ABN 63 616 317 778
& Controlled Entities
Annual Report
For the year ended 30 June 2021
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
CONTENTS
Corporate Directory
Directors’ Report
Auditor’s Independence Declaration
Review of Operations
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
Shareholder Information
Additional Information for Public Listed Companies
– 1 –
2
3
15
16
20
21
22
23
24
51
52
58
61
Galena Mining Limited and Controlled Entity
ABN 63 616 317 778
CORPORATE DIRECTORY
Directors
Mr Adrian Byass
Non-Executive Chairman
Mr Anthony James
Managing Director / Chief Executive Officer
Mr Alexander Molyneux
Executive Director
Mr Jonathan Downes
Non-Executive Director
Mr Stewart Howe
Non-Executive Director
Mr Stephen Brockhurst
Level 11, 216 St Georges Terrace
Perth WA 6000
Ground Floor, 1 Centro Avenue
Subiaco, WA 6008
Ground Floor, 1 Centro Avenue
Subiaco, WA 6008
www.galenamining.com.au
Automic Pty Ltd
Level 2, 267 St Georges Terrace
Perth WA 6000
PKF Perth
Level 4, 35 Havelock Street
West Perth WA 6005
King & Wood Mallesons
Level 30, QV1 Building, 250 St Georges Terrace
Perth WA 6000
Company Secretary
Registered Office
Corporate Office
Postal Address
Web Site
Share Registry
Auditors
Legal Advisors
Stock Exchange Listing
ASX Code: G1A
Country of Incorporation and Domicile
Australia
– 2 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
DIRECTORS’ REPORT
__________________________________________________________________________________________
Your directors present the following report on Galena Mining Limited and its controlled entities (“Galena”, the
“Company” or “Group”) for the year ended 30 June 2021.
DIRECTORS
The names of directors in office at any time during or since the end of the financial year are:
Adrian Byass
Anthony James
Alexander Molyneux
Jonathan Downes
Stewart Howe
Timothy Morrison
Non-Executive Chairman
Managing Director / Chief Executive Officer
Executive Director
Non-Executive Director
Non-Executive Director
Non-Executive Director (resigned 14 December 2020)
Unless noted above, all directors have been in office since the start of the financial year to the date of this report.
COMPANY SECRETARY
Stephen Brockhurst held office as Company Secretary since the start of the financial year until the date of this
report.
PRINCIPAL ACTIVITIES
Since listing on the ASX on 7 September 2017 the Company has continued to focus on exploration and pre-
development works at the Abra Base Metals Project, together with early-stage exploration works at other mineral
prospects within the Group’s portfolio.
OPERATING RESULTS
The Group incurred a loss for the financial year ended 30 June 2021 of $3,903,440 (2020: $6,595,849).
A detailed operating review of the Group is set out on pages 16 to 19 of this report under the section entitled
“Review of Operations”.
FINANCIAL POSITION
As at 30 June 2021 the Group had a cash balance of $96,195,562 (2020: $9,053,747) and a net asset position of
$132,949,386 (2020: $56,092,303).
DIVIDENDS PAID OR RECOMMENDED
No dividends have been paid, and the directors do not recommend the payment of a dividend for the financial year
ended 30 June 2021.
– 3 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
DIRECTORS’ REPORT
CORPORATE GOVERNANCE STATEMENT
The Company has disclosed
www.galenamining.com.au.
its corporate governance statement on
the Company website at
SIGNIFICANT CHANGES IN STATE OF AFFAIRS
In the opinion of the directors, there were no other significant changes in the state of affairs of the Group that
occurred during the year not otherwise disclosed in this report or in the financial report.
CORPORATE
As at the date of this report, the following shares and options were on issue.
Ordinary Shares
Fully Paid Ordinary Shares
Options
50 cents expiring on 26 March 2023
60 cents expiring on 26 March 2023
50 cents expiring on 17 April 2023
60 cents expiring on 17 April 2023
Performance Rights
No.
476,105,353
1,250,000
1,250,000
1,250,000
1,250,000
Performance rights expiring on 9 November 2023
Performance rights expiring on 13 August 2024
9,000,000
2,000,000
Share Appreciation Rights
17 cents expiring on 21 January 2024
24 cents expiring on 1 September 2025
1,610,000
2,500,000
SIGNIFICANT EVENTS AFTER THE REPORTING PERIOD
On 11 August 2021, the Company announced that Abra Mining Pty Limited (“AMPL”), the joint-venture company
for the Abra Base Metals Project (“Abra” or the “Project”) confirmed placement of orders for two key long lead-
time items for the Abra processing plant, being the ball mill and the concentrate filter (horizontal filter press). These
items have a combined order value of approximately $9 million.
The impact of the Coronavirus (COVID-19) pandemic is ongoing and while it has not significantly impacted the
consolidated entity up to 30 June 2021, it is not practicable to estimate the potential impact, positive or negative,
after the reporting date. The situation is rapidly developing and is dependent on measures imposed by the
Australian Government and other countries, such as maintaining social distancing requirements, quarantine, travel
restrictions and any economic stimulus that may be provided.
No matter or circumstance has arisen since the end of the audited period which significantly affected or may
significantly affect the operations of the Group, the results of those operations, or the state of affairs of the Group
in future financial periods.
– 4 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
DIRECTORS’ REPORT
__________________________________________________________________________________________
INFORMATION ON DIRECTORS
The names of directors who held office during or since the end of the financial year until the date of this report are
as follows. Directors were in office for this entire period unless otherwise stated.
Mr Adrian Byass, BSc Geol Hons, B Econ, FSEG and MAIG
Non-Executive Chairman
Mr Byass has over 20 years’ experience in the mining and minerals industry. This experience has principally been
gained through evaluation and development of mining projects for a range of base, precious and specialty metals
and bulk commodities. Due to his experience in resource estimation and professional association membership, Mr
Byass is a competent person for reporting to the ASX for certain minerals. Mr Byass has also gained experience
in corporate finance, capital raising, permitting and delivery of production-ready mining projects.
Mr Byass is a non-executive director of Kingwest Resources Limited, Kaiserreef Limited, Infinity Lithium
Corporation Limited and Sarama Resources Limited.
Interest in Shares and Options
- 12,550,000 fully paid ordinary shares
- 220,000 share appreciation rights exercisable at $0.17 expiring on 21 January 2024
- 135,000 share appreciation rights exercisable at $0.24 expiring on 1 September 2025
Anthony James, BEng (Min) AWASM, FAusIMM
Managing Director / Chief Executive Officer
Mr James has over 30 years’ mine operating and project development experience predominantly in WA. He joined
Galena on 15 October 2018 as a non-executive director before becoming Managing Director / Chief Executive
Officer on 16 June 2021. Mr James has had previous experience at Managing Director level of three ASX listed
companies with two of those companies successfully guided through a merger and takeover process to the benefit
of the shareholders. He has strong mine operating background (examples being the Kanowna Belle Gold Mine and
the Black Swan Nickel Mine) and a strong feasibility study / mine development background (examples being the
Pillara Zinc/Lead Mine and the Trident/Higginsville Gold Mine).
Interest in Shares and Options
- 115,000 fully paid ordinary shares
- 220,000 share appreciation rights exercisable at $0.17 expiring on 21 January 2024
- 200,000 share appreciation rights exercisable at $0.24 expiring on 1 September 2025
Alexander Molyneux, BEcon, GradDipMinExplGeoSc
Executive Director (previously Managing Director / Chief Executive Officer until 16 June 2021)
Mr Molyneux is a metals and mining industry executive and financier with 20-years industry experience. He joined
Galena on 1 September 2018.
Prior to Galena Mining, Mr Molyneux was CEO of Paladin Energy Limited (ASX: PDN) (2015 – 2018) one of the
world’s largest uranium companies, where he optimized its operating business and completed a US$700M
successful recapitalisation of the company and a re-listing on the ASX. Prior to that, Mr Molyneux spent
approximately five-years with Ivanhoe Mines Group and Ivanhoe Energy in various leadership capacities including
as CEO and Director of SouthGobi Resources Ltd. (TSX: SGQ) (2009 – 2012).
– 5 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
DIRECTORS’ REPORT
INFORMATION ON DIRECTORS (continued)
Mr Molyneux currently serves on a number of public company boards, including: Argosy Minerals Ltd. (ASX: AGY),
Metalla Royalty & Streaming Ltd. (TSX-V / NYSE: MTA), Tempus Resources Ltd. (ASX: TMR, TSX-V: TMRR),
Azarga Metals Corp. (TSX-V: AZR) and Comet Resources Ltd. (ASX: CRL).
Prior to his mining industry executive and director roles, Mr Molyneux was Managing Director, Head of Metals and
Mining Investment Banking, Asia Pacific for Citigroup. As a specialist resources investment banker, he spent
approximately 10-years providing investment banking services to natural resources companies. Mr Molyneux holds
a bachelor’s degree in Economics from Monash University and a Graduate Diploma in Mineral Exploration and
Geoscience from Curtin University (WA School of Mines).
Interest in Shares and Options
- 7,700,000 fully paid ordinary shares
- 9,000,000 contingent performance rights which may convert into shares upon the achievement of various
milestones
Jonathan Downes, BSc Geol, MAIG
Non-Executive Director
Mr Downes has over 25 years’ experience in the minerals industry and has worked in various geological and
corporate capacities. Experienced with nickel, gold and base metals, he has also been intimately involved with the
exploration process through to production.
Mr Downes is on the board of several ASX-listed companies; he is currently an executive director of Kaiser Reef
Limited and is a non-executive director of Kingwest Limited and Corazon Mining Limited.
Interest in Shares and Options
- 14,762,950 fully paid ordinary shares
- 50,000 share appreciation rights exercisable at $0.17 expiring on 21 January 2024
Stewart Howe, BE (Chem), ME (Mining), MAppFin, FAICD, FAusIMM
Non-Executive Director
Mr Howe brings 40+ years’ experience in the global resources industry including the last 18 years in mining. He
spent 6 years as Chief Development Officer of Zinifex Limited, one of the world’s largest miners and smelters of
lead/zinc, where he directed the spin-off of Zinifex’s smelters to create Nyrstar N.V. and restarted development of
Dugald River Mine now owned by MMG.
During the past 10 years Mr Howe has provided advisory roles to boards, private equity and financiers related to
restructuring and acquisition of mining assets in base metals and bulk commodities. Mr Howe is an experienced
director, currently serving as an executive director of ASX-listed Kaiser Reef Limited and chairing the board of
Whittle Consulting Group.
Interest in Shares and Options
- 536,425 fully paid ordinary shares
- 135,000 share appreciation rights exercisable at $0.24 expiring on 1 September 2025
– 6 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
DIRECTORS’ REPORT
__________________________________________________________________________________________
INFORMATION ON OTHER MANAGEMENT
Troy Flannery BEng (Min), MAppFin, FCMMC
Chief Executive Officer of AMPL (resigned 20 August 2021)
Mr Flannery is a Mining Engineer with over 23 years’ experience in the mining industry including 7 years in
corporate and 16 years in senior mining engineering / project development roles. Mr Flannery has worked at
numerous mining companies, mining consultancies & contractors (including BHP, Newcrest, Xstrata, St Barbara
Mines & AMC Consultants). Prior to starting with Galena, Mr Flannery was employed as the Hanking Gold Group
Technical Services Manager, he was part of the corporate team that sold SXO for A$330M to Minjar Gold in April
2017. SXO was acquired as a care and maintenance project for A$23M in 2013 from St Barbara Mines.
Craig Barnes BCom, BAcc (Hons), CA
Chief Financial Officer
Mr Barnes is a chartered accountant with more than 20 years’ experience in senior finance and financial
management within the mining industry and previously the financial services industry. Mr Barnes has considerable
experience in project financing, mergers and acquisitions, joint ventures, treasury and implementation of
accounting controls and systems. He joined Galena on 12 August 2019.
Before joining Galena, Mr Barnes held the position of Chief Financial Officer of Paladin Energy Limited (ASX: PDN)
for more than 5 years and was part of the team that successfully completed the company’s capital restructuring in
2018. Prior to that, he was the Chief Financial Officer of DRDGOLD Limited (NYSE and JSE: DRD) and its affiliated
subsidiaries for more than 7 years where he played a key role in the successful transformation of the company
from an underground miner with two ultra-deep underground operations into a profitable tailings retreatment
business.
Stephen Brockhurst BCom
Company Secretary
Mr Brockhurst has 19 years’ experience in the finance and corporate advisory industry and has been responsible
for the preparation of the due diligence process and prospectuses on a number of initial public offers. His
experience includes corporate and capital structuring, corporate advisory and company secretarial services, capital
raising, ASX and ASIC compliance requirements.
Mr Brockhurst has served on the board and acted as Company Secretary for numerous ASX listed companies. He
is currently a Director of Nelson Resources Limited, Estrella Resources Limited and Kingwest Resources Limited
and Company Secretary of Jacka Resources Limited and Nelson Resources Limited.
– 7 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
DIRECTORS’ REPORT
REMUNERATION REPORT (AUDITED)
The remuneration report, which forms part of the Directors' Report, outlines the remuneration arrangements in place
for key management personnel (KMP) who are defined as those persons having the authority and responsibility for
planning and directing the major activities of the Company, directly and indirectly, including any director (whether
executive or otherwise).
Remuneration Philosophy
The performance of the Company depends on the quality of the Company's Directors, executives and employees
and therefore the Company must attract, motivate and retain appropriately qualified industry personnel.
Remuneration policy
Remuneration levels for the executives are competitively set to attract the most qualified and experienced
candidates, taking into account prevailing market conditions and the individual's experience and qualifications.
The Remuneration and Nomination Committee is responsible for assisting the Board with determining and
reviewing remuneration arrangements for the executive and non-executive Directors.
The remuneration of Non-Executive Directors is not dependent on the satisfaction of performance conditions.
Remuneration and share based payments are issued to align Directors' interest with that of shareholders.
Non-Executive Directors Remuneration
All Non-Executive Directors are entitled to receive $50,000 per annum (inclusive of statutory superannuation) for
their roles as Directors of the Company. The Chairman receives $65,000 per annum (inclusive of statutory
superannuation).
The Company's Constitution provides that the remuneration of Non-Executive Directors will not be more than the
aggregate fixed sum determined by a general meeting. Before a determination is made by the Company in a general
meeting, the aggregate sum of fees payable by the Company to the Non-Executive Directors is a maximum of
$500,000 per annum. Summary details of remuneration of the Non-Executive Directors are provided in the table
below. The remuneration is not dependent on the satisfaction of a performance condition.
Directors are entitled to be paid reasonable travelling, accommodation and other expenses incurred in
consequence of their attendance at meetings of Directors and otherwise in the execution of their duties as Directors.
A Director may also be paid additional amounts as fees or as the Directors determine where a Director performs
extra services or makes any special exertions, which in the option of the Directors are outside the scope of the
ordinary duties of a Director.
Other Executives Remuneration
Mr Anthony James
Managing Director / Chief Executive Officer (appointed 16 June 2021)
Mr James’ engagement terms are governed by an Executive Employment Agreement. The terms of agreement
can be terminated by either party providing six months written notice. Mr James is entitled to receive a salary of
$450,000 per annum (exclusive of statutory superannuation). Subject to shareholder, ASIC and ASX approval (as
required), Mr James will be entitled to receive 7,500,000 performance rights, which will convert into shares upon
the achievement of various milestones expiring five years from their grant date.
– 8 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
DIRECTORS’ REPORT
__________________________________________________________________________________________
REMUNERATION REPORT (AUDITED)
Mr Alexander Molyneux
Executive Director (previously Managing Director / Chief Executive Officer until 16 June 2021)
Mr Molyneux’s engagement terms are governed by a Director Appointment Letter and a Consultant Appointment
Letter. The consultant engagement can be terminated by either party providing three months written notice. Mr
Molyneux is entitled to receive Director and Consulting Fees of US$20,000 per month. Mr Molyneux was also
entitled to receive 16,500,000 performance rights, which will convert into shares upon the achievement of various
milestones expiring on 9 November 2023.
Mr Troy Flannery
Chief Executive Officer of AMPL (resigned 20 August 2021)
Mr Flannery’s employment conditions are governed by an Executive Employment Agreement. The terms of
agreement can be terminated by either party providing three months written notice. Mr Flannery is entitled to receive
a salary of $310,000 per annum (exclusive of statutory superannuation) from 1 January 2021. Mr Flannery was
also entitled to receive 5,000,000 options exercisable at $0.30 expiring on 6 February 2021.
Mr Flannery was also entitled to receive a bonus on the delivery of a positive Pre-Feasibility Study on the Abra
deposit delivered on time and on budget as defined in the Executive Employment Agreement. The bonus was
payable upon the adoption of and ASX release of completion of the Pre-feasibility Study with a positive NPV and
IRR, or determination of the Board to engage in a Feasibility Study on the Project based on the Pre-feasibility
Study. The bonus amount was either $75,000 cash or $82,500 in shares based on a 14-day VWAP, at the election
of Mr Flannery. The performance condition for the bonus was satisfied during the 2019 financial year and Mr
Flannery received 458,333 fully paid ordinary shares in the Company at a VWAP per share of $0.18.
Mr Craig Barnes
Chief Financial Officer
Mr Barnes’ employment conditions are governed by an Executive Employment Agreement. The terms of agreement
can be terminated by either party providing three months written notice. Mr Barnes is entitled to receive a salary of
$350,000 per annum (exclusive of statutory superannuation). Mr Barnes is also entitled to receive 2,000,000
performance rights, which will convert into shares upon the achievement of various milestones expiring on
13 August 2024.
– 9 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
DIRECTORS’ REPORT
REMUNERATION REPORT (AUDITED)
The remuneration for key management personnel of the Company during the 2021 and 2020 financial years was
as follows:
Short-term Benefits
Post-
employment
Benefits
Share-
based
Payments
Cash fees
and
salary
$
STI
payments
$
Super-
annuation
$
Options /
Rights
(v)
$
Total
$
Share-based
Payments as
a percentage
of
Remuneration
%
Performance
Related
%
Non-Executive
Directors
Adrian Byass
Jonathan Downes
Timothy Morrison (i)
Stewart Howe
Sub-Total Non-
Executive Directors
Year
2021
2020
2021
2020
2021
2020
2021
2020
2021
2020
Executive Directors
Anthony James (ii)
2021
2020
Alexander Molyneux (iii) 2021
2020
2021
2020
Sub-Total Executive
Directors
65,000
65,000
45,662
45,662
25,002
50,000
45,662
27,512
181,326
188,174
268,669
192,411
321,472
360,396
590,141
552,807
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
4,338
4,338
-
-
4,338
2,614
8,676
6,952
5,938
4,338
-
-
5,938
4,338
-
10,944
-
10,944
18,206
-
83,206
18,206
48,153 113,153
50,000
60,944
25,002
60,944
68,206
30,126
36,412 226,414
70,041 265,167
26,971 301,578
48,153 244,902
634,185 955,657
261,613 622,009
661,156 1,257,235
309,766 866,911
Other KMP
Troy Flannery (iv)
Craig Barnes
Sub-Total Other KMP
TOTAL
-
310,000
2021
270,000
-
2020
280,000 125,000
2021
249,487
-
2020
590,000 125,000
2021
2020
-
519,487
2021 1,361,467 125,000
2020 1,260,468
21,694
21,003
21,694
21,003
43,388
42,006
58,002
53,296
121,372 453,066
- 291,003
134,724 561,418
118,411 388,900
256,096 1,014,484
118,411 679,904
953,664 2,498,133
498,217 1,811,982
21.88
42.56
-
17.96
-
17.96
26.69
-
8.94
19.66
66.36
42.06
26.79
-
24.00
30.45
-
-
-
-
-
-
-
-
-
-
66.36
42.06
-
-
12.81
11.30
(i)
(ii)
(iii)
(iv)
(v)
Mr Morrison resigned as a Non-Executive Director on 14 December 2020.
Mr James was appointed as Managing Director/Chief Operating Officer on 16 June 2021. Prior to this, Mr James was a
Non-Executive Director and his remuneration included fees for additional services provided to the Abra Base Metals
Project.
Mr Molyneux was replaced by Mr James as Managing Director/Chief Operating Officer on 16 June 2021. Mr Molyneux
will remain an Executive Director with responsibility for corporate development initiatives and strategic relationships.
Mr Flannery resigned on 20 August 2021.
The fair value of options or rights were calculated at grant date using the Black-Scholes model and recognised over the
vesting period. These amounts have not actually been paid during the year and the fair value is not related to or
indicative of the benefit (if any) that key management personnel may ultimately receive.
– 10 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
DIRECTORS’ REPORT
__________________________________________________________________________________________
REMUNERATION REPORT (AUDITED)
Options and Rights Over Equity Instruments Granted as Compensation
Details of options and rights over ordinary shares in the Company that were granted as compensation to key
management personnel during the 2020 and 2021 financial years and details of options that have vested are as
follows:
Number
Granted
Grant Date
Fair Value
Exercise
Price
Expiry Date
Number
Vested
2,000,000
13/08/2019
$0.1987
Nil
13/08/2024
Nil
220,000
08/11/2019
$0.2189
$0.17
21/01/2024
110,000
50,000
08/11/2019
$0.2189
$0.17
21/01/2024
50,000
08/11/2019
$0.2189
$0.17
21/01/2024
25,000
25,000
220,000
08/11/2019
$0.2189
$0.17
21/01/2024
110,000
900,000
01/09/2020
$0.1349
$0.24
01/09/2025
200,000
01/09/2020
$0.1349
$0.24
01/09/2025
200,000
13/11/2020
$0.1349
$0.24
01/09/2025
135,000
13/11/2020
$0.1349
$0.24
01/09/2025
135,000
13/11/2020
$0.1349
$0.24
01/09/2025
Nil
Nil
Nil
Nil
Nil
Director/Key
Management
Personnel
Craig Barnes
Adrian Byass
Jonathan Downes
Timothy Morrison
Anthony James
Troy Flannery
Craig Barnes
Anthony James
Adrian Byass
Stewart Howe
KMP Shareholdings
The number of ordinary shares in Galena Mining Limited held by each KMP of the Company during the financial
year is as follows:
30 June 2021
Adrian Byass
Jonathan Downes
Timothy Morrison (i)
Alexander Molyneux
Anthony James
Stewart Howe
Troy Flannery
Balance at
beginning of
period
Issued on
exercise of
options
during the
period
Other
changes
during the
period
Balance at
end of
period
11,100,000
2,450,000
(1,000,000)
12,550,000
13,162,950
2,450,000
(850,000)
14,762,950
66,250,000
-
(15,000,000)
51,250,000
3,700,000
4,000,000
115,000
536,425
-
-
-
-
-
738,333
1,000,000
(1,288,333)
7,700,000
115,000
536,425
450,000
95,602,708
9,900,000
(18,138,333)
87,364,375
(i)
Mr Morrison resigned as a Non-Executive Director on 14 December 2020.
– 11 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
DIRECTORS’ REPORT
REMUNERATION REPORT (AUDITED)
KMP Options Holdings
The number of options over ordinary shares held during the year by each KMP of the Company is as follows:
30 June 2021
Balance at
beginning
of period
Granted
during the
period
Exercised
during the
period
Other
changes
during the
period
Balance
at end of
period
Vested
during
the
period
Vested and
exercisable
Vested and
unexercisable
Adrian Byass
2,450,000
Jonathan Downes
2,450,000
Troy Flannery
5,000,000
9,900,000
-
-
-
-
(2,450,000)
(2,450,000)
- (1,000,000)
(4,000,000)
- (1,000,000)
(8,900,000)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
KMP Share Appreciation Rights Holdings
The number of share appreciation rights held during the year by each KMP of the Company is as follows:
30 June 2021
Balance at
beginning
of period
Granted
during
the period
Exercised
during the
period
Adrian Byass
220,000
135,000
Anthony James
220,000
200,000
Jonathan Downes
Timothy Morrison (i)
50,000
50,000
-
-
Stewart Howe
-
135,000
Troy Flannery
300,000
900,000
Craig Barnes
-
200,000
840,000
1,570,000
-
-
-
-
-
-
-
-
Other
changes
during the
period
-
-
-
(25,000)
-
-
-
Vested and
exercisable
Vested and
unexercisable
Balance
at end of
period
355,000
420,000
50,000
25,000
135,000
Vested
during
the
period
55,000
55,000
12,500
-
-
165,000
165,000
37,500
25,000
-
-
-
-
-
-
-
-
-
1,200,000
75,000
225,000
200,000
-
-
(25,000)
2,385,000
197,500
617,500
(i)
Mr Morrison resigned as a Non-Executive Director on 14 December 2020.
KMP Performance Rights Holdings
The number of performance rights held during the year by each KMP of the Company is as follows:
30 June 2021
Balance at
beginning
of period
Granted
during
the
period
Exercised
during the
period
Other
changes
during the
period
Balance at
end of
period
Vested
during
the
period
Vested and
exercisabl
e
Vested and
unexercisable
Alexander Molyneux
13,000,000
Craig Barnes
2,000,000
15,000,000
-
-
-
(4,000,000)
-
-
-
9,000,000
4,000,000
2,000,000
-
(4,000,000)
- 11,000,000
4,000,000
-
-
-
-
-
-
End of Remuneration Report
– 12 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
DIRECTORS’ REPORT
__________________________________________________________________________________________
MEETING OF DIRECTORS
During the period, 9 director’s meetings were held. Attendance by each director during the period were as follows:
Director’s Meetings
Number eligible to attend Director’s meetings attended
Mr Adrian Byass
Mr Jonathan Downes
Mr Timothy Morrison
Mr Alexander Molyneux
Mr Anthony James
Mr Stewart Howe
9
9
5
9
9
9
9
9
4
9
8
9
FUTURE DEVELOPMENTS, PROSPECTS AND BUSINESS STRATEGIES
Further information, other than as disclosed in this report, about likely developments in the operations of the
Company and the expected results of those operations in future periods has not been included in this report as
disclosure of this information would be likely to result in unreasonable prejudice to the Group.
ENVIRONMENTAL ISSUES
The operations and proposed activities of the Group are subject to State and Federal laws and regulations
concerning the environment. As with most exploration projects and mining operations, the Group’s activities are
expected to have an impact on the environment, particularly if advanced exploration or field development proceeds.
It is the Group’s intention to conduct its activities to the highest standard of environmental obligation, including
compliance with all environmental laws. In this regard, the Department of Minerals and Petroleum of Western
Australia from time to time, review the environmental bonds that are placed on permits. The Directors are not in a
position to state whether a review is imminent or whether the outcome of such a review would be detrimental to
the funding needs of the Group.
PROCEEDINGS ON BEHALF OF THE GROUP
No person has applied for leave of Court to bring proceedings on behalf of the Company or intervene in any
proceedings to which the Company is a party for the purpose of taking responsibility on behalf of the Company for
all or any part of those proceedings.
The Group was not a party to any such proceedings during the year.
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 when 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.
– 13 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
DIRECTORS’ REPORT
INDEMNITY AND INSURANCE OF AUDITORS
The Company has not, during 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 period, the Company has not paid a premium in respect of a contract to insure the auditor of
the company or any related entity.
NON-AUDIT SERVICES
The Board of Directors are satisfied that the provision of non-audit services during the year is compatible with the
general standard of independence for auditors imposed by the Corporations Act 2001.
The following fees were paid out to PKF Perth for non-audit services provided during the year ended 30 June 2021:
-Taxation compliance services
$8,950
Auditor’s Independence Declaration
Section 307C of the Corporations Act 2001 requires our auditors, PKF Perth, to provide the Directors of the
Company with an Independence Declaration in relation to the audit of the financial report. This Independence
Declaration is set out on page 16 and forms part of this Directors’ Report for the year ending 30 June 2021.
This report is signed in accordance with a resolution of the Board of Directors.
__________________
Adrian Byass
Chairman
Dated this 26th day of August 2021
– 14 –
PKF Perth
AUDITOR’S INDEPENDENCE DECLARATION
TO THE DIRECTORS OF GALENA MINING LIMITED
In relation to our audit of the financial report of Galena Mining Limited for the year ended 30 June 2021, to the best of
my knowledge and belief, there have been no contraventions of the auditor independence requirements of the
Corporations Act 2001 or any applicable code of professional conduct.
PKF PERTH
SIMON FERMANIS
PARTNER
26 August 2021
WEST PERTH,
WESTERN AUSTRALIA
Level 4, 35 Havelock Street, West Perth, WA 6005
PO Box 609, West Perth, WA 6872
T: +61 8 9426 8999 F: +61 8 9426 8900 www.pkfperth.com.au
PKF Perth is a member firm of the PKF International Limited family of legally independent firms and does not accept any responsibility or liability for the actions or
inactions of any individual member or correspondent firm or firms.
Liability limited by a scheme approved under Professional Standards Legislation.
– 15 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
REVIEW OF OPERATIONS
For the financial year, the Company’s focus remained the continued development of its Abra Base Metals Project
(“Abra” or the “Project”), which is a globally significant lead-silver project located in the Gascoyne region of
Western Australia (between the towns of Newman and Meekatharra, approximately 110 kilometres from Sandfire’s
DeGrussa Project).
Other than Abra, Galena holds a strategic package of exploration licences over the Jillawarra sub-basin that
comprises an elongated tenement package covering approximately 76 kilometres continuous strike length directly
to the west of Abra (“Jillawarra Prospects”) and continues to undertake exploration there.
ABRA BASE METALS PROJECT
Abra comprises a granted Mining Lease, M52/0776 and is surrounded by the Exploration Licence E52/1455,
together with several co-located General Purpose and Miscellaneous Leases. The Project is 100% owned by
AMPL, which as at 30 June 2021 was 60% owned by Galena, with the remaining 40% owned by Toho (pursuant
to an Investment Agreement and Shareholders Agreement with Toho).
Abra is well located with the availability of key infrastructure and close access to water, public roads, existing mining
operations and the towns of Meekatharra and Newman. Lead-silver concentrate will be transported by road to the
port of Geraldton (or potentially Port Hedland) in the mid-west of Western Australia.
Definitive / bankable feasibility study (“FS”)
An outstanding FS was completed for the Project in July 2019 (see Galena ASX announcement of 22 July 2019).
The FS envisages development of an underground mine and conventional flotation concentration processing facility
with a 16-year life producing a high-value, high-grade lead-silver concentrate containing approximately 95kt of lead
and 805koz of silver per year after ramp-up.
Final permitting
The Company has received all the major approvals required for construction, mining and production at Abra.
Safety and environment
During the financial year, 104,526 employee and contractor work hours were recorded at Abra with two medically
treated injuries or lost time injuries recorded.
No environmental reportable incidences or exceedances were recorded during the financial year.
Project construction / development
During the financial year, the Company completed approximately 17% of the Abra Base Metals Project construction
including the following:
• Mine box-cut ground support works were completed to the portal excavation stage. Shotcreting company
Incycle Construction Pty Ltd applied fibrecrete to the lower walls of the box-cut. This rock surface coverage
work was then followed by the installation of cable bolts above the portal access location and fully grouted
rockbolts.
• The installation of the remaining 200 rooms and other ancillary buildings to complete the 280 room Abra
mine village was completed and commissioned by contractor McNally Group Pty Ltd. The mine village has
modern new accommodation units and other central facilities including dry and wet mess buildings; village
administration buildings, sports and gym facilities, laundries and a medical centre.
• General site clearing of the mine’s surface infrastructure and process plant areas were completed, along
with the final construction of the run-of-mine (ROM) pad.
– 16 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
REVIEW OF OPERATIONS
__________________________________________________________________________________________
Other Abra Project development activities undertaken during the year included completing detailed design and
engineering for the tailings storage facility (“TSF”) and aerodrome. Contracts were finalised for the earthworks
activities for the TSF, aerodrome and processing facility.
2020 Abra Drilling Program and Updated Mineral Resource
During the financial year, Galena announced the achievement of the key objectives from the 2020 Abra Drilling
Program and a subsequently completed updated JORC Code 2012 Mineral Resource estimate (“April 2021
Resource”) for the Project, independently prepared by Optiro Pty Ltd (“Optiro”).
The completed 2020 Abra Drilling program included 57 drill-holes totalling 24,834 cumulative linear meters and
was designed to achieve three specific objectives. These objectives were mainly focussed on the original Mineral
Resource estimate and potential grade and continuity risk of certain areas within that estimate, and they were:
(i)
(ii)
(iii)
Lead-silver orebody infill drilling – Some infill drilling that had previously been planned to take place from
underground once the decline was in place was pulled forward into the 2020 Abra Drilling Program. This
aimed to further tighten the drill-hole spacing over the first four years of proposed production to 20 by 20
metres and up to 30 by 30 metres or better, compared with a more variable drilling density of up to 40 by
40 metres and up to 60 by 60 metres in that area previously.
Drilling into selected lead-silver ‘metal rich’ zones – Some drill-holes successfully targeted selected areas
within the Abra lead-silver mineralisation where higher concentrations of metal (in both grade and
thickness) were projected from previous drilling campaigns, in particular drill-hole AB147, which became
the best high-grade lead-silver drill-hole ever at Abra, and the follow-up drill-holes that were added to the
program in its vicinity.
Gold-copper exploration – Some of the drilling, in particular drill-hole AB195 successfully targeted the
newly interpreted gold and copper drilling targets to the south and south-east of the lead-silver
mineralisation and at depth.
The April 2021 Resource incorporated the new information from the 2020 Abra Drilling Program and is set out
below.
Abra JORC Mineral Resource estimate1, 2
Resource classification
Tonnes (Mt)
Lead grade (%)
Silver grade (g/t)
Measured
Indicated
Inferred
Total
-
16.9
17.5
34.5
-
7.4
7.0
7.2
-
17
15
16
Notes: 1. See Galena ASX announcement of 28 April 2021. Galena confirms that it not aware of any new information or data that
materially affects the information included in Galena’s ASX announcement of 28 April 2021 and confirms that all material
assumptions and technical parameters underpinning the resource estimates continue to apply and have not materially changed.
2. Calculated using ordinary kriging method and a 5.0% lead cut-off grade. Tonnages are rounded to the nearest 100,000t, lead
grades to one decimal place and silver to the nearest gram. Rounding errors may occur when using the above figures.
Competent Persons’ Statement
The information in this report related to the Abra April 2021 Resource is based on work completed by Mr Angelo
Scopel BSc (Geol), MAIG, a fulltime employee of Galena Mining and Mr Mark Drabble B.App.Sci. (Geology), MAIG,
MAusIMM, Principal Consultant at Optiro Pty Ltd. Mr Scopel was responsible for data review and QAQC, and. Mr
Drabble was responsible for the development of the geological model, resource estimation, classification and
reporting. Mr Scopel and Mr Drabble have sufficient experience relevant to the style of mineralisation and type of
deposit under consideration and to the activity which they are undertaking to qualify as a Competent Person as
defined in the 2012 Edition of the Australasian Code for Reporting of Exploration Results, Exploration Targets,
Mineral Resources and Ore Reserves. Mr Scopel and Mr Drabble consent to the inclusion in the report of the
matters based on this information in the form and context in which it appears.
– 17 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
REVIEW OF OPERATIONS
Commercial initiatives in support of Abra development – Toho Transaction
In April 2019, the Company executed definitive agreements with Toho setting out the terms for Toho’s investment
of $90 million in tranches for a 40% ownership interest in Galena’s previously wholly-owned subsidiary, AMPL (the
“Toho Transaction”). Key components of the Toho Transaction include:
•
Investment and investment structure – $90 million total investment to be made via the subscription of new
ordinary shares in AMPL such that Toho owns 40% of AMPL on completion of the full investment and
Galena retains 60%.
• Tranched payment – $20 million was paid on initial closing of the transaction in April 2019; $10 million was
paid in August 2019; and the remaining $60 million was received during the current financial year after
project financing debt for the Project was confirmed (with all tranches combined taking Toho’s total
ownership in AMPL to 40%).
• Off-take –Toho has also entered into an off-take agreement with AMPL to purchase 40% of Abra’s high-
grade high-value lead-silver concentrate on arms-length, benchmark terms.
Commercial initiatives in support of Abra development – project financing debt
In November 2020, Galena put in place US$110 million in finalised debt facilities arranged by Taurus Funds
Management. The facilities include a US$100 million Project Finance Facility plus a US$10 million Cost Overrun
Facility (see Galena ASX announcement of 12 November 2020).
The Project Finance Facility consists of a US$100 million, 69-month term loan primarily to fund capital expenditures
for the development of Abra. Key terms include:
• Fixed interest of 8.0% per annum on drawn amounts, payable quarterly in arrears.
• Arrangement fee of 2.5% and commitment fee of 2.0% on undrawn amounts.
• 1.125% net smelter return royalty.
• No mandatory hedging.
• Early repayment allowed without penalty.
The Cost Overrun Facility consists of a US$10 million loan to finance identified cost overruns on the Project in
capital expenditure and working capital. Fixed interest of 10.0% per annum will apply to amounts drawn under the
Cost Overrun Facility.
In June 2021, AMPL received the first drawdown under the Project Finance Facility in the amount of US$30 million,
leaving US$80 million undrawn under remaining facilities.
The Taurus Debt Facilities are secured against Abra Project assets and over the shares that each of Galena and
Toho own in AMPL, and additional drawdowns remain subject to satisfaction of customary conditions precedent.
Near-Project exploration
During the financial year, a full review of the prospects around Abra and other exploration targets was concluded
defining five high-priority targets that have the potential to host similar base and precious metals mineralisation as
for Abra.
Amongst the work completed during the year, a downhole geophysical survey was concluded for the deepest drill-
hole ever drilled at Abra (AB195) to identify any potential conductive source associated with massive sulphide
mineralisation, particularly in the interpreted copper-gold zone. The downhole geophysical survey included
electromagnetic, magnetic susceptibility, magnetic and conductivity surveys. A significant magnetic conductive
source was identified that is still being interpreted by the Company’s consultant geophysicists.
– 18 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
REVIEW OF OPERATIONS
__________________________________________________________________________________________
JILLAWARRA PROSPECTS (100% OWNED)
Galena’s Jillawarra Prospects consist of Woodlands, Manganese Range, Quartzite Well and Copper Chert, which
comprise more than 76 kilometres of continuous strike to the west of Abra and reside within five granted Exploration
Licences, being: E52/1413; E52/3575; E52/3581; E52/3630; and E52/3823.
During the financial year, the Company concluded the review and targeting exercise for the Jillawarra Prospects
exploration targets focusing on developing the prospects with the highest potential to host base and precious metals
mineralisation, using the learnings from the geological and mineralisation modelling of Abra following the 2020
Abra Drilling Program and preparation of the April 2021 Resource.
CORPORATE
Management transition
With Abra’s accelerated progress towards production, Galena announced on 16 June 2021 the transitioning of its
Managing Director role to Anthony James, a previously serving Non-Executive Director.
Mr James is a Mining Engineer with considerable senior underground operational and project development
experience. He joined Galena’s board in October 2018 and has been actively involved in Abra Project development
initiatives, having also served on the board of directors of AMPL since the establishment of the active joint-venture
with Toho in 2019.
Mr James has been actively involved in both technical and corporate initiatives for the Company since the second
half of 2018. Prior to Galena, Mr James’ experience includes having previously worked as Managing Director of
various ASX-listed companies, including Carbine Resources; Atherton Resources; and Mutiny Gold. At Atherton
Resources he achieved a favourable outcome for shareholders which culminated in a cash takeover by Auctus
Minerals. At Mutiny Gold he led the implementation of a revised development strategy for the Deflector copper-
gold deposit in WA prior to the merger of that company with Doray Minerals. Currently, Mr James serves as a Non-
Executive Director of Apollo Consolidated, Wiluna Mining and Medallion Metals. Since his appointment of
Managing Director of Galena, Mr James has retired from his position as non-Executive director of Wiluna Mining
to be effective from 31 July 2021. Prior to Mr James’ Managing Director and Non-Executive Director roles, he held
a number of senior executive positions with international gold producer Alacer Gold, including President of its
Australian operations. He also played a key role in Avoca Resources’ initial growth and success, leading the
feasibility, development and operation of its Higginsville Gold Mine.
The Company’s prior Managing Director, Alex Molyneux remains a Director with responsibility for corporate
development initiatives and strategic relationships.
A$12 million placement
On 17 July 2020 the Company successfully completed a placement to raise A$12 million to continue progress on
the Abra Base Metals Project. 57,150,000 new Galena shares were issued at a placement price of $0.21 per share.
The placement was significantly oversubscribed and well supported by existing and new investors including high-
quality institutional investors. The Company’s largest shareholder and strategic investor Mr Timothy Andrew
Roberts, subscribed for 11,150,000 placement shares to maintain his pro-rata shareholding at approximately 20%.
– 19 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2021
Note
Year ended
Year ended
30 June 2021
30 June 2020
$
$
3
516,035
535,552
Revenue
Expenses
Corporate and administration expenses
Depreciation and amortisation
10,11
Employee costs
Share-based payments
Exploration and evaluation expenditure
Royalty termination
Foreign exchange loss
16
4
(894,018)
(247,949)
(1,256,593)
(85,461)
(1,311,295)
(1,109,014)
(1,079,083)
(62,056)
(498,217)
(89,458)
-
(4,000,000)
(647,241)
(34,780)
Loss before finance costs and income tax expense
(3,725,607)
(6,537,971)
Finance costs
Loss before income tax
Income tax expense
11,13
(177,833)
(57,878)
(3,903,440)
(6,595,849)
6
-
-
Loss after income tax for the year
(3,903,440)
(6,595,849)
Other comprehensive income net of income tax
-
-
Total comprehensive loss for the year
(3,903,440)
(6,595,849)
Loss for the year attributable to:
Non-controlling interest
Members of the parent
Loss per share
(353,113)
(559,194)
(3,550,327)
(6,036,655)
(3,903,440)
(6,595,849)
Basic and diluted loss per share (cents per share)
5
(0.85)
(1.73)
The accompanying notes form part of these financial statements.
– 20 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2021
ASSETS
CURRENT ASSETS
Cash and cash equivalents
Trade and other receivables
Prepayments
TOTAL CURRENT ASSETS
NON-CURRENT ASSETS
Exploration and evaluation expenditure
Plant and equipment
Right-of-use assets
TOTAL NON-CURRENT ASSETS
TOTAL ASSETS
LIABILITIES
CURRENT LIABILITIES
Trade and other payables
Lease liabilities
Provisions
TOTAL CURRENT LIABILITIES
NON-CURRENT LIABILITIES
Lease liabilities
Provisions
Interest bearing loans and borrowings
TOTAL NON-CURRENT LIABILITIES
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued capital
Share-based payment reserve
Consolidation reserve
Accumulated losses
Parent interest
Non-controlling interest
TOTAL EQUITY
Note
30 June 2021
30 June 2020
$
$
7
8
9
10
11
12
11
13
11
13
14
15
16
25
25
96,195,562
9,053,747
104,095
223,671
449,103
912,518
96,523,328
10,415,368
6,648,789
65,301,696
1,844,353
73,794,838
21,175,802
26,384,326
1,565,470
49,125,598
170,318,166
59,540,966
2,227,960
1,801,316
769,745
227,468
602,390
124,729
3,225,173
2,528,435
623,180
1,667,882
31,852,545
34,143,607
920,228
-
-
920,228
37,368,780
3,448,663
132,949,386
56,092,303
48,006,327
1,657,270
52,727,720
34,854,887
1,248,187
26,071,954
(14,566,022)
(11,015,695)
87,825,295
45,124,091
132,949,386
51,159,333
4,932,970
56,092,303
The accompanying notes form part of these financial statements.
– 21 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 JUNE 2021
Balance at 1 July 2019
Loss for the year
Other comprehensive income
Total comprehensive loss
Transactions with owners directly recorded in equity:
Shares issued during the year
Share-based payments
Share issue costs
Partial disposal of interest in subsidiary (Note 25)
Issued capital Share-based
payment
reserve
$
$
Consolidation
reserve
Accumulated
losses
Non-
controlling
interest
Total
$
$
$
28,591,025
1,064,807
17,680,860
(4,979,040)
2,283,258
44,640,910
-
-
6,263,862
-
-
-
-
-
-
183,380
-
-
-
-
-
-
-
8,391,094
(6,036,655)
(559,194)
(6,595,849)
-
-
-
(6,036,655)
(559,194)
(6,595,849)
-
-
-
-
-
-
-
6,263,862
183,380
-
3,208,906
11,600,000
Balance at 30 June 2020
34,854,887
1,248,187
26,071,954
(11,015,695)
4,932,970
56,092,303
Balance at 1 July 2020
Loss for the year
Other comprehensive income
Total comprehensive loss
Transactions with owners directly recorded in equity:
Shares issued during the year
Share-based payments
Share issue costs
Partial disposal of interest in subsidiary (Note 25)
34,854,887
1,248,187
26,071,954
(11,015,695)
4,932,970
56,092,303
-
-
13,831,500
-
-
-
-
409,083
(680,060)
-
-
-
-
-
-
-
-
26,655,766
(3,550,327)
(353,113)
(3,903,440)
-
-
-
(3,550,327)
(353,113)
(3,903,440)
-
-
-
-
-
-
-
13,831,500
409,083
(680,060)
40,544,234
67,200,000
Balance at 30 June 2021
48,006,327
1,657,270
52,727,720
(14,566,022)
45,124,091
132,949,386
The accompanying notes form part of these financial statements.
– 22 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2021
CASH FLOWS FROM OPERATING ACTIVITIES
Payments to suppliers and employees
(1,481,064)
(4,710,163)
Year ended
Year ended
30 June 2021
$
30 June 2020
$
Note
Other income
Interest received
Interest paid
Royalty termination
383,829
132,206
(132,931)
113,000
335,052
-
-
(1,600,000)
Net cash used in operating activities
18
(1,097,960)
(5,862,111)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of plant and equipment
Exploration and evaluation expenditure
Proceeds from partial disposal of subsidiary
(14,560,789)
(22,949,436)
(8,232,028)
(3,011,148)
67,200,000
11,600,000
Net cash provided by / (used in) investing activities
44,407,183
(14,360,584)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issue of shares
13,161,500
1,299,025
Transaction costs associated with issue of shares
Payments of lease liabilities
Proceeds from loans and borrowings
Borrowing costs paid
Net cash provided by financing activities
(680,060)
(501,393)
39,421,800
(7,569,255)
43,832,592
-
-
-
-
1,299,025
Net increase / (decrease) in cash held
87,141,815
(18,923,670)
Cash and cash equivalents at beginning of financial
period
9,053,747
27,977,417
Cash and cash equivalents at end of financial period
7
96,195,562
9,053,747
The accompanying notes form part of these financial statements.
– 23 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1:
STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES
These financial statements and notes represent those of Galena Mining Limited and its controlled entities (together
referred to as “Galena”, the “Company”, the “Group” or the “Consolidated Entity”). Galena is a public company,
incorporated and domiciled in Australia. The Consolidated Entity or the Group refers to the Company and the entity
controlled during the year and at the year end.
The financial statements were authorised for issue on 26th August 2021 by the directors of the Company. The directors
have the power to amend and reissue the financial statements.
Basis of Preparation
The financial statements are general purpose financial statements that have been prepared in accordance with
Australian Accounting Standards, Australian Accounting Interpretations, other authoritative pronouncements of the
Australian Accounting Standards Board (AASB) and the Corporations Act 2001. The Company is a for-profit entity for
financial reporting purposes under the Australian Accounting Standards.
Australian Accounting Standards set out accounting policies that the AASB has concluded would result in financial
statements containing relevant and reliable information about transactions, events and conditions. Compliance with
Australian Accounting Standards ensures that the financial statements and notes also comply with International
Financial Reporting Standards as issued by the IASB. Material accounting policies adopted in the preparation of this
financial report are presented below. They have been consistently applied unless otherwise stated.
The financial statements have been prepared on an accruals basis and are based on historical costs, modified where
applicable, by the measurement at fair value of financial assets and financial liabilities.
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 consolidated entity'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 Z.
Parent entity information
In accordance with the Corporations Act 2001, these financial statements present the results of the consolidated entity
only. Supplementary information about the parent entity is disclosed in note 25.
Accounting Policies
The following is a summary of the material accounting policies adopted by the Company in the preparation of the
financial report.
a)
Going Concern
The financial report has been prepared on the basis of accounting policies applicable to a going concern. This basis
presumes that funds will be available to finance future operations and that the realisation of assets and settlement of
liabilities, contingent obligations and commitments will occur in the ordinary course of business.
The Group incurred a loss for the period of $3,903,440 (2020: $6,595,849), net cash outflows from operating activities
of $1,097,960 (2020: $5,862,111) and net cash inflows from investing activities of $44,407,183 (2020: outflows of
$14,360,584). As at 30 June 2021, the Group had a net current asset surplus of $93,298,155 (2020: $7,886,933),
including cash and cash equivalents of $96,195,562 (2020: $9,053,747).
On 17 July 2020, the Company successfully completed a $12 million share placement. On 12 November 2020, the
Company put in place US$110 million in finalised debt facilities arranged by Taurus Funds Management to provide
project financing to AMPL, the joint-venture company for the Abra Base Metals Project.
– 24 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
__________________________________________________________________________________
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1:
STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (continued)
a)
Going Concern (continued)
At the date of this report, the Directors are satisfied there are reasonable grounds to believe that, having regard to the
Group’s position and its available financing options, the Group will be able to meet its obligations as and when they fall
due.
The impact of the COVID-19 pandemic is ongoing and while it has not significantly impacted the Group up to 30 June
2021, it is not practicable to estimate the potential impact, positive or negative, after the reporting date. The situation
is rapidly developing and is dependent on measures imposed by the Australian Government and other countries, such
as maintaining social distancing requirements, quarantine, travel restrictions and any economic stimulus that may be
provided.
b)
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. The Chief Operating Decision Makers
are responsible for the allocation of resources to operating segments and assessing their performance.
c)
Income Tax
The income tax expense (income) for the period comprises current income tax expense (income) and deferred tax
expense (income).
Current income tax expense charged to the profit or loss is the tax payable on taxable income calculated using
applicable income tax rates enacted, or substantially enacted, as at reporting date. Current tax liabilities (assets) are
therefore measured at the amounts expected to be paid to (recovered from) the relevant taxation authority.
Deferred income tax expense reflects movements in deferred tax asset and deferred tax liability balances during the
period as well unused tax losses.
Current and deferred income tax expense (income) is charged or credited directly to equity instead of the profit or loss
when the tax relates to items that are credited or charged directly to equity.
Deferred tax assets and liabilities are ascertained based on temporary differences arising between the tax bases of
assets and liabilities and their carrying amounts in the financial statements. Deferred tax assets also result where
amounts have been fully expensed but future tax deductions are available. No deferred income tax will be recognised
from the initial recognition of an asset or liability, excluding a business combination, where there is no effect on
accounting or taxable profit or loss.
Deferred tax assets relating to temporary differences and unused tax losses are recognised only to the extent that it is
probable that future taxable profit will be available against which the benefits of the deferred tax asset can be utilised.
Deferred tax assets and liabilities are calculated at the tax rates that are expected to apply to the period when the asset
is realised or the liability is settled, based on tax rates enacted or substantively enacted at reporting date. Their
measurement also reflects the manner in which management expects to recover or settle the carrying amount of the
related asset or liability.
Where temporary differences exist in relation to investments in subsidiaries, branches, associates, and joint ventures,
deferred tax assets and liabilities are not recognised where the timing of the reversal of the temporary difference can
be controlled and it is not probable that the reversal will occur in the foreseeable future.
Current tax assets and liabilities are offset where a legally enforceable right of set-off exists and it is intended that net
settlement or simultaneous realisation and settlement of the respective asset and liability will occur. Deferred tax
assets and liabilities are offset where a legally enforceable right of set-off exists, the deferred tax assets and liabilities
relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities
where it is intended that net settlement or simultaneous realisation and settlement of the respective asset and liability
will occur in future periods in which significant amounts of deferred tax assets or liabilities are expected to be recovered
or settled.
– 25 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1:
STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (continued)
d)
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 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 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.
e)
Cash and Cash Equivalents
Cash and cash equivalents include cash on hand, deposits held at call with banks and other short-term highly liquid
investments with original maturities of 3 months or less.
f)
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.
g)
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 plant and equipment over
their expected useful lives.
The residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each reporting
date.
An item of 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. Any
revaluation surplus reserve relating to the item disposed of is transferred directly to retained profits.
– 26 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
__________________________________________________________________________________
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1:
STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (continued)
h)
Right-of-Use Assets
A right-of-use asset is recognised at the commencement date of a lease. The right-of-use asset is measured at cost,
which comprises the initial amount of the lease liability, adjusted for, as applicable, any lease payments made at or
before the commencement date net of any lease incentives received, any initial direct costs incurred, and, except
where included in the cost of inventories, an estimate of costs expected to be incurred for dismantling and removing
the underlying asset, and restoring the site or asset.
Right-of-use assets are depreciated on a straight-line basis over the unexpired period of the lease or the estimated
useful life of the asset, whichever is the shorter. Where the Group expects to obtain ownership of the leased asset at
the end of the lease term, the depreciation is over its estimated useful life. Right-of use assets are subject to impairment
or adjusted for any remeasurement of lease liabilities.
The Group has elected not to recognise a right-of-use asset and corresponding lease liability for short-term leases with
terms of 12 months or less and leases of low-value assets. Lease payments on these assets are expensed to profit or
loss as incurred.
i)
Exploration and Evaluation Expenditure
Exploration and evaluation expenditure incurred is accumulated in respect of each identifiable 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 that permits reasonable assessment of the
existence of economically recoverable reserves.
Accumulated costs in relation to an abandoned area are written off in full against profit in the period in which the
decision to abandon the area is made.
A regular review is undertaken of each area of interest to determine the appropriateness of continuing to carry forward
costs in relation to that area of interest.
j)
Mine Development Assets
Capitalised mine development assets include expenditures incurred to develop new ore bodies to define further
mineralisation in existing ore bodies, to expand the capacity of a mine and to maintain production. Mine development
assets also include costs transferred from exploration and evaluation phase once production commences in the area
of interest.
Amortisation of mine development assets is computed by the units of production basis over the estimated proved and
probable reserves. Proved and probable mineral reserves reflect estimated quantities of economically recoverable
reserves which can be recovered in the future from known mineral deposits. These reserves are amortised from the
date on which production commences. The amortisation is calculated from recoverable proven and probable reserves
and a predetermined percentage of the recoverable measured, indicated and inferred resource. This percentage is
reviewed annually.
Restoration costs expected to be incurred are provided for as part of development activities that give rise to the need
for restoration.
k)
Impairment of Non-Financial Assets
Non-financial assets are reviewed for impairment whenever events or changes in circumstances indicate that the
carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the asset's carrying
amount exceeds its recoverable amount.
Recoverable amount is the higher of an asset's fair value less costs of disposal and value-in-use. The value-in-use is
the present value of the estimated future cash flows relating to the asset using a pre-tax discount rate specific to the
asset or cash-generating unit to which the asset belongs. Assets that do not have independent cash flows are grouped
together to form a cash-generating unit.
– 27 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1:
STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (continued)
l)
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 days of recognition.
m)
Provisions
Provisions are recognised when the Company has a legal or constructive obligation, as a result of past events, for
which it is probable that an outflow of economic benefits will result and that outflow can be reliably measured.
n)
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.
o)
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.
p)
Finance costs
Finance costs attributable to qualifying assets are capitalised as part of the asset and amortised over the life of the
loan. All other finance costs are expensed in the period in which they are incurred.
– 28 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
__________________________________________________________________________________
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1:
STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (continued)
q)
Financial Instruments
Recognition and Initial Measurement
Financial assets and financial liabilities are recognised when the entity becomes a party to the contractual provisions
to the instrument. For financial assets, this is equivalent to the date that the company commits itself to either the
purchase or sale of the asset.
Financial instruments are initially measured at fair value plus transactions costs except where the instrument is
classified ‘at fair value through profit or loss in which case transaction costs are expensed to profit or loss immediately.
Classification and Subsequent Measurement
Financial instruments are subsequently measured at fair value, amortised cost using the effective interest method,
or cost.
Amortised cost is calculated as the amount at which the financial asset or financial liability is measure d at initial
recognition less principal repayments and any reduction for impairment, and adjusted for an y cumulative
amortization of the difference between that initial amount and the maturity amount calculated using the effective
interest method.
Fair value is determined based on current bid prices for all quoted investments. Valuation techniques are applied
to determine the fair value for all unlisted securities, including recent arm’s length transactions, reference to similar
instruments and option pricing models.
The effective interest method is used to allocate interest income or interest expense over the relevant period and
is equivalent to the rate that discounts estimated future cash payments or receipts (including fees, transaction
costs and other premiums or discounts) over the expected life (or when this cannot be reliably predicted, the
contractual term) of the financial instruments to the net carrying amount of the financial asset or financial liability.
Revisions to expected future net cash flows will necessitate an adjustment to the carrying amount with a
consequential recognition of an income or expense item in profit or loss.
The Company does not designate any interests in subsidiaries, associates or joint venture entities as being subject
to the requirements of accounting standards specifically applicable to financial instruments.
Financial assets at fair value through profit or loss
(i)
Financial assets are classified at “fair value through profit or loss” when they are held for trading for the purpose of
short-term profit taking, derivatives not held for hedging purposes, or when they are designated as such to avoid an
accounting mismatch or to enable performance evaluation where a group of financial assets is managed by key
management personnel on a fair value basis in accordance with a documented risk management or investment
strategy. Such assets are subsequently measured at fair value with changes in carrying amount being included in profit
or loss.
Loans and receivables
(ii)
Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in
an active market and are subsequently measured at amortised cost.
Loans and receivables are included in current assets, where they are expected to mature within 12 months after the
end of the reporting period.
Financial Liabilities
(iii)
Non-derivative financial liabilities other than financial guarantees are subsequently measured at amortised cost. Gains
or losses are recognised in profit or loss through the amortisation process and when the financial liability is
derecognised.
– 29 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1:
STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (continued)
r)
Employee Benefits
Provision is made for the company’s liability for employee benefits arising from services rendered by employees to
balance date. Employee benefits that are expected to be settled within a 12 month period have been measured at the
amounts expected to be paid when the liability is settled, plus related on-costs. Employee benefits payable later than
12 months have been measured at the present value of the estimated future cash outflows to be made for those
benefits.
s)
Equity-settled compensation
The Company operates equity-settled share-based payment employee share and option schemes. The fair value of
the equity to which employees become entitled is measured at grant date and recognised as an expense over the
vesting period, with a corresponding increase to an equity account. The fair value of shares is ascertained as the
market bid price. The fair value of options is ascertained using a Black –Scholes pricing model which incorporates all
market vesting conditions. The number of shares and options expected to vest is reviewed and adjusted at the end of
each reporting date such that the amount recognised for services received as consideration for the equity instruments
granted shall be based on the number of equity instruments that eventually vest.
t)
Fair Value Measurement
When an asset or liability, financial or non-financial is measures 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.
u)
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.
– 30 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
__________________________________________________________________________________
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1:
STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (continued)
v)
Earnings per share
Basic earnings per share
Basic earnings per share is calculated by dividing the profit attributable to the owners of Galena Mining 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.
w)
Revenue
Interest revenue is recognised on a proportional basis taking into account the interest rates applicable to the financial
assets.
All revenue is stated net of the amount of goods and services tax (GST).
x)
Goods and Services Tax (GST)
Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST incurred
is not recoverable from the Australian Tax Office. In these circumstances the GST is recognised as part of the cost of
acquisition of the asset or as part of an item of the expense. Receivables and payables in the statement of financial
position are shown inclusive of GST.
Cash flows are presented in the statement of cash flows on a gross basis, except for the GST component of investing
and financing activities, which are disclosed as operating cash flows.
y)
Principles of Consolidation
The consolidated financial statements incorporate all of the assets, liabilities and results of the parent, Galena Mining
Limited and all of the subsidiaries (including any structured entities). Subsidiaries are entities the parent controls. The
parent controls an entity when it 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 over the entity. A list of the subsidiaries is provided in Note 25.
The assets, liabilities and results of all subsidiaries are fully consolidated into the financial statements of the Group
from the date on which control is obtained by the Group. The consolidation of a subsidiary is discontinued from the
date that control ceases. Intercompany transactions, balances and unrealised gains or losses on transactions between
group entities are fully eliminated on consolidation. Accounting policies of subsidiaries have been changed and
adjustments made where necessary to ensure uniformity of the accounting policies adopted by the Group.
Equity interests in a subsidiary not attributable, directly or indirectly, to the Group are presented as “non-controlling
interests”. The Group initially recognises non-controlling interests that are present ownership interests in subsidiaries
and are entitled to a proportionate share of the subsidiary’s net assets on liquidation at either fair value or at the non-
controlling interests’ proportionate share of the subsidiary’s net assets. Subsequent to initial recognition, non-controlling
interests are attributed their share of profit or loss and each component of other comprehensive income. Non-controlling
interests are shown separately within the equity section of the statement of financial position and statement of
comprehensive income.
– 31 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1:
STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (continued)
z)
Critical Accounting Estimates and Judgments
The directors evaluate estimates and judgments incorporated into the financial report based on historical knowledge
and best available current information. Estimates assume a reasonable expectation of future events and are based on
current trends and economic data, obtained both externally and within the Company.
Coronavirus (COVID-19) pandemic
Judgement has been exercised in considering the impacts that the Coronavirus (COVID-19) pandemic has had, or
may have, on the consolidated entity based on known information. This consideration extends to the nature of the
products and services offered, customers, supply chain, staffing and geographic regions in which the consolidated
entity operates. Other than as addressed in specific notes, there does not currently appear to be either any significant
impact upon the financial statements or any significant uncertainties with respect to events or conditions which may
impact the consolidated entity unfavourably as at the reporting date or subsequently as a result of the Coronavirus
(COVID-19) pandemic.
Estimation of useful lives of assets
The consolidated entity determines the estimated useful lives and related depreciation and amortisation charges for its
property, plant and equipment and finite life intangible assets. The useful lives could change significantly as a result of
technical innovations or some other event. The depreciation and amortisation charge will increase where the useful
lives are less than previously estimated lives, or technically obsolete or non-strategic assets that have been abandoned
or sold will be written off or written down.
Impairment of non-financial assets other than goodwill and other indefinite life intangible assets
The consolidated entity assesses impairment of non-financial assets other than goodwill and other indefinite life
intangible assets at each reporting date by evaluating conditions specific to the consolidated entity and to the particular
asset that may lead to impairment. If an impairment trigger exists, the recoverable amount of the asset is determined.
This involves fair value less costs of disposal or value-in-use calculations, which incorporate a number of key estimates
and assumptions.
It is reasonably possible that the underlying metal price assumption may change which may then impact the estimated
life of mine determinant and may then require a material adjustment to the carrying value of mining plant and
equipment, mining infrastructure and mining development assets. Furthermore, the expected future cash flows used
to determine the value-in-use of these assets are inherently uncertain and could materially change over time. They are
significantly affected by a number of factors including reserves and production estimates, together with economic
factors such as metal spot prices, discount rates, estimates of costs to produce reserves and future capital expenditure.
Lease term
The lease term is a significant component in the measurement of both the right-of-use asset and lease liability.
Judgement is exercised in determining whether there is reasonable certainty that an option to extend the lease or
purchase the underlying asset will be exercised, or an option to terminate the lease will not be exercised, when
ascertaining the periods to be included in the lease term. In determining the lease term, all facts and circumstances
that create an economical incentive to exercise an extension option, or not to exercise a termination option, are
considered at the lease commencement date. Factors considered may include the importance of the asset to the
consolidated entity's operations; comparison of terms and conditions to prevailing market rates; incurrence of
significant penalties; existence of significant leasehold improvements; and the costs and disruption to replace the asset.
The consolidated entity reassesses whether it is reasonably certain to exercise an extension option, or not exercise a
termination option, if there is a significant event or significant change in circumstances.
Incremental borrowing rate
Where the interest rate implicit in a lease cannot be readily determined, an incremental borrowing rate is estimated to
discount future lease payments to measure the present value of the lease liability at the lease commencement date.
Such a rate is based on what the consolidated entity estimates it would have to pay a third party to borrow the funds
necessary to obtain an asset of a similar value to the right-of-use asset, with similar terms, security and economic
environment.
– 32 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
__________________________________________________________________________________
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1:
STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (continued)
z)
Critical Accounting Estimates and Judgments (continued)
Employee benefits provision
As discussed in note 1, the liability for employee benefits expected to be settled more than 12 months from the reporting
date are recognised and measured at the present value of the estimated future cash flows to be made in respect of all
employees at the reporting date. In determining the present value of the liability, estimates of attrition rates and pay
increases through promotion and inflation have been taken into account.
Rehabilitation provision
A provision has been made for the present value of anticipated costs for future rehabilitation of land explored or mined.
The consolidated entity's mining and exploration activities are subject to various laws and regulations governing the
protection of the environment. The consolidated entity recognises management's best estimate for assets retirement
obligations and site rehabilitations in the period in which they are incurred. Actual costs incurred in the future periods
could differ materially from the estimates. Additionally, future changes to environmental laws and regulations, life of
mine estimates and discount rates could affect the carrying amount of this provision.
Exploration and Evaluation Expenditure
Exploration and evaluation expenditure has been capitalised on the basis that the consolidated entity will commence
commercial production in the future, from which time the costs will be amortised in proportion to the depletion of the
mineral resources. Key judgements are applied in considering costs to be capitalised which includes determining
expenditures directly related to these activities and allocating overheads between those that are expensed and
capitalised. In addition, costs are only capitalised that are expected to be recovered either through successful
development or sale of the relevant mining interest. Factors that could impact the future commercial production at the
mine include the level of reserves and resources, future technology changes, which could impact the cost of mining,
future legal changes and changes in commodity prices. To the extent that capitalised costs are determined not to be
recoverable in the future, they will be written off in the period in which this determination is made.
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. Significant judgement may be required in determining the valuation
technique adopted. The fair value of the options issued in the current period are determined by an internal valuation
using a Black-Scholes option pricing model, using the assumptions detailed in note 17. The assumptions detailed in
this note are also judgemental.
For equity transactions with consultants and other employees, the fair value reflects the value attributable to services
where applicable. Where there is no quantifiable value of services the value of options is calculated using the Black
and Scholes option pricing model or in the case of share grants, the fair value of an ordinary share is utilised.
For instruments issued with market-based conditions, alternative valuation methodologies would be adopted.
aa)
New accounting standards for application in the current period
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 consolidated entity for the annual reporting period ended 30 June 2021. The consolidated entity has not yet
assessed the impact of these new or amended Accounting Standards and Interpretations.
– 33 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTE 2:
SEGMENT INFORMATION
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.
The Group is managed primarily on the basis of one geographical segment being Australia, and has the following
operating segments:
•
•
•
The Abra Project segment which is a globally significant lead-silver project currently in development and located
in the Gascoyne region of Western Australia.
The Exploration segment which undertakes exploration and evaluation activities in Western Australia.
The Other Activities segment which includes all corporate expenses that cannot be directly attributed to the
Group’s operating segments.
Segment Results
Year ended 30 June 2021
Interest received
Other income
Revenue
Corporate and administration expenses
Depreciation and amortisation
Employee costs
Share-based payments
Exploration and evaluation expenditure
Royalty termination
Foreign exchange loss
Loss before finance costs and income tax
Finance costs
Abra Project
$
Exploration
$
Other
Activities
$
79,258
17,500
96,758
Consolidated
$
132,206
383,829
516,035
(584,381)
(894,018)
(60,833)
(247,949)
(1,311,295)
(1,311,295)
(1,079,083)
(1,079,083)
-
-
(62,056)
-
(17,654)
(647,241)
-
-
-
-
-
-
-
(62,056)
-
-
(62,056)
(2,956,488)
(3,725,607)
-
(2,113)
(177,833)
52,948
366,329
419,277
(309,637)
(187,116)
-
-
-
-
(629,587)
(707,063)
(175,720)
Loss before income tax
(882,783)
(62,056)
(2,958,601)
(3,903,440)
Income tax expense
Net loss for the year
-
-
-
-
(882,783)
(62,056)
(2,958,601)
(3,903,440)
Segment assets
125,437,476
29,407,830
15,472,860
170,318,166
Segment liabilities
(37,013,230)
-
(355,550)
(37,368,780)
Other segment information
Capital expenditure (i)
(15,062,182)
(8,232,028)
-
(23,294,210)
(i) Capital expenditure consists of additions to plant and equipment, mines under construction, lease assets and exploration and
evaluation assets.
– 34 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
__________________________________________________________________________________
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTE 2:
SEGMENT INFORMATION (continued)
Segment Results
Year ended 30 June 2020
Interest received
Other income
Revenue
Corporate and administration expenses
Depreciation and amortisation
Employee costs
Share-based payments
Exploration and evaluation expenditure
Royalty termination
Foreign exchange loss
Abra Project
$
Exploration
$
218,886
100,000
318,886
(242,320)
(3,253)
-
-
-
(4,000,000)
(10,814)
-
-
-
-
-
-
-
(89,458)
-
-
Other
Activities
$
116,166
100,500
216,666
Consolidated
$
335,052
200,500
535,552
(1,014,273)
(1,256,593)
(82,208)
(85,461)
(1,109,014)
(1,109,014)
(498,217)
(498,217)
(89,458)
-
(4,000,000)
(23,966)
(34,780)
Loss before finance costs and income tax
(3,937,501)
(89,458)
(2,511,012)
(6,537,971)
Finance costs
(52,937)
-
(4,940)
(57,878)
Loss before income tax
(3,990,439)
(89,458)
(2,515,953)
(6,595,849)
Income tax expense
Net loss for the year
-
-
-
-
(3,990,439)
(89,458)
(2,515,953)
(6,595,849)
Segment assets
29,938,647
21,175,802
8,426,517
59,540,966
Segment liabilities
(3,164,651)
-
(284,012)
(3,448,663)
Other segment information
Capital expenditure (i)
(26,669,178)
(3,011,148)
(95,728)
(29,776,054)
(i) Capital expenditure consists of additions to plant and equipment, mines under construction, lease assets and exploration and
evaluation assets.
NOTE 3:
REVENUE
Interest received
Other income
Total Revenue
2021
$
132,206
383,829
516,035
2020
$
335,052
200,500
535,552
– 35 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTE 4:
ROYALTY TERMINATION
Royalty termination
2021
$
-
2020
$
4,000,000
In December 2019, AMPL terminated a 1.125% historical vendor royalty on Abra by entering into a transaction with
the individual royalty holder. Under the transaction, AMPL paid consideration for the royalty termination of: $1.6
million in cash; plus 7,000,000 shares in Galena. The consideration required for the termination was provided to
AMPL by each of its shareholders, with $1.6 million contributed by Toho’s wholly-owned subsidiary CBHWA and the
7,000,000 Galena shares contributed by the Company.
Following the royalty termination, total historical vendor and other non-Government royalty equivalent payments
applicable to Abra were reduced by 1.125%.
NOTE 5:
EARNINGS PER SHARE
2021
$
2020
$
Cents per share
Cents per share
Basic and diluted loss per share
(0.85)
(1.73)
The loss and weighted average number of ordinary shares used in this
calculation of basic and diluted loss per share are as follows:
Loss
$
$
(3,903,440)
(6,595,849)
Number
Number
Weighted average number of ordinary shares for the purposes of basic
and diluted loss per share
459,723,161
381,316,316
As the Company is in a loss position the options outstanding at 30 June 2021 have no dilutive effects on the earnings
per share calculation.
– 36 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
__________________________________________________________________________________
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTE 6:
INCOME TAX EXPENSE
a. Recognised in the income statement:
Current tax
Deferred tax
Income tax as reported in the statement of comprehensive income
b. Reconciliation of income tax expense to prima facie tax
payable:
Loss from ordinary activities before income tax expense
Prima facie tax benefit on loss from ordinary activities before
income tax at 30% (2020: 27.5%)
Increase in income tax due to:
- Non-assessable income
- Non-deductible expenses
-
Impact of change in corporate tax rate
- Changes in unrecognised temporary differences
- Unused tax losses not recognised
2021
$
-
-
-
2020
$
-
-
-
(3,903,440)
(6,595,849)
(1,171,032)
(1,813,859)
(109,899)
326,191
(1,136,803)
(1,300,314)
3,391,857
(55,000)
168,426
-
210,128
1,490,305
Income tax attributable to operating loss
-
-
The following deferred tax balances have not been recognised:
c. Deferred tax assets not recognised at 30% (2020: 27.5%)
Carry forward revenue and capital losses
22,920,777
18,089,424
Accruals
Capital raising costs
Unrealised foreign exchange loss
Other
Net deferred tax asset
113,058
310,253
125,129
713
32,040
135,673
-
-
23,469,930
18,257,137
The carry forward revenue losses are only available for offset subject to Galena Mining Limited and Abra Mining Pty
Ltd satisfying the carried-forward loss tests for deductibility such as the Continuity of Ownership Test and the Business
Continuity Test.
d. Deferred tax liabilities not recognised at 30% (2020: 27.5%)
Exploration expenditure
Plant and equipment
Other
Net deferred tax liability
1,892,678
6,827,712
5,707,835
-
-
44,463
8,720,390
5,752,299
Potential deferred tax assets attributable to tax losses and other temporary differences have not been brought to
account at 30 June 2021 because the directors do not believe it is appropriate to regard realisation of the deferred tax
assets as probable at this point in time. These benefits will only be obtained if:
•
•
the Company derives future assessable income of a nature and of an amount sufficient to enable the benefit
from the deductions for the expenditure to be realised; and
no changes in tax legislation adversely affect the Company in realising the benefit from the deductions for the
expenditure.
– 37 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTE 7:
CASH AND CASH EQUIVALENTS
Cash at bank
Term deposits at call
Total Cash and Cash Equivalents
2021
$
96,170,562
25,000
96,195,562
2020
$
1,419,019
7,634,728
9,053,747
Reconciliation to cash and cash equivalents at the end of the financial year
The above figure is reconciled to cash and cash equivalents at the end of the financial year as shown in the statement
of cash flows as follows:
Balance as above
Balance as per statement of cash flows
96,195,562
96,195,562
9,053,747
9,053,747
NOTE 8:
TRADE AND OTHER RECEIVABLES
Current
GST receivable
Other trade receivables
Credit Card guarantee
Rent guarantee
Total Trade and Other Receivables
NOTE 9:
EXPLORATION AND EVALUATION EXPENDITURE
Exploration expenditure capitalised
Exploration and evaluation asset acquisition
Exploration and evaluation costs incurred
71,430
2,512
-
30,153
104,095
2021
$
311,703
62,247
45,000
30,153
449,103
2020
$
3,674,086
2,974,703
6,648,789
3,674,165
17,501,637
21,175,802
A reconciliation of the carrying amount of exploration and evaluation
expenditure is set out below:
Carrying amount at the beginning of the year
Costs capitalised during the year
Transferred to mine properties
Carrying amount at the end of the year
21,175,802
18,164,654
8,232,028
3,011,148
(22,759,041)
-
6,648,789
21,175,802
– 38 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
__________________________________________________________________________________
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTE 10:
PLANT AND EQUIPMENT
Reconciliation of the carrying amounts for each class of plant and equipment is set out below.
Rehabilitation
Asset
Mine
Properties
Plant and
Equipment
Mines Under
Construction
2021
Opening net carrying amount
Additions
Transfer from exploration
Depreciation and amortisation
Change in rehabilitation
provision
Disposals
$
-
-
-
-
1,622,978
-
$
-
-
22,759,041
-
-
-
$
$
Total
$
22,079
26,362,247
26,384,326
121,331
14,439,458
14,560,789
-
(25,438)
-
-
-
-
-
-
22,759,041
(25,438)
1,622,978
-
Closing net carrying amount
1,622,978
22,759,041
117,972
40,801,705
65,301,696
At 30 June 2021
At cost
1,622,978
22,759,041
167,219
40,801,705
65,350,943
Accumulated depreciation
-
-
(49,247)
-
(49,247)
1,622,978
22,759,041
117,972
40,801,705
65,301,696
Rehabilitation
Asset
Mine
Properties
Plant and
Equipment
Mines Under
Construction
$
$
Total
$
27,209
1,168,960
1,208,699
6,148
25,193,287
25,199,435
-
(11,278)
-
-
-
-
-
-
-
-
-
-
22,079
26,362,247
26,384,326
45,887
26,362,247
26,408,134
(23,808)
-
(23,808)
22,079
26,362,247
26,384,326
2020
Opening net carrying amount
Additions
Transfer from exploration
Depreciation and amortisation
Change in rehabilitation
provision
Disposals
Closing net carrying amount
At 30 June 2020
At cost
Accumulated depreciation
$
-
-
-
-
-
-
-
-
-
-
$
-
-
-
-
-
-
-
-
-
-
– 39 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTE 11:
LEASES
The Group has lease contracts for site communication equipment and for its corporate office. Both the
communication equipment and corporate office leases have a three-year lease term. The Group’s obligations under
its leases are secured by the lessor’s title to the leased assets.
Set out below are the carrying amounts of right-of-use assets recognised and the movements during the period:
Right-Of Use Assets
Communication Equipment
Balance at beginning of period
Additions
Depreciation expense
Balance at reporting date
Corporate Office
Balance at beginning of period
Additions
Depreciation expense
Balance at reporting date
2021
$
1,472,743
501,393
(166,874)
1,807,262
92,727
-
(55,636)
37,091
2020
$
-
1,472,743
-
1,472,743
-
166,909
(74,182)
92,727
Total Right-Of-Use Assets
1,844,353
1,565,470
Set out below are the carrying amounts of lease liabilities and the movements during the period:
Lease Liabilities
Balance at beginning of period
Additions
Accretion of interest
Payments
Balance at reporting date
Current
Non-current
Depreciation expense for right-of use assets
Interest expense on lease liabilities
Total amount recognised in profit or loss
1,522,618
536,458
132,931
(799,082)
1,392,925
769,745
623,180
222,510
132,931
355,441
-
1,639,652
57,878
(174,912)
1,522,618
602,390
920,228
74,182
57,878
132,060
– 40 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
__________________________________________________________________________________
NOTE 12: TRADE AND OTHER PAYABLES
Current
Sundry payables and accrued expenses
2,227,960
1,801,316
Trade creditors are expected to be paid on 30-day terms.
NOTE 13: PROVISIONS
Current
Provisions for employee entitlements
227,468
124,729
Non-Current
Provision for mine rehabilitation
The movement in the provision for mine rehabilitation is set out
below:
Balance at beginning of period
Arising during the year
Unwinding of discount
Balance at reporting date
1,667,882
-
1,622,978
44,904
1,667,882
-
-
-
-
-
NOTE 14:
INTEREST BEARING LOANS AND BORROWINGS
2021
2020
Current
Maturity
Secured US$110 million Taurus Debt Facilities
March 2027
$
-
Non-Current
Secured US$110 million Taurus Debt Facilities
March 2027
31,852,545
$
-
-
Secured US$100 million term loan facility
In November 2020, the Company put in place US$110 million in finalised debt facilities arranged by Taurus Funds
Management. The facilities include a US$100 million Project Finance Facility plus a US$10 million Cost Overrun
Facility. In June 2021, AMPL received the first drawdown under the Project Finance Facility in the amount of
US$30 million, leaving US$80 million undrawn under remaining facilities.
The Project Finance Facility consists of a US$100 million, 69-month term loan primarily to fund capital
expenditures for the development of Abra. Key terms include:
Fixed interest of 8.0% per annum on drawn amounts, payable quarterly in arrears.
•
• Arrangement fee of 2.5% and commitment fee of 2.0% on undrawn amounts.
•
• No mandatory hedging.
• Early repayment allowed without penalty.
1.125% net smelter return royalty.
The Cost Overrun Facility consists of a US$10 million loan to finance identified cost overruns on the Project in
capital expenditure and working capital. Fixed interest of 10.0% per annum will apply to amounts drawn under the
Cost Overrun Facility.
The Taurus Debt Facilities are secured against Abra Project assets and over the shares that each of Galena and
Toho own in AMPL, and additional drawdowns remain subject to satisfaction of customary conditions precedent.
– 41 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTE 15:
ISSUED CAPITAL
Movement in ordinary shares
Balance at beginning of period
Shares issued on 4 December 2019
Shares issued on 1 May 2020
2021
No.
2021
$
2020
No.
2020
$
403,205,353
34,854,887 364,522,853
28,591,025
-
-
-
-
7,000,000
2,400,000
11,600,000
2,250,000
Shares issued on 16 July 2020
57,150,000
12,001,500
-
-
Shares issued under share-based payments (i)
15,750,000
1,830,000
20,082,500
1,613,862
Share issue costs
-
(680,060)
-
-
Balance at reporting date
476,105,353
48,006,327 403,205,353
34,854,887
(i) The value recorded in issued capital on conversion of shares under share-based payments represents the original fair value
of the award in the share-based payment reserve that is transferred from the share-based payment reserve to issued capital
on exercise, as well as any consideration received on exercise.
Terms and conditions of issued capital
Ordinary shares participate in dividends and the proceeds on winding up of the Company in proportion to the
number of shares held. The fully paid ordinary shares have no par value.
At the shareholders’ meetings each ordinary share is entitled to one vote when a poll is called, otherwise each
shareholder has one vote on a show of hands.
Capital risk management
The Group objectives when managing capital are to safeguard its ability to continue as a going concern, so that it
may continue to provide returns for shareholders and benefits for other stakeholders.
The Group’s capital includes ordinary share capital and financial liabilities, supported by financial assets.
Due to the nature of the Group’s activities, being mineral exploration, it does not have ready access to credit
facilities, with the primary source of funding being equity raisings. Accordingly, the objective of the Group’s capital
risk management is to balance the current working capital position against the requirements of the Group to meet
exploration programmes and corporate overheads. This is achieved by maintaining appropriate liquidity to meet
anticipated operating requirements, with a view to initiating appropriate capital raisings as required. The Group is
not exposed to externally imposed capital requirements.
Cash and cash equivalents
Trade and other receivables
Trade and other payables
Working capital position
2021
$
2020
$
96,195,562
9,053,747
104,095
449,103
(2,227,960)
(1,801,316)
94,071,697
7,701,534
– 42 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
__________________________________________________________________________________
NOTE 16:
SHARE-BASED PAYMENT RESERVE
The share-based payment reserve records items recognised as expenses on valuation of employees’ and
consultants’ options.
Opening balance 1 July
Share-based payments vesting expense
Share-based payments issued
Closing balance 30 June
Refer to Note 21 for valuation technique and assumptions.
NOTE 17: AUDITORS’ REMUNERATION
Remuneration of the auditor of the parent entity for:
Auditing or reviewing the financial report of consolidated group
Reviewing the financial report of subsidiary
Tax compliance
NOTE 18: CASHFLOW FROM OPERATING ACTIVITIES
Reconciliation of Cash Flow from Operations with Loss after
Income Tax
Loss after income tax
Non-cash flows in loss:
Share-based payments
Depreciation and amortisation
Royalty termination
Other non-cash items
Changes in assets and liabilities:
(Increase)/decrease in trade and other receivables
(Increase)/decrease in prepayments
Increase/(decrease) in interest bearing liabilities
Increase/(decrease) in trade payables and accruals
Increase/(decrease) in provisions
Cashflow from operating activities
– 43 –
2021
$
1,248,187
1,079,083
(670,000)
2020
$
1,064,807
498,217
(314,837)
1,657,270
1,248,187
2021
$
79,950
7,500
8,950
96,400
2020
$
76,000
7,500
4,400
87,900
2021
$
2020
$
(3,903,440)
(6,595,849)
1,079,083
247,949
498,217
85,461
-
2,400,000
44,903
5,159
(2,531,506)
(3,607,012)
345,009
688,847
(129,692)
426,644
102,739
410,509
(770,563)
(174,912)
(1,796,828)
76,695
(1,097,960)
(5,862,111)
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTE 19:
TRANSACTIONS WITH RELATED PARTIES
Key Management Personnel
The totals of remuneration paid or due to be paid to the KMP of the Company during the year are as follows:
Short-term employment benefits
Post-employment benefits
Other long-term benefits
Termination benefits
Share-based payments
Total Remuneration paid or due to be paid
2021
$
1,486,467
58,002
-
-
953,664
2,498,133
2020
$
1,260,468
53,296
-
-
498,217
1,811,982
Transactions between related parties are on commercial terms and conditions, no more favourable than those
available to other parties unless otherwise stated.
NOTE 20:
SIGNIFICANT EVENTS AFTER REPORTING PERIOD
On 11 August 2021, the Company announced that AMPL, the joint-venture company for Abra has confirmed
placement of orders for two key long lead-time items for the Abra processing plant, being the ball mill and the
concentrate filter (horizontal filter press). These items have a combined order value of approximately $9 million.
The impact of the COVID-19 pandemic is ongoing and while it has been financially positive for the consolidated
entity up to 30 June 2021, it is not practicable to estimate the potential impact, positive or negative, after the
reporting date. The situation is rapidly developing and is dependent on measures imposed by the Australian
Government and other countries, such as maintaining social distancing requirements, quarantine, travel restrictions
and any economic stimulus that may be provided.
No matter or circumstance has arisen since the end of the audited period which significantly affected or may
significantly affect the operations of the Group, the results of those operations, or the state of affairs of the Group
in future financial periods.
– 44 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
__________________________________________________________________________________
NOTE 21: SHARE-BASED PAYMENTS
Grant Date / entitlement
Number of
Instruments
Grant Date Fair value per
instrument $
Value $
Performance Rights issued
on 13 August 2019
exercisable on or before
13 August 2024 (i)
Share Appreciation Rights
issued on 8 November
2019 to employees
exercisable on or before
21 January 2024 (ii)
Total value at 30 June 2020
Share Appreciation Rights
issued on 1 September
2020 exercisable on or
before 1 September 2025
(iii)
Total value at 30 June 2021
2,000,000
13/08/2019
0.1987
397,440
540,000
08/11/2019
0.2189
118,193
2,500,000
01/09/2020
0.1349
337,144
515,633
337,144
The below inputs have been adjusted to ensure they are on a post-split basis.
(i) 2,000,000 Performance Rights issued as part of the Chief Financial Officer’s engagement agreement have
been calculated using Black-Scholes option pricing model with the following inputs:
Expected volatility (%)
Risk free interest rate (%)
Weighted average expected life of options (years)
Expected dividends
Option exercise price ($)
Share price at grant date ($)
Fair value of option ($)
Expiry date
Performance Rights
Granted on
13 August 2019
70
0.68
4.38
Nil
Nil
0.37
0.1987
13 August 2024
(ii) 540,000 Share Appreciation Rights issued as part of employment agreement have been calculated using
Black-Scholes option pricing model with the following inputs:
Expected volatility (%)
Risk free interest rate (%)
Weighted average expected life of options (years)
Expected dividends
Option exercise price ($)
Share price at grant date ($)
Fair value of option ($)
Expiry date
– 45 –
Share Appreciation
Rights Granted on
8 November 2019
70
0.78
1.75
Nil
0.17
0.345
0.2189
21 January 2024
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTE 21: SHARE BASED PAYMENTS (continued)
(iii) 2,500,000 Share Appreciation Rights issued as part of employment agreement have been calculated using
Black-Scholes option pricing model with the following inputs:
Expected volatility (%)
Risk free interest rate (%)
Weighted average expected life of options (years)
Expected dividends
Option exercise price ($)
Share price at grant date ($)
Fair value of option ($)
Expiry date
Performance Rights
Granted on
1 September 2020
70
0.38
2
Nil
Nil
0.25
0.1349
1 September 2025
Reconciliation of the number of Options, Performance Rights and Share Appreciation Rights
Opening balance at 1 July
Issued
Expired / lapsed
Exercised
Other changes
Closing balance 30 June
2021
Number
37,385,000
2,500,000
(4,025,000)
(15,750,000)
-
2020
Number
55,010,000
2,540,000
(82,500)
(20,082,500)
-
20,110,000
37,385,000
NOTE 22:
CONTINGENT ASSETS AND LIABILITIES
In the opinion of the directors there were no contingent assets or liabilities as at 30 June 2021.
NOTE 23:
CAPITAL AND OTHER COMMITMENTS
Expenditure commitments*
Within one year
Between 1 and 5 years
30 June
2021
$
405,384
657,517
1,062,901
30 June
2020
$
582,370
1,261,341
1,843,711
* Native title compensation arrangements were agreed by AMPL in May 2019 and expected payments under this
agreement have been included in the above expenditure commitments for the Abra Project.
– 46 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
__________________________________________________________________________________
NOTE 24:
FINANCIAL RISK MANAGEMENT
The Company’s financial instruments consist mainly of deposits with banks, accounts receivable and accounts
payable.
The Board of Directors has overall responsibility for the oversight and management of the Company’s exposure to
a variety of financial risks (including market risk, credit risk and liquidity risk).
Credit risk
The maximum exposure to credit risk, excluding the value of any collateral or other security, at balance date to
recognised financial assets, is the carrying amount, net of any provisions for impairment of those assets, as
disclosed in the Statement of Financial Position and notes to the financial statements.
The Company has adopted a policy of only dealing with creditworthy counterparties and obtaining sufficient
collateral where appropriate, as a means of mitigating the risk of financial loss from defaults. The Company’s
exposure and the credit ratings of its counterparties are continuously monitored and the aggregate value of
transactions is spread amongst approved counterparties.
The company does not have any collateral. Credit risk related to balances with banks and other financial institutions
is managed by the board. The board’s policy requires that surplus funds are only invested with counterparties with
a Standard & Poor’s rating of at least AA-. All the Company’s surplus funds are invested with AA Rated financial
institutions.
The Company does not have any material credit risk exposure to any single receivable or Company of receivables
under financial instruments entered into by the Company.
Liquidity risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. The
Company’s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity
to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses
or risking damage to the Company’s reputation.
The responsibility of liquidity risk management rests with the Board of Directors. The Company manages liquidity
risk by monitoring forecast cash flows and ensuring that adequate working capital is maintained. The Company’s
policy is to ensure that it has sufficient cash reserves to carry out its planned activities over the next 12 months.
The table below reflects an undiscounted contractual maturity analysis for financial liabilities and receivables.
Financial liability and financial asset maturity analysis
2021
Weighted
Average
Interest Rate
1 year or
less $
Between
1 & 2 years
$
Between 2
& 5 years
$
Total
$
Non-Derivatives
Financial Assets
Cash and Cash Equivalents
Trade and Other Receivables
Financial Liabilities
Trade Payables
Leases Payable
Loans Payable
Net Financial Assets
0.61%
-
-
8.58%
8.00%
96,195,562
104,095
(2,227,960)
(769,745)
-
93,301,952
-
-
-
-
96,195,562
104,095
-
(545,525)
-
(545,525)
-
(77,655)
(31,852,545)
(31,930,200)
(2,227,960)
(1,392,925)
(31,852,545)
60,826,227
– 47 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTE 24:
FINANCIAL RISK MANAGEMENT (continued)
Financial liability and financial asset maturity analysis (continued)
2020
Weighted
Average
Interest Rate
1 year
or less
$
Between
1 & 2 years
$
Between 2 &
5 years
$
Total
$
Non-Derivatives
Financial Assets
Cash and Cash Equivalents
Trade and Other Receivables
Financial Liabilities
Trade Payables
Net Financial Assets
1.81%
-
-
9,053,747
449,103
(1,801,316)
7,701,534
-
-
-
-
-
-
-
-
9,053,747
449,103
(1,801,316)
7,701,534
Market Risk
Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity
prices will affect the Company’s income or the value of its holdings of financial instruments.
Foreign currency risk
Foreign currency risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because
of changes in foreign exchange rates. The Company’s exposure to the risk of changes in foreign exchange rates
relates primarily to financing activities necessary for mine development.
Foreign currency sensitivity analysis
The following table demonstrates the sensitivity to a reasonably possible change in the foreign exchange rate, with
all other variables held constant, of the Consolidated Entity’s profit before tax due to changes in the carrying value
of monetary assets and liabilities at the reporting date:
Year ended 30 June 2021
+/- 5% change in foreign exchange rate
Year ended 30 June 2020
+/- 5% change in foreign exchange rate
Profit
$
+/- 1,898,890
+/- Nil
Interest rate risk
The Company manages interest rate risk by monitoring immediate and forecast cash requirements and ensuring
adequate cash reserves are maintained.
Interest rate sensitivity analysis
The following table illustrates sensitivities to the Consolidated Entity’s exposures to changes in interest rates and
equity prices. These sensitivities assume that the movement in a particular variable is independent of other
variables.
Year ended 30 June 2021
+/- 1% interest rate
Year ended 30 June 2020
+/- 1% interest rate
Fair value of financial instruments
Profit
$
+/- 961,956
Equity
$
+/- 961,956
+/- 90,537
+/- 90,537
Unless otherwise stated, the carrying amount of financial instruments reflects their fair value.
– 48 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
__________________________________________________________________________________
NOTE 25: GROUP INFORMATION
Interest in controlled entities
The consolidated financial statements incorporate the assets, liabilities and the results of the following subsidiaries
in accordance with the accounting policy described in note 1:
Name
Country of
Incorporation
Class of share
Equity holding
30 June 2021
30 June 2020
Abra Mining Pty Ltd
Australia
GML Marketing Pty Ltd Australia (i)
Ordinary
Ordinary
60.00%
100%
86.16%
100%
(i) This entity currently has no activity.
Parent entity information
The accounting policies of the parent entity, which have been applied in determining the financial information shown
below, are the same as those applied in the consolidated financial statements.
Statement of financial position
Assets
Current assets
Non-current assets
Total assets
Liabilities
Current liabilities
Non-current liabilities
Total liabilities
Net assets
Equity
Issued capital
Reserves
Accumulated losses
Total equity
Statement of profit or loss and other comprehensive income
Loss for the year
Other comprehensive income
Total comprehensive income
There are no material guarantees or capital commitments to be disclosed.
– 49 –
2021
$
2020
$
10,447,952
29,098,320
39,546,272
355,549
-
355,549
8,446,324
20,457,123
28,903,447
244,549
39,463
284,012
39,190,723
28,619,435
48,006,327
1,657,270
(10,472,874)
39,190,723
34,854,887
1,248,187
(7,483,639)
28,619,435
2021
$
2020
$
(3,026,735)
(2,642,911)
-
-
(3,026,735)
(2,642,911)
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTE 25: GROUP INFORMATION (continued)
Proportion of equity interest held by non-controlling entity
Name
Country of
Incorporation
Abra Mining Pty Ltd
Australia
Non-controlling interest
30 June 2021
30 June 2020
40.00%
13.84%
On 12 April 2019, the Company completed a transaction with Toho to invest $90,000,000 for a 40% joint-venture
investment in AMPL. During the financial year AMPL received the final tranche payments from Toho totalling
$60,000,000 (2020: $30,000,000 received) and an additional $7,200,000 which included funding for the 2020 Abra
Drilling Program and issued new shares to Toho’s wholly-owned subsidiary, CBHWA, such that AMPL is now
owned 40% by CBHWA and 60% by Galena. The transaction has been accounted for as an equity transaction with
a non-controlling interest in accordance with AASB 10 Consolidations which specifies accounting for non-
controlling interests, resulting in the following:
Proceeds from the issue of new shares in AMPL to CBHWA
67,200,000
11,600,000
Net assets attributable to non-controlling interest
(40,544,234)
(3,208,906)
Increase in equity attributable to parent (i)
26,655,766
8,391,094
2021
$
2020
$
(i) Represented by an increase in the consolidation reserve.
AMPL’s summarised statement of financial position
Current assets
Non-current assets
Current liabilities
Non-current liabilities
Total equity
Attributable to:
Equity holders of parent
Non-controlling interest
AMPL’s summarised statement of profit or loss and other
comprehensive income
Revenue
Expenses
Loss for the year
Other comprehensive income
Total comprehensive income
Attributable to non-controlling interest
Dividends paid to non-controlling interest
– 50 –
2021
$
81,069,297
68,754,159
(2,869,625)
(34,143,605)
2020
$
2,046,780
44,170,672
(2,519,185)
(8,055,257)
112,810,226
35,643,010
67,686,136
45,124,090
30,710,040
4,932,970
2021
$
2020
$
419,277
268,886
(1,302,060)
(4,309,325)
(882,783)
(4,040,439)
-
-
(882,783)
(4,040,439)
(353,113)
(559,194)
-
-
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
DIRECTORS’ DECLARATION
In accordance with a resolution of the directors of Galena Mining Limited, the directors of the company declare
that:
the financial statements, notes and the remuneration report in the Directors’ Report are in accordance with
1.
the Corporations Act 2001, including:
(i)
(ii)
giving a true and fair view of the financial position of the Consolidated Entity as at 30 June
2021 and of its performance, for the year ended on that date; and
complying with Australian Accounting Standards (including International Financial Reporting
Standards) and the Corporations Regulations 2001;
2.
in the directors' opinion there are reasonable grounds to believe that the company will be able to pay its
debts as and when they become due and payable;
This declaration has been made after receiving the declarations required to be made to the directors in accordance
with sections of 295A of the Corporations Act 2001.
This declaration is made in accordance with a resolution of the Board of Directors.
Adrian Byass
Chairman
Perth, 26 August 2021
– 51 –
PKF Perth
INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF
GALENA MINING LIMITED
Report on the Financial Report
Opinion
We have audited the accompanying financial report of Galena Mining Limited (the “Company”), which comprises
the consolidated statement of financial position as at 30 June 2021, the consolidated statement of profit or loss
and other comprehensive income, the consolidated statement of changes in equity and the consolidated
statement of cash flows for the year then ended, notes comprising a summary of significant accounting policies
and other explanatory information, and the Directors’ Declaration of the Company and the consolidated entity
comprising the Company and the entities it controlled at the year’s end or from time to time during the financial
year.
In our opinion the accompanying financial report of Galena Mining Limited is in accordance with the Corporations
Act 2001, including:
i) Giving a true and fair view of the consolidated entity’s financial position as at 30 June 2021 and of its
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 believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
opinion.
Independence
We are independent of the consolidated entity in accordance with the auditor independence requirements of the
Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s
APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code) that are
relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in
accordance with the Code.
Level 4, 35 Havelock Street, West Perth, WA 6005
PO Box 609, West Perth, WA 6872
T: +61 8 9426 8999 F: +61 8 9426 8900 www.pkfperth.com.au
PKF Perth is a member firm of the PKF International Limited family of legally independent firms and does not accept any responsibility or liability for the actions
or inactions of any individual member or correspondent firm or firms.
Liability limited by a scheme approved under Professional Standards Legislation.
– 52 –
PKF Perth
Key Audit Matters
A key audit matter is a matter that, in our professional judgement, was of most significance in our audit of the
financial report of the current year. These matters were addressed in the context of our audit of the financial report
as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. For
each matter below, our description of how our audit addressed these matters is provided in that context
Carrying value of capitalised exploration expenditure
Why significant
How our audit addressed the key audit matter
Our work included, but was not limited to, the following
procedures:
o
• Conducting a detailed review of management’s
assessment of impairment trigger events prepared in
accordance with AASB 6 including:
o assessing whether the rights to tenure of the
areas of interest remained current at reporting
date as well as confirming that rights to tenure
are expected to be renewed for tenements that
will expire in the near future;
holding discussions with the Directors and
management as to the status of ongoing
the areas of
exploration programmes
interest, as well as assessing if there was
evidence that a decision had been made to
discontinue activities in any specific areas of
interest; and
obtaining evidence of the consolidated entity’s
future intention, reviewing planned expenditure
and related work programmes;
for
o
• considering whether exploration activities for the
areas of interest had reached a stage where a
reasonable assessment of economically recoverable
reserves existed;
testing, on a sample basis, exploration and
evaluation expenditure incurred during the year for
compliance with AASB 6 and the consolidated
entity’s accounting policy; and
•
• assessing
the appropriateness of
the
related
disclosures in Note 1 (i), Note 1 (z) and Note 9.
As at 30 June 2021 the carrying value of exploration and
evaluation assets was $6,648,789 (2020: $21,175,802), as
disclosed in Note 9. The significant decrease is due to the
reclassification of the exploration expenditure to mine
properties, as the Abra Project started the development
stage.
The consolidated entity’s accounting policy in respect of
exploration and evaluation expenditure is outlined in Note 1
(i). Estimates and judgments in relation to capitalised
exploration and evaluation expenditure is detailed at Note 1
(z).
Significant judgement is required:
•
•
In determining whether
facts and circumstances
indicate that the exploration and evaluation expenditure
should be tested for impairment in accordance with
Australian Accounting Standard AASB 6 Exploration for
and Evaluation of Mineral Resources (“AASB 6”); and;
In determining
treatment of exploration and
evaluation expenditure in accordance with AASB 6, and
the consolidated entity’s accounting policy. In particular:
o whether the particular areas of interest meet the
the
recognition conditions for an asset; and
o which elements of exploration and evaluation
expenditures qualify for capitalisation for each area
of interest.
- 53 -
PKF Perth
Carrying value of capitalised Mine Development
Why significant
How our audit addressed the key audit matter
Our work included, but was not limited to, the
following procedures:
• Reviewing management’s
impairment model,
including consideration of inputs used in net
present value calculations;
• Reviewing management’s
assessment
of
impairment of the cash generating units;
• Reviewing competent persons report on the
mineable reserves and valuation, it’s congruence
the
with management’s assessment and
competence/ independence of the author;
• Ensuring valid mining licenses held and consider
impairment of assets for which no license is now
held;
• Ensure
financial
statements are accurate and that all estimates
and judgements made by management are
included therein, and
that disclosures within
the
• Assessing the appropriateness of the related
disclosures in Note 1 (j), Note 1 (z) and Note 10.
As at 30 June 2021 the carrying value of Mine Development was
$65,301,696 (2020: $26,384,326), as disclosed in Note 10. The
balance is comprised by:
Plant and Equipment - $117,972 (2020: $22,079)
- Mine Properties $24,382,019 (2020: Nil)
-
- Mines under
- Construction - $40,801,705 (2020: $26,362,247)
Mine Properties includes transfer of exploration expenditures of
$22,759,041 plus the rehabilitation asset of $1,622,978.
The consolidated entity’s accounting policy in respect of mine
development is outlined in Note 1 (j). Estimates and judgments
in relation to capitalised exploration and evaluation expenditure
is detailed at Note 1 (z).
There is a level of judgement applied in determining the
treatment of the mine asset in accordance with AASB 116
Property, Plant and Equipment and whether the asset is
impaired in accordance with AASB 136 Impairment of Assets.
Significant judgement is required:
• whether depreciation rates applied are appropriate;
• whether disclosure is appropriate; and
• whether the mine asset is impaired.
The evaluation of the recoverable amount of the mine asset
requires significant
the key
assumptions supporting the expected future cash flows of the
Abra Project.
in determining
judgement
- 54 -
PKF Perth
Other Information
The Directors are responsible for the other information. The other information comprises the information included
in the consolidated entity’s annual report for the year ended 30 June 2021, but does not include the financial
report and our auditor’s report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not express any
form of assurance conclusion thereon, with the exception of the Remuneration Report.
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 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 consolidated entity’s ability to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the going
concern basis of accounting unless the Directors either intend to liquidate the consolidated entity or to cease
operations, or have no realistic alternative but to do so.
Auditor’s Responsibilities for the Audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from
material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance
with Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements can
arise from fraud or error and are considered material if, individually or in aggregate, they could reasonably be
expected to influence the economic decisions of users taken on the basis of this financial report.
As part of an audit in accordance with Australian Auditing Standards, we exercise professional judgement and
maintain professional scepticism throughout the audit. We also:
•
Identify and assess the risks of material misstatement of the financial report, whether due to fraud or error,
design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and
appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from
fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the
consolidated entity’s internal control.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates
and related disclosures made by the Directors.
- 55 -
PKF Perth
• Conclude on the appropriateness of the Directors’ use of the going concern basis of accounting and, based
on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may
cast significant doubt on the consolidated entity’s ability to continue as a going concern. If we conclude that a
material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures
in the financial report or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based
on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may
cause the consolidated entity to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the financial report, including the disclosures, and
whether the financial report represents the underlying transactions and events in a manner that achieves fair
presentation.
• Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business
activities within the consolidated entity to express an opinion on the group financial report. We are responsible
for the direction, supervision and performance of the group audit. We remain solely responsible for our audit
opinion.
We communicate with the Directors regarding, among other matters, the planned scope and timing of the audit
and significant audit findings, including any significant deficiencies in internal control that we identify during our
audit.
We also provide the Directors with a statement that we have complied with relevant ethical requirements regarding
independence, and to communicate with them all relationships and other matters that may reasonably be thought
to bear on our independence, and where applicable, actions taken to eliminate threats or safeguards applied.
From the matters communicated with the Directors, we determine those matters that were of most significance in
the audit of the financial report of the current period and are therefore the key audit matters. We describe these
matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in
extremely rare circumstances, we determine that a matter should not be communicated in our report because the
adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such
communication.
Report on the Remuneration Report
Opinion
We have audited the Remuneration Report included in the Directors’ Report for the year ended 30 June 2021.
In our opinion, the Remuneration Report of Galena Mining Limited for the year ended 30 June 2021, complies
with section 300A of the Corporations Act 2001.
- 56 -
PKF Perth
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.
PKF PERTH
SIMON FERMANIS
PARTNER
26 August 2021
WEST PERTH,
WESTERN AUSTRALIA
- 57 -
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
SHAREHOLDER INFORMATION
The following additional information is required by the Australian Securities Exchange Ltd in respect of listed public
companies only. The information is current as at 16 August 2021.
1.
a.
(i)
b.
c.
Shareholding
Distribution of Shareholders
Ordinary share capital
- 476,105,353 fully paid shares held by 1,151 shareholders. All issued ordinary share carry one vote per
share and carry the rights to dividends.
Category (size of holding)
1 - 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 – and over
Class of Equity Security
Number of Holders
54
Fully Paid Ordinary Shares
3,819
236
167
568
226
1,151
719,556
1,358,331
19,179,633
454,844,014
476,105,353
The number of shareholdings held in less than marketable parcels is 744.
The Company had the following substantial shareholders listed in the holding company’s register at the
date of this report.
Fully Paid Ordinary Shares
Holder
Citicorp Nominees Pty Ltd
Bloomgold Resources Pty Ltd
Number
100,564,338
51,250,000
Unlisted Options exercisable at $0.50 on 26 March 2023
Holder
Citicorp Nominees Pty Ltd
Number
1,250,000
Unlisted Options exercisable at $0.60 on 26 March 2023
Holder
Citicorp Nominees Pty Ltd
Number
1,250,000
Unlisted Options exercisable at $0.50 on 17 April 2023
Holder
Citicorp Nominees Pty Ltd
Number
1,250,000
Unlisted Options exercisable at $0.60 on 17 April 2023
Holder
Citicorp Nominees Pty Ltd
Number
1,250,000
%
21.12
10.76
%
100.00
%
100.00
%
100.00
%
100.00
d.
Voting Rights
The voting rights attached to each class of equity security are as follows:
Ordinary shares
-
Each ordinary share is entitled to one vote when a poll is called, otherwise each member present at a
meeting or by proxy has one vote on a show of hands.
– 58 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
SHAREHOLDER INFORMATION
e.
20 Largest holders of quoted equity securities (fully paid ordinary shares)
Name
Citicorp Nominees Pty Ltd
Bloomgold Resources Pty Ltd
JP Morgan Nominees Australia Pty Ltd
National Nominees Limited
Brispot Nominees Pty Ltd
BNP Paribas Noms Pty Ltd
Mr Connor Michael Maloney
Zerrin Investments Pty Ltd
Brazil Farming Pty Ltd
1.
2.
3.
4.
5.
6.
7.
8.
9.
10. Navigator Australia Ltd
11. Mr Alexander Alan Molyneux
12. UBS Nominees Pty Ltd
13. CS Third Nominees Pty Ltd < HSBC Custody Nominees A/C>
13. Anchorfield Pty Ltd
14. Kiandra Nominees Pty Ltd
15. Valiant Equity Management Pty Ltd
16. Silverlight Holdings Pty Ltd
17. Est Mr John Mathias Clema
18. Brazil Farming Pty Ltd
19. Silverlight Holdings Pty Ltd
19. Tubechangers Pty Ltd
20. Ms Fiona Nicole van der Berg
Number Held Percentage %
100,564,338
51,250,000
23,660,261
21,236,136
16,558,127
10,964,003
10,233,659
9,100,000
8,429,660
7,764,188
7,700,000
7,011,788
7,000,000
6,600,000
6,500,000
6,500,000
5,825,000
5,800,000
5,542,817
5,000,000
5,000,000
4,848,734
21.12
10.76
4.97
4.46
3.48
2.30
2.15
1.91
1.77
1.63
1.62
1.47
1.47
1.39
1.37
1.37
1.22
1.22
1.16
1.05
1.05
1.02
2.
The Name of the Company Secretary is Mr Stephen Brockhurst.
3.
The address of the registered office and principal place of business in Australia is Level 11, 216 St Georges
Terrace, Perth WA 6000. Telephone (08) 9481 0389.
333,088,711
69.96
4. Registers of securities are held at the following address:
Automic Pty Ltd
Level 2, 267 St Georges Terrace
Perth WA 6000
– 59 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
SHAREHOLDER INFORMATION
5.
Stock Exchange Listing
Quotation has been granted for all the ordinary shares of the company on the Australian Securities Exchange
Limited.
6.
Restricted Securities
The Company has no restricted securities on issue as at the date of this report.
7.
Unquoted Securities
The Company has the following unquoted securities on issue as at the date of this report
-
-
-
-
-
-
-
-
1,250,000 options exercisable at $0.50 on or before 26 March 2023;
1,250,000 options exercisable at $0.60 on or before 26 March 2023;
1,250,000 options exercisable at $0.50 on or before 17 April 2023;
1,250,000 options exercisable at $0.60 on or before 17 April 2023;
11,000,000 performance rights expiring 9 November 2023;
2,000,000 performance rights expiring 13 August 2024;
1,610,000 share appreciation rights exercisable at $0.17 on or before 21 January 2024.
2,500,000 share appreciation rights exercisable at $0.24 on or before 1 September 2025.
– 60 –
Galena Mining Limited and Controlled Entities
ABN 63 616 317 778
ADDITIONAL INFORMATION FOR PUBLIC LISTED COMPANIES
Use of Funds
Between the date of listing on ASX and the date of this report the Company has used the cash and assets in a
form readily convertible to cash that it had at the time of admission in a way consistent with its business objectives
and as set out in the Prospectus dated May 2017.
Schedule of Tenements
Tenement
Project
Location
Registered holder
% Interest
E52/1413
Jillawarra
E52/3575
Jillawarra
E52/3581
Jillawarra
E52/3630
Jillawarra
E52/3823
Jillawarra
M52/0776
E52/1455
G52/0286
G52/0292
L52/0121
L52/0194
L52/0198
Abra
Abra
Abra
Abra
Abra
Abra
Abra
L52/0205
Teano
L52/0206
Erivilla
L52/0207
L52/0210
Teano
Teano
L52/0214
Three Rivers
WA
WA
WA
WA
WA
WA
WA
WA
WA
WA
WA
WA
WA
WA
WA
WA
WA
Galena Mining Limited
Galena Mining Limited
Galena Mining Limited
Galena Mining Limited
Galena Mining Limited
Abra Mining Pty Ltd
Abra Mining Pty Ltd
Abra Mining Pty Ltd
Abra Mining Pty Ltd
Abra Mining Pty Ltd
Abra Mining Pty Ltd
Abra Mining Pty Ltd
Abra Mining Pty Ltd
Abra Mining Pty Ltd
Abra Mining Pty Ltd
Abra Mining Pty Ltd
Abra Mining Pty Ltd
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
The Company’s interest in the Abra Mining Pty Ltd tenements is held by virtue of its 60% equity holding in Abra
Mining Pty Ltd which in turn has a 100% interest in the tenements.
– 61 –