Annual Report
For the year ended 30 June 2022
DGR GLOBAL LIMITED ABN 67 052 354 837
Developing tomorrow’s resources, today.
COVER PHOTO At DGR Global we are focused 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.
Corporate Directory
Chairman’s Letter
Directors’ Report
Review of operations
Information on directors
Renumeration 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
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DGR Global Limited
CORPORATE DIRECTORY
for the period ended 30 June 2022
Directors
Peter Wright - Non-executive Chairman
Nicholas Mather - Managing Director
Brian Moller - Non-executive Director
Company secretary
Geoffrey Walker
Registered office and principal
place of business
Share register
Auditor
Solicitors
Level 27
111 Eagle Street
Brisbane
QLD 4000
Phone: (07) 3303 0681
Link Market Services Limited
10 Eagle Street
Brisbane
QLD 4000
Phone: 1300 554 474
BDO Audit Pty Ltd
Level 10
12 Creek Street
Brisbane
QLD 4000
Hopgood Ganim
Level 8, Waterfront Place
1 Eagle Street
Brisbane
QLD 4000
Stock exchange listing
DGR Global Limited shares are listed on the Australian Securities Exchange
(ASX code: DGR)
Website
www.dgrglobal.com.au
Corporate Governance
Statement
www.dgrglobal.com.au/corporate-governance
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DGR Global Limited
CHAIRMAN’S LETTER
for the period ended 30 June 2022
Dear Shareholders,
Thank you for your continued support over what has been a volatile 12 months on both global financial markets and the
Resource sector we focus in. This after all, your company and your assets which we manage on your behalf, It a responsibility
we do not take lightly or for granted.
Over the last 12 months DGR Global Ltd (‘DGR’ or ‘the company’) its board, senior management, and staff have continued to
progress its asset base both listed and unlisted with a view to delivering long term value for its shareholders.
In parallel over this time period the company has pursued a strategy of materially reducing its overall running costs, whilst
simultaneously utilising a strong balance to preserve shareholder equity given the disparity between the company’s market
capitalisation and asset backing.
DGR is of the view that whilst there is an undeniable trend towards continued lowering of the carbon intensity of the global
economy, DGR sees as gradual and continuing process as opposed to an immediate transition.
Accordingly, DGR sees continued strong demand and pricing for traditional sources of base load power the foreseeable future
and continues its investments in this space. The company however is also aligned to what it acknowledges as a global consensus
and irreversible transition to a lower carbon environment.
DGR sees this transition as proving strong returns at an asset level and with-it strong commodity prices in this sector which the
company is exposed to given its substantial investments in Lithium and Copper.
I would also like to thank our dedicated staff at DGR and my fellow directors whom have delivered significant outcomes over
the last twelve months in a period of substantial transition as we moderated costs across the business.
In particular I would like to thank the finance team lead by CFO Geoff Walker and our Managing Director Nick Mather for their
contributions over the last 12 months.
With a current confluence of high inflation, growing Government debt, conflict in Eastern Europe and rising interest rates
globally, the next 12 months provides a challenging outlook.
Against this uncertainty shareholders can be certain that DGR will continue to responsibly progress and develop its asset portfolio
and carefully manage its balance sheet in their interests, it is after all your company.
Peter Wright
Chairman
DGR Globa
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DGR Global Limited
DIRECTORS’ REPORT
for the period ended 30 June 2022
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 2022.
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
Nicholas Mather
Brian Moller
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
(a) Capital structure Changes During the Year
Ordinary Shares
There were 68,114,751 new ordinary shares issued during the financial year ended 30 June 2022 (2021: 209,101,094) as follows:
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An aggregate of 10,422,443 ordinary shares issued pursuant to the exercise of unlisted options priced at 8.2 cents each
An aggregate of 57,692,308 ordinary shares issued pursuant to a share placement priced at 5.2 cents each.
Listed Options
There were 27,634,616 listed company options issued during the year with a strike price of 12 cents each.
(b) Financial Position and Financial Performance for the Year
Financial position
The net assets of the Group have increased by $9,479,730 to $148,730,389 as at 30 June 2022 from $139,250,659 as at 30 June
2021. This increase has primarily resulted from:
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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;
Increase in borrowings;
Increase in deferred taxation liability; offset by
Impairment on equity accounted investments.
During the past year the Group has continued investing in its mineral exploration tenements.
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DGR Global Limited
DIRECTORS’ REPORT continued
for the period ended 30 June 2022
Financial performance
For the year ended 30 June 2022, the Group loss after income tax was $9,169,564 (2021: $1,076,932). The loss for the year has
been largely driven by:
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Decrease in Management fee income;
Reduction in other income;
Impairments on equity accounted investments; partially offset by decreases in the following expenses:
Fair value adjustments on convertible notes;
Employee benefits expense;
Rehabilitation expense; and
Finance costs.
(c) 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 exploration staff 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:
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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 provides initial seed funding and management support to secure these assets in subsidiaries and develop these
assets to more advanced funding stages. The Company has 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 $26Million. Further
development of its holdings in LSE/TSX listed SolGold and AIM listed Atlantic Lithium and ASX listed Aus Tin Mining, New Peak
Metals and Armour Energy and unlisted Auburn Resources are expected over the coming years.
The previous resource exploration and funding activities of DGR’s key personnel underscore the opportunities provided by the
DGR business model. DGR Global does not generally purchase its exploration projects. DGR’s in house generative capabilities
gives the Company a strong competitive edge. DGR’s focus on provincial tenement positions covering entire sedimentary
basins or structural blocks where 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 Figure 1.
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DGR Global Limited
DIRECTORS’ REPORT continued
for the period ended 30 June 2022
Figure 1: DGR Global created investments (at 30th June 2022)
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DGR Global Limited
DIRECTORS’ REPORT continued
for the period ended 30 June 2022
Corporate
Highlights for the company during 2022 included:
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Completion of plans for exploration activities on the Ripple Resources owned South Nicholson Project area, for which
DGR is the Operator. MMI soil sampling test results from the field programme have been received and are currently being
interpreted and reviewed. Further field programmes are planned for other entities within the group, and these will
progressively commence as soon as input resources and conditions reasonably permit.
The Company continues to focus on new project generation and value creation and also continues to seek out new
investment and development opportunities to drive the creation of new resource companies.
DGR, through its interest in Armour Energy International Pty Ltd, holds an 83.18% (Armour Energy 16.82%) interest in a highly
prospective oil project in the Kanywataba Block, Uganda1.
Lifting of Force Majeure as a result of flooding and COVID-19 at Kanywataba enabling exploration work to recommence
with 2D seismic survey to be undertaken2.
Supporting 39.37% owned, public, unlisted Auburn Resources Ltd capital raising preparations and advancement towards
potential ASX listing.
Supporting 18.37% owned Armour Energy Ltd (ASX:AJQ) by way of a $4.5m finance facility3.
Appointment of Mr Peter Wright as Chairman of the Board.
Presentation at the recent Noosa Mining Conference by DGR Group Managing Director, Nick Mather.
HSEC for the group entities for which DGR acts as Operator, maintained a rolling 12-month TRIFR of 0.00 and recorded
zero environmental incidents for the corresponding period, demonstrating DGR’s continuous commitment to sustainable
and safe operations.
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.
Investments in Listed Companies
SolGold plc (8.9%) – LSE/TSX: SOLG www.solgold.com.au
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Focus on high-grade world-class copper gold porphyry systems at Cascabel in Ecuador. Cascabel is proximate to Quito
and seaports, is at low elevation, and has abundant water supplies and access to hydropower.
Exploration activities continue at a number of SolGold’s wholly owned Mineral Concessions in Ecuador, with ongoing strict
COVID-19 protocols in place.
SolGold remains the dominant explorer in the country.
Announcement of the appointment of Mr Darryl Cuzzubbo as Chief Executive Officer (CEO).
SolGold announced a maiden Mineral Resource Estimate (MRE) for the Cacharposa Porphyry Copper-Gold target at the
Porvenir Project.
SolGold announced the results of the Pre-Feasibility Study (PFS) for the Cascabel project confirming the project’s world
class, Tier 1 potential.
SolGold further announced that the Definitive Feasibility Study (DFS) is planned for completion in H2 CY23.
SolGold released a further exploration update on the Tandayama-America Porphyry Copper-Gold target at the
Cascabel project in northern Ecuador.
SolGold announced the independent NI 43-101 Technical Report for the Cacharposa Porphyry Copper-Gold target at
the Porvenir Project was completed and filed.
Announcement of the appointment of Mr Ayten Saridas as Group Chief Financial Officer (CFO).
After the end of the reporting period an announcement was made confirming the appointment of a number of key
executives.
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Copies of all of SolGold’s market releases are available on the Company’s website: www.solgold.com.au
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DGR Global Limited
DIRECTORS’ REPORT continued
for the period ended 30 June 2022
Armour Energy Limited (18.93%) – ASX: AJQ www.armourenergy.com.au
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Holds highly prospective whole basin oil and gas positions in Northern Territory and North-West Qld covering 139,000 km2,
and a track record of exploration success.
As previously announced to the market on 3 March 2021, a new company, McArthur Oil & Gas Ltd is proposed to be
created to hold the Northern Basin Oil & Gas Business and demerged from Armour through an in-specie share distribution
to existing shareholders.
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.
Appointment of Morgans as Lead Manager for the McArthur Oil & Gas IPO.
The maiden Australian investment of Stonehouse Energy to fund 100% of the capital cost in return for 50% share of Armour’s
Myall Creek 2 Well was announced.
The appointment of Mr Geoff Walker as Chief Financial Officer was announced.
Announcement of an emissions reduction partnership and acreage divestment with PZE Limited.
A strategy and operational update was released after the end of the reporting year.
Also after the end of the reporting period, it was announced that DGR reached an agreement with Armour to provide a
$4.5m finance facility to Armour.
Copies of all of Armour Energy’s market releases are available on the Company’s website: www.armourenergy.com.au
Atlantic Lithium Limited (9.07%) – LSE: ALL and OTC:ALLIF www.atlanticlithium.com.au
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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.
Retention of highly prospective hematite rich iron targets in Tchibanga and Belinga Sud licence areas in Gabon (total
tenure 5,400km2).
Atlantic Lithium has released a number of project related announcements and exploration updates during, including
several updates to the ongoing high-grade infill drilling results and a significant Mineral Resource Estimate (MRE) upgrade
at its Ewoyaa Lithium Project in Ghana.
Announcement that the Ewoyaa Lithium Project had secured conditional funding to production of USD102m, followed
by a further announcement that the conditions precedent to the execution of the binding agreement with Piedmont
Lithium Inc. had been satisfied to fully fund and fast track the Ewoyaa to production.
Atlantic Lithium also reported commencement of a further drilling programme with approximately 12,000m of exploration,
6,000m of resource extension and 960m of geotechnical drilling planned.
Completion of the demerger of the gold assets held in Cote d’Ivoire and Chad into Ricca Resources Ltd, a new gold
focussed entity structured to permit quotation on a recognised stock exchange.
The sudden passing of Atlantic Lithium’s CEO and Managing Director, Mr Vincent Mascolo was announced on 10 March
2022.
Announcement of the appointment of Amanda Harsas to the Board as Finance Director.
Announcement of Mr Lennard Alexander Kolff Van Oosterwijk to the Board of Directors and as interim CEO.
Announcement of positive metallurgical test-work results in support of the Pre-Feasibility Study ("PFS") underway for the
Ewoyaa Lithium Project.
In a corporate update released after the end of the reporting year, appointment of Canaccord Genuity (Australia)
Limited as Lead Manager and a proposed listing on the official list of the Australian Securities Exchange ("ASX") was
announced.
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Copies of all of Atlantic Lithium’s market releases are available on the Company’s website: www.atlanticlithium.com.au
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DGR Global Limited
DIRECTORS’ REPORT continued
for the period ended 30 June 2022
New Peak Metals Limited (8.54%) – ASX: NPM www.newpeak.com.au
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Focused on exploring for alternative world class gold deposits in multiple, diverse jurisdictions including New Zealand,
Argentina, Sweden, and Finland as well as other precious and base metals project opportunities.
NewPeak Metals announced final results from the first phase drilling programme at its Tampere Gold Project in Finland.
NewPeak Metals announced a secondary listing on the Frankfurt Stock Exchange (FWB®).
Project updates were announced, including review of traverse mapping and data, and receipt of results from recent
rock chip sampling at the Cachi Gold Project.
Announcement of the recommencement of trading on the ASX of Lakes Blue Energy NL (ASX:LKO) of which NewPeak
Metals is currently the largest shareholder.
Announcement of the appointment of Mr John Haley as CFO and Company Secretary.
Announcement of the appointment of Mr Boyd White as interim CEO.
After the end of the reporting period, an announcement that Lakes Blue Energy NL (ASX:LKO) has executed a Technical
Cooperation Agreement with French Major, TotalEnergies.
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Copies of all of NewPeak Metals’ market releases are available on the company’s website: www.newpeak.com.au
AusTin Mining Limited (11.25%) – ASX: ANW www.austinmining.com.au
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Focussing on a diverse commodity base including cobalt, nickel, and metallurgical coal.
Confirmation of completion of the divestment of the Taronga Tin Project for a combination of cash and equity to UK
based First Tin Limited was announced on 11 April 2022.
Announcement of the appointment of Mr Ricky Walker as Exploration Manager for the Ashford coal project and the
Kildanga/Mt Cobalt cobalt/base metals project.
Announcement of the appointment of Mr John Haley as CFO and Company Secretary.
Announcement of the appointment of Mr Peter Westerhuis as Chief Executive Officer.
Release of a company update after the end of the reporting year.
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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 onset of a wetter than ‘normal’ wet season, followed by a series of significant rainfall events in a number of the
group's project areas.
Significant activities which occurred during the year included:
Auburn Resources Limited (39.37%) www.auburnresources.com.au
Auburn Resources is focused on the discovery and development of copper, gold, nickel, cobalt and zinc deposits in Eastern
Queensland and the Northern Territory.
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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.
Planning well advanced for proposed ASX listing in 2022, with opportunities for a proposed capital raise to support
systematic exploration and near-term discovery being pursued.
Field exploration mapping and first phase sampling programme on the recently acquired South Nicholson Project
completed in late 2021, with assay results received and now being interpreted and reviewed.
Field Announcement of the Earn-in and JV Agreement with Chase Mining Limited (ASX:CML) for the Hawkwood Project7
with exploration drilling planned to begin in Q3 CY2022.
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DGR Global Limited
DIRECTORS’ REPORT continued
for the period ended 30 June 2022
Figure 2: Location map of Auburn Resources project portfolio by commodity and deposit type.
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:
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Reprocessing of existing 2D seismic data
Geochemical surface soil gas sampling program
2D seismic programme
Basin Analysis study
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DGR Global Limited
DIRECTORS’ REPORT continued
for the period ended 30 June 2022
Figure 3: Location of the Kanywataba Block in Uganda
Pinnacle Gold Pty Ltd (94.34%)
Pinnacle Gold holds 6 Exploration Permits (EPMs) for gold, nickel, and antimony in North Queensland and 2 Mineral Exploration
Licenses (ELs) 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 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.
No on ground exploration activities were undertaken in the reporting year.
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DGR Global Limited
DIRECTORS’ REPORT continued
for the period ended 30 June 2022
Figure 4: EPM Locations Queensland
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.
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DGR Global Limited
DIRECTORS’ REPORT continued
for the period ended 30 June 2022
Figure 5: Pinnacle Gold EL Locations Northern Territory
Figure 6: NT stitched RTP magnetic image of the Tennant Creek region showing anomolous gold MMI catchments and EL
location
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DGR Global Limited
DIRECTORS’ REPORT continued
for the period ended 30 June 2022
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.
Figure 7: Coolgarra EPM Locations Queensland
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DGR Global Limited
DIRECTORS’ REPORT continued
for the period ended 30 June 2022
Figure 8 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.
Hartz Rare Earths Pty Ltd (100%)
Hartz Rare Earths (HRE) have applications for two Mineral Exploration Licenses (ELs) in the Northern Territory. The project area
is located approximately 855km south of Darwin and 420km north-west of Alice Springs.
Figure 8: Soil Sample Grid on southern section of EPM 19270
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.
Figure 9: Geoscience Australia MMITM stream sediment geochemistry map
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DGR Global Limited
DIRECTORS’ REPORT continued
for the period ended 30 June 2022
Mineral Resources
Figure 10: License application location map
Following a resource drilling programme that was announced to the ASX on 4 August 20147, the Shamrock Tailings Dam
contains a JORC 2012 compliant Mineral Resource of:
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Indicated: 770,000 tonnes @ 0.58 g/t Au for 450,000 grams (14,000 ounces) gold, and
Inferred: 770,000 tonnes @ 11 g/t Ag for 8,242,400 grams (265,000 ounces) silver.
There has been no change to this Mineral Resource since that time.
Future Developments
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 and market conditions.
Competent Persons Statement
The information herein that relates to Exploration Targets, Exploration Results and/or Mineral Resources is based on information
compiled by Nicholas Mather B.Sc (Hons) Geol., who is a Member of The Australian Institute of Mining and Metallurgy. Mr
Mather 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).
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 Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves. This public report is issued with the
prior written consent of the Competent Person(s) as to the form and context in which it appears.
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DGR Global Limited
DIRECTORS’ REPORT continued
for the period ended 30 June 2022
Footnotes:
1AJQ ASX Release 14/9/17
2DGR ASX Release 9/8/21
3AJQ:ASX Release 6/7/22
4DGR ASX Release 20/5/19
5DGR ASX Releases 3/7, 5/7/17, 8/11/18
6DGE ASX Release 15/5/21
7DGR ASX Release 27/10/21
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DGR Global Limited
DIRECTORS’ REPORT continued
for the period ended 30 June 2022
Significant changes in the state of affairs
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 (refer to note 19).
On 26 October 2021, DGR Global Limited acquired 83.18% of the ordinary shares of Armour Energy International Limited (AEI)
for a total consideration of $3,066,000 (refer to note 31). AEI is an investment holding company whose principal asset is an
investment in Armour Energy Uganda SMC Limited (AEU), a wholly-owned subsidiary of AEI. AEU is an exploration company
located in Uganda.
There were no other significant changes in the state of affairs of the Group during the financial year.
Matters subsequent to the end of the financial year
Subsequent to the reporting date, the Company increased the convertible note facility to McArthur Oil and Gas Ltd (MOG)
by $2,000,000 to $8,500,000 (refer note 12). MOG has drawn down $3,500,000 on this facility post 30 June 2022.
No other matter or circumstance has arisen since 30 June 2022 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.
Likely developments and expected results of operations
Information on likely developments in the operations of the Group and the expected results of operations have not been
included in this report because the directors believe it would be likely to result in unreasonable prejudice to the Group.
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.
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 dam EC and pH, monitoring the condition of the background environment (native flora, weeds etc) and the growth
performance of different species types.
17
DGR Global Limited
DIRECTORS’ REPORT continued
for the period ended 30 June 2022
Climate change risk
The Group does not consider that it currently has a material exposure to the risks associated with Climate Change. Accordingly,
the Group does not consider it necessary to reflect any impact associated with Climate Change risks (eg. impairments,
provisions) in its financial statements for the year ended 30 June 2022. The Group considers the following matters to be relevant
to this conclusion:
(i)
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 greenfields exploration focus means that the Group currently has no significant man-made infrastructure
that would be subject to the potential physical risks associated with Climate Change. Furthermore, the Group has a
minimal carbon footprint and negligible emissions;
(ii)
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;
(iii) 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;
(iv) 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;
(v) 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;
(vi) 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.
Information on directors
Name:
Title:
Qualifications:
Experience and expertise:
Other current directorships:
Former directorships (last 3 years):
Special responsibilities:
Interests in shares:
Interests in options:
Peter Wright
Non-executive Chairman (appointed 26 August 2021)
BCom, BEcon
Peter Wright is a partner at Bizzell Capital Partners (BCP), a Brisbane based Corporate
Advisory and Funds Management Firm. Peter has over 20 years experience working
primarily in asset transactions, corporate advisory assignments, research and primary
market transactions.
Greenwing Resources Limited (formerly Bass Metals Limited) (since 2 September 2016)
Laneway Resources Limited (since 31 October 2017)
None
Chairman
Nil
Nil
18
DGR Global Limited
DIRECTORS’ REPORT continued
for the period ended 30 June 2022
Name:
Title:
Qualifications:
Experience and expertise:
Other current directorships:
Former directorships (last 3 years):
Special responsibilities:
Interests in shares:
Interests in options:
Name:
Title:
Qualifications:
Experience and expertise:
Other current directorships:
Former directorships (last 3 years):
Special responsibilities:
Interests in shares:
Interests in options:
Nicholas Mather
Executive Director
BSc (Hons,Geol), MAusIMM
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 Ballarat Goldfields NL, having assisted that
company in its re-emergence as a significant emerging gold producer.
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)
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)
Atlantic Lithium Limited (formerly IronRidge Resources Limited), which is listed on the
London Stock Exchange (AIM) (from 5 September 2007 to 28 June 2021)
Managing Director and Chief Executive Officer
170,530,128
11,683,684
Brian Moller
Non-Executive Director
LLB (Hons)
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
almost exclusively in the corporate area with an emphasis on capital raising, mergers
and 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.
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)
Tempest Minerals Limited – formerly Lithium Consolidated Mineral Exploration Limited
(since 13 October 2016)
Aguia Resources Limited (resigned 14 June 2019)
SolGold plc, which is dual-listed on the London Stock Exchange and the Toronto Stock
Exchange (from 11 May 2005 to 15 December 2021)
Member of the Audit and Risk Committee and the Remuneration Committee
9,933,170
432,448
'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.
19
DGR Global Limited
DIRECTORS’ REPORT continued
for the period ended 30 June 2022
Company secretary
The previous company secretary, Karl Schlobohm, resigned on 31 January 2022 and was replaced by Geoffrey Walker from
this date. Geoff is a Chartered Accountant with over 30 years of commercial experience including as Chief Financial Officer
of ASX listed entities. Geoff also acts as the Company Secretary for ASX-listed Armour Energy 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 2022, and the number of meetings attended by each director were:
Full Board
Attended Held
Audit and Risk Management Committee Remuneration Committee
Attended
Held
Attended
Held
Peter Wright
Nicholas Mather
Brian Moller
9
9
9
9
9
9
2
2
2
2
2
2
-
-
-
-
-
-
Held: represents the number of meetings held during the time the director held office or was a member of the relevant
committee.
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 formal Remuneration Committee Charter, which has been adopted by the Board and is available from
the Corporate Governance section of the Company’s website.
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.
Key management personnel are those persons having authority and responsibility for planning, directing and controlling the
activities of the Company, directly or indirectly, including all directors.
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
The performance of the Company depends upon the quality of its Directors and Executives. To prosper, the Company must
attract, 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 and Executive team. Such officers are given the opportunity to receive their base remuneration in a
variety of forms including cash 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.
20
DGR Global Limited
DIRECTORS’ REPORT continued
for the period ended 30 June 2022
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. The Board’s policy is to align Director and Executive
objectives with shareholder and business objectives by providing a fixed remuneration component and offering long-term
incentives.
In accordance with best practice corporate governance, the structure of Non-Executive Director and Executive Director and
Senior Management remuneration is separate and distinct.
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.
The Constitution of the Company provides that the Non-Executive Directors are entitled to remuneration as determined by the
Company in general meeting to be apportioned among them in such manner as the Directors agree and, in default of
agreement, 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
addition to or instead of the remuneration referred to above. However, no payment can be made if the effect would be to
exceed the maximum aggregate amount payable to Non-Executive Directors. A Non-Executive Director is entitled to be paid
travelling and 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 2022 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 both fixed and variable components.
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;
salign the interests of Executives with those of shareholders;
link reward with the strategic goals and performance of the Company; and
ensure total remuneration is competitive by market standards.
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:
●
●
performance based salary increases and/or bonuses; and/or
the issue of options.
During 2022 discretionary bonuses amounting to $76,500 were paid to Key Management Personnel (2021: $nil). There were no
performance-based salary increases or options issued that were performance-related.
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. All employees have the opportunity to qualify for participation in the DGR
Global Employee Share Option Plan.
The remuneration of the Executive Director and Senior Management for the year ended 30 June 2022 is detailed in this
Remuneration Report.
21
DGR Global Limited
DIRECTORS’ REPORT continued
for the period ended 30 June 2022
Consolidated entity performance and link to remuneration
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.
During the year ended 30 June 2022, the market price of the Company’s ordinary shares ranged from a low of $0.055 to a high
of $0.085.
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 2022.
Voting and comments made at the Company's 31 January 2022 Annual General Meeting ('AGM')
At the 31 January 2022 AGM, 83.33% of the votes received supported the adoption of the remuneration report for the year
ended 30 June 2021. The Company did not receive any specific feedback at the AGM regarding its remuneration practices.
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:
●
●
●
Peter Wright - Non-Executive Chairman
Nicholas Mather - Executive Director
Brian Moller - Non-Executive Director
And the following persons:
●
●
●
Geoffrey Walker - Company Secretary and Chief Financial Officer (appointed 31 January 2022)
Peter Burge - Group General Counsel (resigned 31 December 2021)
Karl Schlobohm - Company Secretary and Interim Chief Financial Officer (resigned 31 January 2022)
22
DGR Global Limited
DIRECTORS’ REPORT continued
for the period ended 30 June 2022
Remuneration Details
Short-term benefits
Post-
employmen
t benefits
Long-term
benefits
Share-
based
payments
2022
Non-Executive
Directors:
Peter Wright
Brian Moller
Executive
Directors:
Nicholas
Mather
Other Key
Management
Personnel:
Geoffrey
Walker(1)
Peter Burge(3)
Karl
Schlobohm(1) (2)
Cash salary
and fees
$
Cash
bonus
$
Non-cash
and other* annuation
Super-
$
$
Long service
leave
$
Equity-
settled
$
Termination
benefits
$
Total
$
91,666
66,666
45,000
-
30,457
30,457
300,000
20,000
30,457
-
-
-
138,885
172,030
220,389
989,636
11,500
-
11,629
8,307
-
76,500
8,306
119,613
13,588
12,225
-
25,813
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
167,123
97,123
-
350,457
-
241,643
175,602
434,205
-
241,643
228,695
1,453,205
*
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) Karl Schlobohm resigned as Company Secretary and Interim Chief Financial Officer on 31 January 2022. Geoffrey Walker
commenced employment with the Company on 24 November 2021, and was appointed Company Secretary and Chief
Financial Officer on 31 January 2022. The amounts shown above for Geoff, include Geoff's remuneration prior to his
appointment as Chief Financial Officer and Company Secretary on 31 January 2022.
(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) Peter Burge resigned on 31 December 2021.
23
DGR Global Limited
DIRECTORS’ REPORT continued
for the period ended 30 June 2022
Short-term benefits
Post-
employmen
t benefits
Long-term
benefits
Share-
based
payments
2021
Non-Executive Directors:
Brian Moller
Vincent Mascolo(1)
Peter Wright(1)
Ben Cleary(1)
Executive Directors:
Nicholas Mather
Other Key Management
Personnel:
Karl Schlobohm(2)
Priy Jayasuriya(3)
Peter Burge
Cash salary
and fees
$
Cash
bonus
$
Non-cash
and other* annuation
Super-
$
$
Long service
leave
$
Equity-
settled
$
Total
$
50,000
50,000
22,581
27,419
300,000
293,440
121,821
360,214
1,225,475
-
-
-
-
-
-
-
-
-
22,888
22,888
7,243
10,140
32,160
-
-
-
-
-
22,888
11,243
32,488
161,938
-
11,573
24,452
36,025
-
-
-
-
-
-
-
-
-
-
-
-
-
72,888
72,888
29,824
37,559
-
332,160
-
-
-
-
316,328
144,637
417,154
1,423,438
*
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.
Performance income as a portion of total remuneration
The proportion of remuneration linked to performance and the fixed proportion are as follows:
Name
Non-Executive Directors:
Brian Moller
Vincent Mascolo
Peter Wright
Ben Cleary
Executive Directors:
Nicholas Mather
Other Key Management
Personnel:
Geoffrey Walker
Peter Burge
Karl Schlobohm
Priy Jayasuriya
Fixed remuneration
2021
2022
At risk - STI
At risk - LTI
2022
2021
2022
2021
100%
-
73%
-
100%
100%
100%
100%
-
-
27%
-
94%
100%
6%
93%
100%
100%
-
-
100%
100%
100%
24
7%
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
DGR Global Limited
DIRECTORS’ REPORT continued
for the period ended 30 June 2022
The proportion of the cash bonus paid/payable or forfeited is as follows:
Name
Non-Executive Directors:
Peter Wright
Executive Directors:
Nicholas Mather
Other Key Management Personnel:
Geoffrey Walker
Cash bonus paid/payable
2022
2021
Cash bonus forfeited
2021
2022
100%
100%
100%
-
-
-
-
-
-
-
-
-
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:
●
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);
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 and Chief Financial Officer
Former Company Secretary and Interim Chief Financial Officer*
Group General Counsel
Base Salary
$230,000
$213,000
$350,000
25
DGR Global Limited
DIRECTORS’ REPORT continued
For the period ended 30 June 2022
*
Karl Schlobohm, the Company Secretary, was appointed Interim Chief Financial Officer on 10 November 2020. 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). Karl Schlobohm resigned as Company Secretary
and Interim CFO on 31 January 2022.
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
Payouts upon resignation or termination, outside industrial regulations (i.e. ‘golden
handshakes’)
Company Policy
Non-specific
Board discretion
Board discretion
1 - 3 months
Company may terminate at any
time
None
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 2022.
Options
There were no options over ordinary shares issued to directors and other key management personnel as part of compensation
that were outstanding as at 30 June 2022.
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 2022.
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)
5.70
(0.88)
6.20
(0.12)
5.30
(0.90)
10.50
(0.70)
9.00
-
2022
2021
2020
2019
2018
26
DGR Global Limited
DIRECTORS’ REPORT continued
For the period ended 30 June 2022
Additional disclosures relating to key management personnel
Shareholding
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
Ordinary shares
Directors
Peter Wright
Nicholas Mather
Brian Moller
Other key management personnel
Geoffrey Walker
Peter Burge
Karl Schlobohm(1)
Balance at
Received
the start of as part of
Received on
exercise of
the year
remuneration
options
Net change
other*
Balance at
the end of
the year
-
163,545,563
9,933,170
-
-
-
6,338,238
179,816,971
-
-
-
-
-
-
-
-
-
6,984,565
-
-
-
-
-
6,984,565
-
-
-
-
170,530,128
9,933,170
-
100,000
-
(6,338,238)
(6,238,238)
-
100,000
-
-
180,563,298
*
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.
Auburn Resources Limited
Ordinary shares
Directors
Peter Wright
Nicholas Mather
Brian Moller
Other key management personnel
Geoffrey Walker
Peter Burge
Karl Schlobohm(1)
Balance at
the start of
the year
Received
as part of
remuneration
Received on
exercise of
options
Net change
other*
Balance at
the end of
the year
-
-
33,334
-
-
-
33,334
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
33,334
-
-
-
33,334
*
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.
27
DGR Global Limited
DIRECTORS’ REPORT continued
for the period ended 30 June 2022
Pinnacle Gold Pty Limited
Ordinary shares
Directors
Peter Wright
Nicholas Mather
Brian Moller
Other key management personnel
Geoffrey Walker
Peter Burge
Karl Schlobohm(1)
Balance at
the start of
the year
Received
as part of
remuneration
Received on
exercise of
options
Net change
other*
Balance at
the end of
the year
-
200,000
-
-
-
-
100,000
300,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
200,000
-
-
-
-
(100,000)
-
-
-
-
(100,000)
200,000
*
Includes the balance of shares held on appointment/resignation, and shares acquired and sold for cash in on-market
transactions.
(1) Karl Schlobohm resigned on 31 January 2022. Upon resignation, Karl held 6,338,238 ordinary shares in DGR Global Limited,
45,000 ordinary shares in Auburn Resources Limited and 100,000 ordinary shares in Pinnacle Gold Pty Limited.
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
Options over ordinary shares
Directors
Peter Wright
Nicholas Mather
Brian Moller
Other key management personnel
Geoffrey Walker
Karl Schlobohm(1)
Balance at
the start of Granted as
the year
remuneration
Exercised
Expired/
forfeited/ net
change
other*
Balance at
the end of
the year
-
18,668,249
838,114
-
699,303
20,205,666
-
-
-
-
-
-
-
(6,984,565)
-
-
-
(405,666)
-
11,683,684
432,448
-
-
(6,984,565)
-
(699,303)
(1,104,969)
-
-
12,116,132
*
Includes the balance of options held on appointment/resignation, and options expired during the period.
(1) Karl Schlobohm resigned on 31 January 2022.
Auburn Resources Limited
There were no options over ordinary shares in Auburn Resources Limited held during the financial year by Directors or key
management personnel.
28
DGR Global Limited
DIRECTORS’ REPORT continued
for the period ended 30 June 2022
Pinnacle Gold Pty Ltd
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 $57,132 (2021:
$253,293) 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 2022 there was a balance of $1,581 owing (2021 : $52,069) included within current liabilities.
This concludes the remuneration report, which has been audited.
Shares under option
Unissued ordinary shares of DGR Global Limited under option at the date of this report are as follows:
Grant date
22 October 2020
4 November 2021
8 February 2021
7 July 2021
Expiry date
25 September 2023
25 September 2023
25 September 2023
25 September 2023
Exercise
price
Number
under option
$0.120
$0.120
$0.120
$0.120
12,346,688
89,093,375
35,975,007
27,634,616
165,049,686
At the date of this report, there is no unissued ordinary shares of Auburn Resources Limited or Pinnacle Gold Pty Ltd under
option.
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.
Shares issued on the exercise of options
There were 10,422,443 ordinary shares of DGR Global Limited issued on the exercise of options during the year ended 30 June
2022 and up to the date of this report (2021: 896,347).
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
The Company has not, during or since the end of the financial year, indemnified or agreed to indemnify the auditor of the
Company or any related entity against a liability incurred by the auditor.
During the financial year, the Company has not paid a premium in respect of a contract to insure the auditor of the Company
or any related entity.
29
DGR Global Limited
DIRECTORS’ REPORT continued
for the period ended 30 June 2022
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 the Company for all or part of those proceedings.
Non-audit services
There were no non-audit services provided during the financial year by the auditor.
Officers of the Company who are former directors of BDO Audit Pty Limited
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.
On behalf of the directors
___________________________
Nicholas Mather
Managing Director
30 September 2022
30
DGR Global Limited
AUDITOR’S INDEPENDENCE DECLARATION
for the period ended 30 June 2022
Tel: +61 7 3237 5999
Fax: +61 7 3221 9227
www.bdo.com.au
Level 10, 12 Creek Street
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 2022, 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 2022
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.
31
DGR Global Limited
FINANCIAL REPORT
for the period ended 30 June 2022
Consolidated statement of profit or loss and other comprehensive income
Consolidated statement of financial position
Consolidated statement of changes in equity
Consolidated statement of cash flows
Notes to the consolidated financial statements
Directors' declaration
Independent auditor's report to the members of DGR Global Limited
Shareholder information
General information
33
35
36
38
39
83
84
90
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 2022. The
directors have the power to amend and reissue the financial statements.
32
DGR Global Limited
CONSOLIDATED STATEMENT OF PROFIT OR
LOSS AND OTHER COMPREHENSIVE INCOME
for the period ended 30 June2022
Revenue
Share of losses of associates accounted for using the equity method
Other income
Interest revenue
(Impairment)/reversal of impairment - investment in associate
Reversal of impairment - corporate bond investments
Movement in fair value of options
Movement in fair value of convertible note payable
Movement in fair value of convertible note receivable
Expenses
Administration and consulting expenses
Depreciation expense
Employee benefits expense
Exploration and evaluation assets written off
Legal expenses
Rehabilitation expense
Finance costs
Total expenses
Note
Consolidated
2022
$
2021
$
4
11
5
11
12
12
16
12
13
14
18
6
761,141
1,440,000
(2,033,652)
580,370
538,681
(6,286,099)
168,666
132,439
-
1,896,231
(1,795,515)
(443,902)
(1,887,523)
(24,750)
(160,697)
-
(205,528)
(4,517,915)
(1,875,319)
920,753
403,175
3,170,857
558,026
-
(83,889)
(1,000,000)
(1,636,750)
(442,437)
(2,054,258)
(26,968)
(365,161)
(213,076)
(554,097)
(5,292,747)
Loss before income tax (expense)/benefit
(8,760,138)
(1,759,144)
Income tax (expense)/benefit
7
(409,426)
682,212
Loss after income tax (expense)/benefit for the year
(9,169,564)
(1,076,932)
Other comprehensive income
Items that will not be reclassified subsequently to profit or loss
Fair value gain on the revaluation of equity instruments at fair value through other
comprehensive income
Tax effect of net fair value gains on equity instruments
Share of other comprehensive income of associates
21
21
21
17,180,156
(1,791,497)
234,257
43,522,740
(8,802,191)
(103,125)
Other comprehensive income for the year, net of tax
Total comprehensive income for the year
Loss for the year is attributable to:
Non-controlling interest
Owners of DGR Global Limited
15,622,916
34,617,424
6,453,352
33,540,492
(29,054)
(9,140,510)
(15,980)
(1,060,952)
(9,169,564)
(1,076,932)
The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction with the
accompanying notes
33
DGR Global Limited
CONSOLIDATED STATEMENT OF PROFIT OR
LOSS AND OTHER COMPREHENSIVE INCOME
for the period ended 30 June 2022
Total comprehensive income for the year is attributable to:
Non-controlling interest
Owners of DGR Global Limited
Basic earnings per share
Diluted earnings per share
Note
Consolidated
2022
$
2021
$
(29,054)
6,482,406
(15,980)
33,556,472
6,453,352
33,540,492
Cents
Cents
35
35
(0.88)
(0.88)
(0.12)
(0.12)
The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes
34
DGR Global Limited
CONSOLIDATED STATEMENT OF FINANCIAL
POSITION for the period ended 30 June 2022
Assets
Current assets
Cash and cash equivalents
Trade and other receivables
Other assets
Total current assets
Non-current assets
Investments accounted for using the equity method
Other financial assets
Property, plant and equipment
Exploration and evaluation
Total non-current assets
Total assets
Liabilities
Current liabilities
Trade and other payables
Lease liabilities
Total current liabilities
Non-current liabilities
Borrowings
Lease liabilities
Deferred tax
Provisions
Total non-current liabilities
Total liabilities
Net assets
Equity
Issued capital
Prepaid capital
Reserves
Accumulated losses
Equity attributable to the owners of DGR Global Limited
Non-controlling interest
Total equity
Note
Consolidated
2022
$
2021
$
8
9
10
11
12
13
14
15
17
16
17
7
18
19
20
21
2,576,198
2,203,082
856,871
5,636,151
1,949,698
703,951
1,995,839
4,649,488
2,248,258
153,300,038
1,306,081
17,505,637
174,360,014
6,434,252
139,742,096
1,720,351
13,389,188
161,285,887
179,996,165
165,935,375
1,523,012
485,417
2,008,429
1,834,745
414,214
2,248,959
3,116,862
619,555
24,071,258
1,449,672
29,257,347
-
1,104,971
21,874,439
1,456,347
24,435,757
31,265,776
26,684,716
148,730,389
139,250,659
57,932,187
-
123,448,812
(35,879,140)
145,501,859
3,228,530
54,174,709
1,500,000
107,988,780
(26,738,630)
136,924,859
2,325,800
148,730,389
139,250,659
The above consolidated statement of financial position should be read in conjunction with the accompanying notes
35
DGR Global Limited
CONSOLIDATED STATEMENT OF CHANGES
IN EQUITY for the period ended 30 June 2022
Consolidated
Issued
capital
$
Prepaid
capital
$
Reserves
$
Accumulated
losses
$
Non-
controlling
interest
$
Total equity
$
Balance at 1 July 2020
38,911,767
-
72,449,393
(25,677,678)
1,736,341
87,419,823
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)
Share-based payments (note 36)
Change in interest in controlled
entity (note 21)
Shares issued to non-controlling
interest (note 31)
Contributions of prepaid capital,
net of transaction costs (note 20)
-
-
-
15,262,942
-
-
-
-
-
-
-
-
-
-
-
1,500,000
-
(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
-
827,402
94,561
-
-
-
-
-
-
-
-
-
15,262,942
827,402
(94,561)
-
700,000
700,000
-
1,500,000
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 consolidated statement of changes in equity should be read in conjunction with the accompanying notes
36
DGR Global Limited
CONSOLIDATED STATEMENT OF CHANGES
IN EQUITY for the period ended 30 June 2022
Consolidated
Issued
capital
$
Prepaid
capital
$
Reserves
$
Accumulated
losses
$
Non-
controlling
interest
$
Total equity
$
Balance at 1 July 2021
54,174,709
1,500,000
107,988,780
(26,738,630)
2,325,800
139,250,659
Loss after income tax expense
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)
Share-based payments (note 36)
Shares issued to non-controlling
interest in Auburn Resources Ltd
Change in interest in controlled
entity
Acquisition of subsidiary - Armour
Energy International Ltd (note
31)
-
-
-
-
-
-
-
(9,140,510)
(29,054)
(9,169,564)
15,622,916
-
-
15,622,916
15,622,916
(9,140,510)
(29,054)
6,453,352
3,757,478
-
(1,500,000)
-
-
-
-
-
-
-
-
84,361
-
(247,245)
-
-
-
-
-
-
-
-
2,257,478
84,361
261,538
261,538
247,245
-
423,001
423,001
Balance at 30 June 2022
57,932,187
-
123,448,812
(35,879,140)
3,228,530
148,730,389
The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes
37
DGR Global Limited
CONSOLIDATED STATEMENT OF CASH
FLOWS for the period ended 30 June 2022
Cash flows from operating activities
Receipts in the course of operations (inclusive of GST)
Payments to suppliers and employees (inclusive of GST)
Interest received
Government grants received
Interest and other finance costs paid
Note
Consolidated
2022
$
2021
$
1,048,307
(4,282,314)
374,737
193,440
(205,528)
3,304,009
(4,262,054)
403,175
259,740
(554,097)
Net cash used in operating activities
34
(2,871,358)
(849,227)
Cash flows from investing activities
Payments for asset acquisition - net of cash acquired
Payments for other financial assets
Payments for investments in associates
Payments for property, plant and equipment
Payments for exploration and evaluation assets
Payments for security deposits
Payment of share subscription deposit for associate
Loans advanced to subsidiary prior to acquisition of the subsidiary
Loan advanced to associate
Proceeds from sale of corporate bonds and release of security deposits
Proceeds from the sale of other financial assets
Net cash used in investing activities
Cash flows from financing activities
Proceeds from issue of shares
Proceeds from the issue of shares in subsidiaries to non-controlling interests
Proceeds from borrowings
Prepaid capital
Payment of lease liabilities
Repayment of convertible note
Share issue transaction costs
Net cash from financing activities
Net increase/(decrease) in cash and cash equivalents
Cash and cash equivalents at the beginning of the financial year
14,558
(5,630,699)
(1,974,500)
(28,688)
(2,549,109)
(339,050)
(810,000)
(2,053,994)
(620,828)
1,042,000
11,146,246
-
(2,652,421)
(2,241,847)
(11,218)
(2,267,039)
(318,507)
(1,925,000)
-
-
1,756,168
-
(1,804,064)
(7,659,864)
2,354,706
261,538
3,116,862
-
(414,213)
-
(16,971)
16,081,121
-
-
1,500,000
(353,456)
(10,000,000)
(620,347)
5,301,922
6,607,318
626,500
1,949,698
(1,901,773)
3,851,471
9
12
34
20
34
34
Cash and cash equivalents at the end of the financial year
8
2,576,198
1,949,698
The above consolidated statement of cash flows should be read in conjunction with the accompanying notes
38
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
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.
New or amended Accounting Standards and Interpretations adopted
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 'parent entity') as at 30 June 2022 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'.
Subsidiaries are all those entities over which the Group has control. The Group controls an entity when the Group is exposed
to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its
power to direct the activities of the entity. Subsidiaries are fully consolidated from the date on which control is transferred to
the Group. They are de-consolidated from the date that control ceases.
Intercompany transactions, balances and unrealised gains on transactions between entities in the Group are eliminated.
Unrealised losses are also eliminated unless the transaction provides evidence of the impairment of the asset transferred.
Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by
the Group.
The acquisition of subsidiaries is accounted for using the acquisition method of accounting. A change in ownership interest,
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.
39
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
Note 1. Significant accounting policies (continued)
Non-controlling interest in the results and equity of subsidiaries are shown separately in the statement of profit or loss and other
comprehensive income, statement of financial position and statement of changes in equity of the Group. Losses incurred by
the Group are attributed to the non-controlling interest in full, even if that results in a deficit balance.
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 value of the consideration received and the fair value of any investment retained together with any gain or loss in profit or
loss.
Current and non-current classification
Assets and liabilities are presented in the statement of financial position based on current and non-current classification.
An asset is classified as current when: it is either expected to be realised or intended to be sold or consumed in the Group's
normal operating cycle; it is held primarily for the purpose of trading; it is expected to be realised within 12 months after the
reporting period; or the asset is cash or cash equivalent unless restricted from being exchanged or used to settle a liability for
at least 12 months after the reporting period. All other assets are classified as non-current.
A liability is classified as current when: it is either expected to be settled in the Group's normal operating cycle; it is held primarily
for the purpose of trading; it is due to be settled within 12 months after the reporting period; or there is no unconditional right
to defer the settlement of the liability for at least 12 months after the reporting period. All other liabilities are classified as non-
current.
Deferred tax assets and liabilities are always classified as non-current.
Associates
Associates are entities over which the Group has significant influence but not control or joint control. Investments in associates
are accounted for using the equity method. Under the equity method, the share of the profits or losses of the associate is
recognised in profit or loss and the share of the movements in equity is recognised in other comprehensive income. Investments
in associates are carried in the statement of financial position at cost plus post-acquisition changes in the Group's share of net
assets of the 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.
When the Group's share of losses in an associate equals or exceeds its interest in the associate, including any unsecured long-
term 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 and proceeds from disposal is recognised in profit or loss.
Investments and other financial assets
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 being avoided.
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 a financial asset, it's carrying value is written off.
Financial assets at amortised cost
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 whose objective is to hold assets in order to collect contractual cash flows; and (ii) the contractual terms of the financial
asset represent contractual cash flows that are solely payments of principal and interest.
40
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
Note 1. Significant accounting policies (continued)
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.
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
of fair value gains and losses to profit or loss. Dividends from such investments continue to be recognised in profit or loss as
other revenue when the Company’s right to receive payments is established (see note 11) and as long as they represent a
return on 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 the statement of profit or loss and other comprehensive income as applicable.
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 recognition, based on reasonable and supportable information that is available, without undue cost or effort to
obtain. Financial assets designated at fair value through OCI (equity instruments) are not subject to impairment assessment.
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.
41
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
Note 1. Significant accounting policies (continued)
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.
Goods and Services Tax ('GST') and other similar taxes
Revenues, expenses and assets are recognised net of the amount of associated GST, unless the GST incurred is not recoverable
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.
Receivables and payables are stated inclusive of the amount of GST receivable or payable. The net amount of GST
recoverable from, or payable to, the tax authority is included in other receivables or other payables in the statement of
financial position.
Cash flows are presented on a gross basis. The GST components of cash flows arising from investing or financing activities which
are recoverable from, or payable to the 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 2022. The Group has not yet
assessed the impact of these new or amended Accounting Standards and Interpretations.
Note 2. Critical accounting judgements, estimates and assumptions
The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect
the reported amounts in the financial statements. Management continually evaluates its judgements and estimates in relation
to assets, liabilities, contingent liabilities, revenue and expenses. Management bases its judgements, estimates and assumptions
on historical 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
The Group measures the cost of equity-settled transactions with employees by reference to the fair value of the equity
instruments at the date at which they are granted. The fair value is determined by using either the Binomial or Black-Scholes
model taking into 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 solely the principal and interest. Refer to note 16 for further details.
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 reporting date.
42
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
Note 2. Critical accounting judgements, estimates and assumptions (continued)
The Directors have assessed that for the exploration and evaluation assets recognised at 30 June 2022, 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 2022 were $17,505,637 (2021: $13,389,188).
Key judgements – Significant influence over Associates
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,
composition of the Board and the ability to direct decisions arrived at during Board meetings were considered. Based on the
factors considered, it was concluded that the Group does not control these companies but rather has the ability to exert
significant influence. Accordingly, the Group’s investments in these companies have been accounted for under the equity
accounting method.
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 had significant influence included, the Group’s voting power in comparison to other
shareholders, specific rights, corporate governance arrangements and the power to veto significant financial and operating
decisions.
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 and 30 June 2022 was 16.18% and 18.37% respectively. 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 Atlantic Lithium Limited (ALL) (formerly IronRidge Resources
Limited) fell below 20%. The Group's management concluded that DGR lost significant influence over ALL when its ownership
percentage fell below 20% on 11 May 2020. ALL 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.
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.
Key judgements - Recognition of investment in Atlantic Lithium Limited
Shares held by the Group in Atlantic Lithium Limited have been used as security for a loan advanced to DGR Global Limited
(refer to note 12). Title to 12,000,000 ordinary shares in Atlantic Lithium Limited, representing 22.81% of the total number of shares
owned by DGR at 30 June 2022, has been transferred to the lender in terms of a Deed of Security. Although title in the shares
has been transferred to the lender, the Directors have assessed that DGR has retained substantially all the risks and rewards of
ownership of the shares and continues to recognise the investment in the shares.
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.
43
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
Note 3. Operating segments (continued)
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.
The Group reports information to the Board of Directors along company lines. That is, the financial position of DGR and each
of its 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.
Operating segment information
Consolidated - 2022
Revenue
Provision of services to external customers
Interest revenue
Total revenue
Segment net loss before tax
Share of losses of associates
Impairment of investment in associate
Loss before income tax expense
Income tax expense
Loss after income tax expense
Assets
Segment assets
Intersegment eliminations
Total assets
Liabilities
Segment liabilities
Intersegment eliminations
Total liabilities
All segment asset additions occur in Australia.
Auburn
DGR Global Resources
$
$
Armour
Energy
International
$
Other
$
Total
$
761,141
538,681
1,299,822
(314,600)
-
-
(314,600)
-
-
-
-
-
-
-
-
-
761,141
538,681
1,299,822
(30,470)
-
-
(30,470)
(58,135)
-
-
(58,135)
(37,182)
(2,033,652)
(6,286,099)
(8,356,933)
173,952,619
4,644,172
7,869,131
1,454,646
30,933,495
417,050
5,412,457
2,427,177
44
(440,387)
(2,033,652)
(6,286,099)
(8,760,138)
(409,426)
(9,169,564)
187,920,568
(7,924,403)
179,996,165
39,190,179
(7,924,403)
31,265,776
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
Note 3. Operating segments (continued)
Consolidated - 2021
Revenue
Provision of services to external customers
Interest revenue
Total revenue
Segment net loss before tax
Share of losses of associates
Reversal of impairment of investment in associate
Profit/(loss) before income tax benefit
Income tax benefit
Loss after income tax benefit
Assets
Segment assets
Intersegment eliminations
Total assets
Liabilities
Segment liabilities
Intersegment eliminations
Total liabilities
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
(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
All segment asset additions occur in Australia.
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
Management fees - related parties
Consolidated
2022
$
2021
$
761,141
1,440,000
Disaggregation of revenue is not presented as all revenue for the current and prior years was derived from the provision of
management fees.
45
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
Note 4. Revenue (continued)
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
Government grants - including JobKeeper and Cashflow boost
Foreign currency related gains
Other - including wages recharges to other companies
Other income
Consolidated
2022
$
2021
$
193,440
316,567
70,363
259,740
347,468
313,545
580,370
920,753
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.
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
Loss before income tax includes the following specific expenses:
Finance costs
Interest and finance charges paid/payable on borrowings
Interest and finance charges paid/payable on lease liabilities
Finance costs expensed
Superannuation expense
Defined contribution superannuation expense
46
Consolidated
2022
$
2021
$
59,086
146,442
368,462
185,635
205,528
554,097
86,527
111,203
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
Note 7. Income tax
Income tax expense/(benefit)
Deferred tax
Aggregate income tax expense/(benefit)
Numerical reconciliation of income tax expense/(benefit) and tax at the statutory rate
Loss before income tax (expense)/benefit
Tax at the statutory tax rate of 30% (2021: 26%)
Tax effect amounts which are not deductible/(taxable) in calculating taxable income:
Capital gain
Other
Prior period adjustments
Derecognise tax losses
Impact of tax rate change
Income tax expense/(benefit)
Consolidated
2022
$
2021
$
409,426
(682,212)
409,426
(682,212)
(8,760,138)
(1,759,144)
(2,628,041)
(457,377)
3,078,001
(6,621)
-
(10,881)
443,339
(11,335)
59,307
(81,885)
(468,258)
-
10,173
(224,127)
409,426
(682,212)
47
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
Note 7. Income tax (continued)
30 June 2022
Deferred tax asset
Carried forward tax losses
Accruals/provisions
Capital raising costs expensed
Lease liabilities
Deferred tax liability
Financial assets at fair value through other
comprehensive income
Convertible note
Investment in associates
Exploration and evaluation assets
Right of use assets
Property, plant and equipment
Unrealised foreign exchange gains
Opening
balance
$
Net charged
to income
$
Net charged
to other
comprehensiv
e income
$
Net credited
to equity
$
Closing
balance
$
5,152,369
268,317
497,648
379,796
6,298,130
(1,251,721)
33,447
(140,239)
(103,553)
(1,462,066)
-
-
-
-
-
-
-
4,104
-
4,104
3,900,648
301,764
361,513
276,243
4,840,168
(21,118,464)
377,194
(5,141,814)
(1,900,646)
(329,702)
(59,137)
-
(28,172,569)
-
(549,334)
2,079,938
(571,823)
106,930
(477)
(12,594)
1,052,640
511,360
-
(2,302,857)
-
-
-
-
(1,791,497)
-
-
-
-
-
-
-
-
(20,607,104)
(172,140)
(5,364,733)
(2,472,469)
(222,772)
(59,614)
(12,594)
(28,911,426)
Net deferred tax recognised
(21,874,439)
(409,426)
(1,791,497)
4,104
(24,071,258)
48
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
Note 7. Income tax (continued)
Deferred tax
30 June 2021
Deferred tax asset
Carried forward tax losses
Accruals/provisions
Capital raising costs expensed
Lease liabilities
Other temporary differences
Deferred tax liability
Financial assets at fair value through other
comprehensive income
Convertible note
Investment in associates
Exploration and evaluation assets
Right of use assets
Property, plant and equipment
Opening
balance
$
Net credited
to income
$
Net charged
to other
comprehensiv
e income
$
Net credited
to equity
$
Closing
balance
$
5,080,559
266,609
134,910
561,792
6,472
6,050,342
71,810
1,708
(266,832)
(181,996)
(6,472)
(381,782)
-
-
-
-
-
-
-
-
629,570
-
-
629,570
5,152,369
268,317
497,648
379,796
-
6,298,130
(16,297,923)
294,872
(1,799,866)
(2,039,897)
(523,959)
(67,599)
(20,434,372)
-
82,322
639,702
139,251
194,257
8,462
1,063,994
(4,820,541)
-
(3,981,650)
-
-
-
(8,802,191)
-
-
-
-
-
-
-
(21,118,464)
377,194
(5,141,814)
(1,900,646)
(329,702)
(59,137)
(28,172,569)
Net deferred tax recognised
(14,384,030)
682,212
(8,802,191)
629,570
(21,874,439)
Deferred tax assets not recognised
Unrecognised tax losses
Unrecognised capital losses
Tax benefit at 25% (2021: 25%)
Consolidated
2022
$
2021
$
2,087,351
67,848
2,155,199
1,889,660
67,848
1,957,508
538,800
489,377
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 2022 under COT.
Deferred tax assets which have not been recognised as an asset, will only be obtained if:
(i)
(ii)
(iii) no changes in tax legislation adversely affect the Company in realising the losses.
the Company derives future assessable income of a nature and of an amount sufficient to enable the losses to be realised;
the Company continues to comply with the conditions for deductibility imposed by the law; and
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.
49
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
Note 7. Income tax (continued)
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.
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
Current assets
Cash at bank and in hand
Consolidated
2022
$
2021
$
2,576,198
1,949,698
Accounting policy for cash and cash equivalents
Cash and cash equivalents includes cash on hand, deposits held at call with financial institutions, other short-term, highly liquid
investments with original maturities of three months or less that are readily convertible to known amounts of cash and which
are subject to an insignificant risk of changes in value.
50
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
Note 9. Trade and other receivables
Current assets
Trade receivables
Less: Allowance for expected credit losses
Loan to associate
Other receivables
GST receivable
Consolidated
2022
$
2021
$
1,263,182
(216,872)
1,046,310
620,828
433,781
102,163
678,209
(216,872)
461,337
-
126,717
115,897
2,203,082
703,951
Allowance for expected credit losses
The ageing of the trade receivables and allowance for expected credit losses provided for are as follows:
Consolidated
Not past due
Past due 30 days
Past due 30-60 days
Past due >60 days
Total
Carrying amount
2022
$
2021
$
Allowance for expected
credit losses
2022
$
2021
$
105,702
-
43,644
1,113,836
161,024
37,480
76,761
402,944
-
-
-
216,872
-
-
-
216,872
1,263,182
678,209
216,872
216,872
As at 30 June 2022, included in trade are four significant debtors accounting for 93% (2021: three significant debtors accounting
for 83%) of the total trade receivables.
Movements in the allowance for expected credit losses are as follows:
Opening balance
Additional provisions recognised
Closing balance
Consolidated
2022
$
2021
$
216,872
-
-
216,872
216,872
216,872
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.
51
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
Note 10. Other assets
Current assets
Prepayments
Prepaid capital - associate
Note 11. Investments accounted for using the equity method
Non-current assets
Investment in Armour Energy Limited
Reconciliation
Reconciliation of the carrying amounts at the beginning and end of the current and previous
financial year are set out below:
Opening carrying amount
Loss after income tax
Other comprehensive income
Additions
(Impairment)/reversal of impairment
Closing carrying amount
Consolidated
2022
$
2021
$
46,871
810,000
70,839
1,925,000
856,871
1,995,839
Consolidated
2022
$
2021
$
2,248,258
6,434,252
6,434,252
(2,033,652)
234,257
3,899,500
(6,286,099)
2,999,992
(1,875,319)
(103,125)
2,241,847
3,170,857
2,248,258
6,434,252
The share price of Armour Energy Limited at 30 June 2022 was $0.006 (2021: $0.026). The investment in Armour Energy Limited
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:
Name
Principal place of business /
Country of incorporation
Ownership interest
2021
2022
%
%
Armour Energy Limited
Australia
18.37%
16.18%
Summarised financial information
52
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
Note 11. Investments accounted for using the equity method (continued)
Armour Energy Ltd
Ownership
interest
%
Current
assets
$
Non-current
assets
$
Current
liabilities
$
Non-current
liabilities
$
Revenue
$
Profit/(loss)
before tax
$
Other
comprehen-
sive
income
$
30 June 2022
18.37% 11,943,412 105,698,857 34,634,457 31,089,809 17,984,564 (11,068,660)
1,275,000
30 June 2021
16.18%
7,435,328 97,180,583 23,543,583 31,561,315 17,501,760 (11,592,835)
(637,500)
Reconciliation of the share of net assets to the carrying amount of the Group’s investment in associates
Share of net assets
Goodwill
Net impairment
Closing carrying amount
Note 12. Other financial assets
Non-current assets
Financial assets at fair value through other comprehensive income (a)
Financial assets at fair value through profit or loss (b)
Corporate bonds (c)
Cash on deposit held as security (d)
Security bonds (e)
(a) Financial assets at fair value through other comprehensive income
Opening balance
Additions
Disposals
Fair value adjustment through other comprehensive income (note 21)
Closing balance
53
Consolidated
2022
$
2021
$
9,537,337
17,306,238
(24,595,317)
8,010,882
16,732,588
(18,309,218)
2,248,258
6,434,252
Consolidated
2022
$
2021
$
142,524,263
7,192,614
1,504,772
-
2,078,389
135,859,654
-
2,064,106
314,000
1,504,336
153,300,038
139,742,096
Consolidated
2022
$
2021
$
135,859,654
630,699
(11,146,246)
17,180,156
90,684,493
1,652,421
-
43,522,740
142,524,263
135,859,654
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
Note 12. Other financial assets (continued)
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 Atlantic Lithium Limited (formerly IronRidge Resources Limited), listed on the LSE, an investment in the ordinary
issued capital of Canadian Nexus Team Ventures Corp (formerly 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,
an investment in the ordinary issued capital of NewPeak Metals Ltd a company listed on the Australian Securities Exchange
and an investment in the ordinary issued capital of Challenger Energy Group plc, listed on the London Stock Exchange ("LSE").
Shares held in Atlantic Lithium Limited have been used as security for a loan advanced to DGR Global Limited (refer note 16).
Title to 12,000,000 ordinary shares in Atlantic Lithium Limited, representing 22.8% of the total number of shares owned by DGR
at 30 June 2022, has been transferred to the lender in terms of a Deed of Security. Although title in the shares has been
transferred to the lender, DGR has retained substantially all the risks and rewards of ownership of the shares and continues to
recognise the investment in the shares. At 30 June 2022, the 12,000,000 ordinary shares used as security for the loan had a fair
value of $7,732,014.
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
Opening balance
Additions - Lakes Blue Energy NL (formerly Lakes Oil NL) - convertible notes (i)
Additions - Lakes Blue Energy NL (formerly Lakes Oil NL) - convertible notes in lieu of interest
Additions - McArthur Oil & Gas Ltd - convertible notes (ii)
Fair value adjustment through profit or loss - convertible notes
Fair value adjustment through profit or loss - Armour Energy Ltd options
Closing balance
Consolidated
2022
$
2021
$
-
-
163,944
5,000,000
1,896,231
132,439
-
1,000,000
-
-
(1,000,000)
-
7,192,614
-
(i) Lakes Blue Energy NL
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).
(ii) McArthur Oil and Gas Ltd
In December 2021, DGR invested in 2,000,000 redeemable exchangeable notes in McArthur Oil and Gas Ltd (MOG) at $1 per
note (total value $2,000,000) and invested in a further 3,000,000 notes in June 2022 (total value of $3,000,000). The notes have
a coupon rate of 15% per annum, accrued and capitalised monthly from the issue date. MOG is a wholly owned subsidiary of
Armour Energy Ltd (Armour) (an associate of DGR).
In June 2022, DGR agreed to provide an unsecured convertible facility of up to $4,500,000 to MOG. The first drawdown of
$3,000,000 occurred in June 2022 and the remaining drawdowns of $500,000 per month occurred in July, August and
September 2022 respectively. The facility limit was increased by an additional $2,000,000 in September 2022 and $2,000,000
has been drawdown (a total facility limit of $8,500,000). All notes, including the first 2,000,000 the Company invested in
December 2021 will, upon approval by Armour shareholders and bondholders, exchange into Armour convertible notes.
54
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
Note 12. Other financial assets (continued)
(c) Corporate bonds at amortised cost
Opening balance
Reversal of impairment
Repayment
Closing balance
Consolidated
2022
$
2021
$
2,064,106
168,666
(728,000)
2,948,248
558,026
(1,442,168)
1,504,772
2,064,106
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
Security bonds are held with the Department of Natural Resources and Mining as security for rehabilitation works required.
(f) Fair value
Refer to note 24 for fair value disclosures.
55
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
Note 13. Property, plant and equipment
Non-current assets
Land - at cost
Buildings - at cost
Less: Accumulated depreciation
Plant and equipment - at cost
Less: Accumulated depreciation
Site infrastructure - at cost
Less: Accumulated depreciation
Fixtures and fittings - at cost
Less: Accumulated depreciation
Computers and office equipment - at cost
Less: Accumulated depreciation
Right of use asset - property lease
Less: Accumulated depreciation
Consolidated
2022
$
2021
$
345,000
345,000
90,166
(41,613)
48,553
363,061
(360,059)
3,002
79,234
(39,530)
39,704
363,061
(357,505)
5,556
2,443,532
(2,443,532)
-
2,443,532
(2,443,532)
-
111,771
(110,113)
1,658
225,396
(208,614)
16,782
108,903
(108,416)
487
209,564
(198,767)
10,797
2,174,250
(1,283,164)
891,086
2,174,250
(855,443)
1,318,807
1,306,081
1,720,351
56
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
Note 13. Property, plant and equipment (continued)
Reconciliations
Reconciliations of the written down values at the beginning and end of the current and previous financial year are set out
below:
Consolidated
Balance at 1 July 2020
Additions
Depreciation expense
Balance at 30 June 2021
Additions
Depreciation expense
Land
$
Buildings
$
Plant and
equipment
$
Fixtures and
fittings
$
Computers
and office
equipment
$
Right-of-use
asset -
property
lease
$
Total
$
345,000
-
-
345,000
-
-
41,684
-
(1,980)
39,704
10,932
(2,083)
5,689
2,468
(2,601)
5,556
-
(2,554)
3,145
-
(2,658)
487
2,868
(1,697)
9,523
8,750
(7,476)
1,746,529
-
(427,722)
2,151,570
11,218
(442,437)
10,797
15,832
(9,847)
1,318,807
-
(427,721)
1,720,351
29,632
(443,902)
Balance at 30 June 2022
345,000
48,553
3,002
1,658
16,782
891,086
1,306,081
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.
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
The residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each reporting date.
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
Non-current assets
Exploration and evaluation assets - at cost
Consolidated
2022
$
2021
$
17,505,637
13,389,188
57
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
Note 14. Exploration and evaluation (continued)
Reconciliations
Reconciliations of the written down values at the beginning and end of the current and previous financial year are set out
below:
Consolidated
Balance at 1 July 2020
Additions
Write off of assets
Balance at 30 June 2021
Additions
Asset acquisitions (note 31)
Write off of assets
Balance at 30 June 2022
$
10,449,117
2,967,039
(26,968)
13,389,188
3,167,007
974,192
(24,750)
17,505,637
Accounting policy for exploration and evaluation assets
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.
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 that stage. Site restoration costs include the dismantling and removal of mining plant, equipment and building structure,
waste 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.
58
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
Note 15. Trade and other payables
Current liabilities
Trade payables
Sundry payables and accrued expenses
Employee benefits
Other payables
Consolidated
2022
$
2021
$
594,310
666,976
135,721
126,005
801,212
813,497
217,770
2,266
1,523,012
1,834,745
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 are unpaid. 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.
Note 16. Borrowings
Non-current liabilities
Loan - Equities First Holdings LLC (a)
Refer to note 23 for further information on financial instruments.
Consolidated
2022
$
2021
$
3,116,862
-
(a) Loan - Equities First Holdings LLC
On 16 December 2021, DGR Global Limited (DGR) entered into a loan agreement with Equities First Holdings LLC (EFH). EFH
advanced £1,679,302 (GBP) to DGR. The loan is secured by 12,000,000 ordinary shares held by DGR in Atlantic Lithium Limited
(refer note 12). The loan bears interest at 3.5% per annum and is repayable on 16 December 2024.
(b) Convertible notes
During the year ended 30 June 2021, the Company repaid all convertible notes. The principal terms of the convertible notes
were as follows:
Number of notes issued:
Issue price:
Interest rate:
Interest payments:
Maturity date:
Conversion terms:
Security:
50,000,000
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.
Secured by DGR’s share holding in Atlantic Lithium Limited (formelry IronRidge Resources
Limited).
59
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
Note 16. Borrowings (continued)
Movements in convertible notes carrying value
Opening balance
Movement in fair value
Notes repaid
Closing balance
Consolidated
2022
$
2021
$
-
-
-
-
9,916,111
83,889
(10,000,000)
-
Accounting policy for borrowings
Loans and borrowings are initially recognised at the fair value of the consideration received, net of transaction costs. They are
subsequently measured at amortised cost using the effective interest method, except for convertible notes which are
subsequently measured at fair value through profit or loss.
The Group's convertible notes were 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 to settle the contractual obligation. The terms and conditions applicable to the convertible notes require the Group to
settle the obligation in either cash, or in the Company's own shares.
The notes were convertible into ordinary shares of the parent entity, at the option of the holder, or repayable in October 2020.
The conversion rate was based on a variable formula subject to adjustments for share price movement. Management
determined that these terms gave rise to a derivative financial liability. The initial consideration received for the note was
deemed to be fair value of the liability at the issue date. The liability was subsequently recognised on a fair value basis at each
reporting period. The fair value at each reporting date was determined using a binomial tree model. The key assumptions used
and sensitivity of those assumptions in the binomial tree model has been disclosed above.
Consolidated
2022
$
2021
$
485,417
414,214
619,555
1,104,971
1,104,972
1,519,185
Note 17. Lease liabilities
Current liabilities
Lease liability - land and buildings
Non-current liabilities
Lease liability - land and buildings
Refer to note 23 for further information on financial instruments.
The Company leases offices for a fixed period of 5 years.
60
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
Note 17. Lease liabilities (continued)
Movements in carrying value of leases
Opening balance
Interest expense
Lease payments
Closing balance
Consolidated
2022
$
2021
$
1,519,185
146,442
(560,655)
1,872,641
185,635
(539,091)
1,104,972
1,519,185
Accounting policy for lease liabilities
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 cannot be readily determined, the Group's incremental borrowing rate. Lease payments comprise of fixed
payments less any lease incentives receivable, variable lease payments that depend on an index or a rate, amounts expected
to be paid under residual value 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 they are incurred.
Lease liabilities are measured at amortised cost using the effective interest method. The carrying amounts are remeasured if
there 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.
Note 18. Provisions
Non-current liabilities
Long service leave
Site restoration
Consolidated
2022
$
2021
$
13,257
1,436,415
19,932
1,436,415
1,449,672
1,456,347
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
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.
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.
61
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
Note 18. Provisions (continued)
Accounting policy for employee benefits
Short-term employee benefits
Liabilities for wages and salaries, including non-monetary benefits, annual leave and long service leave expected to be settled
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 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
Consolidated
2022
Shares
2021
Shares
2022
$
2021
$
Ordinary shares - fully paid
1,043,693,478
975,578,727
57,932,187
54,174,709
Movements in ordinary share capital
Details
Date
Shares
Issue price
$
Balance
Options exercised
Options exercised
Options exercised
Entitlement Offer - Institutional (a)
Entitlement Offer - Retail (a)
Additional Offer (a)
Underwriting fees (a)
Options exercised
Share issue costs
Deferred tax credit recognised directly in equity
Balance
Share placement (b)
Options exercised
Share issue costs
Deferred tax credit recognised directly in equity
1 July 2020
2 October 2020
14 October 2020
19 October 2020
22 October 2020
2 November 2020
2 November 2020
11 November 2020
11 November 2020
766,477,633
67,478
744,693
84,172
24,693,376
103,188,876
75,000,000
5,322,495
4
$0.084
$0.084
$0.084
$0.080
$0.080
$0.080
$0.080
$0.084
30 June 2021
7 July 2021
30 May 2022
975,578,727
57,692,308
10,422,443
$0.052
$0.082
Balance
30 June 2022
1,043,693,478
38,911,767
5,668
62,554
7,071
1,975,470
8,255,110
6,000,000
425,800
-
(2,098,301)
629,570
54,174,709
3,000,000
858,809
(105,435)
4,104
57,932,187
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.
62
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
Note 19. Issued capital (continued)
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.
(a) Entitlement and Additional Offers
The Company completed a capital raising program during the year ended 30 June 2021 consisting of an Entitlement Offer to
eligible shareholders and 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, 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 Fee Options have an exercise price of $0.12 per option and may be exercised at any time before 25 September 2023. The
options had a nil issue price. Additionally, there were approximately $224,752 of share issue costs settled in ordinary shares in
lieu of cash.
The Additional Offer was not underwritten.
(b) Share placement
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, and the Lead Manager was granted 6,000,000 options for services rendered (refer note 36).
Options
As at 30 June 2022, there were 165,049,686 unissued ordinary shares of DGR Global Ltd under option, held as follows:
Options on Issue in DGR Global Ltd
Number
Exercise Price
$
Expiry
Quoted options (ASX:DGRO)
165,049,686
0.120 25/09/2023
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 capital risk management policy remains unchanged from the 2021 Annual Report.
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 proceeds.
63
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
Note 20. Prepaid capital
Prepaid share capital
Consolidated
2022
$
2021
$
-
1,500,000
Prepaid capital at 30 June 2021 represented proceeds received in advance for the Strategic Placement, which was
completed on 2 July 2021. Upon the issue of the related shares on 7 July 2021, the proceeds converted to issued capital (refer
note 19).
Note 21. Reserves
Financial assets at fair value through other comprehensive income reserve
Share-based payments reserve
Change in proportionate interest reserve
Profit reserve
Consolidated
2022
$
2021
$
87,793,792
8,798,531
18,002,422
8,854,067
72,170,876
8,714,170
18,249,667
8,854,067
123,448,812
107,988,780
Share-based payments reserve
The reserve is used to recognise the value of equity benefits provided to employees and directors as part of their remuneration,
and other parties as part of their compensation for services.
Change in proportionate interest reserve
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 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.
64
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
Note 21. Reserves (continued)
Movements in reserves
Movements in each class of reserve during the current and previous financial year are set out below:
Consolidated
Balance at 1 July 2020
Revaluation - gross
Deferred tax
Share-based payment expense
Issue of shares to non-controlling interest
Share of other comprehensive income in
associate (net of tax)
Balance at 30 June 2021
Revaluation - gross
Deferred tax
Share-based payment expense
Issue of shares to non-controlling interest
Share of other comprehensive income in
associate (net of tax)
Financial
assets
revaluation
reserve
$
Share-based
payments
reserve
$
Change in
proportionate
interest
reserve
$
Profit reserve
$
Total
$
37,553,452
43,522,740
(8,802,191)
-
-
7,886,768
-
-
827,402
-
18,155,106
-
-
-
94,561
8,854,067
-
-
-
-
72,449,393
43,522,740
(8,802,191)
827,402
94,561
(103,125)
-
-
-
(103,125)
72,170,876
17,180,156
(1,791,497)
-
-
8,714,170
-
-
84,361
-
18,249,667
-
-
-
(247,245)
8,854,067
-
-
-
-
107,988,780
17,180,156
(1,791,497)
84,361
(247,245)
234,257
-
-
-
234,257
Balance at 30 June 2022
87,793,792
8,798,531
18,002,422
8,854,067
123,448,812
Note 22. Dividends
There were no dividends paid, recommended or declared during the current or previous financial year.
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.
65
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
Note 23. Financial instruments (continued)
Financial assets
Cash and cash equivalents
Trade and other receivables
Financial assets at fair value through other comprehensive income
Financial assets at fair value through profit or loss
Security bonds
Corporate bonds
Financial liabilities
Trade and other payables
Lease liabilities
Borrowings
Market risk
Consolidated
2022
$
2021
$
2,576,198
2,203,082
142,524,263
7,192,614
2,078,389
1,504,772
158,079,318
1,949,698
703,951
135,859,654
-
1,818,336
2,064,106
142,395,745
1,523,012
1,104,972
3,116,862
5,744,846
1,834,745
1,519,185
-
3,353,930
Foreign currency risk
The Group undertakes certain transactions denominated in foreign currency and is exposed to foreign currency risk through
foreign exchange rate fluctuations.
Foreign exchange risk arises from future commercial transactions and recognised financial assets and financial liabilities
denominated in a currency that is not the entity's functional currency.
The table below demonstrates the sensitivity to a reasonably possible change in the United States dollar against the Australian
dollar.
2022
2021
Change in US
dollar rate
%
Effect on
profit before
tax
$
10%
(10%)
10%
(10%)
7,052
(8,619)
5,549
(6,782)
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 Group’s exposure to equity securities
price risk arises from investments held by the Group and classified in the statement of financial position either as at fair value
through other comprehensive income (FVOCI) or at fair value through profit or loss (FVPL).
The effect on equity as a result of changes in equity security prices would be as follows:
Average price increase
Average price decrease
Consolidated - 2022
% change
Effect on loss
before tax
Effect on other
components
of equity
% change
Effect on loss
before tax
Effect on other
components
of equity
Equity securities
10%
706,018
14,958,444
10%
(706,018)
(14,958,444)
66
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
Note 23. Financial instruments (continued)
Consolidated - 2021
% change
Effect on loss
before tax
Effect on other
components
of equity
% change
Effect on loss
before tax
Effect on other
components
of equity
Average price increase
Average price decrease
Equity securities
10%
-
13,585,965
10%
-
(13,585,965)
Pre-tax profit for the period would increase/decrease as a result of gains/losses on equity securities classified as at FVPL. Other
components of equity would increase/decrease as a result of gains/losses on equity securities classified as at FVOCI.
The analysis assumes all other variables remain constant. It also assumes the investment in SolGold plc, Canadian Nexus Team
Ventures Corp (formerly Block X Capital Corp.), Aus Tin Mining Ltd, NewPeak Metals Ltd, Lakes Blue Energy NL (formerly Lakes
Oil NL), Atlantic Lithium Ltd (formerly IronRidge Resources Ltd) and Challenger Energy Group plc, were remeasured to fair value
on 30 June 2022 (and that the 10% change had occurred as at that date).
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 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:
2022
Financial assets
Cash and cash equivalents
Trade and other receivables
Other financial assets
Total financial assets
Financial liabilities
Trade and other payables
Lease liabilities
Borrowings
Total financial liabilities
Weighted
average
effective
interest rate*
%
Floating
interest rate
$
Fixed interest
rate
$
Non-interest
bearing
$
Total carrying
amount
$
0.01%
-
13.59%
2,576,198
-
-
2,576,198
-
-
8,564,947
8,564,947
-
2,203,082
144,735,091
146,938,173
2,576,198
2,203,082
153,300,038
158,079,318
-
12.00%
3.50%
-
-
-
-
-
1,104,972
3,116,862
4,221,834
1,523,012
-
-
1,523,012
1,523,012
1,104,972
3,116,862
5,744,846
67
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
Note 23. Financial instruments (continued)
Weighted
average
effective
interest rate*
%
Floating
interest rate
$
Fixed interest
rate
$
Non-interest
bearing
$
Total carrying
amount
$
0.01%
-
8.75%
1,949,698
-
-
1,949,698
-
-
2,064,106
2,064,106
-
703,951
137,677,990
138,381,941
1,949,698
703,951
139,742,096
142,395,745
-
12.00%
-
-
-
-
1,519,185
1,519,185
1,834,745
-
1,834,745
1,834,745
1,519,185
3,353,930
2021
Financial assets
Cash and cash equivalents
Trade and other receivables
Other financial assets
Total financial assets
Financial liabilities
Trade and other payables
Lease liabilities
Total financial liabiities
* On interest bearing portion
At 30 June 2022, if interest rates had increased by 25 basis points (bps) from the year-end rates with all other variables held
constant, pre-tax loss for the year would have been $6,440 lower (2021 changes of 25 bps: pre-tax loss $4,874 lower), as a result
of higher interest income from cash and cash equivalents.
Credit risk
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
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.
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 surplus of $2,400,529 at 30 June 2021 to a
surplus of $3,627,722 at 30 June 2022.
68
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
Note 23. Financial instruments (continued)
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.
Consolidated - 2022
Non-derivatives
Non-interest bearing
Trade and other payables
Interest-bearing - fixed rate
Lease liability
Borrowings
Total non-derivatives
Consolidated - 2021
Non-derivatives
Non-interest bearing
Trade and other payables
Interest-bearing - fixed rate
Lease liability
Total non-derivatives
<6 Months
$
6-12 Months
$
1-3 Years
$
> 3 Years
$
1,523,012
-
-
290,603
54,545
1,868,160
292,478
54,545
347,023
657,100
3,276,238
3,933,338
<6 Months
$
6-12 Months
$
1-3 Years
$
> 3 Years
$
1,834,745
-
-
279,426
2,114,171
281,229
281,229
1,240,181
1,240,181
Remaining
contractual
maturities
$
-
-
-
-
1,523,012
1,240,181
3,385,328
6,148,521
Remaining
contractual
maturities
$
-
-
-
1,834,745
1,800,836
3,635,581
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.
69
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
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
Consolidated - 2022
Level 1
$
Level 2
$
Level 3
$
Total
$
Assets
Financial assets at fair value through other comprehensive
income
Financial assets at fair value through profit or loss
Total assets
142,524,263
132,439
142,656,702
Consolidated - 2021
Level 1
$
Level 2
$
Assets
Financial assets at fair value through other comprehensive
income
Financial assets at fair value through profit or loss
Total assets
135,859,654
-
135,859,654
There were no transfers between levels during the financial year.
-
-
-
-
-
-
-
7,060,175
7,060,175
142,524,263
7,192,614
149,716,877
Level 3
$
Total
$
-
-
-
135,859,654
-
135,859,654
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 2022 and 30 June 2021.
Valuation techniques for fair value measurements categorised within level 2 and level 3
Level 3:
The financial assets at fair value through profit or loss comprise convertible notes in Lakes Blue Energy NL (Lakes) and McArthur
Oil & Gas Limited (MOG). The notes comprise a debt component and an equity component. The debt component was valued
using a discounted cash flow method and the equity component was valued as an option. The combined value of the debt
and equity components comprise the total fair value of the respective convertible notes.
Lakes - The calculation of the value of the debt component of the note involved removing the value of the equity component
of the convertible notes on the day of issue and calculating an implied discount rate on the future cash flows of the liability.
This implied rate was then used to calculate the present or discounted value of all future cash flows as at the date of valuation,
being the face value plus accumulated interest over the life of the convertible note.
MOG - At the date of valuation, the conversion of the notes into shares is uncertain. Additionally, the Company may have its
notes redeemed where there is an Exit Event or an Event of Default and if either of these events occurs, then the notes will be
repaid at face value, thereby forfeiting the equity exchange. At the date of valuation of 30 June 2022, management expects
that the IPO and Exit event are not going to occur, and the outcome will be that the notes will be redeemed via either cash
or a swap for different convertible notes. Therefore, without a conversion to shares there is no equity uplift and no equity value
in the convertible notes.
70
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
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:
Consolidated
Balance at 1 July 2020
Additions
Losses recognised in profit or loss
Notes repaid
Balance at 30 June 2021
Additions
Gains recognised in profit or loss
Balance at 30 June 2022
Financial
assets at fair
value through
profit or loss
$
Convertible
notes payable
$
-
1,000,000
(1,000,000)
-
(9,916,111)
-
(83,889)
10,000,000
-
5,163,944
1,896,231
7,060,175
-
-
-
-
Total losses for the previous year included in profit or loss that relate to level 3 assets held at
the end of the previous year
(1,000,000)
(83,889)
Total gains for the current year included in other comprehensive income that relate to level 3
assets held at the end of the current year
1,896,231
-
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.
71
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
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:
Short-term employee benefits
Post-employment benefits
Termination benefits
Note 26. Remuneration of auditors
Consolidated
2022
$
2021
$
1,185,749
25,813
241,643
1,387,413
36,025
-
1,453,205
1,423,438
During the financial year the following fees were paid or payable for services provided by BDO Audit Pty Limited, the auditor
of the Company:
Audit services - BDO Audit Pty Limited
Audit or review of the financial statements
Note 27. Contingent liabilities and contingent assets
There were no contingent liabilities and contingent assets at 30 June 2022 and 30 June 2021.
Note 28. Commitments
(a) Future exploration
The Group has certain obligations to expend minimum amounts on exploration in tenement
areas, or obligations to complete defined exploration programs (with budgets submitted).
These obligations may be varied from time to time and are expected to be fulfilled in the
normal course of operations of the Group.
Committed at the reporting date but not recognised as liabilities, payable:
Within one year
One to five years
Consolidated
2022
$
2021
$
165,950
95,750
Consolidated
2022
$
2021
$
2,297,775
4,746,151
1,028,500
1,508,800
7,043,926
2,537,300
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.
72
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
Note 28. Commitments (continued)
(b) Convertible note facility
The Company has provided an unsecured convertible note facility to McArthur Oil and Gas Ltd (refer note 12). The undrawn
balance on this facility at 30 June 2022 was $1,500,000. The facility limit was increased by a further $2,000,000 subsequent to
the reporting date (refer note 33).
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'
report.
Transactions with related parties
The following transactions occurred with related parties:
Provision of services to:
Armour Energy Ltd (a)
Aus Tin Mining Ltd (a)
NewPeak Mining Ltd (a)
Atlantic Lithium Ltd (formerly IronRidge Resources Ltd) (a)
SolGold Plc (a)
Payment for goods and services:
Payment for services from Hopgood Ganim Lawyers (b)
Consolidated
2022
$
2021
$
456,000
112,000
175,000
-
18,000
456,000
192,000
300,000
192,000
300,000
57,132
253,293
(a) DGR Global Ltd has (or had) commercial agreements with Armour Energy Ltd, Aus Tin Mining Ltd, NewPeak Mining Ltd,
Atlantic Lithium Ltd (formerly 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 Atlantic Lithium 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.
73
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
Note 29. Related party transactions (continued)
Receivable from and payable to related parties
The following balances are outstanding at the reporting date in relation to transactions with related parties:
Current receivables:
Trade receivables from other related parties
Current payables:
Trade payables - HopgoodGanim
Consolidated
2022
$
2021
$
1,016,111
602,447
1,581
52,069
Loans to/from related parties
The following balances are outstanding at the reporting date in relation to loans with related parties:
Current receivables:
Loan to associate
The loan to the associate is unsecured, interest-free, and has no fixed repayment terms.
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
Loss after income tax
Other comprehensive income for the year, net of tax
Total comprehensive income
Consolidated
2022
$
2021
$
620,828
-
Parent
2022
$
2021
$
(9,043,777)
(1,158,411)
15,622,916
30,181,710
6,579,139
29,023,299
74
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
Note 30. Parent entity information (continued)
Statement of financial position
Total current assets
Total non-current assets
Total assets
Total current liabilities
Total non-current liabilities
Total liabilities
Net assets
Equity
Issued capital
Prepaid capital
Financial assets at fair value through other comprehensive income reserve
Share-based payments reserve
Profit reserve
Accumulated losses
Total equity
Parent
2022
$
2021
$
5,036,556
4,618,449
171,059,752
158,028,885
176,096,308
162,647,334
1,676,147
1,969,737
29,257,347
24,435,757
30,933,494
26,405,494
145,162,814
136,241,840
57,932,188
-
87,793,792
8,798,531
8,854,067
(18,215,764)
54,174,714
1,500,000
72,170,876
8,714,170
8,854,067
(9,171,987)
145,162,814
136,241,840
At 30 June 2022, the Company’s investments in associates and investments at fair value through other comprehensive income
(excluding investments in Corporate Bonds) are as follows:
Listed Investments
Number of shares
Share price*
Quoted value
$
Other financial assets at fair value through other comprehensive
income:
Canadian Nexus Team Ventures Corp. (formerly Block X Capital Inc.)
SolGold Plc
NewPeak Metals Limited
Aus Tin Mining Limited
Atlantic Lithium Limited (formerly IronRidge Resources Limited)
Lakes Blue Energy NL (formerly Lakes Oil NL)
Challenger Energy Group Plc
Associate:
Armour Energy Limited
Total Quoted Value
8,750 C$0.06
204,151,800 £0.2920
755,896,372 $0.001
1,549,270,702 $0.001
52,610,856 £0.365
862,203,276 A$0.001
114,994,011 £0.001
3,539,135,767
592
105,233,638
755,896
1,553,280
33,898,990
862,203
219,664
142,524,263
374,709,708 $0.006
2,248,258
3,913,845,475
144,772,521
75
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
Note 30. Parent entity information (continued)
*
Share price represents the market quoted price for listed investments at 30 June 2022. 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 2022 and 30 June 2021.
Contingent liabilities
On or about 8 September 2017 DGR Global Limited and Armour Energy Limited agreed that Armour Energy Limited 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 Limited (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 Limited and Armour Energy Limited entered into a deed of guarantee and indemnity (the Deed of
Guarantee and Indemnity) pursuant to which DGR Global Limited indemnifies and will keep Armour Energy Limited 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 Limited agrees to guarantee and indemnify Armour Energy Limited for the due, punctual and
complete performance by Armour Energy Limited’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 Limited 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.
Capital commitments - Property, plant and equipment
The parent entity had no capital commitments for property, plant and equipment as at 30 June 2022 and 30 June 2021.
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
30 June 2022
Armour Energy International Limited
On 26 October 2021, DGR Global Limited acquired 83.18% of the ordinary shares of Armour Energy International Limited (AEI)
for a total consideration of $3,066,000. AEI is an investment holding company whose principal asset is an investment in Armour
Energy Uganda SMC Limited (AEU), a wholly-owned subsidiary of AEI. AEU is an exploration company located in Uganda. With
reference to AASB 3 Business combinations, it has been determined that the acquisition of AEI is not a business combination
and is accounted for as an asset acquisition. The cost of the acquisition, including the consideration paid, transaction costs,
and liabilities assumed, have been allocated across the relative fair value of the assets acquired.
76
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
Note 31. Asset acquisitions (continued)
30 June 2021
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 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 was determined that the acquisition of Ripple by Auburn was not a business
combination and was accounted for as an asset acquisition. The cost of the acquisition, including the consideration paid to
Armour, transaction costs, and liabilities assumed, were 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:
Name
Auburn Resources Limited*
Barlyne Mining Pty Limited*
Pennant Resources Pty Limited*
Ripple Resources Pty Limited*
DGR Energy Pty Limited
Coolgarra Minerals Pty Limited
DGR Zambia Limited
Haitz Rare Earths Pty Limited
Pinnacle Gold Pty Limited
Tinco Pty Limited
DGR Bolivia Pty Limited
Andean Explomining SRL
Armour Energy International Limited**
Armour Energy Uganda SMC Limited**
Principal place of business /
Country of incorporation
Ownership interest
2021
2022
%
%
Australia
Australia
Australia
Australia
Australia
Australia
Zambia
Australia
Australia
Australia
Australia
Bolivia
Australia
Uganda
39%
39%
39%
39%
100%
100%
100%
100%
94%
100%
100%
100%
83%
83%
39%
39%
39%
39%
100%
100%
100%
100%
94%
100%
100%
100%
-
-
*
**
Auburn Resources Limited is the immediate parent of Barlyne Mining Pty Limited, Pennant Resources Pty Limited and
Ripple Resources Pty Limited. These companies are wholly owned and directly held by Auburn Resources Limited and
indirectly by DGR Global Limited.
Armour Energy International Limited is the immediate parent of Armour Energy Uganda SMC Limited.
77
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
Note 32. Interests in subsidiaries (continued)
Summarised financial information
Summarised financial information of the subsidiary with non-controlling interests that are material to the Group are set out
below:
Summarised statement of financial position
Current assets
Non-current assets
Total assets
Current liabilities
Total liabilities
Net assets
Summarised statement of profit or loss and other comprehensive income
Expenses
Loss before income tax expense
Income tax expense
Loss after income tax expense
Other comprehensive income
Total comprehensive income
Statement of cash flows
Net cash used in operating activities
Net cash used in investing activities
Net cash from/(used in) financing activities
Net decrease in cash and cash equivalents
Other financial information
Loss attributable to non-controlling interests
Accumulated non-controlling interests at the end of reporting period
Auburn Resources Ltd
2021
2022
$
$
11,496
4,639,081
14,661
4,123,399
4,650,577
4,138,060
391,899
285,923
391,899
285,923
4,258,678
3,852,137
(30,470)
(26,774)
(30,470)
-
(26,774)
-
(30,470)
(26,774)
-
-
(30,470)
(26,774)
(81,138)
(492,863)
571,224
(18,877)
(212,766)
(17,054)
(2,777)
(248,697)
(18,587)
2,597,794
(15,637)
2,324,441
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. Refer
to note 31 for further details on this transaction.
78
DGR Global Limited
Notes to the consolidated financial statements
30 June 2022
Note 33. Events after the reporting period
Subsequent to the reporting date, the Company increased the convertible note facility to McArthur Oil and Gas Ltd (MOG)
by $2,000,000 to $8,500,000 (refer note 12). MOG has drawn down $3,500,000 on this facility post 30 June 2022.
In addition, DGR have extended a funding facility to Armour Energy Limited for up to a maximum of $4,500,000.
No other matter or circumstance has arisen since 30 June 2022 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
Loss after income tax (expense)/benefit for the year
(9,169,564)
(1,076,932)
Consolidated
2022
$
2021
$
Adjustments for:
Depreciation
Provision for impairment/(Reversal of impairment) - associate and corporate bonds
Exploration and evaluation assets written off
Share of loss - associates
Movement in fair value of options and convertible note receivable
Interest receivable on convertible notes capitalised
Fair value movement on convertible note payable
Change in operating assets and liabilities:
Decrease/(increase) in trade and other receivables
Increase in deferred tax assets
Decrease/(increase) in prepayments
Decrease in trade and other payables
Increase/(decrease) in deferred tax liabilities
Decrease in employee benefits
Increase in other provisions
Net cash used in operating activities
Non-cash investing and financing activities
443,902
6,117,433
24,750
2,033,652
(2,028,670)
(163,944)
-
442,437
(3,728,883)
26,968
1,875,319
1,000,000
-
83,889
(175,878)
(1,787,393)
23,968
(379,758)
2,196,819
(6,675)
-
1,058,996
-
(27,234)
(27,461)
(682,212)
(7,190)
213,076
(2,871,358)
(849,227)
Consolidated
2022
$
2021
$
Share issue costs settled by the issue of shares and options
84,361
1,477,954
79
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
Note 34. Cash flow information (continued)
Changes in liabilities arising from financing activities
Consolidated
Balance at 1 July 2020
Net cash used in financing activities
Changes in fair values
Balance at 30 June 2021
Net cash from/(used in) financing activities
Balance at 30 June 2022
Note 35. Earnings per share
Loss after income tax
Non-controlling interest
Loan - Equities
First Holdings
LLC
$
Convertible
notes
$
Leases
$
Total
$
-
-
-
9,916,111
(10,000,000)
83,889
1,872,641
(353,456)
-
11,788,752
(10,353,456)
83,889
-
3,116,862
3,116,862
-
-
-
1,519,185
(414,213)
1,519,185
2,702,649
1,104,972
4,221,834
Consolidated
2022
$
2021
$
(9,169,564)
29,054
(1,076,932)
15,980
Loss after income tax attributable to the owners of DGR Global Limited
(9,140,510)
(1,060,952)
Weighted average number of ordinary shares used in calculating basic earnings per share
1,033,236,417
905,202,311
Weighted average number of ordinary shares used in calculating diluted earnings per share
1,033,236,417
905,202,311
Number
Number
Basic earnings per share
Diluted earnings per share
Cents
Cents
(0.88)
(0.88)
(0.12)
(0.12)
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.
80
DGR Global Limited
Notes to the consolidated financial statements
30 June 2022
Note 36. Share-based payments
Other options
On 8 February 2021, 35,974,007 DGR Global Ltd share options were granted to Bizzell Capital Partners Pty Ltd as consideration
for the management and underwriting of the Company’s recent capital raising, pursuant to underwriting and sub-underwriting
arrangements. The options are to take up one ordinary share in DGR Global Ltd at a price of 12 cents each. The options vested
immediately and are due to expire on 25 September 2023. A value of $827,402 was calculated using the Black Scholes
valuation methodology.
On 7 July 2021, 6,000,000 DGR Global Ltd share options were granted to Bizzell Capital Partners Pty Ltd as consideration for the
management of the Company’s recent capital raising. The options are to take up one ordinary share in DGR Global Ltd at a
price of 12 cents each. The options vested immediately and are due to expire on 25 September 2023. A value of $84,361 was
calculated using the Black Scholes valuation methodology (refer below).
Set out below are summaries of options granted:
Number of
options
2022
Weighted
average
exercise price
2022
Number of
options
2021
Weighted
average
exercise price
2021
Outstanding at the beginning of the financial year
Granted
Exercised
Expired
35,974,007
6,000,000
-
-
$0.120
$0.120
$0.000
$0.000
36,262,500
35,974,007
-
(36,262,500)
$0.200
$0.120
$0.000
$0.200
Outstanding at the end of the financial year
41,974,007
$0.120
35,974,007
$0.120
Exercisable at the end of the financial year
41,974,007
$0.120
35,974,007
$0.120
The weighted average remaining contractual life of the options at 30 June 2022 was 1.24 years (2021: 3.24 years).
There were no vesting conditions attached to the options.
For the options granted during the current financial year, the valuation model inputs used to determine the fair value at the
grant date, are as follows:
Grant date
Expiry date
Share price
at grant date
Exercise
price
Expected
volatility
Dividend
Risk-free
Fair value
yield
interest rate at grant date
07/07/2021
25/09/2023
$0.064
$0.120
69.40%
-
0.10%
$0.014
Accounting policy for share-based payments
Equity-settled share-based compensation benefits are provided to employees.
Equity-settled transactions are awards of shares, or options over shares, that are provided to employees in exchange for the
rendering of services.
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 dilution, the share price at grant date and expected price volatility of the underlying share, the expected
dividend yield and the risk free interest rate for the term of the option, together with non-vesting conditions that do not
determine whether the Group receives the services that entitle the employees to receive payment. No account is taken of
any other vesting conditions.
81
DGR Global Limited
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS for the period ended 30 June 2022
Note 36. Share-based payments (continued)
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 remaining expense for the award is recognised over the remaining vesting period, unless the award is forfeited.
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 as if they were a modification.
82
DGR Global Limited
DIRECTORS’ DECLARATION
for the period ended 30 June 2022
In the directors' opinion:
●
●
●
●
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;
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;
the attached financial statements and notes give a true and fair view of the Group's financial position as at 30 June 2022
and of its performance for the financial year ended on that date; and
there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due
and payable.
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 2022
83
Tel: +61 7 3237 5999
Fax: +61 7 3221 9227
www.bdo.com.au
Level 10, 12 Creek Street
Brisbane QLD 4000
GPO Box 457 Brisbane QLD 4001
Australia
INDEPENDENT AUDITOR'S REPORT
To the members of DGR Global Limited
Report on the Audit of the Financial Report
Opinion
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 2022, 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 2022 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.
84
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.
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.
•
Evaluating management’s assessment of whether
significant influence existed.
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;
the significance of the share of loss of associates
and impairment expense.
• 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.
• 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.
85
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.
•
Evaluating management’s assessment of whether
significant influence existed.
• Obtaining from management a schedule of
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.
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.
86
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 2022 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.
-
87
Other information
The directors are responsible for the other information. The other information comprises the information in the
Group’s annual report for the year ended 30 June 2022, but does not include the financial report and the
auditor’s report thereon.
Our opinion on the financial report does not cover the other information and we do not express any form of
assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information and, in doing
so, consider whether the other information is materially inconsistent with the financial report or our knowledge
obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of 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.
88
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 18 to 25 of the directors’ report for the year ended
30 June 2022.
In our opinion, the Remuneration Report of DGR Global Limited, for the year ended 30 June 2022, complies with
section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the Remuneration Report
in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the
Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.
BDO Audit Pty Ltd
T J Kendall
Director
Brisbane, 30 September 2022
89
DGR Global Limited
SHAREHOLDER INFORMATION
for the period ended 30 June 2022
The shareholder information set out below was applicable as at 8 September 2022.
Distribution of equitable securities
Analysis of number of equitable security holders by size of holding:
Ordinary shares
% of total
Quoted options over ordinary
shares
% of total
Number
of holders
shares
issued
Number
of holders
shares
issued
1 to 1,000
1,001 to 5,000
5,001 to 10,000
10,001 to 100,000
100,001 and over
201
152
206
529
515
-
0.05
0.17
1.97
97.81
1,603
100.00
Holding less than a marketable parcel
-
-
Equity security holders
Twenty largest quoted equity security holders
The names of the twenty largest security holders of quoted equity securities are listed below:
12
43
26
149
115
345
-
-
0.08
0.12
3.34
96.46
100.00
-
Citicorp Nominees Pty Limited
Samuel Holdings Pty Ltd - The Samuel Discretionary A/C
J P Morgan Nominees Australia Pty Limited
Nicholas Mather & Judith Mather Mather Super Fund
Mr Yee Teck Teo
Samuel Holdings Pty Ltd - Samuel Discretionary A/C
W & E Maas Holdings Pty Ltd
Rookharp Capital Pty Limited
Bnp Paribas Nominees Pty Ltd - Ib Au Noms Retailclient Drp
Rookharp Capital Pty Limited
Est Vincent David Mascolo
Pinegold Pty Ltd - Greg Runge Family S/F A/C
Dr Steven G Rodwell
Mr Martin James Hickling & Mrs Jane Frances Hickling - M & J Hickling Super A/C
Mr Jeffrey Douglas Pappin
Beta Gamma Pty Ltd - Walsh Street S/Fund A/C
Frasama Pty Ltd - Jdp Super Fund A/C
Mr William Gregory Runge & Mrs Wendy Kay Runge - The Greg Runge Fund A/C
Mather Foundation Limited - The Mather Foundation A/C
Brian Moller
90
Ordinary shares
% of total
Number held
shares
issued
214,277,942
86,641,924
78,266,758
53,839,375
20,100,000
19,958,285
14,423,077
14,423,077
13,145,679
13,000,000
12,812,500
12,000,000
11,030,508
11,000,000
10,625,000
9,464,972
8,504,167
7,200,000
7,020,788
6,718,750
624,452,802
20.53
8.30
7.50
5.16
1.93
1.91
1.38
1.38
1.26
1.25
1.23
1.15
1.06
1.05
1.02
0.91
0.81
0.69
0.67
0.64
59.83
DGR Global Limited
SHAREHOLDER INFORMATION
for the period ended 30 June 2022
Bizzell Capital Partners Pty Ltd
Tenstar Trading Limited
J P Morgan Nominees Australia Pty Limited
Samuel Holdings Pty Ltd - The Samuel Discretionary A/C
Rookharp Capital Pty Limited
W & E Maas Holdings Pty Limited - Maas Family A/C
Mr Jeffrey Douglas Pappin
Mr Samuel James Nichols
Love Moore Pty Ltd - Moore Love Superfund A/C
Mr John Anthony Kenna
Mr Andrew Thomas Gladman
Mr James Alexander Love
Canceler Pty Ltd - Clarence Super Fund A/C
Dr Anthony Francis Chan
Berenes Nominees Pty Ltd - Berenes Super Fund No 3 A/C
Mr Ashley Baxter
Mr Paul Simpson
Challenge Resources Pty Ltd
Berenes Nominees Pty Ltd - Berenes Super Fund A/C
Pinegold Pty Ltd - Greg Runge Family S/F A/C
Unquoted equity securities
There are no unquoted equity securities.
Substantial holders
Substantial holders in the Company are set out below:
Citicorp Nominees Pty Limited
Samuel Holdings Pty Ltd - The Samuel Discretionary A/C
J P Morgan Nominees Australia Pty Limited
Nicholas Mather & Judith Mather Mather Super Fund
91
Quoted options over ordinary
shares
% of total
options
issued
Number held
32,478,334
27,227,546
13,570,958
10,380,445
10,241,299
8,533,654
3,311,491
2,753,572
2,000,000
1,803,000
1,537,500
1,500,000
1,500,000
1,487,501
1,475,000
1,250,000
1,250,000
1,250,000
1,025,000
1,000,000
125,575,300
19.68
16.50
8.22
6.29
6.20
5.17
2.01
1.67
1.21
1.09
0.93
0.91
0.91
0.90
0.89
0.76
0.76
0.76
0.62
0.61
76.09
Ordinary shares
% of total
Number held
shares
issued
214,277,942
86,641,924
78,266,758
53,839,375
20.53
8.30
7.50
5.16
DGR Global Limited
SHAREHOLDER INFORMATION
for the period ended 30 June 2022
Bizzell Capital Partners Pty Ltd
Tenstar Trading Limited
J P Morgan Nominees Australia Pty Limited
Samuel Holdings Pty Ltd - The Samuel Discretionary A/C
Rookharp Capital Pty Limited
W & E Maas Holdings Pty Limited - Maas Family A/C
Voting rights
The voting rights attached to ordinary shares are set out below:
Quoted options over ordinary
shares
% of total
options
issued
Number held
32,478,334
27,227,546
13,570,958
10,380,445
10,241,299
8,533,654
19.68
16.50
8.22
6.29
6.20
5.17
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.
92
DGR Global Limited
SHAREHOLDER INFORMATION
for the period ended 30 June 2022
Tenements
Tenure Type, Number and Name
Current Holder
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
NT EL 32002 - Tanumbirini East
NT EL 32006 - Victoria River Downs
NT EL 32008 - Cooee Hill
NT EL 32009 - Williams Creek
NT EL 32010 - Lagoon Creek West
NT EL 32011 - Lagoon Creek
NT EL 32012 - Lansen Creek
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
Pennant Resources Pty Ltd
Pennant Resources Pty Ltd
Pennant Resources Pty Ltd
Pennant Resources Pty Ltd
Pennant Resources Pty Ltd
Pennant Resources Pty Ltd
Pennant Resources Pty Ltd
93
Registered
Interest of Holder
(%)
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
100
100
100
100
100
100
100
Date of Expiry
29-01-2024
10-02-2024
13-03-2024
29-01-2023
14-05-2023
03-01-2024
23-08-2023
27-08-2021
11-10-2023
10-12-2023
27-08-2025
02-12-2025
02-12-2025
10-03-2026
02-12-2023
24-10-2024
29-09-2024
20-05-2023
28-07-2023
28-05-2025
12-07-2024
15-07-2023
17-09-2024
15-03-2023
12-07-2024
08-05-2023
24-11-2023
20-05-2025
31-05-2032
30-09-2030
30-04-2029
31-07-2027
31-01-2031
31-08-2031
31-12-2018
31-08-2025
30-04-2029
31-10-2021
31-10-2021
27-08-2024
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
DGR Global Limited
SHAREHOLDER INFORMATION
for the period ended 30 June 2022
Tenure Type, Number and Name
Current Holder
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
EP25802 - Walford East (Sth N)
EPM19833 - South Nicholson
EPM19835 - Shadforth East (Sth N)
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
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
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
Ripple Resources Pty Ltd
Ripple Resources Pty Ltd
Ripple Resources Pty Ltd
Registered
Interest
of Holder (%)
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
Date of Expiry
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
10-02-2025
10-09-2024
10-09-2024
09-11-2024
10-08-2023
19-10-2024
07-04-2023
14-02-2025
14-02-2025
29-09-2022
94
DGR Global Limited
SHAREHOLDER INFORMATION
for the period ended 30 June 2022
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DGR Global Limited
SHAREHOLDER INFORMATION
for the period ended 30 June 2022
This page has been intentionally left blank.
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DGR Global Limited
SHAREHOLDER INFORMATION
for the period ended 30 June 2022
97