Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023 0
Annual Report
For the year ended 30 June 2023
An emerging,
vertically integrated
niobium producer.
Globe Metals & Mining Limited
ABN 33 114 400 609
ASX: GBE
globemm.com
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
1
Contents
02
Corporate
Directory
16
Cautionary
Statements
03
Chairman’s Letter
05
Review of
Operations
14
Update
Niobium Market
19
Directors’ Report
19
Tenements
22
Resource
Statement
25
Report
Remuneration
37
Declaration
Auditor’s
Independence
39
Consolidated
statement of
(cid:222)nancial position
42
Notes to the
(cid:222)nancial
statements
65
Directors
Declaration
66
Independent
Auditor’s Report
70
Information
Additional ASX
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
2
Niobium is shaping the future of
science and technology, driving
innovations across multiple
industries.
Globe Metals & Mining is developing the
world’s next niobium oxide plant.
Corporate Directory
Directors and Company Secretary
Stock Exchange Listing
Ms Alice Wong
Mr Ricky Lau
Mr Bo Tan
Mr Michael Barrett
Mr Michael Choi
Mr Paul Hardie (Company Secretary)
Senior Management
Mr Grant Hudson, Chief Executive Officer
Mr Rex Zietsman, Chief Technical Officer
Mr Charles Altshuler, Chief Financial Officer
Head Office and Registered Office
45 Ventnor Avenue
West Perth
Western Australia
6005
Australia
Phone: (08) 6118 7240
Fax: (08) 6323 0418
www.globemm.com
Australian Business Number
33 114 400 609
Australian Securities Exchange Ltd
ASX Code: GBE
Auditors
Australia:
BDO
Level 9
Mia Yellagonga Tower 2
5 Spring Street
Perth WA 6000
Australia
Malawi:
Deloitte
Deloitte House
Next to National Library
Box 30364 Lilongwe 3
Malawi
Banker
Westpac Banking Corporation Limited
Share Registry
Automic Group
Level 2, 267 St Georges Terrace
Perth WA 6000
Phone: 1300 288 664
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
3
Chairman’s Letter
Dear shareholders and interested persons,
Our vision to develop the first globally significant niobium mine in 50 years moved closer over the
2023 financial year as the Company made great strides in advancing its flagship Kanyika Niobium
Project in Malawi.
In March 2023, Globe achieved a historically significant milestone when the Malawi Government
approved the Mining Development Approval (MDA) for Kanyika, the first MDA executed since the
enactment of the Mines and Minerals Act 2018. This was not only a testament to the perseverance and
professionalism of our management, but also to the commitment of the Malawi government to fostering a
conducive investment climate for foreign investors and positioning mining as a strategic economic pillar
for the country.
In June 2023, Globe received a letter from the Malawi government to assure the continued security of
tenure for our mining licence LML0216/21. We also hosted the new Minister of Mining The Honourable
Monica Chang’anamuno and the Minister of Energy The Honourable Ibrahim Matola at the Kanyika mine
site. In addition, we hosted the Minister and other senior officials at the Africa Down Under Conference
held in Perth in September 2023.
In late June, we selected six highly experienced vendors to complete the design and construction of both
the mineral processing plant and refinery. To complement these appointments, we are looking to bolster
our senior management team with seasoned mining project professionals for both the Malawi and
Namibia sites.
Once designs are finalised, all vendors will have their cost estimates verified and finalised for execution of
their respective portions of the overall plant and refinery. We expect this work to be completed by the first
quarter of 2024 after which the revised feasibility study will be published.
With preparation for the mine site to an advanced stage, our focus over the next two quarters will be on
the refinery site in Namibia and the completion of the refinery test-work program. We have applied for
land in the Walvis Bay Heavy Industrial Zone and our senior management attended the Namibia Mine
Expo in Windhoek to meet with our consultants and senior government officials in last September.
Test work on the 12-tonne sample collected in the first quarter of 2023 has begun and we look forward to
sharing positive results over the next few quarters. We are actively engaging with potential offtake
partners to secure offtakes and the commercial samples produced through the pilot plant will be critical to
that process.
Expanding our workforce capability
In addition to the project developments in the 2023 financial year, Globe has considerably strengthened
its executive team. Mr Charles Altshuler was appointed as the Chief Financial Officer in November 2022.
He has a solid track record of financial and strategic business leadership with high-growth ASX-listed
companies. In May 2023, Malawi businessman Mr Macleod G. Nyirongo was appointed as a Non-
Executive Director of Globe Metals and Mining (Africa) Limited. Mr Nyirongo has demonstrated
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
4
experience in the global mining sector and his successful track record of supporting the development of
African countries, during his time with the United Nations. In August 2023, Mr Rogerio Magalhães
Pastore was appointed as a consultant to assist the Company with marketing of its niobium oxide and
metals products, negotiating offtakes and generating strategic business opportunities. Mr Pastore’s
appointment comes at a pivotal time for Globe as it strives to capitalise on multiple emerging niche
markets for niobium, including rechargeable battery industry.
Capital raising
Subsequent to the 2023 financial year, Globe announced the undertaking of a 3 for 7 Entitlement offer to
raise up to approximately $8 million (before costs). Funds to be raised will be allocated to technical
feasibility work, metallurgical test work and pilot plant work, and mine refinery preparation and planning
costs for the Kanyika Project. The Entitlement Offer offered an exciting opportunity for new and existing
shareholders to support the continued growth of Globe.
Looking forward - Globe is continuing on its ESG-compliant journey and becoming a vertically
integrated niobium oxide producer
As the demand for niobium grows, Globe is ideally placed to position as a vertically-integrated supplier of
high-grade niobium oxides. With the majority of the world’s supply of such oxides emanating from either
China or a single supplier in Brazil, Globe offers a compelling alternative in a supply-constrained market,
and we move into the 2024 financial year in an excellent position to capitalise on a game-changing
market opportunity.
I thank all shareholders, the Board of Directors, our employees and other service providers for your
support of Globe Metals and Mining over the past year.
Yours faithfully,
Alice Wong
Non-Executive Chairperson
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
5
Review of Operations
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
6
Kanyika Niobium Project
Malawi
The Kanyika Niobium Project is located in central Malawi, approximately 55km northeast of the
regional centre of Kasangu and secured by Mining Licence LML0216/21. Niobium usage is rapidly
increasing and is at the forefront of numerous new-age technologies including gas and wind
turbines, medical imaging, particle accelerators and space travel as well as the manufacture of
high-performance and ultra-safe, ultra-rapid rechargeable batteries for electric vehicles.
The Company is well on the way to opening only the fourth niobium mine in the world (and the first such
mine into production in the last 50 years) and the first ever in Africa. The production of high-grade
niobium oxides from Africa will improve the current geographic concentration of major niobium suppliers
(with only two in South America and one in Canada) and help mitigate existing supply chain risks for the
whole industry.
In March 2023, Globe announced a critical development in that the Malawi Government had approved
the Mining Development Agreement (MDA) for the Project. This was of particular significance since
Globe is the first company to finalise their MDA since the enactment of the Mines and Minerals Act in
2018. We can now move forward with confidence as we transition from an exploration company to a fully-
fledged mining and refining operation.
Figure 1. Signing ceremony for the Mining Development Agreement between the Globe and Malawi Government:
29 March 2023
Key contractual terms of the Mining Development Agreement:
The MDA governs the relationship between Globe, the Malawi Government, and the people of Malawi in
relation to the Project, and carries conditions regarding sustainable development and economic, social,
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
7
and environmental investment. Its aim is to ensure that, whilst Globe expects to generate a profit from its
investment and know-how, the Republic of Malawi and its people will benefit as well.
The key contractual terms of the MDA are as follows:
• Globe has the right to mine niobium, tantalum, and deleterious uranium at the project, and to
establish and operate a grinding, crushing and concentrator facility located in the project area.
•
The MDA is subject to and conditional upon the Company obtaining:
a satisfactory ruling from the Malawi Revenue Authority in relation to the determination of gross
revenue in respect of product produced from the mining and processing of ore at the project;
and
an extension to the time limits prescribed under the Act for the commencement of substantial
mine development, and substantial mineral production, at the project to ensure those time limits
are consistent with the timeline contemplated in the MDA.
• Globe is required to make a decision to mine at the project within 24 months of being granted the
mining licence for the project and obtaining a credit approved term sheet from a third-party domestic
project lender to secure the funds required to develop the project.
• Globe is required to comply with all applicable foreign currency laws but is permitted to maintain one
or more foreign currency accounts outside of Malawi to meet its foreign currency obligations to the
initial Project Lender for a period of seven years after the establishment of the relevant account or the
date on which the Company has discharged all its obligations to the initial project lender. These
obligations include (but are not limited to) the payment of interest and principal to the Project Lender,
the payment of mandatory pre-payments to the project lender, and the establishment and
maintenance of reserves as required by the project lender.
•
•
•
The Malawi Government is to receive, at no cost, a non-diluting 10% equity interest in the project,
with an option to acquire up to a further 10% equity interest (Equity Option) upon completion of the
construction, commissioning, and start-up of operations at the Project as approved by the Project
Lender. The Equity Option is a fully contributory interest and is capable of being diluted if the
Government does not meet any call by Globe for additional equity funding.
The Malawi Government will receive a statutory royalty of 5% of all revenue earned from the mining
and processing of ore at the Project. The Kanyika community will receive a royalty of 0.45% as
prescribed under the Act. Globe is required to maintain a ratio of indebtedness to net worth that is
equal to or lower than 3:1 at all times during the life of the Project.
Prior to commencing construction of the Project, Globe must pay a $1 million environmental bond to
secure performance of its obligations to comply with all applicable environmental laws.
• Globe is responsible for the resettling of affected Malawi citizens in accordance with an approved
resettlement framework.
• Globe shall commit to the preferential employment and training of Malawi citizens for operations and
unskilled labour positions at the Project, and in the areas of financial, accounting, technical,
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
8
administrative, supervisory, managerial, and executive positions (subject to applicants having the
necessary skill and experience and being suitable for those roles).
• Globe shall preferentially procure goods and services from local Malawi businesses provided that
those goods and services are at least comparable in terms of quality, delivery, service, quantity, and
price.
• Globe will be exempt from import duty and import excise, and will be zero-rated for VAT, on the
import of capital goods, consumables, and services throughout the life of the Project.
• Globe will enjoy the benefits of a stable tax regime for up to 10 years from the date of execution of
the MDA.
12-tonne sample extracted for Phase 1 Plant Feasibility Study
During the reporting period, Globe completed its 12-tonne sampling program at the mine site. The
sample was shipped to various laboratories in Johannesburg and is being used to facilitate important
metallurgical testing, inter alia:
•
•
•
•
•
•
Commence desktop test work to finalise the design of the pilot plant to be used for the full test work
program;
Determine the operating parameters for the implementation of chlorine gas-vapour technology for
the extraction and refining of Kanyika Concentrate material;
Confirm the ability of the process to recover metals at a rate of >95% and to produce oxides with a
grade of >99.5%;
Confirm the potential suite of finished products viz. Nb2O5, Ta2O5, ZrO, FeO;
Produce the engineering parameters for the design, construction and operation of the Phase 1
plant; and
Produce the data needed to update the Globe Feasibility Study
The program will also produce +/- 30 x 1kg commercial-grade samples to provide to interested off-take
partners.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
9
Figure 2. Sample collection at Kanyika mine site: 28 April 2023
Critical vendors selected
The company also announced the selection of six highly experienced vendors to advance the Project.
Solo has been selected to design and construct the mineral processing plant at our mine site. Based in
Johannesburg, Solo has a wealth of experience in the design, build and commissioning of mineral plants
in South Africa, and has supplied such installations all over the Continent.
TCM Research has been selected to customise their chlorination process for the Globe refinery in
Namibia and to determine the design parameters of that refinery. TCM has worked with more than 10
different ore concentrates that contain niobium and tantalum. In addition, they have processed
concentrates containing platinum group metals, rare earths, gold, tin, vanadium and iron, tungsten, zircon
and hafnium, nickel and copper sulphides as well as low levels of radioactive materials such as uranium,
thorium and other fission daughter products. The advantage of the chlorination process is the ability to
convert the bulk of these into chlorides that can be separated and purified to high grades. The chlorides
are then oxidized to oxides and chlorine which is recycled to the reactor.
The Resonant Group will complete the engineering drawings for the refinery using the design
parameters as determined through the laboratory test work completed by TCM Research. Resonant is a
multi-disciplinary engineering business active in the metals, minerals, chemicals, oil and gas, and
infrastructure sectors. Whilst based in South Africa, Resonant is also active in the Americas, Europe, Asia,
and the Middle East.
Globe has selected Geolabs Global as the laboratory to process the Kanyika ore to concentrate.
Geolabs Global is a leading provider of mineral processing solutions for the mining and minerals industry
based in South Africa.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
10
For Phase 1 of its Kanyika project, The Company has selected Malawi-based construction company, S.R.
Nicholas Ltd, to provide the preliminary design and civil engineering of the plant.
An innovative milling solution at the Kanyika site will be provided by EDS. Since 2016, EDS has been
developing a horizontal, multi-shaft mill that has a significantly lowered power consumption than the
equivalent SAG ball mill. The EDS mill produces -1mm crushed ore that is ideal for gravity spiral
separation and is expected to allow some gangue to be discarded prior to reaching the ball mill. In the
revised flowsheet, Globe expects both capex and opex to be reduced by about 10%. The final cost
savings will be published in the revised feasibility study.
Refinery Design
The final refinery design is dependent on the current test work results which will determine the bespoke
process design criteria to be used in the final engineering drawing. The target for completion of all design
work is Q4 2023.
Feasibility Study
Once the refinery design is finalised, all vendors will have their cost estimates verified and finalised for
execution of their respective portions of the overall plant and refinery. Globe anticipates this to be
completed by Q1 2024 when the revised feasibility study will be published.
Strong government support
The Malawi Government’s endorsement and support of the Kanyika Project was evident throughout the
2023 financial year, and during the period under review the Company received a letter from the
Department of Mines of the Malawi Government endorsing the ongoing efforts of Globe to acquire and
mobilise resources and assured the continued security of tenure for mining license LML0216/21.
Commenting on Globe’s efforts to progress the Project, the Malawian Commissioner of Mines and
Minerals stated:
“I would like, therefore, to assure your Company, in view of Section 174(6) of the Mines and Minerals Act
(No. 8 of 2019), of the continued security of tenure for the aforementioned Mining Licence since there is
a reasonable expectation that following the signing of the Mining Development Agreement (MDA)
between Government and your Company on 29th March 2023, over the Kanyika Niobium Project:
(i)
(ii)
Mine development shall commence within eighteen (18) months from date of the signing of
the MDA; and
Substantial commercial mineral production at your Project site shall commence within 60
months from the date of the signing of the MDA.”
The sentiment of approval in the Government’s letter was supported when Globe received a site visit
from the Honourable Monica Chang’anamuno (Minister of Mining) and the Honourable Ibrahim Matola
(Minister of Energy) on 8 June 2023 to inspect the progress of the Project.
The Project is located between the areas of Senior Chief Inkosi Mabulabo of Mzimba District and
Traditional Authority Simblemba of Kansungu District and both Government Ministers were pleased with
the Company’s operations to date, and advancements made.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
11
During the visit, The Honourable Monica Chang’anamuno commented on the cordial working relationship
with the Ministry of Energy, with the Honourable Ibrahim Matola pledging to expedite the connection of
electricity at the Kanyika mine site.
Figure 3. Location of the mine and process plant.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
12
Globe was honoured to host Hon. Monica Chang’anamuno (Minister of Mining), Hon. Werani Chilenga
(Chair of Parliamentary Natural Resources Committee), Dr. Joseph Mkandawire (Principal Secretary in
Ministry of Mining), Samuel Sakhuta (Commissioner of Mines and Minerals), and Stanley Nyama
(Director of Geological Survey Department) in Perth in September 2023 as part of the Africa Down
Under Conference.
Figure 4. Malawi Minister of Mining: Hon. Monica Chang’anamuno (Centre) –with Globe Directors Mr Michael
Barrett (Left) and Mr Michael Choi (Right) at the Africa Down Under Conference in Perth, September 2023.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
13
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
14
Niobium Market Update
Niobium, often overshadowed by more well-known elements, is emerging as a silent hero in the
world of science and technology. Beyond its conventional uses, niobium is driving innovations
across various industries.
As niobium continues to reveal its hidden powers, it is shaping the future of memory technology and
influencing numerous other scientific and technological domains. Its remarkable properties make it an
unsung hero in a world craving efficient, sustainable, and high-performance solutions. Whether in data
storage, medical diagnostics, particle physics, or quantum computing, niobium is proving to be an
element of immense potential, poised to transform industries and redefine what's possible in science and
technology.
Niobium has a wide range of uses across various industries due to its unique properties. Some of the
diverse uses of niobium include:
•
•
•
Alloys: Niobium is commonly used as an alloying element in steel production. It improves the
strength, toughness, and corrosion resistance of the alloy. Niobium-based alloys are used in the
construction of pipelines, oil and gas exploration equipment, and automotive components.
Superconductors: Niobium is an important material in the field of superconductivity. It is used in the
production of superconducting wires and magnets for applications in medical imaging (MRI), particle
accelerators, and energy storage devices.
Nuclear industry: Niobium alloys are used in the nuclear industry due to their high-temperature
strength and resistance to corrosion. They are used in reactor components, fuel elements, and
cladding materials.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
15
•
•
Electronics: Niobium compounds, such as niobates, are used in electronic devices. For example,
lithium niobate is used in the production of piezoelectric devices, optical modulators, and surface
acoustic wave devices.
Aerospace and defence: Niobium superalloys are used in the aerospace and defence industries
due to their high strength, low density, and resistance to high temperatures. They are used in aircraft
engines, rocket nozzles, and other high-performance applications.
• Medical implants: Niobium is biocompatible and has low toxicity, making it suitable for use in
medical implants such as pacemakers, orthopaedic implants, and dental implants.
•
•
•
Chemical processing: Niobium compounds are used as catalysts in various chemical processes,
including petroleum refining, hydrogenation reactions, and oxidation reactions.
Jewellery: Niobium's unique properties, such as its hypoallergenic nature and ability to be anodized
in various colours, make it a popular material for jewellery, especially for individuals with metal
allergies.
Batteries: Niobium oxide batteries can be fully charged in less than 10 minutes at lower operating
temperatures and can withstand more than 10,000 charge cycles. Niobium oxide can also increase
the energy density of batteries by 200%.
These are just a few examples of the diverse uses of niobium. Its combination of strength, corrosion
resistance, and other desirable properties make it a valuable material in various industries1.
1 Niobium's rise: Fueling faster charging, superconductors and quantum dreams, 5 September 2023;
https://www.theweek.in/news/sci-tech/2023/09/05/niobium-rise--fueling-faster-charging--superconductors-and-quant.html
Brazil’s CBMM expects niobium for batteries to make 25% of revenues by 2030, 13 September 2023;
https://www.fastmarkets.com/insights/brazils-cbmm-niobium-batteries-2030
Superconducting niobium waveguide achieves high-precision communications for B5G/6G networks, 2 October 2023;
https://www.eurekalert.org/news-releases/1003643
Niobium oxide plays a ‘network former’ role within silicate glass structures, 12 October 2023;
https://www.laserfocusworld.com/optics/article/14299972/niobium-oxide-plays-a-network-former-role-within-silicate-glass-
structures
World’s Leading Niobium Anode Battery Materials Supplier (echiontech.com) 2023
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
16
Niobium is considered critical not just in Australia but also in the EU, US, Japan, and India.
Cautionary Statements
Forward-looking statements
This report may include forward-looking statements. Forward-looking statements include, but are not
limited to, statements concerning Globe Metals & Mining Limited’s business plans and other statements
that are not historical facts. When used in this report, words such as could-plan-target-estimate-expect-
intend-may-potential-should and similar expressions are forward-looking statements. Any forward-looking
statements have been prepared on the basis of a number of assumptions which may prove incorrect and
the current intentions, plans, expectations and beliefs about future events are subject to risks,
uncertainties and other factors, many of which are outside of Globe Metals & Mining Limited’s control.
Important factors that could cause actual results to differ materially from the assumptions or expectations
expressed or implied in this report include known and unknown risks. Because actual results could differ
materially to the assumptions made and the Company’s current intentions, plans, expectations and
beliefs about the future, you are urged to view all forward-looking statements with caution. This content
should not be relied upon as a recommendation or forecast by Globe Metals & Mining Limited. Content
within this report should not be construed as either an offer to sell or a solicitation of an offer to buy or
sell shares in any jurisdiction.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
17
Competent Person’s Statement
Mineral resource estimates:
The information in this report that relates to Mineral Resources is extracted from the report titled
“Kanyika Niobium Project – Updated JORC Resource Estimate” released to the Australian Securities
Exchange (ASX) on 11 July 2018 and available to view at www.globemm.com and for which Competent
Persons’ consents were obtained. Each Competent Person’s consent remains in place for subsequent
releases by the Company of the same information in the same form and context, until the consent is
withdrawn or replaced by a subsequent report and accompanying consent.
The Company confirms that is not aware of any new information or data that materially affects the
information included in the original ASX announcement released on 11 July 2018 and, in the case of
estimates of Mineral Resources, that all material assumptions and technical parameters underpinning the
estimates in the original ASX announcement continue to apply and have not materially changed. The
Company confirms that the form and context in which the Competent Persons’ findings are presented
have not been materially modified from the original ASX announcement.
Full details are contained in the ASX announcement released on 11 July 2018 titled “Kanyika Niobium
Project – Updated JORC Resource Estimate” and is available to view at www.globemm.com
Ore reserves:
The information in the report that relates to Ore Reserves is extracted from the report titled “Kanyika
Niobium Project – Project Feasibility and Economics” released to the Australian Securities Exchange
(ASX) on 19 August 2021 and available to view at www.globemm.com and for which a Competent
Person’s consent was obtained. The Competent Person’s consent remains in place for subsequent
releases by the Company of the same information in the same form and context, until the consent is
withdrawn or replaced by a subsequent report and accompanying consent.
The Company confirms that is not aware of any new information or data that materially affects the
information included in the original ASX announcement released on 19 August 2021 and, in the case of
estimates of Ore Reserves, that all material assumptions and technical parameters underpinning the
estimates in the original ASX announcement continue to apply and have not materially changed. The
Company confirms that the form and context in which the Competent Person’s findings are presented
have not been materially modified from the original ASX announcement.
Full details are contained in the ASX announcement released on 19 August 2021 titled “Kanyika Niobium
Project – Project Feasibility and Economics” and is available to view at www.globemm.com
Production target and forecast financial information:
The production target and forecast financial information derived from the production target included in
this presentation were first announced to the ASX in the announcement released to the ASX on 19
August 2021 titled “Kanyika Niobium Project – Project Feasibility and Economics”. Globe confirms that all
the material assumptions underpinning the production target and the forecast financial information
derived from the production target as reported to the ASX on 19 August 2021 continue to apply and have
not materially changed.
Full details are contained in the ASX announcement released on 19 August 2021 titled “Kanyika Niobium
Project – Project Feasibility and Economics” and is available to view at www.globemm.com
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023 18
Annual Financial Report
For the year ended
30 June 2023
DIRECTORS’ REPORT
FOR THE YEAR ENDED
30 JUNE 2023
The directors of Globe Metals & Mining Limited (‘Globe’ or ‘the Company’) hereby submit their report of the Company and its
controlled entities (‘the Group’) for the financial year ended 30 June 2023.
DIRECTORS
The names and particulars of the Directors of the Company during or since the end of the financial year are:
Alice Wong
Bo Tan
Ricky Lau
Michael Choi
Michael Barrett
Non-Executive Chairperson
Non-Executive Director
Non-Executive Director
Non-Executive Director
Non-Executive Director
Directors have been in office since the start of the financial year to the date of this report unless otherwise stated.
COMPANY SECRETARY
Paul Hardie was appointed Company Secretary and General Counsel of Globe effective from 1 July 2022.
Mr Hardie is admitted as a practitioner of the Supreme Court of Western Australia and the High Court of Australia, holds a Bachelor
of Laws from Murdoch University and a Bachelor of Economics from the University of Western Australia. In addition, Mr Hardie has
significant experience as a corporate and commercial lawyer advising public companies in the SME and ASX microcap sector across
various industries and in the management of listed public companies having acted as Chairman and as a non-executive director of a
number of ASX listed companies and is currently the Company Secretary of ASX listed company Matrix Composites & Engineering
Limited.
PRINCIPAL ACTIVITIES
The principal activities of the Group during the financial year were to explore, develop and invest in the resource sector. The Group’s
major project is the Kanyika Niobium Project in Malawi.
There were no significant changes in the nature of the Group’s principal activities during the current year.
RESULTS
The consolidated loss after providing for income tax of the Group for the year ended 30 June 2023 amounted to $2.675 million (2022:
loss of $2.780 million).
MINERAL TENEMENTS
The Group’s interests in mineral tenements as at the date of this report are as follows:
Project
Location
Kanyika Niobium (i)
Malawi
Status
Granted
Tenement
LML0216/21
Globe’s interest
100%
(i) Large-Scale Mining Licence Number LML0216/21 has been issued to Globe Metals & Mining (Africa) Limited dated 13 August
2021. The licence is valid for twenty-five (25) years and is subject to various conditions.
REVIEW OF OPERATIONS
Globe Metals and Mining Limited (Globe) is an Australian registered public company and has been listed on the ASX since December
2005 (ASX: GBE).
The Company’s main operational focus is on the advancement of its Kanyika Niobium Project in Malawi (Africa) and the refinement
of the processing of technical studies in Namibia.
During the year, the Company announced that it had entered into a Mining Development Agreement (‘MDA’) through its ultimate
wholly owned subsidiary Globe Metals and Mining (Africa) Limited, with the Government of the Republic of Malawi for the
development of its Kanyika Niobium Project (Mining Licence LML0216/21) located in central Malawi, approximately 55km northeast
of the regional centre of Kasangu (the Project).
The approval of the MDA is a significant milestone in the Company’s history as it becomes the first company to execute an MDA with
the Malawi Government since the enactment of the Mines and Minerals Act, 2018 (the Act).
With all approvals now in place, the MDA allows the Company to accelerate its engagement with the Kanyika community to develop
plans for the relocation of those affected by the mining process and ongoing community involvement. It will also provide confidence
to third parties looking to participate in the Project in terms of financing and off-take.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
19
DIRECTORS’ REPORT
FOR THE YEAR ENDED
30 JUNE 2023
The MDA carries broader implications for the electric vehicle industry as it aims to facilitate the introduction of the fourth niobium
mine in the world, and the first such mine into production in the last 50 years, and the first ever in Africa. It is expected that this will
greatly alleviate the current geographic concentration of major niobium suppliers (with 2 in South America and one in Canada)
resulting in the migration of existing supply chain risks for the industry as a whole.
Key Aspects of the Mining Development Agreement (‘MDA’)
The MDA will govern the relationship between Globe, the Malawi Government, and the people of Malawi in relation to the Project,
and carries conditions regarding sustainable development and economic, social, and environmental investment. Its aim is to ensure
that, whilst Globe expects to generate a profit from its investment and know-how, the Republic of Malawi and its people will benefit
as well.
The key aspects of the MDA are as follows:
•
•
•
•
•
•
•
•
•
•
•
•
•
•
Globe has the right to mine niobium, tantalum, and deleterious uranium at the Project, and to establish and operate
a processing facility located in the Project area.
The MDA is subject to and conditional upon the Company obtaining:
o
o
a satisfactory ruling from the Malawi Revenue Authority in relation to the determination of gross revenue in
respect of any product produced from the mining and processing of ore at the Project; and
an extension to the time limits prescribed under the Act for the commencement of substantial mine
development, and substantial mineral production, at the Project to ensure those time limits are consistent with
the timeline contemplated in the MDA.
Globe is required to make a decision to mine at the Project within 24 months of being granted the mining licence for
the Project and obtaining a credit approved term sheet from a third-party international or domestic project financier
(Project Lender) to secure the funds required to develop the Project.
Globe is obligated to spend at least US$200 million to develop the Project and shall commence expenditure within 6
months of making a decision to mine.
Globe is required to comply with all applicable foreign currency laws but is permitted to maintain one or more foreign
currency accounts outside of Malawi to meet its foreign currency obligations to the initial Project Lender for a period
of 7 years after the establishment of the relevant account or the date on which the Company has discharged all its
obligations to the initial Project Lender. These obligations include (but are not limited to) the payment of interest and
principal to the Project Lender, the payment of mandatory pre-payments to the Project Lender, and the establishment
and maintenance of reserves as required by the Project Lender.
The Malawi Government is to receive, at no cost, a non-diluting 10% equity interest in the Project, with an option to
acquire up to a further 10% equity interest (Equity Option) upon completion of the construction, commissioning, and
start-up of operations at the Project as approved by the Project Lender. The Equity Option is a fully contributory
interest and is capable of being diluted if the Government does not meet any call by Globe for additional equity
funding.
The Malawi Government will receive a statutory royalty of 5% of all revenue earned from the mining and processing
of ore at the Project. The Kanyika community will receive a royalty of 0.45% as prescribed under the Act.
Globe is required to maintain a ratio of indebtedness to net worth that is equal to or lower than 3:1 at all times.
Prior to commencing construction of the Project, Globe must pay a $1 million environmental bond to secure
performance of its obligations to comply with all applicable environmental laws.
Globe is responsible for the resettling of affected Malawi citizens in accordance with an approved resettlement
framework.
Globe shall commit to the preferential employment and training of Malawi citizens for operations and unskilled labour
positions at the Project, and in the areas of financial, accounting, technical, administrative, supervisory, managerial,
and executive positions (subject to applicants having the necessary skill and experience and being suitable for those
roles).
Globe shall also preferentially procure goods and service from local Malawi businesses provided that those goods and
services are at least comparable in terms of quality, delivery, service, quantity, and price.
Globe will be exempt from import duty and import excise and a shall be zero-rated for VAT on the import of capital
goods, consumables and services throughout the term of the life of the Project.
Globe will enjoy the benefit of a stable tax regime for up to 10 years from the date of execution of the MDA.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
20
DIRECTORS’ REPORT
FOR THE YEAR ENDED
30 JUNE 2023
Globe received a letter from the Malawi Government Department of Mines on 29 May 2023, endorsing the ongoing efforts of the
Company to acquire and mobilise resources for the Kanyika Niobium Project, and assuring the continued security of the tenure for
the mining license LML0216/21. The letter states that following the signing of the MDA on 29th March 2023 between the
Government and Globe that:
•
•
Mine development will commence 18 months from the date of signing of the MDA versus 18 months from the
mining licence date of 13 August 2021; and
Substantial commercial mineral production at the Kanyika Niobium site shall commence within 60 months from the
date of the signing of the MDA versus 60 months from the mining licence date of 13 August 2021.
The MDA remains subject to and conditional upon the Company obtaining a satisfactory ruling from the Malawi Revenue Authority.
External advisors have been appointed to set up the transfer pricing protocol but at this stage no submissions have been made to
the Malawi Revenue Authority.
Progress made on the Kanyika Niobium Project
During the year, the Company made significant progress with its Kanyika Niobium Project. Key highlights include:
•
•
Selection of critical vendors - Globe announced in June 2023 that it had selected six highly experienced vendors to
advance the Kanyika Niobium Project including:
o
o
Solo – for the design and construction of the mineral processing plant;
TCM - to design the refinery process for the Kanyika concentrate and to determine the design parameters of the
refinery;
The Resonant Group - to complete the engineering drawings for the refinery;
Geolabs Global - as the laboratory to process the Kanyika ore to concentrate;
S.R. Nicholas Ltd - to provide the preliminary design and civil engineering of the plant; and
EDS – to develop a horizontal multi-shaft mill.
o
o
o
o
In May 2023 the Company announced it had successfully completed its 10-tonne sampling program from an
outcropping at surface at the Kanyika Niobium Project. The 10-tonne sample will accelerate important metallurgical
testing and will enable the Company to:
o
o
o
determine the operating parameters for the implementation of chlorine gas-vapour technology for the
extraction and refining of Kanyika concentrate materials;
confirm the process to recover metals at a rate of >95% and to produce oxides with a grade of >99.5%; •
confirm the potential suite of finished products viz. Nb2O5, Ta2O5, ZrO, FeO; and
produce the engineering parameters for the design, construction and operation of the pilot plant used for the
Phase One plant in support of the Scoping and Feasibility Study work.
The 10-tonne sample will also produce +/- 30 x 1kg commercial-grade samples to provide to interested parties and
allow the Company to expedite discussions with potential offtake partners (battery producers and Nb and Ta metal
refiners).
Next steps
Globe can now focus on the next key priority of raising development financing for this important mining project which stands as the
only vertically-integrated niobium producer outside the Americas. In addition to this, Globe can focus on finalising key milestone
processes such as the relocation of the project-affected persons and entering into contracts for the provision of mine plant and
equipment.
As announced on 19 August 2021, the Definitive Feasibility Study (DFS) presented metrics of average annual production of 3,250
tonnes of Nb2O5 and 140 tonnes of Ta05 on pre-production capital costs of US$250m (US$200m on the mine and US$50m on the
refinery) creating a net present value of US$1 billion at a discount of 8% per annum with a payback of approximately 18 months from
first production.
Between 18 and 36 months after the decision to mine with ramp up to DFS levels by 60 months, Globe will take a phased approach
to construction and operations to enable the Company to scale up operations to build its business and customer base starting at
90,000 tonnes per annum (18 months) increasing to 200,000 tonnes per annum (24 months) with the introduction of the solar panels
and batteries to run the grinding and crushing while using the 500kva constraint on the concentrator that can run 24/7 (Kanyika
Niobium Project Brief Update-refer ASX announcement: 25 July 2022 and the Company’s Annual Report - refer ASX announcement:
28 October 2022) potentially producing an average annual production of 756 tonnes of Nb2O5 and 37 tonnes of Ta05 on pre-
production capital costs of US$35m (to be confirmed by the revised DFS).
Globe will start a Feasibility Study to support the capital cost estimate, operating cost summary, and financial model on Globe’s
Namibia plant as a part of its downstream strategy as well as submit a revision of the DFS.
Since completion of the DFS, a new type of mill has come on the market that uses 80% less power than a conventional ball mall. This
mill reduces ore to 80% below 1mm. As a result, Globe also intends doing spiral gravity tests on this milled ore with the intent of
discarding waste product prior to final bore milling thereby potentially reducing the cost of production.
Key works programs currently underway in Namibia in relation to the Company’s proposed Walvis Bay Refinery Project will be
escalated. A screening study, which will form the basis of the eventual scoping study, will be submitted to the relevant Namibian
authorities in accordance with terms of local environmental legislation. This study will determine the terms for the Environment and
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
21
DIRECTORS’ REPORT
FOR THE YEAR ENDED
30 JUNE 2023
Social Impact Assessment (ESIA) process, including specific specialist studies and areas of concern for a full ESIA (starting with a
scoping study) and any additional specific studies that may need to be undertaken.
Given the relatively opaque nature of the niobium oxide markets Globe will engage with the Commissioner General to discuss a fair
and equitable process for the determination of Gross Revenue in line with the provisions of the existing Taxation Act. In addition,
consultants will be engaged to assist Globe to formalise a Transfer Pricing Policy in line with OECD guidelines such that pricing
transparency and integrity is established and maintained.
Statement of Mineral Resources
On 11 July 2018, Globe published an updated Mineral Resource Estimate for the Kanyika Niobium Project (KNP) calculated in
accordance with 2012 JORC guidelines.
The resource calculated was unchanged from the previous Mineral Resource Estimate published on 7 January 2011, calculated in
accordance with the 2004 JORC guidelines, and is as follows:
Category
Measured
Indicated
Inferred
Total
Size
(Mt)
5.3
47.0
16.0
68.3
Nb2O5 Grade
(ppm)
3,790
2,860
2,430
2,830
Ta2O5 Grade
(ppm)
180
135
120
135
U3O8 Grade
(ppm)
110
80
70
80
Table 1: Mineral Resource Estimate for Kanyika using a 1,500 ppm Nb2O5 cut-off grade
No additions or changes have been made to the Mineral Resource Estimate since it was last published.
Exploration Results, Mineral Resource and Ore Reserve Estimation Governance Statement
Globe Metals and Mining Limited ensures that exploration results and Mineral Resource estimates are subject to appropriate levels
of governance, internal controls and external independent review. The exploration results and Mineral Resource estimation of the
Company’s projects are subject to appropriate procedural controls and systematic internal and external technical review by
competent and qualified professionals on an as needed basis. These reviews have not identified any material issues undertaken as
part of a formal risk assessment. The Company periodically reviews the governance framework in line with the business expectations.
Exploration results and Mineral Resource estimates referred to in this report were undertaken in accordance with the Australasian
Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (JORC) 2012 Edition. Competent persons named by
the Company are members of the Australian Institute of Mining and Metallurgy and are qualified as competent persons as defined
in the JORC Code.
Qualifying Statements
Mineral Resource Estimates
The information in this report that relates to Mineral Resources is extracted from the report titled “Kanyika Niobium Project –
Updated JORC Resource Estimate” released to the Australian Securities Exchange (ASX) on 11 July 2018 and available to view at
www.globemm.com and for which Competent Persons’ consents were obtained. Each Competent Person’s consent remains in place
for subsequent releases by the Company of the same information in the same form and context, until the consent is withdrawn or
replaced by a subsequent report and accompanying consent.
The Company confirms that is not aware of any new information or data that materially affects the information included in the
original ASX announcement released on 11 July 2018 and, in the case of estimates of Mineral Resources, that all material assumptions
and technical parameters underpinning the estimates in the original ASX announcement continue to apply and have not materially
changed. The Company confirms that the form and context in which the Competent Persons’ findings are presented have not been
materially modified from the original ASX announcement.
Full details are contained in the ASX announcement released on 11 July 2018 titled “Kanyika Niobium Project – Updated JORC
Resource Estimate” available to view at www.globemm.com
Forward Looking Statements
This report may include forward-looking statements. Forward-looking statements include, but are not limited to, statements
concerning Globe Metals & Mining Limited’s business plans and other statements that are not historical facts. When used in this
report, words such as could-plan-target-estimate-expect-intend-may-potential-should and similar expressions are forward-looking
statements. Any forward-looking statements have been prepared on the basis of a number of assumptions which may prove incorrect
and the current intentions, plans, expectations and beliefs about future events are subject to risks, uncertainties and other factors,
many of which are outside Globe Metals & Mining Limited’s control. Important factors that could cause actual results to differ
materially from the assumptions or expectations expressed or implied in this report include known and unknown risks. Because actual
results could differ materially to the assumptions made and the Company’s current intentions, plans, expectations and beliefs about
the future, you are urged to view all forward-looking statements with caution. This content should not be relied upon as a
recommendation or forecast by Globe Metals & Mining Limited. Content within this report should not be construed as either an offer
to sell or a solicitation of an offer to buy or sell shares in any jurisdiction.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
22
DIRECTORS’ REPORT
FOR THE YEAR ENDED
30 JUNE 2023
INFORMATION ON DIRECTORS
Alice Wong
Non-Executive Chairperson
Special Responsibilities
Member of Nomination and Remuneration Committee
Qualifications
B. Bus in Accounting and Finance
Ms Alice Wong is an accountant by training and commenced her career with Price
Waterhouse. After more than a decade of service in the investment banking industry in Asia
working for large multinational companies Morgan Stanley, ABN AMRO Rothschild and BNP
Paribas Peregrine, Ms Wong extended her entrepreneurial endeavour into luxurious products
and health care companies. Ms Wong invested into Globe via Apollo Metals Investment Co.
Ltd during 2014 and has since served as the Non-Executive Chairperson of its Board of
Directors where she has played an integral role in advancement of the Kanyika Project
including the granting of the mining licence in August 2021.
Ms Wong holds a Bachelor of Business Administration in Accounting and Finance from the
University of Hong Kong and is a member of the American Institute of Certified Public
Accountants (AICPA).
Interest in Shares and Options
Shares - 351,405,158(1)
Directorships of other
ASX Listed Companies in the
past 3 years
Nil
(1) Ms Wong is the sole shareholder and Director of Apollo Metals Investment Co. Ltd which holds 351,405,158 shares in the Company.
Bo Tan
Non-Executive Director
Special Responsibilities
Chairperson of Audit and Risk Committee
Qualification
Experience
BEcon - Renmin China, MBA - Thunderbird USA, M.A University of Connecticut
Mr Tan has approximately 20 years’ experience as a senior manager and director in financial
planning, reporting, investment, capital structure and industrial research; and has worked for
companies such as Bohai Industrial Investment Fund, Lehman Brothers Asia and Macquarie
Securities Asia, and across international markets in China, Hong Kong, Canada and USA.
Interest in Shares and Options
Shares - 34,972,690(2)
Directorships of other
ASX Listed Companies in the
past 3 years
Options – 1,250,000
Nil
(1) Mr Tan a shareholder and Director of Triple Talent Enterprises Ltd which holds 34,972,690 shares in the Company.
Ricky Lau
Non-Executive Director
Special Responsibilities
Chairperson of Nomination and Remuneration Committee
Qualifications
Experience
MBA Kellogg-HKUST, BCom UBC (Hons)
Mr Lau has over 20 years’ experience in private equity investment in Asia and is presently the
Managing Partner of private equity real estate firm Crane Capital Limited.
Interest in Shares and Options
Directorships of other
ASX Listed Companies in the
past 3 years
Options – 1,250,000
Nil
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
23
DIRECTORS’ REPORT
FOR THE YEAR ENDED
30 JUNE 2023
Michael Barrett
Non-Executive Director
Special Responsibilities
Member of the Audit and Risk Committee
Member of the Environment, Society and Governance Committee
Qualifications
Experience
BSc.(SocSci) Joint Honours - Accounting and Economics, Fellow of The Institute of Chartered
Accountants in England and Wales, Graduate of the AICD
Mr Barrett has over 30 years’ international experience in strategy, capital markets, investor
relations, and risk management. Mr. Barrett has extensive experience working in the energy
and resources industry having held senior mining sector roles in Western Australia, including
with Rio Tinto Iron Ore and WMC Resources Ltd. Most recently, Mr Barrett was National Lead
Partner for Deloitte’s Risk Advisory Energy and Resources practice, specialising in Board
Advisory and Risk Management for many of the largest mining and energy and resources
companies nationally, prior to establishing his own consulting business, helping develop
smaller businesses across the energy and resources industry.
Mr Barrett is a Graduate of the AICD and is the Lead Independent, non-executive director and
Chair of the Audit Committee with dual listed (TSX and ASX) Novo Resources Corp (TSXASX
Code: NVO).
Interest in Shares and Options
Directorships of other
ASX Listed Companies in the
last 3 years
Options – 1,250,000
Novo Resources Corp (TSX/ASX: NVO), non-executive director, appointed on 20 October 2017.
Entyr Limited (ASX: ETR) (previously Pearl Global Limited (ASX: PG1)), non-executive director,
appointed on 6 August 2018 and resigned 15 February 2023.
Michael Choi OAM
Non-Executive Director
Special Responsibilities
Chairperson of Environment, Society and Governance Committee
Qualification
Experience
BEng (Civil) University of Queensland
Mr Choi is a professional chartered engineer specialising in property development, project
management and construction. Mr Choi also has extensive experience in trade development,
community engagement, cross cultural communication, relationship management and
negotiations with governmental agencies.
Mr Choi is a former member of parliament of Queensland and held the position of
Parliamentary Secretary (assisting on ministerial matters) with portfolios including natural
resources, mines and energy, trade as well as multicultural affairs. He was the first Asian-
Australian elected to Queensland parliament. With this background he is therefore
experienced in mining includes policy setting, governance, regulations, negotiation with
authorities, project assessment, feasibility, CAPEX, all acquired in his Assistant Minister role in
the Queensland Government with mines and energy portfolios.
In his career, Mr Choi was recognized with multiple awards, including the Medal of the Order
of Australia (OAM), and Lord Mayor’s Business Award.
Interest in Shares and Options
Directorships of other
ASX Listed Companies in the
past 3 years
Options – 1,250,000
Nil
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
24
DIRECTORS’ REPORT
FOR THE YEAR ENDED
30 JUNE 2023
REMUNERATION REPORT - AUDITED
This remuneration report for the year ended 30 June 2023 outlines the remuneration arrangements of the Group in accordance with
the requirements of Corporations Act 2001 (the Act) and its regulations. This information has been audited as required by Section
308(3C) of the Act.
The remuneration report details the remuneration arrangements for Key Management Personnel (KMP) who are defined as those
persons having authority and responsibility for planning, directing and controlling the major activities of the Group, directly or
indirectly, including any director (whether executive or otherwise) of the parent.
For the purposes of this report, the term “executive” includes the Managing Director (MD), executive directors (where applicable)
and senior executives of the Group.
A.
Remuneration Governance
The Board of Directors has established a Committee for the purpose of reviewing and making recommendations with respect to the
remuneration practices of the Company.
The Committee comprises Mr Lau (Chairperson of the Nomination and Remuneration Committee since 14 December 2021), Ms Alice
Wong and Mr Grant Hudson.
The Board of Directors has prepared and approved a charter as the basis on which the Committee will be constituted and operated.
The role of the Committee is to provide a mechanism for the determination, implementation and assessment of the remuneration
practices of the Company, including remuneration packages and incentive schemes for executive Directors and senior management,
and fees payable to Non-Executive Directors.
The Committee is primarily responsible for making recommendations to the Board on:
•
•
•
•
the overarching executive remuneration framework;
the operation of incentive plans (if any) which apply to the executive team, including key performance indicators and
performance hurdles;
the remuneration levels of executive directors and other KMP; and
the fees payable to non-executive directors.
The Committee’s objective is to ensure that remuneration policies and structures are fair and competitive, and aligned with the long-
term interests of the Group.
The Corporate Governance Statement on our website (www.globemm.com) provides further information on the role of the
Remuneration Committee.
B.
Remuneration Policy
The remuneration policy of Globe Metals & Mining Limited and its Controlled Entities has been designed to align Director and
executive objectives with shareholder and business objectives by providing a fixed remuneration component which is assessed on an
annual basis in line with market rates and offering specific incentives, from time to time, that are based on share price and key
performance areas affecting the Group’s financial results.
The Board of Directors of Globe believes the remuneration policy is appropriate and effective in its ability to attract, retain and
motivate suitably qualified and experienced Directors and executives to run and manage the Group, as well as create goal congruence
between the Directors, executives and the Company’s shareholders.
C.
Remuneration Arrangements
All executives receive a base salary (which is based on factors such as length of service and experience) and superannuation (in
accordance with relevant legislation). Executive remuneration may also incorporate a component of performance-based
remuneration.
The Board reviews executive packages annually by reference to the Group’s performance, executive performance and comparable
information from industry sectors and other listed companies in similar industries.
Non-executive directors are remunerated at market rates for comparable companies for time, commitment and responsibilities. The
Board determines payments to non-executive directors and reviews their remuneration annually, based on market practice, duties
and accountability. Independent external advice is sought when required. The maximum aggregate amount of fees that can be paid
to non-executive directors is subject to approval by shareholders at the Annual General Meeting (currently $600,000).
The Board of Directors may exercise discretion in relation to approving incentives, bonuses and options.
All remuneration paid to Directors and executives is valued at the cost to the Company and expensed. Options are valued using the
Black-Scholes option pricing model. Shares are valued at market value.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
25
DIRECTORS’ REPORT
FOR THE YEAR ENDED
30 JUNE 2023
D.
Performance Based Remuneration
From time to time, the Board of Directors may establish performance targets and a bonus system for the purposes of providing
directors and executives with short-term and long-term performance incentives. Such incentives are offered to increase goal
congruence between shareholders and directors and executives.
On 14 September 2022, the Company held a general meeting of shareholders at which meeting shareholders approved the issue of
1,250,000 Options to four of the Company’s non-executive directors, being Mr Ricky Lau, Mr Bo Tan, Mr Michael Barrett and Mr Michael
Choi. The Options are exercisable at A$0.13 and expire on 30 June 2026. The Options were issued on 27 September 2022. The options
have been valued at $283,500.
There were no options on issue for the prior year ended 30 June 2022 (nil).
E.
Performance Summary
The tables below set out summary information about Globe’s earnings and movements in shareholder wealth for the five years to
30 June 2023:
Interest income
Comprehensive loss after tax
30 June 2023
$’000
-
(2,663)
30 June 2022
$’000
2
(2,752)
30 June 2021
$’000
23
(1,378)
30 June 2020
$’000
104
(1,449)
30 June 2019
$’000
206
(1,441)
30 June 2023
30 June 2022
30 June 2021
30 June 2020
30 June 2019
$0.072
$0.062
-
($0.548)
($0.548)
$0.016
$0.072
-
($0.596)
($0.596)
$0.010
$0.160
-
($0.003)
($0.003)
$0.015
$0.010
-
($0.003)
($0.003)
$0.014
$0.015
-
($0.003)
($0.003)
Share price at start of year
Share price at end of year
Dividend
Basic loss per share
Diluted loss per share
F.
No Hedging Contracts
The Company does not permit executives to enter into contracts to hedge their exposure to options or performance rights to shares
granted as part of their remuneration package.
G.
Securities Trading Policy
The Board has in place a Securities Trading Policy to ensure that:
•
•
any dealings in securities by the Directors, employees and contractors comply with legal and regulatory obligations
(including the prohibition against insider trading); and
the Company maintains market confidence in the integrity of dealings in its securities.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
26
DIRECTORS’ REPORT
FOR THE YEAR ENDED
30 JUNE 2023
H.
Details of Remuneration
Compensation of key management personnel for the year ended 30 June 2023
2023
SHORT-TERM
BENEFITS
Salary &
Fees
$
Annual
Leave
$
POST
EMPLOY-
MENT
Super-
annuation
$
LONG-
TERM
BENEFITS
Employee
Entitlements
$
Directors
Alice Wong – Chairperson
Michael Choi – Non-Executive Director
Ricky Lau – Non-Executive Director
Bo Tan - Non-Executive Director
Michael Barrett – Non-Executive Director
Total remuneration directors 2023
Specified Executives
Grant Hudson – CEO
Rex Zietsman – Chief Technical Officer
Charles Altshuler – Chief Financial Officer (1)
Michael Fry – previous Chief Financial Officer (2)
Total remuneration specified executives 2023
Total key management personnel 2023
(1) appointed on 5 December 2022
(2) resigned on 30 November 2022
80,000
57,000
61,000
58,000
64,023
320,023
352,693
353,398
109,425
70,500
886,016
1,206,039
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
11,025
-
-
11,025
-
-
-
-
-
-
-
-
-
-
-
-
-
Compensation of key management personnel for the year ended 30 June 2022
SHARE-
BASED
TOTAL
PAYMENTS
SHARE-
BASED
PAYMENT
as a %
of TOTAL
$
$
-
37,652
37,652
37,652
37,652
150,608
80,000
94,652
98,652
95,652
101,675
470,631
-
-
-
-
-
352,693
353,398
120,450
70,500
897,041
150,608 1,367,672
-
0%
40%
38%
39%
37%
0%
0%
0%
0%
2022
SHORT-TERM
BENEFITS
Salary &
Fees
$
Annual
Leave
$
POST
EMPLOY-
MENT
Super-
Annuation
$
LONG-
TERM
BENEFITS
Employee
Entitlements
$
TOTAL
TERMINATI
ON/RESIGN
ATION
PAYMENTS
$
$
SHARE-
BASED
PAYMENT
as a %
of TOTAL
80,000
Directors
Alice Wong – Chairperson
Alistair Stephens – Deputy Chairperson,
Managing Director & CEO (2)
Michael Choi – Non-Executive Director (3)
Ricky Lau – Non-Executive Director
Bo Tan - Non-Executive Director
Michael Barrett – Non-Executive Director (4)
William Hayden – Non-Executive Director(5)
Total remuneration directors 2022
Specified Executives
Grant Hudson – CEO (1)
Rex Zietsman – Chief Technical Officer (6)
Michael Fry – CFO
Total remuneration specified executives 2022
Total key management personnel 2022
(1)
(2) resigned on 9 January 2022
(3) appointed on 17 December 2021
(4) appointed on 17 December 2021
(5) resigned on 31 December 2021
(6) promoted to Chief Technical Officer on 1 January 2022
192,500
30,645
61,000
58,000
31,417
26,484
480,046
165,803
163,286
265,200
594,289
1,074,335
promoted from position of General Manager to CEO effective from 10 January 2022
-
-
-
-
80,000
14,808
-
-
-
-
-
14,808
-
-
-
-
-
14,808
12,524
-
-
-
-
2,648
15,172
-
-
-
-
15,172
6,943
-
-
-
-
-
6,943
-
-
-
-
-
6,943
98,494
-
-
-
-
-
98,494
325,269
30,645
61,000
58,000
31,417
29,132
615,463
-
-
-
-
165,803
163,286
265,200
594,289
98,494 1,209,752
-
0%
0%
0%
0%
0%
0%
0%
0%
0%
0%
No remuneration consultants have been engaged during the year ended 30 June 2023.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
27
DIRECTORS’ REPORT
FOR THE YEAR ENDED
30 JUNE 2023
Related party transactions with key management personnel
March 2022 Loan Facility
In March 2022, Director Bo Tan provided a short-term loan facility in the amount of A$1,000,000 to assist the Company with its short-
term working capital requirements (the ‘March 2022 Facility’).
The key terms of the March 2022 Facility were as follows:
Loan Amount:
Interest Rate:
Default Interest Rate:
Term:
Repayment:
A$1,000,000
8% per annum
20% per annum
6 months
Repayable in cash or by the issue of fully paid ordinary shares at a price of 6.35 cents per share, subject
to shareholder approval. At any time on or before the Maturity Date, the Group may, by notice
(Conversion Notice) to the Lender, elect to convert some or all of the Money Owing (Conversion
Amount) into Shares in the Borrower by way of the Borrower issuing Shares to the Lender, provided
that the Borrower shall have prior to issuing the Conversion Notice obtained all shareholder, regulatory
and other approvals necessary to enable the conversion of the Money Owing into Shares as
contemplated under such Conversion Notice.
On 14 September 2022, the Company held a general meeting of shareholders at which meeting shareholders approved the
conversion of the March 2022 Facility provided by Director Bo Tan of $1,000,000, plus interest accrued, into fully paid ordinary shares
in the Company; resulting in the issue to Director Bo Tan of 16,397,666 Shares. The Shares were issued on 16 September 2022.
August 2022 Loan Facility
In August 2022, Director Bo Tan provided a short-term loan facility in the amount of A$500,000 to assist the Company with its short-
term working capital requirements ( the ‘August 2022 Loan Facility’).
The key terms of the August 2022 Facility Loan were as follows:
Loan Amount:
Interest Rate:
Default Interest Rate:
Term:
Repayment:
A$500,000
8% per annum
20% per annum
6 months
Repayable in cash or by the issue of fully paid ordinary shares at a price of 6.35 cents per share, subject
to shareholder approval. At any time on or before the Maturity Date, the Group may, by notice
(Conversion Notice) to the Lender, elect to convert some or all of the Money Owing (Conversion
Amount) into Shares in the Borrower by way of the Borrower issuing Shares to the Lender, provided
that the Borrower shall have prior to issuing the Conversion Notice obtained all shareholder, regulatory
and other approvals necessary to enable the conversion of the Money Owing into Shares as
contemplated under such Conversion Notice.
On 6 December 2022, the August 2022 Loan Facility was repaid in full via the issue of 8,083,217 fully paid ordinary shares in the
capital of the Company, which was approved by shareholders at the Company’s Annual General Meeting on 30 November 2022.
September 2022 Loan Facility
In September 2022, Director Bo Tan provided a further short-term loan facility, in the amount of A$500,000 to assist the Company
with its short-term working capital requirements (the ‘September 2022 Loan Facility’).
The key terms of the September 2022 Facility Loan were as follows:
Loan Amount:
Drawdown:
Interest Rate:
Default Interest Rate:
Term:
Repayment:
A$500,000 (adjusted in April 2023 down to A$400,000)
In lots of $100,000
8% per annum
20% per annum
6 months
Repayable in cash or by the issue of fully paid ordinary shares at a price of 6.35 cents per share, subject
to shareholder approval. At any time on or before the Maturity Date, the Group may, by notice
(Conversion Notice) to the Lender, elect to convert some or all of the Money Owing (Conversion
Amount) into Shares in the Borrower by way of the Borrower issuing Shares to the Lender, provided
that the Borrower shall have prior to issuing the Conversion Notice obtained all shareholder, regulatory
and other approvals necessary to enable the conversion of the Money Owing into Shares as
contemplated under such Conversion Notice.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
28
DIRECTORS’ REPORT
FOR THE YEAR ENDED
30 JUNE 2023
Related party transactions with key management personnel (continued)
As at 30 June 2023, a total of $400,000 has been drawn down from under the September 2022 Loan Facility.
On 19 April 2023, the Company announced it had reached an agreement with Mr Tan to reduce the facility limit under the
September 2022 Loan Facility to $400,000 (previously $500,000) and extend the repayment date to 18 October 2023 (previously 21
April 2023).
April 2023 Loan Facility
In April 2023, Director Bo Tan provided a further short-term loan facility, in the amount of A$600,000 to assist the Company with its
short-term working capital requirements (the ‘April 2023 Loan Facility’).
The key terms of the April 2023 Facility Loan were as follows:
Loan Amount:
Drawdown:
Interest Rate:
Default Interest Rate:
Term:
Repayment:
A$600,000
In 3 lots of $200,000 with first drawdown on or after 1 May 2023
8.3% per annum
20% per annum
6 months after first drawdown
At the lenders election – repayable in cash or, subject to shareholder approval, by the issue of fully paid
ordinary shares at the lessor of:
•
•
a 15% discount to the 5-day VWAP immediately prior to the issue date; or
the issue price per share of the next debt or equity financing undertaken by the Company after
the first drawdown date.
As at 30 June 2023, a total of $400,000 has been drawn down from under the April 2023 Loan Facility. The maturity date of the
April 2023 Facility Loan is 31 October 2023.
June 2023 Loan Facility
In June 2023, Director Bo Tan provided a further short-term loan facility, in the amount of A$200,000 to assist the Company with its
short-term working capital requirements (the ‘June 2023 Loan Facility’).
The key terms of the June 2023 Facility Loan were as follows:
Loan Amount:
Interest Rate:
Default Interest Rate:
Maturity date:
Repayment:
A$200,000
8.3% per annum
20% per annum
4 November 2023
At the lenders election – repayable in cash or, subject to shareholder approval, by the issue of fully paid
ordinary shares at the lessor of:
•
•
a 15% discount to the 5-day VWAP immediately prior to the issue date; or
the issue price per share of the next debt or equity financing undertaken by the Company after
the first drawdown date.
As at 30 June 2023, there were no funds drawn down from under the June 2023 Loan Facility.
Compensation options granted to key management personnel during the year ended 30 June 2023
5,000,000 options were granted to key management personnel during the year ended 30 June 2023. Refer to details below.
Compensation options granted to key management personnel during the year ended 30 June 2022
There were no options granted to key management personnel during the year ended 30 June 2022.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
29
DIRECTORS’ REPORT
FOR THE YEAR ENDED
30 JUNE 2023
Option Holdings of Directors and Key Management Personnel
There number of options over ordinary shares in the Company granted during the financial year ended 30 June 2023 to a Director or
a KMP of the Group, including their personally related parties, are set out below. There were no (nil) options granted in the previous
year ended 30 June 2022.
2023
Alice Wong
Michael Choi
Ricky Lau
Bo Tan
Michael Barrett
Grant Hudson
Rex Zietsman
Charles Altshuler(1)
Michael Fry(2)
(1) Appointed on 5 December 2022
(2) Resigned on 30 November 2022
Balance at
beginning
Granted as
Remuneration
On Exercise of
Options
Balance at
30 June 2023
-
-
-
-
-
-
-
-
-
-
-
1,250,000
1,250,000
1,250,000
1,250,000
-
-
-
-
5,000,000
-
-
-
-
-
-
-
-
-
-
-
1,250,000
1,250,000
1,250,000
1,250,000
-
-
-
-
5,000,000
On 14 September 2022, shareholders have approved the issuance of 5,000,000 unlisted options to non-executive directors under
the Employee Share Plan. 50% of the options will vest 12 months after the date of issue while the remaining 50% of the options will
vest 24 months after the date of issue. The options have an exercise price of $0.13 and expire on 30 June 2026. The options have
been valued using the binomial option model and determined to have a fair value of $283,500, using the following assumptions:
•
•
•
•
•
•
•
Spot price of $0.089
Exercise price of $0.13
Expiry date of 30 June 2026
Volatility of 102%
Implied life of 3.79 years
Risk free rate of 3.27%
Dividend yield of nil
Shareholdings of Director and Key Management Personnel in Listed Fully Paid Ordinary Shares
The number of shares in the Company that were held during the financial year by each Director and the key management personnel
of the Group, including their personally related parties, are set out below. There were no shares granted during the reporting year
as compensation.
Balance at
beginning
245,983,611
-
-
-
-
-
-
-
-
245,983,611
2023
Granted as
Remuneration
On Exercise of
Options
Other
Balance at
30 June 2023
Alice Wong(1)
Michael Choi
Ricky Lau
Bo Tan
Michael Barrett
Grant Hudson
Rex Zietsman
Charles Altshuler(2)
Michael Fry(3)
351,405,158
-
-
34,972,690
-
-
-
-
-
386,377,848
(3) Ms Wong is the sole shareholder and Director of Apollo Metals Investment Co. Ltd which held 245,983,611 shares in the Company at the
105,421,547
-
-
34,972,690
-
-
-
-
-
140,394,237
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
end of the period.
(4) Appointed on 5 December 2022
(5) Resigned on 30 November 2022
I.
Voting and comments made at the Company’s 2022 Annual General Meeting (AGM)
At the Company’s 2022 AGM, a resolution to adopt the prior year remuneration report was put to a shareholder vote pursuant to
the requirements of Section 250R92) of the Corporations Act 2001. Key Management Personnel, and their Closely Related Party(s),
were excluded from voting on the resolution. 91.56% of votes were cast against the adoption of the remuneration report, exceeding
the threshold required to trigger a ‘first strike’ under the Corporations Act. The Company is committed to understanding shareholder
perspectives and working towards an improved remuneration framework that aligns with the company's long-term performance and
maximises shareholder value.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
30
DIRECTORS’ REPORT
FOR THE YEAR ENDED
30 JUNE 2023
J.
Contractual Arrangements
Non-Executive Directors
Non-executive directors’ fees during the current financial year are as follows:
Alice Wong
Michael Choi
Ricky Lau
Bo Tan
Michael Barrett
Chairperson of the Board $80,000 per annum
Non-Executive Director $50,000 per annum
Chairperson of the Environment, Society and Governance Committee: $7,000 per annum
Non-Executive Director $50,000 per annum
Chairperson of the Nomination and Remuneration Committee: $7,000 per annum
Member of the Audit and Risk Committee $4,000 per annum
Non-Executive Director $50,000 per annum
Chairperson of the Audit and Risk Committee $8,000 per annum
Non-Executive Director $50,000 per annum
Member of the Audit and Risk Committee: $4,000 per annum
Member of the Environment, Society and Governance Committee: $4,000 per annum
Executive Management
Key terms for remuneration and other terms of engagement of executive management during the course of the financial year ended
30 June 2023 are set out below:
Name
Title
Current Agreement Commenced
Term of Agreement
Details:
Name
Title
Current Agreement Commenced
Term of Agreement
Details:
Name
Title
Start date
Current Agreement Commenced
Term of Agreement
Details:
Name
Title
Start date
Resignation date
Current Agreement Commenced
Term of Agreement
Details:
Grant Hudson
CEO
10 January 2022
Agreement continues until terminated in accordance with contract
Base salary of $385,000 p.a. exclusive of superannuation
Termination requires 5 weeks’ notice or the payment of 5 weeks ’salary in lieu of such notice.
Eligible to participate in performance-based remuneration.
Rex Zietsman
Chief Technical Officer
1 January 2022
Agreement continues until terminated in accordance with contract
Fees of USD$325,200 p.a.
Termination requires three months’ notice
Eligible to participate in performance-based remuneration.
Charles Altshuler
Chief Financial Officer
5 December 2022
5 December 2022 and variation agreement dated 1 July 2023
Agreement continues until terminated in accordance with contract
Salary of $180,000 p.a exclusive of superannuation from 5 December 2022 to 30 June 2023. From
1 July 2023 Salary of $250,000 p.a. exclusive of superannuation
Termination requires three months’ notice
Michael Fry
Previous Chief Financial Officer
2 February 2015
30 November 2022
1 November 2016
Agreement continues until terminated in accordance with contract
Fees of $264,000 p.a.
Termination requires three months’ notice
From 1 July 2022, an updated contractual arrangement was in place with an updated retainer of
$5,000 p.m. plus additional charges for extra hours with termination of 60 days’ notice.
This is the end of the audited remuneration report.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
31
DIRECTORS’ REPORT
FOR THE YEAR ENDED
30 JUNE 2023
MEETINGS OF DIRECTORS
Directors Meetings
Audit and Risk
Committee
Meetings
Nomination and
Remuneration
Committee Meetings
ESG
Committee Meetings
Directors
Alice Wong
Bo Tan
Ricky Lau
Michael Barrett
Michael Choi
Number
Eligible to
Attend
5
5
5
5
5
Number
Attended
5
2
3
5
5
Number
Eligible to
Attend
-
2
2
2
-
Number
Attended
-
1
2
2
-
Number
Eligible to
Attend
2
-
2
-
-
Number
Attended
2
-
2
-
-
Number
Eligible to
Attend
-
-
-
2
2
Number
Attended
-
-
-
2
2
SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS
No significant changes in the state of affairs of the Group have occurred since the start of the financial year to the date of this report,
other than the following:
Short Term Loan Facilities Provided by Director Bo Tan
Director Bo Tan has provided a total of $1 million in short-term loan facilities to the Company to assist the Company with its short-
term working capital requirements. As announced to the market on 27 September 2022, Mr Tan provided an unsecured short-term
facility in the amount of $500,000 repayable in cash or by the issue of fully paid ordinary shares in the Company at a price of 6.35
cents per share (‘September Loan’).
On 19 April 2023, the Company announced to the market that it had reached an agreement with Mr Tan to reduce the facility limit
under the September Loan to $400,000 (previously $500,000) and extend the repayment date to 18 October 2023. The September
loan was fully drawn down at $400,000 as at 30 June 2023.
On 26 April 2023, the Company announced that Mr Tan had provided additional unsecured short-term facility of up to $600,000,
repayable in cash or by the issue of fully paid ordinary shares in the Company at a price equal to the lessor of a 15% discount to the
5-day VWAP immediately prior to the issue date or the issue price per share of the next debt or equity financing undertaken by the
Company after the first drawdown date (‘April Loan’). The April Loan is fully drawn down at $600,000 and due for repayment on 4
November 2023.
The key terms and conditions of the loans are described on page 28 under the heading “Related party transactions with key
management personnel”.
Issue of 16,365,439 ordinary shares and 3,273,078 free attaching options
During the year, the Company announced that it had received firm commitments to raise $1.554 million via a two-tranche share
placement at $0.0635 per share. Tranche one of the placement was completed in November 2022 raising $1.039 million (before
costs) via the issue of 16,365,439 fully paid ordinary shares under the ASX Listing Rule 7.1 placement capacity. Tranche one placement
participants were issued 3,273,078 free attaching unlisted options with an exercise price of $0.13 and expiry date of 30 November
2025. Tranche two was expected to be completed by the end of March 2023 but was cancelled in July 2023. The Company raised the
funds to undertake engineering and processing finalisation studies ahead of progression to first phase production, and for additional
working capital.
Issue of 16,397,666 Shares following Shareholder Approval of Conversion of March 2022 Facility
On 14 September 2022, the Company held a general meeting of shareholders at which meeting shareholders approved the
conversion of the March 2022 Facility provided by Director Bo Tan of $1,000,000, plus interest accrued, into fully paid ordinary shares
in the Company; resulting in the issue to Director Bo Tan of 16,397,666 Shares. The Shares were issued on 16 September 2022.
Issue of 1,250,000 Options to each of Directors Lau, Tan. Barrett and Choi following Shareholder Approval
On 14 September 2022, the Company held a general meeting of shareholders at which meeting shareholders approved the issue of
1,250,000 Options to four of the Company’s non-executive directors, being Mr Ricky Lau, Mr Bo Tan, Mr Michael Barrett and Mr Michael
Choi. The Options are exercisable at A$0.13 and expire on 30 June 2026. The Options were issued on 27 September 2022.
Mining Development Agreement
In March 2023, the Company announced that it had entered into a Mining Development Agreement (‘MDA’) through its ultimate
wholly owned subsidiary Globe Metals and Mining (Africa) Limited, with the Government of the Republic of Malawi for the
development of its Kanyika Niobium Project (Mining Licence LML0216/21).
The Company also received a letter from the Department of Mines of the Malawi Government in May 2023, confirming the Mine
development on the Kanyika Niobium Project shall commence within eighteen (18) months from date of the signing of the MDA,
which is currently by 29 September 2024.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
32
DIRECTORS’ REPORT
FOR THE YEAR ENDED
30 JUNE 2023
DIVIDENDS
No amounts have been paid or declared by way of dividend during or since the end of the financial year.
LIKELY DEVELOPMENTS AND EXPECTED RESULTS OF OPERATIONS
The Group proposes to continue with the advancement of its Kanyika Project.
RISK OVERVIEW
The Group’s activities have inherent risk and the Board is unable to provide certainty of the expected results of these activities. The
material business risks that the Group faces that could influence the Group’s future prospects and how these are managed, are
outlined below.
Funding risk
The Group’s Financial Report has been prepared on a going concern basis. However, the ability of the Group to continue as a going
concern is dependent on the Group securing additional debt and/or equity funding to meet its working capital requirements.
Depending on the amount raised under the Offers, the Company may not be able to continue as a going concern. Accordingly, there
is a risk that funds raised will be less than anticipated and further funding will be required to continue the Group’s planned activities.
The Group’s ability to operate its business and effectively implement its business plan within the timeframe that it is aiming to
achieve, will depend in part on its ability to raise further funds by way of debt and equity. There is no guarantee that the Group will
be able to secure any additional funding or be able to secure funding on terms favourable to the Group.
Existing funds (including the funds raised under the Offers) will not be sufficient for expenditure required for certain aspects of the
Group’s business plan, including the financing and development of the mineral processing plant at the Kanyika Project and the Group
will have to raise further funds by way of debt or equity in the first half of 2024.
Any additional equity financing will dilute shareholdings, and debt financing, if available, may involve restrictions on financing and
operating activities. If the Group is unable to obtain additional financing as needed, it may be required to reduce the scope of its
operations.
Mining license
The Mining Licence is subject to the laws and regulations of that jurisdiction. The Company must therefore comply with all
requirements under the relevant laws (including mining legislation) of Malawi and comply with all licencing conditions, including the
conditions that:
•
•
the Company commence mine development by 29 September 2024; and
substantial commercial mineral production at the Kanyika Project commences by 29 March 2028,
(refer to the Company’s ASX announcements dated 29 March 2023 and 14 June 2023 for the latest updates on the status of the
conditions of the Mining Licence). There is no assurance that the Malawi government will extend either of these dates if the Company
makes an application to do so or that it will not make material changes to laws that impact the Mining Licence, or that approvals or
renewals will be given as a matter of course or on similar economic terms. There is also additional risk that changes to government
policy could occur that may materially and adversely affect the Company’s rights and costs associated with holding its Mining Licence.
Intended operations in Malawi and Namibia
The Company’s Kanyika Project is located in Malawi and its planned processing facility is expected to be located in Namibia and as
such, the Company’s operations are exposed to various levels of political, regulatory, economic and other risks and uncertainties
including the potential for the Malawian government to require processing of concentrate within Malawi. These risks and
uncertainties include, but are not limited to, economic, social or political instability or change; currency exchange rates; high rates of
inflation; labour unrest; working conditions; mine safety; labour relations; renegotiation or nullification of existing concessions,
licenses, permits and contracts; changes in taxation policies; restrictions on foreign exchange; changing political conditions; currency
controls and governmental regulations that favour or require the awarding of contracts to local contractors or require foreign
contractors to employ citizens of, or purchase supplies from, a particular jurisdiction.
The Company may also be hindered or prevented from enforcing its rights with respect to a governmental instrumentality because
of the doctrine of sovereign immunity.
Changes, if any, in mining or investment policies or shifts in political attitude in Malawi or Namibia may adversely affect the
Company’s operations or profitability. Operations may be affected in varying degrees by governmental regulations with respect to,
but not limited to: restrictions on production; price controls; export controls; currency remittance; income taxes; foreign investment;
environmental legislation; land use; land claims of local people; water use; mine safety and government and local participation.
Failure to comply strictly with applicable laws, regulations and local practices relating to mineral tenure and development, could
result in loss, reduction or expropriation of entitlements. The occurrence of these various factors adds uncertainties that cannot be
accurately predicted and could have an adverse effect on the Company’s operations or profitability.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
33
DIRECTORS’ REPORT
FOR THE YEAR ENDED
30 JUNE 2023
RISK OVERVIEW (CONTINUED)
Mineral processing and production technology risk
Saleable niobium and tantalum must be processed and produced to very tight quality requirements relying on proven technology
which has yet to be applied to the concentrate to be produced by the Kanyika Project. Further metallurgical test work must be
undertaken by the Group and TCM Research Limited or another contractor to provide the process parameters for a dry-chloride
technology option for the extraction and refining of concentrate material from the Kanyika Project. Thereafter, further engineering
drawings for a pilot plant and refinery will need to be completed using these design parameters. The final refinery design will be
dependent on the outcome of the test work results, which will determine the bespoke process design criteria to be used in the final
engineering drawings. Once the refinery design is finalised, cost estimates will also need to be verified as part of the overall plant and
refinery feasibility studies. Whilst the Group is targeting to complete the design work in or around the fourth quarter of 2023, there
can be no guarantee that the Group will achieve these milestones, or if it does, that the Group will be successful in building the
refinery and processing the concentrates given the unproven nature of the technology in the production of mass scale niobium
products and steps involved and risks associated with such a bespoke process.
If this test work and feasibility study does not support the adoption of a dry-chloride technology option, then the Group will need to
revert to the refining route that was the subject of the Feasibility Study and there is now no certainty as to the viability of that refining
route.
Mine development
The Group is continuing to study and optimise the Kanyika Project, which may include publishing an updated Feasibility Study which
will inform further decisions on the development of the Kanyika Project. Possible future development of mining and processing
operations at the Kanyika Project is dependent on a number of factors including, but not limited to, the Group’s processing, extraction
and refinery technology being successful, economically recoverable mineralisation, favourable geological conditions, receiving the
necessary approvals from all relevant authorities and parties, seasonal weather patterns, unanticipated technical and operational
difficulties encountered in extraction and production activities, mechanical failure of operating plant and equipment, shortages or
increases in the price of consumables, spare parts and plant and equipment, cost overruns, access to the required level of funding
and contracting risk from third parties providing essential services. If the Group is successful in obtaining the required funding to
achieve production at the Kanyika Project and commences production on the Kanyika Project, its operations may be disrupted by a
variety of risks and hazards which are beyond the control of the Group, including cost overrun; time overrun; engineering design
defects; faulty workmanship; personal injury; or death. No assurance can be given that the Group will achieve commercial viability
through the development of the Kanyika Project. The risks associated with the development of a mine will be considered in full should
the Kanyika Project reach that stage and will be managed with ongoing consideration of stakeholder interests.
Reliance on key personnel
The Group’s ability to successfully develop the Kanyika Project and implement its strategy will depend substantially on the
performance and expertise of its key personnel and their familiarisation with, and ability to operate, in the mining industry as well as
technology and marketing in the niobium and tantalum commodity markets. The loss of services of one or more key personnel may
have an adverse effect on the Group’s business. Furthermore, depending on the final investment decision, if the Group proceeds to
development it will need to expand its workforce and if it is unable to attract, train and retain key individuals and other highly skilled
employees and consultants, the results of its operations or financial condition may be adversely affected.
Community relations
The Company’s ability to undertake mining activities at the Kanyika Project will depend in part on its ability to maintain good relations
with the relevant local communities in Malawi. Any failure to adequately manage community expectations in relation to land access,
mining activity, employment opportunities, impact on environment and local businesses and other expectations may lead to disputes
or disruptions which may have an adverse effect on the Company’s operations or profitability.
Environmental liabilities risk
The Company’s activities are subject to potential risks and liabilities associated with the potential pollution of the environment and
the necessary disposal of mining waste products resulting from mineral exploration. Insurance against environmental risk (including
potential liability for pollution or other hazards as a result of the disposal of waste products occurring from exploration) is not
generally available to the Company (or to other companies in the minerals industry) at a reasonable price. To the extent that the
Company becomes subject to environmental liabilities, the satisfaction of any such liabilities would reduce funds otherwise available
to the Company and could have a material adverse effect on the Company. Laws and regulations intended to ensure the protection
of the environment are constantly changing and are generally becoming more restrictive.
Climate change
The physical and non-physical impacts of climate change may affect the Company’s assets and the communities in which it operates.
Risks related to the physical impacts of climate change include acute risks resulting from increased severity of extreme weather
events and chronic risks resulting from longer-term changes in climate patterns.
Non-physical risks arise from a variety of policy, regulatory, legal, technology, financial and market responses to the challenges
posed by climate change and the transition to a lower-carbon economy. Any changes to government regulation or policy relating to
climate change, including relating to greenhouse gas emissions or energy intensive assets, may directly or indirectly impact the
Company’s costs and operational efficiency.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
34
DIRECTORS’ REPORT
FOR THE YEAR ENDED
30 JUNE 2023
AFTER BALANCE DATE EVENTS
No other matters or circumstances have arisen since the end of the financial year 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 years, except
for the following:
•
•
•
•
On 31 July 2023, the Company announced an update to tranche two of the Placement announced to the market on 18
November 2022. The Company advised that tranche two of its placement to sophisticated and professional investors to raise a
further of $500,000 (before costs) at $0.0635 per share was cancelled as the Company terminated its engagement with
Viriathus Capital Pty Ltd as advisor and lead manager of the placement.
On 27 July 2023 the Company issued 14,190,000 options to executives and senior management under the Company’s employee
incentive scheme. The options were granted on 11 July 2023 and expire on 10 January 2026 with an exercise price of $0.13.
One third of the options vest on the earlier of 10 January 2023 or the date on which the 90-day VWAP exceeds $0.20, one third
of the options vest on the earlier of 10 January 2024 or the date on which the 90-day VWAP exceeds $0.40 and one third of the
options vest on the earlier of 10 January 2025 or the date on which the 90-day VWAP exceeds $0.60. The options have been
valued at $191,960.
On 4 August 2023 the Company announced it was conducting a 3 for 7 pro rata non-renounceable entitlement offer of new
fully paid ordinary shares in the Company at a price of A$0.037 per share to raise approximately A$8.000 million (before costs).
On 4 September 2023, the Company announced it had completed its pro-rata non-renounceable offer of three new fully paid
ordinary shares for every seven shares held be eligible shareholders. The Company received valid applications from eligible
shareholders for 165,469,839 new shares, being approximately 76% of the new shares available for issue under the
entitlements offer and raising $6.122 million in proceeds. This includes 34,455,972 new additional shares to Triple Talent under
the Top-Up Facility which is subject to shareholder approval at a general meeting which is expected to be held in October 2023.
Shares were issued on Thursday, 7 September 2023. Funds raised will be used for technical feasibility work, metallurgical test
work and pilot plant work, and mine and refinery preparation and planning costs for the Kanyika Project together with director
loan repayments, corporate, operating and marketing costs, and costs associated with the Entitlement Offer.
PROCEEDINGS ON BEHALF OF COMPANY
No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on behalf of the
Company, or to intervene in any proceedings to which the Company is a party, for the purposes of taking responsibility on behalf of
the Company for all or part of those proceedings.
No proceedings have been brought or intervened in on behalf of the Company with leave of the Court under section 237 of the
Corporations Act 2001.
SHARES UNDER OPTIONS
Unissued ordinary shares of the Company under options at the date of this report are as follows:
Grant date
14 June 2023
27 July 2023
15 November 2022
Expiry date
30 June 2026
30 June 2026
30 November 2025
Exercise
price
Number
under option
$0.13
$0.13
$0.13
5,000,000
14,190,000
3,273,078
No person entitled to exercise the options had or has any right by virtue of the option to participate in any share issue of the Company
or of any other body corporate.
SHARES ISSUED ON THE EXERCISE OF OPTIONS
No ordinary shares of the Company were issued during the year ended 30 June 2023 on the exercise of options granted.
AUDITOR
Non-Audit Services
No non-audit services were provided by BDO Audit Pty Ltd during the year or the prior year.
Details of the amounts paid or payable to BDO Audit Pty Ltd for the provision of audit services are set out in note 21 to the financial
Statements.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
35
DIRECTORS’ REPORT
FOR THE YEAR ENDED
30 JUNE 2023
INDEMNIFYING OFFICERS OR AUDITOR
The Group has agreed to indemnify all the directors and executive officers for any costs or expenses that may be incurred in defending
civil and criminal proceedings that may be brought against them in their capacity as directors and officers for which they may be held
personally liable.
The Group agreed to pay the annual insurance premium in respect of directors’ and officers’ liability and legal expenses, for directors,
officers and employees of the Company. However, in accordance with normal commercial practice, the disclosure of the total amount
of premiums and the nature of the liabilities covered by the insurance contract is prohibited by a confidentiality clause in the contract.
To the extent permitted by law, the Group has agreed to indemnify its auditors, Ernst & Young as part of the terms of its engagement
letter against any claims by third parties arising from the audit (for an unspecified amount). No payments were made during the year
ended 30 June 2023 or subsequently.
ROUNDING OF AMOUNTS
The Company is of a kind referred to in ASIC Corporations (Rounding in financial/Directors’ report) Instrument 2016/191. Therefore,
amounts in the directors’ report have been rounded off to the nearest thousand dollars, or in certain cases, to the nearest dollar.
AUDITORS INDEPENDENCE DECLARATION
The auditor’s independence declaration is included on page 37.
Signed in accordance with a resolution of the Board of Directors.
ALICE WONG
CHAIRPERSON
Dated this 28 day of September 2023
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
36
Tel: +61 8 6382 4600
Fax: +61 8 6382 4601
www.bdo.com.au
Level 9
Mia Yellagonga Tower 2
5 Spring Street
Perth, WA 6000
PO Box 700 West Perth WA 6872
Australia
DECLARATION OF INDEPENDENCE BY DEAN JUST TO THE DIRECTORS OF GLOBE METALS & MINING
LIMITED
As lead auditor of Globe Metals & Mining Limited for the year ended 30 June 2023, I declare that, to
the best of my knowledge and belief, there have been:
1. No contraventions of the auditor independence requirements of the Corporations Act 2001 in
relation to the audit; and
2. No contraventions of any applicable code of professional conduct in relation to the audit.
This declaration is in respect of Globe Metals & Mining Limited and the entities it controlled during the
period.
Dean Just
Director
BDO Audit Pty Ltd
Perth
28 September 2023
BDO Audit Pty Ltd ABN 33 134 022 870 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275, an
Australian company limited by guarantee. BDO Audit Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and form
part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation.
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED
30 JUNE 2023
Interest income
Foreign exchange loss
Employee benefits expenses
Compliance and regulatory expenses
Occupancy expenses
Directors fees
Depreciation expense
Travel expenses
Administrative expenses
Exploration expenditure written off
Interest expense
Employee share-based payments
Other expenses
Loss before income tax
Income tax expense
Loss for the year
Other comprehensive loss after tax
Items that will not be reclassified to profit or loss
Changes in the fair value of investments at fair value through other
comprehensive income
Other comprehensive (loss)/income for the year, net of tax
Notes
5a
5a
5b
15
6
30 June
2023
$’000
-
(292)
(364)
(232)
(70)
(242)
(22)
(67)
(605)
-
(55)
(151)
(563)
(2,663)
-
30 June
2022
$’000
2
(60)
(537)
(140)
(50)
(336)
(60)
(82)
(928)
(416)
(26)
-
(119)
(2,752)
-
(2,663)
(2,752)
(12)
(12)
(28)
(28)
Total comprehensive loss for the year
(2,675)
(2,780)
Loss per share attributable to ordinary equity holders of the company
Basic and diluted loss per share
27
Cents
(0.548)
Cents
(0.596)
The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction with
accompanying notes.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
38
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT
30 JUNE 2023
CURRENT ASSETS
Cash and cash equivalents
Other receivables
Other assets
TOTAL CURRENT ASSETS
NON-CURRENT ASSETS
Exploration and evaluation expenditure
Investments at fair value through other comprehensive income
Plant and equipment
Right of use asset
TOTAL NON-CURRENT ASSETS
TOTAL ASSETS
CURRENT LIABILITIES
Trade and other payables
Provisions
Lease liability
Loan
TOTAL CURRENT LIABILITIES
NON-CURRENT LIABILITIES
Lease liability
TOTAL NON-CURRENT LIABLITIES
TOTAL LIABILITIES
NET ASSETS
EQUITY
Contributed equity
Reserves
Accumulated losses
TOTAL EQUITY
Note
30 June 2023
$’000
30 June 2022
$’000
7
8
9
11
10
12
13
14
16
17
244
108
50
402
30,370
12
102
-
30,484
30,886
131
11
-
825
967
-
-
967
29,919
83,700
129
(53,910)
29,919
431
50
114
595
29,950
24
274
12
30,260
30,855
266
46
24
1,023
1,359
-
-
1,359
29,496
80,753
(10)
(51,247)
29,496
The above consolidated statement of financial position should be read in conjunction with accompanying notes.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
39
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED
30 JUNE 2023
Consolidated
Balance at 30 June 2021
Loss for year
Other comprehensive income for the year
Total comprehensive loss for the year
Balance at 30 June 2022
Balance at 30 June 2022
Loss for year
Other comprehensive loss for the year
Total comprehensive loss for the year
Transactions with owners:
Contributed
Equity
$’000
Accumulated
Losses
$’000
Reserves
$’000
Total
$’000
80,753
-
-
-
80,753
80,753
-
-
-
(48,495)
(2,752)
-
(2,752)
(51,247)
(51,247)
(2,663)
18
-
(28)
(28)
(10)
(10)
32,276
(2,752)
(28)
(2,780)
29,496
29,496
(2,663)
-
(12)
(12)
(2,663)
(12)
(2,675)
Shares issued net of capital raising costs
962
-
-
962
Options issued
Loan conversion
Balance at 30 June 2023
-
1,985
-
-
151
151
-
1,985
83,700
(53,910)
129
29,919
The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
40
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED
30 JUNE 2023
Note
30 June 2023
$’000
30 June 2022
$’000
Cash Flows from Operating Activities
Payments to suppliers and employees (inclusive of value added taxes)
Payments for business development activities
Interest received
Proceeds from other income
Net cash used in operating activities
26(a)
Cash Flows from Investing Activities
Purchase of plant & equipment
Research and development rebate
Payments for exploration and evaluation
Net cash used in investing activities
Cash Flows from Financing Activities
Proceeds from issue of shares
Proceeds from Borrowing
Payment of capital raising cost
Net cash used in financing activities
Net decrease in cash held
Cash and cash equivalents at beginning of financial year
Effects of exchange rate changes on cash
Cash and cash equivalents at end of financial year
7
(2,021)
-
-
-
(2,021)
(7)
326
(747)
(428)
1,039
1,300
(77)
2,262
(187)
431
-
244
(2,325)
-
2
-
(2,323)
(51)
445
(1,419)
(1,025)
-
1,023
-
1,023
(2,325)
2,816
(60)
431
The above consolidated statement of cash flows should be read in conjunction with the accompanying notes.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
41
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED
30 JUNE 2023
1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES
The financial report of Globe Metals & Mining Limited for the year ended 30 June 2023 was authorised for issue in accordance with
a resolution of directors on 28 September 2023.
The following is a summary of the material accounting policies adopted by the Group in the preparation of the financial report. The
accounting policies have been consistently applied, unless otherwise stated. This financial report includes the consolidated financial
statements and notes of Globe Metals & Mining Limited (‘Globe’ or ‘the Company’) and its controlled entities (‘Consolidated Entity’
or ‘Group’). Globe is a for-profit entity.
a. Basis of Preparation
The financial report is a general purpose financial report that has 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, as appropriate for profit-oriented entities.
(i) Going Concern
The financial report has been prepared on the going concern basis, which contemplates the continuity of normal business activity
and the realisation of assets and settlement of liabilities in the normal course of business.
As at 30 June 2023, the Group had cash and cash equivalents of $0.244 million and had a net working capital deficiency of $0.566
million (30 June 2022: $0.764 million) due to a short term loan of $0.825 million (30 June 2022:$1.023 million) at 30 June 2023. The
Group incurred a loss for the year ended 30 June 2023 of $2.663 million (30 June 2022: $2.752 million loss) and had net cash outflows
from operating and investing activities of $2.449 million (30 June 2022: $3.348 million outflow). The Group’s cashflow forecasts
reflect that the Group will be required to raise additional working capital within the next 12 month period to enable it to meet its
corporate requirements and continue to progress the financing and development of the Kanyika Project.
At the date of this report, the directors are satisfied there are reasonable grounds to believe that the Group will be able to continue
its planned operations, meet its obligations as and when they fall due and thus continue as a going concern, for the following reasons:
•
•
•
the Company has been issued with a Large -Scale Mining Licence for the Kanyika Project which provides it with tenure of
twenty-five (25) years from grant date subject to ongoing compliance with the licence terms and conditions. This underscores
the project’s value;
the Company has demonstrated in the past its capability to raise equity and or debt funding as and when required as evident
with the raise of $6.12 million after year end;
the Group has received a letter from the Department of Mines of the Malawi Government in May 2023, confirming the Mine
development on the Kanyika Niobium Project shall commence within eighteen (18) months from date of the signing of the
MDA, which is currently by 29 September 2024.
The ability of the Group to continue as a going concern is dependent on the Group continuing to secure additional debt and/or equity
funding to meet its working capital requirements in the next 12 months and achieving the other matters set out above.
These conditions indicate the existence of a material uncertainty that may cast a significant doubt about the Group’s ability to
continue as a going concern.
Should the Group not be able to continue as a going concern, it may be required to realise its assets and discharge its liabilities other
than in the ordinary course of business, and at amounts that differ from those stated in the financial statements. The financial report
does not include any adjustments relating to the recoverability and classification of recorded asset amounts or liabilities that might
be necessary should the Group not continue as a going concern and meet its debts as and when they become due and payable.
(ii)
Compliance with IFRS
The financial report of Globe Metals & Mining Limited and controlled entities also complies with International Financial
Reporting Standards (IFRS) as issued by International Accounting Standards Board (IASB).
(iii) New and amended standards adopted by the group
None of the new standards and amendments to standards that are mandatory for the first time for the financial year beginning
1 July 2023 have significant impact on the amounts recognised in the current year or any prior year. See Note 1(u).
(iv) Historical Cost Convention
The financial report has been prepared under the historical cost convention, with the exception of investments at fair value
through other comprehensive income which are measured at fair value.
(v)
Critical accounting estimates
The preparation of financial statements requires the use of certain critical accounting estimates. It also requires management
to exercise its judgement in the process of applying the group’s accounting policies. The areas involving a higher degree of
judgement or complexity, or areas where assumptions and estimates are significant to the financial statements are disclosed
in note 3.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
42
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED
30 JUNE 2023
1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Principles of Consolidation
b.
The consolidated financial statements comprise the financial statements of the Group and its subsidiaries as at 30 June 2023. Control
is achieved when the Group is exposed, or has rights, to variable returns from its involvement with the investee and has the ability
to affect those returns through its power over the investee.
Specifically, the Group controls an investee if, and only if, the Group has:
•
•
•
Power over the investee (i.e., existing rights that give it the current ability to direct the relevant activities of the investee)
Exposure, or rights, to variable returns from its involvement with the investee
The ability to use its power over the investee to affect its returns
Generally, there is a presumption that a majority of voting rights results in control. To support this presumption and when the Group
has less than a majority of the voting or similar rights of an investee, the Group considers all relevant facts and circumstances in
assessing whether it has power over an investee, including:
•
•
•
The contractual arrangement(s) with the other vote holders of the investee
Rights arising from other contractual arrangements
The Group’s voting rights and potential voting rights
The Group re-assesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or
more of the three elements of control. Consolidation of a subsidiary begins when the Group obtains control over the subsidiary and
ceases when the Group loses control of the subsidiary. Assets, liabilities, income and expenses of a subsidiary acquired or disposed
of during the year are included in the consolidated financial statements from the date the Group gains control until the date the
Group ceases to control the subsidiary.
A change in the ownership interest of a subsidiary, without a loss of control, is accounted for as an equity transaction.
If the Group loses control over a subsidiary, it derecognises the related assets (including goodwill), liabilities, non-controlling interest
and other components of equity, while any resultant gain or loss is recognised in profit or loss. Any investment retained is recognised
at fair value.
c. Segment Reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker.
The chief operating decision maker, who is responsible for allocating resources and assessing performance of the operating segments,
has been identified as the board of directors.
d. Foreign Currency Translation
Functional and presentation currency
The functional currency of each of the Group’s entities is measured using the currency of the primary economic environment in which
that entity operates, currently being the Australian Dollar for each of the entities. The consolidated financial statements are
presented in Australian dollars which is the Company’s functional and presentation currency.
Transactions and balances
Foreign currency transactions are translated into functional currency using the exchange rates prevailing at the date of the
transaction. Foreign currency monetary items are translated at the year-end exchange rate. Non-monetary items measured at
historical cost continue to be carried at the exchange rate at the date of the transaction. Non-monetary items measured at fair value
are reported at the exchange rate at the date when the fair values were determined. Exchange differences arising on the translation
of monetary items are recognised in profit and loss for the year, except where deferred in equity as a qualifying cash flow or net
investment hedge.
e. Reserves
Share-based payment reserve
The share-based payment reserve is used to recognise the grant date fair value of securities issued to directors and employees.
Financial assets revaluation reserve
The reserve represents the gains and losses of investments at fair value through other comprehensive income.
f. Cash and Cash Equivalents
Cash and short-term deposits in the statement of financial position comprise cash at bank and in hand and short-term deposits with
an original maturity of three months or less.
For the purposes of the Statement Cash Flows, cash and cash equivalents consist of cash and cash equivalents as defined above, net
of outstanding bank overdrafts.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
43
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED
30 JUNE 2023
1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
g. Exploration and Evaluation Assets
Exploration and evaluation costs, including the costs of acquiring licences, are capitalised as exploration and evaluation assets on an
area of interest basis. Exploration and evaluation assets are only recognised if the rights of interest are current and either:
-
-
the expenditures are expected to be recouped through successful development and exploitation of the area of interest; or
activities in the area of interest have not, at the reporting date, reached a stage which permits a reasonable assessment of the
existence or otherwise of economically recoverable reserves and active and significant operations in, or in relation to, the area
of interest are continuing.
Costs incurred before the Group has obtained the legal rights to explore an area are recognised in the statement of profit or loss and
other comprehensive income. 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.
Once the technical feasibility and commercial viability of the extraction of mineral resources in an area of interest are demonstrable,
exploration and evaluation assets attributable to that area of interest are first tested for impairment and then reclassified from
exploration and evaluation expenditure to mining property and development assets within property, plant and equipment and
depreciated over the life of the mine.
Impairment
Exploration and evaluation assets are tested for impairment when any of the following facts and circumstances exists:
-
-
-
-
the term of the exploration licence in the specific area of interest has expired during the reporting year or will expire in the near
future, and is not expected to be renewed;
substantive expenditure on further exploration for and evaluation of mineral resources in the specific area are not budgeted nor
planned;
exploration for and evaluation of mineral resources in the specific area of interest have not led to the discovery of commercially
viable quantities of mineral resources and the decision was made to discontinue such activities in the specific area of interest; or
sufficient data exists to indicate that, although a development in the specific area of interest is likely to proceed, the carrying
amount of the exploration and evaluation assets is unlikely to be recovered in full from successful development or by sale.
Where a potential impairment is indicated, an assessment is performed for each cash generating unit (“CGU”) which is no larger than
the area of interest. An impairment loss is recognised if the carrying amount of the CGU exceeds its estimated recoverable amount.
h. Financial instruments – initial recognition and subsequent measurement
Financial Assets
Initial recognition and measurement
Financial assets are classified, at initial recognition, as subsequently measured at amortised cost, fair value through other
comprehensive income (OCI), and fair value through profit or loss. The classification of financial assets at initial recognition depends
on the financial asset’s contractual cash flow characteristics and the Group’s business model for managing them. With the exception
of trade receivables that do not contain a significant financing component or for which the Group has applied the practical expedient,
the Group initially measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or
loss, transaction costs. In order for a financial asset to be classified and measured as amortised cost, it needs to give rise to cash flows
that are ‘solely payments of principal and interest (SPPI)’ on the principal amount outstanding. This assessment is referred to as the
SPPI test and is performed at an instrument level. Trade receivables that do not contain a significant financing component or for
which the Group has applied the practical expedient are measured at the transaction price determined under AASB 15.
The Group’s business model for managing financial assets refers to how it manages its financial assets in order to generate cash flows.
The business model determines whether cash flows will result from collecting contractual cash flows, selling the financial assets, or
both.
Subsequent measurement
For purposes of subsequent measurement, financial assets are classified in four categories:
-
-
-
Financial assets at amortised cost (debt instruments)
Financial assets at fair value through OCI with recycling of cumulative gains and losses (debt instruments)
Financial assets designated at fair value through OCI with no recycling of cumulative gains and losses upon derecognition (equity
instruments)
Financial assets at fair value through profit or loss
-
Financial assets at amortised cost (debt instruments)
This is the category of financial asset that is applicable to the Group. The Group measures financial assets at amortised cost if both
of the following conditions are met:
-
the financial asset is held within a business model with the objective to hold financial assets in order to collect contractual cash
flows; and
the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and
interest on the principal amount outstanding.
-
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
44
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED
30 JUNE 2023
1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Financial assets at amortised cost are subsequently measured using the effective interest (EIR) method and are subject to
impairment.
Gains and losses are recognised in profit or loss when the asset is derecognised, modified or impaired.
The Group’s financial assets at amortised cost includes cash and short-term deposits.
Financial assets designed at fair value through OCI (equity instruments).
This is the category of financial asset that is applicable to the Group. Upon initial recognition, the Group can elect to classify
irrevocably its equity investments as equity instruments designated at fair value through OCI when they meet the definition of
equity under AASB 132 Financial Instruments: Presentation and are not held for trading. The classification is determined on an
instrument-by-instrument basis.
Gains and losses on these financial assets are never recycled to profit or loss. Dividends are recognised as other income in the
statement of profit or loss when the right of payment has been established, except when the Group benefits from such proceeds as
a recovery of part of the cost of the financial asset, in which case, such gains are recorded in OCI. Equity instruments designated at
fair value through OCI are not subject to impairment assessment. The Group’s financial assets designed at fair value through OCI
includes its equity investments under this category.
Derecognition
A financial asset (or, where applicable, a part of a financial asset or part of a group of similar financial assets) is primarily derecognised
(i.e., removed from the Group’s consolidated statement of financial position) when:
-
-
the rights to receive cash flows from the asset have expired; or
the Group has transferred has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the
received cash flows in full without material delay to a third party under a ‘pass-through’ arrangement; and either (a) the Group
has transferred substantially all the risks and rewards of the asset, or (b) the Group has neither transferred nor retained
substantially all the risks and rewards of the asset, but has transferred control of the asset.
When the Group has transferred its rights to receive cash flows from an asset or has entered into a pass-through arrangement, it
evaluates if, and to what extent, it has retained the risks and rewards of ownership. When it has neither transferred nor retained
substantially all of the risks and rewards of the asset, nor transferred control of the asset, the Group continues to recognise the
transferred asset to the extent of its continuing involvement. In that case, the Group also recognises an associated liability. The
transferred asset and the associated liability are measured on a basis that reflects the rights and obligations that the Group has
retained. Continuing involvement that takes the form of a guarantee over the transferred asset is measured at the lower of the
original carrying amount of the asset and the maximum amount of consideration that the Group could be required to repay.
Impairment of financial assets
The Group recognises an allowance for expected credit losses (ECLs) for all debt instruments not held at fair value through profit or
loss.
For trade receivables and contract assets, the Group applies a simplified approach in calculating ECLs. Therefore, the Group does not
track changes in credit risk, but instead recognises a loss allowance based on lifetime ECLs at each reporting date. The Group has
established a provision matrix that is based on its historical credit loss experience, adjusted for forward-looking factors specific to
the debtors and the economic environment.
Financial Liabilities
Initial recognition and measurement
Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss, payables as
appropriate. All financial liabilities are recognised initially at fair value and, in the case of payables, net of directly attributable
transaction costs. The Group’s financial liabilities only include trade and other payables.
Subsequent measurement
After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortised cost using the EIR method.
Gains and losses are recognised in profit or loss when the liabilities are derecognised as well as through the EIR amortisation process.
Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part
of the EIR. The EIR amortisation is included as finance costs in the statement of profit or loss. This category applies to trade and other
payables.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
45
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED
30 JUNE 2023
1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
i. Plant and Equipment
Plant and equipment is stated at cost less accumulated depreciation and accumulated impairment losses.
The depreciable amount of all Motor vehicle and Leasehold assets are depreciated on a straight-line basis over their useful lives.
Plant and equipment, Furniture and fittings and Software assets are depreciated using the diminishing value method. The
depreciation rates used for each class of depreciable assets vary from 3% to 40% with the average rate being 30%.
Gains and losses on disposals are determined by comparing proceeds with carrying amount. These are included in the statement of
profit or loss and other comprehensive income.
The carrying amounts of plant and equipment are reviewed at each reporting date to determine whether there is any indication of
impairment. If any such indication exists, then the asset’s recoverable amount is estimated. The recoverable amount of an asset or
cash-generating unit is the greater of its value in use and its fair value less costs of disposal.
k. Provisions
Provisions are recognised when the Group has a present obligation (legal or constructive) where, as a result of a past event, it is
probable that an outlay of resources embodying economic benefits will be required to settle the obligation and a reliable estimate
can be made of the amount of the obligation.
Where the Group expects some or all of a provision to be reimbursed, for example under an insurance contract, the reimbursement
is recognised as a separate asset but only when the reimbursement is virtually certain. The expense relating to any provision is
presented in the statement of comprehensive income net of any reimbursement.
If the effect of the time value of money is material, provisions are determined by discounting the expected future cash flows at a pre-
tax rate that reflects current market assessments of the time value of money and, where appropriate, the risks specific to the liability.
Where discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost.
l. Employee Benefits
Short-term obligations
Liabilities for wages and salaries, including non-monetary benefits, annual leave and accumulating sick leave expected to be settled
within 12 months after the end of the year in which the employees render the related service are recognised in respect of employees’
services up to the end of the reporting year and are measured at the amounts expected to be paid when the liabilities are settled.
The liability for annual leave is recognised in the provision for employee benefits. All other short-term employee benefit obligations
are presented as payables.
Other long-term employee benefit obligations
The liability for long service leave and annual leave which is not expected to be settled within 12 months after the end of the year in
which the employees render the related service is recognised in the provision for employee benefits and measured as the present
value of expected future payments to be made in respect of services provided by employees up to the end of the reporting year using
the projected unit credit method. Consideration is given to expected future wage and salary levels, experience of employee
departures and years of service. Expected future payments are discounted using market yields at the end of the reporting year on
high quality corporate bonds with terms and currencies that match, as closely as possible, the estimated future cash outflows. The
obligations are presented as current liabilities in the balance sheet if the entity does not have an unconditional right to defer
settlement for at least twelve months after the reporting date, regardless of when the actual settlement is expected to occur.
m. Contributed Equity
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.
Where any group company purchases the company’s equity instruments, for example as the result of a share buy-back or a share-
based payment plan, the consideration paid, including any directly attributable incremental costs (net of income taxes) is deducted
from equity attributable to the owners as treasury shares until the shares are cancelled or reissued.
Where such ordinary shares are subsequently reissued, any consideration received, net of any directly attributable incremental
transaction costs and the related income tax effects, is included in equity attributable to the owners.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
46
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED
30 JUNE 2023
1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
n. Earnings Per Share
Basic earnings per share
Basic earnings per share is calculated by dividing:
-
-
the profit attributable to owners of the company, 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 year and excluding treasury shares
Diluted earnings per share
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account:
-
after income tax effect of interest and other financing costs associated with dilutive potential ordinary shares, and
- weighted average number of additional ordinary shares that would have been outstanding assuming the conversion of all dilutive
potential ordinary shares.
o. Revenue recognition
The Group recognises revenue when it transfers control over a product or service to a customer.
Other types of income are recognised as follows.
Interest income
Interest income is recognised as interest accrues using the effective interest method. This is a method of calculating the amortised
cost of a financial asset over the relevant period using the effective interest rate, which is the rate that exactly discounts estimated
future cash receipts through the expected life of the financial instrument to the net carrying amount of the financial asset.
Government grants
Refer note p. below.
Other income
Other income is generally recognised as received, or when the right to receive the payment has been established.
p. Government grants – research and development rebate
Government grants are recognised where there is reasonable assurance that the grant will be received and all attached conditions
will be complied with. When the grant relates to an expense item, it is recognised as income on a systematic basis over the periods
that the related costs, for which it is intended to compensate, are expensed.
Research and development tax incentive
The Group has adopted the income approach to accounting for research and development tax incentive pursuant to AASB120
‘Accounting for Government Grant and Disclosure of Government Assistance’ whereby the incentive is recognised in profit or loss on
a systematic basis over the periods in which the Group recognises the eligible expenses. Where the research and development costs
are capitalised as an intangible or as exploration costs capitalised, the research and development tax incentive has been offset against
the capitalised expenditure.
q. Income Tax
Current Tax
Current tax is calculated by reference to the amount of income taxes payable or recoverable in respect of the taxable profit or tax
loss for the year. It is calculated using tax rates and tax laws that have been enacted or substantively enacted by reporting date.
Current tax for current and prior years is recognised as a liability (or asset) to the extent that it is unpaid (or refundable).
Deferred Tax
Deferred tax is accounted for using the liability method in respect of temporary differences arising from differences between the
carrying amount of assets and liabilities in the financial statements and the corresponding tax base of those items.
In principle, deferred tax liabilities are recognised for all taxable temporary differences. Deferred tax assets are recognised to the
extent that it is probable that sufficient taxable amounts will be available against which deductible temporary differences or unused
tax losses and tax offsets can be utilised. However, deferred tax assets and liabilities are not recognised if the temporary differences
giving rise to them arise from the initial recognition of assets and liabilities (other than as a result of a business combination) which
affects neither taxable income nor accounting profit. Deferred tax assets and liabilities are measured at the tax rates that are expected
to apply to the year(s) when the asset and liability giving rise to them are realised or settled, based on tax rates (and tax laws) that
have been enacted or substantively enacted by reporting date. The measurement of deferred tax liabilities and assets reflects the
tax consequences that would follow from the manner in which the Group expects, at the reporting date, to recover or settle the
carrying amount of its assets and liabilities.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
47
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED
30 JUNE 2023
1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Current and Deferred Taxation
Current and deferred tax is recognised as an expense or income in the Statement of profit or loss and other comprehensive income,
except when it relates to items credited or debited directly to equity, in which case the deferred tax is also recognised directly in
equity, or where it arises from the initial accounting for a business combination, in which case it is taken into account in the
determination of goodwill or excess. The amount of benefits brought to account or which may be realised in the future is based on
the assumption that no adverse change will occur in income taxation legislation and the anticipation that the Company will derive
sufficient future assessable income to enable the benefit to be realised and comply with the conditions of deductibility imposed by
the law.
r. Goods and Services Tax and other Value Added Taxes
Revenues, expenses and assets are recognised net of the amount of Goods and Services Tax (GST) and other Value Added Taxes
(VAT), except where the amount of GST or VAT incurred is not recoverable from the applicable taxation authority. In these
circumstances, the GST and VAT are 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 and VAT.
The net amount of GST or VAT recoverable from, or payable to, the taxation authority is included as a current asset or liability in the
statement of financial position.
Cash flows are included in the Statement of Cash Flow on a gross basis. The GST and VAT components of cash flows arising from
investing and financing activities which are recoverable from, or payable to, the taxation authorities are classified as operating cash
flows.
s. Rounding of amounts
The Company is of a kind referred to in ASIC Corporations (Rounding in financial/Directors’ report) Instrument 2016/191. Therefore,
amounts in the directors’ report have been rounded off to the nearest thousand dollars, or in certain cases, to the nearest dollar.
t. Parent entity financial information
The financial information for the parent entity, Globe Metals and Mining Limited, disclosed in note 28 has been prepared on the
same basis as the consolidated financial statements, except as set out below.
Investments in subsidiaries, associates and joint venture entities
Investments in subsidiaries, associates and joint venture entities are accounted for at cost in the financial statements of Globe Metals
and Mining Limited.
u. Changes in accounting policies and disclosure
New and amended standards and interpretations
Amendments and interpretations apply for the first time as of 1 July 2022 do not have significant impact on the consolidated financial
statements of the Group. The Group has not early adopted any standards, interpretations or amendments that have been issued but
are not yet effective and these standards are not expected to have a material impact.
The accounting policies adopted are consistent with those applied by the Group in the preparation of the annual consolidated
financial statements for the year ended 30 June 2022.
Standards issued but not yet effective
Australian Accounting Standards and Interpretations that have recently been issued or amended but are not yet effective, have
not been early adopted by the Group for the annual reporting period ended 30 June 2023. The consolidated entity has not yet
assessed the impact of these new or amended Accounting Standards and Interpretations.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
48
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED
30 JUNE 2023
2. FINANCIAL RISK MANAGEMENT
Capital Risk Management
The Group’s objectives when managing capital are to safeguard its ability to continue as a going concern, so that it can provide returns
for shareholders and benefits for other stakeholders and to maintain an optimum capital structure to reduce the cost of capital.
In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends, return capital to shareholders,
issue/buy-back shares or sell assets to reduce debt.
The main risks arising from the Group’s financial instruments and the Group’s policies for managing these risks are summarised
below:
Interest Rate Risk
The Group does not have long-term cash deposits and the debt is able to be converted into shares (and was converted during FY23
– refer to note 13) at the Company’s option, (subject to shareholder approval), with a fixed interest rate therefore the risk exposure
is minimal. An analysis by maturities is provided in (i) below.
Credit Risk
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Group. The
Group entity has adopted the policy of only dealing with credit worthy counterparties and obtaining sufficient collateral or other
security where appropriate, as a means of mitigating the risk of financial loss from defaults.
The credit risk on financial assets of the Group is reflected in those assets' carrying amount net of any provisions for impairment.
The Group currently holds majority of its cash and cash equivalents with Westpac with a credit rating of Aa3. The Group believes the
credit risk exposure is negligible given the strong credit rating of the counterparty.
Foreign currency risk
The Group is exposed to fluctuations in foreign currencies arising from the sale and purchase of goods and services in currencies
other than the Group’s functional currency. The Group also has transactional currency exposure. Such exposure arises from
transactions denominated in currencies other than the functional currency of a group entity. The Group’s exposure to foreign
currency risk throughout the current year primarily arose from entities included in the consolidated results whose functional currency
is Australian Dollars (“AUD”) with transactional currency exposure to Malawian Kwachas (“MWK”) due to the location of the Kanyika
Project in Malawi. The majority of the Group’s expenses are incurred in AUD or American Dollars (“USD”), there were no significant
foreign currency obligations in the current period (30 June 2022: nil) and therefore risk is not considered to be significant. Monetary
assets and liabilities of the Group denominated in foreign currencies are not material to the Group.
The following table summarises the Group’s sensitivity of financial instruments held at 30 June 2023 to movements in the AUD:MWK
exchange rate, with all other variables held constant.
Sensitivity of financial instruments to foreign currency movements
Increase in foreign exchange rate by 5% (FY22: 5%)
Decrease in foreign exchange rate by 5% (FY22: 5%)
Consolidated
Impact on post-tax profit
2022
2023
$’000
$’000
2.5
(2.5)
2.4
(2.4)
Concentration risk
The parent entity is exposed to concentration risk due to 100% (2022: 87%) of its cash and cash equivalents being held within the
one financial institution – Westpac. The Group manages this risk through monitoring of the credit rating of the institution.
Liquidity risk
The Group manages liquidity risk by monitoring forecast cash flows and ensuring that adequate short-term cash facilities are
maintained.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
49
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED
30 JUNE 2023
2. FINANCIAL RISK MANAGEMENT (CONTINUED)
Interest rate and liquidity risk exposures
(i)
The Group’s exposure to interest rate risk and the effective weighted average interest rate for each class of assets and liabilities
is set out in the following table:
2023
Financial Assets
Cash at bank
Trade & other receivables
Investments at fair value through other
comprehensive income
Other assets
Trade & other creditors
Loan
Net financial assets
Floating
interest
rate
$’000
244
-
-
-
244
-
-
244
Fixed interest maturing in
0 to 30
days
30 to 60
days
60 to 180
days
$’000
-
-
$’000
-
-
$’000
-
-
-
-
-
(100)
-
(100)
-
-
-
-
(825)
(825)
-
-
-
-
-
-
180 days to
1 year
$’000
-
108
12
50
170
-
-
-
(100)
(825)
170
Total
$’000
244
108
12
50
414
(100)
(825)
(925)
(511)
Note: No interest has been earned on cash at bank during the year.
2022
Financial Assets
Cash at bank
Trade & other receivables
investments at fair value through
other comprehensive income
Other assets
Weighted Average Interest Rate
(financial assets)
Trade & other creditors
Lease liability
Loan
Weighted Average Interest Rate
(financial liabilities)
Net financial assets
Sensitivity analysis
Floating
interest
rate
$’000
431
-
-
-
431
0.01%
-
-
6.35%
431
Fixed interest maturing in
0 to 30
days
30 to 60
days
60 days
to 1 year
More than 1
Year
Total
$’000
$’000
$’000
$’000
$’000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(266)
-
(266)
-
(1,023)
(1,023)
-
50
24
50
124
(24)
-
(24)
431
50
24
50
555
(266)
(24)
(1,023)
(1,313)
(266)
(1,023)
100
(758)
The Group has performed a sensitivity analysis in relation to interest income and movements in interest rates on financial assets
and liabilities. The analysis highlights the effect on the current year’s pre-tax loss which would have resulted from movement in
interest rates with all other variables remaining constant.
Change in loss
- increase in interest rate by 1.5% (FY22: 1.5%)
- decrease in interest rate by 1.5% (FY22: 1.5%)
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
Consolidated
2023
$’000
8
(8)
2022
$’000
11
(11)
50
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED
30 JUNE 2023
2. FINANCIAL RISK MANAGEMENT (CONTINUED)
(ii)
Interest rate and liquidity risk exposures
Fair value hierarchy
All financial instruments for which fair value is recognised or disclosed are categorised within the fair value hierarchy, based on the
lowest level input that is significant to the fair value measurement as a whole, as follows:
Level 1 – Quoted (unadjusted) market prices in active markets for identical assets or liabilities
Level 2 – Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly
or indirectly observable
Level 3 – Valuation techniques for which the lowest level input that is significant to the fair value measurements is
unobservable
For all asset and liabilities that are recognised at fair value on recurring basis, the group determines whether transfers have occurred
between levels in the hierarchy by re-assessing categorisation (based on the lowest level input that is significant to the fair value
measurement as a whole) at the end of each reporting year.
The valuation of investments at fair value through other comprehensive income are based on the equity share price in the listed
stock exchange (Level one fair value hierarchy).
The valuation of loans at fair value are based on the net present value of principal and interest when expected to be settled (Level
two fair value hierarchy). Management has determined that the difference between fair value and principle for the carrying amount
of loans to be immaterial.
3. CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS
The preparation of financial statements requires management to make judgements and estimates relating to the carrying amounts
of certain assets and liabilities. Actual results may differ from the estimates made. Estimates and assumptions are reviewed on an
ongoing basis.
The key estimates and assumptions as have a significant risk of causing a material adjustment to the carrying amounts of certain
assets and liabilities within the next accounting year are:
Exploration and evaluation expenditure
(i)
The Group’s accounting policy for exploration and evaluation expenditure results in expenditure being capitalised for an area of
interest where it is considered likely to be recoverable by future exploitation or sale or where the activities have not reached a stage
which permits a reasonable assessment of the existence of reserves. This policy requires management to make certain assumptions
as to future events and circumstances, in particular whether an economically viable extraction operation can be established. Any
such estimates and assumptions may change as new information becomes available. If, after having capitalised the expenditure under
the policy, a judgement is made that recovery of the expenditure is unlikely, the relevant capitalised amount will be written off to
profit and loss. Refer to note 11 for details of the judgement applied in the current year in relation to exploration and evaluation
expenditure.
(ii)
Fair Value of Unlisted Incentive Securities Issued
Management applies valuation techniques to determine the fair value of financial instruments where active market quotes are not
available. This requires management to develop estimates and assumptions based on market inputs, using observable data that
market participants would use in pricing the instrument. Where such data is not observable, management uses its best estimate.
Estimated fair values of financial instruments may vary from the actual prices that would be achieved in an arm’s length transaction
at the reporting date. The fair value of options issued to directors during the year are determined based on Independent Expert
Reports. Refer to note 15 for details of options on issue.
4. SEGMENT INFORMATION
The Group is organised into one operating segment being the Kanyika Niobium Project in Malawi. The operating segment is based
on the internal reports that are reviewed and used by the Board of Directors (who are identified as the Chief Operating Decision
Makers) in assessing performance and in determining the allocation of resources.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
51
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED
30 JUNE 2023
5.a EXPENSES
Loss from operations before income tax has been determined after the following
items:
Lease expenses (a)
Superannuation expenses
Depreciation
Foreign exchange loss
Finance Costs
- Bank Charges
Consolidated
2023
$’000
2022
$’000
-
29
22
292
55
398
54
49
60
60
6
229
(a) The lease expense in the prior year related to short-term leases with a lease term of less than 12 months.
Consolidated
5.b. ADMINISTRATIVE EXPENSE
Consultant Fee
Advertising
Legal Fee
Others
6. INCOME TAX EXPENSE
(a)
The components of tax expense comprise:
Current tax
Deferred tax
(b)
Deferred income tax/(revenue) included in tax expense comprises:
Increase in deferred tax assets
Increase in deferred tax liabilities
(c)
The prima facie tax benefit on loss from ordinary activities before income tax
is reconciled to the income tax as follows:
Loss before income tax
Prima facie tax benefit on loss from ordinary activities before income tax at
30% (2022: 30%)
Adjusted for tax effect of:
− Share-based payments
− Other non-deductible expenses
− Deferred tax assets not recognised
2023
$’000
455
53
53
44
605
2022
$’000
730
43
133
22
928
Consolidated
2023
$’000
2022
$’000
-
-
-
-
-
-
-
-
-
-
-
-
2,663
2,752
799
(45)
(130)
624
(624)
-
826
-
-
826
(826)
-
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
52
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED
30 JUNE 2023
6. INCOME TAX EXPENSE (CONTINUED)
The tax benefits of the deferred tax assets will only be obtained if:
(a)
(b)
(c)
the Group derives future assessable income of a nature and of an amount sufficient to enable the benefits to be utilised;
the Group continues to comply with the conditions for deductibility imposed by law; and
no changes in income tax legislation adversely affect the Group in utilising the benefits.
(d)
Deferred tax assets /(liabilities) comprise:
Trade & other payables
Provision
Tax losses available for offset against future taxable income
Net deferred tax assets
Deferred tax assets not recognised
24
3
7,780
7,807
(7,807)
-
55
14
10,767
10,836
(10,836)
-
The Group has tax losses carried forward of $25.933 million (2022: $25.284 million) of which $4.9 million (2022: $5.187 million)
relate to the Group’s Malawi subsidiaries. Under Malawi taxation legislation, tax losses of mining companies are able to be
carried forward indefinitely and offset against assessable income from mining operations. Individual subsidiary company losses
may not be used to offset taxable income elsewhere in the Group. The tax losses of the parent and individual subsidiary
companies will only be realised if the individual entities derive future assessable income of a nature and of an amount sufficient
to enable the benefits to be utilised. On this basis, the Group has determined that it cannot recognise deferred tax assets on
the tax losses carried forward.
7. CASH AND CASH EQUIVALENTS AND TERM DEPOSITS
Cash at bank
Consolidated
2023
$’000
244
244
2022
$’000
431
431
The Group’s exposure to interest rate risk and credit risk is discussed in note 2. The maximum exposure to credit risk at the end
of the reporting year is the carrying amount of each class of cash and cash equivalents mentioned above.
Consolidated
8. OTHER RECEIVABLES
Current
GST/VAT receivable
Other tax receivable
Other receivable
2023
$’000
92
14
2
108
Due to the short-term nature of the current receivables, their carrying amount is assumed to approximate their fair value.
9. OTHER ASSETS
Current
Prepayments
Security Deposits
Other
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
Consolidated
2023
$’000
8
42
-
50
2022
$’000
37
13
-
50
2022
$’000
66
41
7
114
53
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED
30 JUNE 2023
10. PLANT AND EQUIPMENT
Year ended 30 June 2023
Opening net book amount
Additions
Disposals
Depreciation charge
Closing net book amount
At 30 June 2023
Cost
Accumulated depreciation
Net book value
Year ended 30 June 2022
Opening net book amount
Additions
Depreciation charge
Closing net book amount
At 30 June 2022
Cost
Accumulated depreciation
Net book value
11. EXPLORATION AND EVALUATION EXPENDITURE
Non-Current
Costs carried forward in respect of areas of interest in:
Exploration and evaluation phases – at cost
Exploration and evaluation expenditure total
comprising:
Kanyika Niobium Project
Total exploration and evaluation phases – at cost
Opening balance
Exploration expenditure capitalised during the year
Research and development rebate
Exploration expenditure written off
At reporting date
Plant &
Equipment
$’000
Consolidated
Other
$’000
208
7
(109)
(18)
88
415
(327)
88
188
41
(21)
208
782
(574)
208
66
-
(48)
(4)
14
45
(31)
14
60
10
(4)
66
162
(96)
66
Consolidated
2023
$’000
30,370
30,370
30,370
30,370
29,950
746
(326)
-
30,370
Total
$’000
274
7
(157)
(22)
102
460
(358)
102
248
51
(25)
274
944
(670)
274
2022
$’000
29,950
29,950
29,950
29,950
29,357
1,454
(445)
(416)
29,950
Kanyika Niobium Project
The Directors have considered the requirements of AASB 6: Exploration for and Evaluation of Mineral Resources, and have reviewed
the carrying value of exploration and evaluation expenditures that relate to the Kanyika Niobium Project. Based on the review, the
directors consider the carrying value of the Kanyika Niobium Project is supported by the anticipated future value. Furthermore, there
are no indications that the carrying value of the Kanyika Niobium Project was impaired at 30 June 2023.
The amount written off in the prior year relates to the cost capitalised on the license EPL0421/15R2 which expired during the year.
It is noted that on 13 August 2021 Globe’s wholly owned subsidiary, Globe Metals & Mining (Africa) Limited (GMMA) was granted
Large Scale Mining Licence LM0216/21. LM0216/21 is valid for twenty-five (25) years and entitles GMMA the exclusive right to
prospect for and mine minerals(s) in the licence area on the terms and conditions attaching to the licence. The most material of
these terms and conditions are listed below.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
54
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED
30 JUNE 2023
11. EXPLORATION AND EVALUATION EXPENDITURE (CONTINUED)
The licencee shall:
1.
Pay annual charges prescribed under the Mines and Minerals (Mineral Rights) Regulations 1981 and mineral royalties in
accordance with the Mines and Minerals Act.
Have a right to mine and process pyrochlore
Endeavour to give employment preferentially to citizens of Malawi
Endeavour to procure goods and services produced and manufactured in Malawi provided that they can be obtained at
competitive terms and in comparable quality.
Submit reports to the Registrar of Mineral Tenements as required
Comply with all conditions imposed under Part VIII of the Mines and Minerals Act (No. 8 of 2019); including the requirements
of s174(1)(a) and (b), as follows:
2.
3.
4.
5.
6.
“174(1) Subject to subsections (4) and (6), a holder of a large-scale mining licence shall:
(a)
commence substantial on-site mine development within eighteen (18) months measured from the date that the mining
licence is registered;
commence substantial mineral production no later than sixty (60) months from the date that the mining licence is
registered development with eighteen (18 months measured from the date that the mining licence is registered.”
(b)
As at the date of this report, the Company is in in compliance with the licence conditions. Insofar as the requirement to commence
substantial on-site mine development within eighteen (18) months measured from the date that the mining licence is registered is
concerned, the Company received a letter from the Department of Mines of the Malawi Government in May 2023, confirming the
Mine development on the Kanyika Niobium Project shall commence within eighteen (18) months from date of the signing of the
Mining Development Agreement (‘MDA’), which is currently by 29 September 2024.
Pursuant to the terms of the MDA the Malawi Government is to receive, at no cost, a non-diluting 10% equity interest in the Project,
with an option to acquire up to a further 10% equity interest (Equity Option) upon completion of the construction, commissioning,
and start-up of operations at the Project as approved by the Project Lender. The Equity Option is a fully contributory interest and is
capable of being diluted if the Government does not meet any call by Globe for additional equity funding.
Other
The value of the Group’s interest in exploration expenditure is dependent upon:
•
•
•
•
the continuance of the consolidated entity’s rights to tenure of the areas of interest;
the results of future exploration; and
the recoupment of costs through successful development and exploitation of the areas of interest, or alternatively, by their
sale.
no significant changes in laws and regulations that greatly impact the company’s ability to maintain tenure.
The Group’s exploration properties may be subjected to claim(s) under native title, or contain sacred sites, or sites of significance to
indigenous people. As a result, exploration properties or areas within the tenements may be subject to exploration restrictions,
mining restrictions and/or claims for compensation. At this time, there has not been any material claims made to the Group.
12. TRADE AND OTHER PAYABLES
Current
Trade creditors
Other creditors and accruals
Consolidated
2023
$’000
28
103
131
2022
$’000
10
256
266
Non-interest bearing liabilities are predominantly settled within 30 days.
Due to the fact that trade and other payables are current, their carrying amount approximates fair value.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
55
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED
30 JUNE 2023
13. LOAN
Current
Loan including interest
Current
Opening balance
Loan advancement
Issue of shares as loan repayment (refer to note 14)
Interest accrual
Details of the loans are as follows:
Consolidated
2023
$’000
825
825
2023
$’000
1,023
1,300
(1,553)
55
825
2022
$’000
1,023
1,023
2022
$’000
-
1,000
-
23
1,023
March 2022 Loan Facility
In March 2022, Director Bo Tan provided a short-term loan facility in the amount of A$1,000,000 to assist the Company with its
short-term working capital requirements (the ‘March 2022 Facility’).
The key terms of the March 2022 Facility were as follows:
Loan Amount:
Interest Rate:
Default Interest Rate:
Term:
Repayment:
A$1,000,000
8% per annum
20% per annum
6 months
Repayable in cash or by the issue of fully paid ordinary shares at a price of 6.35 cents per share,
subject to shareholder approval. At any time on or before the Maturity Date, the Group may, by
notice (Conversion Notice) to the Lender, elect to convert some or all of the Money Owing
(Conversion Amount) into Shares in the Borrower by way of the Borrower issuing Shares to the
Lender, provided that the Borrower shall have prior to issuing the Conversion Notice obtained all
shareholder, regulatory and other approvals necessary to enable the conversion of the Money
Owing into Shares as contemplated under such Conversion Notice.
On 14 September 2022, the Company held a general meeting of shareholders at which meeting shareholders approved the
conversion of the March 2022 Facility provided by Director Bo Tan of $1,000,000, plus interest accrued, into fully paid ordinary
shares in the Company; resulting in the issue to Director Bo Tan of 16,397,666 Shares. The Shares were issued on 16 September
2022.
August 2022 Loan Facility
In August 2022, Director Bo Tan provided a short-term loan facility in the amount of A$500,000 to assist the Company with its
short-term working capital requirements (the ‘August 2022 Loan Facility’).
The key terms of the August 2022 Facility Loan were as follows:
Loan Amount:
Interest Rate:
Default Interest Rate:
Term:
Repayment:
A$500,000
8% per annum
20% per annum
6 months
Repayable in cash or by the issue of fully paid ordinary shares at a price of 6.35 cents per share,
subject to shareholder approval. At any time on or before the Maturity Date, the Group may, by
notice (Conversion Notice) to the Lender, elect to convert some or all of the Money Owing
(Conversion Amount) into Shares in the Borrower by way of the Borrower issuing Shares to the
Lender, provided that the Borrower shall have prior to issuing the Conversion Notice obtained all
shareholder, regulatory and other approvals necessary to enable the conversion of the Money
Owing into Shares as contemplated under such Conversion Notice.
On 6 December 2022, the August 2022 Loan Facility was repaid in full via the issue of 8,083,217 fully paid ordinary shares in the
capital of the Company, which was approved by shareholders at the Company’s Annual General Meeting on 30 November 2022.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
56
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED
30 JUNE 2023
13. LOAN (CONTINUED)
September 2022 Loan Facility
In September 2022, Director Bo Tan provided a further short-term loan facility, in the amount of A$500,000 to assist the Company
with its short-term working capital requirements (the ‘September 2022 Loan Facility’).
The key terms of the September 2022 Facility Loan were as follows:
Loan Amount:
Drawdown:
Interest Rate:
Default Interest Rate:
Term:
Repayment:
A$500,000 (adjusted in April 2023 down to A$400,000)
In lots of $100,000
8% per annum
20% per annum
6 months
Repayable in cash or by the issue of fully paid ordinary shares at a price of 6.35 cents per share,
subject to shareholder approval. At any time on or before the Maturity Date, the Group may, by
notice (Conversion Notice) to the Lender, elect to convert some or all of the Money Owing
(Conversion Amount) into Shares in the Borrower by way of the Borrower issuing Shares to the
Lender, provided that the Borrower shall have prior to issuing the Conversion Notice obtained all
shareholder, regulatory and other approvals necessary to enable the conversion of the Money
Owing into Shares as contemplated under such Conversion Notice.
As at 30 June 2023, a total of $400,000 has been drawn down from under the September 2022 Loan Facility.
On 19 April 2023, the Company announced it had reached an agreement with Mr Tan to reduce the facility limit under the
September 2022 Loan Facility to $400,000 (previously $500,000) and extend the repayment date to 18 October 2023
(previously 21 April 2023).
April 2023 Loan Facility
In April 2023, Director Bo Tan provided a further short-term loan facility, in the amount of A$600,000 to assist the Company with
its short-term working capital requirements (the ‘April 2023 Loan Facility’).
The key terms of the April 2023 Facility Loan were as follows:
Loan Amount:
Drawdown:
Interest Rate:
Default Interest Rate:
Term:
Repayment:
A$600,000
In 3 lots of $200,000 with first drawdown on or after 1 May 2023
8.3% per annum
20% per annum
6 months after first drawdown
At the lenders election – repayable in cash or, subject to shareholder approval, by the issue of fully
paid ordinary shares at the lessor of:
•
•
a 15% discount to the 5-day VWAP immediately prior to the issue date; or
the issue price per share of the next debt or equity financing undertaken by the Company after
the first drawdown date.
As at 30 June 2023, a total of $400,000 has been drawn down from under the April 2023 Loan Facility. The maturity date of the
April 2023 Facility Loan is 6 months after the first drawdown on 30 October 2023.
June 2023 Loan Facility
In June 2023, Director Bo Tan provided a further short-term loan facility, in the amount of A$200,000 to assist the Company with
its short-term working capital requirements (the ‘June 2023 Loan Facility’).
The key terms of the June 2023 Facility Loan were as follows:
Loan Amount:
Interest Rate:
Default Interest Rate:
Maturity date:
Repayment:
A$200,000
8.3% per annum
20% per annum
4 November 2023
At the lenders election – repayable in cash or, subject to shareholder approval, by the issue of fully
paid ordinary shares at the lessor of:
•
•
a 15% discount to the 5-day VWAP immediately prior to the issue date; or
the issue price per share of the next debt or equity financing undertaken by the Company after
the first drawdown date.
As at 30 June 2023, there were no funds drawn down from under the June 2023 Loan Facility.
Refer to note 25 for loan transactions subsequent to 30 June 2023.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
57
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED
30 JUNE 2023
14. CONTRIBUTED EQUITY
Fully paid ordinary shares
Ordinary shares
Consolidated
2023
2022
$’000
Number
$’000
Number
83,700
83,700
506,768,695
506,768,695
80,753
80,753
465,922,373
465,922,373
Movements in fully paid ordinary shares on issue are as follows:
Consolidated
2023
2022
$’000
Number
$’000
Number
80,753
465,922,373
80,753
465,922,373
1,039
1,985
(77)
16,365,439
24,480,883
-
-
-
-
-
83,700
506,768,695
80,753
465,922,373
Fully paid ordinary shares at beginning of
reporting year
Proceeds from share issue (note 1)
Conversion of loan into share capital (note 2)
Share issue expenses
Balance at the end of reporting year
Options
Movements in options on issue are as follows:
2023
Exercise
price
Balance at
the start of
the year
Expiry date
Granted
Exercised
Expired/
forfeited/
other
Balance at
the end of
the year
Issue to directors (note 3)
Issue to shareholders (note 1)
30/06/2026
30/11/2025
$0.13
$0.13
-
-
5,000,000
3,273,078
8,273,078
-
-
-
Weighted average exercise price
-
$0.13
-
-
-
-
-
5,000,000
3,273,078
8,273,078
$0.13
The weighted average remaining contractual life of options outstanding at the end of the financial year was 2.8 years (2022: nil).
Note 1: On 25 November 2022, the Company completed tranche one of it’s two-tranche placement raising $1.039 million (before costs)
via the issue of 16,365,439 fully paid ordinary shares under the Company’s Listing Rule 7.1 placement capacity. Tranche one placement
participants were issued 3,273,078 free attaching unlisted options with an exercise price of $0.13 and expiry date of 30 November 2025.
Tranche two was expected to be completed by the end of March 2023 but was cancelled in July 2023.
Note 2: On 14 September 2022, the Company held a general meeting of shareholders at which meeting shareholders approved the
conversion of the March 2022 Facility provided by Director Bo Tan of $1,000,000, plus interest accrued, into fully paid ordinary shares
in the Company; resulting in the issue to Director Bo Tan of 16,365,439 Shares. 16,397,666 shares were issued on 16 September 2022.
8,083,217 shares were issued on 6 December 2022. The issue of shares have been recorded at fair value on the date of issue, being
$0.089 (16 September 2022) and $0.065 (6 December 2022) respectively.
Note 3: Refer to Note 15 Share based payments on details of options granted on 14 June 2023.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
58
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED
30 JUNE 2023
14. CONTRIBUTED EQUITY (CONTINUED)
(a) Management of Share Capital
The Directors primary objectivity is to maintain a capital structure that ensures the lowest cost of capital available to the Group.
The Group is not subject to any externally imposed capital requirements.
Capital Risk Management
The consolidated entity’s objectives when managing capital are to safeguard its ability to continue as a going concern, so that it can
provide returns for shareholders and benefits for other stakeholders and to maintain an optimum capital structure to reduce the cost
of capital.
In order to maintain or adjust the capital structure, the consolidated entity may adjust the amount of dividends, return capital to
shareholders, issue/buy-back shares or sell assets to reduce debt.
The capital risk management policy remains unchanged from the 30 June 2022 annual report.
(b)
Terms of Ordinary Shares
Ordinary shares participate in dividends and the proceeds on winding up of the Company in proportion to the number of shares held
and in proportion to the amount paid up on the shares held. The fully paid ordinary shares have no par value.
At shareholders meetings each ordinary share is entitled to one vote in proportion to the paid up amount of the share when a poll is
called, otherwise each shareholder has one vote on a show of hands.
At the end of reporting year, there are 506,768,695 shares on issue.
(c)
Terms of Options
At the end of reporting year, there were 8,273,078 options over unissued shares.
15. SHARE-BASED PAYMENTS
Recognised in the statement of profit and loss
Share based expense
Consolidated
2023
$’000
2022
$’000
(151)
-
On 14 September 2022, shareholders have approved the issuance of 5,000,000 unlisted options to non-executive directors
under the Employee Share Plan. 50% of the options will vest 12 months after the date of issue while the remaining 50% of the
options will vest 24 months after the date of issue. The options have an exercise price of $0.13 and expire on 30 June 2026. The
options have been valued using the binomial option model and determined to have a fair value of $283,500, using the following
assumptions:
•
•
•
•
•
•
•
Spot price of $0.089
Exercise price of $0.13
Expiry date of 30 June 2026
Volatility of 102%
Implied life of 3.79 years
Risk free rate of 3.27%
Dividend yield of nil
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
59
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED
30 JUNE 2023
16. RESERVES
Share-based payments reserve
Financial assets revaluation reserve
Nature and purpose of reserves:
Consolidated
2023
$’000
151
(22)
129
2022
$’000
-
(10)
(10)
Share-based payment reserve
The share-based payment reserve is used to recognise the grant date fair value of securities issued to directors and employees.
Financial assets revaluation reserve
The financial asset revaluation reserve is used to recognise changes in the fair value of financial assets.
17. ACCUMULATED LOSSES
Accumulated losses at the beginning of the financial year
Net loss attributable to shareholders
Accumulated losses at the end of the financial year
18. INTERESTS IN CONTROLLED ENTITIES
Consolidated
2023
$’000
(51,247)
(2,663)
(53,910)
2022
$’000
(48,495)
(2,752)
(51,247)
Controlled entities consolidated
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(a):
Name
Country of
Incorporation
Principal Activities
Class of
Shares
Equity Holding *
Globe Metals & Mining UK Corporation
Globe Uranium (Argentina) S.A.
Globe Metals & Mining (Africa) Limited
Globe Metals & Mining Mozambique Limitada Mozambique Dormant
Globe Metals & Mining (Exploration) Limited Malawi
Globe Metals & Mining Investment
Appium Limited
Hong Kong
Hong Kong
* Percentage of voting power is in proportion to ownership.
Dormant
Dormant
Holds Kanyika Project
Ordinary
Ordinary
Ordinary
Ordinary
Holder of exploration tenements Ordinary
Ordinary
Dormant
Ordinary
Holder of IP patents
UK
Argentina
Malawi
2023
100%
100%
100%
100%
100%
100%
100%
2022
100%
100%
100%
100%
100%
100%
100%
19. DIVIDENDS PAID OR PROVIDED FOR ON ORDINARY SHARES
No dividends were paid during the year. No recommendation for payment of dividends has been made.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
60
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED
30 JUNE 2023
20. KEY MANAGEMENT PERSONNEL DISCLOSURES
(a) Details of key management personnel
The following persons were key management personnel of Globe Metals & Mining Limited during the financial year 2023 and
2022:
Alice Wong
Grant Hudson
Alistair Stephens
Bo Tan
Ricky Lau
Michael Barrett
Michael Choi
Rex Zietsman
Michael Fry
Charles Altshuler
Non-Executive Chairperson
Chief Executive Officer
Managing Director and CEO (resigned 9 January 2022)
Non-Executive Director
Non-Executive Director
Non-Executive Director
Non-Executive Director
Chief Technical Officer
Chief Financial Officer and Company Secretary (resigned 30 November 2022)
Chief Financial Officer (appointed 5 December 2022)
(b) Remuneration of key management personnel
Short term employee benefits
Post-employment
Long term employee benefits
Share-based payments
Termination/Resignation payments
Consolidated
2023
$
1,206,039
11,025
-
150,608
-
1,367,672
2022
$
1,089,143
15,172
6,943
-
98,494
1,209,752
20. KEY MANAGEMENT PERSONNEL DISCLOSURES (CONTINUED)
Detailed remuneration disclosures are provided in the remuneration report on pages 25 to
31.
(c) Loans to and from key management personnel
There were no outstanding unsecured loans to Key management personnel at 30 June 2023 (2022: Nil).
As at 30 June 2023, there was $0.825 million payable to Director Bo Tan in relation to unsecured loans outstanding from key
management personnel (2022: $1.023 million payable). Refer to Note 13 for further details.
(d) Other transactions with key management personnel
There were no other transactions with Key Management Personnel during the year ended 30 June 2023 or in existence at
30 June 2023 (2022: Nil, other than a loan of $1.0 million provided by Director Bo Tan), other than a loan of $0.825 million
provided by Director Bo Tan. Refer to Note 13 for further details.
21. AUDITORS’ REMUNERATION
Audit fees
- Fees to Ernst & Young for review of the half-year financial report of the group
- Fees to BDO (2022: Ernst & Young) for auditing the statutory financial report of the
parent covering the group and auditing the statutory financial reports of any
controlled entities
Total fees to BDO Audit Pty Ltd and Ernst & Young (2022: Ernst & Young (Australia))
(A)
Fees to other overseas member firms of Deloitte (2022: Ernst & Young (Australia))
- Fees for auditing the financial report of any controlled entities
Total fees to overseas member firms of BDO and Ernst & Young (2022: Ernst &
Young (Australia)) (B)
Total auditor’s remuneration (A) + (B)
Consolidated
2023
$
2022
$
40,260
28,000
68,260
881
-
65,663
65,663
25,824
69,141
91,487
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
61
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED
30 JUNE 2023
22. CONTINGENT LIABILITIES
In the opinion of the directors there were no contingent liabilities at 30 June 2023 (30 June 2022: nil), and the interval between
30 June 2023 and the date of this report.
23. COMMITMENTS
(a) Exploration commitments
No amounts have been committed to date, however on completion of the feasibility work, which is expected to be completed in
or around the first quarter of 2024 and may include updating the Company’s existing Feasibility Study, the Company may decide
to:
(i)
(ii)
raise further funds in the first half of 2024 (including entering into potential offtake agreements) to proceed with Phase
One of the Kanyika Project;
conduct further feasibility work, following which the Company may decide to proceed in accordance with (a) above or
not proceed with development at the Kanyika Project; or
(iii) not proceed with development at the Kanyika Project.
The funds refereed to in (i) above may relate to movement of project affected people, environment and social related expenditure,
mine and refinery capital and operating expenditures as well as administration and operating overhead.
b) Lease expenditure commitments
Not longer than one year
Longer than one year, but not longer than five years
Longer than five years
Consolidated
2023
$’000
-
-
-
-
2022
$’000
71
-
-
71
Lease expenses for the prior year related to the leases for office and staff accommodation in Malawi.
24. RELATED PARTY DISCLOSURES
(a)
Parent entity
The ultimate parent entity of the Group is Globe Metals & Mining Limited.
(b)
(c)
Key management personnel
Disclosures relating to key management personnel are set out in note 20.
Other related party transactions:
Nil.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
62
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED
30 JUNE 2023
25. EVENTS SUBSEQUENT TO REPORTING DATE
No other matters or circumstances have arisen since the end of the financial year 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 years,
except for the following:
•
•
•
•
On 31 July 2023, the Company announced an update to tranche two of the Placement announced to the market on 18
November 2022. The Company advised that tranche two of its placement to sophisticated and professional investors to
raise $500,000 (before costs) at $0.0635 per share was cancelled as the Company terminated its engagement with Viriathus
Capital Pty Ltd as advisor and lead manager of the placement.
On 27 July 2023 the Company issued 14,190,000 options to executives and senior management under the Company’s
employee incentive scheme. The options were granted on 11 July 2023 and expire on 10 January 2026 with an exercise
price of $0.13. One third of the options vest on the earlier of 10 January 2023 or the date on which the 90-day VWAP
exceeds $0.20, one third of the options vest on the earlier of 10 January 2024 or the date on which the 90-day VWAP
exceeds $0.40 and one third of the options vest on the earlier of 10 January 2025 or the date on which the 90-day VWAP
exceeds $0.60. The options have been valued at $191,960.
On 4 August 2023 the Company announced it was conducting a 3 for 7 pro rata non-renounceable entitlement offer of new
fully paid ordinary shares in the Company at a price of A$0.037 per share to raise approximately A$8 million (before costs).
On 4 September 2023, the Company announced it had completed its pro-rata non-renounceable offer of three new fully
paid ordinary shares for every seven shares held be eligible shareholders. The Company received valid applications from
eligible shareholders for 165,469,839 new shares, being approximately 76% of the new shares available for issue under the
entitlements offer and raising $6.12 million in proceeds. This includes 34,455,972 new additional shares to Triple Talent
under the Top-Up Facility which is subject to shareholder approval at a general meeting which is expected to be held in
October 2023. Shares were issued on Thursday, 7 September 2023. Funds raised will be used for technical feasibility work,
metallurgical test work and pilot plant work, and mine and refinery preparation and planning costs for the Kanyika Project
together with director loan repayments, corporate, operating and marketing costs, and costs associated with the
Entitlement Offer.
26. RECONCILIATION OF LOSS AFTER INCOME TAX TO
NET CASH OUTFLOW FROM OPERATING ACTIVITIES
(a) Reconciliation of cash flow used in operations with loss after tax
-
Loss after income tax
Non-cash flows in loss from operations
-
Exploration expenditure written off
- Write off of property, plant and equipment
-
-
-
-
Share-based payments
Interest expense
Depreciation
Loss on conversion of loans
Changes in assets and liabilities
-
-
Increase / (decrease) in receivables and other current assets
Decrease in trade and other payables and provisions
Consolidated
2022
$’000
(2,752)
416
60
(12)
(35)
2023
$’000
(2,663)
-
157
151
68
22
431
8
(195)
Net cash outflows from operating activities
(2,021)
(2,323)
(b) Non-cash investing and financing activities
The difference between the fair value of the shares issued to Mr Bo Tan on conversion of the debt (refer to Note 14) and the fair
value of the debt and interest on the date of the conversion has been recognised as a non-cash financing activity and recognised
in other expenses ($432K). There were no other non-cash investing and financing activities during the year and 2022.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
63
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED
30 JUNE 2023
27. LOSS PER SHARE
(a) Loss used in the calculation of basic and diluted loss per share
(b) Weighted average number of ordinary shares outstanding during
the year used in the calculation of basic and diluted loss per share:
Consolidated
2023
$’000
(2,663)
2022
$’000
(2,752)
Number of
Shares
Number of
Shares
487,941,799
465,922,373
Options on issue have not been included in the Earning per Share calculation as they are anti-dilutive.
```Note the total number of options as at 30 June 2023 is 8,273,078 (2022: nil).
28. PARENT ENTITY INFORMATION
Parent
Statement of comprehensive income
(Loss)/profit after income tax
Other comprehensive (loss)/income
Total comprehensive (loss)/income
Statement of financial position
Total current assets
Total assets
Total current liabilities
Total liabilities
Net assets
Equity
Contributed equity
Reserve
Accumulated losses
Total equity
2023
$'000
(1,728)
(12)
(1,740)
253
43,105
910
910
42,195
83,700
(139)
(41,643)
42,195
2022
$'000
156
28
184
316
13,734
140
1,185
12,549
80,753
(10)
(68,194)
12,549
Guarantees entered into by the parent entity
The parent entity had no guarantees as of 30 June 2023 or 30 June 2022.
Contingent liabilities
The parent entity had no contingent liabilities as at 30 June 2023 or 30 June 2022.
Capital commitments - Property, plant and equipment
The parent entity had no capital commitments for property, plant and equipment as at 30 June 2023 or 30 June 2022.
Significant accounting policies
The accounting policies of the parent entity are consistent with those of the consolidated entity, as disclosed in note 1, except for the
following:
-
Investments in subsidiaries are accounted for at cost, less any impairment, in the parent entity.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
64
DIRECTORS’ DECLARATION
In the directors’ opinion:
a)
the financial statements and notes set out on pages 38 to 64 are in accordance with the Corporations Act 2001, including:
(i) complying with Accounting Standards and the Corporations Regulations 2001, and
(ii)giving a true and fair view of the consolidated entity’s financial position as at 30 June 2023 and of its performance for the
financial year ended on that date, and
b)
subject to the matters set out in Note 1(a)(i) to the financial report, there are reasonable grounds to believe that the Company
will be able to pay its debts as and when they become due and payable.
Note 1(a) confirms that the financial statements also comply with International Financial Reporting Standards as issued by the
International Accounting Standards Board.
The directors have been given the declarations by the chief executive officer and chief financial officer required by section 295A of the
Corporations Act 2001.
Signed in accordance with a resolution of the Board of Directors.
ALICE WONG
CHAIRPERSON
Dated this 28 day of September 2023
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
65
Tel: +61 8 6382 4600
Fax: +61 8 6382 4601
www.bdo.com.au
Level 9, Mia Yellagonga Tower 2
5 Spring Street
Perth WA 6000
PO Box 700 West Perth WA 6872
Australia
INDEPENDENT AUDITOR'S REPORT
To the members of Globe Metals & Mining Limited
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of Globe Metals & Mining Limited (the Company) and its subsidiaries
(the Group), which comprises the consolidated statement of financial position as at 30 June 2023, the
consolidated statement of profit or loss and other comprehensive income, the consolidated statement
of changes in equity and the consolidated statement of cash flows for the year then ended, and notes to
the financial report, including a summary of significant accounting policies and the directors’
declaration.
In our opinion the accompanying financial report of the Group, is in accordance with the Corporations
Act 2001, including:
(i)
Giving a true and fair view of the Group’s financial position as at 30 June 2023 and of its
financial performance for the year ended on that date; and
(ii)
Complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under
those standards are further described in the Auditor’s responsibilities for the audit of the Financial
Report section of our report. We are independent of the Group in accordance with the Corporations Act
2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110
Code of Ethics for Professional Accountants (including Independence Standards) (the Code) that are
relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical
responsibilities in accordance with the Code.
We confirm that the independence declaration required by the Corporations Act 2001, which has been
given to the directors of the Company, would be in the same terms if given to the directors as at the
time of this auditor’s report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for
our opinion.
BDO Audit Pty Ltd ABN 33 134 022 870 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275, an
Australian company limited by guarantee. BDO Audit Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and form
part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation.
Material uncertainty related to going concern
We draw attention to Note 1 in the financial report which describes the events and/or conditions which
give rise to the existence of a material uncertainty that may cast significant doubt about the group’s
ability to continue as a going concern and therefore the group may be unable to realise its assets and
discharge its liabilities in the normal course of business. Our opinion is not modified in respect of this
matter.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in
our audit of the financial report of the current period. These matters were addressed in the context of
our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide
a separate opinion on these matters. In addition to the matter described in the Material uncertainty
related to going concern section, we have determined the matters described below to be the key audit
matters to be communicated in our report.
Carrying value of exploration & evaluation assets
Key audit matter
How the matter was addressed in our audit
As disclosed in Note 11 to the Financial Report, the
Our procedures included, but were not limited to:
carrying value of the exploration and evaluation asset
represents a significant asset of the Group.
The Group’s accounting policies and significant
judgements applied to exploration and evaluation
expenditure are detailed in Note 1 of the Financial
Report.
•
•
Assessing whether rights to tenure of the
Group’s area of interest remained current at
balance date;
Considering the status of the ongoing
exploration programmes in the respective
areas of interest by holding discussions with
In accordance with AASB 6 Exploration for and
management, and reviewing the Group’s
Evaluation of Mineral Resources (‘AASB 6’), the
exploration budgets, ASX announcements and
recoverability of exploration and evaluation
director’s minutes;
expenditure requires significant judgement by
management in determining whether there are any
facts and circumstances that exist to suggest the
carrying amount of this asset may exceed its
recoverable amount. As a result, this is considered a
key audit matter.
•
Considering whether any such areas of
interest had reached a stage where a
reasonable assessment of economically
recoverable reserves existed;
•
•
Considering whether any facts or
circumstances existed to suggest impairment
testing was required; and
Assessing the adequacy of the related
disclosures in Notes 1 and 11 to the Financial
Report.
67
Other information
The directors are responsible for the other information. The other information comprises the information
in the Group’s annual report for the year ended 30 June 2023, but does not include the financial report
and the auditor’s report thereon.
Our opinion on the financial report does not cover the other information and we do not express any form
of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information
and, in doing so, consider whether the other information is materially inconsistent with the financial
report or our knowledge obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this
other information, we are required to report that fact. We have nothing to report in this regard.
Other matter
The financial report of Globe Metals & Mining Limited, for the year ended 30 June 2022 was audited by
another auditor who expressed an unmodified opinion on that report on 30 September 2022.
Responsibilities of the directors for the Financial Report
The directors of the Company are responsible for the preparation of the financial report that gives a true
and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for
such internal control as the directors determine is necessary to enable the preparation of the financial
report that gives a true and fair view and is free from material misstatement, whether due to fraud or
error.
In preparing the financial report, the directors are responsible for assessing the ability of the group to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the
going concern basis of accounting unless the directors either intend to liquidate the Group or to cease
operations, or has no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free
from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes
our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit
conducted in accordance with the Australian Auditing Standards will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered material
if, individually or in the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of this financial report.
A further description of our responsibilities for the audit of the financial report is located at the Auditing
and Assurance Standards Board website at:
https://www.auasb.gov.au/admin/file/content102/c3/ar1_2020.pdf
This description forms part of our auditor’s report.
68
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 25 to 31 of the directors’ report for the
year ended 30 June 2023.
In our opinion, the Remuneration Report of Globe Metals & Mining Limited, for the year ended 30 June
2023, complies with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the Remuneration
Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an
opinion on the Remuneration Report, based on our audit conducted in accordance with Australian
Auditing Standards.
BDO Audit Pty Ltd
Dean Just
Director
Perth,
28 September 2023
69
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
Additional ASX Information
Additional ASX Information
Additional information required by the ASX and not shown elsewhere in this report is as follows.
A. Shareholding at 26 September 2023
Total fully paid ordinary shares on issue
637,782,562
The distribution of members and their holdings of fully paid ordinary shares in the Company were as follows:
Fully Paid Shares
Unlisted Options
No. Securities Held
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
> 100,001
Number of
Shares
No. Holders
65
2,008
40
133,539
64
517,179
14,230,589
324
155 622,899,247
$0.13 Exp. 30.06.26
No. Holders
Number of
Options
$0.13 Exp. 30.11.25
Number of
No. Holders Options
9 19,190,000
2
27
7
6,298
1,500,595
1,766,185
Total no. holders
648 637,782,562
9 19,190,000
36
3,273,078
No. holders of less than a marketable parcel at share price of $0.037
189
888,753
B. Substantial shareholders at 26 September 2023
APOLLO METALS INVESTMENT CO. LTD
AO-ZHONG INTERNATIONAL MINERALS PTY LTD
TRIPLE TALENT ENTERPRISES LTD
C. 20 Largest holders of securities at 26 September 2023
No. Shares
245,983,611
118,143,062
34,972,690
%
55.10
18.52
5.48
The names of the twenty largest ordinary fully paid shareholders as 26 September 2023 are as follows
CITICORP NOMINEES PTY LIMITED
BNP PARIBAS NOMS PTY LTD
APOLLO METALS INVESTMENT CO. LTD
AO-ZHONG INTERNATIONAL MINERALS PTY LTD
TRIPLE TALENT ENTERPRISES LTD
BNP PARIBAS NOMINEES PTY LTD ACF CLEARSTREAM
Names
1)
2)
3)
4)
5) MR COLIN ROBERT SEARL & MRS CYNDA SEARL
6)
7)
8) MR RICHARD ULRICK & MRS WENDY ULRICK
9) M & K KORKIDAS PTY LTD
10) GOENG INVESTMENTS PTY LTD
11) HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
12) C & CR SUPERCO PTY LTD
13) GOTHA STREET CAPITAL PTY LTD
14) BENRET PTY LTD
15) MR KELLY PETER BODMAN
16) MR NOEL MALCOLM SCAMMELL
17) MR DRITAN MEHMETI
18) MR MARK LEONARD SWANSON
19) MR ALI SUSANTO & MRS SIMPATIHATY TANDADJAJA
20) BNP PARIBAS NOMINEES PTY LTD
No. Shares
351,405,158
118,143,062
34,972,690
13,919,329
11,568,571
8,351,260
5,172,248
3,934,439
3,898,808
3,858,697
3,459,844
3,333,888
3,021,810
2,789,545
2,520,562
2,405,035
2,000,000
1,725,000
1,657,715
1,517,424
%
55.10
18.52
5.48
2.18
1.81
1.31
0.81
0.62
0.61
0.61
0.54
0.52
0.47
0.44
0.40
0.38
0.31
0.27
0.26
0.24
579,655,085
90.89
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
71
D. Unlisted options at 26 September 2023
The Company has the following classes of options on issue as of the date of this report, as detailed below.
Options do not carry the rights to vote.
Class
Terms
Unlisted Options issued Directors
Unlisted Options issued to Employees
and Directors
Unlisted Options – free carry options
issued to shareholders of November
2023 Placement.
Exercisable at 13 cents, expiring on or
before 30/06/2026
Exercisable at 13 cents, expiring on or
before 30/06/2026
Exercisable at 13 cents, expiring on or
before 30/11/2025
The following persons hold 20% or more of unquotable equity securities:
Name
Class
Foothold Partners Limited
Exercisable at 13 cents, expiring on or before
10/06/2026
E. Director’s Interests in Share Capital
Director
Alice Wong (note 1)
Bo Tan (note 2)
Ricky Lau
Michael Barrett
Michael Choi
No. Shares
351,405,158
34,972,690
-
-
-
386,377,848
No. of Number of
holders
4
Options
5,000,000
14,190,000
3,273,078
5
36
No. of
Options held
6,000,000
No. unlisted
options
-
1,250,000
1,250,000
1,250,000
1,250,000
5,000,000
Note 1: Ms Wong is the sole shareholder and Director of Apollo Metals Investment Co. Ltd
Note 2: Mr Tan a shareholder and Director of Triple Talent Enterprises Ltd.
F. Voting rights
One vote for each ordinary share held in accordance with the Company’s Constitution.
G. Restricted securities
There are no restricted securities or securities subject to voluntary escrow.
H. On-Market Share Buy-Back
The Company does not have a current on-market share buy-back.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
72
I. Mineral Tenement Schedule as at 26 September 2023
Project
Location
Status
Tenement
Globe’s interest
Kanyika Niobium (i)
Kanyika Exploration
Malawi
Malawi
Granted
Granted
LML0216/21
EPL0421/15
100%
100%
Key:
LML- Large Scale Mining Licence issued 13 August 2021
EPL – Exclusive Prospecting Licence (Malawi)
Note:
Globe’s wholly owned subsidiary, Globe Metals & Mining (Africa) Limited (GMMA) was granted Large Scale Mining Licence LM0216/21 on
13 August 2021. LM0216/21 is valid for twenty-five (25) years and entitles GMMA the exclusive right to prospect for and mine minerals(s)
in the licence area on the terms and conditions attaching to the licence. The most material of these terms and conditions are listed below.
The licencee shall:
Pay annual charges prescribed under the Mines and Minerals (Mineral Rights) Regulations 1981 and mineral royalties in
accordance with the Mines and Minerals Act.
Have a right to mine and process pyrochlore
Endeavour to give employment preferentially to citizens of Malawi
Endeavour to procure goods and services produced and manufactured in Malawi provided that they can be obtained at
competitive terms and in comparable quality.
Submit reports to the Registrar of Mineral Tenements as required
Comply with all conditions imposed under Part VIII of the Mines and Minerals Act (No. 8 of 2019).
o
o
o
o
o
o
Pursuant to the Mines and Minerals Act, the Malawi Government is entitled to a 10% free equity interest, subject to formally notifying
GMMA of its desire to take up its entitlement. As at the date of this report, Globe or GMMA are yet to receive any such notice.
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
73
Globe Metals & Mining Limited Annual Report for the year ended 30 June 2023
20