DGR Global Limited
ABN 67 052 354 837
dgrglobal.com.au
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2021 Annual Report
DGR Global Limited and controlled entitiesdgrglobal.com.au
Developing tomorrow’s resources, today.
COVER PHOTO
At DGR Global we are focussed on an inter-generational, global search for tier one resource
projects that address booming global demand for commodities. We see this image as one that
represents the speed in which the economy is gearing towards clean, green energy projects,
as well as being representative of the forward thinking mindset required to develop world class
projects that are developing tomorrow’s resources, today.
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Directors’ report
Chairman’s letter
Review of operations
Information on directors
Remuneration report
Auditor’s independence declaration
Financial report
Statement of profit or loss and other
comprehensive income
Statements of financial position
Statements of changes in equity
Statements of cash flows
Notes to the financial statements
Directors’ declaration
Independent auditor’s report
Further information
Shareholder information
Interest in tenements
Corporate directory
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DGR Global Limited and controlled entities1
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DIRECTORS’
REPORT
DGR Global Limited and controlled entitiesOn the 28th of June Mr Vincent Mascolo completed a 19-year tenure as a Non-Executive Director of DGR Global. Vincent’s tenure
covered a significant portion of the Company’s ASX-listed existence, and saw him make several key contributions to the Board
over that time. On behalf of my fellow Directors, I would like to wish Vincent every success as he devotes his talents to IronRidge
Resources.
Additionally, Mr Ben Cleary resigned on 19th January to focus on his burgeoning Funds Management business at Tribeca. Again, on
behalf of the Board, I would like to wish Ben all the best in these endeavours, and thank him for his time and contributions to DGR
Global.
Over the coming twelve months the Board will continue to dedicate itself to realising the value of its substantial asset base for
shareholders. The Board has altered its approach to funding with a view to making better use of its substantial asset base, to which
the Company trades at a material discount.
I would like to thank all of our highly valued staff for their continued outstanding contributions to DGR Global. If I could please
draw particular attention to Mr Karl Schlobohm who has done an outstanding job over the reporting period and also our Managing
Director Nick Mather who continues to work diligently on behalf of the Company and its shareholders to deliver on DGR Global’s
objectives and potential.
Peter Wright
Chairman
Directors’ report
Chairman’s letter
Dear Shareholders,
I would like to thank you for ongoing support over the last twelve months of DGR Global as we continue to work on realising
value for a deeply compelling and broad portfolio of assets on your behalf. Additionally, we continue to search for early-stage
opportunities which have the potential to deliver material returns to our shareholders over the investment horizon. Again, if I could
thank you for your support over the course of the year, it is not taken lightly.
It has always been my view that there are enormous opportunities in resource markets around supply and demand dislocations.
Demand is dynamic and can change with the stroke of a legislative pen, a move in global intertest rates or any geopolitical events
such as the COVID-19 pandemic.
Supply is not so nearly dynamic. The decisions for today’s supply were made, or as it turns out for a lot of commodities not made, 6
to 8 years ago. This period is the typical gestation period from first discovery of mineral occurrence through to first concentrate on
a ship for export markets.
DGR Global has always sought to play a long game with a view to what global aggregate GDP (Gross Domestic Product) will be in
the future, and to being well placed to supply into markets that are materially undersupplied.
We are currently seeing what we view as an underinvestment in several key commodities manifest itself into strong commodity
prices that DGR Global has direct exposure to.
Copper: DGR Global has a material stake into the London Stock Exchange (LSE) listed SolGold, which is currently working on its
PFS for the flagship Cascabel Copper-Gold Porphyry Project in Ecuador. In addition, SolGold has a substantial and prospective
regional exploration program across Ecuador, making it the country’s leading copper-gold explorer. Copper is currently trading at
over US$9000/t with wafer thin stockpiles at the London Metals Exchange (LME).
Lithium: As the world transitions to a lower carbon footprint, a key component of this journey will be the electrification of vehicle
fleets. The forward demand /supply forecast imbalances are deeply compelling to DGR Global, given it currently has a circa 12%
stake in AIM listed IronRidge Resources, whose primary asset is the Ewoyaa Cape Coast Lithium project which recently announced
a comprehensive funding package with Piedmont Lithium Inc to fully fund and fast track IRR’s Ewoyaa Lithium Project through to
production.
Whilst DGR Global is an active investor in what it sees as an inevitable switch to a lower carbon intensity future, it also sees
the transition from oil and gas being some time away and is of the view that for a considerable time yet, the world will require a
significant proportion of its baseload power delivered from existing and available energy sources.
Accordingly, the Company maintains its significant investments in oil and gas primarily through its investment in Armour Energy Ltd
(ASX:AJQ). DGR Global sees the capacity for significant investment returns for Armour over the coming 6 to 12 months as Armour
prepares to spin out its considerable Northern Australian assets into McArthur Oil & Gas.
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DGR Global Limited and controlled entitiesdgrglobal.com.auDirectors’ report
for the year ended 30 June 2021
The directors present their report, together with the financial statements, on the consolidated entity (referred to hereafter as the
‘Group’) consisting of DGR Global Limited (referred to hereafter as the ‘Company’ or ‘parent entity’) and the entities it controlled at
the end of, or during, the year ended 30 June 2021.
DIRECTORS
The following persons were directors of DGR Global Limited during the whole of the financial year and up to the date of this report,
unless otherwise stated:
• Peter Wright (appointed 19 January 2021)
• Nicholas Mather
• Brian Moller
• Ben Cleary (resigned 19 January 2021)
• Vincent Mascolo (resigned 28 June 2021)
PRINCIPAL ACTIVITIES
During the financial year, the principal continuing activities of the Group was the generation of projects, and the provision of
services and support to sponsored listed companies, within the mineral resources industry. There were no significant changes in
the nature of the Group’s principal activities during the financial year.
DIVIDENDS
There were no dividends paid, recommended or declared during the current or previous financial year.
REVIEW OF OPERATIONS, MINERAL RESOURCES AND FUTURE
DEVELOPMENTS
CAPITAL STRUCTURE CHANGES DURING THE YEAR
Ordinary Shares
There were 209,101,094 new ordinary shares issued during the financial year ended 30 June 2021 (2020: 153,295,756) as follows:
• An aggregate of 896,347 ordinary shares issued pursuant to the exercise of unlisted options priced at 8.4 cents each;
• An aggregate of 208,204,747 ordinary shares issued pursuant to the Company’s October 2020 entitlement offer priced at 8
cents each.
Listed Options
There were 137,415,070 listed company options issued during the year with a strike price of 12 cents each, pursuant to the
Company’s October 2020 entitlement offer.
FINANCIAL POSITION AND FINANCIAL PERFORMANCE FOR THE YEAR
Financial position
The net assets of the Group have increased by $49,230,103 to $165,935,375 as at 30 June 2021 from $116,705,272 as at 30 June
2020. This increase has primarily resulted from:
•
•
Increase in value of investments accounted for as assets at fair value through other comprehensive income;
Increase in exploration and evaluation assets primarily due to the exploration work carried out in Uganda and the acquisition
of Ripple Resources Pty Ltd;
• Decrease in borrowings; offset by
•
Increase in deferred taxation liability.
During the past year the Group has continued investing in its mineral exploration tenements.
Financial performance
For the year ended 30 June 2021, the Group loss after income tax was $1,076,932 (2020: $5,979,261). The loss for the year has been
largely driven by:
• Management fee income;
•
Interest income on corporate bonds;
• Other income;
• Reversal of previous impairments on equity accounted investments;
• Reversal of previous impairment on bond investment; offset by
• Recognition of share of associate losses;
• Fair value adjustments on convertible notes;
• Employee, corporate and administration expenses;
• Exploration and rehabilitation expenses; and
• Finance costs.
REVIEW OF OPERATIONS
DGR Global’s business is the creation of resource exploration, development, and mining companies. The business uses the skills
of a core team of talented geoscientists to identify resource projects capable of yielding world class discoveries of attractive
commodities. This is achieved through the identification of commodities with a favourable 20-year demand, growth, and price
outlook. DGR searches for geological terranes with:
• A demonstrated strong endowment for that commodity in an historically under-explored region
• Opportunity for the application of newly developed exploration and metallurgical techniques to assist in the definition of
economic resources
• Jurisdictions with improving socio-economic and regulatory frameworks
• Extensive available tenures
• Existing data sets which provide the basis for innovative reinterpretation
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DGR Global Limited and controlled entitiesdgrglobal.com.au
Directors’ report continued
for the year ended 30 June 2021
REVIEW OF OPERATIONS, MINERAL RESOURCES AND FUTURE
DEVELOPMENTS CONTINUED
REVIEW OF OPERATIONS CONTINUED
DGR Global provides initial seed funding and management support to secure these assets in subsidiaries and develop these
assets to more advanced funding stages. The Company maintains a pipeline of projects in daughter companies at various stages
of emergence, and in 2015 crystallised a significant return through the sale of its 15% holding in Orbis Gold for $26 million. Further
development of its holdings in LSE/TSX listed SolGold and AIM listed IronRidge Resources and ASX listed Aus Tin Mining, New
Corporate
Highlights for the Company during 2021 included:
• The Company continues to focus on new project generation and value creation within its existing portfolio of listed and
unlisted company investments, and also continues to seek out new investment and development opportunities to drive the
creation of future resource companies.
• COVID-19 continued to impact DGR’s capacity to carry out its normal business throughout FY20/21. DGR implemented a
number of financial and operational strategies to minimise risk and endeavour to maintain shareholder value during this
challenging period and to be appropriately prepared to resume exploration activities as soon as conditions permit.
• A limited number of field visits, landholder liaison and native title holder meetings were undertaken, and relevant contractors
engaged to commence exploration work, notwithstanding the continuing challenges presented in the context of COVID-19,
Peak Metals and Armour Energy and unlisted Auburn Resources are expected over the coming years.
including short, localised lockdowns.
The previous resource exploration and funding activities of DGR’s key personnel underscore the opportunities provided by the
• Exploration activities are ready to commence as soon as conditions permit, with several field programmes for entities within
DGR business model. DGR’s focus on provincial tenement positions covering entire sedimentary basins or structural blocks where
the group for which DGR is the Operator.
• DGR holds an 83.18% (Armour Energy 16.82%) interest in a highly prospective oil project in the Kanywataba Block, Uganda1.
possible, delivers capital, government, and major resource corporate attention. The Company maintains its cornerstone investor
position in subsidiaries that move to listing on a recognised stock exchange as illustrated in the following diagram.
• Early background and research stages of investigating possible green energy development and investment opportunities,
with work continuing to assess potential viability.
• Successful strategic placement of $3m completed early July 20212.
• Supporting 39% owned, public, unlisted Auburn Resources Ltd capital raising preparations and advancement towards
potential ASX listing.
• Continuation of support to Armour Energy in expanding its gas exploration, production and distribution assets.
• As part of the Lakes Blue Energy NL (formerly Lakes Oil NL) recapitalisation process and preparation for re-quotation on the
ASX, in December 2020 DGR Global invested $1 million into Lakes Blue Energy NL (formerly Lakes Oil NL) (LKO) Convertible
Notes priced at $0.0009 each, with a coupon rate of 15% per annum, and convertible into fully-paid ordinary shares on a
1:1 basis. The Convertible Note issue was combined with a royalty arrangement such that for every $1 million invested, the
investee is entitled to a 2% royalty on future gas sales from certain Lakes Oil tenements (pro rata for less or more than $1
million)3.
• HSE for the group entities for which DGR acts as Operator, maintained a rolling 12-month TRIFR of 0.00 and zero
environmental incidents for the corresponding period, highlighting the continuous commitment to safe operations.
DGR Global created investments (at 30 June 2021)
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DGR Global Limited and controlled entitiesdgrglobal.com.auDirectors’ report continued
for the year ended 30 June 2021
REVIEW OF OPERATIONS, MINERAL RESOURCES AND FUTURE
DEVELOPMENTS CONTINUED
REVIEW OF OPERATIONS CONTINUED
Investments in Listed Companies
SolGold plc (8.9%) – LSE/TSX: SOLG
IronRidge Resources Limited (14.15%) – LSE: IRR
• Primary focus on gold (in Chad and Ivory Coast) and lithium (in Ghana and Ivory Coast) now firmly established with extensive
tenement packages secured in all three countries.
• Major gold discovery at the Dorothe Project and nearby Ouchar and Echbara licence areas in Chad, gold projects in Ivory
Coast, and lithium projects with proven big, high grade lithium spodumene pegmatites in Ghana and Ivory Coast.
•
IronRidge also reported on its best lithium grade results to date for its Ewoyaa Lithium Project in Ghana, having earlier
announced completion of the acquisition of the adjacent Saltpond license and Cape Coast application from Joy Transporters
• Focus on high-grade world-class copper gold porphyry systems at Cascabel in Ecuador. Cascabel is proximate to Quito and
Ltd. Further high-grade results were announced on 25 May 2021, followed by the announcement on 1 July 2021 that Ewoyaa
seaports, is at low elevation, and has abundant water supplies and access to hydropower.
had secured conditional funding to production of USD102m.
• Exploration activities continue at a number of SolGold’s wholly owned Mineral Concessions in Ecuador, with ongoing strict
•
In Chad, the Company was successful in having a number of its key tenures renewed for further four (4) year periods. The
COVID-19 protocols in place.
• SolGold remains the dominant explorer in the country.
• SolGold updated the market on progress of the Pre-Feasibility Study (PFS), which is targeted for release in late 2021.
• Non-Executive Director, Mr Keith Marshall commenced as Interim CEO on 1 April 2021, replacing Nick Mather who retired
from executive duties for personal reasons, but remains a Non-Executive Director.
• SolGold released an exploration update on the Tandayama-America Porphyry Copper-Gold target at the Cascabel Project,
with assay results from Holes 1 to 7 reported.
• A successful Placing and Retail Offer raised gross proceeds of USD73.8 million was announced on 28 April 2021.
• An ESG initiative collaboration with Lita and Carolina Communities and Franco-Nevada was announced on 27 May 2021.
• SolGold in conjunction with Cornerstone Capital Resources announced agreement to work cooperatively to advance the
Cascabel Project.
• An update on the Regional Exploration programme in Ecuador released in July 2021 reported encouraging results from the
programme, particularly at the Porvenir Project with strong drilling results.
Copies of all of SolGold’s market releases are available on the Company’s website: www.solgold.com.au
Armour Energy Limited (16.18%) – ASX: AJQ
• Holds highly prospective whole basin oil and gas positions in Northern Territory and North West Qld covering 139,000 km2.
• Following extensive review of potential oil exploration, appraisal and development acreage, new material oil reserves and
resources added to the Company’s portfolio.
• Armour holds an interest in an Exploration Licence (DGR 83.18%, Armour 16.82%) over the highly prospective Kanywataba
Block in the Albertine Graben, Uganda. Less than 40% of the Albertine Graben has been subjected to exploration to date
where 101 wells of approximately 115 wells drilled have encountered hydrocarbons.
• Armour Energy released a resource update on its contingent and prospective gas resources in the Northern Territory on 27
April 2021.
• Completion of the sale of Ripple Resources to Auburn Resources Ltd was announced on 10 May 2021.
• A proposed demerger of Armour’s Northern Basin Oil and Gas business was announced on 3 March 2021, with a new
company, McArthur Oil & Gas Ltd proposed to be created to hold the business through an in-specie share distribution to
existing shareholders.
• An IPO and capital raise of $60-$65 million for McArthur Oil & Gas is proposed to fund acquisition of Northern Basin Oil &
Gas assets from Armour and to fund forward exploration.
• Consideration of $40 million cash plus a minimum of 33.3% retained interest by Armour shareholders in McArthur Oil & Gas
is proposed. The consideration received by Armour will be used to retire its outstanding debt.
• A 20,000km2 airborne geophysical survey programme planned for completion in early July 2021 on behalf of McArthur
Oil & Gas in advance of the IPO and demerger was announced on 11 May 2021. Successful completion of the survey was
announced after the end of the financial year on 28 July 2021.
Copies of all of Armour Energy’s market releases are available on the Company’s website: www.armourenergy.com.au
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recently renewed licenses and existing granted tenure now cover a combined 746.25km2 of prospective geological terrain
with significant previous exploration work completed to date identifying multiple gold targets for immediate follow-up.
IronRidge intends to drill test the Dorothe Gold Project on the basis of the results from the previous 14,500m of trenching
completed, large scale artisanal workings and supporting ground geophysics.
• Announcement of the company’s intention to progress the demerger of the gold assets held in Cote d’Ivoire and Chad into a
new, gold focussed entity structured to permit quotation on a recognised stock exchange.
•
IronRidge appointed a dedicated, Sydney based CFO and Company Secretary during the year, and transferred its
management and administrative functions to Sydney. This is part of the natural ‘life cycle’ of the broader DGR strategy as
sponsored listed entities mature.
Copies of all of IronRidge Resource’s market releases are available on the Company’s website: www.ironridgeresources.com.au
NewPeak Metals Limited (9.66%) – ASX: NPM
• NewPeak Metals announced a secondary listing on the Frankfurt Stock Exchange (FWB®) and the appointment of a European
corporate advisor (MMG) to assist with European equity initiatives.
•
Initial drilling at the Vetas Cachi area of the Cachi Gold Project, has had all multi-element assays returned with elevated silver
associated with gold mineralisation. Subsequent drilling at Vetas North West, Morena and Sofia was announced with gold
visible to the naked eye in various sections of the Morena drill core.
• Preparation for drilling during 2021 at the Company’s Las Opeñas Gold Project in San Juan province is planned to commence
in spring/summer of 2021. The main targets are the highly mineralised targets of Belleza and Presagio West, with a GAIP
survey undertaken in May 2021 returning outstanding results from the Belleza target.
• New Peak Metals announced that its Swedish Bergslagen Strategic Metals Project, which was initially a tungsten focussed
venture, following on from the recent surveying program, NewPeak was impressed with the elevated levels of other critical
and base metals such as copper, zinc and molybdenum, which has provided broadened scope and opportunity.
• Further developments at the Bergslagen Strategic Metals Project were announced on 15 June 2021.
• Granting of the New Zealand Carrick Gold permit was announced to the market on 18 June 2021.
• Completion of the acquisition of additional Southern Finland gold permits complimenting NewPeak’s Finland Tampere Gold
Project, with a resource definition drilling programme planned to commence in Q3 of 2021.
• After the close of the financial year, on 12 July 2021 it was released to the market that New Peak Metals had fulfilled the
agreement terms with Genesis Minerals (Argentina) SA and moved to 51% ownership of its highly prospective Las Opeñas
Gold Project in San Juan, Argentina.
• Successful capital raising of $1.625m by way of private placement was announced after the end of the financial year on 14 July
2021.
Copies of all of NewPeak Metals’ market releases are available on the company’s website: www.newpeak.com.au
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DGR Global Limited and controlled entitiesdgrglobal.com.au
Directors’ report continued
for the year ended 30 June 2021
REVIEW OF OPERATIONS, MINERAL RESOURCES AND FUTURE
DEVELOPMENTS CONTINUED
REVIEW OF OPERATIONS CONTINUED
Investments in Listed Companies continued
Aus Tin Mining Limited (12.18%) – ASX: ANW
• Focussed on a diverse commodity base including tin, silver, copper, cobalt, nickel, and metallurgical coal.
• August 2013 JORC resource estimate confirmed Taronga as a world class tin project.
• Successful completion of initial High-Pressure Grinding Roll (HPGR) test work for Taronga (NSW) ore, with copper and silver
reappraisal and financing strategies under review.
• Aus Tin Mining is currently continuing in the process of potentially acquiring two (2) metallurgical coal projects being
the Ashford Coal Project in Northern NSW, and the Mackenzie Coal Project in the Bowen Basin in Qld. Subsequent
announcements confirming completion of Stage 1 of the acquisition of the Ashford Coal Project and extension of acquisition
optionality of the Mackenzie Coal Project have been made.
• Appointment of Mr Brad Gordon as a Non-Executive Director was announced on 17 May 21. Mr Gordon is the CEO and a
Director of Laneway Resources Ltd (ASX:LNY) who currently hold the remaining 60% interest in the Ashford Coal Project.
Copies of all of Aus Tin Mining’s market releases are available on the company’s website: www.austinmining.com.au
Exploration and Development of Unlisted Subsidiaries and Projects
During the year the Group endeavoured to remain focused on advancing exploration projects within the parent and subsidiary
companies. Field reconnaissance and exploration programs were substantially limited by the restrictive combination of COVID-19
and the arrival of a more ‘normal’ wet season.
Significant activities which occurred during the year included:
Auburn Resources Limited (39.13%)
Auburn Resources is focused on the discovery and development of copper, gold, nickel, cobalt and zinc deposits in Eastern
Queensland and the Northern Territory.
• Large tonnage zinc, copper and gold focussed company with ongoing development of a number of projects, including 4
district scale flagship projects in QLD and the NT.
• Key Iron Oxide Copper Gold (IOCG) and lead-zinc targets identified and secured in the Tanumbirini district of the Northern
Territory4.
• Potential for major copper gold discoveries at Mt Abbott, Calgoa and Marodian Projects5.
• Exploration targets defined for zinc at the Ban Ban Project.
• Under-explored areas of most endowed provinces with multiple Tier 1 targets.
• Completion of the acquisition of Ripple Resources from Armour Energy (ASX:AJQ) in early May, adding substantial value to
the asset package of Auburn Resources6.
• Field exploration mapping and sampling programme on the recently acquired South Nicholson Project due to commence Q3
2021.
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FIGURE 1 Location map of Auburn
Resources projects
The Tanumbirini and Victoria River Projects is held in Pennant Resources Pty Ltd, a wholly owned subsidiary of Auburn Resources
Limited (see Figures 2 and 3 below).
FIGURE 2 Location of the Tanumbirini and Victoria
River Projects in the Northern Territory.
FIGURE 3 The Tanumbirini Project Area – traversed by
the sealed Carpentaria Highway and the gas pipeline to
the McArthur River Mine.
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DGR Global Limited and controlled entitiesdgrglobal.com.auDirectors’ report continued
for the year ended 30 June 2021
REVIEW OF OPERATIONS, MINERAL RESOURCES AND FUTURE
DEVELOPMENTS CONTINUED
REVIEW OF OPERATIONS CONTINUED
Exploration and Development of Unlisted Subsidiaries and Projects continued
Auburn Resources Limited (39.13%) continued
Tennant Creek and Mt Isa are the preeminent mineral resource hubs for the Northern Territory and Queensland. The region
between these two hubs is a vast prospective frontier covered by a thin veneer of sediments. The total lead footprint at Tanumbirini
is larger in area than that at Mt Isa to the east, and comparable in magnitude given that Tanumbirini is all under cover and Mt
Isa is exposed and has been mined for approximately a century. Lead high values to 46.2 ppm characterize Mt Isa and 34 ppm
characterizes the Tanumbirini area.
FIGURE 5 Copper, gold, uranium, rare
earths and molybdenum association at
Tanumbirini – indicative of large IOCG
(Iron Oxide Copper Gold) targets under
relatively shallow cover.
FIGURE 4 Lead (light green)
and Copper (light blue)
anomalism by MMITM (partial
leach) geochemistry.
DGR considers that in the Tanumbirini Project Area, Auburn Resources has secured two new potential mineral fields:
1. A pyritic dolomitic shale sub basin of the broader McArthur Basin prospective for lead zinc deposits at Tanumbirini East; and
2. An iron oxide copper gold target area at Tanumbirini West.
Figure 6 below is a composite diagram incorporating mapped fault structures and EM supported geology on a magnetic image,
indicating the interpretation of a fault bounded pyritic dolomitic shale sub basin prospective for lead zinc deposits on the east,
and iron oxide copper gold (IOCG) targets on the west. The standout feature through Tanumbirini is an 80 km long magnetic
terrane boundary (shaded in purple), and which DGR considers is the source of the copper-gold-uranium-molybdenum-rare earth
anomalism. The soil geochemistry and EM data from the Geoscience Australia surveys adds to an already extensive knowledge
of surface geology and faults in the area, as well as available detailed magnetic data and a general understanding of the local
stratigraphy.
FIGURE 6 Geological interpretation on
magnetic image – fault bounded pyritic
dolomitic shale sub-basin on the east
More detailed investigation of the Northern Australia Geochemical Survey (NAGS) data sets further confirmed a large area of
base metal anomalism at Tanumbirini. Examining the data sets for lead and copper by Mobile Metal Ion™ (partial leach) (MMITM)
geochemistry indicated an even larger anomalous footprint at Tanumbirini, with a significant indication of copper on the western
section of the project area. The highest copper in the unpolluted Tanumbirini area is 4310 ppb by MMI™. Excluding polluted
exceptions, this compares to the Mt Isa area high of 2970 ppb and 2,000–3,000 ppb in the Mt Oxide Gunpowder copper district.
Auburn Resources has also revisited the NAGS data sets to search for rare earths. As shown in Figure 5 (below), rare earths point
to a massive IOCG target zone on the western section at Tanumbirini (yet to be supported by gravity and magnetic data).
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DGR Global Limited and controlled entitiesdgrglobal.com.auDirectors’ report continued
for the year ended 30 June 2021
REVIEW OF OPERATIONS, MINERAL RESOURCES AND FUTURE
DEVELOPMENTS CONTINUED
REVIEW OF OPERATIONS CONTINUED
Exploration and Development of Unlisted Subsidiaries and Projects continued
Auburn Resources Limited (39.13%) continued
Figure 7 below shows a conceptual SW-NE geological cross-section of the Tanumbirini Project Area.
FIGURE 7 Conceptual SW-NE geological
cross-section of the Tanumbirini Project
area.
Pinnacle Gold Pty Ltd (94.34%)
FIGURE 8 Location of the Kanywataba
Block in Uganda.
Armour Uganda (83.18%)
Armour Uganda’s flagship project is the ‘The Kanywataba Block’ which is highly prospective for oil and gas. The project covers
approximately 344 km2 and is located in a rift basin within the Albertine Graben, within close proximity to the Total and CNOOC
operations in the North.
Within the block there are multiple developed (untested) on-trend structural traps (3-way and 4-way dip closures) and multiple
untested stratigraphic traps.
The Kingfisher oil discovery (40km NE of Kanywataba) oil seeps confirm local working petroleum system.
Force majeure conditions are currently in operation as a result of wet weather and the COVID-19 pandemic. Activities will resume
once conditions become favourable and travel restrictions are lifted.
Activities in the year and which are ongoing include:
• Reprocessing of existing 2D seismic data
• Geochemical surface soil gas sampling program
• 2D seismic programme
• Basin Analysis study
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Pinnacle Gold holds 6 Exploration Permits (EPMs) for gold, nickel and antimony in North Queensland and 2 Mineral Exploration
Licenses (MELs) for gold and copper in the Northern Territory. The Queensland EPMs include substantial gold exploration
tenements south of Charters Towers, Qld. Most of the area is soil covered, with previous exploration efforts by earlier explorers
largely confined to areas of outcrop and focused on mapping and sampling known workings. Only two areas have been drilled.
To date there has been no wide ranging systematic geochemical survey undertaken, yet the area clearly lies on potentially
mineralising structures (Charters Towers – Black Jack – Mt Leyshon). Significant stream sediment anomalisms (see Figure 9 below)
may not all be due to the proximate small veins.
Pinnacle has reconsidered the exploration strategy for this mostly
soil covered area, looking for large targets, Pinnacle previously
completed a field program of low gold detection limit soil lines on
a grid pattern with infill gridding of any elevated results. Historical
initial shallow RC drilling on 2 of the EPMs returned mixed results,
warranting further exploration and drilling to better define drill
targets.
FIGURE 9 Pinnacle EPM locations Queensland.
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DGR Global Limited and controlled entitiesdgrglobal.com.auDirectors’ report continued
for the year ended 30 June 2021
REVIEW OF OPERATIONS, MINERAL RESOURCES AND FUTURE
DEVELOPMENTS CONTINUED
REVIEW OF OPERATIONS CONTINUED
Exploration and Development of Unlisted Subsidiaries and Projects continued
Pinnacle Gold Pty Ltd (94.34) continued
FIGURE 12 NT stitched RTP
magnetic image of the Tennant
Creek region showing anomolous
gold MMI catchments and MEL
location.
FIGURE 10 Overview of gold
stream sediment geochemistry
south of Charters Towers
(compiled from historical data).
Pinnacle Gold has secured tenure
that is thought to be highly
prospective for gold and copper
in the Northern Territory on
the back of a successful NAGS
survey that identified a number of
anomalous areas within remote
parts of the Northern Territory
and Queensland that have
received almost no historical
exploration. Pinnacle Gold was
one of the first companies to secure tenure as a direct result of the NAGS survey and as such have started the pioneering phase
into deeply covered unexplored Australian prospective terrane.
FIGURE 11 Pinnacle Gold MEL
Locations Northern Territory.
Coolgarra Minerals Pty Ltd (100%)
Coolgarra Minerals is focussed on discovery and
development of gold, antimony, nickel and cobalt and
holds five granted EPMs to the south of Greenvale,
QLD and one EPM west of Theodore in Central
Queensland.
The southernmost permit covers substantial historic
gold workings at Janelle’s Hope and Wade’s with the
Northern tenement areas immediately adjacent to the
south of the Sconi nickel-cobalt project.
Initial exploration focused around several historical
small-scale mining areas, in particular Wally’s
Hope and Janelle’s Hope Prospects in the southern
section of EPM 19270, and what is recorded as a long
(several kilometres) strata bound gold occurrence
in the northern section now referred to as Wade’s
Prospect.
16
17
FIGURE 13 Coolgarra EPM Locations Queensland.
DGR Global Limited and controlled entitiesdgrglobal.com.auFIGURE 15 Geoscience
Australia MMITM stream
sediment geochemistry map.
Directors’ report continued
for the year ended 30 June 2021
REVIEW OF OPERATIONS, MINERAL RESOURCES AND FUTURE
DEVELOPMENTS CONTINUED
REVIEW OF OPERATIONS CONTINUED
Exploration and Development of Unlisted Subsidiaries and Projects continued
Coolgarra Minerals Pty Ltd (100%) continued
Figure 14 below is a satellite image of the southern section of EPM 19270 showing the soil grid lines with a macro view of the soil
gold concentration contours at >25 ppb, > 50 ppb, and > 100 ppb.
FIGURE 14 Soil Sample Grid
on southern section of EPM
19270.
Hartz Rare Earths Pty Ltd (100%)
Hartz Rare Earths (HRE) have applications for two Mineral Exploration Licenses (MELs) in the Northern Territory. The project
area is located approximately 855km south of Darwin and 420km north-west of Alice Springs. The target is a uranium copper
molybdenum anomalous area highlighted in the recent Geoscience Australia survey. The geology and metal association indicate
the potential for roll front uranium deposits within dry stream channels on the margin of the Tanami Desert.
On grant of the exploration licenses, HRE is proposing to investigate this previously large unexplored target specifically for uranium,
copper, molybdenum and vanadium using a denser geochemical survey. Initially this will involve further MMITM and conventional
sampling, followed by traverses of shallow drilling.
18
19
FIGURE 16 License application location map.
DGR Global Limited and controlled entitiesdgrglobal.com.auDirectors’ report continued
for the year ended 30 June 2021
REVIEW OF OPERATIONS, MINERAL RESOURCES AND FUTURE
DEVELOPMENTS CONTINUED
REVIEW OF OPERATIONS CONTINUED
Mineral Resources
SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS
The Company completed a capital raising program during the year and raised $16,731,673 (before transaction costs). The proceeds
from the Company’s capital raising program were used to fully repay its $10,000,000 Convertible Note facility with Tribeca
Investment Partners (note 16).
Following a resource drilling programme that was announced to the ASX on 4 August 20147, the Shamrock Tailings Dam contains a
The Company issued a total of 209,101,094 new ordinary shares during the year (note 19).
JORC 2012 compliant Mineral Resource of:
•
•
Indicated: 770,000 tonnes @ 0.58 g/t Au for 450,000 grams (14,000 ounces) gold, and
On 10 May 2021, DGR Global Limited (DGR) announced that a share acquisition agreement had been executed between public,
Inferred: 770,000 tonnes @ 11 g/t Ag for 8,242,400 grams (265,000 ounces) silver.
unlisted Auburn Resources Limited (Auburn) and Armour Energy Limited (Armour, ASX: AJQ) for the acquisition of Armour’s
There has been no change to the Mineral Resource since its initial publication.
wholly-owned subsidiary, Ripple Resources Pty Ltd (Ripple) by Auburn. Under the agreement, in consideration for the allotment of
5,600,000 fully paid Auburn shares, Armour has transferred its legal, beneficial, and unencumbered interest in 100% of the shares
Future Developments
in Ripple to Auburn (note 31).
DGR Global aims to hold its key positions in the listed resource companies that it has created as they mature and develop. DGR has
further unlisted subsidiaries that may progress to listing within the next 12–18 months, subject to further exploration, development
There were no other significant changes in the state of affairs of the Group during the financial year.
and market conditions.
Competent Persons Statement
The information herein that relates to Exploration Targets, Exploration Results and/or Mineral Resources is based on information
MATTERS SUBSEQUENT TO THE END OF THE FINANCIAL YEAR
On 7 July 2021, the Company issued 57,692,308 fully paid ordinary shares and 27,634,616 quoted options in terms of a strategic
placement. The shares were placed at $0.052 per share and subject to a 9 month escrow. The attaching listed options were granted
compiled by Nicholas Mather B.Sc (Hons) Geol., who is a Member of The Australian Institute of Mining and Metallurgy. Mr Mather
on a 3 for 8 basis.
is employed by Samuel Capital Pty Ltd which provides certain consultancy services including the provision of Mr Mather as the
Managing Director of DGR Global Ltd (and a director of DGR Global Ltd’s subsidiaries and associates).
No other matter or circumstance has arisen since 30 June 2021 that has significantly affected, or may significantly affect the
Group’s operations, the results of those operations, or the Group’s state of affairs in future financial years.
Mr Mather has more than five years experience which is relevant to the style of mineralization and type of deposit being reported
and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2012 Edition of the Australasian
LIKELY DEVELOPMENTS AND EXPECTED RESULTS OF OPERATIONS
Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves. This public report is issued with the prior written
Information on likely developments in the operations of the Group and the expected results of operations have not been included in
consent of the Competent Person(s) as to the form and context in which it appears.
this report because the directors believe it would be likely to result in unreasonable prejudice to the Group.
FOOTNOTES
1DGR ASX Release 14/9/17
2DGR ASX Release 2/7/21
3DGR ASX Release 14/12/20
4DGR ASX Release 20/5/19
5DGR ASX Releases 3/7/17, 8/11/18
6DGR ASX Release 10/5/21
7DGR ASX Release 4/8/14
20
ENVIRONMENTAL REGULATION
The Group is subject to environmental regulation in relation to its exploration activities and its Mining Leases. The Group has
conducted an extensive review of the environmental status of the Mining Leases and has estimated the potential costs for future
rehabilitation and restoration to be $1,436,415. There are no matters that have arisen in relation to environmental issues up to the
date of this report.
21
DGR Global Limited and controlled entitiesdgrglobal.com.auDirectors’ report continued
for the year ended 30 June 2021
ENVIRONMENTAL MANAGEMENT
The Group manages its environmental commitments and responsibilities under a Plan of Operations that is approved by the
Department of Environment and Science (DES) and covers the continuing exploration activities of the Group’s tenements,
including those that are currently under care and maintenance/progressive rehabilitation. The current Plan of Operations expires in
December 2022, with a transition to a Progressive Rehabilitation and Closure Plan (PRCP) scheduled to be completed in October
2022, ahead of the current Plan of Operations expiry.
Care and maintenance/progressive rehabilitation practices across the Group include rehabilitation of drill pads and excavations for
exploration, monitoring of existing rehabilitation areas, monitoring site water flows, monitoring and maintenance of the Shamrock
site tailings dam, historical mining pit and historical flue dust cell, removal of equipment from the old processing plant area (+95%
complete), maintenance of roads and contour drains, erosion control, weed control and bushfire management on the tenements
and their boundaries.
The focus of rehabilitation during the current period has continued to be at the Shamrock mine site. Performance is measured
through annual inspection of regulated structures, annual regulatory and compliance inspections by DES, annual audits based on
the population and size of planted trees and self-generated trees, six-monthly water sampling data, monthly monitoring of tailings
INFORMATION ON DIRECTORS
NICHOLAS MATHER Executive Director BSc (Hons,Geol), MAusIMM
Experience and expertise
Nick Mather has 30 years of experience in exploration and resource company
management. His career has taken him to a variety of countries exploring for precious
and base metals and fossil fuels. He has focused his attention on the identification of
and investment in large resource exploration projects.
Nick was Managing Director of Bemax Resources NL and instrumental in the discovery
of the world-class Gingko mineral sand deposit in the Murray Basin in 1998. As an
Executive Director of Arrow Energy NL, Nick drove the acquisition and business
development of Arrow’s large Surat Basin Coal Bed Methane project in South East
Queensland. He was Managing Director of Auralia Resources NL, a junior gold
explorer before its $23 million merger with Ross Mining NL in 1995. He was also a
Non-Executive Director of Bavllarat Goldfields NL, having assisted that company in its
re-emergence as a significant emerging gold producer.
dam EC and pH, monitoring the condition of the background environment (native flora, weeds etc) and the growth performance of
Other current directorships
different species types.
CLIMATE CHANGE RISK
• Armour Energy Limited (since 18 December 2009)
• Lakes Blue Energy NL (formerly Lakes Oil NL) (since 7 February 2012)
• Aus Tin Mining Limited (since 21 October 2010)
The Group does not consider that it currently has a material exposure to the risks associated with Climate Change. Accordingly, the
• NewPeak Metals Limited (formerly Dark Horse Resources Limited) (since 22 January 2003)
Group does not consider it necessary to reflect any impact associated with Climate Change risks (eg. impairments, provisions) in its
• SolGold plc, which is dual-listed on the London Stock Exchange and the Toronto Stock Exchange (since 11 May 2005)
financial statements for the year ended 30 June 2021. The Group considers the following matters to be relevant to this conclusion:
Former directorships (last 3 years)
a)
the Group’s activities are predominantly focussed on the discovery and definition phase of natural resource projects. The
Group is not yet in a mine planning, development, construction or operational phase. Accordingly, having a predominantly
•
IronRidge Resources Limited, which is listed on the London Stock Exchange (AIM) (from 5 September 2007 to 28 June 2021)
greenfields exploration focus means that the Group currently has no significant man-made infrastructure that would be
Special responsibilities
subject to the potential physical risks associated with Climate Change. Furthermore, the Group has a minimal carbon
footprint and negligible emissions;
b)
the Group’s mothballed “Shamrock” mine site in South East Queensland has been the subject of continued rehabilitation,
and the historical tailings storage facility is actively managed (under active supervision conditions) to mitigate the risks
associated with overspill into surrounding natural waterways as a result of seasonal and potential extreme rainfall and
weather events;
c)
the Group is not currently aware of any pending or proposed Climate Change related regulatory or legislative changes that
would materially impact it or its assets at this time;
d)
the Group’s oil project in Uganda is still only at the preliminary exploration stage. The next stage of exploration will include
the acquisition and interpretation of seismic data, and a decision on drilling a preliminary well. Both before and after the
drilling of a preliminary well, the Group can decide to relinquish the project on the basis of prospectivity and economic
outlook;
e)
the balance of the Group’s exploration interests are predominantly focussed on minerals that are not expected to be impacted
by the various categories of risk associated with Climate Change. These minerals include copper, nickel, gold and zinc;
f) other than as outlined above, the Group considers that it currently has limited exposure to the technological market and
reputational risks associated with Climate Change.
22
Managing Director and Chief Executive Officer
Other information
Interests in shares:
Interests in options:
163,545,563
18,668,249
23
DGR Global Limited and controlled entitiesdgrglobal.com.auDirectors’ report continued
for the year ended 30 June 2021
INFORMATION ON DIRECTORS CONTINUED
BRIAN MOLLER Non-Executive Director LLB (Hons)
Experience and expertise
Brian Moller is a corporate partner in the Brisbane based law firm HopgoodGanim. He
was admitted as a solicitor in 1981 and has been a partner since 1983. He practices
VINCENT MASCOLO Non-Executive Director BEng (Mining), MAusIMM, MEI Aust (resigned 28 June 2021)
Experience and expertise
Vincent Mascolo is a qualified mining engineer with extensive experience in a variety of
fields including, gold and coal mining, quarrying, civil-works, bridge-works, water and
sewage treatment and estimating.
almost exclusively in the corporate area with an emphasis on capital raising, mergers and
Vincent Mascolo has completed numerous assignments in the Civil and Construction
acquisitions.
Brian holds an LLB Hons from the University of Queensland and is a member of the
Australian Mining and Petroleum Law Association.
Brian acts for many public listed resource and industrial companies and brings a wealth
of experience and expertise to the board particularly in the corporate regulatory and
governance areas.
Other current directorships
• Aus Tin Mining Limited (since 21 October 2010)
• Platina Resources Limited (since 30 January 2007)
• NewPeak Metals Limited (formerly Dark Horse Resources Limited) (since 22 January 2003)
• SolGold plc, which is dual-listed on the London Stock Exchange and the Toronto Stock Exchange (since 11 May 2005)
• Tempest Minerals Limited – formerly Lithium Consolidated Mineral Exploration Limited (since 13 October 2016)
Former directorships (last 3 years)
• Aguia Resources Limited (resigned 14 June 2019)
Special responsibilities
Member of the Audit and Risk Committee and the Remuneration Committee
Other information
Interests in shares:
Interests in options:
9,933,170
838,114
Industry, including construction and project management, engineering, quality control and
environment and safety management. He is also a member of both the Australian Institute
of Mining and Metallurgy and the Institute of Engineers of Australia.
Other current directorships
•
IronRidge Resources Ltd, which is listed on the AIM submarket of the London Stock Exchange (since 5 September 2007)
• Tempest Minerals Limited (formerly Lithium Consolidated Mineral Exploration Limited) (since 19 May 2016)
Former directorships (last 3 years)
None
Special responsibilities
Member of the Audit and Risk Committee and the Remuneration Committee
Other information
Interests in shares:
Interests in options:
13,062,500*
1,103,125*
PETER WRIGHT Non-Executive Chairman BCom, BEcon (appointed 19 January 2021)
Experience and expertise
Peter Wright is the portfolio manager at Bizzell Capital Partners (BCP), a Brisbane based
corporate advisory and funds management firm. Peter Wright has over 20 years’ experience
working primarily in asset transactions, corporate advisory assignments, research and
primary market transactions.
Other current directorships
• Greenwing Resources Limited (formerly Bass Metals Limited) (since 2 September
2016)
• Laneway Resources Limited (since 31 October 2017)
Former directorships (last 3 years)
None
24
25
DGR Global Limited and controlled entitiesdgrglobal.com.auDirectors’ report continued
for the year ended 30 June 2021
INFORMATION ON DIRECTORS CONTINUED
PETER WRIGHT Non-Executive Chairman BCom, BEcon (appointed 19 January 2021) continued
Special responsibilities
Chairman
Other information
Interests in shares:
Interests in options:
Nil
Nil
BEN CLEARY Non-Executive Director BEcon, GradDip Fin (resigned 19 January 2021)
Experience and expertise
Ben Cleary has had an extensive career in the natural resources sector having worked in a
number of specialist, director-level roles at Macquarie Bank, RBC and RBS over the past 15
years.
In 2015, Ben founded Tribeca Global Natural Resources following the merger of Cleary Capital
with Tribeca Investment Partners and has grown the team into one of Australia’s largest
dedicated natural resources investment groups at a time where a number of investment
management firms have exited the sector.
‘Other current directorships’ quoted above are current directorships for listed entities only and excludes directorships of all other
types of entities, unless otherwise stated.
‘Former directorships (last 3 years)’ quoted above are directorships held in the last 3 years for listed entities only and excludes
directorships of all other types of entities, unless otherwise stated.
* Interests in the shares and options of the Company as at the date of resignation as a director.
COMPANY SECRETARY
KARL SCHLOBOHM Company Secretary BCom, BEcon, MTax, CA, FGIA
Karl Schlobohm is a Chartered Accountant with over 25 years of experience across a wide range
of industries and businesses. He has extensive experience with financial accounting, corporate
governance, company secretarial duties and board reporting. He currently also acts as the
Company Secretary for ASX-listed Aus Tin Mining Limited, Armour Energy Limited and NewPeak
Metals Limited.
MEETINGS OF DIRECTORS
The number of meetings of the Company’s Board of Directors (‘the Board’) and of each Board committee held during the year
ended 30 June 2021, and the number of meetings attended by each director were:
The Tribeca Global Natural Resources team have been instrumental in corner-stoning more than $5bn of announced transactions
Full Board
Audit & Risk Management
Remuneration & Nomination
in Australasia, Europe and North America since Ben founded the business. Ben is based in Singapore and is the Chief Executive
Officer for Tribeca Investment Partners Asia.
Other current directorships
• Tribeca Global Natural Resources Limited (since 18 July 2018)
Former directorships (last 3 years)
None
Special responsibilities
None
Other information
Interests in shares:
Interests in options:
1,250,000*
2,375,000*
Nicholas Mather
Brian Moller
Peter Wright*
Ben Cleary**
Vincent Mascolo***
Attended
Held
Attended
Held
Attended
Held
Committee
Committee
10
10
5
3
10
10
10
5
5
10
-
2
1
-
2
-
2
1
1
2
-
-
-
-
-
-
-
-
-
-
Held: represents the number of meetings held during the time the director held office or was a member of the relevant
committee.
*
**
***
appointed 19 January 2021
resigned 19 January 2021
resigned 28 June 2021
26
27
DGR Global Limited and controlled entitiesdgrglobal.com.au
Directors’ report continued
for the year ended 30 June 2021
MEETINGS OF DIRECTORS CONTINUED
The Remuneration Committee did not meet during the year. In view of the current size of the Board, the Board considers it more
effective to set aside time at Board meetings, where an independent director assumes the role of chair to specifically address the
matters that would have been ordinarily attended to by the Remuneration Committee. The Board operates in accordance with the
Non-executive directors’ remuneration
The Board seeks to set aggregate remuneration at a level which provides the Company with the ability to attract and retain
Directors of the highest calibre, whilst incurring a cost which is acceptable to shareholders. The Company’s specific policy for
determining the nature and amount of remuneration of Board members of the Company is as follows.
formal Remuneration Committee Charter, which has been adopted by the Board and is available from the Corporate Governance
The Constitution of the Company provides that the Non-Executive Directors are entitled to remuneration as determined by the
section of the Company’s website.
Company in general meeting to be apportioned among them in such manner as the Directors agree and, in default of agreement,
REMUNERATION REPORT (AUDITED)
The remuneration report details the key management personnel remuneration arrangements for the Group, in accordance with the
requirements of the Corporations Act 2001 and its Regulations.
equally. The aggregate remuneration currently determined by the Company is $350,000 per annum. Additionally, Non-Executive
Directors are entitled to be reimbursed for properly incurred expenses.
If a Non-Executive Director performs extra services, which in the opinion of the Directors are outside the scope of the ordinary
duties of the Director, the Company may remunerate that Director by payment of a fixed sum determined by the Directors in
Key management personnel are those persons having authority and responsibility for planning, directing and controlling the
addition to or instead of the remuneration referred to above. However, no payment can be made if the effect would be to exceed
activities of the Company, directly or indirectly, including all directors.
the maximum aggregate amount payable to Non-Executive Directors. A Non-Executive Director is entitled to be paid travelling and
The remuneration report is set out under the following main headings:
• Principles used to determine the nature and amount of remuneration
• Details of remuneration
• Service agreements
• Share-based compensation
• Additional information
• Additional disclosures relating to key management personnel
PRINCIPLES USED TO DETERMINE THE NATURE AND AMOUNT OF REMUNERATION
other expenses properly incurred by them in attending Director’s or general meetings of the Company or otherwise in connection
with the business of the Company.
Directors may have the opportunity to qualify for participation in the Company’s option plan, subject to corporate governance
considerations and the approval of shareholders.
The remuneration of Non-Executive Directors for the year ended 30 June 2021 is detailed in this Remuneration Report.
Executive director and senior management remuneration
The Group aims to reward executives based on their position and responsibility, with a level and mix of remuneration which has
The performance of the Company depends upon the quality of its Directors and Executives. To prosper, the Company must attract,
both fixed and variable components.
motivate and retain highly skilled Directors and Executives.
The Remuneration and Nomination Committee of the Board of Directors is responsible for determining and reviewing
compensation arrangements for the Directors and the Executive team. The Remuneration and Nomination Committee assesses the
appropriateness of the nature and amount of remuneration of such officers on a periodic basis by reference to relevant employment
market conditions with the overall objective of ensuring maximum stakeholder benefit from the retention of a high-quality Board
The Company aims to reward the Executive Director and Senior Management with a level and mix of remuneration commensurate
with their position and responsibilities within the Company and so as to:
•
reward Executives for company and individual performance against targets set by reference to appropriate benchmarks;
• align the interests of Executives with those of shareholders;
•
link reward with the strategic goals and performance of the Company; and
and Executive team. Such officers are given the opportunity to receive their base remuneration in a variety of forms including cash
• ensure total remuneration is competitive by market standards.
and fringe benefits. It is intended that the manner of payments chosen will be optimal for the recipient without creating undue cost
for the Company. Further details on the remuneration of Directors and Executives are set out in this Remuneration Report.
The remuneration of the Executive Director and Senior Management may from time to time be fixed by the Board. The remuneration
will comprise a fixed remuneration component and also may include offering specific short and long-term incentives, in the form of:
The Company aims to reward the Executive Director and Senior Management with a level and mix of remuneration commensurate
• performance based salary increases and/or bonuses; and/or
with their position and responsibilities within the Company. The Board’s policy is to align Director and Executive objectives with
•
the issue of options.
shareholder and business objectives by providing a fixed remuneration component and offering long-term incentives.
During 2021 there were no discretionary bonuses paid (2020: $nil). There were no performance-based salary increases or options
In accordance with best practice corporate governance, the structure of Non-Executive Director and Executive Director and Senior
issued that were performance-related.
Management remuneration is separate and distinct.
28
29
DGR Global Limited and controlled entitiesdgrglobal.com.au
Directors’ report continued
for the year ended 30 June 2021
REMUNERATION REPORT (AUDITED) CONTINUED
PRINCIPLES USED TO DETERMINE THE NATURE AND AMOUNT OF REMUNERATION
CONTINUED
Executive director and senior management remuneration continued
DETAILS OF REMUNERATION
Amounts of remuneration
Details of the remuneration of key management personnel of the Group are set out in the following tables.
The key management personnel of the Group consisted of the following directors of DGR Global Limited:
Directors may have the opportunity to qualify for participation in the Company’s Option Plan, subject to corporate governance
• Nicholas Mather - Executive Director
considerations and the approval of shareholders. All employees have the opportunity to qualify for participation in the DGR Global
• Brian Moller - Non-Executive Director
Employee Share Option Plan.
The remuneration of the Executive Director and Senior Management for the year ended 30 June 2021 is detailed in this
Remuneration Report.
Consolidated entity performance and link to remuneration
• Vincent Mascolo - Non-Executive Director (resigned 28 June 2021)
• Peter Wright - Non-Executive Director (appointed 19 January 2021)
• Ben Cleary - Non-Executive Director (resigned 19 January 2021)
And the following persons:
• Karl Schlobohm - Company Secretary and Interim Chief Financial Officer
• Priy Jayasuriya - Chief Financial Officer (resigned 10 November 2020)
The Company and its subsidiaries’ principal activity is the generation of projects, and the provision of services and support
provided to sponsored listed companies, within the mineral resources industry and accordingly only generates revenues for
services and support provided and historically has generated losses.
• Peter Burge - Group General Counsel
Remuneration details
During the year ended 30 June 2021, the market price of the Company’s ordinary shares ranged from a low of $0.050 to a high of
$0.103.
As the Company is still in the generation of projects and exploration stage, the link between remuneration, company performance
and shareholder wealth is tenuous. Share prices are subject to the influence of metals prices and market sentiment toward the
sector, and as such increases or decreases may occur quite independent of Executive performance or remuneration.
Use of remuneration consultants
The company did not engage remuneration consultants to prepare a formal remuneration report during the financial year ended 30
June 2021.
Voting and comments made at the Company’s 18 January 2021 Annual General Meeting (‘AGM’)
At the 18 January 2021 AGM, 96.49% of the votes received supported the adoption of the remuneration report for the year ended 30
June 2020. The Company did not receive any specific feedback at the AGM regarding its remuneration practices.
* Non-cash and other short term benefits include provision of a car park and/or an allocation of the Company’s Directors and
Officers insurance premium.
(1) Ben Cleary resigned on 19 January 2021 and Peter Wright was appointed on the same day. Vincent Mascolo resigned on 28
June 2021.
(2) Karl Schlobohm agreed to be paid a further $120,000 per annum to act as the Company’s Interim CFO (as well as for Auburn
Resources Ltd, Aus Tin Mining Ltd and NewPeak Metals Ltd).
(3) Priy Jayasuriya resigned on 10 November 2020.
30
31
DGR Global Limited and controlled entitiesdgrglobal.com.au
Directors’ report continued
for the year ended 30 June 2021
REMUNERATION REPORT (AUDITED) CONTINUED
DETAILS OF REMUNERATION CONTINUED
Remuneration details continued
SERVICE AGREEMENTS
It is the Board’s policy that employment agreements or service contracts are entered into with all Executive Directors, Executives
and employees. Contracts do not provide for pre-determining compensation values or method of payment. Rather the amount of
compensation is determined by the Board in accordance with the remuneration policy set out above.
The current employment agreement with the Managing Director has a notice period of three (3) months. All other Executive
employment agreements have between 1 and 3 months’ notice periods. No current employment contracts contain early termination
clauses. The terms of appointment for Non-Executive Directors are set out in letters of appointment.
Certain Key Management Personnel are entitled to their statutory entitlements of accrued annual leave and long service leave
together with any superannuation on termination. No other termination payments are payable.
Managing Director
DGR Global Limited has an agreement with Samuel Capital Pty Ltd, an entity associated with Nicholas Mather, for the provision
of certain consultancy services by Nicholas Mather. The agreement was last updated on 1 July 2015. Samuel Capital Pty Ltd will
provide Nicholas Mather as the Managing Director of DGR Global Limited for a base fee of $250,000 per annum. Effective 1 March
2017 the Managing Director’s base fee was increased to $300,000 per annum. There is no fixed term specified in this agreement.
Under the terms of the present contract:
* Non-cash and other short term benefits include provision of a car park and/or an allocation of the Company’s Directors and
Officers insurance premium.
• both DGR Global Limited and Samuel Capital Pty Ltd are entitled to terminate the contract upon giving three (3) months
written notice (6 months where triggered by a change of control);
(1) Greg Runge retired on 31 July 2019.
Performance income as a portion of total remuneration
The proportion of remuneration linked to performance and the fixed proportion are as follows:
• DGR Global Limited is entitled to terminate the agreement upon the happening of various events in respect of Samuel Capital
Pty Ltd’s solvency or other conduct or if Nicholas Mather ceases to be a Director of DGR Global Limited;
•
the contract provides for a six-monthly review of performance by DGR Global Limited. The Company currently has not set any
specific KPIs; and
•
the contract provides for the provision of a car park.
There is no termination payment provided for in the Executive Service Contract with Samuel Capital Pty Ltd, other than the agreed
notice periods.
Senior Management
The base salary of senior management are as follows:
Position
Company Secretary*
Chief Financial Officer*
Group General Counsel
Base Salary
$218,500
$287,500
$350,000
* The Chief Financial Officer resigned on 10 November 2020 and the Company Secretary was appointed Interim Chief Financial
Officer on the same day. The Company Secretary agreed to be paid a further $120,000 per annum to act as the Company’s
Interim CFO (as well as for Auburn Resources Ltd, Aus Tin Mining Ltd and NewPeak Metals Ltd).
32
33
DGR Global Limited and controlled entitiesdgrglobal.com.auDirectors’ report continued
for the year ended 30 June 2021
REMUNERATION REPORT (AUDITED) CONTINUED
SERVICE AGREEMENTS CONTINUED
Senior Management continued
Employment contracts entered into with senior management contain the following key terms:
Event
Duration
Performance based salary increases and/or bonuses
Short and long-term incentives, such as options
Resignation / notice period
Serious misconduct
Company Policy
Non-specific
Board discretion
Board discretion
1 - 3 months
Company may terminate at any time
Payouts upon resignation or termination, outside industrial regulations (i.e. ‘golden
None
handshakes’)
SHARE-BASED COMPENSATION
Issue of shares
There were no shares issued to directors and other key management personnel as part of compensation during the year ended 30
June 2021.
Options
There were no options over ordinary shares issued to directors and other key management personnel as part of compensation that
ADDITIONAL DISCLOSURES RELATING TO KEY MANAGEMENT PERSONNEL
Share holdings
The number of shares in the Company and controlled subsidiaries held during the financial year by each director and other member
of the key management personnel of the Group, including their personally related parties is set out below:
DGR Global Limited
* Includes the net balance of securities acquired or sold on market or pursuant to capital raisings during the year and/or the
balance held on appointment/resignation. During the year Mr Mascolo acquired a further 1,000,000 shares in the Company’s
rights issue, and on resignation held 13,602,500 ordinary shares in DGR Global Limited.
were outstanding as at 30 June 2021.
Auburn Resources Limited
There were no options over ordinary shares granted to or vested by directors and other key management personnel as part of
compensation during the year ended 30 June 2021.
ADDITIONAL INFORMATION
The factors that are considered to affect total shareholders return (‘TSR’) are summarised below:
Share price at financial year end (cents)
Basic earnings per share (cents per share)
2021
2020
2019
2018
2017
6.20
0.35
5.30
(0.90)
10.50
(0.70)
9.00
-
13.50
0.50
* Includes the net balance of securities acquired or sold on market or pursuant to capital raisings during the year and/or the
balance held on appointment/resignation.
34
35
DGR Global Limited and controlled entitiesdgrglobal.com.auDirectors’ report continued
for the year ended 30 June 2021
REMUNERATION REPORT (AUDITED) CONTINUED
ADDITIONAL DISCLOSURES RELATING TO KEY MANAGEMENT PERSONNEL
CONTINUED
Share holdings continued
Pinnacle Gold Pty Ltd
Option holdings
The number of options over ordinary shares in the Company held during the financial year (including options issued as part of
capital raisings) by each director and other members of key management personnel of the Group, including their personally related
parties, is set out below:
DGR Global Ltd
* Includes the balance of shares held on appointment/resignation, and shares acquired and sold for cash in on-market
transactions.
(1) Vincent Mascolo resigned on 28 June 2021. Upon resignation Mr Mascolo held 13,062,500 ordinary shares in DGR Global
Limited.
(2) Peter Wright was appointed on 19 January 2021.
(1) Vincent Mascolo resigned on 28 June 2021.
(2) Peter Wright was appointed on 19 January 2021.
(3) Ben Cleary resigned on 19 January 2021.
(4) Priy Jayasuriya resigned on 10 November 2020.
Auburn Resources Limited
(3) Ben Cleary resigned on 19 January 2021. Upon resignation Mr Cleary held 1,250,000 ordinary shares in DGR Global Limited.
There were no options over ordinary shares in Auburn Resources Limited held during the financial year by Directors or key
(4) Priy Jayasuriya resigned by mutual agreement on 10 November 2020. Upon resignation Mr Jayasuriya held 138,108 ordinary
shares in DGR Global Limited.
management personnel.
Pinnacle Gold Pty Ltd
* Includes the balance of options held on appointment/resignation, and options expired during the period.
There were no options over ordinary shares in Pinnacle Gold Pty Ltd held during the financial year by Directors or key management
personnel.
Loans to key management personnel and their related parties
There were no loans made, guaranteed or secured to directors and key management personnel by the entity or any of its controlled
entities.
Other transactions with key management personnel and their related parties
Mr Brian Moller (a Director), is a partner in the firm HopgoodGanim Lawyers. HopgoodGanim Lawyers were paid $253,293 (2020:
$140,774) for the provision of legal services to the Group during the year. The services were based on normal commercial terms and
conditions. At 30 June 2021 there was a balance of $52,069 owing (2020: nil) included within current liabilities.
THIS CONCLUDES THE REMUNERATION REPORT, WHICH HAS BEEN AUDITED.
37
36
DGR Global Limited and controlled entitiesdgrglobal.com.auDirectors’ report continued
for the year ended 30 June 2021
SHARES UNDER OPTION
Unissued ordinary shares of DGR Global Limited under option at the date of this report are as follows:
NON-AUDIT SERVICES
Details of the amounts paid or payable to the auditor for non-audit services provided during the financial year by the auditor are
outlined in note 26 to the financial statements.
The directors are satisfied that the provision of non-audit services during the financial year, by the auditor (or by another person or
firm on the auditor’s behalf), is compatible with the general standard of independence for auditors imposed by the Corporations Act
2001.
The directors are of the opinion that the services as disclosed in note 26 to the financial statements do not compromise the external
auditor’s independence requirements of the Corporations Act 2001 for the following reasons:
• all non-audit services have been reviewed and approved to ensure that they do not impact the integrity and objectivity of the
At the date of this report, there is no unissued ordinary shares of Auburn Resources Limited or Pinnacle Gold Pty Ltd under option.
auditor; and
No person entitled to exercise the options had or has any right by virtue of the option to participate in any share issue of the
Company or of any other body corporate.
• none of the services undermine the general principles relating to auditor independence as set out in APES 110 Code of Ethics
for Professional Accountants issued by the Accounting Professional and Ethical Standards Board, including reviewing or
auditing the auditor’s own work, acting in a management or decision-making capacity for the Company, acting as advocate
for the Company or jointly sharing economic risks and rewards.
SHARES ISSUED ON THE EXERCISE OF OPTIONS
There were 896,347 ordinary shares of DGR Global Limited issued on the exercise of options during the year ended 30 June 2021
OFFICERS OF THE COMPANY WHO ARE FORMER DIRECTORS OF BDO
AUDIT PTY LIMITED
and up to the date of this report (2020: nil).
INDEMNITY AND INSURANCE OF OFFICERS
The Company has indemnified the directors and executives of the Company for costs incurred, in their capacity as a director or
executive, for which they may be held personally liable, except where there is a lack of good faith.
During the financial year, the Company paid a premium in respect of a contract to insure the directors and executives of the
Company against a liability to the extent permitted by the Corporations Act 2001. The contract of insurance prohibits disclosure of
the nature of the liability and the amount of the premium.
INDEMNITY AND INSURANCE OF AUDITOR
There are no officers of the Company who are former directors of BDO Audit Pty Limited.
AUDITOR’S INDEPENDENCE DECLARATION
A copy of the auditor’s independence declaration as required under section 307C of the Corporations Act 2001 is set out
immediately after this directors’ report.
AUDITOR
BDO Audit Pty Limited continues in office in accordance with section 327 of the Corporations Act 2001.
This report is made in accordance with a resolution of directors, pursuant to section 298(2)(a) of the Corporations Act 2001.
The Company has not, during or since the end of the financial year, indemnified or agreed to indemnify the auditor of the Company
or any related entity against a liability incurred by the auditor.
On behalf of the directors
During the financial year, the Company has not paid a premium in respect of a contract to insure the auditor of the Company or any
related entity.
PROCEEDINGS ON BEHALF OF THE COMPANY
No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on behalf of the
Company, or to intervene in any proceedings to which the Company is a party for the purpose of taking responsibility on behalf of
Nicholas Mather
Managing Director
30 September 2021
the Company for all or part of those proceedings.
38
39
DGR Global Limited and controlled entitiesdgrglobal.com.auDirectors’ report continued
Auditor’s independence declaration
DGR Global Limited
Auditor's independence declaration
Tel: +61 7 3237 5999
Fax: +61 7 3221 9227
www.bdo.com.au
Level 10, 12 Creek St
Brisbane QLD 4000
GPO Box 457 Brisbane QLD 4001
Australia
DECLARATION OF INDEPENDENCE BY T J KENDALL TO THE DIRECTORS OF DGR GLOBAL LIMITED
As lead auditor of DGR Global Limited for the year ended 30 June 2021, I declare that, to the best of my
knowledge and belief, there have been:
1. No contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the
audit; and
2. No contraventions of any applicable code of professional conduct in relation to the audit.
This declaration is in respect of DGR Global Limited and the entities it controlled during the year.
T J Kendall
Director
BDO Audit Pty Ltd
Brisbane, 30 September 2021
BDO Audit Pty Ltd ABN 33 134 022 870 is a member of a national association of independent entities which are all members of BDO Australia
Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit Pty Ltd and BDO Australia Ltd are members of BDO
International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms.
Liability limited by a scheme approved under Professional Standards Legislation.
40
32
2
FINANCIAL
REPORT
41
41
DGR Global Limited and controlled entitiesdgrglobal.com.au
Financial report for the year ended 30 June 2021
GENERAL INFORMATION
The financial statements cover DGR Global Limited as a Group consisting of DGR Global Limited and the entities it controlled at the
end of, or during, the year. The financial statements are presented in Australian dollars, which is DGR Global Limited’s functional
and presentation currency.
DGR Global Limited is a listed public company limited by shares, incorporated and domiciled in Australia. Its registered office and
principal place of business is:
Level 27
111 Eagle Street
Brisbane
QLD 4000
A description of the nature of the Group’s operations and its principal activities are included in the directors’ report, which is not
part of the financial statements.
The financial statements were authorised for issue, in accordance with a resolution of directors, on 30 September 2021. The
directors have the power to amend and reissue the financial statements.
DDGGRR GGlloobbaall LLiimmiitteedd
DDGGRR GGlloobbaall LLiimmiitteedd
SSttaatteemmeenntt ooff pprrooffiitt oorr lloossss aanndd ootthheerr ccoommpprreehheennssiivvee iinnccoommee
SSttaatteemmeenntt ooff pprrooffiitt oorr lloossss aanndd ootthheerr ccoommpprreehheennssiivvee iinnccoommee
FFoorr tthhee yyeeaarr eennddeedd 3300 JJuunnee 22002211
FFoorr tthhee yyeeaarr eennddeedd 3300 JJuunnee 22002211
Statement of profit or loss and other comprehensive
income for the year ended 30 June 2021
RReevveennuuee
RReevveennuuee
Share of losses of associates accounted for using the equity method
Share of losses of associates accounted for using the equity method
Other income
Other income
Interest revenue
Interest revenue
Reversal of impairment - investment in associate
Reversal of impairment - investment in associate
Reversal of impairment - corporate bond investments
Reversal of impairment - corporate bond investments
EExxppeennsseess
EExxppeennsseess
Administration and consulting expenses
Administration and consulting expenses
Depreciation expense
Depreciation expense
Employee benefits expense
Employee benefits expense
Exploration and evaluation assets written off
Exploration and evaluation assets written off
Impairment of investment in associates
Impairment of investment in associates
Impairment - corporate bond investments
Impairment - corporate bond investments
Legal expenses
Legal expenses
Movement in fair value of convertible note payable
Movement in fair value of convertible note payable
Movement in fair value of convertible note receivable
Movement in fair value of convertible note receivable
Rehabilitation expense
Rehabilitation expense
Finance costs
Finance costs
Total expenses
Total expenses
LLoossss bbeeffoorree iinnccoommee ttaaxx bbeenneeffiitt
LLoossss bbeeffoorree iinnccoommee ttaaxx bbeenneeffiitt
Income tax benefit
Income tax benefit
LLoossss aafftteerr iinnccoommee ttaaxx bbeenneeffiitt ffoorr tthhee yyeeaarr
LLoossss aafftteerr iinnccoommee ttaaxx bbeenneeffiitt ffoorr tthhee yyeeaarr
OOtthheerr ccoommpprreehheennssiivvee iinnccoommee
OOtthheerr ccoommpprreehheennssiivvee iinnccoommee
Items that will not be reclassified subsequently to profit or loss
Items that will not be reclassified subsequently to profit or loss
Gain on the revaluation of financial assets at fair value through other comprehensive income,
Gain on the revaluation of financial assets at fair value through other comprehensive income,
net of tax
net of tax
Share of other comprehensive income of associates
Share of other comprehensive income of associates
Other comprehensive income for the year, net of tax
Other comprehensive income for the year, net of tax
TToottaall ccoommpprreehheennssiivvee iinnccoommee ffoorr tthhee yyeeaarr
TToottaall ccoommpprreehheennssiivvee iinnccoommee ffoorr tthhee yyeeaarr
Loss for the year is attributable to:
Loss for the year is attributable to:
Non-controlling interest
Non-controlling interest
Owners of DGR Global Limited
Owners of DGR Global Limited
Total comprehensive income for the year is attributable to:
Total comprehensive income for the year is attributable to:
Non-controlling interest
Non-controlling interest
Owners of DGR Global Limited
DDGGRR GGlloobbaall LLiimmiitteedd
Owners of DGR Global Limited
SSttaatteemmeenntt ooff pprrooffiitt oorr lloossss aanndd ootthheerr ccoommpprreehheennssiivvee iinnccoommee
FFoorr tthhee yyeeaarr eennddeedd 3300 JJuunnee 22002211
Basic earnings per share
Diluted earnings per share
NNoottee
NNoottee
4
4
11
11
5
5
11
11
12
12
13
13
14
14
11
11
12
12
16
16
12
12
18
18
6
6
7
7
35
35
CCoonnssoolliiddaatteedd
CCoonnssoolliiddaatteedd
22002211
22002211
$$
$$
22002200
22002200
$$
$$
1,440,000
1,440,000
(1,875,319)
(1,875,319)
920,753
920,753
403,175
403,175
3,170,857
3,170,857
558,026
558,026
(1,636,750)
(1,636,750)
(442,437)
(442,437)
(2,054,258)
(2,054,258)
(26,968)
(26,968)
-
-
-
-
(365,161)
(365,161)
(83,889)
(83,889)
(1,000,000)
(1,000,000)
(213,076)
(213,076)
(554,097)
(554,097)
(6,376,636)
(6,376,636)
(1,759,144)
(1,759,144)
682,212
682,212
(1,076,932)
(1,076,932)
1,596,000
1,596,000
(2,514,353)
(2,514,353)
2,864,136
2,864,136
537,312
537,312
-
-
-
-
(1,635,019)
(1,635,019)
(445,102)
(445,102)
(2,347,505)
(2,347,505)
(270,566)
(270,566)
(3,349,604)
(3,349,604)
(1,283,252)
(1,283,252)
(49,381)
(49,381)
(61,966)
(61,966)
-
-
(182,026)
(182,026)
(1,428,589)
(1,428,589)
(11,053,010)
(11,053,010)
(8,569,915)
(8,569,915)
2,590,654
2,590,654
(5,979,261)
(5,979,261)
34,720,549
34,720,549
(103,125)
(103,125)
34,617,424
34,617,424
33,540,492
33,540,492
(15,980)
(15,980)
(1,060,952)
(1,060,952)
(1,076,932)
(1,076,932)
(31,107,620)
(31,107,620)
(127,665)
(127,665)
(31,235,285)
(31,235,285)
(37,214,546)
(37,214,546)
(34,330)
(34,330)
(5,944,931)
(5,944,931)
(5,979,261)
(5,979,261)
(15,980)
(15,980)
33,556,472
33,556,472
33,540,492
33,540,492
(34,330)
(34,330)
(37,180,216)
(37,180,216)
(37,214,546)
(37,214,546)
CCeennttss
CCeennttss
(0.12)
(0.12)
(0.95)
(0.95)
42
The above statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes
The above statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes
35
The above statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes.
35
43
The above statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes
36
DGR Global Limited and controlled entitiesdgrglobal.com.au
Statement of financial position as at 30 June 2021
DDGGRR GGlloobbaall LLiimmiitteedd
DDGGRR GGlloobbaall LLiimmiitteedd
SSttaatteemmeenntt ooff ffiinnaanncciiaall ppoossiittiioonn
SSttaatteemmeenntt ooff ffiinnaanncciiaall ppoossiittiioonn
AAss aatt 3300 JJuunnee 22002211
AAss aatt 3300 JJuunnee 22002211
AAsssseettss
AAsssseettss
CCuurrrreenntt aasssseettss
CCuurrrreenntt aasssseettss
Cash and cash equivalents
Cash and cash equivalents
Trade and other receivables
Trade and other receivables
Other assets
Other assets
Total current assets
Total current assets
NNoonn--ccuurrrreenntt aasssseettss
NNoonn--ccuurrrreenntt aasssseettss
Investments accounted for using the equity method
Investments accounted for using the equity method
Other financial assets
Other financial assets
Property, plant and equipment
Property, plant and equipment
Exploration and evaluation
Exploration and evaluation
Total non-current assets
Total non-current assets
TToottaall aasssseettss
TToottaall aasssseettss
LLiiaabbiilliittiieess
LLiiaabbiilliittiieess
CCuurrrreenntt lliiaabbiilliittiieess
CCuurrrreenntt lliiaabbiilliittiieess
Trade and other payables
Trade and other payables
Borrowings
Borrowings
Lease liabilities
Lease liabilities
Total current liabilities
Total current liabilities
NNoonn--ccuurrrreenntt lliiaabbiilliittiieess
NNoonn--ccuurrrreenntt lliiaabbiilliittiieess
Lease liabilities
Lease liabilities
Deferred tax
Deferred tax
Provisions
Provisions
Total non-current liabilities
Total non-current liabilities
TToottaall lliiaabbiilliittiieess
TToottaall lliiaabbiilliittiieess
NNeett aasssseettss
NNeett aasssseettss
EEqquuiittyy
EEqquuiittyy
Issued capital
Issued capital
Prepaid capital
Prepaid capital
Reserves
Reserves
Accumulated losses
Accumulated losses
Equity attributable to the owners of DGR Global Limited
Equity attributable to the owners of DGR Global Limited
Non-controlling interest
Non-controlling interest
TToottaall eeqquuiittyy
TToottaall eeqquuiittyy
NNoottee
NNoottee
8
8
9
9
10
10
11
11
12
12
13
13
14
14
15
15
16
16
17
17
17
17
7
7
18
18
19
19
20
20
21
21
CCoonnssoolliiddaatteedd
CCoonnssoolliiddaatteedd
22002211
22002211
$$
$$
22002200
22002200
$$
$$
1,949,698
1,949,698
703,951
703,951
1,995,839
1,995,839
4,649,488
4,649,488
6,434,252
6,434,252
139,742,096
139,742,096
1,720,351
1,720,351
13,389,188
13,389,188
161,285,887
161,285,887
165,935,375
165,935,375
1,834,745
1,834,745
-
-
414,214
414,214
2,248,959
2,248,959
1,104,971
1,104,971
21,874,439
21,874,439
1,456,347
1,456,347
24,435,757
24,435,757
26,684,716
26,684,716
139,250,659
139,250,659
3,851,471
3,851,471
1,762,947
1,762,947
43,605
43,605
5,658,023
5,658,023
2,999,992
2,999,992
95,446,570
95,446,570
2,151,570
2,151,570
10,449,117
10,449,117
111,047,249
111,047,249
116,705,272
116,705,272
1,862,206
1,862,206
9,916,111
9,916,111
353,456
353,456
12,131,773
12,131,773
1,519,185
1,519,185
14,384,030
14,384,030
1,250,461
1,250,461
17,153,676
17,153,676
29,285,449
29,285,449
87,419,823
87,419,823
54,174,709
54,174,709
1,500,000
1,500,000
107,988,780
107,988,780
(26,738,630)
(26,738,630)
136,924,859
136,924,859
2,325,800
2,325,800
139,250,659
139,250,659
38,911,767
38,911,767
-
-
72,449,393
72,449,393
(25,677,678)
(25,677,678)
85,683,482
85,683,482
1,736,341
1,736,341
87,419,823
87,419,823
Statement of changes in equity for the year ended 30 June
2021
DDGGRR GGlloobbaall LLiimmiitteedd
SSttaatteemmeenntt ooff cchhaannggeess iinn eeqquuiittyy
FFoorr tthhee yyeeaarr eennddeedd 3300 JJuunnee 22002211
CCoonnssoolliiddaatteedd
IIssssuueedd
ccaappiittaall
$$
PPrreeppaaiidd
ccaappiittaall
$$
RReesseerrvveess
$$
AAccccuummuullaatteedd
lloosssseess
$$
NNoonn--
ccoonnttrroolllliinngg
iinntteerreesstt
$$
TToottaall eeqquuiittyy
$$
Balance at 1 July 2019
33,545,921
-
103,792,308
(19,732,747)
1,642,708
119,248,190
Loss after income tax benefit for the
year
Other comprehensive income for
the year, net of tax
Total comprehensive income for the
year
Transactions with owners in their
capacity as owners:
Contributions of equity, net of
transaction costs (note 19)
Issue of shares to non controlling
interest
-
-
-
5,365,846
-
-
-
-
-
-
-
(5,944,931)
(34,330)
(5,979,261)
(31,235,285)
-
-
(31,235,285)
(31,235,285)
(5,944,931)
(34,330)
(37,214,546)
-
(107,630)
-
-
-
5,365,846
127,963
20,333
Balance at 30 June 2020
38,911,767
-
72,449,393
(25,677,678)
1,736,341
87,419,823
CCoonnssoolliiddaatteedd
IIssssuueedd
ccaappiittaall
$$
PPrreeppaaiidd
ccaappiittaall
$$
RReesseerrvveess
$$
AAccccuummuullaatteedd
lloosssseess
$$
NNoonn--
ccoonnttrroolllliinngg
iinntteerreesstt
$$
TToottaall eeqquuiittyy
$$
Balance at 1 July 2020
38,911,767
-
72,449,393
(25,677,678)
1,736,341
87,419,823
-
-
-
15,262,942
-
-
-
-
Loss after income tax benefit for the
year
Other comprehensive income for
the year, net of tax
Total comprehensive income for the
year
Transactions with owners in their
capacity as owners:
Contributions of equity, net of
transaction costs (note 19)
Contributions of prepaid capital, net
of transaction costs (note 20)
Share-based payments (note 36)
Shares issued to non-controlling
interest (note 31)
Change in interest in controlled
entity (note 21)
-
(1,060,952)
(15,980)
(1,076,932)
34,617,424
-
-
34,617,424
34,617,424
(1,060,952)
(15,980)
33,540,492
-
-
-
-
-
1,500,000
-
-
827,402
-
-
-
94,561
-
-
-
-
-
-
-
-
15,262,942
1,500,000
827,402
700,000
700,000
(94,561)
-
Balance at 30 June 2021
54,174,709
1,500,000
107,988,780
(26,738,630)
2,325,800
139,250,659
The above statement of financial position should be read in conjunction with the accompanying notes.
The above statement of changes in equity should be read in conjunction with the accompanying notes
44
The above statement of financial position should be read in conjunction with the accompanying notes
The above statement of financial position should be read in conjunction with the accompanying notes
37
37
The above statement of changes in equity should be read in conjunction with the accompanying notes
38
45
DGR Global Limited and controlled entitiesdgrglobal.com.au
Statement of cash flows for the year ended 30 June 2021
DDGGRR GGlloobbaall LLiimmiitteedd
DDGGRR GGlloobbaall LLiimmiitteedd
SSttaatteemmeenntt ooff ccaasshh fflloowwss
SSttaatteemmeenntt ooff ffiinnaanncciiaall ppoossiittiioonn
FFoorr tthhee yyeeaarr eennddeedd 3300 JJuunnee 22002211
AAss aatt 3300 JJuunnee 22002211
CCoonnssoolliiddaatteedd
CCoonnssoolliiddaatteedd
NNoottee
NNoottee
22002211
22002211
$$
$$
22002200
22002200
$$
$$
Notes to the financial statements
30 June 2021
NOTE 1. SIGNIFICANT ACCOUNTING POLICIES
The principal accounting policies adopted in the preparation of the financial statements are set out either in the respective notes or
below. These policies have been consistently applied to all the years presented, unless otherwise stated.
CCaasshh fflloowwss ffrroomm ooppeerraattiinngg aaccttiivviittiieess
AAsssseettss
Receipts in the course of operations (inclusive of GST)
Payments to suppliers and employees (inclusive of GST)
CCuurrrreenntt aasssseettss
Cash and cash equivalents
Trade and other receivables
Interest received
Other assets
Government grants received
Total current assets
Interest and other finance costs paid
Income taxes refunded
NNoonn--ccuurrrreenntt aasssseettss
Investments accounted for using the equity method
Net cash used in operating activities
Other financial assets
Property, plant and equipment
Exploration and evaluation
CCaasshh fflloowwss ffrroomm iinnvveessttiinngg aaccttiivviittiieess
Total non-current assets
Payment for other financial assets
Payments for investments in associates
TToottaall aasssseettss
Payments for property, plant and equipment
Payments for exploration and evaluation assets
Payment of share subscription deposit for associate
LLiiaabbiilliittiieess
Payments for security deposits
Loans from/(to) related and other parties
CCuurrrreenntt lliiaabbiilliittiieess
Proceeds from cash deposits and from the sale of corporate bonds
Trade and other payables
Proceeds from disposal of property, plant and equipment
Borrowings
Proceeds from release of security deposits
Lease liabilities
Total current liabilities
Net cash from/(used in) investing activities
NNoonn--ccuurrrreenntt lliiaabbiilliittiieess
Lease liabilities
CCaasshh fflloowwss ffrroomm ffiinnaanncciinngg aaccttiivviittiieess
Deferred tax
Proceeds from issue of shares
Provisions
Prepaid capital
Total non-current liabilities
Proceeds from the issue of shares in subsidiaries to non-controlling interests
Share issue transaction costs
TToottaall lliiaabbiilliittiieess
Repayment of borrowings
Repayment of lease liabilities
NNeett aasssseettss
Net cash from financing activities
EEqquuiittyy
Issued capital
Net increase/(decrease) in cash and cash equivalents
Prepaid capital
Cash and cash equivalents at the beginning of the financial year
Reserves
Accumulated losses
Cash and cash equivalents at the end of the financial year
Equity attributable to the owners of DGR Global Limited
Non-controlling interest
TToottaall eeqquuiittyy
3,304,009
(4,262,054)
880,805
(3,917,627)
NEW OR AMENDED ACCOUNTING STANDARDS AND INTERPRETATIONS ADOPTED
8
9
10
11
34
12
13
14
11
13
15
16
17
17
7
18
20
34
34
19
20
21
8
1,949,698
(958,045)
703,951
403,175
1,995,839
259,740
4,649,488
(554,097)
-
6,434,252
(849,227)
139,742,096
1,720,351
13,389,188
161,285,887
(2,652,421)
(2,241,847)
165,935,375
(11,218)
(2,267,039)
(1,925,000)
(318,507)
-
1,756,168
1,834,745
-
-
-
414,214
2,248,959
(7,659,864)
1,104,971
21,874,439
16,081,121
1,456,347
1,500,000
24,435,757
-
(620,347)
26,684,716
(10,000,000)
(353,456)
139,250,659
6,607,318
3,851,471
(3,036,822)
1,762,947
745,125
43,605
80,000
5,658,023
(1,211,842)
12,488
2,999,992
(3,411,051)
95,446,570
2,151,570
10,449,117
111,047,249
-
(1,738,507)
116,705,272
(4,888)
(2,823,169)
-
-
(175,693)
4,542,550
1,862,206
4,091
9,916,111
1,229,674
353,456
12,131,773
1,034,058
1,519,185
14,384,030
5,491,037
1,250,461
-
17,153,676
20,333
(436,441)
29,285,449
(518,356)
-
87,419,823
4,556,573
54,174,709
(1,901,773)
1,500,000
3,851,471
107,988,780
(26,738,630)
1,949,698
136,924,859
2,325,800
38,911,767
2,179,580
-
1,671,891
72,449,393
(25,677,678)
3,851,471
85,683,482
1,736,341
139,250,659
87,419,823
The Group has adopted all of the new or amended Accounting Standards and Interpretations issued by the Australian Accounting
Standards Board (‘AASB’) that are mandatory for the current reporting period.
Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early adopted. The
adoption of these new or amended Accounting Standards and Interpretations did not have a material impact to the financial
statements.
BASIS OF PREPARATION
These general purpose financial statements have been prepared in accordance with Australian Accounting Standards and
Interpretations issued by the Australian Accounting Standards Board (‘AASB’) and the Corporations Act 2001, as appropriate for
for-profit oriented entities. These financial statements also comply with International Financial Reporting Standards as issued by
the International Accounting Standards Board (‘IASB’).
Historical cost convention
The financial statements have been prepared under the historical cost convention, except for the following:
• Financial assets carried at fair value through other comprehensive income – refer note 12;
•
Investment in convertible notes carried at fair value through profit or loss – refer note 12;
• Convertible notes payable at fair value through profit or loss – refer note 16.
Critical accounting estimates
The preparation of the financial statements requires the use of certain critical accounting estimates. It also requires management to
exercise its judgement in the process of applying the Group’s accounting policies. The areas involving a higher degree of judgement
or complexity, or areas where assumptions and estimates are significant to the financial statements, are disclosed in note 2.
PARENT ENTITY INFORMATION
In accordance with the Corporations Act 2001, these financial statements present the results of the Group only. Supplementary
information about the parent entity is disclosed in note 30.
PRINCIPLES OF CONSOLIDATION
The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of DGR Global Limited (‘Company’ or
The above statement of cash flows should be read in conjunction with the accompanying notes.
‘parent entity’) as at 30 June 2021 and the results of all subsidiaries for the year then ended. DGR Global Limited and its subsidiaries
together are referred to in these financial statements as the ‘Group’.
46
The above statement of cash flows should be read in conjunction with the accompanying notes
The above statement of financial position should be read in conjunction with the accompanying notes
39
37
47
DGR Global Limited and controlled entitiesdgrglobal.com.au
Notes to the financial statements continued
30 June 2021
NOTE 1. SIGNIFICANT ACCOUNTING POLICIES CONTINUED
PRINCIPLES OF CONSOLIDATION CONTINUED
CURRENT AND NON-CURRENT CLASSIFICATION
Assets and liabilities are presented in the statement of financial position based on current and non-current classification.
Subsidiaries are all those entities over which the Group has control. The Group controls an entity when the Group is exposed to,
An asset is classified as current when: it is either expected to be realised or intended to be sold or consumed in the Group’s normal
or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power to
operating cycle; it is held primarily for the purpose of trading; it is expected to be realised within 12 months after the reporting
direct the activities of the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They
period; or the asset is cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least 12
are de-consolidated from the date that control ceases.
months after the reporting period. All other assets are classified as non-current.
Intercompany transactions, balances and unrealised gains on transactions between entities in the Group are eliminated. Unrealised
A liability is classified as current when: it is either expected to be settled in the Group’s normal operating cycle; it is held primarily
losses are also eliminated unless the transaction provides evidence of the impairment of the asset transferred. Accounting policies
for the purpose of trading; it is due to be settled within 12 months after the reporting period; or there is no unconditional right to
of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Group.
defer the settlement of the liability for at least 12 months after the reporting period. All other liabilities are classified as non-current.
The acquisition of subsidiaries is accounted for using the acquisition method of accounting. A change in ownership interest,
Deferred tax assets and liabilities are always classified as non-current.
without the loss of control, is accounted for as an equity transaction, where the difference between the consideration transferred
and the book value of the share of the non-controlling interest acquired is recognised directly in equity attributable to the parent.
ASSOCIATES
Non-controlling interest in the results and equity of subsidiaries are shown separately in the statement of profit or loss and other
accounted for using the equity method. Under the equity method, the share of the profits or losses of the associate is recognised
comprehensive income, statement of financial position and statement of changes in equity of the Group. Losses incurred by the
in profit or loss and the share of the movements in equity is recognised in other comprehensive income. Investments in associates
Group are attributed to the non-controlling interest in full, even if that results in a deficit balance.
are carried in the statement of financial position at cost plus post-acquisition changes in the Group’s share of net assets of the
Associates are entities over which the Group has significant influence but not control or joint control. Investments in associates are
Where the Group loses control over a subsidiary, it derecognises the assets including goodwill, liabilities and non-controlling
interest in the subsidiary together with any cumulative translation differences recognised in equity. The Group recognises the fair
associate. Goodwill relating to the associate is included in the carrying amount of the investment and is neither amortised nor
individually tested for impairment. Dividends received or receivable from associates reduce the carrying amount of the investment.
value of the consideration received and the fair value of any investment retained together with any gain or loss in profit or loss.
When the Group’s share of losses in an associate equals or exceeds its interest in the associate, including any unsecured long-term
FOREIGN CURRENCY TRANSLATION
The financial statements are presented in Australian dollars, which is DGR Global Limited’s functional and presentation currency.
Foreign currency transactions
receivables, the Group does not recognise further losses, unless it has incurred obligations or made payments on behalf of the
associate.
The Group discontinues the use of the equity method upon the loss of significant influence over the associate and recognises any
retained investment at its fair value. Any difference between the associate’s carrying amount, fair value of the retained investment
Foreign currency transactions are translated into Australian dollars using the exchange rates prevailing at the dates of the
transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at
and proceeds from disposal is recognised in profit or loss.
financial year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or
INVESTMENTS AND OTHER FINANCIAL ASSETS
loss.
Foreign operations
The assets and liabilities of foreign operations are translated into Australian dollars using the exchange rates at the reporting date.
Investments and other financial assets are initially measured at fair value. Transaction costs are included as part of the initial
measurement, except for financial assets at fair value through profit or loss. Such assets are subsequently measured at either
amortised cost or fair value depending on their classification. Classification is determined based on both the business model within
which such assets are held and the contractual cash flow characteristics of the financial asset unless an accounting mismatch is
The revenues and expenses of foreign operations are translated into Australian dollars using the average exchange rates, which
approximate the rates at the dates of the transactions, for the period. All resulting foreign exchange differences are recognised in
being avoided.
other comprehensive income through the foreign currency reserve in equity.
Financial assets are derecognised when the rights to receive cash flows have expired or have been transferred and the Group has
transferred substantially all the risks and rewards of ownership. When there is no reasonable expectation of recovering part or all of
The foreign currency reserve is recognised in profit or loss when the foreign operation or net investment is disposed of.
a financial asset, its carrying value is written off.
48
49
DGR Global Limited and controlled entitiesdgrglobal.com.auNotes to the financial statements continued
30 June 2021
NOTE 1. SIGNIFICANT ACCOUNTING POLICIES CONTINUED
INVESTMENTS AND OTHER FINANCIAL ASSETS CONTINUED
Financial assets at amortised cost
Impairment of financial assets
The Group recognises a loss allowance for expected credit losses on financial assets which are either measured at amortised cost
or fair value through other comprehensive income. The measurement of the loss allowance depends upon the Group’s assessment
at the end of each reporting period as to whether the financial instrument’s credit risk has increased significantly since initial
A financial asset is measured at amortised cost only if both of the following conditions are met: (i) it is held within a business model
recognition, based on reasonable and supportable information that is available, without undue cost or effort to obtain. Financial
whose objective is to hold assets in order to collect contractual cash flows; and (ii) the contractual terms of the financial asset
assets designated at fair value through OCI (equity instruments) are not subject to impairment assessment.
represent contractual cash flows that are solely payments of principal and interest.
Financial assets at fair value through profit or loss
Financial assets at fair value through profit or loss are financial assets held for trading. A financial asset is classified in this category
if acquired principally for the purpose of selling in the short term. Derivatives are classified as held for trading unless they are
designated as hedges. Assets in this category are classified as current assets. These assets are measured at fair value with gains or
losses recognised in the profit or loss.
Convertible note receivables are held at fair value through profit or loss as the convertible feature does not meet the requirements
of being held to collect soley payment of principal and interest and therefore cannot be carried at amortised cost or at fair value
through other comprehensive income. The coupon rate received periodically over the term of the notes is classified as part of the
fair value gain or loss in other income.
Financial assets at fair value through other comprehensive income
Equity investments are classified as being at fair value through Other Comprehensive Income. After initial recognition at fair value
(being cost), the Company has elected to present in Other Comprehensive Income changes in the fair value of equity instrument
investments.
Unrealised gains and losses on investments are recognised in the financial assets revaluation reserve until the investment is sold or
otherwise disposed of, at which time the cumulative gain or loss is transferred to retained earnings.
Fair value
Fair value is determined based on current bid prices for all quoted investments. Valuation techniques are applied to determine the
fair value of all other financial assets and liabilities, where appropriate, including recent arm’s length transactions, reference to
similar instruments and option pricing models.
Where there has not been a significant increase in exposure to credit risk since initial recognition, a 12-month expected credit loss
allowance is estimated. This represents a portion of the asset’s lifetime expected credit losses that is attributable to a default event
that is possible within the next 12 months. Where a financial asset has become credit impaired or where it is determined that credit
risk has increased significantly, the loss allowance is based on the asset’s lifetime expected credit losses. The amount of expected
credit loss recognised is measured on the basis of the probability weighted present value of anticipated cash shortfalls over the life
of the instrument discounted at the original effective interest rate.
For financial assets mandatorily measured at fair value through other comprehensive income, the loss allowance is recognised in
other comprehensive income with a corresponding expense through profit or loss. In all other cases, the loss allowance reduces the
asset’s carrying value with a corresponding expense through profit or loss.
IMPAIRMENT OF NON-FINANCIAL ASSETS
Non-financial assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount
may not be recoverable. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its
recoverable amount.
Recoverable amount is the higher of an asset’s fair value less costs of disposal and value-in-use. The value-in-use is the present
value of the estimated future cash flows relating to the asset using a pre-tax discount rate specific to the asset or cash-generating
unit to which the asset belongs. Assets that do not have independent cash flows are grouped together to form a cash-generating
unit.
FINANCE COSTS
Finance costs attributable to qualifying assets are capitalised as part of the asset. All other finance costs are expensed in the period
in which they are incurred.
The Company subsequently measures all equity investments at fair value. Where the Company’s management has elected to
present fair value gains and losses on equity investments in other comprehensive income, there is no subsequent reclassification
GOODS AND SERVICES TAX (‘GST’) AND OTHER SIMILAR TAXES
of fair value gains and losses to profit or loss. Dividends from such investments continue to be recognised in profit or loss as other
Revenues, expenses and assets are recognised net of the amount of associated GST, unless the GST incurred is not recoverable
revenue when the Company’s right to receive payments is established (see note 11) and as long as they represent a return on
from the tax authority. In this case it is recognised as part of the cost of the acquisition of the asset or as part of the expense.
investment.
Changes in the fair value of financial assets at fair value through profit or loss are recognised in other income or other expenses in
from, or payable to, the tax authority is included in other receivables or other payables in the statement of financial position.
Receivables and payables are stated inclusive of the amount of GST receivable or payable. The net amount of GST recoverable
the statement of profit or loss and other comprehensive income as applicable.
50
51
DGR Global Limited and controlled entitiesdgrglobal.com.auNotes to the financial statements continued
30 June 2021
NOTE 1. SIGNIFICANT ACCOUNTING POLICIES CONTINUED
GOODS AND SERVICES TAX (‘GST’) AND OTHER SIMILAR TAXES CONTINUED
KEY JUDGEMENTS – EXPLORATION & EVALUATION ASSETS
The Group performs regular reviews on each area of interest to determine the appropriateness of continuing to carry forward
costs in relation to that area of interest. These reviews are based on detailed surveys and analysis of drilling results performed to
Cash flows are presented on a gross basis. The GST components of cash flows arising from investing or financing activities which
reporting date.
are recoverable from, or payable to the tax authority, are presented as operating cash flows.
Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the tax authority.
NEW ACCOUNTING STANDARDS AND INTERPRETATIONS NOT YET MANDATORY OR
EARLY ADOPTED
Australian Accounting Standards and Interpretations that have recently been issued or amended but are not yet mandatory, have
not been early adopted by the Group for the annual reporting period ended 30 June 2021. The Group has not yet assessed the
The Directors have assessed that for the exploration and evaluation assets recognised at 30 June 2021, the facts and circumstances
do not suggest that the carrying amount of an asset may exceed its recoverable amount. In considering this the Directors have had
regard to the facts and circumstances that indicate a need for an impairment as noted in Accounting Standard AASB 6 Exploration
for and Evaluation of Mineral Resources.
Exploration and evaluation assets at 30 June 2021 were $13,389,188 (2020: $10,449,117).
impact of these new or amended Accounting Standards and Interpretations.
KEY JUDGEMENTS – SIGNIFICANT INFLUENCE OVER ASSOCIATES
NOTE 2. CRITICAL ACCOUNTING JUDGEMENTS, ESTIMATES AND
ASSUMPTIONS
Where the Group currently holds between 20% and 50% of the issued ordinary shares of certain companies management
considered whether the Group has control over these companies and accordingly whether these companies should be
consolidated into the Group. Several factors including but not limited to the relative proportion of other large shareholders,
The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the
composition of the Board and the ability to direct decisions arrived at during Board meetings were considered. Based on the
reported amounts in the financial statements. Management continually evaluates its judgements and estimates in relation to assets,
factors considered, it was concluded that the Group does not control these companies but rather has the ability to exert significant
liabilities, contingent liabilities, revenue and expenses. Management bases its judgements, estimates and assumptions on historical
influence. Accordingly, the Group’s investments in these companies have been accounted for under the equity accounting method.
experience and on other various factors, including expectations of future events, management believes to be reasonable under the
circumstances. The resulting accounting judgements and estimates will seldom equal the related actual results. The judgements,
estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and
liabilities (refer to the respective notes) within the next financial year are discussed below.
KEY JUDGEMENTS – SHARE BASED PAYMENT TRANSACTIONS
Where the Group holds less than 20% of the issued ordinary shares of certain companies it was presumed pursuant to AASB 128
Investments in Associates and Joint Ventures, that the Group cannot exercise significant influence unless such influence can be
clearly demonstrated. In determining whether the Group had significant influence, factors such as representation on the board
of directors, participation in policy making decision, material transactions between the Group and the companies, interchange of
managerial personnel or provision of essential technical information is considered. Other factors considered to determine whether
The Group measures the cost of equity-settled transactions with employees by reference to the fair value of the equity instruments
the Group had significant influence included, the Group’s voting power in comparison to other shareholders, specific rights,
at the date at which they are granted. The fair value is determined by using either the Binomial or Black-Scholes model taking into
corporate governance arrangements and the power to veto significant financial and operating decisions.
account the terms and conditions upon which the instruments were granted. The accounting estimates and assumptions relating to
equity-settled share-based payments would have no impact on the carrying amounts of assets and liabilities within the next annual
reporting period but may impact profit or loss and equity. Refer to note 36 for further details.
KEY JUDGEMENTS – CORPORATE BONDS
The Armour Energy corporate bonds are debt instruments measured at amortised cost for financial reporting purposes. The
Group’s intention is to hold these corporate bonds to collect the contractual cash flows. The characteristics of the contractual cash
flows are that of soley the principal and interest. Refer to note 36 for further details.
During the year ended 30 June 2020, the Group’s investment in Armour Energy Limited fell below 20%. The Group’s ownership
interest at 30 June 2021 was 16.18%. As a result, management evaluated whether significant influence existed. The Group is the
largest shareholder in Armour Energy Limited by a significant percentage. This results in the Group’s voting power being much
larger than any other shareholder of Armour Energy Limited, giving it the ability to exert significant influence.
During the year ended 30 June 2020, the Group’s investment in IronRidge Resources Limited (IRR) fell below 20%. The Group’s
management concluded that DGR lost significant influence over IRR when its ownership percentage fell below 20% on 11 May
2020. IRR completed a subsequent capital raising in June 2020 and DGR did not participate in the IRR share placement resulting in
DGR’s interest in IRR being further diluted.
52
53
DGR Global Limited and controlled entitiesdgrglobal.com.auNotes to the financial statements continued
30 June 2021
NOTE 2. CRITICAL ACCOUNTING JUDGEMENTS, ESTIMATES AND
ASSUMPTIONS CONTINUED
KEY JUDGEMENTS – SIGNIFICANT INFLUENCE OVER ASSOCIATES CONTINUED
With respect to the Group’s investment in SolGold plc, Aus Tin Mining Limited and NewPeak Metals Limited management
concluded based on its professional judgment that there was no clearly demonstrable evidence that indicated that the Group had
significant influence.
NOTE 3. OPERATING SEGMENTS
IDENTIFICATION OF REPORTABLE OPERATING SEGMENTS
The Group has identified its operating segments based on the internal reports that are reviewed and used by the Board of Directors
(chief operating decision makers) in assessing performance and determining the allocation of resources.
An operating segment is a component of the Group that engages in business activities from which it may earn revenues and incur
expenses, including revenues and expenses that relate to transactions with any of the Group’s other components. An operating
segment’s operating results are reviewed regularly by the chief operating decision maker to make decisions about resources to be
allocated to the segment and assess its performance, and for which discrete financial information is available.
DDGGRR GGlloobbaall LLiimmiitteedd
NNootteess ttoo tthhee ffiinnaanncciiaall ssttaatteemmeennttss
3300 JJuunnee 22002211
NNoottee 33.. OOppeerraattiinngg sseeggmmeennttss ((ccoonnttiinnuueedd))
Operating segment information
OPERATING SEGMENT INFORMATION
CCoonnssoolliiddaatteedd -- 22002211
RReevveennuuee
Provision of services to external customers
Interest revenue
TToottaall rreevveennuuee
SSeeggmmeenntt nneett lloossss bbeeffoorree ttaaxx
Share of profits of associates
Reversal of impairment of investment in associate
PPrrooffiitt//((lloossss)) bbeeffoorree iinnccoommee ttaaxx bbeenneeffiitt
Income tax benefit
LLoossss aafftteerr iinnccoommee ttaaxx bbeenneeffiitt
AAsssseettss
Segment assets
Intersegment eliminations
TToottaall aasssseettss
LLiiaabbiilliittiieess
Segment liabilities
Intersegment eliminations
TToottaall lliiaabbiilliittiieess
The Group reports information to the Board of Directors along company lines. That is, the financial position of DGR and each of its
All segment asset additions occur in Australia.
All segment asset additions occur in Australia.
subsidiary companies is reported discreetly, together with an aggregated Group total. Accordingly, each company within the Group
that meets or exceeds the relevant threshold tests is separately disclosed below. The financial information of the subsidiaries that
do not exceed the relevant thresholds outlined above, and are therefore not reported separately, is aggregated and disclosed as
Others.
INTERSEGMENT TRANSACTIONS
Corporate charges are allocated to segments based on the segments’ overall proportion of overhead expenditure within the Group.
The Board of Directors believes this is representative of likely consumption of head office expenditure that should be used in
assessing segment performance and cost recoveries.
INTERSEGMENT RECEIVABLES, PAYABLES AND LOANS
Intersegment loans are initially recognised at the consideration received. Intersegment loans receivable and loans payable that
earn or incur non-market interest are not adjusted to fair value based on market interest rates. Intersegment loans are eliminated
on consolidation.
CCoonnssoolliiddaatteedd -- 22002200
RReevveennuuee
Provision of services to external customers
Interest revenue
TToottaall rreevveennuuee
SSeeggmmeenntt nneett lloossss bbeeffoorree ttaaxx
Share of losses of associates
Impairment of investment in associate
LLoossss bbeeffoorree iinnccoommee ttaaxx bbeenneeffiitt
Income tax benefit
LLoossss aafftteerr iinnccoommee ttaaxx bbeenneeffiitt
AAsssseettss
Segment assets
Intersegment eliminations
TToottaall aasssseettss
LLiiaabbiilliittiieess
Segment liabilities
Intersegment eliminations
TToottaall lliiaabbiilliittiieess
54
All segment asset additions occur in Australia.
45
Auburn
DGR Global
Resources
$
$
Other
$
Total
$
1,440,000
403,175
1,843,175
(3,019,956)
-
-
(3,019,956)
-
-
-
-
-
-
1,440,000
403,175
1,843,175
(26,774)
-
-
(26,774)
(7,952)
(1,875,319)
3,170,857
1,287,586
162,771,534
4,165,212
1,289,501
26,405,490
313,072
2,257,026
Auburn
DGR Global
Resources
$
$
Other
$
Total
$
1,596,000
537,312
2,133,312
(2,591,247)
-
-
(2,591,247)
-
-
-
-
-
-
1,596,000
537,312
2,133,312
(38,567)
-
-
(38,567)
(76,144)
(2,514,353)
(3,349,604)
(5,940,101)
114,360,818
3,313,028
1,206,466
29,152,812
117,112
2,190,565
(3,054,682)
(1,875,319)
3,170,857
(1,759,144)
682,212
(1,076,932)
168,226,247
(2,290,872)
165,935,375
28,975,588
(2,290,872)
26,684,716
(2,705,958)
(2,514,353)
(3,349,604)
(8,569,915)
2,590,654
(5,979,261)
118,880,312
(2,175,040)
116,705,272
31,460,489
(2,175,040)
29,285,449
55
DGR Global Limited and controlled entitiesdgrglobal.com.au
Notes to the financial statements continued
30 June 2021
NOTE 3. OPERATING SEGMENTS CONTINUED
ACCOUNTING POLICY FOR OPERATING SEGMENTS
Operating segments are presented using the ‘management approach’, where the information presented is on the same basis as
the internal reports provided to the Chief Operating Decision Makers (‘CODM’). The CODM is responsible for the allocation of
resources to operating segments and assessing their performance.
NOTE 4. REVENUE
Disaggregation of revenue is not presented as all revenue for the current and prior years was derived from the provision of
management fees.
ACCOUNTING POLICY FOR REVENUE RECOGNITION
The Group generates revenue from the provision of management services to related entities. Revenue from contracts with
customers is recognised when control of the services is transferred to a customer at an amount that reflects the consideration to
which the Group expects to be entitled to receive in exchange for those services.
SERVICES
The Group’s performance obligation on management fees charged to related entities are fulfilled over time as the Group provides
those management services. Revenues are recognised over time, which are invoiced monthly based on contractual terms.
All revenue is stated net of the amount of goods and services tax (GST).
NOTE 5. OTHER INCOME
INTEREST
Interest revenue is recognised as interest accrues using the effective interest method. This is a method of calculating the amortised
cost of a financial asset and allocating the interest income over the relevant period using the effective interest rate, which is the rate
that exactly discounts estimated future cash receipts through the expected life of the financial asset to the net carrying amount of
the financial asset.
NOTE 6. EXPENSES
NOTE 7. INCOME TAX
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.
56
57
DGR Global Limited and controlled entitiesdgrglobal.com.au
Notes to the financial statements continued
30 June 2021
NOTE 7. INCOME TAX CONTINUED
DEFERRED TAX
DEFERRED TAX ASSETS NOT RECOGNISED
In order to recoup carried forward losses in future periods, either the Continuity of Ownership Test (COT) or Same Business Test
must be passed. The majority of losses are carried forward at 30 June 2021 under COT.
Deferred tax assets which have not been recognised as an asset, will only be obtained if:
a)
the Company derives future assessable income of a nature and of an amount sufficient to enable the losses to be realised;
b)
the Company continues to comply with the conditions for deductibility imposed by the law; and
c) no changes in tax legislation adversely affect the Company in realising the losses.
ACCOUNTING POLICY FOR INCOME TAX
The income tax expense or benefit for the period is the tax payable on that period’s taxable income based on the applicable income
tax rate for each jurisdiction, adjusted by the changes in deferred tax assets and liabilities attributable to temporary differences,
unused tax losses and the adjustment recognised for prior periods, where applicable.
Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected to be applied when the assets
are recovered or liabilities are settled, based on those tax rates that are enacted or substantively enacted, except for:
• When the deferred income tax asset or liability arises from the initial recognition of goodwill or an asset or liability in a
transaction that is not a business combination and that, at the time of the transaction, affects neither the accounting nor
taxable profits; or
• When the taxable temporary difference is associated with interests in subsidiaries, associates or joint ventures, and the
timing of the reversal can be controlled and it is probable that the temporary difference will not reverse in the foreseeable
future.
Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable that future
taxable amounts will be available to utilise those temporary differences and losses.
The carrying amount of recognised and unrecognised deferred tax assets are reviewed at each reporting date. Deferred tax assets
recognised are reduced to the extent that it is no longer probable that future taxable profits will be available for the carrying amount
to be recovered. Previously unrecognised deferred tax assets are recognised to the extent that it is probable that there are future
taxable profits available to recover the asset.
Deferred tax assets and liabilities are offset only where there is a legally enforceable right to offset current tax assets against
current tax liabilities and deferred tax assets against deferred tax liabilities; and they relate to the same taxable authority on either
the same taxable entity or different taxable entities which intend to settle simultaneously.
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DGR Global Limited and controlled entitiesdgrglobal.com.au
Notes to the financial statements continued
30 June 2021
NOTE 7. INCOME TAX CONTINUED
ACCOUNTING POLICY FOR INCOME TAX CONTINUED
DGR Global Limited and its wholly-owned Australian subsidiaries have formed an income tax consolidated group under the tax
consolidation regime. The Company is responsible for recognising the current tax assets and liabilities and deferred tax assets
attributable to tax losses for the tax consolidation group. The tax consolidated group have entered a tax funding agreement
whereby each company in the tax consolidation group contributes to the income tax payable in proportion to their contribution to
the net profit before tax of the tax consolidation group.
NOTE 8. CASH AND CASH EQUIVALENTS
ACCOUNTING POLICY FOR CASH AND CASH EQUIVALENTS
As at 30 June 2021, included in trade and other receivables is three significant debtors accounting for 83% (2020: three significant
debtors accounting for 92%) of the total trade receivables.
Movements in the allowance for expected credit losses are as follows:
ACCOUNTING POLICY FOR TRADE AND OTHER RECEIVABLES
Trade receivables are initially recognised at fair value and subsequently measured at amortised cost using the effective interest
method, less any allowance for expected credit losses. Trade receivables are generally due for settlement within 30 days.
The Group has applied the simplified approach to measuring expected credit losses, which uses a lifetime expected loss allowance.
To measure the expected credit losses, trade receivables have been grouped based on days overdue. Other receivables are
recognised at amortised cost, less any allowance for expected credit losses.
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
NOTE 10. OTHER ASSETS
subject to an insignificant risk of changes in value.
NOTE 9. TRADE AND OTHER RECEIVABLES
NOTE 11. INVESTMENTS ACCOUNTED FOR USING THE EQUITY
METHOD
ALLOWANCE FOR EXPECTED CREDIT LOSSES
The ageing of the trade receivables and allowance for expected credit losses provided for are as follows:
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DGR Global Limited and controlled entitiesdgrglobal.com.au
Notes to the financial statements continued
30 June 2021
NOTE 11. INVESTMENTS ACCOUNTED FOR USING THE EQUITY
METHOD CONTINUED
The share price of Armour Energy Ltd at 30 June 2021 was $0.026 (2020: $0.02). The investment in Armour Energy Ltd has been
written down to the lower of fair value, less costs to sell or the equity-accounted value based on level 1 fair value hierachy.
INTERESTS IN ASSOCIATES
Interests in associates are accounted for using the equity method of accounting. Information relating to associates that are material
to the Group are set out below:
SUMMARISED FINANCIAL INFORMATION
RECONCILIATION OF THE SHARE OF NET ASSETS TO THE CARRYING AMOUNT OF
THE GROUP’S INVESTMENT IN ASSOCIATES
NOTE 12. OTHER FINANCIAL ASSETS
(A) FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME
Financial assets at fair value through other comprehensive income comprise an investment in the ordinary issued capital of SolGold
plc, listed on the London Stock Exchange (“LSE”) and Toronto Stock Exchange (“TSX”), an investment in the ordinary issued capital
of IronRidge Resources Limited, listed on the LSE, an investment in the ordinary issued capital of Block X Capital Corp., listed on
the TSX, an investment in the ordinary issued capital of Aus Tin Mining Ltd a company listed on the Australian Securities Exchange,
an investment in the ordinary issued capital of Lakes Blue Energy NL (formerly Lakes Oil NL) a company listed on the Australian
Securities Exchange and an investment in the ordinary issued capital of NewPeak Metals Ltd a company listed on the Australian
Securities Exchange.
As outlined in the Company’s 2020 Annual Report, on 31 October 2019, the Company received a letter from the Australian
Securities and Investments Commission (“ASIC”) as part of its financial reporting surveillance program querying the Company’s
accounting for its investments in SolGold plc (“SolGold”) and Aus Tin Mining Limited (“Aus Tin”). After an extensive exchange
of correspondences over the course of several months, ASIC advised on 2 December 2020 that it did not intend to pursue
the investigation any further. The Company has continued to account for these equity investments at fair value through other
comprehensive income.
Classification of financial assets at fair value through other comprehensive income
For equity securities that are not held for trading, the Group has made an irrevocable election at initial recognition to recognise
changes in fair value through other comprehensive income rather than profit or loss.
(B) FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS
62
DGR Global Limited invested $1 million into Lakes Blue Energy NL (formerly Lakes Oil NL) Convertible Notes priced at $0.0009
each, with a coupon rate of 15% per annum, and convertible into fully-paid ordinary shares on a 1:1 basis. The Convertible Note
issue is combined with a royalty arrangement such that for every $1 million invested, the investee is entitled to a 2% royalty on
future gas sales from certain Lakes Oil tenements (pro rata for less or more than $1 million).
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DGR Global Limited and controlled entitiesdgrglobal.com.auNotes to the financial statements continued
30 June 2021
NOTE 12. OTHER FINANCIAL ASSETS CONTINUED
(C) CORPORATE BONDS AT AMORTISED COST
NOTE 13. PROPERTY, PLANT AND EQUIPMENT
On 29 March 2019, post the redemption of the Armour Energy convertible notes, the Company applied for a $10,000,000 investment
in the new secured and amortising notes (New Notes) in Armour Energy Limited. The offer was managed by FIIG Securities Limited
and the key terms of the New Notes are as follows:
•
•
•
Issue Price: $1,000
Interest Rate: 8.75%
Interest Payments: Interest paid quarterly in arrears
• Term: 5 years
• Security: The New Notes are secured over all of the assets of the Armour Energy Limited
(D) CASH ON DEPOSIT HELD AS SECURITY AT AMORTISED COST
Cash on deposit held as security is held in a term deposit account restricted under a bond with the Department of Natural
Resources and Mining as security for rehabilitation works required.
(E) SECURITY BONDS AT AMORTISED COST
RECONCILIATIONS
Security bonds are held with the Department of Natural Resources and Mining as security for rehabilitation works required.
Reconciliations of the written down values at the beginning and end of the current and previous financial year are set out below:
(F) FAIR VALUE
Refer to note 24 for fair value disclosures.
64
ACCOUNTING POLICY FOR PROPERTY, PLANT AND EQUIPMENT
Plant and equipment is stated at historical cost less accumulated depreciation and impairment. Historical cost includes expenditure
that is directly attributable to the acquisition of the items.
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DGR Global Limited and controlled entitiesdgrglobal.com.auNotes to the financial statements continued
30 June 2021
NOTE 13. PROPERTY, PLANT AND EQUIPMENT CONTINUED
ACCOUNTING POLICY FOR PROPERTY, PLANT AND EQUIPMENT CONTINUED
Depreciation is calculated on a straight-line basis to write off the net cost of each item of property, plant and equipment (excluding
land) over their expected useful lives as follows:
Buildings
Plant and equipment
Computers and office equipment
Furniture and fittings
Motor vehicles
Right-of-use asset - property lease
2.5%
10% - 35%
33.3%
20%
25%
Lease term
A regular review has been undertaken on each area of interest to determine the appropriateness of continuing to carry forward
costs in relation to that area of interest.
A provision is raised against exploration and evaluation assets where the Directors are of the opinion that the carried forward net
cost may not be recoverable or the right of tenure in the area lapses. The increase in the provision is charged against the results for
the year. Accumulated costs in relation to an abandoned area are written off in full against profit in the year in which the decision to
abandon the area is made.
When production commences, the accumulated costs for the relevant area of interest are amortised over the life of the area
according to the rate of depletion of the economically recoverable reserves.
Costs of site restoration are provided over the life of the area from when exploration commences and are included in the costs of
The residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each reporting date.
that stage. Site restoration costs include the dismantling and removal of mining plant, equipment and building structure, waste
An item of property, plant and equipment is derecognised upon disposal or when there is no future economic benefit to the Group.
Gains and losses between the carrying amount and the disposal proceeds are taken to profit or loss.
NOTE 14. EXPLORATION AND EVALUATION
removal, and rehabilitation of the site in accordance with clauses of mining permits. Such costs have been determined using
estimates of future costs, current legal requirements and technology on an undiscounted basis.
Any changes in the estimates for the costs are accounted on a prospective basis. In determining the costs of site restoration, there
is uncertainty regarding the nature and extent of the restoration due to community expectations and future legislation. Accordingly,
the costs have been determined on the basis that restoration will be completed within one year of abandoning the site.
NOTE 15. TRADE AND OTHER PAYABLES
RECONCILIATIONS
Reconciliations of the written down values at the beginning and end of the current and previous financial year are set out below:
Refer to note 23 for further information on financial instruments.
ACCOUNTING POLICY FOR TRADE AND OTHER PAYABLES
These amounts represent liabilities for goods and services provided to the Group prior to the end of the financial year and which
ACCOUNTING POLICY FOR EXPLORATION AND EVALUATION ASSETS
are unpaid.
Exploration and evaluation expenditure incurred is accumulated in respect of each identifiable area of interest. Such expenditures
comprise net direct costs and an appropriate portion of related overhead expenditure but do not include overheads or
administration expenditure not having a specific nexus with a particular area of interest. These costs are only carried forward to the
extent that they are expected to be recouped through the successful development of the area or where activities in the area have
not yet reached a stage which permits reasonable assessment of the existence of economically recoverable reserves and active or
significant operations in relation to the area are continuing.
66
Due to their short-term nature they are measured at amortised cost and are not discounted. The amounts are unsecured and are
usually paid within 30-60 days of recognition.
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DGR Global Limited and controlled entitiesdgrglobal.com.auNotes to the financial statements continued
30 June 2021
NOTE 16. BORROWINGS
Refer to note 23 for further information on financial instruments.
MOVEMENTS IN CONVERTIBLE NOTES CARRYING VALUE
the liability at the issue date. The liability will subsequently be recognised on a fair value basis at each reporting period. The fair
value at each reporting date has been determined using a binomial tree model. The key assumptions used and sensitivity of those
assumptions in the binomial tree model has been disclosed above.
NOTE 17. LEASE LIABILITIES
The principal terms of the convertible notes were as follows:
Number of notes issued:
50,000,000
Issue price:
Interest rate:
Interest payments:
Maturity date:
Conversion terms:
Face value of $0.20 per convertible note
12% per annum
Interest paid quarterly in arrears. Interest is payable as cash.
6 October 2020
Convertible at any time at the Convertible Note holder’s election into one ordinary share in
DGR based on a price of $0.20 per share, subject to usual adjustment mechanisms in certain
circumstances. As a result of the adjustment mechanism the fixed-for-fixed test is not met
therefore the convertible notes are carried at fair value through profit or loss.
Refer to note 23 for further information on financial instruments.
The Company leases offices for a fixed period of 5 years.
MOVEMENTS IN CARRYING VALUE OF LEASES
Security:
Secured by DGR’s share holding in IronRidge Resources.
ACCOUNTING POLICY FOR LEASE LIABILITIES
ACCOUNTING POLICY FOR BORROWINGS
A lease liability is recognised at the commencement date of a lease. The lease liability is initially recognised at the present value
of the lease payments to be made over the term of the lease, discounted using the interest rate implicit in the lease or, if that rate
Loans and borrowings are initially recognised at the fair value of the consideration received, net of transaction costs. They are
cannot be readily determined, the Group’s incremental borrowing rate. Lease payments comprise of fixed payments less any lease
subsequently measured at amortised cost using the effective interest method, except for convertible notes which are subsequently
incentives receivable, variable lease payments that depend on an index or a rate, amounts expected to be paid under residual value
measured at fair value through profit or loss.
guarantees, exercise price of a purchase option when the exercise of the option is reasonably certain to occur, and any anticipated
termination penalties. The variable lease payments that do not depend on an index or a rate are expensed in the period in which
The Group’s convertible notes have been treated as a financial liability, in accordance with the principles set out in AASB 132. The
key criterion for liability classification is whether there is an unconditional right to avoid delivery of cash for another financial asset
they are incurred.
to settle the contractual obligation. The terms and conditions applicable to the convertible notes require the Group to settle the
Lease liabilities are measured at amortised cost using the effective interest method. The carrying amounts are remeasured if there
obligation in either cash, or in the Company’s own shares.
The notes are convertible into ordinary shares of the parent entity, at the option of the holder, or repayable in October 2020. The
conversion rate is based on a variable formula subject to adjustments for share price movement. Management determined that
these terms give rise to a derivative financial liability. The initial consideration received for the note was deemed to be fair value of
68
is a change in the following: future lease payments arising from a change in an index or a rate used; residual guarantee; lease
term; certainty of a purchase option and termination penalties. When a lease liability is remeasured, an adjustment is made to the
corresponding right-of use asset, or to profit or loss if the carrying amount of the right-of-use asset is fully written down.
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DGR Global Limited and controlled entitiesdgrglobal.com.auNotes to the financial statements continued
30 June 2021
NOTE 18. PROVISIONS
departures 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.
Defined contribution superannuation expense
Contributions to defined contribution superannuation plans are expensed in the period in which they are incurred.
NOTE 19. ISSUED CAPITAL
SITE RESTORATION
The Group has conducted an extensive review of the environmental status of the Mining Leases with a view to making an
assessment of the appropriate provision it should make for liabilities in respect of rehabilitation and restoration. In the course of
MOVEMENTS IN ORDINARY SHARE CAPITAL
this exercise, advice was received from different parties providing estimations on the potential costs for future rehabilitation and
restoration. Based on this information, the Group has provided in respect of these restoration liabilities an amount of $1,436,415.
MOVEMENTS IN PROVISIONS
Movements in each class of provision during the current financial year, other than employee benefits, are set out below:
ACCOUNTING POLICY FOR PROVISIONS
Provisions are recognised when the Group has a present (legal or constructive) obligation as a result of a past event, it is probable
the Group will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation. The amount
recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting date,
taking into account the risks and uncertainties surrounding the obligation. If the time value of money is material, provisions are
discounted using a current pre-tax rate specific to the liability. The increase in the provision resulting from the passage of time is
recognised as a finance cost.
ACCOUNTING POLICY FOR EMPLOYEE BENEFITS
Short-term employee benefits
ORDINARY SHARES
Ordinary shares entitle the holder to participate in dividends and the proceeds on the winding up of the Company in proportion to
the number of and amounts paid on the shares held. The fully paid ordinary shares have no par value and the Company does not
have a limited amount of authorised capital.
On a show of hands every member present at a meeting in person or by proxy shall have one vote and upon a poll each share shall
Liabilities for wages and salaries, including non-monetary benefits, annual leave and long service leave expected to be settled
have one vote.
wholly within 12 months of the reporting date are measured at the amounts expected to be paid when the liabilities are settled.
Other long-term employee benefits
The liability for annual leave and long service leave not expected to be settled within 12 months of the reporting date are measured
at the present value of expected future payments to be made in respect of services provided by employees up to the reporting date
using the projected unit credit method. Consideration is given to expected future wage and salary levels, experience of employee
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DGR Global Limited and controlled entitiesdgrglobal.com.au
Notes to the financial statements continued
30 June 2021
NOTE 19. ISSUED CAPITAL CONTINUED
(A) ENTITLEMENT AND ADDITIONAL OFFERS
2021
ACCOUNTING POLICY FOR ISSUED CAPITAL
Ordinary shares are classified as equity.
Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the
The Company completed a capital raising program during the year consisting of an Entitlement Offer to eligible shareholders and
proceeds.
an Additional Offer to nominated investors. Under the Entitlement Offer, the company issued 24,693,376 and 103,188,876 new
ordinary shares to Institutional and Retail investors respectively, at an issue price of $0.080 per share. Under the Additional Offer,
NOTE 20. PREPAID CAPITAL
the company issued 75,000,000 new ordinary shares to nominated investors at an issue price of $0.080 per share.
The Entitlement Offer was fully underwritten by Bizzell Capital Partners Pty Ltd (BCP) who received 5,322,495 new ordinary shares
in partial consideration of services provided for the management of the Company’s capital raising. BCP also received 2,661,248
Additional Placement Options and 33,312,759 BCP Fee Options on 8 February 2021. The Additional Placement Options and BCP
Prepaid capital relates to proceeds received in advance for the Strategic Placement, which was completed on 2 July 2021 (refer to
Fee Options have an exercise price of $0.12 per option and may be exercised at any time before 25 September 2023. The options
note 33). Upon the issue of the related shares on 7 July 2021, the proceeds converted to issued capital.
had a nil issue price. Additionally, there were approximately $224,752 of share issue costs settled in ordinary shares in lieu of cash.
NOTE 21. RESERVES
The Additional Offer was not underwritten.
2020
The Company issued 26,646,102 and 126,649,654 ordinary shares on 4 May 2020 and 29 May 2020 respectively, pursuant to the
Institutional and Retail components of an Entitlement Offer, at an issue price of $0.037 per share.
OPTIONS
As at 30 June 2021, there were 173,184,526 unissued ordinary shares of DGR Global Ltd under option, held as follows:
SHARE-BASED PAYMENTS RESERVE
Options on Issue in DGR Global Ltd
Number
Exercise Price
Expiry
The reserve is used to recognise the value of equity benefits provided to employees and directors as part of their remuneration, and
Unlisted rights issue options
Quoted options (ASX:DGRO)
35,769,456
137,415,070
0.084
0.120
28/02/2022
25/09/2023
$
other parties as part of their compensation for services.
CHANGE IN PROPORTIONATE INTEREST RESERVE
SHARE BUY-BACK
There is no current on-market share buy-back.
CAPITAL RISK MANAGEMENT
Management controls the capital of the Group in order to provide capital growth to shareholders and ensure the Group can fund
its operations and continue as a going concern. The Group’s capital comprises equity as shown on the statement of financial
position. There are no externally imposed capital requirements. Management effectively manages the Group’s capital by assessing
the Group’s financial risk and adjusting its capital structure in response to changes in these risks and the market. These responses
include the management of share issues.
The change in proportionate interest reserve is used to recognise differences between the amount by which non-controlling
interests are adjusted and any consideration paid or received which may arise as a result of transactions with non-controlling
interests that do not result in a loss of control.
FINANCIAL ASSETS REVALUATION RESERVE
Changes in the fair value of investments, such as equities, classified as financial assets at fair value through other comprehensive
income, are recognised in other comprehensive income, as described in note 1 and accumulated in this separate reserve within
equity.
PROFIT RESERVE
The capital risk management policy remains unchanged from the 2020 Annual Report.
The profit reserve is used to quarantine annual profits when available. This allows the Company to be able to pay dividends to
shareholders at its discretion.
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DGR Global Limited and controlled entitiesdgrglobal.com.auNotes to the financial statements continued
30 June 2021
NOTE 21. RESERVES CONTINUED
Movements in each class of reserve during the current and previous financial year are set out below:
NOTE 22. DIVIDENDS
Foreign exchange risk arises from future commercial transactions and recognised financial assets and financial liabilities
There were no dividends paid, recommended or declared during the current or previous financial year.
denominated in a currency that is not the entity’s functional currency.
MARKET RISK
Foreign currency risk
The Group undertakes certain transactions denominated in foreign currency and is exposed to foreign currency risk through foreign
exchange rate fluctuations.
The table below demonstrates the sensitivity to a reasonably possible change in the United States dollar against the Australian
dollar.
NOTE 23. FINANCIAL INSTRUMENTS
GENERAL OBJECTIVES, POLICIES AND PROCESSES
In common with all other businesses, the Group is exposed to risks that arise from its use of financial instruments. This note
describes the Group’s objectives, policies and processes for managing those risks and the methods used to measure them. Further
quantitative information in respect of these risks is presented throughout these financial statements.
There have been no substantive changes in the Group’s exposure to financial instrument risks, its objectives, policies and
processes for managing those risks, or the methods used to measure them from previous periods unless otherwise stated in
this note. The Group’s financial instruments consist mainly of deposits with banks, receivables and payables, shares in listed
corporations, investments in convertible notes and corporate bonds.
The Board has overall responsibility for the determination of the Group’s risk management objectives and policies and, whilst
retaining ultimate responsibility for them, it has delegated the authority for designing and operating processes that ensure the
effective implementation of the objectives and policies to the Group’s finance function. The Group’s risk management policies and
objectives are designed to minimise the potential impacts of these risks on the results of the Group where such impacts may be
material.
The overall objective of the Board is to set policies that seek to reduce risk as far as possible without unduly affecting the Group’s
competitiveness and flexibility. Further details regarding these matters are set out below.
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DGR Global Limited and controlled entitiesdgrglobal.com.auNotes to the financial statements continued
30 June 2021
NOTE 23. FINANCIAL INSTRUMENTS CONTINUED
PRICE RISK
The Group has performed a sensitivity analysis relating to its exposure to equity securities price risk. The sensitivity demonstrates
the effect on pre-tax profit and equity which could result from a change in these risks.
The effect on equity as a result of changes in equity security prices would be as follows:
The analysis assumes all other variables remain constant. It also assumes the investment in SolGold plc, Lions Gate Metals Inc, Aus
Tin Mining Ltd, NewPeak Metals Ltd, Lakes Blue Energy NL (formerly Lakes Oil NL) and IronRidge Resources Ltd, were remeasured
to fair value on 30 June 2021 (and that the 10% change had occurred as at that date).
* On interest bearing portion
At 30 June 2021, if interest rates had increased by 25 basis points (bps) from the year-end rates with all other variables held
constant, pre-tax profit for the year would have been $4,874 higher (2020 changes of 25 bps: pre-tax loss $9,629 lower), as a result
of higher interest income from cash and cash equivalents.
CREDIT RISK
It should be noted that the investment in the associate is not included in the above analysis as it is outside the scope of Accounting
Standard AASB 9 Financial Instruments, as it is accounted for in accordance with Accounting Standard AASB 128 Investments in
Credit risk is the risk that the other party to a financial instrument will fail to discharge their obligation resulting in the Group
incurring a financial loss. This usually occurs when counterparties fail to settle their obligations owing to the Group. The Group’s
Associates and Joint Ventures.
INTEREST RATE RISK
The objective of interest rate risk management is to manage and control interest rate risk exposures with acceptable parameters
while optimising the return. Interest rate risk is managed with a mixture of fixed and floating rate instruments. For further details on
interest rate risk refer to the tables below:
objective is to minimise the risk of loss from credit risk exposure.
The maximum exposure to credit risk, excluding the value of any collateral or other security, in the event other parties fail to
discharge their obligations under financial instruments in relation to each class of financial asset at reporting date is the carrying
amount in the statement of financial position which, for the relevant assets, is summarised in the table above.
Credit risk is reviewed regularly by the Board and the audit committee. It primarily arises from exposure to receivables as well as
through deposits with financial institutions. There is no collateral held as security.
The Group’s material credit risk exposure is to loans with related parties, related party debtors, investments in convertible notes
and corporate bonds.
LIQUIDITY RISK
Liquidity risk is the risk that the Group may encounter difficulties raising funds to meet financial obligations as they fall due. The
objective of managing liquidity risk is to ensure, as far as possible, that the Group will always have sufficient liquidity to meets its
liabilities when they fall due, under both normal and stressed conditions.
Liquidity risk is reviewed regularly by the Board and the audit committee.
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DGR Global Limited and controlled entitiesdgrglobal.com.auNotes to the financial statements continued
30 June 2021
NOTE 23. FINANCIAL INSTRUMENTS CONTINUED
LIQUIDITY RISK CONTINUED
The Group manages liquidity risk by monitoring forecast cash flows and liquidity ratios such as working capital. The Group’s
working capital, being current assets less current liabilities, has increased from a deficit of $6,473,750 at 30 June 2020 to a surplus
of $2,400,529 at 30 June 2021.
Remaining contractual maturities
The following tables detail the Group’s remaining contractual maturity for its financial instrument liabilities. The tables have been
drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which the financial liabilities
are required to be paid. The tables include both interest and principal cash flows disclosed as remaining contractual maturities and
therefore these totals may differ from their carrying amount in the statement of financial position.
NOTE 24. FAIR VALUE MEASUREMENT
FAIR VALUE HIERARCHY
The following tables detail the Group’s assets and liabilities, measured or disclosed at fair value, using a three level hierarchy, based
on the lowest level of input that is significant to the entire fair value measurement, being:
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement
date
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or
indirectly
Level 3: Unobservable inputs for the asset or liability
The cash flows in the maturity analysis above are not expected to occur significantly earlier than contractually disclosed above.
FAIR VALUE OF FINANCIAL INSTRUMENTS
Unless otherwise stated, the carrying amounts of financial instruments reflect their fair value.
There were no transfers between levels during the financial year.
VALUATION TECHNIQUES FOR FAIR VALUE MEASUREMENTS CATEGORISED WITHIN
LEVEL 1
The financial assets at fair value through other comprehensive income are measured based on the quoted market prices at 30 June
2021 and 30 June 2020.
VALUATION TECHNIQUES FOR FAIR VALUE MEASUREMENTS CATEGORISED WITHIN
LEVEL 2 AND LEVEL 3
The fair value of convertible notes payable were determined using option pricing models, which use various inputs including current
market and contractual prices for underlying instruments, time to expiry, yield curves and volatility of underlying instruments. The
fair value of convertible note receivables was determined based on discounted cash flows.
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DGR Global Limited and controlled entitiesdgrglobal.com.au
Notes to the financial statements continued
30 June 2021
NOTE 24. FAIR VALUE MEASUREMENT CONTINUED
LEVEL 3 FINANCIAL INSTRUMENTS
Movements in level 3 financial instruments during the current and previous financial year are set out below:
The level 3 financial instruments unobservable inputs and sensitivity are as follows:
Description
2020
Unobservable inputs*
Range of inputs
Sensitivity
Convertible note payable
Share price volatility
58%
Higher volatility (+10 bps) would not change FV
due to the short remaining time to maturity; lower
volatility (-10 bps) would not change FV due to the
short remaining time to maturity.
Risk-free interest rate
0.2%
Lower discount rate (-25 bps) would increase FV
by $5,893; higher discount rate (+25 bps) would
decrease FV by $5,890.
* There were no significant inter-relationships between unobservable inputs that materially affect fair values.
ACCOUNTING POLICY FOR FAIR VALUE MEASUREMENT
When an asset or liability, financial or non-financial, is measured at fair value for recognition or disclosure purposes, the fair value
is based on the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market
participants at the measurement date; and assumes that the transaction will take place either: in the principal market; or in the
absence of a principal market, in the most advantageous market.
Fair value is measured using the assumptions that market participants would use when pricing the asset or liability, assuming they
act in their economic best interests. For non-financial assets, the fair value measurement is based on its highest and best use.
Valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, are
used, maximising the use of relevant observable inputs and minimising the use of unobservable inputs.
Assets and liabilities measured at fair value are classified into three levels, using a fair value hierarchy that reflects the significance
of the inputs used in making the measurements. Classifications are reviewed at each reporting date and transfers between levels
are determined based on a reassessment of the lowest level of input that is significant to the fair value measurement.
For recurring and non-recurring fair value measurements, external valuers may be used when internal expertise is either not
available or when the valuation is deemed to be significant. External valuers are selected based on market knowledge and
reputation. Where there is a significant change in fair value of an asset or liability from one period to another, an analysis is
undertaken, which includes a verification of the major inputs applied in the latest valuation and a comparison, where applicable,
with external sources of data.
NOTE 25. KEY MANAGEMENT PERSONNEL DISCLOSURES
COMPENSATION
The aggregate compensation made to directors and other members of key management personnel of the Group is set out below:
NOTE 26. REMUNERATION OF AUDITORS
During the financial year the following fees were paid or payable for services provided by BDO Audit Pty Limited, the auditor of the
Company:
NOTE 27. CONTINGENT LIABILITIES AND CONTINGENT ASSETS
There were no contingent liabilities and contingent assets at 30 June 2021 and 30 June 2020.
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DGR Global Limited and controlled entitiesdgrglobal.com.auNotes to the financial statements continued
30 June 2021
NOTE 28. COMMITMENTS
TRANSACTIONS WITH RELATED PARTIES
The following transactions occurred with related parties:
To keep the exploration permits in good standing, work programs should meet certain minimum expenditure requirements. If the
minimum expenditure requirements are not met, the Group has the option to negotiate new terms or relinquish the tenements. The
Group also has the ability to meet expenditure requirements by joint venture or farm-in agreements.
NOTE 29. RELATED PARTY TRANSACTIONS
PARENT ENTITY
DGR Global Limited is the parent entity.
SUBSIDIARIES
Interests in subsidiaries are set out in note 32.
ASSOCIATES
Interests in associates are set out in note 11.
KEY MANAGEMENT PERSONNEL
Disclosures relating to key management personnel are set out in note 25 and the remuneration report included in the directors’
(a)
DGR Global Ltd has (or had) commercial agreements with Armour Energy Ltd, Aus Tin Mining Ltd, NewPeak Mining Ltd,
IronRidge Resources Ltd and SolGold Plc for the provision of administrative services. In consideration for the provision
of the services, DGR Global Ltd receives a monthly administration fee. The agreements with SoldGold Plc and IronRidge
Resources Ltd ended during the 2021 financial year.
(b) Mr Brian Moller (a Director), is a partner in the firm HopgoodGanim Lawyers. HopgoodGanim provides legal services to the
Group based on normal commercial terms and conditions. Included in the total for the year are services relating to capital
raisings during the year.
RECEIVABLE FROM AND PAYABLE TO RELATED PARTIES
The following balances are outstanding at the reporting date in relation to transactions with related parties:
report.
82
* During the year ended 30 June 2020, DGR Global Ltd provided a letter of funding support to Aus Tin Mining Ltd on an unsecured
basis. The loan was repaid during the 2021 financial year.
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DGR Global Limited and controlled entitiesdgrglobal.com.au
Notes to the financial statements continued
30 June 2021
NOTE 30. PARENT ENTITY INFORMATION
Set out below is the supplementary information about the parent entity.
STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
At 30 June 2021, the Company’s investments in associates and investments at fair value through other comprehensive income
(excluding investments in Corporate Bonds) are as follows:
STATEMENT OF FINANCIAL POSITION
* Share price represents the market quoted price for listed investments at 30 June 2021. All quoted values above are level 1 in the
fair value hierarchy.
GUARANTEES ENTERED INTO BY THE PARENT ENTITY IN RELATION TO THE DEBTS
OF ITS SUBSIDIARIES
The parent entity had no guarantees in relation to the debts of its subsidiaries as at 30 June 2021 and 30 June 2020.
CONTINGENT LIABILITIES
On or about 8 September 2017 DGR Global Ltd and Armour Energy Ltd agreed that Armour Energy Ltd would hold an 83.18%
interest in the exploration licence that was subsequently granted to it by the Ugandan government on 14 September 2017 (and the
associated Production Sharing Agreement (the PSA)), on trust for DGR Global Ltd (the Letter Agreement). The Exploration Licence
was renewed for a further two year term on 13 September 2019 (the Renewed Licence) and the term has been further extended
due to various conditions of Force Majeure through to 28 May 2023. On or about 18 December 2019, DGR Global Ltd and Armour
Energy Ltd entered into a deed of guarantee and indemnity (the Deed of Guarantee and Indemnity) pursuant to which DGR Global
Ltd indemnifies and will keep Armour Energy Ltd indemnified against a maximum of 83.18% of Armour’s liability for: a) all costs
associated with complying with the obligations under the Renewed Licence; and b) any claim, demand, debt, action, proceeding,
cost, charge, expense, damage, loss or other liability related to the renewed Licence (other than where the same arises solely as
a consequence of the fraud, misconduct, negligence or material breach of the PSA, Letter Agreement or the Deed of Guarantee
and Indemnity by Armour Energy). Furthermore, DGR Global Ltd agrees to guarantee and indemnify Armour Energy Ltd for the
due, punctual and complete performance by Armour Energy Ltd’s subsidiary (Armour Uganda), of all of its obligations under the
Renewed Licence, once the Renewed Licence has been transferred to Armour Uganda. DGR Global Ltd estimates its current
contingent liability under the Deed of Guarantee and Indemnity at approximately US$ 7.5 million. The parties are currently in the
process of finalising the licence transfer and associated corporate restructuring arrangements, and it is expected that the Deed of
Indemnity and Guarantee will be part of this restructuring process.
The parent entity has no other contingent liabilities.
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85
DGR Global Limited and controlled entitiesdgrglobal.com.auSUMMARISED FINANCIAL INFORMATION
Summarised financial information of the subsidiary with non-controlling interests that are material to the Group are set out below:
Notes to the financial statements continued
30 June 2021
NOTE 30. PARENT ENTITY INFORMATION CONTINUED
CAPITAL COMMITMENTS - PROPERTY, PLANT AND EQUIPMENT
The parent entity had no capital commitments for property, plant and equipment as at 30 June 2021 and 30 June 2020.
SIGNIFICANT ACCOUNTING POLICIES
The accounting policies of the parent entity are consistent with those of the Group, as disclosed in note 1, except for the following:
•
•
Investments in subsidiaries are accounted for at cost, less any impairment, in the parent entity.
Investments in associates are accounted for at cost, less any impairment, in the parent entity.
• Dividends received from subsidiaries are recognised as other income by the parent entity and its receipt may be an indicator
of an impairment of the investment.
NOTE 31. ASSET ACQUISITIONS
RIPPLE RESOURCES PTY LTD
On 10 May 2021, DGR Global Limited (DGR) announced that a share acquisition agreement had been executed between public,
unlisted Auburn Resources Limited (Auburn) and Armour Energy Limited (Armour, ASX: AJQ) for the acquisition of Armour’s
wholly-owned subsidiary, Ripple Resources Pty Ltd (Ripple) by Auburn. Under the agreement, in consideration for the allotment of
5,600,000 fully paid Auburn shares, Armour has transferred its legal, beneficial, and unencumbered interest in 100% of the shares
in Ripple to Auburn. The fair value of the shares issued by Auburn was $700,000.
With reference to AASB 3 Business Combinations, it has been determined that the acquisition of Ripple by Auburn is not a business
combination and has been accounted for as an asset acquisition. The cost of the acquisition, including the consideration paid to
Armour, transaction costs, and liabilities assumed, have been allocated across the relative fair value of the assets acquired.
NOTE 32. INTERESTS IN SUBSIDIARIES
The consolidated financial statements incorporate the assets, liabilities and results of the following subsidiaries in accordance with
the accounting policy described in note 1:
* Auburn Resources Limited is the immediate parent of Barlyne Mining Pty Ltd, Pennant Resources Pty Ltd and Ripple
Resources Pty Ltd. These companies are wholly owned and directly held by Auburn Resources Limited and indirectly by DGR
Global Limited.
86
SIGNIFICANT RESTRICTIONS
There are no significant restrictions on the ability of DGR Global Limited to access the assets of the subsidiaries with non-
controlling interests.
TRANSACTIONS WITH NON-CONTROLLING INTERESTS
During the financial year ended 30 June 2021, Auburn Resources Limited issued a total of 5,600,000 new ordinary shares (2020:
163,333). Refer to note 31 for further details on this transaction.
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DGR Global Limited and controlled entitiesdgrglobal.com.au
Notes to the financial statements continued
30 June 2021
NOTE 33. EVENTS AFTER THE REPORTING PERIOD
On 7 July 2021, the Company issued 57,692,308 fully paid ordinary shares and 27,634,616 quoted options in terms of a strategic
placement. The shares were placed at $0.052 per share and subject to a 9 month escrow. The attaching listed options were granted
on a 3 for 8 basis.
No other matter or circumstance has arisen since 30 June 2021 that has significantly affected, or may significantly affect the
Group’s operations, the results of those operations, or the Group’s state of affairs in future financial years.
NOTE 34. CASH FLOW INFORMATION
RECONCILIATION OF LOSS AFTER INCOME TAX TO NET CASH USED IN OPERATING
ACTIVITIES
CHANGES IN LIABILITIES ARISING FROM FINANCING ACTIVITIES
NOTE 35. EARNINGS PER SHARE
Options granted are not included in the determination of diluted earnings per share as they are considered to be anti-dilutive.
ACCOUNTING POLICY FOR EARNINGS PER SHARE
Basic earnings per share
Basic earnings per share is calculated by dividing the profit attributable to the owners of DGR Global Limited, excluding any costs
of servicing equity other than ordinary shares, by the weighted average number of ordinary shares outstanding during the financial
year, adjusted for bonus elements in ordinary shares issued during the financial year.
Diluted earnings per share
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account the after
income tax effect of interest and other financing costs associated with dilutive potential ordinary shares and the weighted average
number of shares assumed to have been issued for no consideration in relation to dilutive potential ordinary shares.
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DGR Global Limited and controlled entitiesdgrglobal.com.auNotes to the financial statements continued
30 June 2021
NOTE 36. SHARE-BASED PAYMENTS
EMPLOYEE SHARE OPTION PLAN
ACCOUNTING POLICY FOR SHARE-BASED PAYMENTS
Equity-settled share-based compensation benefits are provided to employees.
On 30 October 2018, 1,200,000 DGR Global Ltd share options were granted to employees under the Employee Share Option Plan.
Equity-settled transactions are awards of shares, or options over shares, that are provided to employees in exchange for the
The options are to take up one ordinary share in DGR Global Ltd as a price of 20 cents each. The options vested immediately and
rendering of services.
expired on 12 February 2021. A value of $46,186 was calculated using the Black Scholes valuation methodology.
OTHER OPTIONS
The cost of equity-settled transactions are measured at fair value on grant date. Fair value is independently determined using either
the Binomial or Black-Scholes option pricing model that takes into account the exercise price, the term of the option, the impact of
On 8 February 2021, 35,974,007 DGR Global Ltd share options were granted to Bizzell Capital Partners Pty Ltd as consideration
dilution, the share price at grant date and expected price volatility of the underlying share, the expected dividend yield and the risk
for the management and underwriting of the Company’s recent capital raising, pursuant to underwriting and sub-underwriting
free interest rate for the term of the option, together with non-vesting conditions that do not determine whether the Group receives
arrangements. The options are to take up one ordinary share in DGR Global Ltd at a price of 12 cents each. The options vested
the services that entitle the employees to receive payment. No account is taken of any other vesting conditions.
immediately and are due to expire on 25 September 2023. A value of $827,402 was calculated using the Black Scholes valuation
methodology (refer below).
Set out below are summaries of options granted:
The cost of equity-settled transactions are recognised as an expense with a corresponding increase in equity over the vesting
period. The cumulative charge to profit or loss is calculated based on the grant date fair value of the award, the best estimate of the
number of awards that are likely to vest and the expired portion of the vesting period. The amount recognised in profit or loss for
the period is the cumulative amount calculated at each reporting date less amounts already recognised in previous periods.
Market conditions are taken into consideration in determining fair value. Therefore any awards subject to market conditions are
considered to vest irrespective of whether or not that market condition has been met, provided all other conditions are satisfied.
If equity-settled awards are modified, as a minimum an expense is recognised as if the modification has not been made. An
additional expense is recognised, over the remaining vesting period, for any modification that increases the total fair value of the
share-based compensation benefit as at the date of modification.
If the non-vesting condition is within the control of the Group or employee, the failure to satisfy the condition is treated as a
cancellation. If the condition is not within the control of the Group or employee and is not satisfied during the vesting period, any
The weighted average exercise price of options outstanding at 30 June 2021 was $0.12 (2020: $0.20).
remaining expense for the award is recognised over the remaining vesting period, unless the award is forfeited.
The weighted average remaining contractual life of the options at 30 June 2021 was 3.24 years (2020: 0.41 years).
If equity-settled awards are cancelled, it is treated as if it has vested on the date of cancellation, and any remaining expense is
recognised immediately. If a new replacement award is substituted for the cancelled award, the cancelled and new award is treated
There were no vesting conditions attached to the options.
as if they were a modification.
The fair values of options granted during the period were calculated by using a Black-Scholes options pricing model applying the
following inputs.
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DGR Global Limited and controlled entitiesdgrglobal.com.au
Directors’ declaration
30 June 2021
In the directors’ opinion:
Independent auditor’s report to the members of DGR
Global Limited
DGR Global Limited
Independent auditor's report to the members of DGR Global Limited
•
the attached financial statements and notes comply with the Corporations Act 2001, the Accounting Standards, the
Corporations Regulations 2001 and other mandatory professional reporting requirements;
Tel: +61 7 3237 5999
Fax: +61 7 3221 9227
www.bdo.com.au
Level 10, 12 Creek St
Brisbane QLD 4000
GPO Box 457 Brisbane QLD 4001
Australia
•
the attached financial statements and notes comply with International Financial Reporting Standards as issued by the
International Accounting Standards Board as described in note 1 to the financial statements;
INDEPENDENT AUDITOR'S REPORT
•
the attached financial statements and notes give a true and fair view of the Group’s financial position as at 30 June 2021 and
of its performance for the financial year ended on that date; and
To the members of DGR Global Limited
•
there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and
payable.
Report on the Audit of the Financial Report
Opinion
The directors have been given the declarations required by section 295A of the Corporations Act 2001.
Signed in accordance with a resolution of directors made pursuant to section 295(5)(a) of the Corporations Act 2001.
On behalf of the directors
Nicholas Mather
Managing Director
30 September 2021
We have audited the financial report of DGR Global Limited (the Company) and its subsidiaries (the Group),
which comprises the consolidated statement of financial position as at 30 June 2021, the consolidated
statement of profit or loss and other comprehensive income, the consolidated statement of changes in equity
and the consolidated statement of cash flows for the year then ended, and notes to the financial report,
including a summary of significant accounting policies and the directors’ declaration.
In our opinion the accompanying financial report of the Group, is in accordance with the Corporations Act
2001, including:
(i)
Giving a true and fair view of the Group’s financial position as at 30 June 2021 and of its financial
performance for the year ended on that date; and
(ii)
Complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those
standards are further described in the Auditor’s responsibilities for the audit of the Financial Report section
of our report. We are independent of the Group in accordance with the 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 confirm that the independence declaration required by the Corporations Act 2001, which has been given
to the directors of the Company, would be in the same terms if given to the directors as at the time of this
auditor’s report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our
audit of the financial report of the current period. These matters were addressed in the context of our audit
of the financial report as a whole, and in forming our opinion thereon, and we do not provide a separate
opinion on these matters.
92
BDO Audit Pty Ltd ABN 33 134 022 870 is a member of a national association of independent entities which are all members of BDO
Australia Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit Pty Ltd and BDO Australia Ltd are members
of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent
member firms. Liability limited by a scheme approved under Professional Standards Legislation.
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DGR Global Limited and controlled entitiesdgrglobal.com.au
Independent auditor’s report to the members of DGR
Global Limited continued
DGR Global Limited
Independent auditor's report to the members of DGR Global Limited
DGR Global Limited
Independent auditor's report to the members of DGR Global Limited
Classification and carrying value of financial assets at fair value through other comprehensive income
Key audit matter
How the matter was addressed in our audit
Refer to Note 12 of the financial report.
Our audit procedures, amongst others, included:
The Group carries investments in listed shares
which are carried at fair value through other
comprehensive income.
The classification and carrying amount of
financial assets at fair value through other
comprehensive income is a key audit matter due:
•
the determination of whether the company
does not hold significant influence in an
investment and therefore carries the
investment at fair value through other
comprehensive income is a matter that
requires significant judgement
•
the significance of the total balance.
•
Evaluating management’s assessment of whether
significant influence existed.
• Obtaining from management a schedule of
investments held by the Group and vouching the
movements to supporting documentation.
•
•
•
Agreeing a sample of the additions and disposals of
investments during the year to supporting
documentation, and ensuring that gains and losses
arising were treated appropriately.
Reviewing management’s assessment of the fair
value of the investments by reference to quoted
prices in active markets, ensuring that management
have considered the effect of foreign exchange and
that all gains and losses have been treated
appropriately.
Reviewing the adequacy of the disclosures of
investments, including the fair value disclosures, by
comparing these disclosures to our understanding
the nature of the investment and the applicable
accounting standards.
Classification and carrying value of investments accounted for using the equity method
Key audit matter
How the matter was addressed in our audit
Refer to Note 11 of the financial report.
Our audit procedures, amongst others, included:
The Group holds investments in associates
accounted for using the equity method.
The classification of each asset as an associate
and measurement thereof is a key audit matter
due to:
•
the level of judgement management were
required to make in assessing the
classification of the investment
•
the significance of the closing balance
•
•
•
Evaluating management’s assessment of whether
significant influence existed.
Agreeing the Group’s share of associate losses to the
audited financial reports of the Associates and
assessing the adequacy of the disclosures.
Reviewing the financial information of the associate
including assessing whether the accounting policies
of the associates were consistent with DGR Global
Limited.
•
the significance of the share of loss of
associates and gain arising from reversal of
impairment.
•
•
Recalculating the impairment recorded by reference
to the fair value of the investments based on quoted
prices in active markets.
Reviewing the adequacy of the disclosures of in the
financial report.
Carrying value of exploration and evaluation assets
Key audit matter
How the matter was addressed in our audit
Refer to Note 14 in the annual report
Our audit procedures, amongst other, included:
The Group carries exploration and evaluation
assets as at 30 June 2021 in accordance with the
Group’s accounting policy for exploration and
evaluation assets.
The recoverability of exploration and evaluation
asset is a key audit matter due to the
significance of the total balance and the level of
procedures undertaken to evaluate
management’s application of the requirements of
AASB 6 Exploration for and Evaluation of Mineral
Resources (‘AASB 6’) in light of any indicators of
impairment that may be present.
• Obtaining evidence that the Group has valid rights
to explore in the areas represented by the
capitalised exploration and evaluation expenditure
by obtaining supporting documentation such as
license agreements and also considering whether
the Group maintains the tenements in good
standing.
• Making enquiries of management with respect to
the status of ongoing exploration programs in the
respective areas of interest and assessing the
Group’s cash flow budget for the level of budgeted
spend on exploration projects and held discussions
with management of the Group as to their
intentions and strategy.
•
Enquiring of management, reviewing ASX
announcements and reviewing directors' minutes to
ensure that the Group had not decided to
discontinue activities in any applicable areas of
interest and to assess whether there are any other
facts or circumstances that existed to indicate
impairment testing was required.
•
Evaluating management’s support and calculations
for the impairment expense by checking:
-
-
The allocation of the expenditure across the
relevant tenements
The mathematical accuracy of the amount
written down.
BDO Audit Pty Ltd ABN 33 134 022 870 is a member of a national association of independent entities which are all members of BDO
Australia Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit Pty Ltd and BDO Australia Ltd are members
of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent
member firms. Liability limited by a scheme approved under Professional Standards Legislation.
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79
BDO Audit Pty Ltd ABN 33 134 022 870 is a member of a national association of independent entities which are all members of BDO
Australia Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit Pty Ltd and BDO Australia Ltd are members
of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent
member firms. Liability limited by a scheme approved under Professional Standards Legislation.
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Independent auditor’s report to the members of DGR
Global Limited continued
DGR Global Limited
Independent auditor's report to the members of DGR Global Limited
DGR Global Limited
Independent auditor's report to the members of DGR Global Limited
Other information
Responsibilities
The directors are responsible for the other information. The other information comprises the information in the
Group’s annual report for the year ended 30 June 2021, but does not include the financial report and the auditor’s
report thereon.
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.
Our opinion on the financial report does not cover the other information and we do not express any form of
assurance conclusion thereon.
BDO Audit Pty Ltd
T J Kendall
Director
Brisbane, 30 September 2021
In connection with our audit of the financial report, our responsibility is to read the other information and, in
doing so, consider whether the other information is materially inconsistent with the financial report or our
knowledge obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other
information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the directors for the Financial Report
The directors of the Company are responsible for the preparation of the financial report that gives a true and fair
view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal
control as the directors determine is necessary to enable the preparation of the financial report that gives a true
and fair view and is free from material misstatement, whether due to fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the group to continue as
a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of
accounting unless the directors either intend to liquidate the Group or to cease operations, or has no realistic
alternative but to do so.
Auditor’s responsibilities for the audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from
material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance
with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements
can arise from fraud or error and are considered material if, individually or in the aggregate, they could
reasonably be expected to influence the economic decisions of users taken on the basis of this financial report.
A further description of our responsibilities for the audit of the financial report is located at the Auditing and
Assurance Standards Board website (http://www.auasb.gov.au/Home.aspx) at:
https://www.auasb.gov.au/admin/file/content102/c3/ar1_2020.pdf
This description forms part of our auditor’s report.
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 23 to 29 of the directors’ report for the year ended
30 June 2021.
28 to 37
In our opinion, the Remuneration Report of DGR Global Limited, for the year ended 30 June 2021, complies with
section 300A of the Corporations Act 2001.
BDO Audit Pty Ltd ABN 33 134 022 870 is a member of a national association of independent entities which are all members of BDO
Australia Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit Pty Ltd and BDO Australia Ltd are members
of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent
member firms. Liability limited by a scheme approved under Professional Standards Legislation.
BDO Audit Pty Ltd ABN 33 134 022 870 is a member of a national association of independent entities which are all members of BDO
Australia Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit Pty Ltd and BDO Australia Ltd are members
of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent
member firms. Liability limited by a scheme approved under Professional Standards Legislation.
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81
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DGR Global Limited and controlled entitiesdgrglobal.com.au
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3
FURTHER
INFORMATION
DGR Global Limited and controlled entitiesShareholder information
30 June 2021
The shareholder information set out below was applicable as at 3 September 2021.
DISTRIBUTION OF EQUITABLE SECURITIES
Analysis of number of equitable security holders by size of holding:
EQUITY SECURITY HOLDERS
TWENTY LARGEST QUOTED EQUITY SECURITY HOLDERS
UNQUOTED EQUITY SECURITIES
No one person holds 20% or more of the securities in this class.
SUBSTANTIAL HOLDERS
Substantial holders in the Company are set out below:
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DGR Global Limited and controlled entitiesdgrglobal.com.auShareholder information continued
30 June 2021
SUBSTANTIAL HOLDERS CONTINUED
Tenements
30 June 2021
As at the date of this report, the Group has an interest in tenements as set out below (and continued over the page).
Tenure Type, Number and Name
Current Holder
Registered Interest
Date of Expiry
of Holder (%)
VOTING RIGHTS
The voting rights attached to ordinary shares are set out below.
ORDINARY SHARES
On a show of hands every member present at a meeting in person or by proxy shall have one vote and upon a poll each share shall
have one vote.
There are no other classes of equity securities.
EPM 19379 - Three Sisters
EPM 25948 - Hawkwood
EPM 26013 - Walkers Road
EPM 26248 - Titi Creek
EPM 26245 - Nerangy
EPM 26526 - Auburn
EPM 26259 - Therevale
EPM 26758 - Hillgrove
EPM 18534 - Quaggy Creek
EPM 26523 - Calrossie
EPM 27217 - Quaggy Extended
EPM 27403 - Hawkwood Extended
EPM 27404 - Calrossie Extended
EPM 27405 - Quaggy South
EPM 27406 - Hawkwood South
EPM27614 - Argyle Creek
EPM 15134 - Gayndah
EPM 18451 - Calgoa
EPM 19087 - Mt Abbott
EPM 26274 - Euri Creek
EPM 26607 - Otter Ridge
EPM 27250 - Kolbar
EPM 19270 - Pandanus Creek
EPM 26265 - Britannia
EPM 26355 - Big Rush
EPM 26382 - Crooked Creek
EPM 26386 - Roebourne
EPM 27061 - Wade Creek
ML 3678 - United Reefs Mine
ML 3741 - Shamrock Extended
ML 3748/ 50291 - Black Shamrock
ML3749 - North Chinaman
ML 3752 - Shamrock Tailings
ML 3753 - Shamrock Tailings Exte
ML 50059 - Manumbar
ML 50099 - Manumbar Extended
ML 50148 - Tableland
EL 32042 - Green Swamp West
EL 32043 - Green Swamp East
EPM 26769 - Stockhaven
NT EL 31980 - Tanumbirini North
NT EL 31981 - Tanumbirini South
Auburn Resources Ltd
Auburn Resources Ltd
Auburn Resources Ltd
Auburn Resources Ltd
Auburn Resources Ltd
Auburn Resources Ltd
Auburn Resources Ltd
Auburn Resources Ltd
Auburn Resources Ltd
Auburn Resources Ltd
Auburn Resources Ltd
Auburn Resources Ltd
Auburn Resources Ltd
Auburn Resources Ltd
Auburn Resources Ltd
Auburn Resources Ltd
Barlyne Mining Pty Ltd
Barlyne Mining Pty Ltd
Barlyne Mining Pty Ltd
Barlyne Mining Pty Ltd
Barlyne Mining Pty Ltd
Barlyne Mining Pty Ltd
Coolgarra Minerals Pty Ltd
Coolgarra Minerals Pty Ltd
Coolgarra Minerals Pty Ltd
Coolgarra Minerals Pty Ltd
Coolgarra Minerals Pty Ltd
Coolgarra Minerals Pty Ltd
DGR Global Ltd
DGR Global Ltd
DGR Global Ltd
DGR Global Ltd
DGR Global Ltd
DGR Global Ltd
DGR Global Ltd
DGR Global Ltd
DGR Global Ltd
Hartz Rare Earths
Hartz Rare Earths
Pennant Resources Pty Ltd
Pennant Resources Pty Ltd
Pennant Resources Pty Ltd
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
29-01-2024
29-01-2024
13-03-2024
29-01-2023
14-05-2023
03-01-2024
23-08-2023
27-08-2021
11-10-2023
10-12-2023
27-08-2022
02-12-2025
02-12-2025
10-03-2026
02-12-2023
24-06-2024
29-09-2021
20-05-2023
28-07-2023
28-05-2022
12-07-2024
15-07-2023
17-09-2021
15-03-2023
12-07-2024
08-05-2023
24-11-2023
20-05-2022
31-05-2022
30-09-2030
30-04-2029
31-07-2027
31-01-2021
31-08-2021
31-12-2018
31-08-2025
30-04-2029
31-10-2021
31-10-2021
27-08-2021
06-05-2025
06-05-2025
102
103
DGR Global Limited and controlled entitiesdgrglobal.com.auTenements continued
30 June 2021
Corporate directory
Tenure Type, Number and Name
Current Holder
Registered Interest
Date of Expiry
of Holder (%)
NT EL 32002 - Tanumbirini East
Pennant Resources Pty Ltd
NT EL 32006 - Victoria River Downs
Pennant Resources Pty Ltd
NT EL 32008 - Cooee Hill
NT EL 32009 - Williams Creek
Pennant Resources Pty Ltd
Pennant Resources Pty Ltd
NT EL 32010 - Lagoon Creek West
Pennant Resources Pty Ltd
NT EL 32011 - Lagoon Creek
NT EL 32012 - Lansen Creek
NT EL 32013 - Parsons Creek
NT EL 32014 - Newcastle Creek
NT EL 32039 - Bullock Creek
EL 32032 - Blue Bush Bore
EL 32031 - Corella
EPM 25525 - Mabel Jane
EPM 25963 - Leyshonview
EPM 25964 - Blind Freddy
EPM 25965 - Black Knob
EPM 25966 - Bulldog
EPM 27289 - Rannes West
Pennant Resources Pty Ltd
Pennant Resources Pty Ltd
Pennant Resources Pty Ltd
Pennant Resources Pty Ltd
Pennant Resources Pty Ltd
Pinnacle Gold Pty Ltd
Pinnacle Gold Pty Ltd
Pinnacle Gold Pty Ltd
Pinnacle Gold Pty Ltd
Pinnacle Gold Pty Ltd
Pinnacle Gold Pty Ltd
Pinnacle Gold Pty Ltd
Pinnacle Gold Pty Ltd
EP25802 - Walford East (Sth N)
EPM19833 - South Nicholson
Ripple Resources Pty Ltd
Ripple Resources Pty Ltd
EPM19835 - Shadforth East (Sth N)
Ripple Resources Pty Ltd
EPM19836 - Shadforth (Sth N)
EP25504 - Argyle Creek (Sth N)
EPM25505 - Border (Sth N)
EPM26497 - South Nicholson
EP30494 - Statler & Waldorf
EPM30817 - Victoria River Downs
EP30818 - Birrindudu (VRD)
EPM31012 - Carpentaria
Ripple Resources Pty Ltd
Ripple Resources Pty Ltd
Ripple Resources Pty Ltd
Ripple Resources Pty Ltd
Ripple Resources Pty Ltd
Ripple Resources Pty Ltd
Ripple Resources Pty Ltd
Ripple Resources Pty Ltd
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
06-05-2025
06-05-2025
06-05-2025
06-05-2025
06-05-2025
06-05-2025
06-05-2025
06-05-2025
06-05-2025
04-07-2025
08-07-2025
08-07-2025
14-01-2023
23-12-2023
23-12-2023
23-12-2023
23-12-2023
16-10-2024
19-05-2023
10-02-2022
10-09-2021
10-09-2021
09-11-2021
10-08-2023
19-10-2021
07-04-2021
14-02-2022
14-02-2022
29-09-2022
104
Directors
Nicholas Mather Managing Director / CEO
Brian Moller Non-Executive Director
Peter Wright Non-Executive Chairman
Company Secretary
Karl Schlobohm
Auditors
BDO Audit Pty Ltd
Level 10
12 Creek Street
Brisbane QLD 4000
Australia
Solicitors
HopgoodGanim Lawyers
Level 8, Waterfront Place
1 Eagle Street
Brisbane QLD 4000
Australia
Share Register
Link Market Services Limited
10 Eagle Street
Brisbane QLD 4000
Australia
Phone: 1300 554 474
Stock exchange listing
ASX (ticker code DGR)
Internet address
dgrglobal.com.au
Twitter
@DGRGlobal
Country of incorporation
Australia
Australian Business Number
67 052 354 837
Corporate governance statement
www.dgrglobal.com.au/corporate-governance
Postal and
contact address
DGR Global Limited
GPO Box 5261
Brisbane QLD 4001
Australia
Registered office and
principal business address
DGR Global Limited
Level 27, 111 Eagle Street
Brisbane QLD 4000
Australia
105
DGR Global Limited and controlled entitiesdgrglobal.com.au