIMITED
4,415,580
0.46
OLIVE TREE GROUP PTY LTD
4,306,058
0.44
Total
665,724,869
68.67
(d)
Restricted Securities
As at 30 June 2024 there were no restricted securities.
Schedule of Mineral Tenure
Deep Yellow Limited
Annual Report 2024
94
AS AT 16 SEPTEMBER 2024
WESTERN AUSTRALIA
Number
Name
Interest
Expiry Date
L39/0288
Mulga Rock Project
100%
24/08/2041
L39/0289
Mulga Rock Project
100%
24/01/2041
E39/2049
Mulga Rock Project
100%
18/10/2023
E39/2207
Mulga Rock Project
100%
30/06/2027
L39/0287
Mulga Rock Project
100%
7/01/2041
L39/193
Mulga Rock Project
100%
7/10/2030
L39/219
Mulga Rock Project
100%
6/12/2033
L39/239
Mulga Rock Project
100%
29/03/2037
L39/240
Mulga Rock Project
100%
29/08/2037
L39/241
Mulga Rock Project
100%
29/08/2037
L39/242
Mulga Rock Project
100%
29/08/2037
L39/243
Mulga Rock Project
100%
2/01/2039
L39/251
Mulga Rock Project
100%
21/08/2039
L39/252
Mulga Rock Project
100%
9/02/2038
L39/253
Mulga Rock Project
100%
9/02/2038
L39/254
Mulga Rock Project
100%
5/06/2038
L39/279
Mulga Rock Project
100%
4/07/2040
L39/280
Mulga Rock Project
100%
4/07/2040
M39/1104
Mulga Rock Project
100%
18/10/2037
M39/1105
Mulga Rock Project
100%
18/10/2037
P39/5844
Mulga Rock Project
100%
8/03/2026
P39/5853
Mulga Rock Project
100%
16/04/2026
R39/2
E39/2149
Mulga Rock Project
100%
10/11/2024
Kingston Project
100%
1/06/2025
NORTHERN TERRITORY
Number
Name
Interest
Expiry Date
EL24017
Waidaboonar
100%
2/09/2024
EL27059
Waidaboonar
100%
2/09/2024
EL25064
King River
100%
4/07/2025
EL25065
King River
100%
4/07/2025
EL28379
King River
100%
Application
EL28380
King River
100%
Application
EL28381
King River
100%
Application
EL28382
King River
100%
Application
EL28383
King River
00%
Application
EL28384
King River
100%
Application
EL28385
King River
100%
Application
EL5893
Wellington Range
100%
3/05/2024
EL22430
East Alligator Group
100%
15/08/2025
EL24920
East Alligator Group
100%
15/08/2025
EL26089
East Alligator Group
100%
15/08/2025
EL31437
East Alligator Group
100%
Application
EL32827
East Alligator Group
100%
Application
EL32828
East Alligator Group
100%
Application
EL23327
Jungle Creek
100%
Application
EL32825
Tin Camp Creek
100%
Application
EL32826
Tin Camp Creek
100%
Application
EL26905
Mamadawerre
100%
Application
EL26906
Mamadawerre
100%
Application
EL23928
Mount Gilruth
100%
Application
EL24290
Mount Gilruth
100%
Application
EL26356
Mount Gilruth
100%
Application
EL5060
Mount Gilruth
100%
Application
Schedule of Mineral Tenure
Deep Yellow Limited
Annual Report 2024
95
NAMIBIA
Number
Name
Interest
Expiry Date
JV Parties
EPL3496#1
Tubas
95%
31.01.2026
-
EPL3497#1
Tumas
95%
31.01.2026
-
MDRL3498
Aussinanis
85%
05.01.2025
[5% Epangelo #2
10% Oponona#3]
EPL3669
Tumas North
39.5%
24.11.2024
[39.5% JOGMEC #6
EPL3670
Chungochoab
39.5%
18.01.2025
15% Nova (Africa) #4
6% Sixzone #5]
ML176
Shiyela
95%
05.12.2027
5% Oponona #3
ML237#1
Tumas Project
95%
21.09.2043
-
#1
5% right granted to Oponona#5 in 2009 to participate in any projects which develop from these EPLs.
#2
Epangelo Mining (Pty) Ltd (Namibian).
#3
Oponona Investments (Pty) Ltd (local Namibian partner).
#4
Nova Energy (Africa) Pty Ltd.
#5
Sixzone Investments (Pty) Ltd (Namibian).
#6
Japan Oil, Gas and Metals National Corporation (JOGMEC) has advised of its intention to withdraw from the Nova
Joint Venture with documentation currently in process to facilitate this. The project equities will revert to Deep Yellow
65%, Toro 25% and Sixzone 10%.