GREENVALE ENERGY LIMITED
A.B.N. 54 000 743 555
ANNUAL FINANCIAL REPORT
YEAR ENDED
30 JUNE 2023
Corporate Directory
Chairman’s Letter
Review of Operations
Directors’ Report
Auditor’s Independence Declaration
Consolidated Statement of Comprehensive Income
Consolidated Statement of Financial Position
Consolidated Statement of Changes in Equity
Consolidated Statement of Cash Flows
Notes to the Consolidated Financial Statements
Directors’ Declaration
Independent Auditor’s Report
TABLE OF CONTENTS
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1 | GRV – Annual Financial Report 2023
CORPORATE DIRECTORY
DIRECTORS
Mr Neil Biddle (Non-Executive Chairman)
Mr Elias (Leo) Khouri (Non-Executive Director)
Mr Mark Turner (Executive Director and Chief Executive Officer)
JOINT COMPANY SECRETARIES
Vince Fayad
Kurt Laney
REGISTERED OFFICE & PRINCIPAL PLACE OF BUSINESS
Suite 6, Level 5
189 Kent Street
Sydney NSW 2000
Tel: +61 2 8046 2799
SHARE REGISTRY
Link Market Services
Level 12, 680 George Street
Sydney NSW 2000
Tel: +61 2 82807111
AUDITORS
RSM Australia Partners
Level 13, 60 Castlereagh Street
Sydney NSW 2000
STOCK EXCHANGE
Australian Securities Exchange
20 Bridge Street
Sydney NSW 2000
ASX CODE
GRV
WEBSITE
www.greenvaleeenergy.com.au
2| G R V – Annual R e p o r t 2 0 2 3
CHAIRMAN’S LETTER
significant expertise in liquefaction studies – to
undertake Test Program Three. Upon completion of
Test Work Three at the UoJ, the maximum
in
conversion rates yielded a 72%
conversions for Cannel Coal from those achieved in
Test Program Two. The Company remains confident
there is room for further improvement, with Test
Program Four now in progress to assess this.
increase
The results of the liquefaction test work programs
will lay the foundation for a Preliminary Feasibility
Study, which is expected to be completed by
quarter 1 of 2024. Following this, the Pilot Plant
trials which commence shortly thereafter.
is
by
The nature of the Company’s liquefaction work is
testament
ground-breaking, which
to
resourcefulness
the Greenvale
shown
management team – headed by our CEO Mark
Turner. The ground-breaking nature of the work is
evidenced by the eligibility of the Alpha Project to
participate under the Australian Government’s
Research and Development (R&D) grant. For the
costs incurred at Alpha during the 2022 financial
year, the Company received $0.46 million in the
form of a tax refund.
In conjunction with progressing the Alpha strategy,
the Company also made solid advancements with
its geothermal strategy. The Company’s "dual-lane"
strategy announced in September 2022 provided
that both projects are strategically aligned to assist
the Company in becoming a sustainable Australian
bitumen producer and renewable energy provider.
To confirm the geothermal potential of the
Company’s assets, an independent assessment was
undertaken by Ascendience Geoscience and
published by the Geological Survey of Queensland.
This assessment confirmed
the geothermal
potential of the Millungera Basin, a region where
the Company holds several geothermal licences.
The assessment indicated that the total stored
thermal energy potential in the Millungera Basin is
likely to exceed 611,000 petajoules at a 90%
probability.
Building on the positive results received from the
Ascendience Geoscience assessment, the Company
proceeded to assess the technical viability of
developing a geothermal power station in the
Dear Fellow Shareholders,
The past year has seen Greenvale make substantial
refinements to its commercialisation strategy and
strategic focus in order to position the Company for
long-term growth and success.
The development of our flagship Alpha Torbanite
Project in Queensland to supply locally sourced,
sustainable bituminous products represents an
enormous opportunity for Greenvale shareholders.
However, one of the main issues that we have faced
in unlocking the potential of the Alpha Project to
date has been the need to achieve a sustainable
development pathway. Traditional methods of
extraction (such as pyrolytic retorting) undertaken
previously have not yielded the optimal product
results that are required to achieve sufficient
energy efficiency and emissions standards.
towards
resolving
During the past year, the Company has made
enormous progress
these
challenges, with the conceptualisation of what we
now refer to as the ‘Liquefaction Strategy’. In
August 2022, Greenvale announced that it had
received initial positive results from the Stage One
Liquefaction Test Work (Test Work One) – which
was undertaken by
industry experts PROCOM
Consultants Pty Ltd. The results of Test Work One
warranted further investigation of the liquefaction
concept as a potentially viable processing route for
bitumen production.
In light of this, the Company undertook further
testing during the 2023 financial year to refine its
liquefaction strategy and to develop a commercial
processing pathway for Alpha. To this end, the
Company completed Test Work Programs Two and
Three in March 2023 and May 2023 respectively,
with each test program conducted at higher
temperatures for the purposes of optimising the
conversion settings of the heavy oil fractions.
Notably, the Company engaged the University of
Jordan (UoJ) – a world-class institution that has
3| G R V – Annual R e p o r t 2 0 2 3
CHAIRMAN’S LETTER
Millungera Basin. To do this, the Company engaged
CeraPhi Energy (CeraPhi), a prominent geothermal
development company, to conduct a feasibility
study for the Company’s Longreach Geothermal
Project in North Queensland. CeraPhi's proprietary
patents for its closed-loop geothermal technology
(known as CeraPhiWellTM), are considered to be
essential in delivering on the Company’s strategy to
become a sustainable energy provider.
Given Greenvale’s strategic focus on developing the
Alpha Torbanite Project and becoming a
sustainable geothermal energy provider,
the
Company completed the disposal of an 80% interest
in the Georgina Basin IOCG Project in East Tennant
Creek to Astute Metals NL (ASX: ASE) in November
2022.
its
investment
The transaction sees Greenvale retain exposure to
future upside from the Georgina Basin Project, both
through
in Astute Metals NL
(formerly Astro Resources NL) as Well as through its
20%
in the tenement holder of the
Georgina Project, Knox Resources Pty Ltd, 2% Net
Smelter Royalty.
interest
is
the
that
confident
The Board
refined
commercialisation pathway developed for the
Alpha Torbanite Project during the year will allow
the Company to realise its vision of becoming a
sustainable producer of bituminous products to
meet Australia’s infrastructure needs.
In conclusion, I would like to thank the Greenvale
team, led by our CEO Mark Turner, for their hard
work and dedication. I have every confidence that
we will see these efforts rewarded over the year
ahead.
I would also like to take this opportunity to thank
Ms Dagmar Parsons and Mr Tony Leibowitz for their
contribution to the Company, noting that they both
departed the Company during the year. I look
forward to updating shareholders throughout the
coming year about the progress made across the
Company’s exciting projects.
Neil Biddle
Chairman
4| G R V – Annual R e p o r t 2 0 2 3
REVIEW OF OPERATIONS
OVERVIEW
Greenvale has two key projects within its portfolio:
(cid:1)(cid:1)(cid:1)(cid:1)
(cid:1)(cid:1)(cid:1)(cid:1)
The Alpha Torbanite Project, located in Alpha, Queensland; and
The Geothermal Projects, located in the Millungera Basin and Longreach, Queensland.
Greenvale also holds a 20% shareholding in Knox Resources Pty Ltd (Knox), which is the tenement holder of
seven granted Exploration Licences, with three under application, in the highly prospective East Tennant
province in the Northern Territory.
ALPHA TOBANITE PROJECT, QLD
Background
The Alpha Torbanite Project is located approximately 50km south of the town of Alpha in Central Queensland,
Australia.
The deposit consists of two seams, an upper seam of mostly lower-grade mineralisation with an average
thickness of 1.12m and a lower seam containing lenses of torbanite up to 1.9m thick. The Project has been subject
to extensive exploration and laboratory testing since its initial discovery in 1939.
Figure 1: Location of the Alpha Torbanite Project
In the 2022 financial year, the Company received Modified Fischer Assay (MFA) results for Alpha, which improved
significantly on previously un-verified historical oil yield ranges published for the deposit.
These results increased the Company’s confidence in the commercial exploitability of the project and
demonstrated that the Alpha Project ranks amongst the highest-yielding deposits in the world when compared
with similar style deposits (Table 1).
The oil yield values for the 12 Alpha samples (Figure 2) were all extremely positive and were either in line with
or above expectations.
5| G R V – Annual R e p o r t 2 0 2 3
REVIEW OF OPERATIONS
Figure 2: Comparison of MFA results between Torbanite and Cannel Coal samples
Deposit
Torbanite/Coal/
Oil shale
Alpha, Qld
Torbanite
Cannel coal
Green River (USA)
Oil shale
Rundle, Qld
Stuart, Qld
Duaringa, Qld
Condor, Qld
Julia Creek, Qld
Oil shale
Oil shale
Oil shale
Oil shale
Oil shale
Oil Yield (LTOM)
Range
50 - 620
50 - 150
45 - 460
50 - 200
50 - 220
50 - 130
50 - 120
50 - 100
Average
420
120
135
105
94
82
65
60
Table 1: Comparative data of various oil shales
Work Undertaken
Commercialisation Strategy – Liquification and Test Work One
In August 2022, the Company refined its commercialisation strategy for the Alpha Torbanite Deposit (Alpha).
As outlined in the ASX release of 22 September 2021, a commercialisation strategy for Alpha had been designed
which incorporated a “green” power generation model, with the aim of positioning Greenvale to become a long-
term provider of power into a local power grid from a 100MW solar and gas-fired hybrid power station. However,
after extensive retort testing was conducted on samples obtained from the Company’s core hole program
(completed in June 2021), it was deemed that traditional retorting would not deliver the optimal product yields.
In light of this, the Company revisited its geological modelling and test retort work for Alpha. Based on this
review, the Company announced on 24 August 2022 that ‘liquefaction’ – an alternate processing route – had
been tested and generated the necessary heavy oil fractions required for bitumen production.
The initial liquefication test work was conducted in a Parr Reactor by PROCOM Consultants Pty Ltd during the
December 2022 Quarter, enabling the Company to break down the torbanite in a hydrogen-rich environment at
a controlled temperature (Test Work One).
6| G R V – Annual R e p o r t 2 0 2 3
REVIEW OF OPERATIONS
The samples generated were subsequently analysed by Bureau Veritas Laboratories in Brisbane, Adelaide and
Mackay, which concluded that liquefaction can be used effectively to generate oils within the heavy oil fractions
necessary to produce or can be added to bitumen blends (Table 1).
Additionally, Test Work One was successful in:
(cid:1)(cid:1)(cid:1)(cid:1) Deriving the desired heavy oil fractions without the relative amounts of associated gaseous waste
materials present in the previous pyrolytic retort program; and
(cid:1)(cid:1)(cid:1)(cid:1) Demonstrating that the torbanite component of the Resource is amenable to liquefaction even at 25
Centigrade degrees low temperatures.
Comment
B1 HT
B1 LT
F1 LT
F2 HT
MFB1
HT
MFB2
(Note 1)
Feed Total (grams)
716.3
716.3
716.3
716.3
716.3
716.3
Solids separated from reactants
(grams)
Overall conversion of solids (%)
Solids converted total (grams)
Solids to waste gas (grams)
Solids converted to Hydrocarbons
(grams)
Solids converted to Hydrocarbons (%)
HC Gas (grams)
HC Liquid (grams)
555.7
555.7
592.7
455.8
615
587.1
22%
22%
17%
36%
14%
18%
160.6
160.6
123.6
260.5
101.3
129.1
48.01
23.40
4.29
9.49
36.83
112.59
137.20
119.31
251.01
64.47
16%
19%
17%
35%
9%
0.17
0.56
0.50
6.29
1.32
112.42
136.64
118.82
244.71
63.15
-
-
-
-
-
Note 1: no gas sample was taken for analysis for the MFB2 sample hence conversion data is not available.
Table 2: Summary of results from Test Work One
Test Work Two Completed
Further to the initial phase of Parr Reactor test work using liquefication to produce bitumen blends (Test Work
One), additional test work was undertaken at a higher temperature to determine an optimum percentage of
heavy oil fractions (Test Work Two).
The Test Work Two samples were retorted at the maximum temperature of the available Parr Reactor at the
time (approximately 365⁰C and a capacity of 7 litres), with the trial samples sent to Intertek’s Perth laboratory
for analysis. The results of Intertek’s testing for Test Work Two were reported by the Company on 30 March
2023 and confirmed that, with a mild increase in temperature together with fractional changes to other
variables, an improved yield from the cannel coal samples could be achieved while continuing to produce low
amounts of gas.
A comparison between the cannel coal test results derived from Test Work One and Test Work Two are as
follows:
(cid:1)(cid:1)(cid:1)(cid:1) A 57% increase in conversion from solids to oil and gas, noting that Test Work One achieved a
conversion of approximately 24.8wt% at 340oC, 3500 kPa and 1.5wt% catalyst. In contrast, Test Work
Two achieved a maximum of 39.0wt% (avg. 34.9wt%) conversion at 365oC, 3500 kPa and 6wt% (average
4 wt%) of catalyst; and
(cid:1)(cid:1)(cid:1)(cid:1)
Test Work One returned a total cannel coal conversion of 24.9wt%, comprising 22.4wt% oil and gas and
2.5wt% asphaltenes. However, Test Work Two saw the percentage of asphaltenes jump to a maximum
of 6.5wt%, with an average of 4wt%.
7| G R V – Annual R e p o r t 2 0 2 3
REVIEW OF OPERATIONS
The results from Test Work Two further reinforced the suitability of liquefaction over pyrolysis when attempting
to produce the target oil.
Figure 3: Comparison of Cannel Coal Sample Conversions between Test Work One and Test Work Two
Test Work Three Completed
During to ongoing delays caused by Australian personnel shortages and capacity constraints that were
encountered in Test Work Two, the Company engaged the University of Jordan to undertake the next stage of
the liquefaction test program (Test Work Three). The appointment of the University of Jordan (UoJ), a world-
class institution with significant expertise in liquefaction studies, represented a positive step to overcome the
challenges faced in conducting specialised tests for the Alpha Torbanite Project in Australia.
Test Work 3 focused on increasing temperatures, varying catalysts and changing carrier fluids from Test Work
Two to improve the yields of heavy hydrocarbons required for bitumen production from cannel coal and
torbanite. Unlike Test Work One and Two, which were conducted in a 7-litre Parr Reactor, Test Work Three’s
liquefaction reactions were carried out in a 0.1-litre stirred autoclave reactor in order to achieve higher
temperatures.
A comparison between the cannel coal test results derived from Test Work Two and Test Work Three were as
follows:
(cid:1)(cid:1)(cid:1)(cid:1)
The Cannel Coal portion of the Alpha Resource achieved a conversion rate of 67.3 wt%, the Torbanite
portion achieved 65.9 wt%, and a blended sample achieved 66.3 wt% conversion in Test Work Three.
In contrast, Test Work Two achieved a maximum of 39.0wt% (avg. 34.9wt%) conversion at 365oC, 3500
kPa and 6wt% (average 4 wt%) of catalyst (Figure 4); and
(cid:1)(cid:1)(cid:1)(cid:1) A 72% increase from Test Program Two to Test Program Three a total cannel coal conversion.
With the successful completion of Test Program Three, the Company commenced preparations to undertake
Test Work Program Four. This program has been designed to improve on the conversions demonstrated in Test
Work Three, emphasising enhancement of the yields of heavy oil and asphaltenes.
8| G R V – Annual R e p o r t 2 0 2 3
REVIEW OF OPERATIONS
Figure 4: A comparison of the maximum conversions achieved for cannel coal samples across the three-
liquefaction test programs
Commencement of Stage Two Drilling
In June 2023, the Company commenced its second phase of drilling at the Alpha Torbanite Project. The purpose
of the drilling campaign is to increase the size and confidence level in the Inferred JORC Mineral Resource (18.6
million tonnes) The drilling program will facilitate upgraded structural and geological modelling and provide key
geotechnical data for mine planning purposes, as well as for definitive process design work.
The drilling program, which commenced on 28 June 2023, comprised 25 HQ core holes and 15 open holes,
totalling 2,000 metres.
Process Plant Design
Upon receipt of the results from Test Work One at Alpha, the Company commenced conceptual design work for
the Alpha Processing Plant in August 2022.
The conceptual design is currently based on publicly available data in the literature and past related projects,
with the objective of evaluating emissions and energy balance estimates. It is anticipated that these conceptual
works, when combined with the results from the Parr Reactor test program, will provide for a near-final process
plant concept for the Alpha site.
Simulations of the initial plant design have been initiated to better understand and optimise the processing flow
for greater yields of desired heavy hydrocarbon fractions. The results from Test Programs 3 and 4 have guided
further refinements in plant design and processing flow. Additionally, simulation work is ongoing to estimate
likely emissions and overall balances, which will inform Greenvale's geothermal energy and offsetting strategy.
COMPETENT PERSONS STATEMENTS – ALPHA PROJECT
The information in this report that relates to Exploration Results is based on information compiled by Mr Carl
D’Silva, a Competent Person who is a Member of The Australasian Institute of Mining and Metallurgy (Member
number 333432).
Mr D’Silva is a full-time employee of SRK Consulting (Australasia) Pty Ltd, a group engaged by the Company in a
consulting capacity.
Mr D’Silva has sufficient experience that is relevant to the style of mineralisation and type of deposit under
consideration and to the activity being undertaken to qualify as a Competent Person as defined in the 2012
Edition of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’.
Mr D’Silva consents to the inclusion in the report of the matters based on his information in the form and context
in which it appears.
9| G R V – Annual R e p o r t 2 0 2 3
REVIEW OF OPERATIONS
The information in this report that relates to Metallurgical Results is based on information compiled by David
Cavanagh, a Competent Person who is a Member of The Australasian Institute of Mining and Metallurgy AusIMM
Member number 112318 David Cavanagh is a full- time employee of Core Resources.
David Cavanagh has sufficient experience that is relevant to the style of mineralisation and type of deposit under
consideration and to the activity being undertaken to qualify as a Competent Person as defined in the 2012
Edition of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’.
David Cavanagh consents to the inclusion in the report of the matters based on his information in the form and
context in which it appears
MINERAL RESOURCES AND ORE ESTIMATES – CORPORATE GOVERNANCE STATEMENT
The Company confirms that it is not aware of any new information or data that materially affects the information
included in the Mineral Resource Estimate dated 9 March 2022 as announced to the ASX on that date and which
is available at www.greenvalemining.com. The Company confirms that in relation to the Alpha Torbanite Project
Mineral Resource Estimate, all material assumptions and technical parameters underpinning the estimate
continue to apply and have not materially changed when referring to its resource announcement made on 9
March 2022.
GEOTHERMAL PROJECTS
Background
The Company’s geothermal portfolio comprised applications for six Exploration Permits for Geothermal (EPG)
located within central and north-western Queensland, Australia.
Of the Company’s geothermal licences, three licences are located within the highly prospective Millungera Basin
(EPG 2023 (Julia Creek), EPG 2024 (Lara Downs) and EPG2025(Ouchy)). The Millungera applications are located
approximately 120km east of Mount Isa within the North-West Minerals Province (see Figure 5). They lie in the
catchment of the $1.7 billion CopperString 2.0 project, which will connect remote parts of north-western
Queensland to existing power infrastructure in Townsville.
An independent study conducted by the Geological Survey Queensland (GSQ) in June 2018 has highlighted the
Millungera Basin to be the most prospective geothermal site in Australia, believed to have stored thermal energy
likely to exceed 611,000 petajoules.
Moving forward the company will direct its focus on two key projects at Millungera and Longreach. After an
internal review identified that there is limited geothermal potential, the company has withdrawn it EP 2021
(Winton) and EP2022 (Quilpie) applications.
Additionally, the Company’s geothermal projects will enable the Company to develop a carbon offsetting
strategy, thereby providing sufficient carbon credits to offset future production at the Alpha Torbanite Project.
Work Undertaken
Licences Granted
On 29 August 2022, the Company was successfully awarded two EPMs (EPM 28487 – Julia Creek and EPM 28488
– Longreach).
The Company has since decided to forgo the extraction of subsurface brines and associated elements to focus
on exclusively on sustainable energy production. As a result, company has decided not to proceed with the
associated applications and has relinquished the two permits that have been granted.
Also during the 2023 financial year, the Company engaged in discussions with native title parties to ascertain a
likely negotiation timeline for the granting of native title approvals.
10| G R V – Annual R e p o r t 2 0 2 3
REVIEW OF OPERATIONS
Discussions with the respective native title parties remain ongoing and the Company will provide shareholders
with an update on the status of the permit approvals once received.
Desktop Analysis
On 6 September 2022, the Company commissioned an independent assessment of the previously inferred
geothermal resource estimates in the Millungera Basin – as reported by the Geological Survey of Queensland
(GSQ)1. The independent assessment was conducted by Ascendience Geoscience (Ascendience).
The brief provided to Ascendience by the Company was to review GSQ’s report and ascertain whether the
conclusions pertaining to the assessment of a geothermal resource potential of two identified sites in the
Millungera Basin were sound.
The Ascendience review concluded that the GSQ report was of high quality and provides a comprehensive
assessment that accurately describes the presence of an inferred geothermal resource within the Millungera
Basin. The assessment indicated that the total stored thermal energy potential in the Millungera Basin is likely
to exceed 611,000 petajoules at a 90% probability.
Geological Mapping
Of particular focus for the Company during the 2023 financial year was the geological and geophysical modelling
of the geothermal prospect EPG2029 (Longreach).
Work undertaken on EPG2029 during the year included mapping the average temperature gradient across the
entirety of the permit and refining the depth of potential reservoir intervals. The models generated will
subsequently be used in the planning of a drill program.
Feasibility Study – Longreach
Building on from the Ascendience Geoscience, the Company assessed the potential for geothermal power
generation as a sustainable energy source in the Millungera Basin. To assess this, the Company engaged CeraPhi
Energy (CeraPhi), a prominent geothermal development company, to conduct a Feasibility Study for the
Company’s Longreach Geothermal Project in North Queensland.
CeraPhi was selected by the Company to undertake the feasibility study due to its proprietary patents which use
a closed-loop geothermal technology, known as CeraPhiWellTM. The Company is of the view that this technology
will enable Greenvale to produce 24/7 baseload renewable energy with no groundwater usage, making it an
environmentally friendly and sustainable option. The results of the Feasibility Study were delivered and
announced by the Company in September 2023.
Within Energy Transaction
During the 30 June 2022 financial year, the Company announced the proposed acquisition of Within Energy Pty
Ltd (Within), a Queensland-based company which held three geothermal licences in southeast Queensland.
Under the terms of the conditional agreement, Greenvale was to acquire an initial 51% controlling interest in
Within, which could increase to 100% upon completion of a predetermined milestones.
With the Company’s own applications for several geothermal licences (as noted above) and the opportunities
these presented to the Company, the Company decided to not proceed with the Within transaction during the
2023 financial year.
1 Queensland Geology 14: An assessment of the geothermal energy potential of northern and eastern Queensland (Talebi et al.,
2011).
11| G R V – Annual R e p o r t 2 0 2 3
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COMPETENT PERSONS STATEMENTS – GEOTHERMAL PROJECTS
The geological information presented in this document for the Geothermal Projects has been based on
information compiled by Dr Mark Lisk.
Dr Mark Lisk is Chief Geologist for Ascendience Group and holds a PhD in petroleum systems analysis from Curtin
University and an MSc. Honours degree in geothermal systems from the University of Auckland.
Dr Lisk has more than 30 years’ experience in the oil and gas sector, with a specialty in assessing the thermal
history of sedimentary basins. He has previously worked as a Principal Geologist for Woodside Energy Ltd and a
Senior Research Scientist with the Commonwealth Scientific and Industrial Research Organisation (CSIRO).
GEORGINA BASIN IOCG PROJECT, EAST TENANT CREEK, NORTHERN TERRITORY
Background
Located in the highly prospective East Tennant province in the Northern Territory, the Georgina Project is 20%-
owned by Greenvale, with the remaining 80% owned by Astute Metals NL (ASX: GASE). The divestment to Astute
was completed in November 2022. The Project comprises seven granted Exploration Licences, with three under
application, for a combined total area of approximately 4,500km2 (Figure 5).
The East Tennant Province has been the subject of intense geoscientific investigation by both Geoscience
Australia and the Northern Territory Geological Survey over the last five years. Pre-competitive work undertaken
as part of the Federal Government’s $225 million “Exploring for the Future” Program (EFTF) included solid
geology interpretation, alteration proxy mapping and mineral prospectivity mapping for Iron Oxide Copper Gold
(IOCG) deposits. The collaborative MinEx CRC National Drilling Initiative, conducted in late 2020, confirmed the
highly prospective nature of the region by intersecting prospective host rocks, IOCG-style alteration and sulphide
mineralisation as part of a 10-hole program at East Tennant.
Figure 5 – Georgina IOCG Project tenements and Geoscience Australia mineral potential ‘heat map’, with
hotter colours indicating greater prospectivity, noting the Ranken Project tenements EL32285 and EL32286 to
the far east of the Project
12| G R V – Annual R e p o r t 2 0 2 3
REVIEW OF OPERATIONS
Terms of the sale
Greenvale disposed of 80% of its interest in the Georgina Basin Project to Astute Metals NL (ASX: ASE or Astute)
in November 2022. The Georgina Basin Project and associated tenement licences are owned by a company called
Knox Resources Pty Ltd (Knox).
The key terms of the acquisition of Knox are summarised as follows:
•••• 46,000,000 fully-paid Astute ordinary shares (Shares) (Share Consideration). The Share Consideration
is subject to the following escrow provisions:
o 20% - no escrow;
o 30% - one year escrow; and
o 50% two years escrow.
•••• Greenvale will be required to contribute to the funding of its share of Knox’s future costs;
•••• A 2% net smelter royalty (Royalty) for all IOCG product exploited in the future from the existing
tenements owned by Knox;
•••• Astute has the right to acquire the remaining 20% of Knox shares for cash or shares (at the election of
Astute) for a period of two years following the completion of the initial acquisition. The value of the
acquisition is to be based on an independent valuation to be commissioned by Astro and Greenvale.
Where the consideration is to be Astro shares, the number of shares to be issued is to be based on
Astro’s volume weighted average share price (VWAP);
••••
••••
In addition to the above, Greenvale granted to Astute an option to purchase the Royalty within a period
of five years from the date of acquisition at an independent valuation for either cash or shares (at
Astro’s election). Again, to the extent that Astute Shares are issued to satisfy the acquisition, the
number of shares is to be based on the volume weighted average trading price, without a discount; and
The approval of the acquisition of the remaining 20% and/or Royalty will be subject to future
shareholder approval.
Work Undertaken
Assay results – Leichardt West and Banks
During the March 2023 Quarter, assay results were received by Astute for two diamond drill-holes completed
by Greenvale at the Banks and Leichhardt West prospects in mid-2022.
Visual results reported by Greenvale at the time drilling was undertaken indicated that both drill-holes had
intersected trace to minor chalcopyrite (copper mineral) mineralisation in prospective altered host-rocks.
Laboratory assay results subsequently confirmed these visual observations of copper, as well as revealing
anomalous levels of other elements commonly associated with IOCG deposits (e.g., bismuth, which is commonly
associated with Tennant Creek-style IOCG deposits).
The key results from the laboratory assays included:
•
•
The Leichhardt West hole KNXLW001RDD intersected 0.22% Cu from 536.05-536.3m associated with
elevated bismuth and silver;
The Leichhardt West hole KNXLW001RDD intersected 0.15% Cu from 600-600.8m (end-of-hole)
associated with elevated bismuth and silver;
• General increased anomalism in copper, bismuth and silver observed in spatial association with
modelled 3D gravity and magnetic anomalies; and
13| G R V – Annual R e p o r t 2 0 2 3
REVIEW OF OPERATIONS
•
The Banks hole KNXBA001RDD intersected elevated copper, bismuth and silver from 433-440m.
The results are considered highly significant as they suggest the drilling may have intersected rocks peripheral
to an IOCG system, indicating a hydrothermal component to the Banks and Leichhardt West prospects and
illustrating compelling similarity to large Tennant Creek IOCG deposits.
Diamond drilling – Leichardt East
During the December 2022 Quarter, Astute undertook a diamond drilling program at the Leichhardt East target.
The Leichhardt East target has the highest intensity magnetic and gravity anomalies of the whole project area,
as identified by highly regarded international consulting group SRK Consulting.
Drill-hole KNXLE001RDD was completed to a total depth of 699.8m targeting the Leichhardt East IOCG prospect,
a zone of coincidence between modelled magnetic and gravity geophysical responses. Assay results from this
deep diamond hole were reported in December 2022, with results demonstrating the presence of copper
mineralisation associated with ironstones, as well as significant anomalism in the key pathfinder metals known
to be associated with large-scale IOCG deposits including strong uranium mineralisation in several samples.
Key results from Leichhardt East hole KNXLE001RDD included:
•
•
•
•
0.24% U3O8, 819ppm copper (Cu) and 0.15g/t silver (Ag) in ironstone from 689.09-689.41m;
374ppm U3O8, 11.8ppm bismuth (Bi) and 78.6ppm Cu in ironstone from 693.3-694.2m;
o
forming part of a broader 5.11m zone of anomalism grading 256ppm U3O8 and 115ppm Cu;
0.11% U3O8, 40.8ppm Bi and 0.11g/t Ag in hematitic siltstone from 481.1-481.85m; and
635ppm Cu and 0.26g/t Ag from 576.34 – 577.38m in brecciated metasediments
The results at the Leichhardt East prospect are considered highly significant, returning the same key metals as
the geochemical anomalies at Banks and Leichhardt West (copper, silver and bismuth) as well as strong uranium
mineralisation in a number of samples. Uranium is an element also associated with IOCG deposits.
Gravity survey
Astute commenced a gravity survey across its highly prospective Central Georgina Project tenement EL33375
(Figure 6) in June 2023. The prospect-scale gravity survey is designed to enhance gravity data resolution between
the Company’s recent drilling and previous National Drilling Initiative drill-holes, as well as to align with coverage
of the forthcoming Ambient Noise Tomography (ANT) survey, which is one of two recently awarded Exploration
Grants as part of the NT Government’s Resourcing the Territory Geophysics and Drilling Collaborations Program.
14| G R V – Annual R e p o r t 2 0 2 3
REVIEW OF OPERATIONS
Figure 6. Georgina IOCG Project and general gravity survey location
The results of the gravity and ANT surveys will be fundamental to guiding future work at the Georgina Basin
Project and are expected to result in the identification of further drill targets in this highly prospective region.
Co-funding grants
During the 2023 financial year, the following grants were awarded to Knox in respect of the Georgina Basin IOCG
project:
•
•
The Leichhardt East drilling program was supported by a Northern Territory Government grant under
Round 15 of the Resourcing the Territory Geophysics and Drilling Collaborations Program. Up to
$171,050 will be funded as part of the grant, which constitutes 50% of eligible drilling costs; and
In June 2023, Knox was awarded two co-funding grants through the Geophysics and Drilling
Collaborations (GDC) program, which is administered by the Northern Territory Geological Survey
(NTGS). Knox took part in the Round 16 Geophysics and Drilling Collaborations program, with the
following successful applications:
o Grant 1 was for $100,000 toward an Ambient Noise Tomography (ANT) survey on the Central
tenement area EL33375, where recent drilling intersected copper and uranium mineralisation;
o Grant 2 was for $161,106 (representing 50% of eligible drilling costs) towards a 700m deep
drill hole at Knox’s Ranken area.
KEY PERSONNEL CHANGES
During the 30 June 2023 financial year, the following management changes were announced:
(cid:1)(cid:1)(cid:1)(cid:1) On 17 August 2022, Ms Dagmar Parsons resigned as a Non-Executive Director of the Company;
(cid:1)(cid:1)(cid:1)(cid:1) On 31 December 2022, Mr Tony Leibowitz resigned as a Non-Executive Director and Chair of the
Company;
15| G R V – Annual R e p o r t 2 0 2 3
REVIEW OF OPERATIONS
(cid:1)(cid:1)(cid:1)(cid:1)
In August 2022, the Company appointed Mr Mark Turner to the role of Chief Executive Officer (CEO).
Mr Turner’s appointment followed the refinement of the Company’s commercialisation strategy for the
Alpha Torbanite Project, noting that Mr Turner’s experience and expertise is critical for its success.
Mr Turner’s expertise encompasses all project phases – from concept and feasibility study to
completion. This includes approvals, safety, engineering, procurement, contracts, scope, scheduling,
cost, quality, risk, reporting and construction;
(cid:1)(cid:1)(cid:1)(cid:1) On 24 August 2022, the Company announced the appointment of Mr Kurt Laney as Joint Company
Secretary and Chief Financial Officer. Details concerning Mr Laney’s background and experience can be
found within the Company’s announcement released to the ASX on 24 August 2022; and
(cid:1)(cid:1)(cid:1)(cid:1) On 14 October 2022, the Company announced the appointment of Mr Vince Fayad as Joint Company
Secretary. Mr Fayad’s appointment followed Mr Alan Boys resignation as joint company secretary,
which was effective from 30 September 2022.
CAPITAL RAISING
In October 2022, the Company completed a Share Purchase Plan (SPP). Under the SPP, the Company issued
24,444,050 fully-paid ordinary shares at an issue price of $0.06 per share, raising $1,466,643 before costs.
The funds received from the SPP will be used by the Company to underpin the delivery of the Pre-Feasibility
Study (PFS) of the Alpha Torbanite Project.
LOAN FACILITIES
Loans to directors
To ensure that the Company remained sufficiently funded to progress its strategy of becoming a renewable
energy provider, including the delivery of the PFS for the Alpha Torbanite Project, the Company received a letter
of support from its Directors Neil Biddle and Elias Khouri to provide up to $1.50 million each ($3.00 million total)
as a line of credit.
Details concerning the terms of the line of credit offered by Messer’s Biddle and Khouri are as follows:
Security
Drawdown Notice
Repayment Date
Interest Rate
Unsecured
Can be drawn down at any time by the Company
The earlier of:
•
•
The next capital raising; or
18 months from the first drawn down date
12.00% p.a compounded monthly and can be capitalised up to and
including the term of the loan.
Loan to Pioneer Resources Partners Inc
On 1 February 2023, the Company completed a share placement (Placement) to a U.S based institutional
investor (Investor), raising $4,000,000 before costs. The terms of the Placement are governed under a
subscription agreement between the Company and the Investor and were included in the Company’s
announcement dated 1 February 2023.
The key terms of the Placement are as follows:
Initial Placement Shares and Fee
(cid:1)
Shares
An initial issuance of 2,800,000 ordinary shares, which at
the election of the institutional investor may be:
(a) Applied against the total number of shares to be issued
under the Placement; or
16| G R V – Annual R e p o r t 2 0 2 3
Term
Issue Price
Right to early repayment
REVIEW OF OPERATIONS
(b) A payment may be made equal to the value of such
shares at a purchase price contemplated in a formula
defined under the subscription agreement;
1,454,545 ordinary shares to be issued in satisfaction of a
$160,000.00 fee payable to the Investor.
(cid:1)
The Investor has 24 months in which to exercise its right to have the
total ordinary shares issued by the Company.
The issue price will be initially equal to $0.35 and will reset after 20
March 2023 to an average of the five-daily volume-weighted (VWAP)
average prices selected by the Investor during the 20 consecutive
trading days immediately prior to the Investor’s notice to issue the
total shares, less:
(cid:1) An 8% discount, should the shares be issued prior to a date
that is twelve months after execution of the subscription
agreement;
(cid:1) A 10% discount, should the shares be issued after a date
later than twelve months of the subscription
that
agreement;
The Company is entitled to:
(cid:1) Repay the placement in cash in relation to those shares that
have not been issued within the Term of the placement; and
(cid:1) Repay the placement in cash based on the market value of
those shares that have been issued (with a 9% premium),
subject to the Investor’s right to retain up to one-third of
the placement.
RISKS
Greenvale is subject to several risks, including but not limited to the following:
Risk
Description
Access to future
funding
Access agreements
Exploration and
development risk
Potential acquisitions
Regulation changes
Sufficient volume for
commercialisation
Technological risk
Title risk
There is no assurance that the funding required by the Company from time to time
to meet its business requirements and objectives will be available to it on
favourable terms, or at all.
The Company may need to seek various Federal, state or local permits and
approvals to undertake exploration or mining activities on its projects. This could
result in unforeseen delay in the undertaking of such activities.
Exploration programmes may or may not be successful, could cause harm to
employees or contractors, and may incur cost overruns if not carefully managed.
The Company is exposed to a significant risk that the proposed exploration activity
will be unsuccessful and will not result in the discovery of a viable mineral resource.
As part of its business strategy, the Company may make acquisitions of, or
significant investments in, other resource projects. Any future transactions
would be accompanied by the risks commonly encountered in making
acquisitions of resource projects.
Unforeseen changes to the mining laws, regulations, standards and practices
applicable may significantly affect the Company’s projects and ability to operate.
There is no guarantee that an economic level of resource will be found.
Even if resource is found, there is no guarantee that the processing of the resource
will be able to occur.
The mineral claims in which the Company will, or may, acquire an interest in the
future are subject to the applicable local laws and regulations. Mineral claims in
which the Company has an interest in are subject to the relevant conditions
17| G R V – Annual R e p o r t 2 0 2 3
REVIEW OF OPERATIONS
applying in each jurisdiction. Failure to comply with these conditions may render
the mineral claims liable for forfeiture.
The mineral claims will be subject to application for renewal and is subject to
applicable legislation. If the mineral claim is not renewed, the Company may lose
the opportunity to develop and discover any mineral resources on such a claim.
SIGNED
Signed for and on behalf of the Directors:
Neil Biddle
Non-Executive Chairman
Dated at Sydney this 29th day of September 2023
18| G R V – Annual R e p o r t 2 0 2 3
DIRECTORS’ REPORT
DIRECTORS’ REPORT
The Directors present this report and the audited financial statements of Greenvale Energy Ltd (“GRV”,
“Greenvale” or the “Company”) and its controlled entities (“Group”) for the year ended 30 June 2023.
DIRECTORS
The following persons held office as directors during the financial year and to the date of this report. Directors
were in office for the entire period and to the date of this report unless otherwise stated:
Name and
Qualifications
Neil Biddle
B.AppSc(Geology),
MAusIMM
Managing Director to
31 August 2022
Non-Executive Director
From 1 September
2022 to 31 December
2022
Non-Executive
Chairman
From 1 January 2023
Experience, special responsibilities and other directorships in listed entities.
Experience
Mr Biddle is a geologist and Corporate Member of the Australian Institute of Mining
and Metallurgy and has over 30 years’ professional and management experience
in the exploration and mining industry.
Mr Biddle was a founding Director of Pilbara Minerals Limited, serving as Executive
Director from May 2013 to August 2016 and serving as Non-Executive Director from
August 2016 to 26 July 2017. Through his career, Mr Biddle has served on the Board
of several ASX listed companies, including Managing Director of TNG Ltd from
1998-2007, Border Gold NL from 1994-1998 and Consolidated Victorian Mines Ltd
from 1991-1994
Special Responsibilities
None
Directorships held in other listed entities during the three years prior to the
current year
Bardoc Gold Limited, Trek Metals Limited
Elias (Leo) Khouri
Non-Executive Director
Experience
Mr Khouri has been involved in international financial equity markets since 1987
through his involvement in a wide range of companies listed on the ASX, AIM, TSX,
NYSE, NASDAQ, and/or the Frankfurt Stock Exchange.
Through Mr Khouri’s extensive experience in the equity markets he has developed
expertise in the corporate finance, advisory, capital raisings, joint venture and
farm-in negotiations for both listed and unlisted companies.
Mr Khouri has provided advisory services to a number of companies across a
breadth of
funds management,
telecommunications, media and entertainment, and the mining industry.
from bio-technology,
industries ranging
Special Responsibilities
Member of Audit & Risk Committee
Directorships held in other listed entities during the three years prior to the
current year
None
19| G R V – Annual R e p o r t 2 0 2 3
DIRECTORS’ REPORT
Mark Turner
Chief Executive Officer
(Appointed 1
September 2022)
(Previously appointed
Executive Director on
10 January 2022)
Experience
Mr. Turner is an engineer with over 20 years of energy experience and a proven
track record of major project delivery in the oil & gas, water, power, renewables
and nuclear industries. Mr. Turner is a project management specialist who is
ideally qualified to lead the technical development of the Alpha Project.
His expertise encompasses all project phases (from concept and feasibility study
to completion) and includes approvals, safety, engineering, procurement,
contracts, scope, scheduling, cost, quality, risk, reporting, construction and
commissioning. Across his career, Mr. Turner has held senior management and
executive positions with Jemena Ltd, Wood Group and WorleyParsons.
Alongside sitting on the Greenvale Board, Mr. Turner will also hold the role of
General Manager of the Alpha Project.
Special Responsibilities
None
Tony Leibowitz
Chartered Accountant
(FCA)
Non-Executive
Chairman
(Resigned 31
December 2022)
Directorships held in other listed entities during the three years prior to the
current year
None
Experience
Mr. Leibowitz has over 30 years of corporate finance, investment banking and
broad commercial experience and has a proven track record record of providing
the necessary skills and guidance to assist companies grow and generate sustained
shareholder value.
Previous roles include Chandler Macleod Limited and Pilbara Minerals Limited,
where as Chairman and an early investor in both companies, he was responsible
for substantial increases in shareholder value and returns. Mr Leibowitz was a
global partner at PriceWaterhouseCoopers and is a Fellow of the Institute of
Chartered Accountants in Australia.
Special Responsibilities
None
Directorships held in other listed entities during the three years prior to the
current year
Bardoc Gold Limited, Ensurance Limited, Atsute Metals NL and Trek Metals Limited
Dagmar Parsons
Dipl. Ing.(Th), MBA,
GAICD
Experience
Mrs Parsons has more than 25 years’ experience in the mining and resources
industry across a range of functions, working in senior executive roles with Worley
Parsons, AECOM and Downer.
Non-Executive Director
(Resigned 17 August
2022)
As a Mechanical Engineer, she has developed an in-depth knowledge of
engineering, manufacturing, and service industry environments in the mining, oil
and gas, power and infrastructure sectors.
Special Responsibilities
Chair of Audit and Risk Committee
Directorships held in other listed entities during the three years prior to the
current year
Advanced Braking Technology Ltd
20| G R V – Annual R e p o r t 2 0 2 3
DIRECTORS’ REPORT
COMPANY SECRETARIES
Name and
Qualifications
Kurt Laney
(Appointed 24 August
2022)
Particulars
Mr Laney is an experienced Chartered Accountant specialising in the provision of
accounting, taxation, and corporate secretarial services. Mr Laney is an Associate
Director of Vince Fayad and Associates Pty Ltd, based in Sydney.
Mr Laney currently serves as a Joint Company Secretary of Astute Metals NL and
Lithium Universe Limited. Mr Laney also served as the Company Secretary of
Polymetals Resources Ltd (ASX: POL), where he resigned on 31 January 2023.
Vincent Fayad
(Appointed 14 October
2022)
Mr Fayad is currently a currently a Director of Vince Fayad and Associates Pty Ltd
and has had approximately 35 years of experience in Corporate Finance,
Accounting and other advisory related services. He is a registered company auditor
and tax agent.
Mr Fayad currently serves as a Joint Company Secretary of Astute Metals NL and
Lithium Universe Limited. Mr Fayad also served as the Company Secretary of
Polymetals Resources Ltd (ASX: POL), where he resigned on 31 January 2023.
Alan Boys
(Resigned 30
September 2022)
B.Com
Mr. Boys has had a 37-year career as a Chartered Accountant including public
practice, financial consulting and public company directorships and provision of
company secretarial services.
He has been Company Secretary to a number of public companies in the minerals
exploration sector including Oklo Resources Ltd, Cashmere Iron Ltd and Pilbara
Minerals Limited.
CORPORATE GOVERNANCE
The directors of the Group support and adhere to the principles of corporate governance, recognizing the need
for the highest standard of corporate behaviour and accountability. During the year, the Group adopted a
revised Corporate Governance Plan considering the 4th edition of the Corporate Governance Principles and
Recommendations. Please refer to the Corporate Governance Statement on the Company’s website
https://greenvaleenergy.com.au/corporate/governance-statement/
PRINCIPAL ACTIVITIES
The principal activities of the Group during the 2022/23 financial year were to actively explore its minerals
development properties and to commence evaluation of possible mining and production of the Alpha Torbanite
project.
RESULT AND REVIEW OF OPERATIONS
The loss for the Group after income tax for the year amounted to $4,893,781 (2022: Loss of $7,253,059) and the
net assets of the Group at 30 June 2023 was $10,410,289 (2022: $12,728,000).
21| G R V – Annual R e p o r t 2 0 2 3
DIRECTORS’ REPORT
FINANCIAL POSITION
During the year, the Group’s net cash position increased from $4,342,113 to $5,164,007. The basis for the
increase to the Company’s cash at bank position was primarily due to:
•
•
Proceeds received from the Company’s share purchase plan, which was completed in October 2022
and raised $1.46 million; and
Completion of the share placement to Pioneer Resource Partners LLC on 1 February 2023, raising
$4.00 million before costs.
The receipt of the above funds was partially offset by costs incurred as the Company continued to pursue its
active exploration program. The Company is continually monitoring its outlays and is actively examining
opportunities to secure additional funding to meet its ongoing obligations and continue its exploration and
project evaluation programs.
Subject to disclosures elsewhere in this report, the Directors believe the Group is in a stable financial position to
continue to explore and evaluate its projects.
DIVIDENDS
The Directors do not recommend the payment of a dividend and no amount has been paid or declared by way
of a dividend at the date of printing this Report.
EVENTS SUBSEQUENT TO REPORTING DATE
Since the end of the financial year, the following matter have arisen which significantly affected or could
significantly affect the operations of the Group, the results of those operations or the state of affairs of the
Group in future financial years:
1. On 19 July 2023, the Company received a $0.465 million R&D Tax Incentive Rebate for the 30 June 2022
financial year. The rebate related to eligible R&D activities conducted on the Company’s Alpha
Torbanite Project in Queensland, which Greenvale is focused on developing as Australia’s only
sustainable, fully carbon offset producer of bitumen products;
2. The Company provided an update in relation to progress that had been made at its Alpha Torbanite
Project, as of 23 August 2023. The Company provided that:
a. The fourth and confirmatory phase of test work (Test Work Four) at the Alpha Torbanite
Project was underway, which will deliver the processing pathway and potential product suite
that will feed into the Project’s maiden Pre-Feasibility Study (PFS).
Monash University in Melbourne was appointed to conduct Test Work Four, with this decision
having been based on the evolving requirements of the test work, as well as the need for
sample production at a larger scale;
b. Licella Holding Ltd (Licella) had been engaged to undertake a scoping study at a batch level to
better define the yield and structure of products for the Alpha Torbanite Project. Under the
scoping study, Licella will be utilising variations of supercritical water processing conditions in
order to potentially optimise the conversion process and simplify the processing of the Alpha
Torbanite deposit; and
c. The stage two drilling program at Alpha was nearing completion, with 60% of the proposed
HQ core drilling program finished. The remaining core drilling program is set to be completed
over the following two weeks, with down-hole geophysics and laboratory analysis ongoing.
22| G R V – Annual R e p o r t 2 0 2 3
DIRECTORS’ REPORT
Other than the above, there has not been any other matter or circumstance occurring subsequent to the end of
the financial year, that has significantly affected or may significantly affected or may significantly affect the
operations of the Group, the results of those operations, or state of affairs of the Group in future financial years.
DIRECTORS’ MEETINGS
The directors had four (4) meetings during the year. The following table shows their attendance at Board
Meetings:
Name
Tony Leibowitz
Neil Biddle
Elias Khouri
Dagmar Parsons
Mark Turner
BOARD COMMITTEES
No. of meetings attended
3
4
4
1
3
Eligible to attend
3
4
4
1
4
Given its size and composition, the board considers that the in the year under review, no efficiencies or other
benefits would be gained by establishing an Audit, Remuneration or Nomination Committee. To assist the board
to fulfill its function, it has adopted charters for each of these committees.
In accordance with the Company’s Board Charter, the board carries out the duties that would ordinarily be
carried out by the Audit, Remuneration and Nominations Committees under the Charters in place for each of
these.
SIGNIFICANT CHANGES IN STATE OF AFFAIRS
Other than detailed elsewhere in this report, there were no other significant changes in the nature of the
consolidated Groups principal activities during the financial year.
Further information on the financial performance of the Company is included in the Review of Operations.
ENVIRONMENTAL REGULATIONS
The Group’s mineral exploration activities are subject to environmental regulations under Commonwealth and
State legislation. The Group is not aware of any activity that has taken place on the leases which would give rise
to any environmental issue. The consolidated group entity is not aware of any instances of non-compliance with
the legislative requirements during the period covered by this report.
LIKELY DEVELOPMENTS
Likely developments, future prospects and business strategies of the operations of the Group and the expected
results of those operations have not been included in this Report as the Directors believe, on reasonable
grounds, that the inclusion of such information would be likely to result in unreasonable prejudice to the Group.
ENVIRONMENTAL ISSUES
The Group is aware of its environmental obligations with regards to its exploration activities and ensures that it
complies with all regulations when carrying out its exploration work.
The Directors of the Group are not aware of any breach of environmental legislation for the year under review.
23| G R V – Annual R e p o r t 2 0 2 3
DIRECTORS’ REPORT
INDEMNIFICATION AND INSURANCE OF OFFICERS AND AUDITORS
The Group has not agreed to indemnify any Director, officer or auditor against liabilities that may arise from
their position as director, officer or auditor except as follows:
•
Payment of premiums based on normal commercial terms and conditions to insure all Directors, offices
and employees of the Company against the cost and expenses in defending claims against the individual
while performing services for the Company; and
• Reasonable costs and associated expenses which is to do with any reasonable claim whilst performing
their duties against each Director.
PROCEEDINGS ON BEHALF OF THE COMPANY
No person has applied for leave of court to bring proceedings on behalf of the Company or intervene in any
proceedings to which the Company is a party for the purpose of taking responsibility on behalf of the Company
or any part of those proceedings.
The Group was not a party to any such proceedings during the year.
NON-AUDIT SERVICES
The Group may decide to employ the auditor on assignments additional to their statutory audit duties where
the auditor’s expertise and experience with the Company and/or Group is important. Should the Group engage
the auditor for non-audit related services, the provision of the non-audit services is compatible with the general
standard of independence for the auditors as imposed by the Corporations Act 2001.
During the financial year ended 30 June 2023, the Group’s auditors RSM Australia Partners were not engaged to
provide any non-audit services.
OFFICERS OF THE COMPANY WHO ARE FORMER PARTNERS OF RSM AUSTRALIA PARTNERS
There are no officers of the company who are former partners of RSM Australia Partners.
REMUNERATION REPORT (AUDITED)
This report details the background, policy and amount of remuneration for each key management person of
Greenvale Energy Ltd.
Remuneration Policy and Governance
The Board of Directors is responsible for determining and reviewing compensation arrangements for the
directors and the senior management. The Board assesses the appropriateness of the nature and amount of
remuneration of non-executive directors and executives on a periodic basis by reference to relevant
employment market conditions. The Company recognizes that it operates in a competitive environment and to
operate effectively, it must be able to attract, motivate and retain key personnel. The compensation structures
are designed to attract suitably qualified candidates, reward the achievement of strategic objectives and to
achieve the broader outcome of creation of value for shareholders. The compensation structures take into
account:
•
•
•
•
The capability and experience of the key management personnel;
Size of the Group;
The key management personnel’s ability to control the performance; and,
The group’s exploration success and results of project development.
24| G R V – Annual R e p o r t 2 0 2 3
DIRECTORS’ REPORT
REMUNERATION REPORT (AUDITED) (continued)
Key Management Personnel
The remuneration structure for key management personnel/Directors is based on a number of factors including
length of service, particular experience of the individual concerned and the requirements and overall
performance of the Company.
The key management personnel of the Company during the 30 June 2023 financial year was as follows:
Name
Tony Leibowitz (resigned 31 December 2022)
Neil Biddle
Elias Khouri
Dagmar Parsons (resigned 17 August 2022)
Mark Turner
Key Person Renumeration Entitlement
Position Held
Non Executive Chairman
Non Executive Chairman (from 1 January 2023,
previously Non Executive Director)
Non-Executive Director
Non-Executive Director
Executive Director
The Board policy is to remunerate Non-Executive Directors at market rates for time, commitment and
responsibilities. Directors may also provide consultancy services to the Company and are paid at market rates.
Non-Executive Directors may also receive superannuation guarantee contributions mandated by the
government which was 10.5% (2022: 10.0%) and do not receive any other retirement benefits.
On 23 March 2021, shareholders approved an Incentive Performance Rights and Option Plan (“Plan”) and the
participation by Directors in that Plan. Key management personnel and other employees are also entitled to
participate in the Plan. Any rights or options issued are valued using standard valuation techniques such as
Binomial and Black Scholes methodology.
The objectives of the Plan are to reward Directors and senior management in a manner that aligns remuneration
with creation of shareholder wealth. The amounts disclosed as part of remuneration for the financial year have
been determined by allocating the grant date fair value based on the probability of the vesting conditions being
achieved over the life of the rights or options.
Company Performance, Shareholder Wealth and Director and Executive Remuneration
The remuneration policy has been tailored to increase goal congruence between Shareholders, Directors and
Executives. Over time the remuneration package of key management personnel will consist of a performance-
based component consisting of the issue of performance rights to encourage the alignment of management and
Shareholders’ interests.
The Board determines appropriate option or performance rights vesting conditions that includes specific
milestones and/or a premium over the prevailing share price to provide rewards over a period of time.
A summary of the operating losses and share prices at year end for the last five years are as follows:
Net loss (after tax)
Share price at year end
Loss per share
2019
($423,929)
$0.02
($0.0045)
2020
($494,626)
$0.031
($0.0051)
2021
($1,059,866)
$0.34
($0.0034)
2022
($7,253,059)
$0.17
($0.0183)
2023
($3,764,663)
$0.095
($0.0098)
25| G R V – Annual R e p o r t 2 0 2 3
DIRECTORS’ REPORT
REMUNERATION REPORT (AUDITED) (continued)
The policy has been deemed by the Board to be the most appropriate performance-based compensation method
for a company in the minerals exploration industry and undertaking studies to transition from explorer to
producer.
Key Management Personnel Entitlement
All non-executive directors have letters of appointment with standard terms and conditions.
Mr Neil Biddle was initially appointed as an Executive Director of the Company on 7 September 2020 and on 1
January 2021 was appointed as Managing Director. This contract provided for a fixed monthly remuneration of
$25,000 per calendar month inclusive of superannuation and any other statutory entitlements.
On 31 August 2022, Mr Biddle stood down as Managing Director and acted as a Non-Executive Director of the
Company until 31 December 2022, whereafter he assumed the role of Non-Executive Chairman. This contract
provides for a fixed monthly remuneration of $10,000 per calendar month exclusive of superannuation and any
other statutory entitlements.
Mr Mark Turner was appointed as an executive Director on 10 January 2022. His contract provides for an annual
remuneration of $350,000 including superannuation with standard terms and conditions. Mr Turner received a
bonus of $80,000 under the terms of his employment agreement, which was based on completion of 12 months
service with the Company. In accordance with his contract and subject to shareholder approval, performance
rights will be granted to Mr Turner. On 1 September Mr Turner was appointed as Chief Executive Officer of the
Company.
Key management personnel have no entitlement to termination payments in the event of removal for
misconduct.
Fixed compensation consists of consists of base compensation (which is calculated on a total cost basis and
includes any FBT charges relating to employee benefits), as well as employer contribution to superannuation
funds. Compensation levels are reviewed regularly by the Board through a process that considers individual
performance against agreed key performance indicators and the overall performance and exploration success
of the Group.
With respect to long-term incentives, in March 2021, the Company established an Employee Performance Rights
and Option Plan. It provides for key management personnel, consultants and staff to receive performance rights
and /or options over ordinary shares. Any performance rights or options issued to Directors require prior
approval by shareholders.
The board will determine the proportion of fixed and variable compensation for each director and key
management personnel. The total fair value of the Performance Rights is calculated at the grant date and
amounts are allocated to remuneration over the vesting period as applicable.
The following table sets out the remuneration for the Directors and key management expensed during the 2023
financial year:
26| G R V – Annual R e p o r t 2 0 2 3
DIRECTORS’ REPORT
REMUNERATION REPORT (AUDITED) (continued)
2023
Fixed remuneration
Variable remuneration
Salaries/
Director/
Consulting
Fees
$
88,7464
126,072
67,500
8,2001
406,4312
125,0003
821,949
Super
Total
$
-
12,328
-
861
24,430
9,820
47,439
$
88,746
138,400
67,500
9,061
430,861
134,820
869,388
Perform.
Rights5
$
-
-
-
(84,314)
-
(331,693)
(416,007)
Total
$
-
-
-
(75,253)
-
(196,873)
(272,126)
Value of
rights as %
of
Total
%
-
-
-
-
-
-
-
Tony Leibowitz
Neil Biddle
Elias Khouri
Dagmar Parsons
Mark Turner
Matthew Healy
Total
Note 1: Resigned 17 August 2022
Note 2: Appointed as CEO 24 August 2022
Note 3: Employment was transfer to Astute Metals NL on 25 November 2022
Note 4: Resigned on 31 December 2022
Note 5: Reversal of share based payment expense due to forfeiture
2022
Fixed remuneration
Variable remuneration
Salaries/
Director/
Consulting
Fees
$
172,500
276,432
82,500
60,5001
236,7392
250,0003
1,078,671
Super
Total
$
-
23,568
-
6,050
11,784
19,640
61,042
$
172,500
300,000
82,500
66,550
248,523
269,640
1,139,713
Perform.
Rights
$
1,190,000
763,049
714,000
323,206
-
756,139
3,746,394
Total
$
1,362,500
1,063,049
796,500
389,756
248,523
1,025,779
4,886,107
Value of
rights as %
of
Total
%
87.3%
71.8%
89.6%
82.9%
-
73.7%
76.7%
Tony Leibowitz
Neil Biddle
Elias Khouri
Dagmar Parsons
Mark Turner
Matthew Healy
Total
Note 1: Resigned 17 August 2022
Note 2: Appointed 10 January 2022
Note 3: Appointed 1 September 2021
Performance Rights
The Performance Rights granted are to incentivize the personnel to work towards and provide rewards for
achieving increases in the Company’s value as determined by the underlying exploration and feasibility results,
market price of its shares and length of tenure with the Company. The Company has the following Performance
Rights issued to Directors, executives, staff and consultants in existence during the current and prior reporting
periods.
27| G R V – Annual R e p o r t 2 0 2 3
DIRECTORS’ REPORT
REMUNERATION REPORT (AUDITED) (continued)
Class Grant Date
Expiry
Date
Number
Vested
during
year
Rights
Exercised
Rights
Expired
Performance Rights 2023
1
2
2
3
41
5
23/03/2021 22/03/2024 15,000,000
1,800,000
6/08/2021
12/10/2025
5,000,000
15/07/2021 12/10/2025
3,000,000
3/08/2024
4/08/2021
2,000,000
6/12/2025
7/12/2021
8,000,000
6/12/2024
7/12/2021
-
-
-
-
(2,000,000)
-
Note 1: Dagmar Parson resigned on 17 August 2022, rights will lapse after that date
-
-
-
-
-
-
-
-
-
-
-
-
Rights
Vested at
30/6/23
15,000,000
-
-
-
-
-
Rights
Unvested
at
30/6/2023
-
1,800,000
5,000,000
3,000,000
-
8,000,000
Class Grant Date
Expiry
Date
Number
Vested
during
year
Rights
Exercised
Rights
Expired
Performance Rights 2022
1
2
2
3
41
5
23/03/2021 22/03/2024 15,000,000 15,000,000
6/08/2021
12/10/2025
15/07/2021 12/10/2025
3/08/2024
4/08/2021
6/12/2025
7/12/2021
6/12/2024
7/12/2021
-
-
-
-
-
-
Note 1: Dagmar Parson resigned on 17 August 2022, rights will lapse after that date
1,800,000
5,000,000
3,000,000
2,000,000
8,000,000
-
-
-
-
-
-
-
-
-
-
-
Rights
Vested at
30/6/22
15,000,000
-
-
-
-
-
Rights
Unvested
at
30/6/2022
-
1,800,000
5,000,000
3,000,000
2,000,000
8,000,000
A valuation of the Performance Rights issued during the year was undertaken with the following factors and
assumptions being used to determine the fair value of each right on the grant date. In line with good practice a
revision of the probabilities is taken at each reporting date. Any changes are reflected in the valuation of the
Performance Rights over the vesting period.
Grant Date
Number
23/3/2021
5,000,000
Expiry Date
Class 1 A Performance Rights
Valuation prior
to
Probability
$664,500
22/3/2024
Probability
Valuation
right
per
100%
$0.1329
Vesting Conditions
The 30-day VWAP being greater than 20 cents per share at any time subsequent to the date of the grant and
other than for reasons outside the control of the Holder (such as invalidity, bona fide redundancy or death)
the holder is engaged with the company for a period of 12 months.
28| G R V – Annual R e p o r t 2 0 2 3
REMUNERATION REPORT (AUDITED) (continued)
Grant Date
Number
23/3/2021
5,000,000
Expiry Date
Class 1 B Performance Rights
Valuation prior
to
Probability
$641,500
22/3/2024
DIRECTORS’ REPORT
Probability
Valuation per
right
100%
$0.1283
Vesting Conditions
The 30-day VWAP being greater than 30 cents per share at any time subsequent to the date of the grant and
other than for reasons outside the control of the Holder (such as invalidity, bona fide redundancy or death)
the holder is engaged with the company for a period of 12 months.
Grant Date
Number
23/3/2021
5,000,000
Expiry Date
Class 1 C Performance Rights
Valuation prior
to
Probability
$578,500
22/3/2024
Probability
Valuation per
right
100%
$0.1157
Vesting Conditions
The 30-day VWAP being greater than 40 cents per share at any time subsequent to the date of the grant and
other than for reasons outside the control of the Holder (such as invalidity, bona fide redundancy or death)
the holder is engaged with the company for a period of 12 months.
Grant Date
Number
15/07/2021
6/08/2021
1,666,666
600,000
Expiry Date
Class 2 A Performance Rights
Valuation prior
to
Probability
$509,833
$278,040
12/10/2025
12/10/2025
Probability
Valuation per
right
100%
100%
$0.3059
$0.4634
Vesting Conditions
The 30-day VWAP being greater than 50 cents per share at any time subsequent to the date of the grant and
other than for reasons outside the control of the Holder (such as invalidity, bona fide redundancy or death)
the holder is engaged with the company for a period of 12 months.
Grant Date
Number
15/07/2021
6/08/2021
1,666,666
600,000
Expiry Date
Class 2 B Performance Rights
Valuation prior
to
Probability
$494,833
$275,280
12/10/2025
12/10/2025
Probability
Valuation per
right
100%
100%
$0.2969
$0.4588
Vesting Conditions
The 30-day VWAP being greater than 60 cents per share at any time subsequent to the date of the grant and
other than for reasons outside the control of the Holder (such as invalidity, bona fide redundancy or death)
the holder is engaged with the company for a period of 24 months.
29| G R V – Annual R e p o r t 2 0 2 3
REMUNERATION REPORT (AUDITED) (continued)
Grant Date
Number
15/07/2021
6/08/2021
1,666,666
600,000
Expiry Date
Class 2 C Performance Rights
Valuation prior
to
Probability
$460,833
$270,000
12/10/2025
12/10/2025
DIRECTORS’ REPORT
Probability
Valuation per
right
100%
100%
$0.2765
$0.4500
Vesting Conditions
The 30-day VWAP being greater than 70 cents per share at any time subsequent to the date of the grant and
other than for reasons outside the control of the Holder (such as invalidity, bona fide redundancy or death)
the holder is engaged with the company for a period of 36 months.
Grant Date
Number
4/08/2021
1,500,000
Expiry Date
Class 3 A Performance Rights
Valuation prior
to
Probability
$759,000
3/08/2024
Probability
Valuation
right
per
100%
$0.5060
Vesting Conditions
The 30-day VWAP being greater than 50 cents per share at any time subsequent to the date of the grant and
other than for reasons outside the control of the Holder (such as invalidity, bona fide redundancy or death)
the holder is engaged with the company for a period of 12 months.
Grant Date
Number
4/08/2021
1,500,000
Expiry Date
Class 3 B Performance Rights
Valuation prior
to
Probability
$733,200
3/08/2024
Probability
Valuation per
right
100%
$0.4888
Vesting Conditions
The 30-day VWAP being greater than 60 cents per share at any time subsequent to the date of the grant and
other than for reasons outside the control of the Holder (such as invalidity, bona fide redundancy or death)
the holder is engaged with the company for a period of 12 months.
Grant Date
Number
7/12/2021
1,000,000
Expiry Date
Class 4 A Performance Rights
Valuation prior
to
Probability
$242,800
6/12/2025
Probability
Valuation
right
per
0%
$0.2428
Vesting Conditions
The 30-day VWAP being greater than 50 cents per share at any time subsequent to the date of the grant and
other than for reasons outside the control of the Holder (such as invalidity, bona fide redundancy or death)
the holder is engaged with the company for a period of 12 months.
30| G R V – Annual R e p o r t 2 0 2 3
REMUNERATION REPORT (AUDITED) (continued)
Grant Date
Number
7/12/2021
1,000,000
Expiry Date
Class 4 B Performance Rights
Valuation prior
to
Probability
$233,200
6/12/2025
DIRECTORS’ REPORT
Probability
Valuation per
right
0%
$0.2332
Vesting Conditions
The 30-day VWAP being greater than 50 cents per share at any time subsequent to the date of the grant and
other than for reasons outside the control of the Holder (such as invalidity, bona fide redundancy or death)
the holder is engaged with the company for a period of 24 months.
Grant Date
Number
7/12/2021
4,000,000
Expiry Date
Class 5 A Performance Rights
Valuation prior
to
Probability
$364,200
6/12/2024
Probability
Valuation
right
per
100%
$0.2428
Vesting Conditions
The 30-day VWAP being greater than 50 cents per share at any time subsequent to the date of the grant.
Grant Date
Number
7/12/2021
4,000,000
Expiry Date
Class 5 B Performance Rights
Valuation prior
to
Probability
$583,000
6/12/2024
Probability
Valuation per
right
100%
$0.2332
Vesting Conditions
The 30-day VWAP being greater than 60 cents per share at any time subsequent to the date of the grant.
KEY MANAGEMENT PERSONNEL EQUITY HOLDINGS
Number of Shares Held by Key Management Personnel:
The number of ordinary shares held by Key Management Personnel of the group during the financial year is as
follows:
2023
Balance
1 July 2022
Rights
received as
compensation
exercised
Net change
Other
Balance on
appointment
or resignation
Balance
30 June 2023
Directors
Tony Leibowitz3
Neil Biddle
Elias Khouri
Dagmar Parsons1
Mark Turner
Key Management
Matthew Healy2
22,763,358
29,055,164
41,879,789
51,000
-
-
93,749,311
-
-
-
-
-
-
-
500,001
500,001
1,000,002
-
-
(23,263,359)
-
-
(51,000)
-
-
29,555,165
42,879,791
-
-
-
2,000,004
-
(23,314,359)
-
72,434,956
Note 1: Resigned 17 August 2022
Note 2: Employment was transfer to Astute Metals NL on 25 November 2022
Note 3: Resigned on 31 December 2022
31| G R V – Annual R e p o r t 2 0 2 3
DIRECTORS’ REPORT
REMUNERATION REPORT (AUDITED) (continued)
2022
Balance
1 July 2021
Rights
received as
compensation
Net change
Other
Balance on
appointment
or resignation
Balance
30 June 2022
22,763,358
28,039,387
41,879,789
-
-
-
-
-
-
-
-
1,015,777
-
51,000
-
-
92,682,534
Note1: Mark Turner was appointed as an Executive Director on 10 January 2022
Note2: Matthew Healy was appointed as Chief Executive Officer on 1 September 2021
Note 3: Dagmar Parsons resigned on 17 August 2022
-
1,066,777
-
-
-
-
-
-
-
-
-
22,763,358
29,055,164
41,879,789
51,000
-
-
93,749,311
Analysis of Performance Rights Held by Key Management Personnel
The number of Performance Rights Held by key management personnel are as follows:
Balance
1 July 2022
Granted as
compensation
/(forfeited)
Vested
During the
year
Balance
30 June 2023
Vested and
exercisable
5,000,000
15,000,000
3,000,000
2,000,000
-
5,000,000
30,000,000
-
-
-
(2,000,000)
-
-
-
(2,000,000)
-
-
-
-
-
-
-
Note 1: Dagmar Parsons resigned on 17 August 2022 and performance rights have lapsed.
2022
Balance
1 July 2021
Granted as
compensation
Vested
During the
year
-
15,000,000
-
-
-
-
15,000,000
-
-
-
5,000,000
-
3,000,000
2,000,000
-
5,000,000
15,000,000
3,000,000
-
-
-
15,000,000
-
-
-
5,000,000
28,000,000
-
15,000,000
Balance
30 June 2022
Vested and
exercisable
5,000,000
15,000,000
3,000,000
2,000,000
-
-
15,000,000
-
-
-
Directors
Tony Leibowitz
Neil Biddle
Elias Khouri
Dagmar Parsons3
Mark Turner1
Key Management
Matthew Healy2
2023
Directors
Tony Leibowitz
Neil Biddle
Elias Khouri
Dagmar Parsons1
Mark Turner
Key Management
Matthew Healy
Directors
Tony Leibowitz
Neil Biddle
Elias Khouri
Dagmar Parsons
Mark Turner
Key Management
Matthew Healy
-
15,000,000
5,000,000
15,000,000
-
15,000,000
5,000,000
30,000,000
-
15,000,000
32| G R V – Annual R e p o r t 2 0 2 3
DIRECTORS’ REPORT
REMUNERATION REPORT (AUDITED) (continued)
Options Held by Key Management Personnel
No options were held by Key Management Personnel during the current or prior reporting periods.
Key Management Personnel Loans
At the date of this report there were no loans or interest payable to any Directors (2022: nil).
Related Party Transactions
Transactions between related parties are on normal commercial terms and conditions and no more favourable
than those available to other parties unless otherwise stated.
Key management person
Transaction
Description
Transaction Value
Year ended 30 June
Balance outstanding
As at 30 June
2023
$
2022
$
2023
$
2022
$
Mr. Leibowitz and Mr.
Biddle are directors of
Bardoc Gold Limited
Rentals and office
support services paid
to Bardoc Gold Limited
-
18,355
Kalonda Pty Ltd (company
associated with Mr.
Leibowitz)
Mining Investments
Limited (company
associated with Mr.
Khouri)
Director’s fees
88,746
172,500
Director’s fees
67,500
82,500
-
-
-
-
19,250
-
33| G R V – Annual R e p o r t 2 0 2 3
DIRECTORS’ REPORT
REMUNERATION REPORT (AUDITED) (continued)
SHARE OPTIONS & PERFORMANCE RIGHTS
Unissued Shares under Option
No options were held by Key Management Personnel during the current or prior reporting periods.
Performance Rights
At the date of this report, the number of Performance Rights of the Company under issue are:
Grant Date
23/3/2021
15/07/2021
6/08/2021
4/08/2021
7/12/2021
Expiry Date
22/3/2024
12/10/2025
12/10/2025
3/08/2024
6/12/2024
Class
1
2
2
3
5
Number of Rights
15,000,000
5,000,000
1,800,000
3,000,000
8,000,000
32,800,000
End of Audited Remuneration Report.
CORPORATE GOVERNANCE STATEMENT
The Company’s Corporate Governance Statement is set out on the Company’s website at:
https://greenvaleenergy.com.au/corporate/governance-statement/
AUDITOR INDEPENDENCE
The Auditor’s independence declaration for the year ended 30 June 2023 has been received and can be found
on page 35.
Signed in accordance with a resolution of the Directors made pursuant to s298 (2) (a) of the Corporations Act
2000.
Neil Biddle
Chairman
Dated 29 September 2023
34| G R V – Annual R e p o r t 2 0 2 3
RSM Australia Partners
Level 13, 60 Castlereagh Street Sydney NSW 2000
GPO Box 5138 Sydney NSW 2001
T +61 (0) 2 8226 4500
F +61 (0) 2 8226 4501
www.rsm.com.au
AUDITOR’S INDEPENDENCE DECLARATION
As lead auditor for the audit of the financial report of Greenvale Energy Limited and its controlled entities for the
year ended 30 June 2023, I declare that, to the best of my knowledge and belief, there have been no
contraventions of:
(i)
the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
(ii)
any applicable code of professional conduct in relation to the audit.
RSM AUSTRALIA PARTNERS
Peter Kanellis
Partner
Sydney, NSW
Dated: 29 September 2023
THE POWER OF BEING UNDERSTOOD
AUDIT | TAX | CONSULTING
35 | GRV – Annual Report 2023
RSM Australia Partners is a member of the RSM network and trades as RSM. RSM is the trading name used by the members of the RSM network. Each member of the
RSM network is an independent accounting and consulting firm which practices in its own right. The RSM network is not itself a separate legal entity in any jurisdiction.
RSM Australia Partners ABN 36 965 185 036
Liability limited by a scheme approved under Professional Standards Legislation
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2023
Consolidated
2022
$
Consolidated
2023
$
Note
Other income
Administrative expenses
Director emoluments
Exploration expenditures written off
Fair value movement of financial liability
Finance costs
Loss on disposal of subsidiary
Share of profits of associates (equity method)
Share based payments write back/(expense)
LOSS BEFORE INCOME TAX FROM
CONTINUING OPERATIONS
Income tax benefit
Loss after income tax expense from continuing
operations
Profit after income tax expense from
discontinued operations
LOSS AFTER INCOME TAX FOR THE YEAR
OTHER COMPREHENSIVE INCOME
Loss on the revaluation of equity instruments
(at fair value)
TOTAL COMPREHENSIVE LOSS FOR THE YEAR
Loss for the year is attributable to:
Owners of Greenvale Energy Ltd
Non-controlling interest
2
3
4
16
16
13
19
5
30
20
Total comprehensive loss for the year is attributable to:
Continuing operations
Discontinued operations
Owners of Greenvale Energy Ltd
30
25,242
56,838
(1,679,006)
(290,520)
(137,502)
(1,032,206)
(320,000)
(737,709)
(28,607)
437,995
(1,041,761)
(591,932)
(54,454)
-
-
-
-
(5,668,076)
(3,762,313)
(7,299,385)
-
-
(3,762,313)
(7,299,385)
(2,350)
46,326
(3,764,663)
(7,253,059)
(1,129,118)
(4,893,781)
(4,893,781)
-
(4,893,781)
(4,891,432)
(2,350)
(5,674,062)
-
(7,253,059)
(7,253,059)
-
(7,253,059)
(7,299,385)
46,326
(7,253,059)
Earnings per share for loss from continuing operations attributable to the owners of Greenvale Energy Ltd:
7
Basic loss per share (cents)
7
Diluted loss per share (cents)
(0.98)
(0.98)
(1.84)
(1.84)
Earnings per share for profit of discontinued operations attributable to the owners of Greenvale Energy Ltd:
7
Basic loss per share (cents)
7
Diluted loss per share (cents)
0.01
0.01
-
-
Earnings per share for profit attributable to the owners of Greenvale Energy Ltd:
(0.98)
Basic loss per share (cents)
7
(1.83)
(1.83)
(0.98)
7
Diluted loss per share (cents)
This consolidated statement of profit or loss and other comprehensive income should be read in conjunction
with the notes to the financial statements.
36| G R V – Annual R e p o r t 2 0 2 3
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2023
Financial
Note
Consolidated
2023
$
Consolidated
2022
$
CURRENT ASSETS
Cash and cash equivalents
Trade and other receivables
Other assets
Assets held for sale
TOTAL CURRENT ASSETS
NON-CURRENT ASSETS
Exploration and evaluation
Plant and equipment
Investments
Intangibles
Right of use assets
TOTAL NON-CURRENT ASSETS
TOTAL ASSETS
CURRENT LIABILITIES
Trade and other payables
Lease liability
Liabilities directly associated with assets
classified as held for sale
Borrowings
TOTAL CURRENT LIABILITIES
NON-CURRENT LIABILITIES
Lease liability
TOTAL NON-CURRENT LIABILITIES
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued capital
Reserves
Accumulated losses
TOTAL EQUITY
10
11
13
14
12
15
12
30
16
12
17
18
22(b)
8
9
30
5,164,007
616,213
345,418
-
6,125,638
4,888,075
152,261
3,154,775
200,000
60,600
8,455,711
4,342,113
83,200
56,446
4,907,205
9,388,964
3,942,430
184,502
-
-
96,814
4,223,746
14,581,349
13,612,710
340,572
36,214
-
3,764,756
4,141,542
29,518
29,518
4,171,060
349,510
36,214
433,253
-
818,977
65,733
65,733
884,710
10,410,289
12,728,000
28,753,108
5,258,416
(23,601,235)
25,699,045
6,865,527
(19,836,572)
10,410,289
12,728,000
This consolidated statement of financial position should be read in conjunction with the notes to the financial
statements.
37| G R V – Annual R e p o r t 2 0 2 3
Equity
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2023
Issued
Capital
$
Reserves
$
Accumulated
Losses
$
Total
Equity
$
Balance as at 30 June 2021
24,432,696
1,425,451
(12,583,513)
13,274,634
Loss after income tax expense
for the year
Total comprehensive income for
the year
Transactions with owners in
their capacity as owners:
Contributions of equity, net of
transaction costs
Equity settled share-based
payments expense
Transfer to Issued Capital upon
exercise of options
Balance as at 30 June 2022
Loss after income tax expense
for the year
Total comprehensive income for
the year
Transactions with owners in
their capacity as owners:
Contributions of equity, net of
transaction costs
Equity settled share-based
payments expense
Transfer to Issued Capital upon
exercise of options
Fair value through Other
Comprehensive Income
Balance as at 30 June 2023
-
-
1,038,349
-
-
-
-
5,668,076
(7,253,059)
(7,253,059)
(7,253,059)
(7,253,059)
-
-
1,038,349
5,668,076
228,000
25,699,045
(228,000)
6,865,527
-
(19,836,572)
-
12,728,000
-
-
3,014,063
-
-
-
-
(437,993)
40,000
(40,000)
(4,084,663)
(4,084,663)
(4,084,663)
(4,084,663)
-
-
-
3,014,063
(437,993)
-
(1,129,118)
10,410,289
-
28,753,108
(1,129,118)
5,258,416
(23,601,235)
This consolidated statement of changes in equity should be read in conjunction with the notes to the financial
statements
38| G R V – Annual R e p o r t 2 0 2 3
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2023
Note
Consolidated
2023
$
25,242
20,003
(1,176,511)
Consolidated
2022
$
10,158
100,330
(1,360,024)
OPERATING ACTIVITIES
Interest received
Other income
Payments to suppliers and employees
NET CASH USED IN OPERATING ACTIVITIES
22(a)
(1,131,266)
(1,249,536)
INVESTING ACTIVITIES
Payments for exploration expenditure
Payments for plant and equipment
Payments for security deposits
Proceeds from tenement bond
Proceeds from sale of plant and equipment
NET CASH PROVIDED BY /(USED IN)
INVESTING ACTIVITIES
FINANCING ACTIVIES
Proceeds from borrowings
Repayment of lease liabilities
Proceeds from capital raising (net of costs)
NET CASH PROVIDED FROM FINANCING
ACTIVITIES
Net (decrease)/increase in cash held
Cash at the beginning of the financial year
CASH AT THE END OF THE FINANCIAL YEAR
19(b)
821,894
4,347,502
5,164,007
(3,398,116)
(22,587)
(59,748)
7,000
-
(4,337,209)
(813,233)
(122,548)
-
23,636
(3,473,451)
(5,249,354)
4,000,000
-
1,426,611
5,426,611
-
(46,227)
1,038,349
992,122
(5,506,768)
9,854,270
4,347,502
This consolidated statement of cash flows should be read in conjunction with the notes to the financial
statements
39| G R V – Annual R e p o r t 2 0 2 3
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES
This financial report for the year ended 30 June 2023 of consists of Greenvale Energy Ltd (the Company) and its
controlled subsidiaries (the Group or Consolidated Entity).
Greenvale is a listed public company limited by shares, incorporated and domiciled in Australia whose shares
are publicly traded on the Australian Securities Exchange.
A description of the nature of the Group's operations and its principal activities are included in the directors'
report, which is not part of the financial statements.
The financial statements were authorised for issue on 29 September 2023 by the directors of the Company.
The principal accounting policies adopted in the preparation of the financial statements are set out below. These
policies have been consistently applied to all the years presented, unless otherwise stated.
PARENT ENTITY INFORMATION
In accordance with the Corporations Act 2001, these financial statements present the results of the Group only.
Supplementary information about the parent entity is disclosed in Note 29.
A. BASIS OF PREPARATION
The financial report is a general-purpose financial report which 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. The Group is a for profit entity
for financial reporting purposes under Australian Accounting Standards.
Australian Accounting Standards set out accounting policies that the AASB has concluded would result in a
financial report containing relevant and reliable information about transactions, events and conditions.
Compliance with Australian Accounting Standards ensures that the financial statements and notes also comply
with International Financial Reporting Standards.
The financial report has been prepared on an accrual basis and is based on historical costs, modified, where
applicable, by the measurement at fair value of selected non-current assets, financial assets and financial
liabilities. Material accounting policies adopted in preparation of this financial report are presented below and
have been consistently applied unless otherwise stated.
The financial statements are presented in Australian dollars which is the Company’s functional and presentation
currency.
B. PRINCIPLES OF CONSOLIDATION
The consolidated financial statements incorporate the assets, liabilities and results of entities controlled by the
Company at the end of the reporting period. A controlled entity is any entity over which the Company has the
ability and right to govern the financial and operating policies so as to obtain benefits from the entity’s activities.
In preparing the consolidated financial statements, all inter-group balances and transactions between entities
in the consolidated group have been eliminated in full on consolidation.
Where controlled entities have entered or left the consolidated entity during the year, the financial performance
of those entities is included only for the period of the year that they were controlled.
40| G R V – Annual R e p o r t 2 0 2 3
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
C. INCOME TAX
Income tax expense comprises current and deferred tax. Income tax expense is recognised in profit or loss
except to the extent that it relates to items recognised directory in equity, in which case it is recognised in equity.
Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or
substantively enacted at the reporting date. Current tax liabilities / (assets) are therefore measured at the
amounts expected to be paid to / (recovered from) the relevant taxation authority. Deferred tax expense
reflects movements in deferred tax asset and liability balances during the year as well as unused tax losses.
Current and deferred income tax expense is charged or credited to equity instead of the profit or loss when the
tax relates to items that are credited or charged directly to equity.
Deferred tax assets and liabilities are ascertained based on temporary differences arising between the tax bases
of assets and liabilities and their carrying amounts in the financial statements. Deferred tax assets also result
where amounts have been fully expensed but future tax deductions are available. No deferred income tax will
be recognised from the initial recognition of an asset or liability, excluding a business combination, where there
is no effect on accounting or taxable profit or loss.
Deferred tax is measured at the tax rates that are expected to be applied to the temporary differences when
they reverse, based on the laws that have been enacted or substantively enacted by the reporting date. Their
measurement also reflects the manner in which management expects to recover or settle the carrying amount
or the related asset or liability.
Deferred tax assets relating to temporary differences and unused tax losses are recognised only to the extent
that it is probable that future taxable profit will be available, against which the benefits of the deferred tax asset
can be utilised.
D. EXPLORATION AND EVALUATION EXPENDITURE
Exploration and evaluation costs are capitalised as exploration and evaluation assets on a project-by-project
basis pending determination of the technical feasibility and commercial viability of the project. The capitalised
costs are presented as both tangible or intangible exploration and evaluation assets according to the nature of
the assets acquired. When a licence is relinquished or a project abandoned, the related costs are recognised in
the statement of comprehensive income immediately.
Exploration and evaluation assets are assessed for impairment if (i) sufficient data exists to determine technical
feasibility and commercial viability, and (ii) facts and circumstances suggest that the carrying amount exceeds
the recoverable amount. For the purposes of impairment testing, exploration and evaluation assets are
allocated to cash-generating units consistent with the determination of reportable segments.
Upon determination of proven reserves, intangible exploration and evaluation assets attributable to those
reserves are first tested for impairment and then reclassified from exploration and evaluation assets to a
separate category within tangible assets.
Amortisation is not charged on exploration and evaluation assets until they are available for use.
Pre-licence costs are recognised in the statement of comprehensive income as incurred. Expenditure deemed
unsuccessful is recognised in the statement of comprehensive income immediately.
41| G R V – Annual R e p o r t 2 0 2 3
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
E. CASH AND CASH EQUIVALENTS
Cash and cash equivalents comprise cash balances and call deposits.
F. SHARE CAPITAL
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of ordinary shares
and share options are recognised as a deduction from equity, net of any related income tax benefit.
G. OTHER INCOME
Financial income comprises interest income. Interest income is recognised in the statement of comprehensive
income as it accrues, using the effective interest rate method.
H. CURRENT & NON-CURRENT CLASSIFICATION
Assets and liabilities are presented in the statement of financial position based on current and non-current
classification.
An asset is classified as current when: it is either expected to be realised or intended to be sold or consumed in
normal operating cycle; it is held primarily for the purpose of trading; it is expected to be realised within 12
months after the reporting period; or the asset is cash or cash equivalent unless restricted from being exchanged
or used to settle a liability for at least 12 months after the reporting period. All other assets are classified as non-
current.
A liability is classified as current when: it is either expected to be settled in normal operating cycle; it is held
primarily for the purpose of trading; it is due to be settled within 12 months after the reporting period; or there
is no unconditional right to defer the settlement of the liability for at least 12 months after the reporting period.
All other liabilities are classified as non-current.
IMPAIRMENT
I.
The carrying amount of non-financial assets other than exploration and evaluation assets are reviewed each
reporting date whether there is any indication of impairment. If any such indications exist, the assets
recoverable amount is estimated.
An impairment loss is recognised whenever the carrying amount of an asset or its cash generating unit exceeds
its recoverable amount. Impairment losses are recognised in the statement of comprehensive income.
Calculation of recoverable amount:
The recoverable amount of receivables is calculated as the present value of estimated future cash flows,
discounted at the original effective interest rate.
The recoverable amount of other assets is the greater of their net selling price and value in use. In assessing
value in use, the estimated future cash flows are discounted to their present value using a pre-tax discounted
rate that reflects current market assessment of the time value and the risks specific to the asset.
J. GOODS AND SERVICES TAX (GST)
Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST
incurred is not recoverable from the taxation authority. In these circumstances, the GST is recognised as part of
the cost of acquisition of the asset or as part of the expense.
Receivables and payables are stated with the amount of GST included. The net amount of GST recoverable from,
or payable to, the ATO is included as a current asset or liability in the statement of financial position.
42| G R V – Annual R e p o r t 2 0 2 3
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
K. EARNINGS PER SHARE
The Company presents basic and diluted earnings per share (EPS) data for its ordinary shares. Basic EPS is
calculated by dividing the profit or loss attributable to ordinary shareholders of the Company by the weighted
average number of ordinary shares outstanding during the period. Diluted EPS is determined by adjusting the
profit or loss attributable to ordinary shareholders and the weighted average number of ordinary shares
outstanding for the effects of any dilutive potential ordinary shares, which comprise convertible notes and share
options granted.
L. TRADE AND OTHER RECEIVABLES
Trade receivables are initially recognised at fair value and subsequently measured at amortised cost using the
effective interest method, less any allowance for expected credit losses. Trade receivables are generally due
for settlement within 30 days.
The Group has applied the simplified approach to measuring expected credit losses, which uses a lifetime
expected loss allowance. To measure the expected credit losses, trade receivables have been grouped based
on days overdue.
Other receivables are recognised at amortised cost, less any allowance for expected credit losses.
M. TRADE AND OTHER PAYABLES
Trade payables and other payables are carried at amortised costs and represent liabilities for goods and services
provided by the Group prior to the end of the financial year that are unpaid and arise when the Group becomes
obligated to make future payments in respect of the purchase of these goods and services. The amounts are
unsecured and are usually paid within 30 days of recognition.
N. OPERATING SEGMENTS
Operating segments are presented using the 'management approach', where the information presented is on
the same basis as the internal reports provided to the Chief Operating Decision Makers ('CODM'). The CODM is
responsible for the allocation of resources to operating segments and assessing their performance.
O. DISCONTINUED OPERATIONS
A discontinued operation is a component of the consolidated entity that has been disposed of or is classified as
held for sale and that represents a separate major line of business or geographical area of operations, is part of
a single co-ordinated plan to dispose of such a line of business or area of operations, or is a subsidiary acquired
exclusively with a view to resale. The results of discontinued operations are presented separately on the face of
the statement of profit or loss and other comprehensive income.
EMPLOYEE BEENFITS
P.
Short-term employee benefits:
Liabilities for wages and salaries, including non-monetary benefits, annual leave and long service leave expected
to be settled wholly within 12 months of the reporting date are measured at the amounts expected to be paid
when the liabilities are settled.
43| G R V – Annual R e p o r t 2 0 2 3
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
EMPLOYEE BEENFITS (CONTINUED)
Other long-term employee benefits:
The liability for annual leave and long service leave not expected to be settled within 12 months of the reporting
date are measured at the present value of expected future payments to be made in respect of services provided
by employees up to the reporting date using the projected unit credit method. Consideration is given to expected
future wage and salary levels, experience of employee departures and periods of service. Expected future
payments are discounted using market yields at the reporting date on corporate bonds with terms to maturity
and currency that match, as closely as possible, the estimated future cash outflows.
Defined contribution superannuation expense:
Contributions to defined contribution superannuation plans are expensed in the period in which they are
incurred.
Share-based payments:
Equity-settled and cash-settled share-based compensation benefits are provided to employees.
Equity-settled transactions are awards of shares, or options over shares, that are provided to employees in
exchange for the rendering of services. Cash-settled transactions are awards of cash for the exchange of services,
where the amount of cash is determined by reference to the share price.
The cost of equity-settled transactions are measured at fair value on grant date. Fair value is independently
determined using either the Binomial or Black-Scholes option pricing model that takes into account the exercise
price, the term of the option, the impact of dilution, the share price at grant date and expected price volatility
of the underlying share, the expected dividend yield and the risk free interest rate for the term of the option,
together with non-vesting conditions that do not determine whether the consolidated entity receives the
services that entitle the employees to receive payment. No account is taken of any other vesting conditions.
The cost of equity-settled transactions are recognised as an expense with a corresponding increase in equity
over the vesting period. The cumulative charge to profit or loss is calculated based on the grant date fair value
of the award, the best estimate of the number of awards that are likely to vest and the expired portion of the
vesting period. The amount recognised in profit or loss for the period is the cumulative amount calculated at
each reporting date less amounts already recognised in previous periods.
The cost of cash-settled transactions is initially, and at each reporting date until vested, determined by applying
either the Binomial or Black-Scholes option pricing model, taking into consideration the terms and conditions
on which the award was granted. The cumulative charge to profit or loss until settlement of the liability is
calculated as follows:
•
•
during the vesting period, the liability at each reporting date is the fair value of the award at that date
multiplied by the expired portion of the vesting period.
from the end of the vesting period until settlement of the award, the liability is the full fair value of the
liability at the reporting date.
All changes in the liability are recognised in profit or loss. The ultimate cost of cash-settled transactions is the
cash paid to settle the liability.
Market conditions are taken into consideration in determining fair value. Therefore, any awards subject to
market conditions are considered to vest irrespective of whether that market condition has been met, provided
all other conditions are satisfied.
44| G R V – Annual R e p o r t 2 0 2 3
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
EMPLOYEE BEENFITS (CONTINUED)
If equity-settled awards are modified, as a minimum an expense is recognised as if the modification has not been
made. An additional expense is recognised, over the remaining vesting period, for any modification that
increases the total fair value of the share-based compensation benefit as at the date of modification.
If the non-vesting condition is within the control of the consolidated entity or employee, the failure to satisfy
the condition is treated as a cancellation. If the condition is not within the control of the consolidated entity or
employee and is not satisfied during the vesting period, any remaining expense for the award is recognised over
the remaining vesting period, unless the award is forfeited.
If equity-settled awards are cancelled, it is treated as if it has vested on the date of cancellation, and any
remaining expense is recognised immediately. If a new replacement award is substituted for the cancelled
award, the cancelled and new award is treated as if they were a modification.
LEASES
Q.
The Group as lessee
At inception of a contract, the Group assesses if the contract contains or is a lease. If there is a lease present,
a right-of-use asset and a corresponding lease liability are recognised by the Group where the Group is a lessee.
However, all contracts that are classified as short-term leases (ie a lease with a remaining lease term of 12
months or less) and leases of low-value assets are recognised as an operating expense on a straight-line basis
over the term of the lease.
Initially the lease liability is measured at the present value of the lease payments still to be paid at the
commencement date. The lease payments are discounted at the interest rate implicit in the lease. If this rate
cannot be readily determined, the Group uses the incremental borrowing rate.
Lease payments included in the measurement of the lease liability are as follows:
•
•
•
•
•
•
fixed lease payments less any lease incentives;
variable lease payments that depend on an index or rate, initially measured using the index or rate at
the commencement date;
the amount expected to be payable by the lessee under residual value guarantees;
the exercise price of purchase options, if the lessee is reasonably certain to exercise the options;
lease payments under extension options, if the lessee is reasonably certain to exercise the options; and
payments of penalties for terminating the lease, if the lease term reflects the exercise of an option to
terminate the lease.
The right-of-use assets comprise the initial measurement of the corresponding lease liability, any lease
payments made at or before the commencement date and any initial direct costs. The subsequent
measurement of the right-of-use assets is at cost less accumulated depreciation and impairment losses.
Right-of-use assets are depreciated over the lease term or useful life of the underlying asset, whichever is the
shortest.
Where a lease transfers ownership of the underlying asset or the cost of the right-of-use asset reflects that the
Group anticipates to exercise a purchase option, the specific asset is depreciated over the useful life of the
underlying asset.
45| G R V – Annual R e p o r t 2 0 2 3
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
LEASES (CONTINUED)
Lease term
The lease term is a significant component in the measurement of both the right-of-use asset and lease liability.
Judgement is exercised in determining whether there is reasonable certainty that an option to extend the lease
or purchase the underlying asset will be exercised, or an option to terminate the lease will not be exercised,
when ascertaining the periods to be included in the lease term. In determining the lease term, all facts and
circumstances that create an economical incentive to exercise an extension option, or not to exercise a
termination option, are considered at the lease commencement date. Factors considered may include the
importance of the asset to the Group's operations; comparison of terms and conditions to prevailing market
rates; incurrence of significant penalties; existence of significant leasehold improvements; and the costs and
disruption to replace the asset. The Group reassesses whether it is reasonably certain to exercise an extension
option, or not exercise a termination option, if there is a significant event or significant change in
circumstances.
Incremental borrowing rate
Where the interest rate implicit in a lease cannot be readily determined, an incremental borrowing rate is
estimated to discount future lease payments to measure the present value of the lease liability at the lease
commencement date. Such a rate is based on what the Group estimates it would have to pay a third party to
borrow the funds necessary to obtain an asset of a similar value to the right-of-use asset, with similar terms,
security and economic environment.
R. PROPERTY, PLANT & EQUIPMENT
Plant and equipment is stated at historical cost less accumulated depreciation and impairment. Historical cost
includes expenditure that is directly attributable to the acquisition of the items. Depreciation is calculated on a
written down basis to write off the net cost of each item of property, plant and equipment (excluding land) over
their expected useful lives as follows:
Plant and equipment
Computers, software and Tech
Equipment’s
Furniture and fixtures
Leasehold improvements
7-13 years
2-3 years
6 years
6 years
The residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each
reporting date.
An item of property, plant and equipment is derecognised upon disposal or when there is no future economic
benefit to the Group. Gains and losses between the carrying amount and the disposal proceeds are taken to
profit or loss. Any revaluation surplus reserve relating to the item disposed of is transferred directly to retained
profits.
S. NEW ACCOUNTING STANDARDS AND INTERPRETATIONS NOT YET MANDATORY OR EARLY ADOPTED
The Group has adopted all of the new or amended Accounting Standards and Interpretations issued by the
Australian Accounting Standards Board ('AASB') that are mandatory for the current reporting period.
Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early
adopted.
T. NON-CURRENT ASSETS OR DISPOSAL GROUSP CLASSIFIED AS HELD FOR SALE
Non-current assets and assets of disposal groups are classified as held for sale if their carrying amount will be
recovered principally through a sale transaction rather than through continued use. They are measured at the
lower of their carrying amount and fair value less costs of disposal. For non-current assets or assets of disposal
groups to be classified as held for sale, they must be available for immediate sale in their present condition and
their sale must be highly probable.
46| G R V – Annual R e p o r t 2 0 2 3
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NON-CURRENT ASSETS OR DISPOSAL GROUSP CLASSIFIED AS HELD FOR SALE (CONTINUED)
An impairment loss is recognised for any initial or subsequent write down of the non-current assets and assets
of disposal groups to fair value less costs of disposal. A gain is recognised for any subsequent increases in fair
value less costs of disposal of a non-current assets and assets of disposal groups, but not in excess of any
cumulative impairment loss previously recognised. Non-current assets are not depreciated or amortised while
they are classified as held for sale. Interest and other expenses attributable to the liabilities of assets held for
sale continue to be recognised.
Non-current assets classified as held for sale and the assets of disposal groups classified as held for sale are
presented separately on the face of the statement of financial position, in current assets. The liabilities of
disposal groups classified as held for sale are presented separately on the face of the statement of financial
position, in current liabilities.
U. INVESTMENTS AND OTHER FINANCIAL ASSETS
Investments and other financial assets are initially measured at fair value. Transaction costs are included as part
of the initial measurement, except for financial assets at fair value through profit or loss. Such assets are
subsequently measured at either amortised cost or fair value depending on their classification. Classification is
determined based on both the business model within which such assets are held and the contractual cash flow
characteristics of the financial asset unless an accounting mismatch is being avoided.
Financial assets are derecognised when the rights to receive cash flows have expired or have been transferred
and the consolidated entity has transferred substantially all the risks and rewards of ownership. When there is
no reasonable expectation of recovering part or all of a financial asset, it's carrying value is written off.
Financial assets at fair value through other comprehensive income
Financial assets at fair value through other comprehensive income include equity investments which the
consolidated entity intends to hold for the foreseeable future and has irrevocably elected to classify them as
such upon initial recognition.
V. INVESTMENTS IN ASSOCIATES
Associates are entities over which the Group has significant influence but not control or joint control.
Investments in associates are accounted for using the equity method. Under the equity method, the share of
the profits or losses of the associate is recognised in profit or loss and the share of the movements in equity is
recognised in other comprehensive income. Investments in associates are carried in the statement of financial
position at cost plus post-acquisition changes in the Group’s share of net assets of the associate. Goodwill
relating to the associate is included in the carrying amount of the investment and is neither amortised nor
individually tested for impairment. Dividends received or receivable from associates reduce the carrying amount
of the investment.
When the Group's share of losses in an associate equals or exceeds its interest in the associate, including any
unsecured long-term receivables, the Group does not recognise further losses, unless it has incurred obligations
or made payments on behalf of the associate. The Group discontinues the use of the equity method upon the
loss of significant influence over the associate and recognises any retained investment at its fair value. Any
difference between the associate's carrying amount, fair value of the retained investment and proceeds from
disposal is recognised in profit or loss.
47| G R V – Annual R e p o r t 2 0 2 3
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
W. BORROWINGS
Loans and borrowings are initially recognised at the fair value of the consideration received, net of transaction
costs. They are subsequently measured at amortised cost using the effective interest method.
The component of the convertible notes that exhibits characteristics of a liability is recognised as a liability in
the statement of financial position, net of transaction costs.
On the issue of the convertible notes the fair value of the liability component is determined using a market rate
for an equivalent non-convertible bond and this amount is carried as a non-current liability on the amortised
cost basis until extinguished on conversion or redemption. The increase in the liability due to the passage of
time is recognised as a finance cost. The remainder of the proceeds are allocated to the conversion option that
is recognised and included in shareholders equity as a convertible note reserve, net of transaction costs. The
carrying amount of the conversion option is not remeasured in the subsequent years. The corresponding interest
on convertible notes is expensed to profit or loss.
1. CRITICAL ACCOUNTING JUDGEMENTS, ESTIMATES AND ASSUMPTIONS
The preparation of the financial statements requires management to make judgements, estimates and
assumptions that affect the reported amounts in the financial statements. Management continually evaluates
its judgements and estimates in relation to assets, liabilities, contingent liabilities, revenue and expenses.
Management bases its judgements, estimates and assumptions on historical experience and on other various
factors, including expectations of future events, management believes to be reasonable under the
circumstances. The resulting accounting judgements and estimates will seldom equal the related actual results.
The judgements, estimates and assumptions that have a significant risk of causing a material adjustment to the
carrying amounts of assets and liabilities (refer to the respective notes) within the next financial year are
discussed below.
Estimation of useful lives of assets:
The consolidated entity determines the estimated useful lives and related depreciation and amortisation charges
for its property, plant and equipment and finite life intangible assets. The useful lives could change significantly
as a result of technical innovations or some other event. The depreciation and amortisation charge will increase
where the useful lives are less than previously estimated lives, or technically obsolete or non-strategic assets
that have been abandoned or sold will be written off or written down.
Income tax:
The consolidated entity is subject to income taxes in the jurisdictions in which it operates. Significant judgement
is required in determining the provision for income tax. There are many transactions and calculations
undertaken during the ordinary course of business for which the ultimate tax determination is uncertain. The
consolidated entity recognises liabilities for anticipated tax audit issues based on the consolidated entity's
current understanding of the tax law. Where the final tax outcome of these matters is different from the carrying
amounts, such differences will impact the current and deferred tax provisions in the period in which such
determination is made.
Recovery of deferred tax assets:
Deferred tax assets are recognised for deductible temporary differences only if the consolidated entity
considers it is probable that future taxable amounts will be available to utilise those temporary differences and
losses.
Share-based payment transactions:
The consolidated entity measures the cost of equity-settled transactions with employees by reference to the fair
value of the equity instruments at the date at which they are granted. The fair value is determined by using
either the Binomial or Black-Scholes model taking into account the terms and conditions upon which the
instruments were granted. The accounting estimates and assumptions relating to equity-settled share-based
payments would have no impact on the carrying amounts of assets and liabilities within the next annual
reporting period but may impact profit or loss and equity. Refer to note 19 for further information.
48| G R V – Annual R e p o r t 2 0 2 3
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
1. CRITICAL ACCOUNTING JUDGEMENTS, ESTIMATES AND ASSUMPTIONS
Going Concern
The financial statements have been prepared on the going concern basis, which contemplates continuity of
normal business activities and the realisation of assets and discharge of liabilities in the normal course of
business.
As disclosed in the financial statements, the consolidated entity incurred a loss of $3,764,663 and had net cash
outflows from operating activities of $1,131,266 and net cash outflows from investing activities of $3,473,451
for the year ended 30 June 2023.
The Directors believe that it is reasonably foreseeable that the consolidated entity will continue as a going
concern and that it is appropriate to adopt the going concern basis in the preparation of the financial report
after consideration of the following factors:
•
•
•
•
The Group had cash and cash equivalents of $5,164,007 as at 30 June 2023;
The Directors have considered cash flow forecasts, that indicate that the consolidated entity is expected
to continue to operate within the limits of its available cash reserves;
If required, the Group could continue to raise additional funds on a timely basis; and
the directors have the ability to reduce discretionary expenditures of the Company.
2. OTHER INCOME
Interest
Contract labour hire
Other income
TOTAL OTHER INCOME
3. ADMINISTRATIVE EXPENSES
Wages and salaries
Due diligence
Consultants’ fees
Compliance and legal fees
Marketing and investor relations
Travel
Depreciation & amortisation expense
Other administrative expenses
TOTAL ADMINISTRATIVE EXPENSES
4. IMPAIRMENT AND EXPLORATION CHARGES
Impairment of capitalised exploration & evaluation
expenditure
Other exploration costs
TOTAL IMPAIRMENT AND EXPLORATION CHARGES
2023
$
25,242
-
-
25,242
2023
$
907,928
91,091
36,361
124,306
85,504
75,164
26,475
332,177
2022
$
10,158
26,677
20,003
56,838
2022
$
150,061
-
246,580
175,259
81,967
110,212
48,001
229,681
1,679,006
1,041,761
2023
$
-
137,502
137,502
2022
$
54,454
-
54,454
49| G R V – Annual R e p o r t 2 0 2 3
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
5. INCOME TAX BENEFIT
(a) Tax benefit
Current tax benefit
Deferred tax benefit
Income tax benefit
2023
$
-
-
-
2022
$
-
-
-
A reconciliation of the income tax expense (benefit) applicable to the accounting loss before income tax at the
statutory income tax rate to income tax expense at the Company’s effective income tax rate for the years ended
30 June 2023 and 2022 is as follows:
Accounting loss before income tax
Income tax using corporate rate of 25% (2022: 25%)
Increase in income tax expense due to:
Non-deductible expenses
Tax losses and other timing differences not brought
to the account
R&D Tax Incentive rebate
R&D Tax Incentive rebate (capitalised)
INCOME TAX BENEFIT
6. DEFERRED TAX ASSETS
Deferred tax assets – not recognised
Deferred tax assets arising from tax losses calculated
at 25% (2022: 25%):
Tax losses
Capital losses
Exploration expenditure
2023
$
(3,764,663)
(941,166)
2022
$
(7,253,059)
(1,813,265)
415,175
1,423,112
525,991
464,055
(464,055)
-
2023
$
390,153
-
-
-
2022
$
4,941,455
467,287
(1,222,019)
4,186,723
4,128,855
290,011
(1,688,878)
2,729,988
50| G R V – Annual R e p o r t 2 0 2 3
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
7. LOSS PER SHARE
The calculation of basic loss and diluted earnings per share at 30 June 2023 was based on the loss attributable
to ordinary shareholders of $3,762,313 (2022: $7,253,059) and the weighted average number of ordinary shares
outstanding during the financial year ended 30 June 2023 of 416,257,787 (2022: 396,573,947), calculated as
follows:
Earnings per share from continuing operations
Profit/(loss) after income tax attributable to the owners of
Greenvale Energy Ltd
Basic and diluted loss per share (cents)
Earnings per share from discontinued operations
Profit/(loss) after income tax attributable to the owners of
Greenvale Energy Ltd
Basic and diluted loss per share (cents)
Earnings per share for profit/(loss)
Profit/(loss) after income tax attributable to the owners of
Greenvale Energy Ltd
Basic and diluted loss per share (cents)
Weighted average number of ordinary shares used in
calculating basic EPS:
Fully paid ordinary shares
8. TRADE AND OTHER RECEIVABLES
Current
Trade receivables
Goods and services tax and other receivables
Security deposits
(a)
2023
$
2022
$
(3,762,313)
(0.98)
(7,299,385)
(1.84)
(2,350)
-
46,326
0.01
(3,764,663)
(0.98)
2023
No of shares
(7,253,059)
(1.83)
2022
No of shares
416,257,787
396,573,947
2023
$
503,924
52,041
60,248
616,213
2022
$
22,003
53,697
7,500
83,200
(a) This balance is primarily comprised of the 30 June 2022 income tax refund owed to the Company from the
Australian Taxation Office ($464,055), as a result of the Company’s Research and Development (R&D) grant.
9. OTHER ASSETS
Current
Loans receivable – Knox Resources Pty Ltd
Prepayments
(a)
2023
$
270,681
74,737
345,418
2022
$
-
56,446
56,446
51| G R V – Annual R e p o r t 2 0 2 3
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
9. OTHER ASSET (CONTINUED)
(a) Key terms of the loan facility to Knox Resources Pty Ltd is as follows:
Security
Facility Limit
Unsecured
$Nil (note this amount represents assets transferred by Greenvale Energy Limited,
which were outside the terms of the acquisition of Georgina Basin project.
Interest Rate
Nil% per annum
Facility Term
None.
Purpose
To be used for the purposes of meeting its contribution to future exploration costs.
10. EXPLORATION AND EVALUATION EXPENDITURE
Exploration and evaluation phase costs
carried forward at cost:
(a) Movements in carrying amounts
Carrying amount at beginning of year
Additions for the period
Classified as held for sale
Impairment of expenditure
Carrying amount at end of year
Note
30
2023
$
2022
$
4,888,075
3,942,430
3,942,430
1,083,147
-
(137,502)
4,888,075
3,476,370
4,620,883
(4,100,369)
(54,454)
3,942,430
The expenditure above relates principally to the exploration and evaluation phase. The ultimate recoupment of
this expenditure is dependent upon the successful development and commercial exploitation, or alternatively,
sale of the respective areas of interest, at amounts at least equal to book value.
11. PROPERTY, PLANT & EQUIPMENT
Plant and equipment – at cost
Less: Accumulated depreciation
Computers, Software and Tech Equip – at cost
Less: Accumulated depreciation
Furniture and fixtures – at cost
Less: Accumulated depreciation
Leasehold improvements – at cost
Less: Accumulated depreciation
Total
2023
$
44,236
-
44,236
134,053
(50,450)
83,603
11,482
(2,502)
8,980
19,965
(4,523)
15,442
152,261
2022
$
44,236
-
44,236
129,691
(17,842)
111,849
11,482
(1,033)
10,449
19,965
(1,997)
17,968
184,502
52| G R V – Annual R e p o r t 2 0 2 3
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
11. PROPERTY, PLANT & EQUIPMENT (continued)
2023
$
2022
$
Reconciliations of the written down values at the
beginning and end of the current and previous
financial year are set out below:
Motor vehicles and caravans
At cost at beginning of period
Additions
Disposal – discontinued operations
Accumulated depreciation
At end of period
Plant and equipment
At cost at beginning of period
Additions
Accumulated depreciation
At end of period
Computers, Software and Tech Equip
At cost at beginning of period
Additions
Accumulated depreciation
At end of period
Furniture and fixtures
At cost at beginning of period
Additions
Accumulated depreciation
At end of period
Leasehold improvements
At cost at beginning of period
Additions
Accumulated depreciation
At end of period
Total
-
-
-
-
-
44,236
-
-
44,236
129,691
4,362
(50,450)
83,603
11,482
-
(2,502)
8,980
19,965
-
(4,523)
15,442
152,261
71,863
-
(71,863)
-
-
-
44,236
-
44,236
-
129,691
(17,842)
111,849
-
11,482
(1,033)
10,449
-
19,965
(1,997)
17,968
184,502
53| G R V – Annual R e p o r t 2 0 2 3
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
12. RIGHT OF USE ASSETS
Building – right-of-use assets
Less: Accumulated depreciation
2023
$
128,044
(67,444)
60,600
2022
$
128,044
(31,230)
96,814
(a) Amounts recognised in the balance sheet
Right-of-use asset
Reconciliations of the written down values at the beginning and end of the current and previous financial
year are set out below:
Balance at beginning of period
Right-of-use assets recognised during period
Less: Depreciation
Closing balance
96,814
-
(36,214)
60,600
-
128,044
(31,230)
96,814
Lease liabilities
Balance at beginning of period
Lease liabilities recognised during the period
Add: Interest
Less: Payments
Closing balance Total
Closing balance – Current
Closing balance – Non-Current
(b) Amounts
recognised
statement of profit or loss
in
the consolidated
Depreciation of right-of-use asset
Interest expense on lease liabilities
(c) Leasing Activities
101,948
-
-
(36,214)
65,732
36,214
29,518
31,015
-
-
128,044
7,997
(34,093)
101,948
36,214
65,734
31,230
7,997
The Company held the following lease during the reporting period:
1. an office lease for the premises at Level 1, 606 Sherwood Road, Sherwood QLD. The lease commenced on 1
September 2021 and the term expires on 30 January 2025.
The lease is recognised as a right-of-use asset and a corresponding liability at the date at which the leased asset is
available for use by the Company. Each lease payment is allocated between the liability and finance cost. The
finance cost is charged to profit or loss over the lease period as to produce a constant periodic rate of interest on
the remaining balance of the liability for each period. The right-of-use asset is amortised over the shorter of the
asset’s useful life and the lease term on a straight-line basis.
54| G R V – Annual R e p o r t 2 0 2 3
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
13. INVESTMENTS
Non-Current
Financial assets carried at fair value through other
comprehensive income
Investment in Associates
(a)
(b),(c)
Notes to Investments
2023
$
2,300,000
854,775
3,154,775
2022
$
-
-
-
(a) On 26 November 2022, Astute Metals NL (ASX:ASE) issued 46 million ordinary shares in consideration
for the purchase of Greenvale’s 80% interest in the Georgina Basin IOCG Project. The shares were
revalued in line with the Company’s accounting policy, which was to the fair value.
The directors have elected to make an irrevocable election to account for such shares at fair value
through other comprehensive income as the investment is intended to be held for the long term.
(b) The Group’s investment in Knox Resources Pty Ltd (‘Associate’) represent interests in associates which
are accounted for using the equity method of accounting.
Associates are all entities over which the Company has presumed significant influence but not control
or joint control, generally accompanying a shareholding of between approximately 20% and 50% of the
voting rights. Investments in Associate’s in the consolidated financial statements are accounted for
using the equity method of accounting. On initial recognition investments in associates are recognised
at cost, for investments which were classified as fair value through profit or loss, any gains or losses
previously recognised are reversed through profit or loss. Under this method, the Company’s share of
the post-acquisition profits or losses of Associates are recognised in profit or loss, and its share of post-
acquisition movements in reserves is recognised in Other Comprehensive Income.
The cumulative post-acquisition movements are adjusted against the carrying amount of the
investment. A share of an Associate entity's net gain increases the investment (and a share of net loss
decreases the investment) and dividend income received from an Associate entity decreases the
investment. When the Company’s share of losses in an Associate equals or exceeds its interest in the
Associate, including any other unsecured long-term receivables, the Company does not recognise
further losses, unless it has incurred obligations or made payments on behalf of the Associate.
Where applicable, unrealised gains on transactions between the Company and its Associates are
eliminated to the extent of the Consolidated Entity’s interest in the Associates. Unrealised losses are
also eliminated unless the transaction provides evidence of an impairment of the asset transferred. The
accounting policies of Associates are aligned to ensure consistency with the policies adopted by the
Company, where practicable.
(c) Investments in associates is accounted for using the equity method of accounting. Information relating
to associates that are material to the Group are set out below:
Name
Principal place of business
Ownership interest
Knox Resources Pty Ltd
Australia
20%
0%
30 June 2023
30 June 2022
55| G R V – Annual R e p o r t 2 0 2 3
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
13. INVESTMENTS (continued)
The following table summarises the financial information of Knox, as included in its own financial
statements, and reconciles it to the carrying amount of the Group’s interest in Knox.
The information presented in the 30 June 2023 table includes the results of Knox for the period from
22 November 2022 – 30 June 2023 when Knox was an equity-accounted investee.
Summarised statement of financial position
Current assets
Non-current assets
Total assets
Current liabilities
Non-current liabilities
Total liabilities
Net assets
Summarised statement of profit or loss and other comprehensive income
Loss after tax
Total comprehensive loss
Reconciliation of the carrying amount in associate
Opening carrying amount
Fair value on date control was lost
Share of associate loss after tax
Closing carrying amount
30 June 2023
$
353,752
5,683,129
6,036,881
391,685
976,861
1,368,546
4,668,335
43,624
43,624
-
862,500
(7,725)
854,775
(d) On 28 November 2022, the Group sold 80% of its investment in Knox Resources Pty Ltd. As part of the
sale, the Company entered into a shareholder’s agreement with the 80% acquirer, Astro Resources NL.
The following are the key terms of the shareholders agreement:
•
•
•
no board representation for Greenvale;
each to contribute their share of equity for future funding;
Tag along and Drag along rights for Greenvale and Astro; and
• Astro has the right to acquire Greenvale’s shareholding for cash or shares, at its option.
On the date control was lost, Greenvale Energy Limited derecognised the assets and liabilities of Knox
from the consolidated statement of financial position and recognised its investment in Knox at fair
value. This resulted in a loss of control of $737,709 in the consolidated statement of profit or loss for
the year ended 30 June 2023.
56| G R V – Annual R e p o r t 2 0 2 3
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
13. INVESTMENTS (continued)
(e) Associates are entities over which the Group has significant influence but not control or joint control.
Investments in associates are accounted for using the equity method. Under the equity method, the
share of the profits or losses of the associate is recognised in profit or loss and the share of the
movements in equity is recognised in other comprehensive income. Investments in associates are
carried in the statement of financial position at cost plus post-acquisition changes in the Group’s share
of net assets of the associate. Goodwill relating to the associate is included in the carrying amount of
the investment and is neither amortised nor individually tested for impairment. Dividends received or
receivable from associates reduce the carrying amount of the investment.
When the Group's share of losses in an associate equals or exceeds its interest in the associate,
including any unsecured long-term receivables, the Group does not recognise further losses, unless it
has incurred obligations or made payments on behalf of the associate.
The Group discontinues the use of the equity method upon the loss of significant influence over the
associate and recognises any retained investment at its fair value. Any difference between the
associate's carrying amount, fair value of the retained investment and proceeds from disposal is
recognised in profit or loss.
14. INATNGIBLES
Current
Royalty rights
2023
$
200,000
200,000
(a)
2022
$
-
-
(a) The Company holds a royalty over the Knox Resources Pty Ltd Georgina IOCG tenements (Knox Project).
The asset has a finite life reflecting the underlying resource and will be amortised as the resource is
depleted. Production has not yet commenced at the Knox Project and therefore the asset is yet to have
been amortised.
15. TRADE AND OTHER CREDITORS
Current
Trade creditors
Accruals and other payables
Provision for annual leave
16. BORROWINGS
Current
Borrowing – Pioneer Resource Partners LLC
(a), (b), (c)
2023
$
145,458
129,609
65,506
340,572
2023
$
3,764,756
3,764,756
2022
$
116,235
177,036
56,239
349,510
2022
$
-
-
57| G R V – Annual R e p o r t 2 0 2 3
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
16. BORROWINGS (continued)
(a) Subscription Agreement
Greenvale executed an agreement for the institutional placement of fully paid ordinary shares (Shares) in the
Company to Pioneer Resource Partners LLC (the Subscriber), a U.S based-institutional investor, raising
$4,000,000 (the Subscription Agreement). The Subscription Agreement comprised of the following terms:
(cid:1)
(cid:1)
an initial placement to the value of $4.00 million of Shares (First Subscription Right). The cash for the
First Subscription Right was received 1 February 2023; and
an initial issuance of 2,800,000 ordinary shares (Initial Shares), which at the election of the institutional
investor may be:
(c) applied against the total number of shares to be issued under the Placement; or
(d) a payment may be made equal to the value of such shares at a purchase price contemplated in a
formula defined under the subscription agreement.
(b) Repayment Terms
The placement has been made by way of the Subscriber prepaying the subscription price of the Shares in a lump
sum payment. Under the terms of the Subscription Agreement, Greenvale will issue the Shares at the
Subscriber’s request within 24 months of the date of the corresponding prepayment. The number of shares so
issued by the Company will be determined by applying the purchase price (as detailed further below).
Greenvale has the right (but not obligation) to refuse an issuance of shares in relation to the Subscriber’s request
for issuance and instead to repay the subscription amount by making a payment to the Subscriber equal to the
number of shares that would have otherwise been issued multiplied the Purchase Price or, if greater, the
market value of the Placement Shares at that time (being the average of the VWAP of the last two
trading days immediately prior to the Subscriber’s request to issue shares.
The purchase price was fixed at $0.35 per Share through until 20 March 2023 (being a 54% premium to the share
price at the date of executing the Subscription Agreement on 1 February 2023), thereafter the purchase price
will reset to the average of the five-daily volume-weighted average prices selected by the Subscriber during the
20 consecutive trading days immediately prior to the date of the Subscriber’s notice to issue shares, less an 8%
discount (or a 10% discount if the Placement Shares are issued after 1 February 2024).
The purchase price will, nevertheless, be the subject of the Floor Price of $0.07. If the purchase price formula
results in a price that is less than the Floor Price, the Company may refuse to issue shares and instead opt to
repay the relevant subscription price in cash (with a 9% premium), subject to the Subscriber’s right to receive
Placement Shares at the Floor Price in lieu of such cash repayment. The First Subscription Right constitutes a
financial obligation of the Company to issue Shares and/or settle in cash and is therefore recognised as a financial
liability at 30 June 2023.
(c) Fair Value of the First Subscription Right
The Company received one settlement notice during the year and settled these in the following manner:
Date
Face Value
Market Value
27 April 2023
$556,000
$949,268
Ordinary
Issued
6,780,488
Shares
Price per Ordinary
Share
$0.082
The fair value of Greenvale’s obligation under the Subscription Agreement has been estimated as follows:
58| G R V – Annual R e p o r t 2 0 2 3
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
16. BORROWINGS (continued)
Pioneer facility market value at inception
Finance costs
Initial placement and fee share repayment
Settlement repayments made (27 April 2023)
Pioneer facility discount to market
The assumptions used in the above calculations were as follows:
Key Input
Assumption
Description
2023
$
4,000,000
320,000
(638,182)
(949,268)
1,032,206
3,764,756
2022
$
-
-
-
-
-
-
Share price
$0.15, $0.11
Execution date
Valuation date
02 Feb 2023
2 Feb 2023, 30 Jun 2023
Volatility
80.0%
Risk free rate
3.28%, 3.20%
Dividend yield
Nil
Adopted DLOM
30.0%
Price floor
$0.07
Issuance deadline
2 Feb 2025
a
are
converted
Closing share price as at the Valuation Dates based
on data from S&P Capital IQ.
Per the terms of the Subscription Agreement.
Execution Date and 30 Jun 2023 as the FY23 Year End
Date.
Estimated based on consideration of volatility
benchmarks as appropriate
for Greenvale as
described on the next page.
Yields on an Australian Government bond at the
Execution Date and Year End Date matching the
expected life of the Subscription Agreement. The
continuously
into
yields
compounded rate in our model.
Consensus dividends forecast for Greenvale based on
data from Capital IQ.
The minimum difference between the spot price and
Conversion Price at which the Investor is expected to
require Greenvale to issue shares. This is set to equal
to the implied DLOM i.e., the investor would only
exercise if the return is at least equal to the excess
cost to dispose. This adopted DLOM is Implied by the
valuation at the Execution Date and crosschecked
with market DLOM models.
The share price floor at which the Investor is
expected to require Greenvale to issue shares in
relation to all subscription amounts outstanding
prior to the maturity date.
Per the terms of the Subscription Agreement.
59| G R V – Annual R e p o r t 2 0 2 3
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
17. ISSUED CAPITAL
Issued capital movement
Balance at beginning of year
Transfer from Reserves
Issued 13 August 2021
Issued 19 August 2021
Issued 11 August 2022 (conversion performance
rights)
Issued 3 November 2022 (Share Purchase Plan)
Subscriber Fee – Pioneer Resource Partners
Initial Placement – Pioneer Resource Partners
Number of
shares
2023
2023
$
Number of
shares
2022
2022
$
396,944,826
-
-
-
333,333
25,699,045 393,944,826
-
2,000,000
1,000,000
-
-
-
40,000
24,432,696
228,000
700,000
350,000
24,444,050
1,454,545
2,800,000
1,466,643
218,182
420,000
-
-
-
-
-
-
-
28,753,108 396,944,826
949,268
(40,030)
-
-
-
-
-
(11,651)
25,699,045
Partial Settlement - Pioneer Resource Partners
Less: capital raising costs
As at 30 June 2023
6,780,488
-
432,757,242
(a) Ordinary shares fully paid
Ordinary shares participate in dividends and are entitled to one vote per share at shareholders meetings. In the
event of winding up the Company, ordinary shareholders rank after creditors and are entitled to any proceeds of
liquidation in proportion to the number of shares held.
(b) Unissued shares under option
Unissued ordinary shares of the Company under option as at 30 June 2023 are as follows:
Options with an exercise price of $0.35 (GRVAO)
2023
1,000,000
2022
1,000,000
(c) Capital management
Management controls the capital of the Company to maintain a good debt to equity ratio, provide the
shareholders with adequate returns and ensure that the company can fund its operations and continue as a going
concern. The Company’s debt and capital includes ordinary share capital and financial liabilities, supported by
financial assets. There are no externally imposed capital requirements. Management effectively manages the
Company’s capital by assessing its financial risks and adjusting its capital structure in response to changes in these
risks and in the market. These responses include the management of debt levels, distributions to shareholders
and share issues.
There have been no changes in the strategy adopted by management to control the capital of the Company since
the prior year.
60| G R V – Annual R e p o r t 2 0 2 3
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
2023
$
76,000
6,311,534
(1,129,118)
5,258,416
76,000
76,000
6,789,527
(477,993)
6,311,534
-
(1,129,118)
(1,129,118)
18. RESERVES
Options Reserve
Performance Rights Reserve
Fair Value Reserve (other comprehensive income)
(a) Options Reserve
Balance at the beginning of the year
Balance at the end of the year
(b) Performance Rights Reserve
Balance at the beginning of the year
Equity settled employee payment expense/(write back)
Balance at the end of the year
(c) Fair Value Reserve Through Other Comprehensive
Income
Balance at the beginning of the year
Revaluation
Balance at the end of the year
(a)
(b)
(c)
(i)
(ii)
(i) Movement in options
Balance at the beginning of the year
Options exercised and transferred to contributed equity (GRVAO)
Balance at the end of the year
(ii) Movement in performance rights
Balance at the beginning of the year
Lapsed : Class 4 Performance rights issued expiring 6 December 2025
Balance at the end of the year
19. SHARE-BASED PAYMENTS
2022
$
76,000
6,789,527
-
6,865,527
304,000
76,000
1,121,451
5,668,076
6,789,527
-
-
-
1,000,000
-
1,000,000
34,800,000
(2,000,000)
32,800,000
Share Options
No share options were exercised during the period. There were no share options granted during the period.
Performance Rights
The Company has the following Performance Rights issued to Directors, executives, staff and consultants in
existence during the current and prior reporting periods.
61| G R V – Annual R e p o r t 2 0 2 3
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
19. SHARE-BASED PAYMENTS (continued)
Class Grant Date
Expiry
Date
Number
Performance Rights 2023
Rights
Exercised
Vested
during
year
Rights
Expired
1
2
2
3
41
5
23/03/2021
6/08/2021
15/07/2021
4/08/2021
7/12/2021
7/12/2021
-
-
-
-
(2,000,000)
-
Note 1: Dagmar Parson resigned on 17 August 2022, rights will lapse after that date
22/03/2024
12/10/2025
12/10/2025
3/08/2024
6/12/2025
6/12/2024
15,000,000
1,800,000
5,000,000
3,000,000
2,000,000
8,000,000
-
-
-
-
-
-
-
-
-
-
-
-
Rights
Vested at
30/6/23
15,000,000
-
-
-
-
-
Rights
Unvested
at
30/6/2023
-
1,800,000
5,000,000
3,000,000
-
8,000,000
Class Grant Date
Expiry
Date
Number
Vested
during
year
Rights
Exercised
Rights
Expired
Performance Rights 2022
1
2
2
3
41
5
23/03/2021 22/03/2024 15,000,000 15,000,000
6/08/2021
12/10/2025
15/07/2021 12/10/2025
3/08/2024
4/08/2021
6/12/2025
7/12/2021
6/12/2024
7/12/2021
-
-
-
-
-
-
Note 1: Dagmar Parson resigned on 17 August 2022, rights will lapse after that date
1,800,000
5,000,000
3,000,000
2,000,000
8,000,000
-
-
-
-
-
-
-
-
-
-
-
Rights
Vested at
30/6/22
15,000,000
-
-
-
-
-
Rights
Unvested
at
30/6/2022
-
1,800,000
5,000,000
3,000,000
2,000,000
8,000,000
20. FINANCIAL RISK MANAGEMENT
a) Financial risk management policies
The Group’s financial instruments consist mainly of deposits with banks. The Group does not use derivative
financial instruments to hedge exposure to financial risks.
I.
Treasury risk management
There have been no changes in the Group’s approach to capital management during the year. The
Group is not subject to any externally imposed capital requirements.
II.
Other market price risk
Equity price risk arises from available-for-sale equity securities. Management monitors the securities
in its investment portfolio based on market indices. Material investments within the portfolio are
managed on an individual basis and any buy or sell decisions are approved by the Board.
III.
Capital management
The Board’s policy is to maintain a strong capital base so as to maintain investor, creditor and market
confidence and to sustain future developments of the business.
62| G R V – Annual R e p o r t 2 0 2 3
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
20. FINANCIAL RISK MANAGEMENT (continued)
IV.
Financial risk exposures and management
The main risks the Group is exposed to through its financial instruments are interest rate risk, liquidity
risk, credit risk and price risk.
Interest rate risk
The Group does not enter into interest rate swaps, forward rate agreements or interest rate options to
manage cash flow risks associated with interest rates on borrowings that are floating, or to alter interest
rate exposures arising from mismatches in repricing dates between assets and liabilities.
Liquidity risk
Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due.
The Group manages liquidity risk by monitoring forecast cash flows and ensuring that access to
adequate funding is maintained.
Credit risk
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in
financial loss to the consolidated entity. The consolidated entity has no customers and exposure to
credit risk. The consolidated entity does not hold any collateral.
The consolidated entity has no credit risk exposure with any one party.
Price risk
The Group is exposed to commodity price risk through its interests to the Alpha mining lease. Changes
in market price for oil impact the economic viability of the mining leases. The Group has not entered
into any hedges in relation to these commodities. It is not possible to quantify the effect on profit or
equity of any change in commodity prices.
Financial Instruments
I.
Financial instrument composition and maturity analysis
The tables below reflect the undiscounted contractual settlement terms for financial instruments of a
fixed period of maturity.
30 June 2023
Financial Assets
Cash and cash equivalents
Trade and other receivables
Financial Liabilities1
Trade and other payables
Lease liabilities
Effective
Interest Rate
2023
%
Carrying
Amount
2023
$
Contractual
Cash Flows
2023
$
0.2%
-
5,164,007
616,213
-
-
340,572
65,732
-
-
-
-
Within
1 Year
2023
$
5,167,007
616,213
340,572
65,732
1 to 5
Years
2023
$
-
-
-
-
1 Borrowings
Borrowings to Pioneer Resource Partners LLC (Subscriber) has not been included within the above table as
Greenvale has the right (but not obligation) to repay the subscription amount by making a cash payment.
63| G R V – Annual R e p o r t 2 0 2 3
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
20. FINANCIAL RISK MANAGEMENT (continued)
30 June 2022
Financial Assets
Cash and cash equivalents
Trade and other receivables
Held for sale
Financial Liabilities
Trade and other payables
Lease liabilities
Liabilities associated with held for
sale
II.
Fair values
Effective
Interest Rate
2022
%
0.2%
-
-
-
-
-
Carrying
Amount
2022
$
4,342,113
139,646
4,907,205
349,510
101,948
433,253
Contractual
Cash Flows
2022
$
-
-
-
-
-
-
Within
1 Year
2022
$
4,342,113
139,646
4,907,205
1 to 5
Years
2022
$
-
-
-
349,510
36,214
-
65,734
433,253
-
Non-current assets - financial assets at fair value through other
comprehensive income
2023
$’000
2022
$’000
Consolidated
Listed ordinary shares
2,300,000
-
Reconciliation
Reconciliation of the fair values at the beginning and end of the current and previous financial year are set out
below:
Opening fair value
Additions
Revaluation increments
Closing fair value
III.
Fair value hierarchy
-
3,429,118
(1,129,118)
2,300,000
-
-
-
-
The following tables detail the consolidated entity's assets and liabilities, measured or disclosed at fair
value, using a three level hierarchy, based on the lowest level of input that is significant to the entire
fair value measurement, being:
(i)
(ii)
(iii)
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the
entity can access at the measurement date
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the
asset or liability, either directly or indirectly
Level 3: Unobservable inputs for the asset or liability
64| G R V – Annual R e p o r t 2 0 2 3
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
20. FINANCIAL RISK MANAGEMENT (continued)
Consolidated - 2023
Level 1
$’000
Level 2
$’000
Level 3
$’000
Total
$’000
Assets
Ordinary shares at fair value through other
comprehensive income
Total assets
Liabilities
Financial liability
Total liabilities
21. CONTROLLED ENTITES
Name
Principal Activity
2,300,000
2,300,000
-
-
-
-
-
-
-
-
2,300,000
2,300,000
3,764,756
3,764,756
3,764,756
3,764,756
Country of
Incorporation
Share
Class
Ownership Interest
2023
2022
Unlisted Companies
Greenvale Gold Pty Limited
Investment
Australia
`
Ordinary
100.00%
100.00%
Knox Resources Pty Ltd
Mineral exploration
Australia
Ordinary
20.00%
100.00%
Alpha Resources Pty Ltd
Mineral exploration
Australia
Ordinary
100.00%
99.99%
65| G R V – Annual R e p o r t 2 0 2 3
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
22. CASH FLOW INFORMATION
(a) Reconciliation of cash flows from operations with profit
after income tax
(Loss) after income tax
Non cash flows in operating activities:
- Depreciation
-
-
-
-
-
-
Share based payments expense/(write back)
Profit)/loss on disposal of subsidiary
(Profit)/loss on sale of plant and equipment
(Profit)/loss on fair value adjustments
Finance cost of leasing liabilities
Exploration costs relocated to operating expenses
Changes in assets and liabilities:
-
(Decrease)/Increase in trade payables
- Decrease/(Increase) in trade and other receivables
- Decrease/(Increase) in other assets
2023
$
2022
$
(3,764,663)
(7,253,059)
26,475
(437,995)
705,056
-
1,032,206
320,000
1,035,576
(8,937)
(20,693)
(18,291)
55,681
5,668,076
-
(2,096)
-
10,448
-
444,128
(114,838)
(57,876)
NET CASH USED IN OPERATING ACTIVITIES
(1,131,266)
(1,249,536)
(b) Reconciliation of cash and cash equivalents
Cash at bank
5,164,007
4,342,113
66| G R V – Annual R e p o r t 2 0 2 3
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
23. KEY MANAGEMENT PERSONNEL COMPENSATION
Refer to the remuneration report contained in the directors’ report for details of the remuneration paid or
payable to each member of the Group’s key management personnel (KMP) for the year ended 30 June 2023.
The totals of remuneration paid to KMP of the company and the Group during the year are as follows:
The key management personnel compensation is as follows:
Short-term employee benefits
Other long-term benefits
Share-based payments
2023
$
821,949
47,439
-
869,388
2022
$
1,078,671
61,042
3,746,394
4,886,107
Information regarding individual directors’ compensation is provided in the remuneration report section of the
directors’ report. Apart from the details disclosed in this note, no director has entered into a material contract
with the Company during the year and there were no material contracts involving directors’ interests existing at
year end.
Short-term employee benefits
These amounts include fees and benefits paid to the non-executive chair and non-executive directors as well as
fees, fringe benefits and cash bonuses awarded to the executive director and other KMP.
Post-employment benefits
These amounts are the current years’ estimated cost of providing for the Group’s superannuation contributions
made during the year. Further information in relation to KMP remuneration can be found in the directors’ report.
24. RELATED PARTY AND KEY MANAGEMENT PERSONNEL TRANSACTIONS
The terms and conditions of related party and key management personnel transactions are no more favourable
than those available, or which might reasonably be expected to be available, on similar transactions to unrelated
entities on an arm’s length basis. Transactions with related parties and key management personnel are
summarised in the table below:
Key management person
Transaction
Description
Transaction Value
Year ended 30 June
Balance outstanding
As at 30 June
2023
$
2022
$
2023
$
2022
$
Mr. Leibowitz and Mr.
Biddle are directors of
Bardoc Gold Limited
Rentals and office
support services paid
to Bardoc Gold Limited
-
18,355
Kalonda Pty Ltd (company
associated with Mr.
Leibowitz)
Mining Investments
Limited (company
associated with Mr.
Khouri)
Director’s fees
88,746
172,500
Director’s fees
67,500
82,500
-
-
-
-
19,250
-
67| G R V – Annual R e p o r t 2 0 2 3
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
25. CONTINGENT LIABILITIES
During the 2022 financial year, there was a liability of $80,000 on Mr Mark Turner completing 12 months of
service on 10 January 2023. The relevant liability was paid by the Company on 31 January 2023.
With the exception of the above, there have been no material changes in contingent liabilities since the last
reporting date.
26. COMMITMENTS FOR EXPENDITURE
Mineral Tenements
In order to maintain the mineral tenements in which the company and other parties are involved, the Company’s
100% subsidiary Alpha Resources Pty Ltd is committed to fulfil the minimum annual expenditure conditions for
their licences under which the tenements are granted. The minimum estimated expenditure requirements in
accordance with the requirements of the Queensland Department of Natural Resources and Mines, are as
follows.
Payable:
-
no later than 1 year
-
between 1 year and 5 years
Consolidated
2023
$
1,116,000
2,378,045
3,494,045
2022
$
1,667,475
1,987,095
3,654,570
These requirements are expected to be fulfilled in the normal course of operations and may be varied from time
to time subject to approval by the grantor of titles. The estimated expenditure represents potential expenditure
which may be avoided by relinquishment of tenure. Exploration expenditure commitments beyond twelve
months cannot be reliably determined and represent the best estimate of the expenditure requirements on the
understanding that the licenses continue to be held.
27. AUDITORS’ REMUNERATION
Audit of the financial reports
Non-audit services – tax compliance
The auditor of the financial statements is RSM Australia Partners.
2023
$
32,888
-
32,888
2022
$
61,570
-
61,570
68| G R V – Annual R e p o r t 2 0 2 3
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
28. SEGMENT REPORTING
Identification of Reportable Segments
The Company has identified its operating segments based on the internal reports that are reviewed and used by
the Board of Directors (chief operating decision makers) in assessing performance and determining the
allocation of resources. The Company is managed based on its development and exploration of the group’s
mineral interests in the geographical region of Queensland and its corporate activities in Australia.
Segment Performance – June 2023
Queensland
Corporate
Total
Revenue
Interest revenue
Other income
Total Group revenue
Segment profit/(loss)
Administrative expenses
Director emoluments
Write-down on tenement expense
Fair value of financial assets
Finance costs
Loss on disposal of subsidiary
Loss on share of investments
Loss from discontinued operations
Share based payments expense
Income tax benefit/(expense)
Total Group profit/(loss)
Segment assets
Cash and cash equivalents
Exploration and evaluation expenditure
Trade and other receivables
Plant and equipment
Right of use assets
Investments
Royalties
Other assets
Total Group assets
Segment liabilities
Trade and other payables
Lease liabilities
Borrowings
Total Group liabilities
$
170
-
170
142
-
(93,351)
-
-
-
-
-
-
-
(93,039)
$
25,072
-
25,072
$
25,242
-
25,242
(1,679,148)
(290,520)
(44,151)
(1,032,206)
(320,000)
(737,709)
(28,607)
(2,350)
437,995
-
(1,679,006)
(290,520)
(137,502)
(1,032,206)
(320,000)
(737,709)
(28,607)
(2,350)
437,995
-
(3,671,624)
(3,764,633)
77,611
4,888,075
73,520
83,520
-
-
-
34,747
5,157,473
5,086,396
-
542,693
68,741
60,600
3,154,775
200,000
310,671
9,423,876
5,164,007
4,888,075
616,213
152,261
60,600
3,154,775
200,000
345,418
14,581,349
(83,993)
-
-
(83,993)
(256,574)
(65,732)
(3,764,756)
(4,087,068)
(340,572)
(65,732)
(3,764,756)
(4,171,060)
69| G R V – Annual R e p o r t 2 0 2 3
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
28. SEGMENT REPORTING (continued)
Segment Performance – June 2022
Revenue
Interest revenue
Other income
Total Group revenue
Segment profit/(loss)
Administrative expenses
Director emoluments
Share based payments expense
Write-down on tenement expense
Total Group profit/(loss)
Segment assets
Cash and cash equivalents
Exploration and evaluation expenditure
Trade and other receivables
Plant and equipment
Right of use assets
Other assets
Total Group assets
Segment liabilities
Trade and other payables
Lease liabilities
Total Group liabilities
29. PARENT ENTITY DISCLOSURE
Current assets
Non-current assets
TOTAL ASSETS
Current liabilities
Non-current assets
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued capital
Reserves
Accumulated losses
TOTAL EQUITY
Queensland
$
2
-
2
Corporate
$
10,158
46,680
56,838
Total
$
10,158
46,680
56,838
(1,327)
-
-
(54,454)
(55,779)
(1,040,434)
(591,932)
(5,668,076)
-
(7,243,606)
(1,041,761)
(591,932)
(5,668,076)
(54,454)
(7,299,385)
4,210
3,942,430
28,100
93,650
-
35,480
4,103,870
4,337,904
-
55,100
90,852
96,814
20,965
4,601,635
4,342,113
3,942,430
83,200
184,502
96,814
56,446
8,705,505
79,280
-
79,280
270,229
101,948
372,177
349,510
101,947
451,457
2023
$
5,939,758
7,839,968
13,779,726
292,793
3,794,275
4,087,068
9,692,658
2022
$
4,413,967
7,844,784
12,258,751
306,444
65,733
372,177
11,886,574
28,753,108
5,258,414
(24,318,864)
9,692,658
25,699,045
6,865,527
(20,677,998)
11,886,574
STATEMENT OF COMPREHENSIVE INCOME
Total Loss for the year (after income tax)
Total Comprehensive loss for the year (after income tax)
(4,480,740)
(4,480,740)
(7,243,606)
(7,243,606)
70| G R V – Annual R e p o r t 2 0 2 3
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
29. PARENT ENTITY DISCLOSURE (continued)
Cross guarantees
Greenvale Energy Ltd does not as at 30 June 2023:
•
•
hold any deed of cross guarantee for the debts of its subsidiary company (2022: Nil);
have commitments for the acquisition of property, plant and equipment (2022: Nil)
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.
• Dividends received from subsidiaries are recognised as other income by the parent entity and its receipt
may be an indicator of an impairment of the investment.
30. DISCONTINUED OPERATIONS
For the Year ended 30 June 2023
Details of discontinued operations relating to the year ended 30 June 2023 are provided under the 30 June 2022
disclosure below.
The financial performance information concerning discontinued operations is as follows:
Financial performance information
2023
$
2022
$
Total revenue
Total expenses
Profit/(loss) from discontinued operations before income tax expense
Income tax expense
Profit/(loss) from discontinued operations after income tax expense
Profit realised on disposal after income tax expense
Profit after income tax expense from discontinued operations
Cash flow information
2023
$
Net cash used in operating activities
Net cash provided by investing activities
Net cash used in financing activities
Net increase/(decrease) in cash and cash equivalents from discontinued
operations
-
-
-
-
-
-
-
-
-
-
-
75,749
(29,423)
46,326
-
46,326
-
46,326
2022
$
(210,986)
167,123
(12,133)
(55,996)
71| G R V – Annual R e p o r t 2 0 2 3
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
30. DISCONTINUED OPERATIONS (continued)
Carrying amounts of assets and liabilities classified as held for sale
2023
$
2022
$
Cash and cash equivalents
Trade and other receivables
Other assets
Exploration and evaluation
Property, plant and equipment
Right of use asset
Assets held for sale
Trade and other payables
Lease liabilities
Liabilities directly associated with assets held for sale
Net assets directly associated with discontinued operations
-
-
-
-
-
-
-
-
-
-
-
5,388
162,032
52,074
4,100,369
542,797
44,545
4,907,205
387,637
45,616
433,253
4,473,952
For the Year ended 30 June 2022
On 1 June 2022, the Company announced the conditional sale to Astro Resources NL (Astro) of 80% of its interest
in its wholly owned subsidiary, Knox Resources Pty Ltd (Knox). The key terms of the transaction are:
(i)
(ii)
(iii)
(iv)
The issue to the Company of 1,150,000,000 Astro ordinary shares;
The grant to the Company of a 2% net smelter royalty (NSR) for all IOCG products exploited from
the existing tenements of Knox at the time of settlement;
A two-year option from the date of settlement to acquire the balance of the Knox shares held by
the Company for a price to be determined by independent valuation via cash or the issue of Astro
shares; or
The grant by the Company of a five-year option to Astro to acquire the NSR, settled by either cash
or shares at Astro’s election.
The proposed transaction was conditional upon the following key conditions:
(i)
(ii)
(iii)
The finalisation of Astro’s due diligence on Knox;
The Company and Astro entering into a mutually acceptable sale and purchase agreement for the
proposed acquisition; and,
Astro obtaining shareholder approval for the proposed acquisition.
On 19 September 2022, the Company and Astro entered into definitive agreements for the transaction on the
above terms, the key outstanding condition for completion of the transaction being the approval by Astro’s
shareholders which is being considered at an Astro general meeting to be held in November 2022.
In accordance with these circumstances and pursuant to AASB5, the Company is required to reflect at balance
date that Knox is an asset held for sale and to be a discontinued operation of the Group. With Knox being
classified as discontinued operations, the Northern Territory segment is no longer presented in the segment
note for 2022.
72| G R V – Annual R e p o r t 2 0 2 3
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
31. SUBSEQUENT EVENTS
Since the end of the financial year, the following matter have arisen which significantly affected or could
significantly affect the operations of the Group, the results of those operations or the state of affairs of the
Group in future financial years:
1. On 19 July 2023, the Company received a $0.465 million R&D Tax Incentive Rebate for the 30 June 2022
financial year. The rebate related to eligible R&D activities conducted on the Company’s Alpha
Torbanite Project in Queensland, which Greenvale is focused on developing as Australia’s only
sustainable, fully carbon offset producer of bitumen products;
2. The Company provided an update in relation to progress that had been made at its Alpha Torbanite
Project, as of 23 August 2023. The Company provided that:
a.
the fourth and confirmatory phase of test work (Test Work Four) at the Alpha Torbanite
Project was underway, which will deliver the processing pathway and potential product suite
that will feed into the Project’s maiden Pre-Feasibility Study (PFS).
Monash University in Melbourne was appointed to conduct Test Work Four, with this decision
having been based on the evolving requirements of the test work, as well as the need for
sample production at a larger scale;
b. Licella Holding Ltd (Licella) had been engaged to undertake a scoping study at a batch level to
better define the yield and structure of products for the Alpha Torbanite Project. Under the
scoping study, Licella will be utilising variations of supercritical water processing conditions in
order to potentially optimise the conversion process and simplify the processing of the Alpha
Torbanite deposit; and
c.
the stage two drilling program at Alpha was nearing completion, with 60% of the proposed HQ
core drilling program finished. The remaining core drilling program is set to be completed over
the following two weeks, with down-hole geophysics and laboratory analysis ongoing.
Other than the above, there has not been any other matter or circumstance occurring subsequent to the end of
the financial year, that has significantly affected or may significantly affected or may significantly affect the
operations of the Group, the results of those operations, or state of affairs of the Group in future financial years.
Declaration
73| G R V – Annual R e p o r t 2 0 2 3
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
The directors of the Company declare that:
a)
the financial statements and notes thereto are in accordance with the Corporations Act 2001 and:
i.
ii.
comply with Corporations Regulation 2001, Accounting Standards, which, as stated in
accounting policy note 1 to the financial statements, constitutes explicit and unreserved
compliance with International Financial Reporting Standards; and
give a true and fair view of the financial position as at 30 June 2023 and of the performance
for the year ended on that date of the Group;
b)
in the directors’ opinion, there are reasonable grounds to believe that the Company will be able to pay its
debts as and when they become due and payable; and
c)
the directors have been given the declarations required by s 295A of the Corporations Act 2001.
This declaration is made in accordance with a resolution of the Board of Directors.
On behalf of the Directors:
Neil Biddle
Chairman
29 September 2023
74| G R V – Annual R e p o r t 2 0 2 3
RSM Australia Partners
Level 13, 60 Castlereagh Street Sydney NSW 2000
GPO Box 5138 Sydney NSW 2001
T +61 (0) 2 8226 4500
F +61 (0) 2 8226 4501
www.rsm.com.au
INDEPENDENT AUDITOR’S REPORT
To the Members of Greenvale Energy Limited
Opinion
We have audited the financial report of Greenvale Energy 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 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 statements, 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 then ended; 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 auditor independence requirements of the
Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board's
APES 110 Code of Ethics for Professional Accountants (the Code) that are relevant to our audit of the financial
report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.
We confirm that the independence declaration required by the Corporations Act 2001, which has been given to
the directors of the Company, would be in the same terms if given to the directors as at the time of this auditor's
report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of
the financial report of the current period. These matters were addressed in the context of our audit of the financial
report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
THE POWER OF BEING UNDERSTOOD
AUDIT | TAX | CONSULTING
75 | GRV – Annual Report 2023
RSM Australia Partners is a member of the RSM network and trades as RSM. RSM is the trading name used by the members of the RSM network. Each member of the RSM network is an independent
accounting and consulting firm which practices in its own right. The RSM network is not itself a separate legal entity in any jurisdiction.
RSM Australia Partners ABN 36 965 185 036
Liability limited by a scheme approved under Professional Standards Legislation
Key Audit Matter
How our audit addressed this matter
Carrying value of capitalised exploration and evaluation
Refer to Note 10 in the financial statements
As disclosed in note 10, the Group held capitalised
exploration
of
evaluation
$4,888,075 as at 30 June 2023 which represents a
significant asset of the Group.
expenditure
and
The carrying value of exploration and evaluation
assets is subjective based on Group’s ability, and
intention, to continue to explore the asset. The
carrying value may also be impacted by the mineral
reserves and resources may not be commercially
viable for extraction. This creates a risk that the
amounts stated in the financial statements may not
be recoverable.
Disposal of Knox Resources Pty Ltd
Refer to Note 13 in the financial statements.
On 28 November 2022, management concluded that
the Group no longer controlled Knox Resources Pty
Ltd, and deconsolidated Knox Resources Pty Ltd in
accordance with AASB 10 Consolidated Financial
Statements as of that date.
identified
We
the deconsolidation of Knox
Resources Pty Ltd as a key audit matter as it is as
significant transaction that occurred during the
period, and the judgments involved in applying the
requirements of AASB 10 Consolidated Financial
Statements in relation to determining the date when
control of the subsidiaries is lost, and the fair value
of consideration received.
Our audit procedures included the following:
• Considering the Group’s right to explore in the
relevant exploration area which included obtaining
and assessing supporting documentation such as
obtaining independent searches of the company’s
tenement holdings;
• Considering the Group’s intention to carry out
significant exploration and evaluation activity in the
relevant exploration area which
included an
assessment of the Group's future cash flow
forecasts and enquired of management and the
Board of Directors as to the intentions and strategy
of the Group;
•
•
Assessing recent exploration activity in a given
exploration license area to determine if there are
any negative indicators that would suggest a
potential impairment of the capitalized exploration
and evaluation expenditure;
Assessing the ability to finance any planned future
exploration and evaluation activity.
Our audit procedures included, among others:
• Reviewing the share sale agreement to understand
the transactions, the consideration received and
the related accounting considerations;
•
Evaluating managements assessment of the loss
of control of Knox Resources Pty Ltd and the date
this was effective;
• Reviewing the Group's deconsolidation accounting
treatment to ensure compliance with AASB 10
Consolidated Financial Statements; and
•
the compliance of
Assessing
financial
presentation and disclosures with the requirements
of Australian Accounting Standards in respect of
the discontinued operations and disposals.
the
76| GRV – Annual Report 2023
Other Information
The directors are responsible for the other information. The other information comprises the information included
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 accordingly we do not express any
form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information and, in doing
so, consider whether the other information is materially inconsistent with the financial report or our knowledge
obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other
information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the Directors for the Financial Report
The directors of the Company are responsible for the preparation of the financial report that gives a true and fair
view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal
control as the directors determine is necessary to enable the preparation of the financial report that gives a true
and fair view and is free from material misstatement, whether due to fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the Group to continue as
a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of
accounting unless the directors either intend to liquidate the Group or to cease operations, or have no realistic
alternative but to do so.
Auditor's Responsibilities for the Audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from
material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance
with 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: http://www.auasb.gov.au/auditors_responsibilities/ar2.pdf.
This description forms part of our auditor's report.
77| GRV – Annual Report 2023
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 24 to 34 of the directors' report for the year ended
30 June 2023.
In our opinion, the Remuneration Report of Greenvale Energy 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.
RSM AUSTRALIA PARTNERS
Peter Kanellis
Partner
Sydney, NSW
Dated: 29 September 2023
78| GRV – Annual Report 2023
ADDITIONAL STATUTORY INFORMATION
Additional information included in accordance with the Listing Rules of the Australian Securities Exchange
Limited. The information is current as at 28 September 2023.
Quotation
Listed securities in Greenvale Energy Ltd are quoted on the Australian Securities Exchange under ASX
code GRV (Fully Paid Ordinary Shares).
Class of Shares and Voting Rights
There are 2,209 holders of 432,757,242 ordinary fully paid shares of the Company. The voting rights
attached to the ordinary shares are in accordance with the Company’s Constitution being that:
(a) each shareholder entitled to vote may vote in person or by proxy, attorney or representative;
(b) on a show of hands, every person present who is a Shareholder or a proxy, attorney representative
of a shareholder has one vote; and,
(c) on a poll, every person present who is a shareholder or a proxy, attorney or representative of a
shareholder shall, in respect of each fully paid share held by them, or in respect of which they are
appointed a proxy, attorney or representative, have one vote for each share held.
There are no voting rights attached to the options or rights in the Company. There are no restricted
securities or securities subject to ASX or voluntary escrow. There is no current on-market buy-back.
Substantial Shareholders
The names of the substantial shareholders listed on the Companies register as at 28 September 2023
are:
Biddle Partners Pty Ltd
Registered address is PO Box 216, North Fremantle WA 6159
Holder of: 29,555,165 fully paid shares
Latest notice received: 3 November 2022
Mining Investments Limited
Registered address is PO Box 87, Byblos, Lebanon
Holder of: 22,960,969 fully paid shares
Latest notice received: 3 November 2022
Gun Capital Management Pty Ltd
Registered address is PO Box 405, Newport VIC 3015
Holder of: 19,918,822 fully paid shares
Latest notice received: 3 November 2022
Kalonda Pty Ltd
Registered Address is PO Box 199, Bondi Junction NSW 1355
Holder of: 22,970,853 fully paid shares
Latest notice received: 3 November 2022
79| G R V – Annual R e p o r t 2 0 2 3
ADDITIONAL STATUTORY INFORMATION
Distribution of Share and Option Holders
(a) Fully Paid Ordinary Shares
Size of Holding
Total Holders
Units
%
1-1,000
1,001-5,000
5,001-10,000
10,001-100,000
100,001 and over
Total
106
470
312
912
409
2,209
37,253
1,364,613
2,462,494
34,848,619
394,044,263
432,757,242
0.01
0.32
0.57
8.05
91.05
100%
(b) Options Class GRVAO unlisted options with an exercise price of $0.35
Size of Holding
100,001 over
Total
Total Holders
1
1
Units
1,000,000
1,000,000
%
100%
100%
(c) The number of shareholders holding an unmarketable parcel is 675.
Twenty Largest Shareholders
The twenty largest shareholders at 28 September 2023 were:
NAME OF ORDINARY SHAREHOLDER
No. Of ORDINARY
SHARES
% SHARES
HELD
BIDDLE PARTNERS PTY LTD
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
KALONDA PTY LTD
GUN CAPITAL MANAGEMENT PTY LTD
GOTHA STREET CAPITAL PTY LTD
1
2
3
4
5
6 MR ALEX JORDAN
7 MR SCOTT DOUGLAS AMOS & MRS KAREN ELIZABETH AMOS
8 MINING INVESTMENTS LIMITED
9 MR BENJAMIN GORDON PRICE
10 MR JOHN ALEXANDER YOUNG & MRS CHERYL KAYE YOUNG
11 MOMENTUM NORTH PTY LTD
12
13 COOPS SUPER PTY LTD
14 MS NICOLA PRICE
15 CHURCH STREET TRUSTEES LIMITED
16
17 WISHART SUPER CORP PTY LTD
18 BNP PARIBAS NOMS PTY LTD
19
FREIGHT SHOW PTY LTD
20 N & J SINCLAIR PTY LTD
STARCHASER NOMINEES PTY LTD
1 PLUS 4 PTY LTD
29,405,165
25,385,017
20,681,173
19,918,822
14,200,000
12,650,000
8,030,815
7,960,969
7,700,000
6,016,729
5,000,000
4,600,000
4,499,000
4,178,128
4,003,158
3,833,333
3,714,771
3,641,719
3,300,000
3,279,073
191,997,872
6.79
5.87
4.78
4.60
3.28
2.92
1.86
1.84
1.78
1.39
1.16
1.06
1.04
0.97
0.93
0.89
0.86
0.84
0.76
0.76
44.37
Total
80| G R V – Annual R e p o r t 2 0 2 3
ADDITIONAL STATUTORY INFORMATION
Unquoted Securities
(a) Options
Expiry Date
30/4/2023
Exercise Price
$0.35
Quantity
1,000,000
Number of Holders
1
(b) Performance Rights
Expiry Date
22/03/2024
4/08/2024
Class
1
3
Quantity
15,000,000
3,000,000
Number of Holders
1
2
Company Secretary
The name of the Company Secretaries are Kurt Laney and Vince Fayad.
Principal Registered Office
The address of the principal registered office in Australia is:
Suite 6, Level 5
189 Kent Street
Sydney NSW 2000
Tel: +61 2 8046 2799
Register of Securities
Link Market Services
Level 12, 680 George Street
Sydney NSW 2000
Telephone: +612 82807111
81| G R V – Annual R e p o r t 2 0 2 3
ADDITIONAL STATUTORY INFORMATION
Schedule of Tenements
Alpha Project, Queensland
Tenement
MDL 330
EPM 27718
Geothermal Project, Queensland
%age Ownership
100%
100%
Owned by
Alpha Resources Pty Ltd
Alpha Resources Pty Ltd
Status
Current to 31 January 2027
Current to 14 February 2026
Tenement
%age Ownership Of
Applicant
Status
EPM 28265
EPM 28266
EPM 28487
EPM 28488
EPM 28489
EPG 2021
EPG 2022
EPG 2023
EPG 2024
EPG 2025
EPG 2029
Applicant
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
Alpha Resources Pty Ltd
Alpha Resources Pty Ltd
Greenvale Energy Ltd
Greenvale Energy Ltd
Greenvale Energy Ltd
Alpha Resources Pty Ltd
Alpha Resources Pty Ltd
Greenvale Energy Ltd
Greenvale Energy Ltd
Greenvale Energy Ltd
Greenvale Energy Ltd
Withdrawn
Withdrawn
Surrendered
Surrendered
Withdrawn
Withdrawn
Withdrawn
Under Application
Under Application
Under Application
Under Application
82| G R V – Annual R e p o r t 2 0 2 3