Hammer Metals
Annual Report 2019

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Annual Report 2019 ABN 87 095 092 158 Hammer Metals Limited (Hammer or The Company) ABN 87 095 092 158 BOARD OF DIRECTORS Russell Davis Nader El Sayed Executive Chairman Non-Executive Director Zbigniew Lubieniecki Non-Executive Director (appointed 1 October 2018) Alexander Hewlett Executive Director (resigned 1 October 2018) Simon Bodensteiner Independent Non-Executive Director (resigned 1 October 2018) COMPANY SECRETARY Mark Pitts PRINCIPAL AND REGISTERED OFFICE Suite 1, 827 Beaufort Street Mt Lawley, WA 6052 Telephone: +61 8 6369 1195 Email: info@hammermetals.com.au Website: www.hammermetals.com.au POSTAL ADDRESS PO Box 198 Mt Lawley WA 6929 Australia AUDITORS KPMG 235 St Georges Terrace Perth WA 6000 Australia Telephone: +61 8 9263 7171 Facsimile: +61 8 9263 7129 SHARE REGISTRY Advanced Share Registry Ltd 110 Stirling Highway Nedlands WA 6009 Australia Telephone: +61 8 9389 8033 Facsimile: +61 8 9262 3723 STOCK EXCHANGE ASX Limited Level 40, Central Park, 152-158 St Georges Terrace Perth WA 6000 ASX CODE HMX CORPORATE GOVERNANCE The Company’s corporate governance statement can be found at the following URL: http://www.hammermetals.com.au/company-profile/corporate-governance/ Contents Chairman’s Letter Corporate Strategy Operational Highlights Corporate Activity Operations Summary Competent Person’s Statements Annual Mineral Resource Statement Directors Report Auditor’s Independence Declaration Consolidated Statement Of Financial Position Consolidated Statement Of Profit Or Loss And Other Comprehensive Income Consolidated Statement Of Changes In Equity Consolidated Statement Of Cash Flows Notes To The Consolidated Financial Statements Director’s Declaration Independent Auditor’s Report ASX Additional Information 4 6 7 8 9 23 24 34 48 49 50 51 52 53 87 88 92 HAMMER METALS LIMITED / Annual Report 2019 / 03 Chairman’s Letter 04 / HAMMER METALS LIMITED / Annual Report 2019 Dear fellow Shareholders, Thank you for your support during what has been an active and productive year. A quick review: During the year the Company added a “gold” string to its bow in May 2019 when it took the opportunity to acquire a 100% interest in the Bronzewing South Gold Project located in the +20 million-ounce Yandal Greenstone Belt 500km north of Kalgoorlie in Western Australia. This part of WA’s Yilgarn is currently experiencing high levels of exploration and corporate action and the Company’s tenements are well-located with respect to infrastructure and previous mining activity. Due to the project’s history of restricted exploration access, the tenements are considered under-explored, with multiple targets to be drill tested. The first of several planned drilling programs at Bronzewing South commenced in August. The Company remains strongly committed to its 2,100km2 Mount Isa Copper-Gold Project and its goal of making a transformational new copper-gold discovery in this major mining province. Good progress was made on the target generation and exploration front, particularly on the Company’s large Mount Philp Breccia IOCG project. After consolidating the tenements over what is the largest known zone of breccia in the region, ground follow-up of the Company’s copper and gold soil anomalies has located several new zones of outcropping mineralisation. New outcropping gold-rich zones have also been identified in the Malbon area. Additionally, the Black Rock and Sunset copper-gold prospects near Jubilee were acquired in November 2018. Whilst the RC drilling conducted earlier in the year at Perentie intersected narrow zones of copper-gold mineralisation the drilling demonstrated the potential of the area as a whole, with multiple targets yet to be tested across this highly altered and faulted area. The Company released the maiden Mineral Resource Estimate for the Jubilee copper-gold deposit (in joint venture with Glencore) in December 2018, followed up by some very promising first-pass metallurgical flotation test work on the sulphide mineralisation. Jubilee was included in the Company’s in-house pit optimisation studies of its existing 100%-owned resources at Kalman and Overlander. The studies used updated metal prices and costs and either on-site treatment at Kalman or at a third-party treatment facility. This investigation strongly supports further work at each deposit; initially infill drilling to improve the understanding and resource categorisation of the mineralisation, before more detailed mining studies are progressed. Now that the targets have been identified, we now need to drill more holes at Mount Isa. The Company together with its advisors are investigating strategic alternatives to expedite work on the projects through additional exploration joint ventures and/or divestments. As foreshadowed last year the sale of the Millennium cobalt project to the TSX-listed energy metal company Global Energy Metals Corporation (GEMC) was completed mid- year. The Company is now a 19.9% shareholder in GEMC with exposure to any increase in the cobalt price through this shareholding. In the short to medium term the Directors expect to conduct additional drilling at Bronzewing South. Expediting work at Mount Isa remains a focus with joint ventures and strategic partnerships being pursued alongside our own high-impact exploration activities. The Company recently announced the appointment to its Board and Management team of Mr Daniel Thomas as Managing Director. Daniel has had a strong career with Wesfarmers, Mitsu and most recently the copper miner Sandfire Resources. Daniel commences on October 21st this year and we very much look forward to Daniel coming on board and driving the company forward. The Directors would like to thank the Company’s small and hardworking exploration team headed by our Chief Operations Officer, Mr Mark Whittle, who manages to navigate through the compliance requirements and successfully get the job done. The Company now holds strategic ground positions in two world-class Australian mineral provinces and a strong management team. We welcome all our new shareholders to the register, and thank those who have supported the Company, while we look forward to the next period of Hammer’s development. Russell Davis Executive Chairman HAMMER METALS LIMITED / Annual Report 2019 / 05 Corporate Strategy • Position the company for the discovery through innovative and focused exploration for large copper- gold and gold deposits in two of the world’s great metal provinces • Work to consolidate and improve the quality of the Company’s tenement positions • Operate safely and effectively • Deliver positive financial returns to shareholders 06 / HAMMER METALS LIMITED / Annual Report 2019 Operational Highlights • High grade gold targets defined at El Questro and Alice-Kings near Malbon • Completed the sale of the Millennium cobalt-copper project to Global Energy Metals Corporation. Exposure to cobalt maintained through Hammer’s 19.99% interest in GEMC • Internal review highlights Rare Earth Element (REE) prospectivity of Mount Isa project. • Acquired a 100% interest in the Bronzewing South Gold Project located immediately south of the Bronzewing gold mine and north of the Orelia deposit in WA • Announced the maiden mineral resource estimate for the Jubilee copper-gold deposit and positive results of first-pass sulphide flotation test work on Jubilee core • Acquired a 100% interest in the prospective Black Rock and Sunset copper-gold prospects near Jubilee • Discovered new copper-gold targets including Pelican Waterhole, Shadow, Steakhouse and Charlie from rock chip sampling at the Mt Philp Breccia IOCG project HAMMER METALS LIMITED / Annual Report 2019 / 07 Corporate Activity The Company’s corporate activities are focussed on enhancing the capacity of our exploration team to make discoveries through adequate funding, as well as securing tenements or projects that improve the quality and potential of the Company’s exploration portfolio. Capital raising activities during the year include: • A $0.8 million non-renounceable rights (option) issue and $200,000 share placement was finalised on September 12th, 2018. • A placement to raise an additional $1 million was completed in February and May 2019 In August 2019, subsequent to the end of the financial year, $1.7 million was raised to accelerate exploration at Bronzewing South. The Company’s website www.hammermetals.com.au provides additional project and corporate information and access to previous announcements. During the year a strategic tenement position was acquired in the Yandal greenstone belt in WA as well as tenements securing new advanced copper-gold projects in the Mount Isa region. The sale of the remaining 75% interest in the Millennium cobalt-copper-gold project to the Company’s JV partner, Global Metals Energy Corporation (“GEMC”) was completed at the end of the financial year. GEMC is a focussed TSX.V- listed cobalt explorer and developer. The Company was issued 19.99% of the share capital of GEMC in consideration for the sale. This transaction will allow the Company to focus on its copper-gold exploration activities whilst maintaining significant exposure to the project through its shareholding in GEMC. New joint venture partners are being sought to assist in expediting the exploration activity at Mount Isa following Newmont’s withdrawal from the Mount Isa Joint Venture in June 2018. The Company received an allocation of $275,000 in credits under the Federal Government’s Junior Minerals Exploration Incentive Scheme (“JMEI”). The Company expects to finalise its allocation to participants in new equity raisings throughout the financial year shortly. 08 / HAMMER METALS LIMITED / Annual Report 2019 Bronzewing South Gold Project (WA) On 17 May 2019 shareholders ratified the acquisition of Carnegie Exploration Pty Ltd. Carnegie holds a 100% interest in the tenements comprising the Bronzewing South Gold Project, located within the Yandal greenstone belt in Western Australia. The project is a positive addition to the Company’s portfolio, located in a prime gold exploration location and close to existing infrastructure. There are three main target areas: 1. The Bronzewing mineralised corridor extending for 5km south from the 2.3 Moz Bronzewing Mine. This area is considered highly prospective due to the area’s disrupted exploration history and extensive blanketing by barren transported cover. Previous drilling highlighted several anomalous zones within the Bronzewing corridor which have received limited follow-up with deeper RC and diamond drilling. The previous drilling only tested for north-south lode orientations which did not consider the inherent structural complexity and variable orientation of the Bronzewing lodes. 2. The Orelia trend shear zones extending for 15km along strike to the north of the Lotus pit and adjacent 1Moz Orelia gold deposit. Previous RAB interface and aircore drilling to an average depth of 30m along the trend outlined numerous bottom-of-hole gold anomalies (0.1-1g/t Au) some of which have not been tested by deeper RC or diamond drilling. (Refer to the Annual Mineral Resource Statement on page 24). 3. The Kens Bore quartz vein target is located 11km southeast of Bronzewing. Several strongly anomalous gold results in rock chips coinciding with a 3km long gold-in-soil anomaly at a granite – basalt contact marked by quartz veining. The previous shallow drilling at Ken’s Bore is not considered to have fully tested the prospect. (Refer to the Annual Mineral Resource Statement on page 24). Since the acquisition Hammer has completed data compilation, ground IP surveying and the first phase of RC drilling which intercepted significant gold mineralisation in most of the holes drilled including 10m at 1.97g/t Au from 129m including 1m at 16g/t Au from 137m and 2m at 3.39g/t Au from 110m in BWRC006 (refer ASX announcement 2 October 2019). Multiple targets remain to be tested with the recent drilling providing useful information on the structure, geology and deportment of the gold mineralisation at the project. The Company expects the first phase of aircore drilling along the Orelia trend to commence shortly. View looking north showing the proximity of the Bronzewing Deposit to E36/854 HAMMER METALS LIMITED / Annual Report 2019 / 09 Bronzewing South Gold Project (WA) Bronzewing South Tenements Bronzewing South Phase 1 RC Drilling with significant intercepts (refer ASX announcement 2 October 2019) 010 / HAMMER METALS LIMITED / Annual Report 2019 Mount Isa Project (QLD) The Company is an active mineral explorer in the Mount Isa region, focused on discovering large copper-gold deposits of the Ernest Henry style and has a range of prospective targets at various stages of testing. Through its wholly owned subsidiaries, the Company holds a strategic tenement position covering over 2,100km2 with 100% interests in the Kalman (Cu-Au-Mo-Re) deposit, the Overlander North and Overlander South (Cu-Co) deposits and the Elaine-Dorothy (Cu-Au) deposit and a 51% interest in the Jubilee (Cu-Au) deposit. The ground position is focused on major regional-scale structural zones and extends for over 100km from Mary Kathleen in the north to the Tick Hill area in the south. Activity during the past year included multi-disciplinary exploration programs funded both internally and by our joint venture partners. Project acquisition and target generation activities continued to add highly prospective tenements to the Company’s existing portfolio whilst less prospective tenements were relinquished. The Company will also seek new joint ventures with suitable parties to assist in the funding of this work whilst pursuing self-funded exploration on its own 100% owned targets. Mount Isa Project Locations – Hammer Resources in Yellow GRASSROOTS ADVANCED EXPLORATION RESOURCE DEFINITION DEVELOPMENT STUDIES Koppany Mt Philp Breccia Prince of Wales Overlander IOCG Elaine Mt Philp Fe Overlander North & South Kalman Even Steven Pindora Black Rock Lake View Millennium Sold to GEMC (TSX- Listed Company) for 20% interest in GEMC Jubilee 51% HMX & Operator Malbon Perentie Andy’s Hill IOCG Tourist Zone Project owned 100% Hammer interest as noted Hammer has a massive 2,100km2 tenement   holding in the largest base metal province in the world Mt Isa Asset Portfolio HAMMER METALS LIMITED / Annual Report 2019 / 011 Copper-Gold Exploration Mary Kathleen Structural Zone The Company holds contiguous tenements that secure a 15km long section of the Mary Kathleen structural zone as far south as the Tiny Boot prospect where the structure intersects the Fountain Range and Pilgrim Faults. The Mary Kathleen structural corridor is highly mineralised and hosts several copper-gold, uranium and REE prospects including the Mary Kathleen uranium deposit (closed), the Jubilee copper-gold deposit and Koppany, Chester, Blue Caesar and Elaine Dorothy. At Elaine-Dorothy the previous owners delineated an Inferred Mineral Resource estimate of 27 Mt at 0.5% Cu and 0.08g/t Au\. (Refer to the Annual Mineral Resource Statement on page 24). During the year the area was further consolidated with the purchase of the tenements covering the Black Rock and Sunset copper-gold targets 5km west of Jubilee. The tenements are 100%-owned by the Company apart from EPM 14467. Located adjacent to the Mary Kathleen uranium mine this tenement is in a joint venture with Mount Isa Mines Ltd (MIM), a subsidiary of Glencore. Through Mulga Minerals Pty Ltd, a 100% owned subsidiary, Hammer Metals Ltd holds a 51% interest in the tenement and is the operator. Mary Kathleen Structural Zone 012 / HAMMER METALS LIMITED / Annual Report 2019 Copper-Gold Exploration Jubilee Activity in the Mary Kathleen district during the year was directed at progressing the Jubilee copper-gold deposit with a diamond drilling program, resource estimation and first pass metallurgical test work completed. The Jubilee deposit is well located; close to the sealed Barkly Highway midway between Mount Isa and Cloncurry. Within five kilometres of the Jubilee deposit, Hammer holds the Elaine-Dorothy copper-gold deposit and the Lakeview, Black Rock, and Sunset copper-gold prospects, all of which have excellent potential to define additional copper and gold resources. Rock chip sampling and mapping has also highlighted a mineralised trend extending between Jubilee and the currently undrilled Lakeview mine (4.5km to the south), enhancing the potential of the Jubilee structural trend for further discoveries. Estimation of an initial Mineral Resource for the Jubilee deposit was completed in late 2018. The Mineral Resource Estimate comprises 1.4 million tonnes at 1.4% Cu and 0.62g/t Au in the Inferred category at a 0.5% Cu cut-off grade containing an estimated 20,000 tonnes of copper and 28,000 ounces of gold (refer ASX announcement 13 November 2018). The deposit extends from surface and is open at depth with excellent potential to extend the resource at depth and along strike. The sulphide mineralisation as defined is relatively close to surface and is therefore potentially amenable to extraction by open pit mining. Results of the first pass sulphide flotation metallurgical work on samples of diamond drill core were very encouraging with a peak copper recovery of 98% and gold recovery of 80% to a rougher copper concentrate (refer ASX announcement 13 November 2018). Jubilee Sulphide Flotation Test Work Jubilee Long Section (looking west) (refer ASX announcement 13 November 2018) HAMMER METALS LIMITED / Annual Report 2019 / 013 Copper-Gold Exploration Black Rock and Sunset In October 2018, the Company executed a Sale and Purchase Agreement to buy a 100% interest (subject to a 1.5% NSR) in two exploration permits that cover the Black Rock and Sunset copper-gold prospects located 5km northwest of the Company’s existing Jubilee and Elaine-Dorothy copper-gold deposits near the Mary Kathleen uranium mine. Sunset and Black Rock occur on a mineralized trend termed the Wonga detachment surface. This trend is largely located along lithological boundaries and has been an important channel-way for hydrothermal fluids during mineralising events in the Mary Kathleen Fold Belt. Jubilee and Lakeview also occur on or close to the surface as well as several other copper occurrences. The Company holds over 20km of strike of this zone which is considered to have substantial exploration potential. Previous drilling at Black Rock returned broad drill intersections of copper-gold mineralisation over a strike length of 1.2km with true widths of the mineralised zone of up to 60m, indicating good potential to host a large tonnage copper-gold deposit similar to Hammer’s Elaine- Dorothy deposit. The mineralisation is hosted within a magnetite-hematite altered fractured quartzite. Significant intercepts include: • 78m at 0.54% Cu and 0.13g/t Au from 140m in CAMD003 • 94m at 0.44% Cu from 159m in DDH-PN1 (no gold assays) • 98m at 0.30% Cu including 3m at 4.05% Cu and 0.59g/t Au from 85m in CAMC033 • 70m at 0.33% Cu including 5m at 1.08% Cu and 0.23g/t Au from 206m in CAMC028 • (refer ASX announcement 30 October 2018) In contrast the Sunset Prospect has potential for Jubilee- style copper-gold deposits. Selected drill intersections include 24m @ 1.41% Cu and 0.49g/t Au and 14m at 2.57% Cu (refer ASX announcement 30 October 2018). Mineralisation occurs as multiple stacked lenses which were historically mined by narrow vein methods. Drilling has delineated mineralisation over a 700m strike length. Copper mineralisation consisting of chalcopyrite, chalcocite, malachite and chrysocolla from the Sunset prospect Oblique view of the Sunset and Black Rock trends looking south (refer ASX announcement 30 October 2018) 014 / HAMMER METALS LIMITED / Annual Report 2019 Copper-Gold Exploration IOCG Targets | Mount Philp Breccia The Mount Philp Breccia Project is a high-priority exploration target for the Company. The project covers a strongly altered and brecciated sequence of rocks covering an area approximately 10km long and 7km wide and is located between the regional scale Fountain Range and Pilgrim Faults. Both faults are more than 200km in length and are major crustal features of the central portion of the Mount Isa Inlier. The Mt Philp Breccia is one of the largest areas of breccia in the Mount Isa inlier. Significantly, recent age dating of the breccia matrix and intrusive rocks indicate ages similar to the Williams Granite. In recent years the Company has consolidated its tenure position over the breccia, with the prime exploration objective being for IOCG mineralisation. There are known occurrences of uranium, hematite (at the Mount Philp Iron Deposit), magnetite, copper, gold, cobalt, REE’s, scheelite and molybdenite occurring within the project area. The large scale of the alteration and brecciation, the favourable structural framework and extensive felsic and mafic intrusive activity are considered conducive to the formation of an IOCG deposit. Additionally, zones of mylonite and strong silicification were found which are considered to have potential for Tick Hill style gold mineralisation. The Company’s 100%-owned Mt Philp haematite deposit is immediately adjacent to the breccia and is considered of epigenetic rather than sedimentary origin. Previous drilling intercepted low-grade copper-gold mineralisation below the northern end of the deposit indicating the potential for an untested IOCG system at Mt Philp. Examination of diamond core from the southern end of the iron resource indicates breccias containing fragments of hematite abut the deposit. A high resolution aeromagnetic and radiometric survey was undertaken over the area as well as soil geochemical sampling on a nominal 200 x 200 metre staggered pattern. A number of strong copper-gold anomalies were outlined by the survey. The gold distribution is similar to that of copper in most instances although there are +50ppb Au anomalies which are not associated with copper. Field work involving prospecting and rock chipping in the area of the soil anomalies commenced during the year. Approximately two thirds of the anomalies have been progressively ground checked. Although at an early stage the results to date have been very encouraging with previously unknown zones of outcropping copper (and gold) mineralisation found, including Shadow, Toby, Steakhouse and Undulating Hills. The work will be followed up with more detailed mapping and sampling along with gravity surveying. Mineralised Mt Philp Breccia from the Shadow Prospect HAMMER METALS LIMITED / Annual Report 2019 / 015 Copper-Gold Exploration IOCG Targets | Mount Philp Breccia Mt Philp Breccia Zone on Magnetic Image (refer to ASX announcement 10 September 2019) Oblique view of the Shadow prospect looking West. The image shows the location of anomalous rock chips in the Mt Philp Breccia on the eastern side of the Mt Philp Hematite deposit. Silica alteration marks the position of the Fountain Range Fault in the background. 016 / HAMMER METALS LIMITED / Annual Report 2019 Copper-Gold Exploration Malbon The Malbon and El Questro areas are about 40km east of Kalman. The area has not been a high priority for the Company, however the high gold values being outlined by rock chip sampling along these trends are considered encouraging and warrant further investigation. The Kings, Alice and Deadlock trends are up to 1.8km in length. Outcrop is sparse in the area with a thin veneer of colluvial cover masking bedrock. Mapping and additional sampling will be conducted in due course. Gossan sample from the Deadlock Prospect (ZL480, 9.91g/t Au and 1.79% Cu) (refer to ASX announcement dated 8 May 2019) HAMMER METALS LIMITED / Annual Report 2019 / 017 Copper-Gold Exploration Perentie The Perentie Project is a copper-gold discovery made by Hammer in August 2018 by surface prospecting and rock chip sampling. Perentie forms part of the Dronfield Joint Venture on EPM 18084 between Hammer Metals Ltd (80%) and Kabiri Pty Ltd (20%). Previous exploration by the Company and Newmont in this area has focussed on strong magnetic and gravity features along the northern margin of the highly magnetic Wimberu Granite, a Williams-aged granite that is considered to be associated with the development of iron oxide copper-gold (IOCG) mineralisation within the Mount Isa Inlier. Multiple mineralised trends are located within zones of demagnetisation of the granite. The demagnetisation is caused by alteration of magnetite to hematite and is often accompanied by quartz-carbonate veining, brecciation and red-rock alteration. Three of these prospects Judith, Paddy B and Susan are located along one of these north-south structures where they intersect north-westerly faults. A parallel structure, termed the Rainbow Ridge – Trackside trend was also defined. Surface geophysics (SAM) was conducted prior to the drilling of 1329m in 15 RC holes at the Judith, Paddy B and Trackside prospects. The strong SAM anomaly and structural target at Susan was unfortunately not able to be tested due to access issues. Zones of high-grade copper mineralisation co-incident with the Perentie targets were intercepted, including: • 2m at 2.42% Cu from 74m including 1m at 4.21% Cu and 0.13g/t Au from 75m in HDRC012 at Paddy B and, • 2m at 2.36% Cu and 2g/t Au from 37m in HDRC016 at Trackside. (refer to ASX announcement dated 24 January 2019) Whilst an economic intersection was not obtained in this program this first-pass drilling has confirmed that the exploration concept is valid, with elevated copper mineralisation and alteration present in all the target zones drilled – including narrow zones of higher-grade copper and gold. Only three of the thirty “de-magnetised” target zones, many of which are obscured by shallow cover, have been investigated. The work at Dronfield is still in its early stages and the size of the target area (as indicated by the extensive scale of the alteration, magnetite enrichment/depletion and number of surface mineralization occurrences in areas of outcrop) highlights the potential of the project for IOCG and ISCG deposits. A partner is being sought to progress exploration in this region. 018 / HAMMER METALS LIMITED / Annual Report 2019 RC Drilling at Judith Copper-Gold Exploration Kalman West / Hammertime / Overlander / Even Steven / Revenue / Andy’s Hill No field work was undertaken on these prospects during the year however substantial untested IOCG potential remains at each prospect and partners will be sought to accelerate exploration. Kalman Deposit No field work was undertaken on the Kalman deposit during the year. The Indicated and Inferred Mineral Resource at Kalman stands at 20Mt at 0.61% Cu, 0.14% Mo, 0.34g/t Au and 3.7g/t Re (1.8% CuEq) (refer ASX announcement 27 September 2016). The deposit remains open down plunge and at 0.14% Mo, Kalman is one of the highest-grade molybdenum resources in the world. Kalman Deposit Block Model (CuEq) HAMMER METALS LIMITED / Annual Report 2019 / 019 Rare Earth Elements (REE) Exploration Due to the increasing strategic importance of rare-earth-elements (REE), the Company commenced a review of the REE potential of its Mount Isa Project as part of a broader asset review. An initial investigation of its drilling database has highlighted the potential of the Andy’s Hill iron oxide copper-gold (IOCG) prospect near Kalman and the Koppany prospect near Mary Kathleen for light REE’s specifically cerium, lanthanum, neodymium and praseodymium. Neodymium and praseodymium are the core ingredients for the manufacturing of permanent magnets (NdFeB magnets), which are used in high-efficiency electric-motors and electric vehicles. Significant quantities of light REE’s are known to occur at the Mary Kathleen uranium mine however the REE’s were not recovered at the time of mining. Assessment of the drill hole database for the Koppany Project located immediately along strike to the south of Mary Kathleen has highlighted the presence of REE’s (as well as copper) in several of the diamond holes drilled to test a separate sulphide alteration zone indicated by strong VTEM anomalies. The Koppany Project forms part of the Mt Frosty JV between the Company (51%) and MIM (49%). Although REE’s were not specifically targeted by this drilling, intersections including 158m at 0.39% LREO from 76m including 12m at 2% LREO from 156m in KOPD005 and 121m at 0.38% LREO from 142m including 22m at 0.79% LREO in KOPD007 located approximately 800m to the south of KOPD005. Peak values over any one metre interval included 1.7% Cerium, 1.15% Lanthanum, 0.26% Neodymium and 0.13% Praseodymium (refer to ASX announcement 3 July 2019). At Andy’s Hill drilling conducted in 2015 intercepted broad widths of massive magnetite with disseminated copper and REE’s including 95m at 0.12% Cerium and 0.1% Lanthanum in AH001 and 14m at 0.25% Cerium and 0.20% Lanthanum in AHRC003 (refer ASX announcement 5 June 2015). 020 / HAMMER METALS LIMITED / Annual Report 2019 Cobalt Exploration Millennium The Millennium cobalt-copper-gold project comprises five granted mining leases located about 30km northwest of Cloncurry and less than 20km from the Rocklands Cu-Co-Au deposit. On 28 June 2019, the Company completed the sale of its 75% interest in the project along with the cobalt targets at Mt Dorothy and Cobalt Ridge to TSX-listed and joint venture partner Global Energy Metals Corporation (GEMC). The sale to a focused cobalt explorer in GEMC will allow the Company to concentrate on its other advanced copper-gold exploration programs in the Mount Isa mining district. Following the sale, the Company holds 19.25 million ordinary shares in GEMC (representing a 19.9% interest) plus the right to nominate one person to the GEMC board of directors whilst Hammer maintains at least a 10% shareholding in GEMC. Given the Company’s technical and jurisdictional expertise, it will remain as operator of the Property until at least the first anniversary of the date of the Definitive Agreement, with such engagement to be reviewed and renewed on an annual basis thereafter. The Company shall receive an operator’s fee of 10% of the expenditures carried out on the Property. The Company will also co-operate with GEMC with a view to identifying and acquiring additional cobalt assets in the Mount Isa region. During the year the initial phase of metallurgical sulphide flotation test work was conducted by ALS (Adelaide) on diamond drill core samples from the northern quartzite zone of the Millennium deposit. The northern quartzite domain contains most of the Millennium resource. Two composite samples were sourced from diamond drill core (MIDD001- MIDD010) from a drilling program conducted in the first quarter of 2018. The key outcome of the metallurgical test work is that the production of separate cobalt and copper rougher concentrate streams is possible. Results are as follows: High-grade composite peak rougher flotation test • Combined Cu recovery of 95.1% • Combined Co recovery of 95.4% • Au total recovery of 81.4% reporting dominantly to the Cu concentrate Low-grade composite peak rougher flotation test • Combined Cu recovery of 91.3% • Combined Co recovery of 91.7% • Au total recovery of 77.9% reporting dominantly to the Cu concentrate (refer ASX announcement 13 November 2018) The results are considered very encouraging for an initial phase test and it is expected that the concentrate grades may increase on re-grind and final cleaner flotation. Looking ahead, further drilling is planned on the southern portion of the Millennium deposit to expand and upgrade the current resource. This will be accompanied by ongoing metallurgical characterisation. Copper rougher flotation test HG-3 (left) and cobalt rougher flotation test HG-1 (right) HAMMER METALS LIMITED / Annual Report 2019 / 021 Cobalt Exploration Northern Zone at Millennium showing the mineralised Quartzite Other Commodities As previously reported the significant potential of Hammer’s tenement holding for several other commodities including iron ore, potash, graphite and rare earth elements has become apparent. Partners will be sought to assist with advancing these targets. Pilbara Iron Ore (WA) The Pilbara iron ore resource is a channel iron deposit situated approximately 100km west of Tom Price. The current Indicated Mineral Resource estimate for the project is 11.5 million tonnes at 53% Fe. The deposit is held under a retention license (E08/1997). (Refer to the Annual Mineral Resource Statement on page 24). 022 / HAMMER METALS LIMITED / Annual Report 2019 Competent Person’s Statements EXPLORATION RESULTS MINERAL RESOURCE ESTIMATES The information in this report as it relates to exploration results and geology was compiled by Mr. Mark Whittle, who is a fellow of the AusIMM and a consultant to the company. Mr. Mark Whittle, who is also a share and option holder in the Company, has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2012 Edition of the Australasian Code for Reporting of Exploration Results, Mineral Resources and Reserves. Mr. Whittle consents to the inclusion in the report of the matters based on the information in the form and context in which it appears. Where the company refers to Mineral Resource Estimates for the following prospects: • the Kalman deposit (ASX 27 September 2016); • • the Millennium deposit (ASX 6 December 2016); the Pilbara Iron Ore deposit (ASX 30 October 2014); • the Jubilee deposit (ASX 20 December 2018) It confirms that it is not aware of any new information or data that materially affects the information included in those announcements and all material assumptions and technical parameters underpinning the resource estimates continue to apply and have not materially changed. HAMMER METALS LIMITED / Annual Report 2019 / 023 Annual Mineral Resource Statement As of 30 June 2019 The Company’s Mineral Resource Statement has been compiled in accordance with the Australian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (The JORC Code 2012 and 2004 Editions) and Chapter 5 of the ASX Listing Rules and ASX Guidance Note 31. The Company has no Ore Reserve estimates. The Company governs its activities in accordance with industry best-practice. The reported estimates for Overlander, Kalman and Millennium were generated by reputable, independent consulting firms. The resource reports and supporting data were subjected to internal analysis and peer-review before release. In 2016, Hammer Metals Limited commissioned Haren Consulting Pty Ltd to update the Kalman Resource based on new drilling and geological interpretation. The resource was issued on the 27th of September 2016. In November 2016, Haren Consulting was contracted by Hammer Metals Limited to complete a maiden mineral resource estimate for the Millennium deposit. The estimate is based on good quality RC drilling data. The Mineral Resource was based on a series of 23 RC holes drilled by Hammer Metals following its acquisition of the tenements in May 2016 and 17 RC holes drilled by the previous operator in 2013-2014. Drilling extends to a maximum down hole depth of 322m and the mineralisation was modelled from surface to a depth of approximately 280m below surface. The drill hole spacing is approximately 50 to 100m along strike. There has been no material change to the Millennium resource estimate since its initial release to the ASX dated 6th December 2016. Resource Project Mineral Resource Competent Person Jubilee Millennium Kalman Overlander West Pilbara Mt. Philp Mr. L. Burlet Ms. E. Haren Ms. E. Haren Ms. E. Haren Mr. C. Allen CSA Global Pty Ltd conducted the Resource Estimate over the West Pilbara Iron Ore Deposit and this was reported to the ASX on 26 July 2010. In 2014, the Resource was updated to adhere to the JORC Code 2012 Edition, however the Resource Estimate remained unchanged. Cerro Resources Limited, the previous tenure holder over the Mt. Philp Hematite Deposit reported the Resource Estimate to the ASX on the 12 March 2012. The Mt Philp Resource Estimate adhered to the JORC Code 2004 edition. In relation to the Overlander, West Pilbara and Mt Philp Resources, there have been no material changes to the Resource Estimates during the reporting period. In November 2018, H&S Consultants Pty Ltd was commissioned to undertake a resource estimate on the Jubilee Cu-Au Deposit. The resource was issued on 12 December 2018. The estimate is based on good quality RC and Diamond drilling data. The estimate was based on a 42 reverse circulation holes for 5475m and 3 diamond holes for 261m. Of these holes 26 were drilled by Hammer Metals Ltd and the remaining 19 drilled by the previous operator. Drilling extends to a maximum depth of 325m below surface. The drill hole spacing is approximately 50m along strike. There has been no material change to the Jubilee Resource estimate since its initial release to the ASX dated 20 December 2018. Organization ASX Reporting Date H&S Consultants Pty Ltd December 12th, 2018 Haren Consulting December 6th 2016 Haren Consulting September 27th 2016 Haren Consulting August 26th 2015 CSA Global Pty Ltd July 26th 2010  Mr. T. Leahey Cerro Resource NL September 28th 2012 024 / HAMMER METALS LIMITED / Annual Report 2019 Annual Mineral Resource Statement Jubilee Deposit JORC 2012 Mineral Resource Estimate (12 December, 2018) (Reported at 0.5% Cu cut-off) Classification Weathering Domain Organization Inferred Inferred Total Mod-Slightly Weathered Fresh 0.07 1.34 1.41 Cu % 1.51 1.41 1.41 Au (Cut) g/t 0.55 0.63 0.62 Cu Tonnes 1,000 19,000 20,000 Au (Cut) Ounces 1,200 27,100 28,300 • Note: (1) Numbers rounded to two significant figures to reflect appropriate levels of confidence • Note: (2) Totals may differ due to rounding The 51%-owned Jubilee Deposit is situated 50 kilometres west of Mount Isa in North West Queensland. In November 2018, H&S Consultants Pty ltd was commissioned to undertake a resource estimate on the Jubilee Cu-Au Deposit. The resource was issued on 12 December 2018. The estimate is based on good quality RC and Diamond drilling data. The estimate was based on a 42 reverse circulation holes for 5475m and 3 diamond holes for 261m. Of these holes 26 were drilled by Hammer Metals Ltd and the remaining 19 drilled by the previous operator. Drilling extends to a maximum depth of 325m below surface. The drill hole spacing is approximately 50m along strike. There has been no material change to the Jubilee Resource estimate since its initial release to the ASX dated 20 December 2018. Refer to the ASX release dated 20 December, 2018. The company is not aware of any new information or data that materially affects the information in the HMX ASX announcement. All material assumptions and technical parameters underpinning the mineral resource estimate continue to apply and have not materially changed. Kalman Deposit JORC 2012 Mineral Resource Estimate (27 September, 2016) Classification Mining Method CuEq Cut-off Tonnes Kt CuEq % Indicated Open Pit 0.75% 7,100 Inferred Inferred Total Open Pit 0.75% 6,200 Underground 1.4% 7,000 20,000 1.5 1.6 2.4 1.8 Cu % 0.48 0.44 0.89 0.61 Mo % 0.12 0.15 0.16 0.14 Au ppm 0.27 0.24 0.50 0.34 Ag ppm 1.4 1.5 2.9 1.9 Re ppm 2.9 3.9 4.5 3.7 • Note: (1) The copper equivalent equation is: CuEq= Cu+(0.864268*Au)+(0.011063*Ag)+(4.741128*Mo)+(0.064516*Re) • Note: (2) Copper Equivalent Price assumptions are: Cu: US$4,650/t; Au: US$1,250/oz; Ag: US$16/oz; Mo: US$10/lb; and Re: US$3,000/kg HAMMER METALS LIMITED / Annual Report 2019 / 025 Annual Mineral Resource Statement The Kalman Molybdenum-Rhenium-Copper-Gold-Silver (Mo-Re-Cu-Au-Ag) deposit is situated 60 kilometres southeast of Mt Isa within the Mt Isa Inlier, and forms part of the company’s Kalman Project. Drilling extends to a maximum down hole depth of 998.3 metres and the mineralisation was modelled from surface to a depth of approximately 800 metres below surface. The estimate is based on good quality RC and diamond core drilling data. The drill hole spacing is approximately 100 metres along strike with some 50 metre-spaced infill drilling. In September 2016, Haren Consulting was contracted by Hammer Metals Limited to complete an update of the Mineral Resource estimate for the deposit. The estimate was reported to comply with the 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’ by the Joint Ore Reserves Committee (JORC). The Kalman Mineral Resource has been reported at two cut-off grades to reflect both open pit and underground mining scenarios. The Kalman Mineral Resource estimate comprises a combined 20 million tonnes at 1.8% copper equivalent (CuEq) at 0.61% copper, 0.34 g/t gold, 0.14% molybdenum and 3.7 g/t rhenium in the Indicated and Inferred categories at revised cut-off grades. (Refer to the ASX release dated 27 September 2016). The Kalman Mineral Resource Estimate disclosed as part of the 2015 review was last updated in March 2014 in accordance with the JORC Code (2012 Edition). The Resource estimate comprised a combined 30 million tonnes at 1.3% copper equivalent (CuEq) at 0.54% Cu, 0.28% Au, 0.08% Mo and 2.2 g/t Re in the Inferred category. (Refer to the ASX Release dated 19 March 2014 for full details of the Resource Estimate.) Kalman Deposit Mineral Resource Estimate (2015) (Reported at 0.3% CuEq cut-off above 100m RL and 1.0% CuEq cut-off below 100m RL) Classification Mining Method Tonnes kt CuEq % Inferred Inferred Total Open Pit 22,000 Underground 8,300 30,000 1.1 1.9 1.3 Cu % 0.42 0.87 0.54 Au ppm 0.22 0.42 0.28 Ag ppm 1.1 2.0 1.3 Mo % 0.07 0.11 0.08 Re ppm 1.9 2.9 2.2 • Note: (1) Numbers rounded to two significant figures • Note: (2) Totals may differ due to rounding • Note: (3) (CuEq = Cu + 0.594464Au + 0.010051Ag + 4.953866Mo + 0.074375Re) The reasons for the update were: – 8 holes (K131-K132 and K134-139) drilled by Hammer in 2014 were incorporated into the resource model. The drill holes intersected multiple, relatively shallow high-grade molybdenum and copper intersections which were considered to have the potential to enhance the existing mineral resource model. – The deposit was re-interpreted to improve mineralisation constraints. The 2016 resource update differed from the 2014 update in that the resulting total resource tonnage was reduced from 30,000kt to 20,000kt and average metal grades increased, primarily due to the use of more elevated cut-off grades. 026 / HAMMER METALS LIMITED / Annual Report 2019 Annual Mineral Resource Statement Overlander North And South Deposits JORC 2012 Mineral Resource Estimates (26 August, 2015) (Reported at 0.5% Cu cut-off) Overlander North Mineral Resource Classification Indicated Inferred Total Tonnes 253,000 870,000 1,123,000 Cu % 1.4 1.3 1.3 Co ppm 254 456 410 Cu Tonnes 3,414 11,350 14,764 • Note: (1) Numbers rounded to two significant figures to reflect appropriate levels of confidence • Note: (2) Totals may differ due to rounding Overlander South Mineral Resource Classification Tonnes Indicated Inferred Total - 649,000 649,000 Cu % - 1.0 1.0 Co ppm - 500 500 Cu Tonnes - 6,352 6,352 • Note: (1) Numbers rounded to two significant figures to reflect appropriate levels of confidence • Note: (2) Totals may differ due to rounding Overlander North and South Combined Mineral Resource Classification Indicated Inferred Total Tonnes 253,000 1,518,000 1,772,000 Cu % 1.4 1.2 1.2 Co ppm 254 476 445 Cu Tonnes 3,414 17,700 21,112 • Note: (1) Numbers rounded to two significant figures to reflect appropriate levels of confidence • Note: (2) Totals may differ due to rounding Co Tonnes 64 396 461 Co Tonnes - 327 327 Co Tonnes 64 723 788 HAMMER METALS LIMITED / Annual Report 2019 / 027 Annual Mineral Resource Statement The 100%-owned Overlander Project is situated 60 kilometres to the southeast of the mining centre of Mount Isa in North West Queensland and 6 kilometres to the west of Hammer’s Kalman copper-gold-molybdenum-rhenium deposit. It is a high-priority target area for both shear-hosted copper and IOCG copper mineralisation. The Overlander North and South Copper Deposits are situated approximately one kilometre apart within a common shear zone. Drilling in the Overlander North deposit extends to a vertical depth of approximately 430m and the mineralisation was modelled from surface to a depth of approximately 420 metres below surface. Drilling in the Overlander South deposit extends to a vertical depth of approximately 215 metres and the mineralisation was modelled from surface to a depth of approximately 180m below surface. The resource estimates are based on good quality RC and diamond drilling data. Drill hole spacing is predominantly on a 40 metre by 20 metre spacing with additional drill holes between sections targeted at the higher-grade cores of the deposits. Following additional drilling in 2014 and 2015, the Mineral Resource Estimates for the Overlander North and South shear- hosted copper Deposits were revised by Haren Consulting Pty Ltd and reported in accordance with the guidelines of the JORC Code (2012 Edition). They contain combined resources of 1,772,000 tonnes at 1.2% copper in the indicated and inferred categories (Refer to the ASX release dated 26 August 2015). There has been no material change to the Overlander resource base during the financial year. Mt. Philp Deposit JORC 2004 Mineral Resource Estimate (12 March, 2012) Classification Tonnes Indicated 19,110,000 Inferred Total 11,400,000 30,510,000 Fe % 41 34 39 P % 0.02 0.02 0.02 SiO2 % 38 48 42 Al2O3 % 1.3 2.0 1.6 TiO2 % 0.38 0.46 0.41 LOI % 0.29 0.31 0.30 • Note: (1) Numbers rounded to two significant figures to reflect appropriate levels of confidence • Note: (2) Totals may differ due to rounding The Mount Philp Iron Ore deposit is located in north-western Queensland, 1,500 kilometres northwest of Brisbane. The Mineral Resource Estimate is based on 48 diamond and reverse circulation (RC) drillholes completed in 2011 for a total of 3,801 metres. Drilling comprises fans located on a nominal 100 metre pattern along the strike length of the ironstone. The Mineral Resource was estimated and reported in-house by Cerro Resource NL. The current resource totals 19.1 million tonnes grading 41.4% iron and 37.9% silica in the Indicated category and 11.4 million tonnes grading 33.8% iron and 47.4% silica in the Inferred category. This resource is open at depth. A resource estimate was first completed and reported to ASX by previous owners on 28th September 2012 and there has been no material change to the resource base during the financial year. A review of the resource estimate was completed for the purpose of compiling this statement and the principles and methodology of the resource estimation procedure and the resource classification procedure have been reconciled with the CIM Resource Reserve definitions and found to comply. 028 / HAMMER METALS LIMITED / Annual Report 2019 Annual Mineral Resource Statement West Pilbara Deposit JORC 2012 Mineral Resource Estimate (26 July, 2010) (Reported at 50% Fe cut-off) Classification Mining Method Tonnes Indicated Open Pit 11,500,000 Inferred Total - - Open Pit 11,500,000 Fe % 53 - 53 P % 0.042 - 0.042 SiO2 % 7.8 - 7.8 AI203 % 5.6 - 5.6 LOI % 9.9 - 9.9 • Note: (1) Numbers rounded to two significant figures to reflect appropriate levels of confidence • Note: (2) Totals may differ due to rounding The West Pilbara Channel Iron Deposit is situated in the West Pilbara region of Western Australia about 100 km west of Tom Price, adjoining Atlas Iron’s Anthiby Well iron ore project. The deposit has been drilled with 40 Reverse Circulation holes totalling 2010 metres sampled on 1 metre intervals, on east-west sections spaced 100 metres apart. The drill holes are generally spaced 50 metres apart on section and drilled to between 42 and 60 metres depth. Midas Resources Limited (now Hammer Metals Limited) commissioned CSA Global Pty Ltd (CSA) in July 2010 to estimate the Mineral Resource at its West Pilbara iron ore prospect. The West Pilbara deposit contains an Indicated Mineral Resource of 11.5 million tonnes at 53.1% Fe, 0.042% P, 7.75% SiO2, 5.57% Al2O3 and 9.86% LOI. This is based on an interpreted mineralised envelope with a nominal Fe cut-off of 50%. (Refer to the ASX release dated 26 July 2010). In 2014 Hammer Metals commissioned CSA to convert the existing JORC 2004 resource statement to comply with the new 2012 JORC code. The JORC 2012 conversion statement was issued by CSA on 30 October 2014. The resource estimate remained unchanged. There has been no material change to the resource base of this project during the financial year. HAMMER METALS LIMITED / Annual Report 2019 / 029 Annual Mineral Resource Statement Millennium JORC 2012 Mineral Resource Estimate (26 December, 2016) Classification Indicated Tonnes 3,070,000 Cu % 0.35 Co % 0.14 Au ppm 0.12 • Note: [1] Numbers rounded to two significant figures to reflect appropriate levels of confidence • Note: [2] Totals may differ due to rounding • Note: [3] 1.0% CuEq Cut-off (CuEq = Cu % + (Co % x 5.9) + (Au ppm x 0.9) + (Ag ppm x 0.01) The 100%-owned Millennium polymetallic deposit is situated on granted mining leases approximately 32 kilometres northwest of Cloncurry in North West Queensland and 19 kilometres northwest of the operating Rocklands copper-gold- cobalt mine. The Millennium deposit lies within five Mining Leases; ML’s 2512, 2761, 2762, 7506 and 7507. Hammer currently has a 100% interest in all five Mining Leases. The tenements are in good standing and no known impediments exist. In November 2016, Haren Consulting was contracted by Hammer Metals Limited to complete a maiden mineral resource estimate for the deposit. The estimate is based on good quality RC drilling data. The Mineral Resource was based on a series of 23 RC holes drilled by Hammer Metals following its acquisition of the tenements in May 2016 and 17 RC holes drilled by the previous operator in 2013-2014. Drilling extends to a maximum down hole depth of 322m and the mineralisation was modelled from surface to a depth of approximately 280m below surface. The drill hole spacing is approximately 50 to 100m along strike. There has been no material change to the Millennium resource estimate since its initial release to the ASX dated 6th December 2016. Governance And Internal Controls – Resource Calculations The Company ensures good governance in relation to resource estimation through the use of third-party resource consultants and internal review in accordance with industry best practice. All reported resource estimates were generated by reputable, independent consulting firms. The resource reports and supporting data were subjected to internal analysis and peer review before release. The Company is not aware of any additional information, other than that reported, which would have a material effect on the estimates as reported. Due to the nature, stage and size of the Company’s existing operations, the Board believes there would be no efficiencies gained by establishing a separate mineral reserves and resources committee responsible for reviewing and monitoring the Company’s processes for calculating mineral reserves and resources estimates and for ensuring that the appropriate controls are applied to such calculations. The Company will report any future mineral reserves and resources estimates in accordance with the 2012 JORC Code. 030 / HAMMER METALS LIMITED / Annual Report 2019 Annual Mineral Resource Statement Resource By Commodity I O L 2 O T i 3 0 2 I A 2 O S i % % % % P % e F % o C e R m p p m p p o M % g A u A m p p m p p u C % % ) 1 ( t k q E u C s e n n o T ff O - t u C r e w o L j t c e o r P y t i d o m m o C y r a m i r P . 3 0 1 4 0 . 6 1 . 2 4 9 9 . . 6 5 8 7 . 0 0 9 3 5 3 5 4 4 0 0 4 1 . 1 0 2 1 . . 4 0 2 6 0 . 1 4 1 . 2 7 7 1 , 0 7 0 3 , 0 1 4 1 , 0 1 5 0 3 , . 5 4 . 2 0 9 2 . . 5 0 . 9 0 4 2 . 0 0 0 7 , ) d n u o r g r e d n U ( q E u C % 4 1 . n a m a K l ) 2 ( q E u C % 1 i m u n n e l l i M u C % 7 0 . r e d n a l r e v O u C % 5 0 . e e l i b u J p l i h P . t M e r O n o r I 7 3 3 . 3 1 0 . 5 4 1 . 6 2 0 . 6 4 0 . 5 5 1 . 0 0 3 3 1 , q E u C % 5 7 0 . ) t i P n e p O ( n a m a K l r e p p o C ) e R * 6 1 5 4 6 0 0 ( . + ) o M * 8 2 1 1 4 7 4 ( . + ) g A * 3 6 0 1 1 0 0 ( . + ) u A * 8 6 2 4 6 8 0 ( . + u C = q E u C - ) 1 ( ) 1 0 0 . * m p p g A ( + ) 9 0 . * m p p u A ( + ) 9 5 . * % o C ( + % u C = q E u C - ) 2 ( 0 0 5 1 1 , e F % 0 5 a r a b l i P t s e W HAMMER METALS LIMITED / Annual Report 2019 / 031           Annual Mineral Resource Statement Competent Persons Statement The information in this Annual Mineral Resources Statement is based on, and fairly represents information and supporting documentation reviewed by Mr Mark Whittle, a Competent Person who is a fellow of the AusIMM and a consultant to the company. Mr Whittle has sufficient experience which is relevant to the style of mineralisation and type of deposits under consideration and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2004 Edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (2004 JORC Code) and the 2012 Edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (2012 JORC Code). Mr Whittle consents to the inclusion in the report of the matters based on this information in the form and context in which it appears. Tenement Interests At End Of September 2018 MT DOCKERELL MINING PTY LTD Lease EPM 11919 EPM 25165 EPM 13870  EPM 18084 EPM 26474 EPM 26511 EPM 26628 EPM 26694 EPM 26775 EPM 26776 EPM 26777 EPM 26809 EPM 26902 EPM 26904 EPM 27018 Lease Name Lease Status Interest Cameron River Cameron River 4 Pelican Dronfield Enterprise Sling Shot Argylla Mt Philp Pilgrim North Pilgrim Central Pilgrim South Rosebud Marriage Jady Jenny Dingo Creek Granted Granted Granted Granted Granted Granted Granted Granted Granted Granted Granted Application Granted Granted Granted 100% 100% 100% 80% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 032 / HAMMER METALS LIMITED / Annual Report 2019 MULGA MINERALS PTY LTD Annual Mineral Resource Statement Lease Status Interest Lease EPM 12205 EPM 14019 EPM 14022 EPM 14467 EPM 25145 EPM 25866 EPM 25867 EPM 26126 EPM 26127 EPM 26130 EPM 26512 EPM27355 E08/1997 Lease Name Cloncurry South Mary K North Mary K Mt Frosty Green Creek Malbon Mt Jasper Cathay Resolve El Questro Black Angel Pioneer Granted Granted Granted Granted Granted Granted Granted Granted Granted Granted Granted Application 100% 100% 100% 51% 100% 100% 100% 100% 100% 100% 100% 100% 100% West Pilbara - Cheela Plains Granted CARNEGIE EXPLORATION PTY LTD Lease E36/854 E36/868 E36/869 E36/870 E36/916 E36/983 P36/1857 P36/1858 Lease Name Lease Status Interest Kens Bore Granted Granted Granted Granted Granted Application Granted Granted 100% 100% 100% 100% 100% 100% 100% 100% HAMMER METALS LIMITED / Annual Report 2019 / 033 Directors Report 034 / HAMMER METALS LIMITED / Annual Report 2019 1. Directors The names and details of the Company’s directors in office during the financial year or since the end of the financial year are set out below: Russell Davis Nader El Sayed Zbigniew Lubieniecki Executive Chairman Non-Executive Director BSc (Honours) MBA MAusIMM, MAICD Russell Davis is a Geologist with over 30 years‘ experience in the mineral resources business. He has worked on the exploration and development of a range of commodities for a number of international and Australian companies, holding senior technical and corporate positions including Chief Mine Geologist, Exploration Manager and Managing Director. Mr Davis was a founding Director of Gold Road Resources Limited and also Syndicated Metals Limited where he was Managing Director from December 2007 to March 2012. Mr Davis has been a Director of Hammer Metals (Australia) Pty Ltd since its inception in 2012. B.Comm, MA Nader El Sayed holds a Bachelor of Commerce (Banking & Finance) and a Masters (Accounting). Mr El Sayed is currently the Chief Executive Officer of Multiplant Holdings, a mining and civil services business based in Western Australia. Mr El Sayed’s previous roles include holding a senior management position with KPMG providing assurance, capital markets and other advisory services to key Australian and international resource companies. Mr El Sayed brings a wealth of risk management, corporate governance, strategic and financial experience to the Board. Mr El Sayed is currently also a director of Spectrum Metals Limited. Non-Executive Director (appointed 1 October 2018) BSc (Applied Geology), MAIG Zbigniew (“Ziggy”) Lubieniecki holds a Bachelor of Science (Applied Geology) and is an experienced exploration geologist with more than 30 years’ experience in exploration, mining, management, property acquisition and company listings. Mr Lubieniecki has held senior positions including Chief Mine Geologist for Plutonic Resources Limited and exploration Manager for Australian Platinum Mines, and was most recently an Executive Director of Gold Road Resources Limited. Mr Lubieniecki has had a successful exploration career including the discovery of the 6.2-million-ounce Gruyere gold deposit. Alexander Hewlett Executive Director (resigned 1 October 2018) Simon Bodensteiner Independent Non-Executive Director (resigned 1 October 2018) HAMMER METALS LIMITED / Annual Report 2019 / 035 Directors Report 2. Directorships of Other Listed Companies Directorships of other ASX listed companies held by Directors in the 3 years immediately before the end of the financial year are as follows: Name Russell Davis Company Period of Directorship Gold Road Resources Ltd May 2004 – June 2016 Alexander Hewlett Spectrum Metals Limited March 2017 – to date Nader El Sayed Spectrum Metals Limited October 2017 – to date Black Cat Syndicate Limited January 2018 – to date Zbigniew Lubieniecki Simon Bodensteiner None None - - 3. Company Secretary Mark Pitts | Company Secretary (appointed 13 August 2010) | B.Bus, FCA, GAICD Mr Pitts is a Chartered Accountant with over 25 years’ experience in statutory reporting and business administration. He has been directly involved with, and consulted to a number of public companies holding senior financial management positions. Mr Pitts is a Partner in the corporate advisory firm Endeavour Corporate providing secretarial support, corporate and compliance advice to a number of ASX listed public companies. 4. Directors’ Meetings The number of Directors’ meetings held and the number of meetings attended by each of the Directors of the Company during their term in office in the financial year is as follows: Director Mr R Davis Mr A Hewlett Mr N El Sayed Mr Z Lubieniecki Mr S Bodensteiner Meetings held while in office Meetings attended 7 1 7 6 1 7 1 7 6 1 036 / HAMMER METALS LIMITED / Annual Report 2019 Directors Report 5. Principal Activity The principal activity of the Group during the course of the financial year was mineral exploration in Australia. 6. Operating and Financial Review The Group incurred an after-tax loss for the year of $852,517 (2018: $673,072). Corporate The following issues of ordinary shares were completed during the year: • On 14 September 2018, 2,305,074 ordinary shares were issued in lieu of underwriting fees on the rights issue of listed HMXOD options; • In addition, on 14 September 2018, 6,666,667 ordinary shares and 4,000,000 free attaching HMXOD options were issued at an issue price of $0.03 to raise $200,000 and 400,000 ordinary shares were issued in lieu of fees for this placement; • On 13 February 2019, 36,000,000 shares and 18,000,000 free-attaching options were issued under a placement to raise $720,000 before costs; and • On 20 May 2019, 14,000,000 shares and 7,000,000 free-attaching options were issued to Messrs Davis and Lubieniecki in accordance with the shareholder approval received for them to participate in the placement completed in February 2019. Subsequent to the year end, the Company raised $1,756,069 (before costs) through a placement of 87,803,437 ordinary shares. The following options were granted during the period: • 161,355,205 listed HMXOD options exercisable at $0.03 on or before 30 September 2020 were issued on 14 September 2018 pursuant to an entitlement issue at an issue price of $0.005 raising $806,767 before costs; • 4,000,000 listed HMXOD options were issued as free-attaching options on the placement of 6,666,667 shares on 14 September 2018; • 263,280 unlisted options exercisable at $0.07 on or before 31 August 2020 were issued on 14 September 2018 to the underwriter of the entitlement issue of options in lieu of underwriting fees; • 10,000,000 unlisted options exercisable at $0.032 on or before 30 November 2021 were issued on 21 December 2018 to Directors as approved at the Company’s Annual General Meeting; and • 25,000,000 listed HMXOD options were issued as free-attached options on the placement of 50,000,000 shares on 13 February and 20 May 2019. The following options expired during the period: • 5,000,000 options exercisable at $0.075 expired unexercised on 29 June 2019. No options have expired subsequent to the end of the financial year. No options were exercised during the financial year or up to the date of this report. HAMMER METALS LIMITED / Annual Report 2019 / 037 Directors Report Exploration Activities: The Company is actively exploring for gold deposits within its wholly owned Bronzewing South gold project in the Yilgarn Province of Western Australia and for large iron oxide copper-gold (IOCG) deposits of the Ernest Henry style within its Mount Isa project area in Northwest Queensland. The Bronzewing South Project located in the prospective Yandal Greenstone Belt was acquired in May 2019. The Bronzewing region hosts the Bronzewing gold deposit, which has previous production of around 2.3Moz, and the Mt McClure gold deposits, which have previous production of 1.27Moz and an Inferred and Indicated Mineral Resource estimate of 1.07Moz. The Company’s Bronzewing South Project tenements cover approximately 110km2 and are along strike from both deposits. Subsequent to the end of the financial year, the Company has undertaken a ground (IP) geophysical survey and undertaken its initial RC drilling program along strike to the south of the Bronzewing deposit. The Mount Isa Project tenements cover approximately 2100km2 within the Mary Kathleen Fold Belt, mid-way between Mt Isa and Cloncurry. Exploration by the Company has discovered several large altered and mineralised IOCG systems including Mt Philp, Dronfield, Hammertime, Andy’s Hill and Overlander which have similarities with the IOCG alteration observed at the Ernest Henry deposit (approximately 220 million tonnes at 1.1% Cu and 0.5g/t Au). In August 2018, the Company discovered a new style of gold-copper mineralisation at Perentie in the Dronfield area. Rock chip sampling, a SAM geophysical survey and RC drilling defined shear zone hosted mineralisation at the Judith, Paddy B, and Trackside Prospects. Multiple targets remain to be tested in this area. Good progress was made on the target generation and acquisition fronts, particularly on the Company’s large Mount Philp Breccia IOCG project. After consolidating the tenements over what is the largest known zone of breccia in the region, ground follow-up of the Company’s copper and gold soil anomalies has located several new zones of outcropping mineralisation including Charlie, Pelican Waterhole, Steakhouse and the Shadow prospect located adjacent to the Mount Philp hematite deposit. New outcropping high-grade gold-rich zones have also been identified at Alice, Kings and El Questro 50km east of Mt Philp in the Malbon area and the Black Rock and Sunset copper-gold tenements near Jubilee were acquired. The maiden Mineral Resource estimate was completed for the Jubilee copper-gold deposit held by the Mt Frosty Joint Venture (the “MFJV”) (51% HMX - 49% MIM). The deposit is located less than 1km from the Barkly Highway and 55km east of Mount Isa. First pass metallurgical sulphide flotation test work returned positive results. In late June 2018, the Company announced the proposed sale of the Millennium project and several other exploration stage cobalt targets to Global Energy Metals Corp (“GEMC”) - a focused cobalt explorer and developer. The sale was completed on 28 June 2019, through the issue of 19.99% of the issued capital of GEMC to the Company. Through this investment, the Company will retain exposure to the Millennium deposit and other cobalt projects held by GEMC. GEMC has requested the Company continue to operate as manager over the exploration of these tenements. 7. Dividends No dividends were paid or declared by the Company during the financial year. 8. Events Subsequent To Balance Date Subsequent to the year end, the Company raised $1,756,069 (before costs) through a placement of 87,803,437 ordinary shares. Other than the above, there has not been any other matter or circumstance that has arisen after balance date that has significantly affected, or may significantly affect, the operations of the Group, the results of those operations, or the state of affairs of the Group in future financial periods. 038 / HAMMER METALS LIMITED / Annual Report 2019 Directors Report 9. Likely Developments The Company will continue planning and executing exploration and development work on its existing projects in Australia as well as projects under review in Australia to complement and expand on existing tenement holdings. 10. Directors Interests The relevant interest of each Director in the shares and options of the Company as notified by the Directors to the Australian Securities Exchange in accordance with S205G(1) of the Corporations Act 2001, at the date of this report is as follows: Director Ordinary shares HMXOD Listed options Unlisted options Mr R Davis Mr N El Sayed Mr Z Lubieniecki 21,000,000 19,500 27,499,367 8,600,000 11,700 9,999,620 5,500,000 1,500,000 4,000,000 The above table includes indirect shareholdings held by related parties to the directors. 11. Environmental Regulations In the course of its normal mining and exploration activities the Group adheres to environmental regulations imposed on it by the various regulatory authorities, particularly those regulations relating to ground disturbance and the protection of rare and endangered flora and fauna. The Group has complied with all material environmental requirements up to the date of this report. The Board believes that the Group has adequate systems in place for the management of its environmental requirements and is not aware of any breach of these environmental requirements as they apply to the Company. 12. Remuneration Report – Audited 12.1 Principles of compensation Remuneration levels for key management personnel and other staff of the Group are competitively set to attract and retain appropriately qualified and experienced personnel and therefore includes a combination of cash paid and the issuance of options and rights. Key management personnel comprise the directors of the Company and senior executives for the Group. Staff remuneration is reviewed annually. Consequences of performance on shareholder wealth In establishing performance measures and benchmarks to ensure incentive plans are appropriately structured to align corporate behaviour with the long-term creation of shareholder wealth, the Board has regard for the stage of development of the Company’s business, share price, operational and business development achievements (including results of exploration activities) that are of future benefit to the Company. HAMMER METALS LIMITED / Annual Report 2019 / 039 Directors Report Service contracts Russell Davis – Executive Chairman The Company has entered into an Executive Service agreement with Mr Davis on 22 September 2014. An Executive service fee of $220,000 per annum is payable with a 3-year term. The Company may terminate the engagement after twelve months by giving six months’ notice or paying the executive an amount equal to six months of the executive fee. The executive may, after twelve months from the commencement of the agreement, terminate this agreement by giving three months’ notice to the Company. Currently the base cash component of remuneration is not dependent on the satisfaction of any performance condition. To reduce operating costs, Mr Davis agreed in August 2015 to a 32% reduction of fees to $150,000, with a subsequent further reduction to $120,000 for the period from November 2018 to July 2019. The original term of the Consulting agreement expired on 22 September 2017 and the Company and Mr Davis have agreed to roll the agreement forward on a similar basis. Mark Pitts – Company Secretary Mr Pitts is a Partner in the corporate advisory firm Endeavour Corporate providing secretarial support and corporate and compliance advice, pursuant to a contract between Endeavour Corporate and the Company. The contract with Endeavour Corporate has no fixed term with the option of termination by either party with two months’ written notice. Mr Pitts is not entitled to any termination payments other than for services rendered at time of termination. Non-executive directors From 1 July 2013, all non-executive Directors receive a fixed Directors’ fee of $30,000 (plus superannuation benefits of 9.5%) per annum. The maximum aggregate amount of non-executive Directors’ fees payable by the Company as approved by the shareholders at the 2011 annual general meeting is $300,000 per annum. There are no other items of contingent remuneration to Directors. Share trading policy In December 2010, the Group introduced a share trading policy which sets out the circumstances in which directors, executives, employees and other designated persons may deal with securities held by them in the Company. This includes any shares or any other securities issued by the Company such as options. The policy includes restriction on key management personnel and other employees from entering into arrangements that limit their exposure to losses that would result from share price decreases. Entering into such arrangements has been prohibited by law since 1 July 2011. 040 / HAMMER METALS LIMITED / Annual Report 2019 f o e u a V l s a s n o i t p o f o n o i t r o p o r p f o n o i t r o p o r P n o i t a r e n u m e r e c n a m r o f r e p y t i u q E n o i t a s n e p m o C l t n e m y o p m e - t s o P y r a m i r P s n o i t p O n o i t a u n n a r e p u S n o i t a n m r e T i g n i t l u s n o C & y r a a S l % n o i t a r e n u m e r % d e t a e r l $ l a t o T $ $ s t fi e n e b $ s t n e m y a p $ s e e f $ s e e F : e r a p u o r G e h t f o l e n n o s r e p t n e m e g a n a m y e k r e h o t d n a y n a p m o C e h t f o r o t c e r i d h c a e f o n o i t a r e n u m e r e h t f o t n e m e e l j r o a m h c a e f o t n u o m a d n a e r u a n t e h t f o s l i a t e D n o i t a r e n u m e r ’ s e v i t u c e x e i r o n e s d n a ’ s r o t c e r i D 2 . 2 1 Directors Report - - - - - - % 6 2 1 . % 5 2 1 . , 0 0 0 3 4 1 , 0 0 0 0 5 1 0 0 0 7 8 , , 0 0 0 0 5 1 - - - 0 0 0 8 1 , - % 8 6 2 . - % 8 6 2 . 0 5 8 4 4 , 0 5 8 2 3 , - 0 0 0 2 1 , % 5 3 3 . % 5 3 3 . 5 7 4 7 0 1 , 0 0 0 6 3 , - - - - % 9 6 1 . % 5 2 1 . % 2 3 . % 4 6 1 . % 3 0 . - - - - 3 1 2 8 , 0 5 8 2 3 , - - - - % 9 6 1 . 8 3 0 1 9 3 , , 0 0 7 5 6 3 - 0 0 0 6 6 , % 5 2 1 . % 2 3 . % 4 6 1 . % 3 0 . 0 0 0 8 4 , 5 0 4 3 4 , 8 3 0 9 3 4 , 5 0 1 9 0 4 , 0 0 0 6 5 0 4 1 , 5 0 4 1 , 0 0 0 2 7 , - - - - 0 5 8 2 , 0 5 8 2 , - 0 5 8 2 , 3 1 7 0 5 8 2 , 3 1 4 6 , 0 0 7 5 , - - 3 1 4 6 , 0 0 7 5 , - - - - - - - - - 1 0 0 0 0 5 , - - - - - - - - - , 0 0 0 5 2 1 , 0 0 0 0 5 1 9 1 0 2 8 1 0 2 0 0 5 7 3 , , 0 0 0 0 5 1 9 1 0 2 8 1 0 2 0 0 0 0 3 , 0 0 0 0 3 , 9 1 0 2 8 1 0 2 5 2 6 8 3 , 0 0 0 0 3 , - 9 1 0 2 8 1 0 2 0 0 0 0 5 , 5 2 6 8 3 , , 0 0 0 0 3 2 9 1 0 2 s r o t c e r i D d e fi c e p s i l l a , l a t o T - - - - - - , 0 0 0 0 6 3 8 1 0 2 0 0 0 2 4 , 0 0 0 2 4 , 9 1 0 2 8 1 0 2 l e n n o s r e P t n e m e g a n a M y e K r e h t O ) y r a t e r c e S y n a p m o C ( s e v i t u c e x E s t t i P M r M 0 0 0 0 5 , 5 2 6 8 3 , , 0 0 0 2 7 2 9 1 0 2 d n a l e n n o s r e p t n e m e g a n a m y e k l a t o T - - , 0 0 0 2 0 4 8 1 0 2 p u o r G d n a y n a p m o C e h t f o s r o t c e r i D 0 0 5 7 , 0 0 0 0 3 , 9 1 0 2 8 1 0 2 i r e n e t s n e d o B S r M e v i t u c e x E s i v a D R r M r o t c e r i D l t t e w e H A r M e v i t u c e x e n o N - d e y a S l E N r M i i i k c e n e b u L Z r M HAMMER METALS LIMITED / Annual Report 2019 / 041 . y r a a s l ’ s h t n o m r u o f o t l a u q e y a p n o i i t a n m r e t o t d e l t i t n e s a w e h , y n a p m o C e h t h t i w t n e m e e r g a l s ’ t t e w e H r M f o s m r e t e h t h t i w e c n a d r o c c a n I 1 Directors Report 12.3 Value of options to executives The value of options will only be realised if and when the market price of the Company shares, as quoted on the Australian Securities Exchange, rises above the Exercise Price of the options. Further details of the options are contained in the section Share Options below. 12.4 Options and rights over equity instruments granted as compensation 10,000,000 options were issued to the Directors, executives and employees during the year. Of these, 5,500,000 were issued to Directors and 500,000 were issued to the Company Secretary. These options are exercisable at $0.032 on or before 30 November 2022. No options previously granted as compensation have been exercised during the year or to the date of this report. 12.5 Analysis of options and rights over equity instruments granted as compensation The table below details the vesting profile of the options granted as remuneration to each key management person during the year. No options were granted as remuneration to key management personnel during the prior year. Year ended 30 June 2019 Number of options granted Date granted % Vested % Forfeited / Lapsed Financial year in which grant vested Key Management Personnel Mr R Davis 1,500,000 21 December 2018 Mr N El Sayed 1,000,000 21 December 2018 Mr Z Lubieniecki 3,000,000 21 December 2018 Mr M Pitts 500,000 21 December 2018 100% 100% 100% 100% - - - - 30 June 2019 30 June 2019 30 June 2019 30 June 2019 The fair value of the options issued during the year was determined by reference to the Black-Scholes option pricing model. The key inputs and valuations are summarised as follows: Underlying security spot price on grant date Exercise price Grant date Expiration date Life (years) Volatility Risk free rate Dividend Yield Number of options Valuation per option Remaining life (years) 042 / HAMMER METALS LIMITED / Annual Report 2019 Options issued to KMP $0.021 $0.032 21 December 2018 30 November 2022 3.95 90% 2.00% - 6,000,000 $0.0120 3.42 Directors Report 12.6 Option holdings The movement during the reporting period in the number of options over ordinary shares in Hammer Metals Limited held, directly, indirectly or beneficially, by each key management person, including their personally-related entities, is as follows: Year ended 30 June 2019 Held at beginning of period / on appointment Granted Key Management Personnel Purchased1 Exercised Lapsed or Expired Held at end of period / on resignation Vested and exercisable at end of period Mr R Davis 4,000,000 1,500,000 8,600,000 Mr A Hewlett 4,000,000 - 1,000,000 Mr N El Sayed 500,000 1,000,000 11,700 Mr Z Lubieniecki 5,999,620 3,000,000 5,000,000 Mr S Bodensteiner 500,000 - 18,340 Mr M Pitts 650,000 500,000 160,712 - - - - - - - - - - - - 14,100,000 14,100,000 5,000,000 5,000,000 1,511,700 1,511,700 13,999,620 13,999,620 518,340 518,340 1,310,712 1,310,712 1 Relates to HMXOD listed options acquired under the entitlement offer or as free-attaching options to the placement 12.7 Equity holdings and transactions No shares were granted to key management personnel during the year as compensation (2018: Nil). 13,750,000 ordinary shares were issued to Directors as consideration for the purchase of Carnegie Exploration Pty Ltd (2018: Nil). The movement during the reporting period in the number of ordinary shares in Hammer Metals Limited held directly, indirectly or beneficially, by each key management person, including their personally-related entities (shown on a post- consolidation basis), is as follows: Year ended 30 June 2019 Held at beginning of period / on appointment Consideration for purchase of Carnegie Exploration Purchases Held at end of period / on resignation Sales Mr R Davis 11,000,000 4,000,000 4,583,333 Mr A Hewlett Mr N El Sayed 5,525,476 19,500 - - - - Mr Z Lubieniecki 8,332,700 10,000,000 9,166,667 Mr S Bodensteiner Mr M Pitts 30,568 53,334 - 53,809 - - - - - - - 19,583,333 5,525,476 19,500 27,499,367 30,568 107,143 HAMMER METALS LIMITED / Annual Report 2019 / 043 Directors Report 12.8 Key management personnel transaction The following table provides the total amount of transactions which have been entered into with related parties for the relevant financial year exclusive of GST: Transaction value year ended Balance outstanding as at Key management Personnel Transaction 30 June 2019 $ 30 June 2018 $ 30 June 2019 $ 30 June 2018 $ Mark Pitts Alexander Hewlett Accounting Services Consulting Services 50,598 23,556 4,839 6,488 30,000 - - - The Company paid fees to Endeavour Corporate, a company associated with Mark Pitts, for accounting and financial reporting services provided to the company. The amounts paid to Mr Hewlett represent consulting fees paid for the period of 6 months from the date of his resignation, in accordance with the definition of a related party under the Corporations Act 2001. End of Remuneration Report 13. Share Options Unissued shares under option At the date of this report unissued ordinary shares of the Company under option are: Expiry Date Exercise Price Number of Options Director‘s Options Employee / Contractor Options Advisor options 30 June 2020 30 June 2020 31 August 2020 Employee / Contractor Options 30 November 2019 Listed HMXOD options 30 September 2020 $0.06 $0.06 $0.07 $0.07 $0.03 9,000,000 3,800,000 2,676,078 1,500,000 190,355,205 Director/Executive/Employee Options 30 November 2021 $0.032 10,000,000 These options do not entitle the holder to participate in any share issue of the Company or any other body corporate. Shares issued on exercise of options The Company has not issued ordinary shares as a result of the exercise of options during this year or the previous financial year. No shares have been issued since the year end to the date of this report as a result of the exercise of options. 044 / HAMMER METALS LIMITED / Annual Report 2019 Directors Report 14. Corporate Governance In recognising the need for the highest standards of corporate behaviours and accountability, the Directors support and have adhered to the principles of sound corporate governance. The Board recognises the recommendations of the ASX Corporate Governance Council and considers the Company is in compliance with those guidelines which are of importance to the operations of the Company. Where a recommendation has not been followed, that fact has been disclosed together with the reasons for the departure. The Company’s Corporate Governance Statement and disclosures available on the Company’s website at www.hammermetals.com.au 15. Indemnification Of Officers And Auditors The Company has entered into Director and Officer Protection Deeds (Deed) with each Director and the Company Secretary (officers). Under the Deed, the Company indemnifies the officers to the maximum extent permitted by law and the Constitution against legal proceedings, damage, loss, liability, cost, charge, expense, outgoing or payment (including legal expenses on a solicitor/client basis) suffered, paid or incurred by the officers in connection with the officers being an officer of the Company, the employment of the officer with the Company or a breach by the Company of its obligations under the Deed. Also pursuant to the Deed, the Company must insure the officers against liability and provide access to all board papers relevant to defending any claim brought against the officers in their capacity as officers of the Company. The Company has paid insurance premiums during the year in respect of liability for any past, present or future Directors, secretary, officers and employees of the Company or related body corporate. The insurance policy does not contain details of the premium paid in respect of individual officers of the Company. Disclosure of the nature of the liability cover and the amount of the premium is subject to a confidentiality clause under the insurance policy. The Company has not provided any insurance or indemnification for the Auditor of the Company. 16. Non-Audit Services During the year, KPMG, the Company’s auditor provided taxation compliance services in addition to their statutory duties. Refer to Note 7 to the financial statements for more information. 17. Lead Auditor’s Independence Declaration Under Section 307C Of The Corporations Act 2001 The lead auditor’s independence declaration is set out on page 11 and forms part of the Directors’ report for the financial year ended 30 June 2019. HAMMER METALS LIMITED / Annual Report 2019 / 045 Directors Report 18. Significant Changes In State Of Affairs In the opinion of Directors, other than that disclosed elsewhere in this report, there were no other significant changes in the state of affairs of the Group that occurred during the financial year under review. This report is made with a resolution of the Directors: R Davis Executive Chairman Perth 27 September 2019 046 / HAMMER METALS LIMITED / Annual Report 2019 HAMMER METALS LIMITED / Annual Report 2019 / 047 Lead Auditor’s Independence Declaration under Section 307C of the Corporations Act 2001 Auditor’s Independence Declaration To the Directors of Hammer Metals Limited I declare that, to the best of my knowledge and belief, in relation to the audit of Hammer Metals Limited for the financial year ended 30 June 2019 there have been: i. no contraventions of the auditor independence requirements as set out in the Corporations Act 2001 in relation to the audit; and no contraventions of any applicable code of professional conduct in relation to the audit. ii. Lead Auditor’s Independence Declaration under Section 307C of the Corporations Act 2001 KPMG To the Directors of Hammer Metals Limited R Gambitta Partner Perth I declare that, to the best of my knowledge and belief, in relation to the audit of Hammer Metals Limited for the financial year ended 30 June 2019 there have been: 27 September 2019 i. no contraventions of the auditor independence requirements as set out in the Corporations Act 2001 in relation to the audit; and ii. no contraventions of any applicable code of professional conduct in relation to the audit. KPMG R Gambitta Partner Perth 27 September 2019 KPMG, an Australian partnership and a member firm of the KPMG network of independent member firms affiliated with KPMG International Cooperative (“KPMG International”), a Swiss entity. Liability limited by a scheme approved under Professional Standards Legislation. 048 / HAMMER METALS LIMITED / Annual Report 2019 KPMG, an Australian partnership and a member firm of the KPMG network of independent member firms affiliated with KPMG International Cooperative (“KPMG International”), a Swiss entity. Liability limited by a scheme approved under Professional Standards Legislation. Consolidated Statement of Financial Position AS AT 30 JUNE 2019 Current Assets Cash and cash equivalents Trade and other receivables Other financial assets Total current assets Non-current assets Other financial assets Plant and equipment Exploration and evaluation expenditure Total non-current assets Total assets Current liabilities Trade and other payables Advanced cash call Total current liabilities Total assets Net Assets Equity Share Capital Reserves Accumulated losses Note 30 June 2019 $ 30 June 2018 $ 10 11 12 12 13 14 15 16 17 860,656 51,959 - 934,045 106,751 454,746 912,615 1,495,542 1,258,758 - 60,000 2,420 11,954,619 11,316,751 13,213,377 11,379,171 14,125,992 12,874,713 235,022 - 235,022 235,022 273,932 448,007 721,939 721,939 13,890,970 12,152,774 46,628,496 44,907,743 1,658,845 788,885 (34,396,371) (33,543,854) Total equity 13,890,970 12,152,774 The consolidated statement of financial position is to be read in conjunction with the accompanying notes. HAMMER METALS LIMITED / Annual Report 2019 / 049 Consolidated Statement Of Profit Or Loss And Other Comprehensive Income FOR THE YEAR ENDED 30 JUNE 2019 Note 30 June 2019 $ 30 June 2018 $ Other income Marketing expenses Administrative expenses Share based payments Occupancy expenses Depreciation Exploration expenditure impaired Fair value adjustment on financial assets Loss on disposal of financial assets Gain on disposal of subsidiary Other expenses Loss from operating activities Finance income Finance expenses Net finance income / (expense) Loss before income tax Income tax benefit Net loss for the year from continuing operations Other comprehensive income Items that may be reclassified subsequently to profit or loss Net change in fair value of financial assets Other comprehensive loss for the year, net of income tax 4 5 14 26 5 6 8 93,044 (86,717) (785,572) (120,000) (46,224) (2,420) (588,743) 113,738 (146,544) (565,933) (14,054) (45,255) (1,335) - - (9,500) (23,808) 705,049 (100) - - (9,582) (855,491) (678,465) 3,045 (71) 2,974 6,794 - 6,794 (852,517) (671,671) - 17,359 (852,517) (654,312) - - (18,750) (18,750) Total Comprehensive loss for the year (852,517) (673,062) Loss per share: Basic and diluted loss per share (cents per share) 9(a) (0.29) (0.26) The consolidated statement of profit or loss and other comprehensive income is to be read in conjunction with the accompanying notes. 050 / HAMMER METALS LIMITED / Annual Report 2019 l a t o T l d e t a u m u c c A s e s s o l e u a v l r i a F e v r e s e r e u s s i n o i t p O d e s a b e r a h S e v r e s e r e v r e s e r t n e m y a p l a t i p a c e r a h S 9 1 0 2 E N U J 0 3 D E D N E R A E Y E H T R O F y t i u q E n I s e g n a h C f O t n e m e t a t S d e t a d i l o s n o C - 0 0 0 0 5 , 9 2 3 4 6 , , 8 9 7 2 1 4 2 , - - - , 1 2 8 6 8 4 ) 5 6 1 0 1 2 ( , - , 4 7 7 2 5 1 2 1 , , ) 4 5 8 3 4 5 3 3 ( , , 4 7 7 2 5 1 2 1 , , ) 4 5 8 3 4 5 3 3 ( , - - , ) 7 1 5 2 5 8 ( , ) 7 1 5 2 5 8 ( , ) 7 1 5 2 5 8 ( , ) 7 1 5 2 5 8 ( , 0 0 0 0 0 2 1 , - , 0 0 0 0 5 5 , 7 6 7 6 0 8 , 0 0 0 0 2 1 ) 4 5 0 6 8 ( , , 0 7 9 0 9 8 3 1 , - - - - - - , ) 1 7 3 6 9 3 4 3 ( , - - - - - - - - - - - - - - - - - , 4 7 8 8 0 5 0 1 , , ) 3 6 3 6 7 3 3 3 ( , 0 5 7 8 1 , ) 0 5 7 8 1 ( , , ) 2 1 3 4 5 6 ( , ) 2 6 0 3 7 6 ( , ) 2 1 3 4 5 6 ( - - , ) 2 1 3 4 5 6 ( ) 0 5 7 8 1 ( , ) 0 5 7 8 1 ( , - - - - - - - - - - - - - - - ) 7 0 8 6 5 ( , - - , 7 6 7 6 0 8 ) 6 0 1 2 ( , , 7 7 3 1 1 2 1 , - - - - - 9 2 3 4 6 , , ) 1 2 8 6 8 4 ( - , 5 8 8 8 8 7 , 5 8 8 8 8 7 - - - - - - - - 6 0 1 2 2 1 , , 0 1 1 5 5 6 2 4 , 7 1 0 2 y l u J 1 t a e c n a l a B - - - d o i r e p e h t r o f s s o l e v i s n e h e r p m o c l a t o T s s o l / e m o c n i e v i s n e h e r p m o c r e h t O r a e y e h t r o f s s o L , 8 9 7 2 1 4 2 , - - - - - 0 0 0 0 5 , ) 5 6 1 0 1 2 ( , , 3 4 7 7 0 9 4 4 , , 3 4 7 7 0 9 4 4 , , 0 0 0 0 0 2 1 , - - 7 0 8 6 5 , , 0 0 0 0 5 5 ) 4 5 0 6 8 ( , d o i r e p e h t r o f s s o l e v i s n e h e r p m o c l a t o T s s o l / e m o c n i e v i s n e h e r p m o c r e h t O r a e y e h t r o f s s o L s e e f f o u e i l n i d e u s s i s e r a h S h s a c r o f d e u s s i s e r a h S s t e s s a n o i t a r o p x e l e r i u q c a o t d e u s s i s e r a h S s e e f f o u e i l n i d e u s s i s e r a h S h s a c r o f d e u s s i s e r a h S s t n e m y a p d e s a b e r a h S 8 1 0 2 e n u J 0 3 t a e c n a l a B d e r i p x e s n o i t p O t s o c e u s s i e r a h S 8 1 0 2 y l u J 1 t a e c n a l a B e u s s i s t h g i r r e d n u h s a c r o f d e u s s i s n o i t p o d e t s L i 9 1 0 2 e n u J 0 3 t a e c n a l a B s t n e m y a p d e s a b e r a h S s t s o c e u s s i e r a h S HAMMER METALS LIMITED / Annual Report 2019 / 051 4 5 8 7 4 7 , , 1 9 9 0 1 9 , 6 9 4 8 2 6 6 4 , t s e o n i g n y n a p m o c c a e h t h t i w n o i t c n u n o c j n i d a e r e b o t s i y t i u q e n i s e g n a h c f o t n e m e a t t s d e a d t i l o s n o c e h T Consolidated Statement Of Cash Flows FOR THE YEAR ENDED 30 JUNE 2019 Cash flows from operating activities Interest received Rental income received Fuel rebate received Cash payments in the course of operations Note 30 June 2019 $ 30 June 2018 $ 2,945 12,686 6,794 3,600 71 22,086 (937,286) (624,683) Net cash used in operating activities 22 (921,584) (592,203) Cash flows from investing activities Payments for exploration expenditure Management fees received from farm-in and joint venture partners Option fee received Receipt of research and development grant Proceeds from the sale of investments Proceeds on sale of equipment (1,518,476) (2,044,001) 56,585 - 366,948 36,192 92,384 193,997 123,682 - - 30,000 Cash disposed on sale of subsidiary 26 (13,768) - Net cash used in investing activities (1,072,518) (1,603,938) Cash flows from financing activities Proceeds from issue of share capital Proceeds from issue of options Transaction costs from issue of shares and options Net cash from financing activities Net increase / (decrease) in cash and cash equivalents Cash and cash equivalents at beginning of year Cash and cash equivalents at end of year 10 1,200,000 2,412,798 806,767 - (86,054) (201,165) 1,920,713 2,292,158 (73,389) 934,045 860,656 96,018 838,027 934,045 The consolidated statement of cash flows is to be read in conjunction with the accompanying notes. 052 / HAMMER METALS LIMITED / Annual Report 2019 Notes To The Consolidated Financial Statements 1. REPORTING ENTITY Hammer Metals Limited (the “Company”) is a company domiciled in Australia. The Company’s registered office is Suite 1, 827 Beaufort Street, Mt. Lawley WA. The consolidated financial statements of the Company for the financial year ended 30 June 2019 comprises the Company and its subsidiaries (together referred to as the “Group”). The Group is a for profit entity and is primarily is involved in the exploration and extraction of mineral resources. 2. BASIS OF PREPARATION (a) Statement of compliance The consolidated financial statements are general purpose financial statements which have been prepared in accordance with Australian Accounting Standards (AASBs) adopted by the Australian Accounting Standards Board (AASB) and the Corporations Act 2001. The consolidated financial statements also comply with International Financial Reporting Standards (IFRS’s) adopted by the International Accounting Standards Board (IASB). The consolidated financial report was authorised for issue by the Directors on 27 September 2019. (b) Basis of measurement The financial report is prepared on the historical cost basis except for share based payments and available for sale financial assets which are measured at their fair value. Non-current assets held for sale are measured at the lower of their carrying amount and fair value less costs to sell. (c) Functional and presentation currency The financial report is presented in Australian dollars which is the functional and presentation currency of the Company and its subsidiaries. (d) Use of estimates and judgements Set out below is information about: • critical judgements in applying accounting policies that have the most significant effect on the amounts recognised in the financial statements; and • assumptions and estimation uncertainties that have a significant risk of resulting in a material adjustment within the next financial year. Critical judgements i. Going concern A key assumption underlying the preparation of the financial statements is that the Group will continue as a going concern. An entity is a going concern when it is considered to be able to pay its debts as and when they are due, and to continue in operation without any intention or necessity to liquidate or otherwise wind up its operations. A significant amount of judgement has been required in assessing whether the Group is a going concern, as set out in note 2(g). HAMMER METALS LIMITED / Annual Report 2019 / 053 Notes To The Consolidated Financial Statements Estimates and assumptions ii. Ore Reserves and Mineral Resources Economically recoverable reserves represent the estimated quantity of product in an area of interest that can be expected to be profitably extracted, processed and sold under current and foreseeable economic conditions. The Group determines and reports ore reserves and mineral resources under the standards incorporated in the Australasian Code for Reporting Exploration Results, Mineral Resources and Ore Reserves, 2012 edition (the JORC Code). The determination of ore reserves or mineral resources includes estimates and assumptions about a range of geological, technical and economic factors, including: quantities, grades, production techniques, recovery rates, production costs, transport costs, commodity demand, commodity prices and exchange rates. Changes in ore reserves and mineral resources impact the assessment of recoverability of exploration and evaluation assets, provisions for site restoration and the recognition of deferred tax assets, including tax losses. iii. Exploration and evaluation assets Determining the recoverability of exploration and evaluation expenditure capitalised in accordance with the Group’s accounting policy (refer note 3(n)), requires estimates and assumptions as to future events and circumstances, in particular, whether successful development and commercial exploitation, or alternatively sale, of the respective areas of interest will be achieved. Critical to this assessment is estimates and assumptions as to ore reserves (refer note 2(d)(ii)), the timing of expected cash flows, exchange rates, commodity prices and future capital requirements. Changes in these estimates and assumptions as new information about the presence or recoverability of an ore reserve becomes available, may impact the assessment of the recoverable amount of exploration and evaluation assets. If, after having capitalised the expenditure under accounting policy 3(n), a judgement is made that recovery of the expenditure is unlikely, an impairment loss is recorded in the statement of profit and loss and other comprehensive income in accordance with accounting policy 3(f). The carrying amounts of exploration and evaluation assets are set out in note 14. iv. Impairment of assets The recoverable amount of each non-financial asset is determined as the higher of the value-in-use and fair value less costs to sell, in accordance with the Group’s accounting policy note 3(f). Determination of the recoverable amount of an asset based on a discounted cash flow model, requires the use of estimates and assumptions, including: the appropriate rate at which to discount the cash flows, the timing of the cash flow and the expected life of the relevant area of interest, exchange rates, commodity prices, ore reserves, future capital requirements and future operation performance. Changes in these estimates and assumptions impact the recoverable amount of the asset, and accordingly could result in an adjustment to the carrying amount of that asset. v. Measurement of fair values When measuring the fair value of an asset or liability, the Group uses market observable data as far as possible. Fair values are categorised into different levels in a fair value hierarchy based on the inputs used in the valuation techniques as follows: • Level 1: quoted prices (unadjusted) in active markets for identical assets and liabilities • Level 2: inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e. as price) or indirectly (i.e. derived from prices). • Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs) If the inputs used to measure the fair value of an asset or a liability are categorised in different levels of the fair value hierarchy, then the fair value measurement is categorised in its entirety in the same level of the fair value hierarchy as the lowest level that is significant to the entire measurement. 054 / HAMMER METALS LIMITED / Annual Report 2019 Notes To The Consolidated Financial Statements v. Measurement of fair values When measuring the fair value of an asset or liability, the Group uses market observable data as far as possible. Fair values are categorised into different levels in a fair value hierarchy based on the inputs used in the valuation techniques as follows: • Level 1: quoted prices (unadjusted) in active markets for identical assets and liabilities • Level 2: inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e. as price) or indirectly (i.e. derived from prices). • Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs) If the inputs used to measure the fair value of an asset or a liability are categorised in different levels of the fair value hierarchy, then the fair value measurement is categorised in its entirety in the same level of the fair value hierarchy as the lowest level that is significant to the entire measurement. (e) Adoption of new and revised standards In the year ended 30 June 2019, the Directors have reviewed all of the new and revised Standards and Interpretations issued by the AASB that are relevant to the Company and effective for the current reporting period beginning on or after 1 July 2018. As a result of this review, the Group has initially applied AASB 9 Financial Instruments and AASB 15 Revenue from contracts with customers from 1 July 2018. Due to the transition methods chosen by the Group in applying AASB 9 Financial Instruments and AASB 15 Revenue from contracts with customers, comparative information throughout the interim financial statements has not been restated to reflect the requirements of the new standards. AASB 9 Financial Instruments AASB 9 replaces AASB 139 Financial Instruments: Recognition and Measurement and makes changes to a number of areas including classification of financial instruments, measurement, impairment of financial assets and hedge accounting model. Full details of the Company’s accounting policy regarding Financial Instruments is detailed below. The Group has applied AASB 9 retrospectively with the effect of initially applying this standard recognised at the date of initial application, being 1 July 2018 and has elected not to restate comparative information as it has been assessed that there is no impact on the carrying value of assets, liabilities or equity upon initial adoption. The Group’s classes of financial assets and liabilities as presented in the Statement of Financial Position, and their measurement categories under AASB 139 and AASB 9 are as follows: HAMMER METALS LIMITED / Annual Report 2019 / 055 Notes To The Consolidated Financial Statements Class of financial instrument presented in the statement of financial position Original measurement category under AASB 139 New measurement category under AASB 9 Carrying value at 1 July 2018 ($) Cash and cash equivalents Loans and receivables Trade and other receivables Loans and receivables Other financial assets – current Loans and receivables Investments in listed equities Held for trading Trade and other payables Advanced cash calls Financial liability at amortised cost Financial liability at amortised cost AASB 15 Revenue from Contracts with Customers Financial assets at amortised cost Financial assets at amortised cost Financial assets at amortised cost Financial asset at fair value through profit or loss Financial liability at amortised cost Financial liability at amortised cost 934,045 106,751 454,746 60,000 273,932 448,007 From 1 July 2018 the Group has adopted AASB 15 which replaces AASB 118 Revenue, AASB 111 Construction Contracts and several revenue related Interpretations. The standard provides a single comprehensive model for revenue recognition. The core principle of the standard is that an entity shall recognise revenue to depict the transfer of promised goods or services to customers at an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The standard introduced a new contract-based revenue recognition model with a measurement approach that is based on an allocation of the transaction price. Credit risk is presented separately as an expense rather than adjusted against revenue. There has been no change in the manner in which revenue is recognised as a result of AASB 15. Rendering of services Revenue from consulting services are recognised when provided. Interest Interest revenue is recognised as interest accrues using the effective interest method. Other revenue Other revenue is recognised when it is received or when the right to receive payment is established. The adoption of AASB 15 has not had any effect on the financial performance or position of the Group. No adjustment was required to be recognised to the opening balance of accumulated losses at 1 July 2018 as a result of the adoption of AASB 15. Other amending Accounting Standards and interpretations Several other amending Accounting Standards and Interpretations apply for the first time for the reporting period commencing 1 July 2018. These other amending Accounting Standards and Interpretations did not result in any adjustments to the amounts recognised or disclosures in the interim financial report. 056 / HAMMER METALS LIMITED / Annual Report 2019 Notes To The Consolidated Financial Statements (f) New standards and interpretations not yet adopted The following standards, amendments to standards and interpretations have been identified as those which may impact the entity in the period of initial application. They are not yet effective and have not been applied in preparing this financial report. • AASB 16 Leases provides a new lessee accounting model requiring the recognition of assets and liabilities for all leases with a term greater than 12 months, unless the underlying asset is of low value. It requires the lessee to recognise a right-of-use asset, representing the rights to use the underlying lease asset and a lease liability representing the obligation of lease payments. AASB 16 is effective for annual periods beginning on or after 1 January 2019 with early adoption permitted. The impact on the Group’s financial assets and financial liabilities of the adoption of AASB 16 is expected to be immaterial. • AASB 2017-5 Amendments to Australian Accounting Standards - Classification and Measurement of Share-based Payment Transactions. The standard makes amendments to AASB 2 Share-based Payment. The amendments address the accounting for the effects of vesting and non-vesting conditions and the accounting for a modification to the terms and conditions of a share-based payment that changes the classification of the transaction from cash-settled to equity-settled, is effective for annual reporting periods beginning on or after 1 January 2019 and it is not expected that this will have a significant impact on the consolidated financial statements. (g) Going concern The financial report has been prepared on the going concern basis, which contemplates the continuity of normal business activity and the realisation of assets and the settlement of liabilities in the normal course of business. For the year ended 30 June 2019, the Group has incurred a consolidated loss before tax of $852,517 and net cash outflows from operating and investing activities of $1,994,102. As at 30 June 2019 the Group had $860,656 in cash and cash equivalents and net current assets of $677,593. On 5 August 2019, the Company completed a placement of 87,803,437 shares at 2 cents per share ($0.02) raising $1,756,069 before costs of the offer. Whilst not immediately required, the Group will need to raise additional funds to meet its ongoing obligations and tenement expenditure commitments and subject to the results of its ongoing exploration activities, expand or accelerate its work programs. The Group’s capacity to raise additional funds will be impacted by the success of the ongoing exploration activities and market conditions. Additional sources of funding available to the Group include a capital raising via preferential issues to existing shareholders, placements to new and existing investors or through farm in or similar arrangements. If necessary, the Group can delay exploration expenditure and the directors can also institute cost saving measures to further reduce corporate and administrative costs. However, should the above planned activities to raise or conserve capital not be successful, there exists a material uncertainty surrounding the Group’s ability to continue as a going concern and, therefore, realise its assets and dispose of its liabilities in the ordinary course of business and at the amounts stated in the financial report. HAMMER METALS LIMITED / Annual Report 2019 / 057 Notes To The Consolidated Financial Statements 3. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES The Group has consistently applied the accounting policies set out in note 3 to all periods presented in these consolidated financial statements, other than as noted in Note 2(e) above. (a) Basis of consolidation i. Subsidiaries Subsidiaries are entities controlled by the Group. The Group controls an entity when it is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. The financial statements of subsidiaries are included in the consolidated financial statements from the date on which control commences until the date on which control ceases. ii. Investments in associates Associates are those entities in which the Group has significant influence, but not control or joint control, over the financial and operating policies. Significant influence is presumed to exist when the Group holds between 20 percent and 50 percent of the voting power of another entity. Investments in associates are accounted for using the equity method and are recognised initially at cost. The cost of the investments includes transaction costs. The consolidated financial statements include the Group’s share of the profit or loss and other comprehensive income of equity accounted investees, after adjustments to align the accounting policies with those of the Group, from the date that significant influence commences until the date that significant influence ceases. When the Group’s share of losses exceeds its interest in an equity accounted investee, the carrying amount of the investment, including any long-term interest that form part thereof, is reduced to zero, and the recognition of further losses is discontinued except to the extent that the Group has an obligation or has made payments on behalf of the investee. iii Joint arrangements The Group classifies its interests in joint arrangements as either joint operations or joint ventures depending on the Group’s rights to the assets and obligation for the liabilities of the arrangements. When making this assessment, the Group considers the structure of the arrangements, the legal form of any separate vehicles, the contractual terms of the arrangements and other facts and circumstances. iv. Transactions eliminated on consolidation Intragroup balances, and any unrealised gains and losses or income and expenses arising from intragroup transactions, are eliminated in preparing the consolidated financial statements. v. Business combinations Business combinations are accounted for by applying the acquisition method. For every business combination, the Group identifies the acquirer, which is the combining entity that obtains control of the other combining entities or businesses. The Group controls an entity when it is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. The acquisition date is the date on which control is transferred to the acquirer. Judgement is applied in determining the acquisition date and determining whether control is transferred from one party to another. 058 / HAMMER METALS LIMITED / Annual Report 2019 Notes To The Consolidated Financial Statements vi. Contingent liabilities A contingent liability of the acquiree is assumed in a business combination only if such a liability represents a present obligation and arises from a past event, and its fair value can be measured reliably. vii. Non-controlling interest The Group measures any non-controlling interest at its proportionate interest in the identifiable net assets of the acquiree. (b) Foreign currency Transactions in foreign currencies are translated at the foreign exchange rate ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the balance sheet date are translated to Australian dollars at the foreign exchange rate ruling at that date. Foreign exchange differences arising on translation are recognised in the statement of profit and loss and other comprehensive income. Non-monetary assets and liabilities that are measured in terms of historical cost in a foreign currency are translated using the exchange rate at the date of the transaction. Non- monetary assets and liabilities denominated in foreign currencies that are stated at fair value are translated to Australian dollars at foreign exchange rates ruling at the dates the fair value was determined. The assets and liabilities of foreign operations, including fair value adjustments arising on consolidation, are translated to Australian dollars at foreign exchange rates ruling at the balance sheet date. The revenues and expenses of foreign operations are translated to Australian dollars at rates approximating the foreign exchange rates ruling at the dates of the transactions. Foreign exchange differences arising on retranslation are recognised directly in a separate component of equity. (c) Plant and equipment Items of plant and equipment are stated at cost less accumulated depreciation (see below) and impairment losses (see accounting policy 3(f)). Depreciation is charged to the statement of profit and loss and other comprehensive income on a straight-line basis over their estimated useful lives. The estimated useful lives in the current and comparative periods are as follows: • office equipment 3 to 4 years The residual value, if significant, is reassessed annually. (d) Financial instruments Recognition and derecognition Financial assets and financial liabilities are recognised when the Group becomes a party to the contractual provisions of the financial instrument. Financial assets are derecognised when the contractual rights to the cash flows from the financial asset expire, or when the financial asset and substantially all the risks and rewards are transferred. A financial liability is derecognised when it is extinguished, discharged, cancelled or expires. Classification and initial measurement of financial assets Except for those trade receivables that do not contain a significant financing component and are measured at the transaction price in accordance with AASB 15, all financial assets are initially measured at fair value adjusted for transaction costs (where applicable). For the purpose of subsequent measurement, financial assets, are classified into the following categories: • amortised cost • fair value through profit or loss (FVTPL) • equity instruments at fair value through other comprehensive income (FVOCI) • debt instruments at fair value through other comprehensive income (FVOCI). HAMMER METALS LIMITED / Annual Report 2019 / 059 Notes To The Consolidated Financial Statements All income and expenses relating to financial assets that are recognised in profit or loss are presented within finance costs, finance income or other financial items, except for impairment of trade receivables which is presented within other expenses. The classification is determined by both: • the entity’s business model for managing the financial asset • the contractual cash flow characteristics of the financial asset. All income and expenses relating to financial assets that are recognised in profit or loss are presented within finance costs, finance income or other financial items, except for impairment of trade receivables which is presented within other expenses. Subsequent measurement of financial assets Financial assets at amortised cost Financial assets are measured at amortised cost if the assets meet the following conditions (and are not designated as FVTPL): • • they are held within a business model whose objective is to hold the financial assets to collect its contractual cash flows the contractual terms of the financial assets give rise to cash flows that are solely payments of principal and interest on the principal amount outstanding. After initial recognition, these are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial. The Group’s cash and cash equivalents, trade and most other receivables fall into this category of financial instruments as well as listed bonds that were previously classified as held-to-maturity under AASB 39. Financial assets at fair value through profit or loss (FVTPL) Financial assets that are held within a different business model other than ‘hold to collect’ or ‘hold to collect and sell’ are categorised at fair value through profit and loss. Further, irrespective of business model financial assets whose contractual cash flows are not solely payments of principal and interest are accounted for at FVTPL. The category also contains an equity investment. The Group accounts for the investment at FVTPL and did not make the irrevocable election to account for the investment in unlisted and listed equity securities at fair value through other comprehensive income (FVOCI). The fair value was determined in line with the requirements of AASB 9, which does not allow for measurement at cost. Assets in this category are measured at fair value with gains or losses recognised in profit or loss. The fair values of financial assets in this category are determined by reference to active market transactions or using a valuation technique where no active market exists. Equity instruments at fair value through other comprehensive income (Equity FVOCI) Investments in equity instruments that are not held for trading are eligible for an irrevocable election at inception to be measured at FVOCI. Under Equity FVOCI, subsequent movements in fair value are recognised in other comprehensive income and are never reclassified to profit or loss. Dividend from these investments continue to be recorded as other income within the profit or loss unless the dividend clearly represents return of capital. This category includes unlisted equity securities that were previously classified as ‘available-for-sale’ under AASB 139. Any gains or losses recognised in other comprehensive income (OCI) are not recycled upon derecognition of the asset. 060 / HAMMER METALS LIMITED / Annual Report 2019 Notes To The Consolidated Financial Statements Debt instruments at fair value through other comprehensive income (Debt FVOCI) Financial assets with contractual cash flows representing solely payments of principal and interest and held within a business model of collecting the contractual cash flows and selling the assets are accounted for at debt FVOCI. The Group accounts for financial assets at FVOCI if the assets meet the following conditions: • • they are held under a business model whose objective it is to “hold to collect” the associated cash flows and sell financial assets; and the contractual terms of the financial assets give rise to cash flows that are solely payments of principal and interest on the principal amount outstanding. Any gains or losses recognised in other comprehensive income (OCI) will be recycled upon derecognition of the asset Trade and other receivables and contract assets The Group makes use of a simplified approach in accounting for trade and other receivables as well as contract assets and records the loss allowance as lifetime expected credit losses. These are the expected shortfalls in contractual cash flows, considering the potential for default at any point during the life of the financial instrument. In calculating, the Group uses its historical experience, external indicators and forward-looking information to calculate the expected credit losses using a provision matrix. The Group assess impairment of trade receivables on a collective basis as they possess shared credit risk characteristics they have been grouped based on the days past due. Classification and measurement of financial liabilities The Group’s financial liabilities include borrowings, trade and other payables and derivative financial instruments. Financial liabilities are initially measured at fair value, and, where applicable, adjusted for transaction costs unless the Group designated a financial liability at fair value through profit or loss. Subsequently, financial liabilities are measured at amortised cost using the effective interest method except for derivatives and financial liabilities designated at FVTPL, which are carried subsequently at fair value with gains or losses recognised in profit or loss (other than derivative financial instruments that are designated and effective as hedging instruments). All interest-related charges and, if applicable, changes in an instrument’s fair value that are reported in profit or loss are included within finance costs or finance income. (e) Cash and cash equivalents Cash and cash equivalents comprise cash balances and call deposits with an original maturity of three months or less. Bank overdrafts that are repayable on demand and form an integral part of the Group’s cash management are included as a component of cash and cash equivalents for the purpose of the statement of cash flows. (f) Impairment The Group assesses at each balance date whether a financial asset or group of financial assets is impaired. Financial assets at amortised cost Trade receivables are initially recognised at their transaction price and other receivables at fair value. Receivables that are held to collect contractual cash flows and are expected to give rise to cash flows representing solely payments of principal and interest are classified and subsequently measured at amortised cost. Receivables that do not meet the criteria for amortised cost are measured at fair value through profit or loss. HAMMER METALS LIMITED / Annual Report 2019 / 061 Notes To The Consolidated Financial Statements The group assesses on a forward-looking basis, the expected credit losses associated with its debt instruments carried at amortised cost. The amount of expected credit losses is updated at each reporting date to reflect changes in credit risk since initial recognition of the respective financial instrument. The Group always recognises the lifetime expected credit loss for trade receivables carried at amortised cost. The expected credit losses on these financial assets are estimated based on the Group’s historic credit loss experience, adjusted for factors that are specific to the debtors, general economic conditions and an assessment of both the current as well as forecast conditions at the reporting date. For all other receivables measured at amortised cost, the Group recognises lifetime expected credit losses when there has been a significant increase in credit risk since initial recognition. If the credit risk on the financial instrument has not increased significantly since initial recognition, the Group measures the loss allowance for that financial instrument at an amount equal to expected credit losses within the next 12 months. The Group considers an event of default has occurred when a financial asset is more than 90 days past due or external sources indicate that the debtor is unlikely to pay its creditors, including the Group. A financial asset is credit impaired when there is evidence that the counterparty is in significant financial difficulty or a breach of contract, such as a default or past due event has occurred. The Group writes off a financial asset when there is information indicating the counterparty is in severe financial difficulty and there is no realistic prospect of recovery. Non-financial assets The carrying amounts of the Company’s non-financial assets, other than deferred tax assets (see accounting policy 3(k)) are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists then the asset’s recoverable amount is estimated. For goodwill and intangible assets that have indefinite lives or that are not yet available for use, the recoverable amount is estimated each year at the same time. The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its fair value less costs to sell. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. For the purpose of impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or groups of assets (the “cash-generating unit”). The goodwill acquired in a business combination, for the purpose of impairment testing, is allocated to cash-generating units that are expected to benefit from the synergies of the combination. An impairment loss is recognised if the carrying amount of an asset or its cash-generating unit exceeds its recoverable amount. Impairment losses are recognised in profit or loss. Impairment losses recognised in respect of cash-generating units are allocated first to reduce the carrying amount of any goodwill allocated to the units and then to reduce the carrying amount of the other assets in the unit (group of units) on a pro rata basis. An impairment loss in respect of goodwill is not reversed. In respect of other assets, impairment losses recognised in prior periods are assessed at each reporting date for any indications that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount. An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised. (f) Share capital Ordinary shares Transaction costs of an equity transaction are accounted for as a deduction from equity, net of any related income tax benefit. 062 / HAMMER METALS LIMITED / Annual Report 2019 Notes To The Consolidated Financial Statements (h) Interest bearing borrowings Interest-bearing borrowings are recognised initially at fair value less attributable transaction costs. Subsequent to initial recognition, interest-bearing borrowings are stated at amortised cost with any difference between cost and redemption value being recognised in the statement of profit and loss and other comprehensive income over the period of the borrowings on an effective interest basis. (i) Employee benefits Defined contribution plans Obligations for contributions to defined contribution pension plans are recognised as an expense in the statement of profit and loss and other comprehensive income as incurred. Share based payment transactions The share option programme allows Company and Group employees to acquire shares of the Company. The fair value of options granted is recognised as an employee expense with a corresponding increase in equity. The fair value is measured at grant date and spread over the period during which the employees become unconditionally entitled to the options. The fair value of the options granted is measured using the Black Scholes option pricing model, taking into account the terms and conditions upon which the options were granted. The amount recognised as an expense is adjusted to reflect the actual number of share options that vest except where forfeiture is only due to share prices not achieving the threshold for vesting. Wages, salaries, annual leave, sick leave and non-monetary benefits Liabilities for employee benefits for wages, salaries, annual leave and sick leave represent present obligations resulting from employees’ services provided to reporting date, calculated at undiscounted amounts based on remuneration wage and salary rates that the Group expects to pay as at reporting date including related on-costs, such as, workers compensation insurance and payroll tax. (i) Finance income and expenses Net finance income Net finance income comprises interest payable on borrowings calculated using the effective interest method, interest receivable on funds invested and realised foreign exchange gains and losses. Interest income is recognised in the statement of profit and loss and other comprehensive income as it accrues, using the effective interest method. (k) Income tax Income tax on the statement of profit and loss and other comprehensive income for the periods presented comprises current and deferred tax. Income tax is recognised in the statement of profit and loss and other comprehensive income except to the extent that it relates to items recognised directly 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 substantially enacted at the balance sheet date, and any adjustment to tax payable in respect of previous years. Deferred tax is provided using the balance sheet liability method, providing for temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. The following temporary differences are not provided for: the initial recognition of assets or liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profit or loss and differences relating to investments in subsidiaries to the extent that they will probably not reverse in the foreseeable future. The amount of deferred tax provided is based on the expected manner of realisation or settlement of the carrying amount of assets and liabilities, using tax rates enacted or substantively enacted at the balance sheet date. HAMMER METALS LIMITED / Annual Report 2019 / 063 Notes To The Consolidated Financial Statements A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be available against which the asset can be utilised. Deferred tax assets are reduced to the extent that it is no longer probable that the related tax benefit will be realised. The Company and its Australian resident wholly owned subsidiaries adopted the tax consolidation legislation with effect from 1 July 2014 and are therefore taxed as a single entity from that date. Hammer Metals Ltd is the head entity within the tax-consolidated group. Any current tax liabilities (or assets) and deferred tax assets arising from unused tax losses of the subsidiaries are assumed by the head entity in the tax-consolidated group. (l) Provisions A provision is recognised in the balance sheet when the Group has a present legal or constructive obligation as a result of a past event, and it is probable that an outflow of economic benefits will be required to settle the obligation. If the effect is material, provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and, when appropriate, the risks specific to the liability. A provision for site restoration in respect of contaminated and disturbed land, and the related expense, is recognised when the land is contaminated or disturbed. Such activities include dismantling infrastructure, removal and treatment of waste material, and land rehabilitation, including restoring, topsoiling and revegetation of the disturbed area. (m) Segment reporting Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The chief operating decision maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Board of Directors of the Company. (n) Exploration and evaluation expenditure Exploration for and evaluation of mineral resources is the search for mineral resources after the Group has obtained legal rights to explore in a specific area, as well as the determination of the technical feasibility and commercial viability of extracting the mineral resources. Accordingly, exploration and evaluation expenditures are those expenditures incurred by the Group in connection with the exploration for and evaluation of minerals resources before the technical feasibility and commercial viability of extracting mineral resources are demonstrable. Accounting for exploration and evaluation expenditure is assessed separately for each area of interest. An area of interest is an individual geological area which is considered to constitute a favourable environment for the presence of a mineral deposit or has been proved to contain such a deposit. Expenditure incurred on activities that precede exploration and evaluation of mineral resources, including all expenditure incurred prior to securing legal rights to explore an area, is expensed as incurred. For each area of interest, the expenditure is recognised as an exploration and evaluation asset where the following conditions are satisfied: a) The rights to tenure of the area of interest are current; and b) At least one of the following conditions is also met: i. The expenditure is expected to be recouped through successful development and commercial exploitation of an area of interest, or alternatively by its sale; and ii. Exploration and evaluation activities in the area of interest have not, at reporting date, reached a stage which permits a reasonable assessment of the existence or otherwise ‘economically recoverable reserves’ and active and significant operations in, or in relation to, the area of interest are continuing. Economically recoverable reserves are the estimated quantity of product in an area of interest that can be expected to be profitably extracted, processed and sold under current and foreseeable conditions. 064 / HAMMER METALS LIMITED / Annual Report 2019 Notes To The Consolidated Financial Statements Exploration and evaluation assets include; • Acquisition of rights to explore; • Topographical, geological, geochemical and geophysical studies; • Exploratory drilling, trenching, and sampling and • Activities in relation to evaluating the technical feasibility and commercial viability of extracting the mineral resource. General and administrative costs are allocated to, and included in, the cost of exploration and evaluation assets only to the extent that those costs can be related directly to the operational activities in the area of interest to which the exploration and evaluation assets relate. In all other instances, these costs are expensed as incurred. Exploration and evaluation assets are transferred to Development Assets once technical feasibility and commercial viability of an area of interest is demonstrable. Exploration and evaluation assets are assessed for impairment, and any impairment loss is recognised prior to being reclassified. The carrying amount of the exploration and evaluation assets is dependent on successful development and commercial exploitation, or alternatively, sale of the respective area of interest. Impairment testing of exploration and evaluation assets Exploration and evaluation assets are assessed for impairment if sufficient data exists to determine technical feasibility and commercial viability or facts and circumstances suggest that the carrying amount exceeds the recoverable amount. Exploration and evaluation assets are tested for impairment when any of the following facts and circumstances exist: • The term of exploration licence in the specific area of interest has expired during the reporting period or will expire in the near future, and is not expected to be renewed; • Substantive expenditure on further exploitation for and evaluation of mineral resources in the specific area are not budgeted or planned; • Exploration for and evaluation of mineral resources in the specific area have not led to the discovery of commercially viable quantities of mineral resources and the decision was made to discontinue such activities in the specified are; or • Sufficient data exists to indicate that, although a development in the specific area is likely to proceed, the carrying amount of the exploration and evaluation asset is unlikely to be recovered in full from successful development of by sale. Where a potential impairment is indicated, an assessment is performed for each cash generating unit which is no larger than the area of interest. The Group performs impairment testing in accordance with accounting policy 3(f). Farm-in arrangements (in the exploration and evaluation phase) For exploration and evaluation asset acquisitions (farm-in arrangements) in which the Group has made arrangements to fund a portion of the selling partner’s (farmor’s) exploration and/or future development expenditures (carried interests), these expenditures are reflected in the financial statements as and when the exploration work progresses. Farm-out arrangements (in the exploration and evaluation phase) The Group does not record any expenditure made by the farmee on its account. It also does not recognise any gain or loss on its exploration and evaluation farm-out arrangements but redesignates any costs previously capitalised in relation to the whole interest as relating to the partial interest retained. HAMMER METALS LIMITED / Annual Report 2019 / 065 Notes To The Consolidated Financial Statements Monies received pursuant to farm-in agreements are treated as a liability (advanced cash call) on receipt and until such time as the relevant expenditure is incurred. (o) Government grants The Group recognises the refundable research and development tax incentive (received under the tax legislation passed in 2011) as a government grant. This incentive is refundable to the Group regardless of whether the Group is in a tax payable position and is presented by deducting the grant from the carrying amount of the related exploration asset. Government grants are recognised when there is reasonable assurance that (a) the Group will comply with the conditions attaching to them; and (b) the grants will be received; they are then recognised in profit or loss on a systematic basis over the useful life of the asset. 4. OTHER INCOME Management fee from farm-in partners Rental income Sale of royalty Other income 30 June 2019 $ 30 June 2018 $ 56,585 12,686 71 23,703 93,044 110,138 3,600 - - 113,738 5. RESULT FROM OPERATING ACTIVITIES 30 June 2019 $ 30 June 2018 $ Net loss for the year before tax has been arrived at after the charging the following expenses: Depreciation of plant and equipment 2,420 1,335 Salary and wages Superannuation expense Share based payments Other employment costs Total employee costs 162,721 6,378 120,000 13,111 302,210 105,000 5,609 14,054 10,948 135,611 6. FINANCE INCOME AND FINANCE COSTS 30 June 2019 $ 30 June 2018 $ Recognised in loss for the year Interest income Finance costs Net finance income 3,045 (71) 2,974 6,794 - 6,794 066 / HAMMER METALS LIMITED / Annual Report 2019 Notes To The Consolidated Financial Statements 7. AUDITORS’ REMUNERATION 30 June 2019 $ 30 June 2018 $ Auditors of the Company - KPMG Audit services:     Audit and review of financial reports  41,840 41,322 Non-audit services: Taxation compliance services 11,275 53,115 23,319 64,641 HAMMER METALS LIMITED / Annual Report 2019 / 067 Notes To The Consolidated Financial Statements 8. INCOME TAX (a) Income tax benefit Current tax Deferred tax Total income tax benefit 30 June 2019 $ 30 June 2018 $ - - - 17,359 - 17,359 Numerical reconciliation of income tax benefit to pre-tax accounting loss: Loss before income tax (852,517) (671,671) Income tax benefit using the Company’s domestic tax rate of 27.5% (2018: 27.5%) (255,755) (184,710) Adjusted for: Non-deductible expenses / (Nonassessable Income) Temporary differences and tax losses not recognised Research and development income tax benefit Income tax benefit  (b) Unrecognised deferred tax assets  Deferred tax assets have not been recognised in respect of the following items: Temporary timing differences related to: Investments Property, plant and equipment Accrued expenses and provisions Capital raising costs Income tax losses (c) Recognised deferred tax assets & liabilities Temporary timing differences related to: Other financial assets Exploration and evaluation expenditure Income tax losses (5,861) 1,345 261,616 183,365 - - - 721 21,808 64,829 17,359 17,359 14,438 2,083 (2,635) 77,108 6,998,855 7,322,674 7,086,213 7,413,668 (3,287,520) (3,112,107) 3,287,520 3,112,107 - - The deductible temporary differences and tax losses do not expire under current tax legislation. Deferred tax assets have not been recognised in respect of these items because it is not probable that future taxable profit will be available against which the Group can utilise the benefits from. 068 / HAMMER METALS LIMITED / Annual Report 2019 Notes To The Consolidated Financial Statements (d) Movement of temporary differences recognised during the year ended 30 June 2019: Balance 1 July 2018 Profit or Loss Other comprehensive income Equality Balance 30 June 2019 Other financial assets Exploration and evaluation Expenditure (3,112,107) (175,413) Carried-forward tax losses 3,112,107 175,413 - - - - - (e) Movement of temporary differences recognised during the year ended 30 June 2018: Balance 1 July 2017 Profit or Loss Other comprehensive income Equality Other financial assets Exploration and evaluation Expenditure (2,813,347) (298,760) Carried-forward tax losses 2,813,347 298,760 - - - - - - - - - - - (3,287,520) 3,287,520 - Balance 30 June 2018 (3,112,107) 3,112,107 - 9. LOSS PER SHARE 30 June 2019 $ 30 June 2018 $ (a) Basic and dilutive loss per share calculated using the weighted average number of fully paid ordinary shares on issue at the reporting date. Options disclosed in Note 16(b) are potential ordinary shares which are considered anti-dilutive, therefore diluted earnings per share are the same as basic earnings per share. (b) Weighted average number of shares used in calculation of basic and dilutive earnings per share. (0.29) cents (0.26) cents 293,422,102 250,689,415 HAMMER METALS LIMITED / Annual Report 2019 / 069 Notes To The Consolidated Financial Statements 10. CASH AND CASH EQUIVALENTS 30 June 2019 $ 30 June 2018 $ Cash at bank and on hand 860,656 934,045 The Group’s exposure to interest rate risk and sensitivity analysis for financial assets and financial liabilities are disclosed in Note 24. 11. TRADE AND OTHER RECEIVABLES 30 June 2019 $ 30 June 2018 $ Current GST receivable Security deposit Other receivables 11,034 38,858 2,067 51,959 33,193 46,808 26,750 106,751 Trade and other receivables are non-interest bearing. The Group’s exposure to credit and currency risk and impairment losses related to trade and other receivables is disclosed in Note 24. 12. OTHER FINANCIAL ASSETS 30 June 2019 $ 30 June 2018 $ Current Advanced contributions from Farm-in partner (Note 21) - 454,746 Non - Current Investments in other entities Listed shares in TSXV and ASX-listed companies - at fair value 1,258,758 60,000 The Group’s exposure to equity price risk and sensitivity analysis in disclosed in Note 24. Listed shares recognised as non-current assets have been recognised at fair value through profit or loss (“FVTPL”). 13. PLANT AND EQUIPMENT Office equipment and fittings at cost Accumulated depreciation Net book value Reconciliation of office equipment is as follows: Opening carrying value Additions Depreciation Closing carrying value 30 June 2019 $ 30 June 2018 $ 252,906 (252,906) - 252,906 (250,486) 2,420 2,420 - (2,420) - 3,755 - (1,335) 2,420 070 / HAMMER METALS LIMITED / Annual Report 2019 Notes To The Consolidated Financial Statements 14. EXPLORATION AND EVALUATION EXPENDITURE 30 June 2019 $ 30 June 2018 $ Balance at 1 July Exploration and evaluation expenditure incurred Exploration and evaluation assets acquired Exploration and evaluation expenditure impaired Disposal of subsidiary (refer note 26) Research and development grant received Reimbursement of costs on exploration and evaluation 11,316,751 1,528,688 610,616 (588,743) (545,745) (366,948) - 9,377,823 2,833,157 9,750 - - (106,323) (797,982) Balance at 30 June 11,954,619 11,316,751 The ultimate recovery of costs carried forward for exploration and evaluation phases is dependent on the successful development and commercial exploitation or sale of the respective areas of interest at an amount greater than or equal to carrying value. Refer note 3 (n). Expenses capitalised to Exploration and Evaluation Expenditure assets for the year include direct exploration costs (drilling, rock chip programs and surveys including magnetic and SAM), laboratory costs (assaying, analysis and review), geological and geochemical consultants as well as allocated administration costs (including salary and wages) where those costs can be directly attributed to the exploration or evaluation activities upon a given area of interest. The impairment recognised relates to tenements relinquished during the year. On 21 May 2019 the Company purchased the Bronzewing South project through the acquisition of Carnegie Exploration Pty Ltd, the holder of the tenements comprising the project. The consideration paid to satisfy the acquisition was 22,916,666 ordinary shares. These shares had a fair value of $0.024 per share, or $550,000. Additionally, $35,616 of existing exploration assets were acquired through this transaction. This acquisition represents an asset acquisition and therefore the fair value of the consideration paid has been allocated in full to the exploration asset. Furthermore, during the year the Company acquired additional exploration projects for $25,000. 15. TRADE AND OTHER PAYABLES 30 June 2019 $ 30 June 2018 $ Trade creditors and accruals 235,022 273,932 All trade and other payables are non-interest bearing and payable on normal commercial terms. The Group’s exposure to currency and liquidity risk related to trade and other payables is disclosed in Note 24. HAMMER METALS LIMITED / Annual Report 2019 / 071 Notes To The Consolidated Financial Statements 16. ISSUED CAPITAL 30 June 2019 No. 30 June 2018 No. 30 June 2019 $ 30 June 2018 $ (a) Share capital Ordinary shares On issue at 1 July 268,925,341 198,309,674 44,907,743 42,655,110 Shares issued for acquisition of asset at $0.043 per share Shares issued for cash at $0.035 per share Shares issued in lieu of fees at $0.035 per share Shares issued in lieu of fees on entitlement issue of options Shares issued for cash at $0.03 per share Shares issued for cash at $0.02 per share Shares issued to acquire subsidiary Share issue costs - - - 250,000 68,937,096 1,428,571 - - - 10,750 2,412,798 50,000 2,705,074 6,666,667 50,000,000 22,916,666 - - - - - - 56,807 200,000 1,000,000 550,000 - - - - (86,054) (220,915) On issue at 30 June – fully paid 351,213,748 268,925,341 46,628,496 44,907,743 Terms and conditions Holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at shareholders’ meetings. The company does not have authorised capital or par value in respect of its issued shares. In the event of winding up of the Company, ordinary shareholders rank after all other shareholders and creditors and are fully entitled to any proceeds of liquidation. Dividends No dividends were paid or declared for the year (2018: NIL). 072 / HAMMER METALS LIMITED / Annual Report 2019 Notes To The Consolidated Financial Statements (b) Options outstanding over ordinary shares 30 June 2019 No. 30 June 2018 No. Listed options Listed HMXOD options exercisable at $0.03 on or before 30 Sep 2020 190,355,205 - Unlisted options Unlisted options exercisable at $0.075 expiring 29 Jun 2019 - 5,000,000 Unlisted options exercisable at $0.06 expiring 30 Jun 2020 12,800,000 12,800,000 Unlisted options exercisable at $0.07 expiring 31 Aug 2020 Unlisted options exercisable at $0.07 on or before 30 Nov 2019 2,676,078 1,500,000 Unlisted options exercisable at $0.032 on or before 30 Nov 2022 10,000,000 2,412,798 1,500,000 - 217,331,283 21,712,798 161,355,205 listed options were issued for $0.005 per option, and 29,000,000 listed options were issued for no cash consideration. All unlisted options were granted for no cash consideration. 10,000,000 unlisted options were granted to directors, executives and employees during the year (2018: nil). No unlisted options were granted to employees, consultants and contractors during the year (2018: 3,912,798) No unlisted options were exercised during the period. 5,000,000 fully vested unlisted options expired unexercised during the period (2018: 21,750,287). Options carry no voting rights until converted to fully paid ordinary shares. HAMMER METALS LIMITED / Annual Report 2019 / 073 Notes To The Consolidated Financial Statements 17. RESERVES Share-based payment reserve (1) Balance at beginning of period Options issued to Directors and executives  Options issued to Employees and contractors Unlisted options issued in lieu of fees for underwriter of listed option entitlement issue Fully vested options expired unexercised during the period Fair value reserve (2) Balance at beginning of period Net decrease in the market value of listed shares available for sale Option issue reserve (3) Balance at beginning of period Options issued under entitlement issue at $0.005 per option Option issue costs satisfied through issue of ordinary shares Option issue costs satisfied through issue of unlisted options 30 June 2019 $ 30 June 2018 $ 788,885 120,000 - 2,106 - 910,991 - - - - 806,767 (56,807) (2,106) 747,854 1,211,377 - 64,329 - (486,821) 788,885 18,750 (18,750) - - - - - - 1,658,845 788,885 (1) The share-based payment reserve is used to record the fair value of options issued to Directors and employees and consultants under various share-based payment schemes and options issued for the acquisition of assets. (2) The fair value reserve is used to record changes in the fair value of available for sale investments until the investments are derecognised or impaired. (3) The option issue reserve is used to record the value of listed options issued under the entitlement issue during the period, less the costs of that issue. 18. COMMITMENTS a) Operating Lease Commitments The operating lease over the Company’s head office is currently on a month to month basis. There are no other operating leases. b) Exploration Expenditure Commitments In order to maintain current rights of tenure to exploration tenements the Company is required to perform minimum exploration work to meet the minimum expenditure requirements specified by various State Governments within Australia. These obligations may be reset when application for a mining lease is made and at other times. The Group has a minimum expenditure commitment on tenure under its control. 074 / HAMMER METALS LIMITED / Annual Report 2019 Notes To The Consolidated Financial Statements The Company can apply for exemption from compliance with the minimum exploration expenditure requirements. Due to the nature and scale of the Company’s exploration activities the Company is unable to estimate its likely tenement holdings and therefore minimum expenditure requirements more than 1 year ahead. These obligations are not provided for in the financial report and are payable: Consolidated Company 30 June 2019 $ 30 June 2018 $ 30 June 2019 $ 30 June 2018 $ 2,076,500 2,116,750 - - Minimum exploration expenditure not later than 1 year 19. SHARE BASED PAYMENTS Incentive Option Plan The Hammer Metals Incentive Option Plan was approved by shareholders on 10 June 2016. The key features of this plan are: (a) The plan will be available to directors, employees and other permitted persons of the Company and its subsidiaries. (b) (c) (d) (e) (f) (g) Options are granted for no consideration. The options are issued at an exercise price as determined by the Board from time to time. The number of shares the subject of options issued under this plan and other similar plans will not exceed 5% of the Company’s issued capital from time to time. If a holder ceases to be an eligible participant of the plan during the exercise period of a vested option, the holder may exercise the options within 30 days of ceasing to be an eligible participant and thereafter the options will lapse. The options issued under this plan shall not be quoted on ASX. The options’ terms are at the discretion of the Directors. No options granted as incentive or for services have lapsed, expired or were exercised during the year. The number and weighted average exercise price of unlisted share options on issue is as follows: Outstanding at 1 July  Granted during the period Expired / lapsed or exercised during the period Outstanding at 30 June Exercisable at 30 June No of unlisted options Weighted average exercise price 21,712,798 10,263,280 (5,000,000) 26,976,078 26,976,078 $0.07 $0.033 $0.075 $0.051 The options outstanding at year end have exercise prices ranging from $0.032 to $0.07 a weighted average remaining contractual life of 1.88 years. HAMMER METALS LIMITED / Annual Report 2019 / 075 Notes To The Consolidated Financial Statements 20. RELATED PARTIES Key Management Personnel Compensation: The following were key management personnel of the Group at any time during the reporting period and unless otherwise indicated were key management personnel for the entire period: Executive Directors Mr R Davis (Chairman) Mr A Hewlett (resigned 1 October 2018) Non-executive Directors Mr N El Sayed Mr Z Lubieniecki (appointed 1 October 2018) Mr S Bodensteiner (resigned 1 October 2018) Executives Mr M Pitts (Company Secretary) The key management personnel compensation comprised: 30 June 2019 $ 30 June 2018 $ Short-term employee benefits Post-employment benefits Share-based payments 360,625 6,413 72,000 439,038 402,000 5,700 1,405 409,105 Remuneration levels are competitively set to attract and retain appropriately qualified and experienced Directors and executives. Remuneration packages include a mix of fixed remuneration and equity-based remuneration. Information regarding individual Directors and executive’s compensation and some equity instruments disclosures as permitted by Corporations Regulations 2M.3.03 and 2M.6.04 is provided in the remuneration report section of the Directors’ report. Certain key management personnel, or their related parties, hold positions in other entities that result in them having control or significant influence over the financial or operating policies of those entities. One of these entities (as detailed below) transacted with the Group during the reporting period. The terms and conditions of the transaction were no more favourable than those available, or which might be reasonably be expected to be available, on similar transactions to non-key management personnel related entities on an arm’s length basis. 076 / HAMMER METALS LIMITED / Annual Report 2019 Notes To The Consolidated Financial Statements The aggregate value of transactions and outstanding balances relating to this entity were as follows: Transaction value year ended Balance outstanding as at 30 June 2019 $ 30 June 2018 $ 30 June 2019 $ 30 June 2018 $ Mr R Davis Mr Z Lubieniecki Mr A Hewlett Transaction Note 1 Note 1 Note 1 110,000 220,000 110,000 Consulting Fees-Note 2 30,000 - - - - - - - - - - - - Mr M Pitts Accounting Services 50,598 23,556 4,839 6,488 The Company paid fees to Endeavour Corporate, a company associated with Mark Pitts, for accounting and financial reporting services provided to the company. Note 1 – on 21 May 2019 shareholders of the Company approved the acquisition of the Bronzewing South project (via the acquisition of Carnegie Exploration Pty Ltd) via the issue of 22,916,666 ordinary shares at $0.024 per share, totalling $550,000. Messrs Davis, Lubieniecki and Hewlett were the vendors of Carnegie Exploration Pty Ltd, and the amounts noted in the table above represent the value of shares issued to each party. Note 2 – Upon his resignation as a director of the Company on 1 October 2019, Mr Hewlett entered into an agreement to provide contract geological services to the Company. These amounts represent those payments for the period of 6 months from the date of his resignation, in accordance with the definition of a related party under the Corporations Act 2001. Equity instruments All options refer to options over ordinary shares of Hammer Metals Limited, which are exercisable on a one for one basis. 10,000,000 options were issued to directors in this financial year (2018: Nil) No options were issued to executives in regard to their employment or provision of services during this financial year (2018: 150,000). No shares were granted to key management personnel during the year as compensation (2017: Nil). HAMMER METALS LIMITED / Annual Report 2019 / 077 Notes To The Consolidated Financial Statements 21. INTEREST IN OTHER ENTITIES Name Parent and ultimate controlling entity Hammer Metals Limited Subsidiaries Hammer Metals Australia Pty Ltd Mt. Dockerell Mining Pty Ltd Mulga Minerals Pty Ltd Carnegie Exploration Pty Ltd Element Minerals Australia Pty Ltd Hammer Bulk Commodities Pty Ltd (i) Midas Metals Asia Pty Ltd (i) Country of Incorporation Percentage held 2019 Percentage held 2018 Australia Australia Australia Australia Australia Australia Australia 100% 100% 100% 100% - 100% 85% 100% 100% 100% - 100% 100% 85% (i) These subsidiaries are dormant and have not traded during the year The investments held in controlled entities are included in the financial statements of the parent at cost. Element Minerals Australia Pty Ltd was disposed of on 28 June 2019. Refer Note 26 for details. Carnegie Exploration Pty Ltd was acquired on 21 May 2019. Refer Note 14 for details. Joint arrangements The Group has the following farm-in / farm-out arrangements: Dronfield The Group has a farm-in agreement in relation to a tenement held in the Mt. Isa region. The Group has earned an 80% interest in the project. The Group’s interest in the above arrangement includes capitalised exploration phase expenditure totalling $611,911 at 30 June 2019 and is included in exploration and evaluation assets (note 14). Mt Frosty – Mt Isa Mines (Glencore) During the prior year the Group (through its wholly owned subsidiary Mulga Minerals Pty Ltd (‘Mulga’)) completed the acquisition of a 51% interest in the Mt. Frosty prospect and agreed terms for a new joint venture agreement with Mount Isa Mines Limited (‘MIM’) (a 100% owned subsidiary of Glenore PLC). Each party to the joint venture contributes exploration expenditure according to their participating interest (Hammer – 51% and MIM – 49%). Dilution provisions apply if a party elects not to contribute to a programme. If a party’s participating interest falls below 10% their interest will convert to a 3% Net Profits Royalty. Mulga acts as the initial manager of the joint venture. The Group’s interest in the above arrangement includes capitalised exploration phase expenditure totalling $354,674 at 30 June 2019 and is included in exploration and evaluation assets (note 14). 078 / HAMMER METALS LIMITED / Annual Report 2019 Notes To The Consolidated Financial Statements Millennium Project – Global Energy Metals Corporation (GEMC) The Millennium cobalt-copper-gold project was previously a joint venture with TSX listed Global Energy Metals Corporation (GEMC). On 28 June 2019 GEMC acquired Element Minerals Australia Pty Ltd from the Company, which resulted in GEMC owning 100% of the Millennium Project. As consideration for the sale, the Company was issued 19.99% of the issued capital of GEMC. Mt Isa – Newmont The Group previously was party to a farm-out agreement with Newmont Exploration Australia Pty Ltd (Newmont) that commenced in December 2015 in relation to three of the Group’s IOCG prospects; Newmont could earn up to 75% of the Group’s interest in the area by spending US$10,500,000. During the previous year, Newmont met the criteria to acquire the first 35% interest in the project, but elected to discontinue and withdraw from the arrangement. The joint venture was terminated in June 2018. 22. RECONCILIATION OF CASH FLOWS FROM OPERATING ACTIVITIES 30 June 2019 $ 30 June 2018 $ Loss for the year Adjustments for: Depreciation Share based payments Exploration expenditure impaired Fair value adjustment on financial assets Gain on disposal of subsidiary Impairment expense Management fee from farm-in partners Profit on sale of assets Research & development income tax benefit Movements attributable to operating activities: Decrease / (increase) in trade and other receivables Increase / (decrease) in trade and other payables (852,517) (654,312) 2,420 120,000 588,743 23,808 (705,049) - (56,585) - - 54,792 (97,196) 1,335 14,054 - - - 17,000 (58,053) (30,000) (17,359) (6,657) 141,789 Net cash used in operating activities (921,584) (592,203) 23.SEGMENT INFORMATION The Group has one reportable segment, being mineral exploration in Australia. The Group’s operating segments have been determined with reference to the monthly management accounts, program budgets and cash flow forecasts used by the chief operating decision maker to make decisions regarding the Group’s operations and allocation of working capital. Accordingly, the financial information presented in the consolidated statement of profit or loss and other comprehensive income and the consolidated statement of financial position is the same as that presented to the chief operating decision maker. HAMMER METALS LIMITED / Annual Report 2019 / 079 Notes To The Consolidated Financial Statements 24. FINANCIAL INSTRUMENTS DISCLOSURES Overview The Company and Group have exposure to the following risks from their use of financial instruments: Credit risk Liquidity risk Market risk This note presents information about the Group’s exposure to each of the above risks, their objectives, policies and processes for measuring and managing risk, and the management of capital. The Board of Directors has overall responsibility for the establishment and oversight of the risk management framework. Management monitors and manages the financial risks relating to the operations of the Group through regular reviews of the risks. Credit risk Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual obligations and arises principally from the Group’s receivables from customers and investment securities. Trade and other receivables As the Company operates in the mining exploration sector it does not have significant trade receivables and is therefore not exposed to credit risk in relation to trade receivables. The Group receives advanced cash calls from its farm-in / joint venture partner which are classified as other receivables. The cash call amounts are reduced as and when expenditure in terms of the farm-in/ joint venture agreement is incurred. Presently, the Group undertakes exploration and evaluation activities in Australia. At the balance sheet date there were no significant concentrations of credit risk. Exposure to credit risk The carrying amount of the Group’s financial assets represents the maximum credit exposure. The Group’s maximum exposure to credit risk at the reporting date was: Consolidated Cash and cash equivalents Trade and other receivables Advanced contributions from Farm-in partner Impairment losses Note 10 11 12 Carrying amount 30 June 2019 $ 30 June 2018 $ 860,656 934,045 51,959 106,751 - 454,746 None of the Group’s trade and other receivables are past due and impaired (2018: Nil). 080 / HAMMER METALS LIMITED / Annual Report 2019 Notes To The Consolidated Financial Statements Liquidity risk Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due (refer Note 2(f)). The Group’s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Group’s reputation. The Group manages liquidity risk by maintaining adequate reserves by continuously monitoring forecast and actual cash flows. Typically, the Group ensures it has sufficient cash on demand to meet expected operational expenses for a period of 90 days, this excludes the potential impact of extreme circumstances that cannot reasonably be predicted, such as natural disasters. All financial liabilities are due and payable on terms of no more than 30 days. All financial liabilities are generally settled within stated payment terms. Market risk Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices will affect the Group’s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return. Currency risk The Group has no exposure to currency risk on investments and transactions that are denominated in a currency other than the respective functional currencies of Group entities. The Group has not entered into any derivative financial instruments to hedge such transactions and anticipated future receipts or payments that are denominated in a foreign currency. Interest rate risk The Group is not exposed to interest rate risk on borrowings as it has no borrowings subject to variable interest. The Group is exposed to interest rate risk on its cash balances. Profile At the reporting date the interest rate profile of the Company’s and the Group’s interest-bearing financial instruments was: Fixed rate instruments Cash and cash equivalents Weighted average interest rates Variable rate instruments Cash and cash equivalents Weighted average interest rates Carrying amount 30 June 2019 $ 30 June 2018 $ 21,475 2.40% 839,181 0.18% 20,972 2.40% 913,073 0.26% HAMMER METALS LIMITED / Annual Report 2019 / 081 Notes To The Consolidated Financial Statements Fair value sensitivity analysis for fixed rate instruments The Group does not account for any fixed rate financial assets and liabilities at fair value through profit or loss. Therefore, a change in interest rates at the reporting date would not affect profit or loss or equity (2017: Nil) Cash flow sensitivity analysis for variable rate instruments A sensitivity of 50 basis points has been used and considered reasonable given current interest rates. A 0.5% movement in interest rates at the reporting date would have increased equity and profit or loss by the amounts shown below. This analysis assumes that all other variables remain constant. The analysis for 2018 was performed on the same basis. Consolidated 30 June 2019 Loss Equity 50bp increase 50bp decrease 50bp increase 50bp decrease Variable rate instruments 4,196 (4,196) 4,196 (4,196) 30 June 2018 Variable rate instruments 4,565 (4,565) 4,565 (4,565) Carrying amounts versus fair values The fair values of financial assets and liabilities are as per the carrying amounts shown in the statement of financial position. Financial assets carried at fair value through profit or loss Equity securities – listed on ASX at quoted prices Equity securities – listed on TSXV at quoted prices Financial assets carried at amortised costs Cash and cash equivalents Trade and other receivables Advanced contributions from Farm-in partner Financial liabilities carried at amortised costs Trade and other payables Advanced cash call 30 June 2019 $ 30 June 2018 $ - 1,258,758 839,181 51,959 - 60,000 - 934,045 106,751 454,746 (235,022) - (273,932) (448,007) 082 / HAMMER METALS LIMITED / Annual Report 2019 Notes To The Consolidated Financial Statements Other Market Price Risk Other Equity price risk is the risk that the value of the instrument will fluctuate as a result of changes in market prices (other than those arising from interest rate risk or currency risk), whether caused by factors specific to an individual investment, its issuer or all factors affecting all instruments traded in the market. Investments are managed on an individual basis and material buy and sell decisions are approved by the Board of Directors. The primary goal of the Group’s investment strategy is to maximise investment returns. Fair value sensitivity analysis for equity securities (listed investments) A sensitivity of 10% has been used and considered reasonable given current market rates. A 10% movement in market prices at the reporting date would have increased equity and profit or loss by the amounts shown below. This analysis assumes that all other variables remain constant. The analysis for 2018 was performed on the same basis. Consolidated 30 June 2019 Loss Equity 10% increase 10% decrease 10% increase 10% decrease Equity securities – listed on TSXV $125,876 ($125,876) $125,876 ($125,876) 30 June 2018 Equity securities – listed on ASX $6,000 ($6,000) $6,000 ($6,000) Commodity Price Risk The Group operates primarily in the exploration and evaluation phase and accordingly the Group’s financial assets and liabilities are subject to minimal commodity price risk at this stage. Capital Management The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a going concern, so as to maintain a strong capital base sufficient to maintain future exploration and development of its projects. In order to maintain or adjust the capital structure, the Group may return capital to shareholders, issue new shares or sell assets to reduce debt. The Group’s focus has been to raise sufficient funds through equity to fund exploration and evaluation activities. There were no changes in the Group’s approach to capital management during the year. Risk management policies and procedures are established with regular monitoring and reporting. Neither the Company nor any of its subsidiaries are subject to externally imposed capital requirements. HAMMER METALS LIMITED / Annual Report 2019 / 083 Company 30 June 2019 $ 30 June 2018 $ 8,516,068 5,509,779 6,874,306 5,511,161 14,025,847 12,385,467 134,877 134,877 232,693 232,693 13,890,970 12,152,774 46,628,496 44,907,743 (34,396,371) (33,543,854) 1,658,845 13,890,970 788,885 12,152,774 (852,517) (654,312) - - (852,517) (654,312) Notes To The Consolidated Financial Statements 25. PARENT ENTITY DISCLOSURES Financial Position Assets Current assets Non-current assets Total assets Liabilities  Current liabilities Total liabilities Net assets Equity Issued capital Accumulated losses Reserves Total equity  Financial Performance Loss for the year Other comprehensive income Total comprehensive income Contingent liabilities of the parent entity There are no contingent liabilities at 30 June 2019 (2018: None) Commitments of the parent entity There are no commitments at 30 June 2019 (2018: None) 084 / HAMMER METALS LIMITED / Annual Report 2019 Notes To The Consolidated Financial Statements 26. DISPOSAL OF SUBSIDIARY On 28 June 2019 the Group completed its disposal of its 100% interest in Element Minerals Pty Ltd, and indirectly its 75% interest in the Millennium Project. Details of the sale of the subsidiary Details of the sale of the subsidiary Consideration received 19,255,641 TSXV listed shares (GEMC.V) at $0.055 (CAD $0.06) Total consideration received Carry value of net assets disposed (refer below) Gain on sale before income tax Income tax expense on sale of subsidiary Gain on sale after income tax Net assets at date of sale Assets Cash and cash equivalents Trade and other receivables Exploration and evaluation expenditure Total assets Liabilities Trade and other payables and advanced cash calls Total liabilities Net assets at date of sale 28 June 2019 $ 1,258,758 1,258,758 (553,709) 705,049 - 705,049 13,768 7,951 545,745 567,464 13,755 13,755 553,709 HAMMER METALS LIMITED / Annual Report 2019 / 085 Notes To The Consolidated Financial Statements 27. EVENTS SUBSEQUENT TO BALANCE DATE Subsequent to the year end, the Company raised $1,756,069 (before costs) through a placement of 87,803,437 ordinary shares. Other than the above, there has not been any other matter or circumstance that has arisen after balance date that has significantly affected, or may significantly affect, the operations of the Group, the results of those operations, or the state of affairs of the Group in future financial periods. 086 / HAMMER METALS LIMITED / Annual Report 2019 Director’s Declaration 1. In the opinion of the Directors of Hammer Metals Limited (“the Company”): (a) the consolidated financial statements and notes and the remuneration report in the Directors’ report, are 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 2019 and of its performance for the financial year ended on that date; and (ii) complying with Australian Accounting Standards and the Corporations Regulations 2001; (b) there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable. 2. The Directors have been given the declarations by the managing director and company secretary for the financial year ended 30 June 2019 pursuant to Section 295A of the Corporation Act 2001. 3. The Directors draw attention to Note 2(a) to the consolidated financial statements, which includes a statement of compliance with International Financial Reporting Standards. Signed in accordance with a resolution of the Directors: R Davis Executive Chairman Perth Dated 27 September 2019 HAMMER METALS LIMITED / Annual Report 2019 / 087 Independent Auditor’s Report Independent Auditor’s Report To the shareholders of Hammer Metals Limited Independent Auditor’s Report Independent Auditor’s Report Report on the audit of the Financial Report To the shareholders of Hammer Metals Limited Report on the audit of the Financial Report Opinion To the shareholders of Hammer Metals Limited We have audited the Financial Report of Report on the audit of the Financial Report Hammer Metals Limited (the Company). Opinion In our opinion, the accompanying Financial Report of the Company is in accordance with the We have audited the Financial Report of Opinion Corporations Act 2001, including: Hammer Metals Limited (the Company). • giving a true and fair view of the Group's In our opinion, the accompanying Financial We have audited the Financial Report of financial position as at 30 June 2019 and of Report of the Company is in accordance with the Hammer Metals Limited (the Company). its financial performance for the year ended Corporations Act 2001, including: In our opinion, the accompanying Financial on that date; and • Report of the Company is in accordance with the giving a true and fair view of the Group's • complying with Australian Accounting Corporations Act 2001, including: financial position as at 30 June 2019 and of Standards and the Corporations Regulations its financial performance for the year ended 2001. giving a true and fair view of the Group's on that date; and financial position as at 30 June 2019 and of complying with Australian Accounting its financial performance for the year ended Standards and the Corporations Regulations on that date; and 2001. complying with Australian Accounting Standards and the Corporations Regulations 2001. • Basis for opinion • • The Financial Report comprises: • Consolidated statement of financial position as at 30 June 2019 The Financial Report comprises: • Consolidated statement of profit or loss and other comprehensive income, Consolidated • Consolidated statement of financial position as statement of changes in equity, and The Financial Report comprises: at 30 June 2019 Consolidated statement of cash flows for the • Consolidated statement of profit or loss and • Consolidated statement of financial position as year then ended other comprehensive income, Consolidated at 30 June 2019 • Notes including a summary of significant statement of changes in equity, and • Consolidated statement of profit or loss and accounting policies Consolidated statement of cash flows for the other comprehensive income, Consolidated year then ended • Directors' Declaration. statement of changes in equity, and • Notes including a summary of significant Consolidated statement of cash flows for the The Group consists of Hammer Metals Limited (the accounting policies year then ended Company) and the entities it controlled at the year- • Directors' Declaration. end or from time to time during the financial year. • Notes including a summary of significant accounting policies Basis for opinion Basis for opinion We conducted our audit in accordance with Australian Auditing Standards. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. The Group consists of Hammer Metals Limited (the • Directors' Declaration. Company) and the entities it controlled at the year- end or from time to time during the financial year. The Group consists of Hammer Metals Limited (the Company) and the entities it controlled at the year- end or from time to time during the financial year. 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 conducted our audit in accordance with Australian Auditing Standards. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. We are independent of the Group in accordance with the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Our responsibilities under those standards are further described in the Auditor’s responsibilities for the We conducted our audit in accordance with Australian Auditing Standards. We believe that the audit Professional Accountants (the Code) that are relevant to our audit of the Financial Report in Australia. We audit of the Financial Report section of our report. evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. have fulfilled our other ethical responsibilities in accordance with the Code. We are independent of the Group in accordance with the Corporations Act 2001 and the ethical Our responsibilities under those standards are further described in the Auditor’s responsibilities for the requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for audit of the Financial Report section of our report. Material uncertainty related to going concern Professional Accountants (the Code) that are relevant to our audit of the Financial Report in Australia. We We are independent of the Group in accordance with the Corporations Act 2001 and the ethical have fulfilled our other ethical responsibilities in accordance with the Code. We draw attention to Note 2(g), “Going Concern” in the financial report. The conditions disclosed in Note requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for 2(g) indicate a material uncertainty exists that may cash significant doubt on the Group’s ability to continue Professional Accountants (the Code) that are relevant to our audit of the Financial Report in Australia. We as a going concern and, therefore whether it will realise its assets and discharge its liabilities in the normal have fulfilled our other ethical responsibilities in accordance with the Code. course of business, and at the amounts stated in the financial report. Our opinion is not modified in We draw attention to Note 2(g), “Going Concern” in the financial report. The conditions disclosed in Note respect of this matter. 2(g) indicate a material uncertainty exists that may cash significant doubt on the Group’s ability to continue as a going concern and, therefore whether it will realise its assets and discharge its liabilities in the normal We draw attention to Note 2(g), “Going Concern” in the financial report. The conditions disclosed in Note course of business, and at the amounts stated in the financial report. Our opinion is not modified in 2(g) indicate a material uncertainty exists that may cash significant doubt on the Group’s ability to continue respect of this matter. as a going concern and, therefore whether it will realise its assets and discharge its liabilities in the normal course of business, and at the amounts stated in the financial report. Our opinion is not modified in KPMG, an Australian partnership and a member firm of the KPMG respect of this matter. network of independent member firms affiliated with KPMG International Cooperative (“KPMG International”), a Swiss entity. Material uncertainty related to going concern Material uncertainty related to going concern Liability limited by a scheme approved under Professional Standards Legislation. 088 / HAMMER METALS LIMITED / Annual Report 2019 KPMG, an Australian partnership and a member firm of the KPMG network of independent member firms affiliated with KPMG International Cooperative (“KPMG International”), a Swiss entity. Liability limited by a scheme approved under Professional Standards Legislation. KPMG, an Australian partnership and a member firm of the KPMG network of independent member firms affiliated with KPMG International Cooperative (“KPMG International”), a Swiss entity. Liability limited by a scheme approved under Professional Standards Legislation. Independent Auditor’s Report In concluding there is a material uncertainty related to going concern we evaluated the extent of uncertainty regarding events or conditions casting significant doubt in the Group’s assessment of going concern. Our approach to this involved; • Assessing the Group’s cash flow forecasts for incorporation of the Group’s operations and plans to address going concern, in particular in light of the history of loss making operations; and • Evaluating the feasibility, quantum and timing of the Group’s plans to raise additional shareholder funds to address going concern; • Determining the completeness of the Group’s going concern disclosures for the principle matters casting significant doubt on the Group’s ability to continue as a going concern, the Group’s plans to address these matters, and the material uncertainty. Key Audit Matter A Key Audit Matter is a matter that, in our professional judgement, was of most significance in our audit of the Financial Report of the current period. This matter was 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 this matter. In addition to the matter described in the Material uncertainty related to going concern section, we have determined the matter described below to be the Key Audit Matter. Capitalised exploration and evaluation (“E&E”) assets ($11,954,619) Refer to Note 14 to the Financial Report The key audit matter How the matter was addressed in our audit Exploration and evaluation expenditure capitalised (E&E) is a key audit matter due to: • • the significance of the activity to the Group’s business and the balance (being 85% of total assets); and the greater level of audit effort to evaluate the Group’s application of the requirements of the industry specific accounting standard AASB 6 Exploration for and Evaluation of Mineral Resources, in particular the conditions allowing capitalisation of relevant expenditure and presence of impairment indicators. The presence of impairment indicators would necessitate a detailed analysis by the Group of the value of E&E, therefore given the criticality of this to the scope and depth of our work, we involved senior team members to challenge the Group’s determination that no such indicators existed. In assessing the conditions allowing capitalisation of relevant expenditure, we focused on: • • the determination of the areas of interest (areas) documentation available regarding rights to tenure, via licensing, and compliance with relevant conditions, to maintain current rights to an area of interest and the Group’s intention to continue the relevant E&E activities; Our audit procedures included: • Evaluating the Group’s accounting policy to recognise exploration and evaluation assets using the criteria in the accounting standard; • We assessed the Group’s determination of its areas of interest for consistency with the definition in the accounting standard. This involved analysing the licenses in which the Group holds an interest and the exploration programmes planned for those for consistency with documentation such as license related technical conditions, and planned work programmes; • For each area of interest, we assessed the Group’s current rights to tenure by corroborating the ownership of the relevant license to government registries and evaluating agreements in place with other parties. We also tested for compliance with conditions, such as minimum expenditure requirements, on a sample of licenses; • We tested the Group’s additions to E&E for the year by evaluating a statistical sample of recorded expenditure for consistency to underlying records, the capitalisation requirements of the Group’s accounting policy and the requirements of the accounting standard; HAMMER METALS LIMITED / Annual Report 2019 / 089 Independent Auditor’s Report The key audit matter How the matter was addressed in our audit • We evaluated Group documents, such as minutes of Board meetings, for consistency with their stated intentions for continuing E&E in certain areas. We corroborated this through interviews with key operational and finance personnel. • the Group’s determination of whether the E&E are expected to be recouped through successful development and exploitation of the area of interest In assessing the presence of impairment indicators, we focused on those that may draw into question the commercial continuation of E&E activities for Mt Isa, Mt Frosty and Bronzewing South areas where significant capitalised E&E exists. In addition to the assessments above, we paid particular attention to results from latest activities regarding the existence or otherwise of economically recoverable reserves/commercially viable quantity of reserves. Other Information Other Information is financial and non-financial information in Hammer Metals Limited’s annual reporting which is provided in addition to the Financial Report and the Auditor’s Report. The Directors are responsible for the Other Information. Our opinion on the Financial Report does not cover the Other Information and, accordingly, we do not express an audit opinion or any form of assurance conclusion thereon, with the exception of the Remuneration Report and our related assurance opinion. In connection with our audit of the Financial Report, our responsibility is to read the Other Information. In doing so, we 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. We are required to report if we conclude that there is a material misstatement of this Other Information, and based on the work we have performed on the Other Information that we obtained prior to the date of this Auditor’s Report we have nothing to report. Responsibilities of the Directors for the Financial Report The Directors are responsible for: • • • preparing the Financial Report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 implementing necessary internal control to enable the preparation of a Financial Report that gives a true and fair view and is free from material misstatement, whether due to fraud or error assessing the Group and Company's ability to continue as a going concern and whether the use of the going concern basis of accounting is appropriate. This includes disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless they either intend to liquidate the Group and Company or to cease operations, or have no realistic alternative but to do so. Auditor’s responsibilities for the audit of the Financial Report Our objective is: • • 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. 090 / HAMMER METALS LIMITED / Annual Report 2019 Independent Auditor’s Report Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error. They 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 the 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/ar1.pdf. This description forms part of our Auditor’s Report. Report on the Remuneration Report Opinion Directors’ responsibilities In our opinion, the Remuneration Report of Hammer Metals Limited for the year ended 30 June 2019, complies with Section 300A of the Corporations Act 2001. 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 responsibilities We have audited the Remuneration Report included in section 12 of the Directors’ report for the year ended 30 June 2019. Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards. KPMG R Gambitta Partner Perth 27 September 2019 HAMMER METALS LIMITED / Annual Report 2019 / 091 ASX Additional Information Additional information required by the Australian Stock Exchange Listing Rules and not disclosed elsewhere in this report is set out below. Information regarding share and option holdings is current as at 2 October 2019. ORDINARY SHAREHOLDERS Twenty largest holders of ordinary shares Number of shares % Held BNP PARIBAS NOMINEES PTY LTD MR ZBIGNIEW WALDEMAR LUBIENIECKI ZENITH PACIFIC LIMITED DAVIS FAMILY CAPITAL PTY LTD BRISPOT NOMINEES PTY LTD J P MORGAN NOMINEES AUSTRALIA PTY LIMITED DJ CARMICHAEL PTY LTD CENTRAL MUTUAL (INVESTMENTS) PTY LTD LUNDIE INVESTMENTS PTY LTD SAMLISA NOMINEES PTY LTD HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED EQUITY TRUSTEES LIMITED MERRILL LYNCH (AUSTRALIA) NOMINEES PTY LIMITED CS THIRD NOMINEES PTY LIMITED MR RUSSELL JOHN DAVIS TRAVIS LORNE SMITHSON MR SHANE RONALD BRITTEN GECKO RESOURCES PTY LTD CITICORP NOMINEES PTY LIMITED ELEFANTINO PTY LTD 36,724,367 25,037,827 21,417,000 16,000,000 15,877,006 15,618,122 10,800,312 9,983,333 9,301,888 9,000,000 8,410,298 8,375,000 8,361,137 8,215,588 5,000,000 4,583,333 3,830,000 3,800,729 3,733,955 3,700,000 8.37 5.70 4.88 3.64 3.62 3.56 2.46 2.27 2.12 2.05 1.92 1.91 1.90 1.87 1.14 1.04 0.87 0.87 0.85 0.84 SIGNIFICANT SHAREHOLDERS ARE: Twenty largest holders of ordinary shares Number of shares % Held 227,769,895 51.88 Deutsche Rohstoff AG Mr Zbigniew Waldemar Lubieniecki Zenith Pacific Limited & Mr Travis Smithson *includes shares held by related entities 35,158,439 25,037,827 26,000,333 8.01 5.70 5.92 Each fully paid ordinary share entitles the holder to one vote at general meetings of shareholders and is entitled to dividends when declared. 092 / HAMMER METALS LIMITED / Annual Report 2019 ASX Additional Information The total number of shares on issue is 439,017,185 The number of shareholders holding less than a marketable parcel is 866. There is no current on market buy back. The Company has no ordinary shares which are subject to voluntary escrow. DISTRIBUTION OF ORDINARY SHAREHOLDER Category of shareholding Number of shareholders Number of shares 1 – 1,000 1,001 – 5,000 5,001 – 10,000 10,001 – 100,000 100,001 and over Total 139 71 72 489 399 1170 29,636 219,899 577,029 22,277,859 415,912,762 439,017,185 OPTIONS HOLDERS OF LISTED OPTIONS Twenty largest holders of HMXOD Listed Options Number of options % Held BNP PARIBAS NOMINEES PTY LTD 21,595,063 11.34 DJ CARMICHAEL PTY LTD 10,857,142 CENTRAL MUTUAL (INVESTMENTS) PTY LTD 10,069,999 DAVIS FAMILY CAPITAL PTY LTD MR ZBIGNIEW WALDEMAR LUBIENIECKI DEL PAGGIO NOMINEES PTY LTD SAMLISA NOMINEES PTY LTD MRS NATASHA KAY CLARKE ZENITH PACIFIC LIMITED SCINTILLA STRATEGIC INVESTMENTS LIMITED LUNDIE INVESTMENTS PTY LTD GECKO RESOURCES PTY LTD 8,600,000 8,522,696 6,000,000 5,400,000 5,114,877 5,000,000 4,625,000 4,512,632 4,500,000 AXSIM FUNDS MANAGEMENT PTY LTD   4,220,000 MR ENZO BOSIO + MRS CAMILLA BOSIO MR BILAL AHMAD J P MORGAN NOMINEES AUSTRALIA PTY LIMITED JBM TRADING PTY LTD MR CHRISTOPHER WILLIAM CHALWELL + MRS JANINE ROSE CHALWELL MR KWOK WAI KIN VIKING MR PATRICK KOK 4,000,000 4,000,000 3,745,742 3,100,000 3,000,000 2,479,980 2,057,500 5.70 5.29 4.52 4.48 3.15 2.84 2.69 2.63 2.43 2.37 2.36 2.22 2.10 2.10 1.97 1.63 1.58 1.30 1.08 121,400,631 63.78 HAMMER METALS LIMITED / Annual Report 2019 / 093 ASX Additional Information Listed options do not entitle the holder to vote at general meetings of shareholders and are not entitled to dividends when declared. The total number of listed options on issue is 190,355,206 There is no current on market buy back. There are no listed options subject to voluntary escrow. DISTRIBUTION OF LISTED HMXOD OPTION HOLDERS Category of option holding Number of option holding Number of options 1 – 1,000 1,001 – 5,000 5,001 – 10,000 10,001 – 100,000 100,001 and over Total 20 14 24 97 135 290 5,045 41,981 177,401 4,034,754 186,096,025 190,355,206 UNQUOTED SECURITIES The Company has the following unquoted securities on issue. Category of security Number Number of holders Options expiring 30 June 2020 exercisable at $0.06 Options expiring 30 June 2020 exercisable at $0.06 Options expiring 31 August 2020 exercisable at $0.07 Options expiring 30 November 2019 exercisable at $0.07 9,000,000 3,800,000 2,676,078 1,500,000 4 6 1 8 094 / HAMMER METALS LIMITED / Annual Report 2019 WWW.HAMMERMETALS.COM.AU

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