Patronus Resources Limited
(Formerly Kin Mining NL)
ABN 30 150 597 541
Annual Report
30 June 2024
2
CONTENTS
Page
Corporate Information
3
Chairman’s Letter
4
Directors’ Report
6
Corporate Governance Statement
40
Auditor’s Independence Declaration
41
Consolidated Statement of Profit or Loss and Other Comprehensive Income
42
Consolidated Statement of Financial Position
43
Consolidated Statement of Changes in Equity
44
Consolidated Statement of Cash Flows
45
Notes to the Consolidated Financial Statements
46
Consolidated Entity Disclosure Statement
Directors’ Declaration
68
69
Independent Auditor’s Report
70
Additional Securities Exchange Information
75
Tenement Table
77
3
CORPORATE INFORMATION
ABN 30 150 597 541
Directors
Robert Rowan Johnston
Giuseppe (Joe) Paolo Graziano
Hansjoerg Plaggemars
Nicholas Anderson
Graham Ascough
Company Secretary
Stephen Jones
Registered office
First Floor
24 Outram Street
WEST PERTH, WA 6005
Principal place of business
First Floor
24 Outram Street
WEST PERTH, WA 6005
Tel: (08) 9242 2227
Share register
Automic Pty Ltd
Level 5, 191 St Georges Terrace
Perth WA 6000
Tel: 1300 288 664
Email: hello@automic.com.au
Solicitors
Blackwall Legal LLP
Level 26, 140 St Georges Terrace
PERTH, WA 6000
Auditors
HLB Mann Judd
Level 4, 130 Stirling Street
PERTH, WA 6000
Securities Exchange Listing
Patronus Resources Limited shares are listed on the Australian Securities
Exchange (ASX: PTN)
CHAIRMAN’S LETTER
4
Dear Shareholder,
On behalf of my fellow directors, I am pleased to present Patronus Resources’ Annual Report for the
2024 Financial Year and reflect on what has been a period of momentous change for the Company.
When I wrote my introduction to last year’s Annual Report, I had only recently commenced in the role of
Executive Chairman of what was previously known as Kin Mining. The Company had a single
exploration asset – the Cardinia Gold Project (CGP), located in the world-class Leonora mining region
of Western Australia – and was pursuing strategic opportunities to play a meaningful role in the ongoing
consolidation of the Leonora district.
I am pleased to report that the Company has been able to significantly capitalise on this strategy,
executing a series of corporate transactions over the past year that have put us in an exceptional position
for future growth.
Firstly, in October last year, the Company accepted an off-market takeover offer from neighbouring gold
producer, Genesis Minerals Limited (ASX: GMD), for its 7.34% shareholding in Dacian Gold.
Consideration for the acquisition comprised 17,274,805 Genesis shares, representing a value of
approximately $24.7 million at the transaction date. This equated to a gain of around $14 million on the
original cost of the Dacian Gold shares.
Secondly, in December 2023, the Company reached a further agreement with Genesis for the sale of
selected tenements and plant and equipment at the CGP, including the Bruno, Lewis, Kyte and Raeside
gold deposits, which collectively host Mineral Resources totalling 610,000 ounces of contained gold.
This transaction was valued at $53.5 million, comprising $15 million in cash and $38.5 million in Genesis
shares.
This represented a transaction value of approximately $88 per Resource ounce, delivering a very strong
return on our discovery cost of $25 per Resource ounce.
Following the completion of these two deals with Genesis, the Company was positioned with a remaining
Resource inventory at the CGP of 932,000oz of contained gold and a very strong balance sheet to
pursue both organic growth and new business development opportunities.
In April 2024, this business development program culminated in the announcement of a landmark
merger with PNX Metals to create a diversified resource group with high-quality development and
exploration assets in Western Australia and the Northern Territory spanning gold, silver, base metals
and uranium.
This merger was successfully completed on 11 September this year, signalling the start of an important
new phase of growth and development for the Company, with combined Mineral Resources of more
than 1.4Moz of gold, 16.2Moz of silver and 177Kt zinc, and a strong balance sheet with cash and liquid
investments at 30 June 2024 of $83 million and no debt.
Looking to the coming year, this strong financial position gives us the firepower to execute an active but
disciplined exploration campaign.
In the Leonora district, the tenements and deposits we have retained at the CGP (which comprise the
Cardinia East and Mertondale project areas) offer exceptional potential for new discoveries and future
Resource growth.
In recent years, the Cardinia East area has been the core focus of our exploration programs and has
delivered the majority of the recent growth in our Resource inventory. In July 2023, the Company
delivered an updated Mineral Resource Estimate for the Eastern Corridor comprising 10.4Mt at 1.42g/t
gold for 475,000oz of contained gold.
CHAIRMAN’S LETTER
5
The Mertondale area hosts a current Resource base of 11.7Mt at 1.22g/t gold for 457,000oz of contained
gold, with all existing deposits remaining open along strike and at depth. No active exploration has been
undertaken at Mertondale since 2017.
A major program of Resource definition drilling commenced at the CGP in early FY2025 targeting both
Cardinia East and Mertondale, with an updated Resource for Mertondale expected before Christmas.
In addition to the gold potential, the Company is also pursuing an exciting base metals opportunity at
the CGP, which was brought to our attention following a detailed external geological review completed
during the year. This review was driven by ‘out-of-the box’ thinking and a strategic, exploration-driven
re-evaluation of the potential of the district to host other mineralisation styles.
This led to the discovery of high-grade Volcanic-hosted Massive Sulphide (VHMS) mineralisation at
Cardinia East, with a discovery intercept of 5.7m grading 5.3% zinc, 0.3% copper, 0.3% lead, 40g/t silver
and 1.0g/t gold from 270.3m, highlighting the potential for a new prospective base metals belt within the
Minerie Domain.
Follow-up drilling in this area – which has been named the Albus Prospect – has confirmed the potential
for an economic base metals discovery, with three of the four holes drilled to date returning significant
base metals mineralisation. Further drilling is planned for the December 2024 Quarter.
Across the new assets in the Northern Territory that were acquired through our merger with PNX Metals,
exploration will initially focus on the Thunderball Uranium Deposit, which lies in the Pine Creek region –
one of the largest and richest uranium provinces globally. Thunderball hosts an historical JORC 2004
Mineral Resource Estimate, with drilling to upgrade this Resource to JORC 2012 status commencing
shortly. The updated Resource is expected in the March Quarter of 2025.
The Pine Creek assets also include exceptional gold potential, with major gold drilling programs planned
across the year ahead.
On the corporate front, in light of the significant evolution in the Company’s asset base over the past
year, the Board recently sought approval to change the Company name, type and constitution. This
resulted in the Company name being changed to “Patronus Resources Limited” in August 2024, with
the new ASX ticker code “PTN”, along with a new corporate brand and identity.
In addition, we have also made some important additions to our Board and senior management team,
with Graham Ascough recently appointed as a Non-Executive Director and John Ingram appointed as
Chief Operating Officer.
Both Graham and John are experienced mining executives who will play a pivotal role in the Company’s
ongoing growth trajectory.
In closing, I would like to sincerely thank the Patronus Resources team for their hard work over the past
year and acknowledge my fellow directors for their invaluable input and wise counsel.
I would also like to thank all our shareholders – including the many new shareholders who have joined
our register as a result of the merger with PNX Metals – for your continued support.
With the exceptionally strong foundations that we now have in place, the coming year is set to be a truly
exciting period for Patronus, and I look forward to sharing it with you all.
Yours sincerely,
Rowan Johnston
Executive Chairman
DIRECTORS’ REPORT
6
The Directors of Patronus Resources Limited (formerly Kin Mining NL) (“Patronus” or “the Company”)
submit herewith the consolidated annual financial report consisting of the Company and its wholly
owned subsidiaries (together “the Group”) for the financial year ended 30 June 2024. In compliance
with the provisions of the Corporations Act 2001, the Directors report as follows:
Directors
The names of the directors in office during or since the end of the year are as follows. Directors were
in office for the entire period unless otherwise stated.
• Robert Rowan Johnston
• Giuseppe (Joe) Paolo Graziano
• Hansjoerg Plaggemars
• Nicholas Anderson
• Graham Ascough (appointed 11 September 2024)
• Andrew Munckton (resigned 31 July 2023)
Mr Robert Rowan Johnston, Executive Chairman
Mr Johnston commenced the role of Executive Chairman on 1 August 2023 having been appointed a
director on 15 July 2022.
Mr Johnston is a mining engineer with over 40 years’ resources industry experience, including significant
experience as a company director through executive and non-executive directorship roles. Mr Johnston
has held various senior executive roles in Australia and internationally, primarily in the gold sector, and
has experience in feasibility studies, company formations, construction, expansions and mergers.
Previous roles held by Mr Johnston include Acting Chief Executive Officer and Executive Director of
Operations for Mutiny Gold Limited, prior to its takeover by Doray Minerals Limited, and Executive
Director of Integra Mining Limited prior to its merger with Silver Lake Resources Limited.
Special Responsibilities:
-
Member of the Audit Committee
-
Member of the Remuneration and Nomination Committee
Directorships held in other Australian listed companies:
-
Wiluna Mining Corporation Limited – Chairman (ASX:WMC) since December 2021
-
Geopacific Resources Limited – Non Executive Director (ASX:GPR) since November 2023
Directorships held in other Australian listed companies in the past 3 years:
-
PNX Metals Limited – Non Executive Director (ASX:PNX) from April 2023 to September 2024
-
Spartan Resources Limited – Chairman (ASX:SPR) from August 2021 to August 2024
-
Bardoc Gold Limited – Non Executive Director, commenced December 2019 and resigned 22 April
2022
DIRECTORS’ REPORT
7
Mr Giuseppe (Joe) Paolo Graziano, Non-Executive Director
Mr Graziano was Chairman until 1 August 2023 when he stepped aside to allow Mr Johnston to take
the role of Executive Chairman.
Up to 2014 Mr Graziano worked as a Chartered Accountant with corporate and company secretarial
experience. Mr Graziano has over 30 years’ experience providing a wide range of business, financial
and strategic advice to small cap unlisted and listed public companies and privately owned businesses
in Western Australia’s resource-driven industries. Since 2014 he has been focused on corporate
advisory, company secretarial and strategic planning with listed corporations including Mergers &
Acquisitions, Capital Raisings, Corporate Governance, ASX compliance and structuring.
Mr Graziano is currently a director of Pathways Corporate Pty Ltd a specialised Corporate Advisory
business and holds the following Directorships in other Australian listed companies:
-
Tyranna Resources Limited – Non-Executive Chairman (ASX:TYX)
-
Protean Energy Ltd – Non-Executive Director (ASX:POW) since October 2020
-
Ozz Resources Limited – Non-Executive Director (ASX:OZZ) since May 2022
Special Responsibilities:
-
Member of the Audit Committee
-
Member of the Remuneration and Nomination Committee
Directorships held in other Australian listed companies in the past 3 years:
-
Syntonic Ltd – Non-Executive Director (ASX:SYT) from October 2020 to delisting in March 2023
-
Athena Resources Limited – Non Executive Directors from May 2022 to August 2022
Mr Hansjoerg Plaggemars, Non-Executive Director
Mr Plaggemars is an experienced company director with a deep background in corporate finance,
corporate strategy and governance. He has served on the Board of Directors of many listed and unlisted
companies in a variety of industries including mining, agriculture, shipping, construction and
investments. This includes the Board of Delphi Unternehmensberatung AG.
Mr Plaggemars has qualifications in Business Administration and is fluent in English and German.
Special Responsibilities:
-
Member of the Audit Committee
-
Member of the Remuneration and Nomination Committee
Directorships held in other Australian listed companies:
-
Azure Minerals Limited – Non Executive Director (ASX:AZS) since November 2019
-
Altech Chemicals Limited – Non Executive Director (ASX:ATC) since August 2020
-
PNX Metals Limited – Non Executive Director (ASX:PNX) since November 2020
-
Wiluna Mining Corporation Limited, Non-Executive Director (ASX:WMC) since July 2021
-
Geopacific Resources Limited, Non-Executive Director (ASX:GPR) since July 2022
Directorships held in other Australian listed companies in the past 3 years:
-
Spartan Resources Limited – Non Executive Director (ASX:SPR) from July 2021 to 30 June 2024
DIRECTORS’ REPORT
8
-
South Harz Potash Ltd – Non Executive Director (ASX:SHP) from October 2019 to 31 December
2022
Mr Nicholas Anderson, Executive Director – Business Development
Mr Anderson is a finance executive with extensive experience in the resource sector. As a trained
chemical engineer with combined knowledge of bulk commodities and strong financial acumen he has
provided financial and corporate advisory services to several mining companies. He has a successful
track record in capital raisings, restructures and executing highly complex transactions across private
and public markets.
Mr Anderson is currently Managing Director and Chief Executive Officer of Golden Horse Minerals
Limited who are listed on the TSX Venture exchange. Mr Anderson is a graduate of the Australian
Institute of Company Directors.
Special Responsibilities:
-
Member of the Audit Committee
-
Member of the Remuneration and Nomination Committee
-
Executive Director, Business Development for Patronus Resources Limited
Directorships held in other Australian listed companies in the past 3 years:
-
Nil
Mr Graham Ascough, Non-Executive Director (appointed 11 September 2024)
Mr Ascough is a senior resources executive with more than 30 years of industry experience evaluating
mineral projects and resources in Australia and overseas. Mr Ascough, a geophysicist, has had broad
industry involvement playing a leading role in setting the strategic direction for companies, completing
financing and in implementing successful exploration programmes. He is a member of the Australasian
Institute of Mining and Metallurgy and is a Professional Geoscientist of Ontario, Canada.
Mr Ascough has served as a director of several companies listed on the ASX in recent years, and
previously, he was the Australasian Manager of Nickel and PGM Exploration at the major Canadian
resources house, Falconbridge Limited, which was acquired by Xstrata Plc in 2006.
Special Responsibilities:
-
Member of the Audit Committee
-
Member of the Remuneration and Nomination Committee
Directorships held in other Australian listed companies:
-
Geopacific Resources Limited – Non-executive Chairman since 7 November 2023
-
Black Canyon Limited – Non-executive Chairman since 25 August 2013 (listed on 5 May 2021)
Directorships held in other Australian listed companies in the past 3 years:
-
Musgrave Minerals Limited – Non-executive Chairman from 26 May 2010 to 29 September 2023
-
PNX Metals Limited – Non-executive Chairman from December 2012 to 11 September 2024;
-
Sunstone Metals Limited – Non-executive Chairman 30 November 2013 to 16 September 2024
DIRECTORS’ REPORT
9
Mr Andrew Munckton, Managing Director (resigned on 31 July 2023)
Special Responsibilities:
-
Member of the Audit Committee
-
Member of the Remuneration and Nomination Committee
Directorships held in other Australian listed companies in the past 3 years:
-
Nil
Stephen Jones, Company Secretary and Chief Financial Officer
Mr Jones is a Chartered Accountant with more than 25 years’ experience leading corporate finance and
governance teams in Australia and overseas. With the last 25+ years in the Western Australian mining
industry Mr Jones has a demonstrated history in Mineral Exploration, Investor Relations, Analytical
Skills, Feasibility Studies, and Environmental Awareness previously holding senior Finance positions at
Portman Mining, Aviva, Southern Cross Goldfields and Middle Island Resources.
Interests in the shares and options of the Company
The following relevant interests in shares and options of the Company were held by the directors as at
the date of this report:
Fully paid ordinary shares
Share options
Directors
Number
Number
R Johnston
667,522
-
G Graziano
11,203,925
-
H Plaggemars
1,615,671
-
N Anderson
2,208,536
-
G Ascough
1,653,707
-
Shares under option
There were no shares under option as at 30 June 2024 (2023: 2,000,000).
Unissued Shares
There were no unissued shares as at 30 June 2024 (2023: Nil).
Principal Activities
The principal activities of the Group during the year were gold and base metals exploration.
DIRECTORS’ REPORT
10
OPERATIONS REPORT
OVERVIEW
FY24 has been a year of transformation on all fronts for Patronus Resources, with the
Company finishing the year with a new name, a strengthened leadership and executive team,
a substantial balance sheet, a number of exciting new exploration targets and a track record
of discovery and monetisation its mineral assets.
Early in the reporting period, the Company completed two pivotal transactions with
neighbouring gold producer Genesis Minerals Limited (ASX: GMD), which provided an
exceptional platform for future growth:
•
The sale of the Bruno, Lewis, Kyte and Raeside tenements to Genesis, representing
approximately 40% of the Company’s 1.5Moz Resource inventory at the Cardinia Gold
Project, and certain plant and equipment for $53.5M in cash and shares.
•
The sale of the Company’s 7.34% shareholding in Dacian Gold to Genesis for Genesis
shares valued at $24.7M at the time, delivering a gain of $14M on the original cost of
the Dacian Gold shares.
With a significantly strengthened balance sheet, the transactions put the Company in a strong
position to unlock the value of its remaining gold Resources within the Leonora district, which
total 932,000oz of contained gold across the Mertondale and Cardinia East areas, while also
pursuing the discovery of high-grade Volcanic Massive Sulphide (VMS) mineralisation at
Cardinia East and seeking new growth opportunities.
In pursuit of new growth opportunities, the Company’s business development program
culminated in a merger with PNX Metals, which was announced in April this year and
completed subsequent to the end of the reporting period on 11 September 2024.
This merger has created a leading diversified Australian mineral resources company, with
Mineral Resources of more than 1.4Moz of gold, 16.2Moz of silver and 177kt of zinc across a
diversified portfolio in Tier-1 locations in Western Australia and the Northern Territory.
Following completion of the merger, Patronus’ multi-commodity platform comprises its existing
suite of gold and base metals assets in the Leonora region, together with a large and highly
prospective suite of gold, base metals and uranium assets in the world-class Pine Creek district
of the Northern Territory.
Given the significant evolution in the Company’s asset base over the past year, the Board
sought to refresh the Company’s structure and name. On 20 June 2024, shareholders voted
to approve a change of company type, adopt a new constitution, and change the Company’s
name to Patronus Resources Limited (“Patronus”) (ASX: PTN).
CARDINIA GOLD PROJECT, WA
The Company’s 100%-owned Cardinia Gold Project (“CGP” or “the Project”) is located
approximately 30km north-east of Leonora and approximately 250km north-northwest of
Kalgoorlie in Western Australia, in the heart of the well-endowed Leonora mining district.
DIRECTORS’ REPORT
11
Patronus holds 617km2 of tenure in this active gold mining district, which hosts several multi-
million-ounce operating gold mines including Sons of Gwalia (Genesis), Mt Morgans (Genesis
Minerals) and King of the Hills (KOTH - Red 5) (Figure 1).
The district is well serviced by infrastructure including a network of high-quality roads, gas
pipelines, railway, communication infrastructure, airstrips with regular services to Perth and
close proximity to an established mining workforce and supply network.
There are three gold processing plants within 60km of the CGP with a combined processing
capacity greater than 9.0Mtpa (Gwalia, KOTH and Mt Morgans – Figure 1). This provides
flexibility for any future mine development to undertake processing through either a new (yet
to be built) Patronus-owned processing plant or through processing agreements with one of
these established milling facilities.
Patronus continues to apply advanced exploration techniques and technology to evaluate
opportunities across its tenement package, in conjunction with other consolidation, growth and
strategic options within the broader region.
Patronus’ activities include exploring for new, higher-grade deposits within the CGP, growing
its high-quality Mineral Resource inventory (currently 0.932Moz) and evaluating opportunities
to develop established deposits through value-adding gold processing opportunities.
The CGP area encompasses a +45km strike of the Minerie Greenstone Belt, which contains
large alteration systems associated with several significant gold deposits.
In addition to its 100%-owned tenure, the Company has a Joint Venture covering 131km2 with
Golden Mile Resources (ASX: G88), which commenced in January 2022, where Patronus has
successfully earned an initial 60% interest by sole funding $750,000 of exploration.
DIRECTORS’ REPORT
12
Figure 1: Location of Patronus Resources’ 100%-owned tenement package and JV earn-in projects in
the Leonora gold district, including major mineral deposits and processing plants in the region. (Stated
size of deposits includes historical production and current Mineral Resources).
MINERAL RESOURCE ESTIMATE
On 3 July 2023, Patronus announced a significant increase in the Mineral Resource Estimate
(MRE) for the CGP to over 1.5 million ounces (37.7Mt at 1.27g/t Au). This included significant
growth in the higher-grade Mineral Resources within the under-explored Cardinia East Project,
which were increased to 10.4Mt at 1.42g/t for 475koz. The July 2023 MRE included a maiden
Mineral Resource for Helens East, which totalled 70koz @ 1.57g/t.
The continued strong growth in the Company’s Resource base at Cardinia East reflects the
success of its exploration approach and improving geological knowledge, highlighting the
potential of the Eastern Corridor area to deliver higher-grade ore within expanded and
optimised pit shells.
During the reporting period, the Company was able to successfully monetise a significant
portion (~40%) of the June 2023 MRE via the sale of 610koz (comprising the Bruno, Lewis,
Kyte and Raeside gold deposits) to neighbouring gold producer, Genesis Minerals (ASX:
GMS). This sale was completed in February 2024, with consideration comprising $15 million
in cash and 21,917,532 un-escrowed Genesis shares based on a 5-day VWAP, valued at
$38.5 million. The transaction value equated to approximately $88/ resource oz.
DIRECTORS’ REPORT
13
The sale left Patronus with a remaining MRE of 932koz @ 1.32g/t at 30 June 2024. Details of
the Company’s MRE at 30 June 2024 is shown in Table 1.
Table 1 - Mineral Resource Estimate Table September 20231
Table 1: Cardinia Gold Project Mineral Resource estimate. Mineral Resources estimated by Palaris Consultants
and reported in accordance with JORC 2012 using a 0.4 g/t Au cut-off within AUD2,600 optimisation shells.
Underground Resources are reported using a 2.0 g/t cut-ff grade outside AUD2,600 optimisation shells. Note
*Cardinia Hill and Hobby Resource Estimates completed by Cube Consulting, and also reported in accordance with
JORC 2012 using a 0.4 g/t Au cut-off within AUD2,600 optimisation shells.
1The Company confirms that it is not aware of any new information or data that materially affects the information
included in the ASX Announcement of 3 July 2023 “Cardinia Gold Project Mineral Resource Passes 1.5Moz..”,
and that all material assumptions and technical parameters underpinning the estimates in that announcement
continue to apply and have not materially changed.
Importantly, the Company has retained full ownership of the MREs for both the Mertondale
(457koz) and the Cardinia East (475koz) project areas, with these areas underpinning the
majority of the growth delivered in the July 2023 MRE update and offering substantial
opportunities for further growth.
EXPLORATION AND DEVELOPMENT STRATEGY
Within the Tier-1 Leonora district in the north-east Yilgarn region, Patronus holds 617km2 of
100%-owned tenure, as well as an Earn-in JV covering 131km2 with Golden Mile Resources
(ASX: G88), located immediately adjacent to the Company 100%-owned tenure, where
Patronus has earned an initial 60% interest (Figure 1).
DIRECTORS’ REPORT
14
Patronus is continuing to evaluate exploration opportunities across its tenement package, in
conjunction with other consolidation, growth and strategic options within the region. Patronus’
activities include exploring for additional new, higher-grade deposits, building its existing
Mineral Resources and seeking opportunities to develop those deposits through value-adding
processing opportunities.
The Company is pursuing a two-pronged approach to unlocking the value of the CGP,
comprising a wide-ranging, multi-disciplinary exploration effort in parallel with studies for near-
term mining options.
Patronus’ strong balance sheet has enabled it to allocate significant funds for ongoing work
and secure a highly skilled, diversified exploration team with specialised consultant support
that will assist the Company to continue to develop its understanding of the mineralisation and
unlock the potential of the region.
Geological review
Patronus completed an external review and targeting exercise across its extensive
landholdings in the Leonora region during the year to optimise its exploration strategy.
This six-month program of focused technical studies involving well-credentialed consultants
assisting the Patronus team generated a number of new, potentially game-changing targets,
both in gold and base metals. These new targets, together with extensions to known deposits,
will help the Company to generate a clear growth plan moving forward.
This geological review and targeting program led to the discovery of significant high-grade
Volcanogenic Massive Sulphide (VMS) mineralisation between the Helens and Rangoon gold
deposits during the reporting period (see below).
DIRECTORS’ REPORT
15
VMS Mineralisation Discovery
Following the tenure-wide geological review, the Company began assessing the potential for
base metal mineralisation within the Minerie Domain. VMS experts were engaged to analyse
geochemistry around the Cardinia area, focusing on the under-explored Welcome Well
Domain.
Re-logging and assaying of a previously completed diamond hole, IP22DD001, which was
originally drilled targeting a geophysical Induced Polarisation (IP) anomaly, confirmed that the
hole intersected a zone of sphalerite-dominated massive sulphides with subordinate
chalcopyrite, pyrite and galena, in an area that is now known as Albus.
This zone of strong base metal mineralisation was intercepted within cherty sediments along
a contact of basalt and felsic volcaniclastics, a typical host setting for VMS mineralisation.
The re-assayed intersection in IP22DD001 returned 5.7m @ 5.27% Zn, 0.34% Cu, 0.30% Pb,
40.2g/t Ag and 1.04g/t Au from 270.3m, including 0.7m @ 10% Zn, 0.23% Cu, 1.51g/t Au,
77.5g/t Ag and 1.57% Pb from 270.3m with associated anomalism in Bi, Te, Se, Sn, As, Sb,
In, Hg etc, which represents a combination of commodity and pathfinder elements diagnostic
of VMS mineralisation.
The gold results that were previously reported for this hole (ASX Announcement 15 December
2022 – “Drilling Intersects HG Gold at Eastern Corridor IP Target”) indicate that the gold-
bearing structure is closely related to the newly observed VMS mineralisation, however further
work is required to determine whether this is a gold-rich VMS or if the gold was emplaced at a
later time and is located proximally.
This exciting discovery demonstrates the untapped potential with the Company’s tenure. It also
positions Patronus to be a first mover in what appears to be a new VMS greenstone belt within
the Yilgarn. VMS deposits are usually found in clusters, and it appears that the Company has
intersected the edge of what could emerge as a potentially game-changing base metals
discovery. A greater understanding of this newly discovered base metal system is also
expected to further enhance deep targeting for high-grade gold deposits and ongoing testing
of key structural zones.
Patronus completed a 5‐hole, 2498.8m diamond drilling program during the year (three holes
targeting VMS and two targeting gold), designed to further evaluate the VMS mineralisation at
the Albus prospect (three holes), with preliminary results confirming the potential for an
economic base metal discovery.
Three of the four holes which have now been drilled into the Albus VMS Prospect have
intersected significant base metal mineralisation, with AB24DD002 intersecting a fault that is
likely to have offset down‐dip extensions of the mineralisation.
Results returned for diamond hole AB24DD001, which was collared to test the VMS horizon,
included a significant intercept of 1.8m @ 1.74% Zn, 0.39% Pb, 28.11g/t Ag and 0.07g/t Au
from 300.2m (Figure 3).
Following the initial discovery at Albus, detailed mapping and re-logging of core identified fertile
areas, and four additional prospective horizons were identified within stratigraphy that dips
approximately 60 degrees to the west, totalling over 200km of cumulative strike to test.
DIRECTORS’ REPORT
16
Figure 2: Geology and location of IP22DD001 and showing all five interpreted favourable horizons
DIRECTORS’ REPORT
17
Figure 3: Cross-section through the Albus horizon and AB24DD001 showing the gold and base metals
intercepts along 6815750N.
DIRECTORS’ REPORT
18
Cardinia Gold Project – Eastern Corridor
Air-core Drilling
In late FY2023, Patronus completed 14,690m of air core (AC) drilling across the Eastern
Corridor. This drilling program, incorporating 16 lines of AC drilling (see Figure 4), was
designed to assess the extent of gold mineralisation in the regolith profile within the Eastern
Corridor. The final batch of assays, reported to the ASX on 6 July 2023, complemented
previously reported results from AC drilling at Collymore completed in 2020, as well as earlier
results from the FY2023 AC program. The results from this AC program provide further
evidence of an extensive, continuously mineralised corridor spanning the entire 5km strike
extent between the Cardinia Hill, Helens, Rangoon and Collymore prospects.
The latest results confirmed and defined extensions to two parallel mineralised trends north of
Rangoon in the Eastern Corridor and have encouraged the Patronus geological team by
showing continuity of mineralisation with previous AC drilling between Collymore and Rangoon
completed in 2020, and initial results from the northern portion of this program. Between
Rangoon and Collymore, intercepts such as 16m @ 0.57g/t from 56m (CR23AC415) and 6m
at 0.81g/t from 60m to EOH (CR23AC419) confirm the continuity of the mineralised structures
between the Rangoon deposit and the Collymore prospect (see Figures 4 and 5). The shallow
mineralisation intersected in this AC drilling remains open and untested at depth. The results
provide further indications of the potential for additional gold mineralisation along the +5km
strike extent between Cardinia Hill and Helens in the south to Collymore in the north.
Geological logging indicates that the mineralisation is associated with quartz veining, pyrite
and alteration located on the margins of felsic and mafic volcanic units. The mineralisation
style and host rocks are analogous to the high-grade gold mineralisation encountered at other
locations such as Helens, Helens East, Cardinia Hill and Rangoon.
Steep-dipping structures are an important feature of the Eastern Corridor mineralisation and
host significant Mineral Resources at Helens (121koz at 1.41g/t), Helens East (70koz at
1.57g/t) and Cardinia Hill (97koz at 1.38g/t).
The mineralised trends defined to date are strongly associated with the mapped NNW trending
geological contacts between mafic and felsic volcanic rock units, along with apparent
mineralised splays from the Helens-Rangoon Fault (Figure 4 and Figure 5).
Felsic volcanic geological units are marked by a significant gravity-low lineament, as illustrated
in Figure 5. This association, coupled with the geological features logged in the AC drill chips,
provides strong evidence that similar mapped felsic rock units with coincident gravity features
across the greater Cardinia area may host mineralised structures and deposits similar to those
identified within the emerging Eastern Corridor area.
Full details of these assay results were reported to the ASX on 6 July 2023.
DIRECTORS’ REPORT
19
Figure 4: Overview of the 2023 Eastern Corridor AC program at Cardinia. Black solid lines indicate
confirmed mineralised trends, Red dashed lines indicate the interpreted mineralised trends within the
Eastern Corridor, which remains open to the north, south and down-dip. Optimised pit designs from
Announcement 3 July 2023.
DIRECTORS’ REPORT
20
Figure 5: Location of assays results from AC drilling. Black solid lines indicate confirmed mineralised
trends, Red dashed lines indicate the interpreted mineralised trends within the Eastern Corridor, which
remains open to the north, south and down-dip.
DIRECTORS’ REPORT
21
Diamond Drilling
As part of a five-hole diamond drilling program (Figure 6), two ~600m diamond holes were
drilled to test the depth potential for high‐grade shoots beneath both the Helens and Cardinia
Hill gold deposits. Both holes were designed to pierce the projected mineralised gold structures
at depth, with the aim of identifying a step‐change in the potential gold Resources and
identifying underground grades for an enlarged mineralised system.
At Cardinia Hill, hole CH24DD205 intersected an unexpected orogenic gold structure at
129.75m down-hole, returning a significant high-grade intercept of 0.8m @ 20.5g/t Au.
The new structure sits 200m west of the main Cardinia Hill mineralisation in a similar plane,
based on orientated core logging (Figures 7 and 8). The main Cardinia Hill structure was
intersected as expected adjacent to the Cardinia Hill porphyry at a down-hole depth of 355.45m
and at a step-out of over 150m.
The mineralisation is continuous down-dip and demonstrates the potential to double the
footprint of the Cardinia Hill mineralisation.
Recent structural studies carried out by Model Earth have indicated that the high-grade gold
plunge control is shallow dipping rather than the previously interpreted steeply dipping plunge.
This new interpretation will allow Patronus’ geologists to better define the high-grade inventory
of the Cardinia Hill gold mineralisation.
DIRECTORS’ REPORT
22
Figure 6: Location of the five diamond holes drilled at Cardinia East, showing maximum Au in
drillholes and current pit optimisation.
DIRECTORS’ REPORT
23
Figure 7: Cross-section through the Cardinia Hill deposit and CH24DD205 showing the gold intercepts
down-hole in relation to geological interpretation and the current Resource at $2600/oz. The felsic
porphyry (FP) is closely associated with the gold mineralisation in Cardinia Hill and has been logged in
the hanging wall of CH24DD205 mineralisation.
DIRECTORS’ REPORT
24
Figure 8: Long section looking east showing gram m grade shells at Cardinia Hill and results from
CH24DD205. See ASX announcements from 22/5/22, 21/07/21 and 21/04/21 for other significant
intercepts.
At Helens East, hole HE24DD382 intersected low-grade mineralisation, but did not encounter
the Helens structure at the target depth. It is interpreted that the Helens structure, which is
sub-vertical, pivots its orientation from slightly east-dipping to west, which would explain why
it was not intersected by this hole.
With the Company’s strategic focus at Cardinia being to increase both the value and quantity
of its gold inventory, the program is designed to increase the confidence and hence value of
the known shallow Resources and to discover higher-grade Resources beneath current
mineralisation.
Joint Ventures
The Company’s JV ownership arrangements are designed to consolidate the area surrounding
the CGP. Regional consolidation represents a significant opportunity for the Company to grow
and also monetise its current and future Mineral Resources.
Desdemona North JV
During the period the Company received a Withdrawal Notice from Yilgarn Exploration
Ventures Pty Ltd (Yilgarn) advising that Yilgarn did not wish to proceed further with the earn-
in to the Desdemona North JV, 40km south-west of the CGP.
The Desdemona North JV tenure sat immediately to the north and west of Patronus’
Desdemona Project and along strike from Genesis’ Gwalia Mine. Yilgarn’s withdrawal from this
package of tenure leaves Patronus as the sole holder of the tenure which links Genesis’ tenure
at Gwalia with their tenure further south at Ulysses.
DIRECTORS’ REPORT
25
Benalla JV
The Company has continued to explore across the Benalla Project, a Joint Venture with Golden
Mile Resources (ASX: G88). During the year, the Company met the requirements to complete
its earn-in to receive a 60% interest in the tenements within the Benalla JV.
CGP - Ongoing exploration
With a pipeline of targets identified from the geological review, and follow-up exploration
required for both the VMS discovery and the Eastern Corridor drilling at Cardinia East,
significant opportunities exist for value accretive exploration across the Company’s tenure
package.
Additionally, the Mertondale Project has been identified as an important area of focus for future
exploration programs, with no significant work undertaken since 2017 and all the current
Resources remaining open at depth and along strike.
A program of Reverse Circulation (RC) drilling to 200m depth commenced subsequent to the
end of the reporting period to target the excellent gold results received from AC drilling in 2023
between the Rangoon and Collymore prospects. Initial results from this program have been
very positive, defining a new 1.2km mineralised gold trend to the north of Rangoon and
extending the known mineralisation at Cardinia Hill (see ASX Announcement 16 September
2024).
A Resource definition RC program is also planned at Mertondale, focusing on areas of highest
geological prospectivity for open pit Resources.
Patronus still controls the majority of the known gold endowment in the Cardinia area, including
+0.9Moz in Resources. The planned drilling is designed to further delineate and expand this
Resource base.
A significant budget of over $3M has been approved for exploration at the CGP in FY2025 to
support this exciting program. A talented team of staff geologists with specialised consultant
support has been assembled to target the discovery of economic deposits and build on the
known Mineral Resource inventory within the region.
TRANSACTIONS
The Company had an active and successful year of corporate transactions. The first two
transactions for the year were both completed with neighbouring gold producer, Genesis
Minerals (ASX:GMD), providing Patronus with significant cash and liquid assets that provided
the Company with an exceptional platform to target ongoing growth.
Sale of Dacian Shares to Genesis
On 16 October 2023, Genesis made a conditional off-market takeover offer for all remaining
Dacian Gold shares, including Patronus’ 7.34% shareholding in Dacian. The Company
received 0.1935 Genesis shares for each Dacian share for a total of 17,274,805 Genesis
shares valued at $24.7M on 17 October 2023 (Genesis share price of $1.43/share).
DIRECTORS’ REPORT
26
Sale of selected WA gold deposits to Genesis
On 14 December 2023, the Company reported that it had reached agreement with Genesis for
the sale of selected tenements and plant and equipment within the Cardinia Gold Project,
including 610koz of Resources. This transaction was completed on 8 February 2024, with the
Company receiving $15.0 million in cash and 21,917,532 fully paid Genesis shares. The
transaction value equated to approximately $88/resource oz.
Merger with PNX Metals
On 15 April 2024, the Company announced an agreement to merge with PNX Metals by way
of a Scheme of Arrangement under Part 5.1 of the Corporations Act 2001 (Cth) (“Scheme”),
under which the Company would acquire 100% of the PNX shares on issue.
This transaction was completed subsequent to the end of the reporting period on 11 September
2024.
Under the offer, PNX shareholders received one fully paid ordinary share in Patronus for every
13 fully paid ordinary PNX shares held on the Scheme record date. On a like-for-like basis,
this represented a 6.2% premium using the 30-day VWAP of Patronus shares and PNX shares
respectively.
Following implementation of the Scheme, Patronus and PNX shareholders hold approximately
72% and 28% of the Merged Group respectively.
The merger has created a diversified resource group with high-quality development and
exploration assets in WA and the NT spanning gold & silver, base metals and uranium.
The Merged Group has a strong balance sheet position, financial flexibility, and a platform for
growth on the combined portfolio of quality assets.
CORPORATE
On 10 July 2023, the Company appointed highly experienced mining executive Mr Rowan
Johnston as Executive Chairman. Mr Johnston is an experienced mining engineer whose
resources industry career spans more than 40 years, including significant experience as a
company director in both executive and non-executive roles. Mr Johnston has guided the
Company through a transformational period, however his tenure in the role is temporary and
he intends to step down once a suitable Chief Executive Officer is found to lead the Company
forward.
Previous Chairman Mr Joe Graziano stepped aside to allow the appointment of Rowan
Johnston but remains on the Board as a Non-Executive Director.
Sale of Genesis Shares
As outlined above, the Company received a total of 39,192,337 Genesis shares during FY2024
from two transactions with Genesis. The Company sold down a total of 29,711,872 of these
shares during the reporting period to boost its cash position.
DIRECTORS’ REPORT
27
The Company realised $57.2M from the sale of these shares which exceed the average cost
of the shares by $10.7M.
Return on funds invested
The Company held significant amounts of cash throughout part of the year in review. With
rising interest rates, the Company recorded interest income of $0.942M on the funds under
investment at an average return of 5%.
Other investments
The Company is looking to source growth from organic and inorganic activities and has made
two small investments to date in listed and unlisted exploration companies where it sees the
opportunity for significant returns from belt-scale exploration.
Patronus is well funded, with $83.5M in cash and liquid assets at financial year-end
At the end of the year, the Company had $83.5M in cash and liquid investments on hand. This
comprised $16.8M in cash, $50.0M in term deposits and $16.7M in shares in Genesis and
other listed companies.
Change of Company Type, Company Name & Company Constitution
In June 2024, the Company held a General Meeting of Shareholders to consider three
resolutions: a change of company type, change of company name and a new company
constitution. All three resolutions were passed on a poll.
As a result of these changes, the Company has changed from a public no liability company to
a public company limited by shares, the Company name changed from “Kin Mining NL” to
“Patronus Resources Limited” and the Company has adopted a New Constitution appropriate
for a public company limited by shares.
Cash Position
At 30 June 2024, Patronus had $16.8 million cash on hand together with $50.0M in term
deposits.
Subsequent Events
On 3 July 2024 the Company entered into a lease of new premises. The lease has a term of 3
years with an annual rental of $141,291 and an option to extend for a further 2 years.
On 14 August 2024 the Company officially changed its name to Patronus Resources Limited
and its company type to a company limited by shares (from a no liability company) and
changed its constitution accordingly.
On 11 September 2024 the Company completed a Merger with PNX Metals Limited via a
Scheme of Arrangement that was initially announced on 15 April 2024. The completion of the
merger resulted in PNX Metals Limited and its subsidiary Wellington Pty Ltd becoming 100%
owned subsidiaries of the Patronus Resources Limited Group. PNX Metals Limited and
Wellington Pty Ltd will be consolidated into the Group from 11 September 2024. The purchase
prices will be allocated in accordance with the AASB 6 Exploration for and evaluation of mineral
DIRECTORS’ REPORT
28
resources and in accordance with the Groups accounting policies (see Note 1). Consideration
paid to shareholders of PNX Metals Limited on 11 September 2024 was 459,247,256 shares
in the Company.
On 16 September 2024, the Company announced significant gold intersections from
extensional drilling at the Rangoon-Collymore trend and the Cardinia Hill deposit, both of which
form part of the East Cardinia project in the Leonora district.
There have been no additional matters or circumstances that have arisen after balance date
that have 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.
Likely developments and expected results
Disclosure of information regarding likely developments in the operations of the Group in future
financial years and the expected results of those operations is likely to result in unreasonable
prejudice to the Group. Therefore, this information has not been presented in this report.
In June 2024, the Company held a General Meeting of Shareholders to consider three
resolutions: a change of company type, change of company name and a new company
constitution. All three resolutions were passed on a poll.
As a result of these changes, the Company has changed from a public no liability company to
a public company limited by shares, the Company name changed from “Kin Mining NL” to
“Patronus Resources Limited” and the Company has adopted a New Constitution appropriate
for a public company limited by shares.
Environmental legislation
The Group is subject to the environmental legislation of the State of Western Australia. The
Group is in compliance with all its environmental obligations at the date of this report.
Significant changes in state of affairs
There have been no significant changes in the state of affairs of the Group during the financial
year not otherwise disclosed in this report.
Dividends
No dividends have been paid or declared since the start of the financial year and the directors
do not recommend the payment of a dividend in respect of the financial year.
Indemnification and insurance of Directors and Officers
The Company has agreed to indemnify all the directors of the Company for any liabilities to
another person (other than the Company or related body corporate) that may arise from their
position as directors of the Company and its controlled entities, except where the liability arises
out of conduct involving a lack of good faith.
During the financial year, the Company paid a premium in respect of a contract insuring the
directors and officers of the Company and its controlled entities against any liability incurred in
the course of their duties to the extent permitted by the Corporations Act 2001. The contract of
insurance prohibits disclosure of the nature of the liability and the amount of the premium.
DIRECTORS’ REPORT
29
REMUNERATION REPORT (AUDITED)
This report, which forms part of the directors’ report, outlines the remuneration arrangements
in place for the key management personnel (“KMP”) of Patronus Resources Limited for the
financial year ended 30 June 2024. The information provided in this remuneration report has
been audited as required by Section 308(3C) of the Corporations Act 2001.
The remuneration report details the remuneration arrangements for KMP who are defined as
those persons having authority and responsibility for planning, directing and controlling the
major activities of the Company, directly or indirectly, including any director (whether executive
or otherwise) of the Company.
Key Management Personnel
The Directors and other KMP of the Group during or since the end of the financial year were
as follows:
Directors:
R Johnston
Executive Chairman
G Graziano
Non-executive Director
A Munckton
Managing Director (resigned 31 July 2023)
H Plaggemars
Non-executive Director
N Anderson
Non-executive Director
Other Key Management:
S Jones
Chief Financial Officer and Company Secretary (ceased employment
on 12 October 2023 and contracted back on 3 November 2023)
W J Ingram
Chief Operating Officer (appointed 21 May 2024)
L Moore
Exploration Manager
C Moloney
Mining Manager (ceased employment on 12 December 2023)
Except as noted, the named persons held their current positions for the whole of the financial
year.
Remuneration philosophy
The performance of the Group depends upon the quality of the directors and executives. The
philosophy of the Group in determining remuneration levels is to:
• set competitive remuneration packages to attract and retain high calibre employees;
• link executive rewards to shareholder value creation; and
• establish appropriate, demanding performance hurdles for variable executive
remuneration.
In considering the Group’s performance and returns on shareholder wealth, the Board has
regard to the following indicators of performance in respect of the current financial year and
the previous four financial years:
DIRECTORS’ REPORT
30
REMUNERATION REPORT (CONTINUED)
2024
2023
2022
2021
2020
Income
941,545
146,268
7,714
23,190
15,670
Net profit / (loss) after tax
43,676,304
(8,947,288)
(11,347,986)
(15,407,840)
(7,242,452)
Earning / (loss) per share
3.71
(0.84)
(1.35)
(2.11)
(1.30)
Share price at year-end
0.054
0.028
0.067
0.115
0.115
Remuneration governance
The Company has a remuneration committee. The remuneration committee is made up of all
Directors and operates in accordance with the Nomination and Remuneration Committee
charter.
Non-executive director remuneration
The Board seeks to set aggregate remuneration at a level that provides the Company with the
ability to attract and retain directors of the highest calibre, whilst incurring a cost that is
acceptable to shareholders.
The amount of aggregate remuneration sought to be approved by shareholders and the
manner in which it is apportioned amongst directors is reviewed annually. The Board considers
advice from external shareholders as well as the fees paid to non-executive directors of
comparable companies when undertaking the annual review process.
Each director receives a fee for being a director of the Company. As all directors serve on all
committees there is no additional fee for each Board committee on which a director sits.
Executive directors and key management personnel remuneration
The Board is responsible for determining the remuneration policies for the Executive Directors
and other key management personnel. The Board may seek external advice to assist in its
decision making. The Company’s remuneration policy for Executive Directors and key
management personnel is designed to motivate Executive Directors and senior executives to
pursue long term growth and success of the Company within an appropriate control framework
promote superior performance and long term commitment to the Company. The main
principles of the policy when considering remuneration are as follows:
• Executive Directors and key management personnel are motivated to pursue long term
growth and success of the Company within an appropriate control framework;
• interests of key leadership are aligned with the long-term interests of the Company’s
shareholders; and
• there is a clear correlation between performance and remuneration.
The remuneration policy for Executive Directors and other key management personnel has
three main components, fixed remuneration, short term incentives and longer term incentives.
DIRECTORS’ REPORT
31
REMUNERATION REPORT (CONTINUED)
Fixed remuneration
Fixed remuneration is reviewed annually by the Board. The process consists of a review of
relevant comparative remuneration in the market and internally and, where appropriate,
external advice on policies and practices. The Committee has access to external, independent
advice where necessary.
Group’s Financial Performance and Link to Remuneration
The Key Management Personnel’s remuneration has a variable component for short term
incentives and long term incentives to link the achievement of the Company’s operational
targets with the remuneration received by Executive Directors and other key management
charged with meeting those targets.
Variable remuneration - Short-term incentives
The objective of short term incentives is to link the achievement of the Company’s operational
targets with the remuneration received by Executive Directors and other key management
charged with meeting those targets. The total potential short term incentive available is set at
a level so as to provide sufficient incentive to the Executive Directors and other key
management to achieve the operational targets and such that the cost to the Company is
reasonable in the circumstances.
Actual payments granted to Executive Directors and other key management depends on the
extent to which specific operating targets set by the Board are met.
At this time no short term incentives have been included in any key management personnel
contracts.
The aggregate of annual payments available to Executive Directors and other key
management of the Company is subject to the approval of the Board.
Variable remuneration - Long-term incentives
The Company has an approved Performance Rights Plan designed to facilitate long term
incentive payments to employees in a manner that aligns this element of remuneration with
the creation of shareholder wealth.
At this time no long term incentives have been included in any key management personnel
contracts.
The aggregate of annual payments available to Executive Directors and other key
management of the Company is subject to the approval of the Board.
The Company has not utilised a remuneration consultant in the current year.
DIRECTORS’ REPORT
32
REMUNERATION REPORT (CONTINUED)
Employment Contracts
Details of employment contracts currently in place with respect to directors and key
management personnel of the Company are as follows:
Rowan Johnston, Executive Chairman
• Chairman’s fee of $66,830 per annum.
• Executive functions are covered under a services agreement at a rate of $2,000 per day
as required.
• Annual Short Term Incentives (STI) in the form of a cash payment based on agreed
objectives and at the Boards discretion.
Giuseppe (Joe) Paolo Graziano, Non-Executive Director
• Director’s fee of $50,123 per annum.
• Annual Short Term Incentives (STI) in the form of a cash payment based on agreed
objectives and at the Boards discretion.
Hansjoerg Plaggemars, Non-Executive Director
• Director’s fee of $50,123 per annum.
Nicholas Anderson, Executive Director, Business Development
• Director’s fee of $50,123 per annum.
• Executive functions are covered under a services agreement at a rate of $2,000 per day
as required.
• Annual Short Term Incentives (STI) in the form of a cash payment based on agreed
objectives and at the Boards discretion.
Leah Moore, Exploration Manager (appointed 19 September 2022)
• Base annual remuneration of $225,750 inclusive of statutory superannuation contributions
(Total Fixed Remuneration or TFR).
• Annual Short Term Incentives (STI) in the form of a cash payment based on agreed
objectives and at the Boards discretion.
• The appointment will be on an ongoing basis with termination provisions summarised
below:
The employment agreement may be terminated by either party with three months’
notice.
The employment agreement may be terminated by Patronus without notice for
serious misconduct or other circumstances justifying summary dismissal. In this
case only accrued legal entitlements will be paid.
If the employee is made redundant the employer will pay an amount of 3 months
on termination.
W J Ingram, Chief Operating Officer (appointed 21 May 2024)
• Base annual remuneration of $304,932 inclusive of statutory superannuation contributions
(Total Fixed Remuneration or TFR).
DIRECTORS’ REPORT
33
REMUNERATION REPORT (CONTINUED)
Stephen Jones, Chief Financial Officer & Company Secretary
• Base annual remuneration of $308,494 inclusive of statutory superannuation contributions
(Total Fixed Remuneration or TFR).
• Annual Short Term Incentives (STI) in the form of a cash payment based on agreed
objectives and at the Boards discretion.
• On 12 July 2023 the Company advised Mr Jones that the position of full time CFO and
Company Secretary was being made redundant. The termination provisions of the
employment agreement required the Company to provide three months’ notice. On
conclusion of the notice period the Company made a payment of 6 months severance in
line with the employment agreement.
• On 3 November 2023 the Company engaged Mr Jones on a contract basis to provide
Company Secretarial and Financial services on an hourly basis.
Chad Moloney, Mining Manager
• Base annual remuneration of $308,494 inclusive of statutory superannuation contributions
(Total Fixed Remuneration or TFR).
• On 12 July 2023 the Company advised Mr Moloney that the position of Mining Manager
was being made redundant. The termination provisions of the employment agreement
required the Company to provide three months’ notice. This notice period was extended
to 11 December 2023 by mutual agreement. On completion of the notice period the
Company made a payment of 3 months severance as provided by the employment
agreement.
Remuneration of Key Management Personnel
Short-term employee benefits
Post-
employment
benefits
Share-based
payments
Performance
Related 4
30 June 2024
Salary & fees
Other 1
Superannuation
Performance
Rights
Total
%
Directors
$
$
$
$
$
R Johnston2
311,256
310,000
13,182
-
634,438
49%
G Graziano
51,515
50,000
-
-
101,515
49%
N Anderson3
222,373
210,000
-
-
432,373
49%
H Plaggemars
50,123
50,000
-
-
100,123
50%
A Munckton6
83,283
4,312
-
87,595
-
Other KMP
S Jones
381,209
70,000
7,801
-
459,010
15%
L Moore
203,378
97,674
24,698
-
325,750
30%
W J Ingram5
28,205
-
3,103
-
31,308
-
C Moloney
226,526
20,000
13,222
-
259,748
8%
1,557,868
807,674
66,318
-
2,431,860
33%
1
Other benefits were paid in accordance with prior year short term incentives in executive employment contracts, approved
and paid in July 2023 and cash bonuses paid in February 2024.
2
Salary and fees include $248,990 for services as Executive Chairman.
3
Salary and fees include $172,250 for services as Executive Director Business Development.
4
Percentage of total remuneration.
5
Appointed 21 May 2024.
6
Resigned 31 July 2023.
DIRECTORS’ REPORT
34
REMUNERATION REPORT (CONTINUED)
Short-term employee
benefits
Post-
employment
benefits
Share-based
payments
Performance
Related 3
30 June 2023
Salary &
fees
Other 1
Superannuation
Performance
Rights
Total
%
Directors
$
$
$
$
$
G Graziano
63,648
-
-
-
63,648
-
A Munckton
327,052
114,512
25,292
-
466,856
25%
N Anderson2
57,736
-
-
-
57,736
-
H Plaggemars
47,736
-
-
-
47,736
-
R Johnston
41,400
-
4,347
-
45,747
-
B Dawes
18,000
-
1,890
-
19,890
-
Other KMP
S Jones
264,381
47,743
25,292
-
337,416
14%
L Moore
151,064
27,259
15,862
-
194,185
-
C Moloney
265,908
47,320
25,292
-
338,520
14%
G Grayson
70,656
-
8,380
-
79,036
-
1,307,581
236,834
106,355
-
1,650,770
14%
1
Other benefits were paid in accordance with short term incentives in executive employment contracts, approved and paid in
July 2023.
2
Salary and fees include $10,000 for services as Executive Director Business Development
3
Percentage of total remuneration.
DIRECTORS’ REPORT
35
REMUNERATION REPORT (CONTINUED)
Shareholdings of key management personnel
2024
Balance at
01/07/23
No.
Shares
Purchased
No.
Shares
Disposed of
No.
Shares
Issued
No.
Shares on
Resignation
No.
Balance at
30/06/24
No.
Directors
R Johnston
284,000
383,522
-
-
-
667,522
G Graziano
11,203,925
-
-
-
-
11,203,925
A Munckton
2,070,362
-
-
-
(2,070,362)
-
N Anderson
2,208,536
-
-
-
-
2,208,536
H Plaggemars
1,265,671
350,000
-
-
-
1,615,671
Other KMP
S Jones
563,856
-
-
-
-
563,856
C Moloney
-
-
-
-
-
-
L Moore
-
-
-
-
-
-
17,596,350
733,522
-
-
(2,070,362)
16,259,510
2023
Balance at
01/07/22
No.
Shares
Purchased
No.
Shares
Disposed of
No.
Shares
Issued
No.
Shares on
Resignation
No.
Balance at
30/06/23
No.
Directors
G Graziano
11,600,000
-
(396,075)
-
-
11,203,925
R Johnston
-
284,000
-
-
-
284,000
B Dawes
2,321,873
-
-
-
(2,321,873)
-
A Munckton
1,530,500
-
-
539,862
-
2,070,362
N Anderson
1,252,476
300,000
-
656,060
-
2,208,536
H Plaggemars
641,253
373,000
-
251,418
-
1,265,671
Other KMP
-
S Jones
493,374
-
-
70,482
-
563,856
C Moloney
-
-
-
-
-
-
L Moore
-
-
-
-
-
-
G Grayson
181,041
-
-
-
(181,041)
-
18,020,517
957,000
(396,075)
1,517,822
(2,502,914)
17,596,350
DIRECTORS’ REPORT
36
REMUNERATION REPORT (CONTINUED)
Option holdings of key management personnel
2024
Balance
at 01/07/23
No.
Options
Purchased
No.
Options
Expired
No.
Options
Issued
No.
Options on
Resignation
No.
Balance
at 30/06/24
No.
Directors
G Graziano
500,000
-
(500,000)
-
-
-
A Munckton
-
-
-
-
-
-
N Anderson
500,000
-
(500,000)
-
-
-
H Plaggemars
500,000
-
(500,000)
-
-
-
KMP
S Jones
-
-
-
-
-
-
C Moloney
-
-
-
-
-
-
L Moore
-
-
-
-
-
-
G Grayson
-
-
-
-
-
-
1,500,000
-
(1,500,000)
-
-
-
Value of options expired during the year
The value of options expired unexercised during the year was $Nil.
2023
Balance
at 01/07/22
No.
Options
Purchased
No.
Options
Expired
No.
Options
Issued
No.
Options on
Resignation
No.
Balance
at 30/06/23
No.
Directors
G Graziano
1,500,000
-
(1,000,000)
-
-
500,000
B Dawes
500,000
-
-
-
(500,000)
-
A Munckton
-
-
-
-
-
-
N Anderson
500,000
-
-
-
-
500,000
H Plaggemars
500,000
-
-
-
-
500,000
KMP
-
S Jones
-
-
-
-
-
-
C Moloney
-
-
-
-
-
-
L Moore
-
-
-
-
-
-
G Grayson
-
-
-
-
-
-
3,000,000
-
(1,000,000)
-
(500,000)
1,500,000
Value of options expired during the year
The value of options expired unexercised during the year was $Nil.
DIRECTORS’ REPORT
37
REMUNERATION REPORT (CONTINUED)
Share-based remuneration granted as compensation
No share based remuneration was granted in the current year.
Performance Rights holdings of key management personnel
All prior performance rights were cancelled during the year.
No performance rights vested during the year and no expense had been recorded in the past
in respect of these rights.
Share options
There were no share options issued, vested or exercised during the year.
2,000,000 share options expired during the year. 1,500,000 of these were held by Directors.
At the date of this report there are no unissued ordinary shares or interests of the Company
under option.
There were no ordinary shares issued by the Company during or since the end of the financial
year as a result of the exercise of any options.
Other transactions with Key Management Personnel (included in remuneration table)
Pathways Corporate Pty Ltd, a company of which Mr. Graziano is a Director, charged the
Group director fees of $51,515 (2023: $63,648), excluding GST, none of which was
outstanding at 30 June 2024 (2023: Nil). No interest was payable or accrued.
Burra Woolshed Investments Pty Ltd, a company of which Mr. Anderson is a Director, charged
the Group director fees of $50,123 (2023: $47,736), excluding GST, none of which was
outstanding at 30 June 2024 (2023: Nil) and provided executive service fees of $172,250
(2023: $10,000), excluding GST, none of which was outstanding at 30 June 2024 (2023: Nil).
No interest was payable or accrued.
Value Consult, a company of which Mr. Plaggemars is a Director, charged the Group director
fees of $50,665 (2023: $47,736), excluding GST, none of which was outstanding at 30 June
2024 (2023: Nil). No interest was payable or accrued.
SJ Projects Pty Ltd, a company of which Mr. Jones is a Director, charged the Group executive
service fees of $152,200 (2023: Nil), excluding GST, none of which was outstanding at 30 June
2024 (2023: Nil). No interest was payable or accrued.
END OF REMUNERATION REPORT
DIRECTORS’ REPORT
38
Directors’ Meetings
The number of meetings of directors (including meetings of committees of directors) held
during the year and the number of meetings attended by each director were as follows:
Directors’ meetings
Meetings of Audit
Committee
Meetings of Remuneration
and Nomination Committee
Number of meetings held:
13
1
1
Number of meetings attended:
G Graziano
13
1
1
A Munckton (a)
2
-
1
N Anderson
12
1
1
H Plaggemars
13
1
1
R Johnston
13
1
1
(a) Resigned on 31 July 2023 (attended all meetings while a Director)
Proceedings on behalf of the Company
No person has applied for leave of court to bring proceedings on behalf of the Company or
intervene in any proceedings to which the Company is a party for the purpose of taking
responsibility on behalf of the Company for all or any part of those proceedings.
Non-Audit Services
Details of amounts paid or payable to the auditor for all services provided during the year by
the auditor are outlined in Note 23 to the financial statements. No non-audit services were
provided during the year ended 30 June 2024 (2023: $Nil).
Auditor Independence and Non-Audit Services
Section 307C of the Corporations Act 2001 requires our auditors, HLB Mann Judd, to provide
the directors of the Company with an Independence Declaration in relation to the audit of the
financial report. This Independence Declaration is set out on page 41 and forms part of this
directors’ report for the year ended 30 June 2024.
Signed in accordance with a resolution of the directors.
Rowan Johnston
Executive Chairman
Perth, Western Australia
Dated this 26th day of September 2024
DIRECTORS’ REPORT
39
Competent Persons Statement
Mineral Resource Estimation
The information contained in this report relating to Mineral Resource Estimation results for the Cardinia Hill, Bruno
Lewis and Hobby deposit relates to information compiled by Cube consulting (Mr Mike Millad). Mr Millad is a Member
of the Australian Institute of Geoscientists (#5799) and a full time employee of Cube Consulting. Mr Millad has
sufficient experience of relevance to the styles of mineralisation and the types of deposit under consideration, and
to the activities undertaken to qualify as a Competent Person as defined in the 2012 edition of the JORC
“Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves".
The information contained in this report relating to Mineral Resource Estimation results for the remainder of the
deposits including Kyte, Helens, Helens East, Fiona, Rangoon, Mertons Reward, Mertondale 3-4, Tonto,
Mertondale 5, Eclipse, Quicksilver, Michaelangelo, Leonardo, Forgotten Four and Krang relates to information
compiled by Mr Jamie Logan. Mr Logan is a full-time employee of Palaris Australia Pty Ltd consultants, and a
member of the Australian Institute of Geoscientists. Mr Logan has sufficient experience of relevance to the styles
of mineralisation and the types of deposit under consideration, and to the activities undertaken to qualify as a
Competent Person as defined in the 2012 edition of the JORC “Australasian Code for Reporting of Exploration
Results, Mineral Resources and Ore Reserves".
Exploration Results
The information contained in this report relating to exploration results relates to information compiled or reviewed by
Leah Moore. Ms Moore is a member of the Australian Institute of Geoscientists and is a full time employee of the
company. Ms Moore has sufficient experience of relevance to the styles of mineralisation and the types of deposit
under consideration, and to the activities undertaken to qualify as a Competent Person as defined in the 2012 edition
of the JORC “Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves".
Mr Millad, Mr Logan and Ms Moore consent to the inclusion in this report of the matters based on information in the
form and context in which it appears.
Forward Looking Statements
This report contains “forward-looking information” that is based on the Company’s expectations, estimates and
projections as of the date on which the statements were made. This forward-looking information includes, among
other things, statements with respect to the feasibility and definitive feasibility studies, the Company’s’ business
strategy, plan, development, objectives, performance, outlook, growth, cash flow, projections, targets and
expectations, mineral reserves and resources, results of exploration and operational expenses. Generally, this
forward-looking information can be identified by the use of forward-looking terminology such as ‘outlook’,
‘anticipate’, ‘project’, ‘target’, ‘likely’, ‘believe’, ’estimate’, ‘expect’, ’intend’, ’may’, ’would’, ’could’, ’should’,
’scheduled’, ’will’, ’plan’, ’forecast’, ’evolve’ and similar expressions. Forward- looking information is subject to
known and unknown risks, uncertainties and other factors that may cause the Company’s actual results, level of
activity, performance or achievements to be materially different from those expressed or implied by such forward-
looking information. Forward-looking information is developed based on assumptions about such risks,
uncertainties and other factors set out herein.
This list is not exhausted of the factors that may affect our forward-looking information. These and other factors
should be considered carefully and readers should not place undue reliance on such forward-looking information.
The Company disclaims any intent or obligations to or revise any forward-looking statements whether as a result of
new information, estimates, or options, future events or results or otherwise, unless required to do so by law.
Statements regarding plans with respect to the Company’s mineral properties may contain forward-looking
statements in relation to future matters that can be only made where the Company has a reasonable basis for
making those statements. This announcement has been prepared in compliance with the JORC Code 2012 Edition
and the current ASX Listing Rules. The Company believes that it has a reasonable basis for making the forward-
looking statements in this announcement, including with respect to any mining of mineralised material, modifying
factors and production targets and financial forecasts.
CORPORATE GOVERANCE
STATEMENT
40
The Board is committed to achieving and demonstrating the highest standards of corporate
governance. As such, Patronus Resources Limited and its controlled entities have adopted the
fourth edition of the Corporate Governance Principles and Recommendations which was
released by the ASX Corporate Governance Council in February 2019 and became effective
for financial years beginning on or after 1 January 2020.
The Group’s Corporate Governance Statement for the financial year ending 30 June 2024 is
dated as at 30 June 2024 and was approved by the Board on 24 September 2024. The
Corporate Governance Statement is available on Patronus Resources Limited’s website at
https://www.kinmining.com.au/about/governance/.
41
AUDITOR’S INDEPENDENCE DECLARATION
As lead auditor for the audit of the consolidated financial report of Patronus Resources Limited
(formerly Kin Mining NL) for the year ended 30 June 2024, I declare that to the best of my
knowledge and belief, there have been no contraventions of:
a)
the auditor independence requirements of the Corporations Act 2001 in relation to the audit;
and
b)
any applicable code of professional conduct in relation to the audit.
Perth, Western Australia
26 September 2024
L Di Giallonardo
Partner
CONSOLIDATED STATEMENT OF PROFIT
OR LOSS AND OTHER COMPREHENSIVE
INCOME
42
FOR THE YEAR ENDED 30 JUNE 2024
2024
2023
Notes
$
$
Continuing operations
Interest income
941,545
81,226
Other income
-
65,042
Gain on sale of assets
2
54,666,810
-
Depreciation and amortisation expense
12
(80,426)
(137,335)
Impairment of plant and equipment
12
(9,367,660)
-
Administration expenses
(1,219,649)
(842,941)
Consultant expenses
(540,742)
(119,490)
Employee expenses
(1,862,526)
(967,286)
Finance costs
-
(17,162)
Occupancy expenses
3
(50,949)
(62,086)
Travel expenses
(77,673)
(14,948)
Exploration and evaluation costs
13
(4,870,129)
(6,932,308)
Profit / (loss) before income tax
37,538,601
(8,947,288)
Net income tax benefit
4
6,137,708
-
Net profit / (loss) for the year
43,676,309
(8,947,288)
Other comprehensive income / (loss), net of income tax
Items that will not be reclassified subsequently to profit or
loss
Gains/ (losses) on the revaluation of equity instruments at
fair value through other comprehensive income
11
28,198,537
(3,568,397)
Income tax expense
4
(6,137,708)
-
Other comprehensive income / (loss) for the period, net
of income tax
22,060,829
(3,568,397)
Total comprehensive income / (loss) for the year
65,737,138
(12,515,685)
Basic and diluted earnings / (loss) per share (cents per
share)
6
3.71
(0.84)
The accompanying notes form part of these consolidated financial statements.
CONSOLIDATED STATEMENT
OF FINANCIAL POSITION
43
AS AT 30 JUNE 2024
2024
2023
Notes
$
$
Assets
Current assets
Cash and cash equivalents
8
16,775,800
4,468,196
Trade and other receivables
9
631,287
29,904
Other current assets
10
72,308
72,657
Financial assets
11
68,276,967
-
Total current assets
85,756,362
4,570,757
Non-current assets
Financial assets
11
-
7,142,038
Property, plant and equipment
12
482,811
10,049,528
Total non-current assets
482,811
17,191,566
Total assets
86,239,173
21,762,323
Liabilities
Current liabilities
Trade and other payables
14
792,783
603,071
Total current liabilities
792,883
603,071
Non-current liabilities
Provisions
15
1,450,000
2,900,000
Total non-current liabilities
1,450,000
2,900,000
Total liabilities
2,242,783
3,503,071
Net assets
83,996,390
18,259,252
Equity
Issued capital
16
116,031,688
116,031,688
Reserves
20,523,003
(1,537,826)
Accumulated losses
(52,558,301)
(96,234,610)
Total equity
83,996,390
18,259,252
The accompanying notes form part of these consolidated financial statements.
CONSOLIDATED STATEMENT
OF CHANGES IN EQUITY
44
FOR THE YEAR ENDED 30 JUNE 2024
Issued capital
Accumulated
losses
Share based
payments
reserve
Financial
asset fair
value
movement
reserve
Total equity
$
$
$
$
Balance as at 1 July 2022
95,694,551
(87,287,322)
2,030,571
-
10,437,800
Loss for the year
-
(8,947,288)
-
-
(8,947,288)
Other comprehensive loss:
Fair value loss on financial
assets (net of tax)
-
-
-
(3,568,397)
(3,568,397)
Total comprehensive loss
for the year
-
(8,947,288)
-
(3,568,397)
(12,515,685)
Shares issued during the year
20,808,665
-
-
-
20,808,665
Share issue costs
(471,528)
-
-
-
(471,528)
Balance as at 30 June 2023
116,031,688
(96,234,610)
2,030,571
(3,568,397)
18,259,252
Balance as at 1 July 2023
116,031,688
(96,234,610)
2,030,571
(3,568,397)
18,259,252
Profit for the year
-
43,676,309
-
-
43,676,309
Other comprehensive income:
Fair value gain on financial
assets (net of tax)
-
-
-
22,060,829
22,060,829
Total comprehensive
income for the year
-
43,676,309
-
22,060,829
65,737,138
Balance as at 30 June 2024
116,031,688
(52,558,301)
2,030,571
18,492,432
83,996,390
The accompanying notes form part of these consolidated financial statements.
CONSOLIDATED STATEMENT
OF CASH FLOWS
45
FOR THE YEAR ENDED 30 JUNE 2024
2024
2023
Notes
$
$
Cash flows from operating activities
Payments to suppliers and employees
(4,536,000)
(8,852,629)
Finance costs
(4,496,990)
(17,162)
Interest received
941,545
81,226
Net cash (outflow) from operating activities
8
(8,091,445)
(8,788,565)
Cash flows from investing activities
Proceeds from sale of plant and equipment
15,030,000
-
Proceeds from sale of financial assets
57,215,426
-
Payments for property, plant and equipment
(194,559)
(16,239)
Payments for financial assets
(50,651,818)
(10,710,435)
Loans to other entities
(1,000,000)
-
Net cash inflow / (outflow) from investing activities
20,399,049
(10,726,674)
Cash flows from financing activities
Proceeds from issue of shares
-
20,808,665
Payments for share issue costs
-
(471,528)
Proceeds from borrowings
8
-
3,000,000
Repayment of borrowings
8
-
(3,000,000)
Net cash inflow from financing activities
-
20,337,137
Net increase in cash and cash equivalents
12,307,604
821,898
Cash and cash equivalents at the beginning of the year
4,468,196
3,646,298
Cash and cash equivalents at the end of the year
8
16,775,800
4,468,196
The accompanying notes form part of these consolidated financial statements.
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
46
NOTE 1: STATEMENT OF MATERIAL ACCOUNTING POLICIES
(a)
Basis of preparation
These financial statements are general purpose financial statements, which have been prepared in accordance with
the requirements of the Corporations Act 2001, Accounting Standards and Interpretations and comply with other
requirements of the law.
The financial statements comprise the consolidated financial statements for the Group. For the purposes of preparing
the consolidated financial statements, the Group is a for-profit entity.
The accounting policies detailed below have been consistently applied to all of the years presented unless otherwise
stated. The financial statements are for the Group consisting of Patronus Resources Limited and its subsidiaries.
The financial statements have been prepared on a historical cost basis. Historical cost is based on the fair values
of the consideration given in exchange for goods and services.
The financial statements are presented in Australian dollars.
The Company is a listed public company, incorporated in Australia and operating in Australia. The Group’s principal
activities are gold and base metals exploration.
(b)
Adoption of new and revised standards
Standards and Interpretations applicable to 30 June 2024
In the year ended 30 June 2024, the Directors have reviewed all of the new and revised Standards and
Interpretations issued by the AASB that are relevant to the Group and effective for the current reporting period. As
a result of this review, the Directors have determined that there is no material impact of the new and revised
Standards and Interpretations on the Group and, therefore, no change is necessary to Group accounting policies.
Standards and Interpretations in issue not yet adopted
The Directors have also reviewed all of the new and revised Standards and Interpretations in issue not yet adopted
for the year ended 30 June 2024. As a result of this review the Directors have determined that there is no material
impact of the Standards and Interpretations in issue not yet adopted on the Group and, therefore, no change is
necessary to Group accounting policies.
(c)
Statement of compliance
The financial report was authorised for issue on 26 September 2024.
The financial report complies with Australian Accounting Standards, which include Australian equivalents to
International Financial Reporting Standards (AIFRS). Compliance with AIFRS ensures that the financial report,
comprising the financial statements and notes thereto, complies with International Financial Reporting Standards
(IFRS).
(d)
Significant accounting estimates and judgements
The application of accounting policies requires the use of judgements, estimates and assumptions about carrying
values of assets and liabilities that are not readily apparent from other sources. The estimates and associated
assumptions are based on historical experience and other factors that are considered to be relevant. Actual results
may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions are recognised in the
period in which the estimate is revised if it affects only that period, or in the period of the revision and future periods
if the revision affects both current and future periods.
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
47
NOTE 1: STATEMENT OF MATERIAL ACCOUNTING POLICIES (continued)
Mine development expenditure carried forward (included in assets in construction in Note 12)
The recoverability of the carrying amount of mine development expenditure carried forward has been reviewed by
the Directors. In conducting the review, the recoverable amount has been assessed by reference to the higher of
“fair value less costs to sell” and “value in use”. In determining value in use, future cash flows are based on:
•
Estimates of ore reserves and mineral resources for which there is a high degree of confidence of economic
extraction;
•
Estimated production and sales levels;
•
Estimate future commodity prices;
•
Future costs of production;
•
Future capital expenditure; and/or
•
Future exchange rates.
In the year ended 30 June 2024 the Company sold portions of its Property, Plant and Equipment (PP&E) as part of
the Genesis Asset Sale Agreement (“ASA”). As a result of that sale PP&E that included mine development
expenditure was impaired in the amount of $3,705,964 (See Note 12).
PP&E that was not included in the Genesis ASA and that was previously recorded at $5,983,318 has been assessed
for impairment. An impairment of $5,661,696 has been recorded as these assets no longer have a foreseeable use.
The total impairment for Property, Plant and Equipment was therefore $9,367,660.
Variations to expected future cash flows, and timing thereof, could result in significant changes to the impairment
test results, which in turn could impact future financial results.
Mine rehabilitation provision
The Group’s mining and exploration activities are subject to various laws and regulations governing the protection
of the environment. The Group recognises management’s best estimate for asset retirement obligations in the
period in which they are incurred. Actual costs incurred in the future periods could differ materially from the
estimates. Additionally, future changes to environmental laws and regulations, life of mine estimates and discount
rates could affect the carrying amount of this provision.
Utilisation of income tax losses
As disclosed in Note 4, during the year the Company recorded several transactions that resulted in the creation of
a taxation liability of $15,578,988. The Company has determined that it is able to utilise carried forward losses to
offset this taxation liability, relying on satisfying either the continuity of ownership test or the business continuity
test.
(e)
Going concern
Notwithstanding the fact that the Group had a net cash outflow from operating activities of $8,091,445 for the year
ended 30 June 2024, the directors are of the opinion that the Group is a going concern as it holds $66,805,800 in
available cash and no debt.
(f)
Basis of consolidation
The consolidated financial statements incorporate the financial statements of the Company and entities controlled
by the Company and its subsidiaries. Control is achieved when the Company:
•
has power over the investee;
•
is exposed, or has rights, to variable returns from its involvement in with the investee; and
•
has the ability to its power to affect its returns.
The Company reassess whether or not it controls an investee if facts and circumstances indicate that there are
changes to one or more of the three elements listed above.
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
48
NOTE 1: STATEMENT OF MATERIAL ACCOUNTING POLICIES (continued)
When the Company has less than a majority of the voting rights in an investee, it has the power over the investee
when the voting rights are sufficient to give it the practical ability to direct the relevant activities of the investee
unilaterally. The Company considers all relevant facts and circumstances in assessing whether or not the Company’s
voting rights are sufficient to give it power, including:
•
the size of the Company’s holding of voting rights relative to the size and dispersion of holdings of the other
vote holders;
•
potential voting rights held by the Company, other vote holders or other parties; rights arising from other
contractual arrangements; and
•
any additional facts and circumstances that indicate that the Company has, or does not have, the current
ability to direct the relevant activities at the time that decisions need to be made, including voting patterns at
previous shareholder meetings.
Consolidation of a subsidiary begins when the Company obtains control over the subsidiary and ceases when the
Company loses control of the subsidiary. Specifically, income and expenses of a subsidiary acquired or disposed of
during the year are included in the consolidated statement of comprehensive income from the date the Company
gains control until the date when the Company ceases to control the subsidiary.
Changes in the Group’s ownership interest in existing subsidiaries
Changes in the Group’s ownership interest in subsidiaries that do not result in the Group losing control over the
subsidiaries are accounted for as equity transactions. The carrying amounts of the Group’s interests and the non-
controlling interests are adjusted to reflect the changes in their relative interests in subsidiaries. Any difference
between the amount paid by which the non-controlling interests are adjusted and the fair value of the consideration
paid or received is recognised directly in equity and attributed to the owners of the Company.
When the Group loses control of a subsidiary, a gain or loss is recognised in profit or loss and is calculated as the
difference between:
•
The aggregate of the fair value of the consideration received and the fair value of any retained interest; and
•
The previous carrying amount of the assets (including goodwill), and liabilities of the subsidiary and any non-
controlling interests.
All amounts previously recognised in other comprehensive income in relation to that subsidiary are accounted for
as if the Group had directly disposed of the related assets or liabilities of the subsidiary (i.e. reclassified to profit and
loss or transferred to another category of equity as specified/permitted by the applicable AASBs). The fair value of
any investment retained in the former subsidiary at the date when control is lost is regarded as the fair value on
initial recognition for subsequent accounting under AASB 9, when applicable, the cost on initial recognition of an
investment in an associate or a joint venture.
(g)
Revenue recognition
Revenue is recognised to the extent that control of the good or service has passed and it is probable that the
economic benefits will flow to the Group and the revenue is capable of being reliably measured. The following
specific recognition criteria must also be met before revenue is recognised.
Interest income
Revenue is recognised as the interest accrues (using the effective interest method, which is the rate that exactly
discounts estimated future cash receipts through the expected life of the financial instrument) to the net carrying
amount of the financial asset.
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
49
NOTE 1: STATEMENT OF MATERIAL ACCOUNTING POLICIES (continued)
(h)
Income tax
Deferred income tax is provided for on all temporary differences at balance date between the tax base of assets and
liabilities and their carrying amounts for financial reporting purposes.
No deferred income tax will be recognised from the initial recognition of goodwill or of an asset or liability, excluding
a business combination, where there is no effect on accounting or taxable profit or loss. No deferred income tax will
be recognised in respect of temporary differences associated with investments in subsidiaries if the timing of the
reversal of the temporary difference can be controlled and it is probable that the temporary differences will not
reverse in the near future.
Deferred tax is calculated at the tax rates that are expected to apply to the period when the asset is realised or
liability is settled. Deferred tax is credited in the statement of comprehensive income except where it relates to items
that may be credited directly to equity, in which case the deferred tax is adjusted directly against equity.
Deferred income tax assets are recognised for all deductible temporary differences, carry forward of unused tax
assets and unused tax losses to the extent that it is probable that future tax profits will be available against which
deductible temporary differences can be utilised.
The amount of benefits brought to account or which may be realised in the future is based on tax rates (and tax
laws) that have been enacted or substantially enacted at the balance date and the anticipation that the Group will
derive sufficient future assessable income to enable the benefit to be realised and comply with the conditions of
deductibility imposed by the law. The carrying amount of deferred tax assets is reviewed at each balance date and
only recognised to the extent that sufficient future assessable income is expected to be obtained. Income taxes
relating to items recognised directly in equity are recognised in equity and not in the statement of comprehensive
income.
Tax consolidation legislation
Patronus Resources Limited and its 100% owned Australian resident subsidiaries have implemented the tax
consolidation legislation. Current and deferred tax amounts are accounted for in each individual entity as if each
entity continued to act as a taxpayer on its own.
Patronus Resources Limited recognises its own current and deferred tax amounts and those current tax liabilities,
current tax assets and deferred tax assets arising from unused tax credits and unused tax losses which it has
assumed from its controlled entities within the tax consolidated Group.
Assets or liabilities arising under tax funding agreements with the tax consolidated entities are recognised as
amounts payable or receivable from or payable to other entities in the Group. Any difference between the amounts
receivable or payable under the tax funding agreement are recognised as a contribution to (or distribution from)
controlled entities in the tax consolidated Group.
(i)
Impairment of non-financial assets
The Group assesses at each reporting date whether there is an indication that an asset may be impaired. If any
such indication exists, or when annual impairment testing for an asset is required, the Group makes an estimate of
the asset’s recoverable amount. An asset’s recoverable amount is the higher of its fair value less costs to sell and
its value in use and is determined for an individual asset, unless the asset does not generate cash inflows that are
largely independent of those from other assets of the Group. In such cases the asset is tested for impairment as
part of the cash generating unit to which it belongs. When the carrying amount of an asset or cash-generating unit
exceeds its recoverable amount, the asset or cash-generating unit is considered impaired and is written down to its
recoverable amount.
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.
Impairment losses relating to continuing operations are recognised in those expense categories consistent with the
function of the impaired asset unless the asset is carried at revalued amount (in which case the impairment loss is
treated as a revaluation decrease).
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
50
NOTE 1: STATEMENT OF MATERIAL ACCOUNTING POLICIES (continued)
An assessment is also made at each reporting date as to whether there is any indication that previously recognised
impairment losses may no longer exist or may have decreased. If such indication exists, the recoverable amount is
estimated. A previously recognised impairment loss is reversed only if there has been a change in the estimates
used to determine the asset’s recoverable amount since the last impairment loss was recognised. If that is the case
the carrying amount of the asset is increased to its recoverable amount. That increased amount cannot exceed the
carrying amount that would have been determined, net of depreciation, had no impairment loss been recognised for
the asset in prior years. Such reversal is recognised in profit or loss unless the asset is carried at revalued amount,
in which case the reversal is treated as a revaluation increase.
After such a reversal the depreciation charge is adjusted in future periods to allocate the asset’s revised carrying
amount, less any residual value, on a systematic basis over its remaining useful life.
(j)
Cash and cash equivalents
Cash comprises cash at bank and in hand. Cash equivalents are short term, highly liquid investments that are readily
convertible to known amounts of cash and which are subject to an insignificant risk of changes in value. Bank
overdrafts are shown within borrowings in current liabilities in the statement of financial position.
For the purposes of the statement of cash flows, cash and cash equivalents consist of cash and cash equivalents
as defined above, net of outstanding bank overdrafts.
(k)
Property, plant and equipment
Property, plant and equipment is stated at cost less accumulated depreciation and any accumulated impairment
losses. Such cost includes the cost of replacing parts that are eligible for capitalisation when the cost of replacing
the parts is incurred. Similarly, when each major inspection is performed, its cost is recognised in the carrying amount
of the plant and equipment as a replacement only if it is eligible for capitalisation.
Land and buildings are measured at cost less accumulated depreciation on buildings and less any impairment losses
recognised after the date of the revaluation.
Depreciation is calculated on a straight-line basis over the estimated useful life of the assets as follows:
Buildings
5 to 25 years
Plant and equipment
5 to 20 years
Motor Vehicles
5 years
Computer equipment
2 to 3 years
Mine Properties (assets in construction)
amortised over units of
production
The assets' residual values, useful lives and amortisation methods are reviewed, and adjusted if appropriate, at each
financial year end.
Impairment
The carrying values of property, plant and equipment are reviewed for impairment at each balance date, with
recoverable amount being estimated when events or changes in circumstances indicate that the carrying value may
be impaired.
The recoverable amount of property, plant and equipment is the higher of fair value less costs to sell and value in
use. 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 an asset that does not generate largely independent cash inflows, recoverable amount is determined for the
cash-generating unit to which the asset belongs, unless the asset's value in use can be estimated to approximate
fair value.
An impairment exists when the carrying value of an asset or cash-generating unit exceeds its estimated recoverable
amount. The asset or cash-generating unit is then written down to its recoverable amount.
Impairment losses are recognised in the statement of comprehensive income as a separate line item.
An item of property, plant and equipment is derecognised upon disposal or when no further future economic benefits
are expected from its use or disposal.
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
51
NOTE 1: STATEMENT OF MATERIAL ACCOUNTING POLICIES (continued)
Derecognition and disposal
Any gain or loss arising on derecognition of the asset (calculated as the difference between the net disposal
proceeds and the carrying amount of the asset) is included in profit or loss in the year the asset is derecognised.
(l)
Trade and other receivables
Trade and other receivables are measured on initial recognition at fair value and are subsequently measured at
amortised cost using the effective interest rate method, less any allowance for impairment. Trade receivables are
generally due for settlement within periods ranging from 15 days to 30 days.
The Group measures the loss allowance for trade and other receivables at an amount equal to lifetime expected
credit loss. The expected credit losses on trade and other receivables are estimated with reference to past default
experience of the debtor and an analysis of the debtor’s current financial position, adjusted for factors that are
specific to the debtor, general economic conditions of the industry in which the debtor operates and an assessment
of both the current and the forecast direction of conditions at the reporting date.
The Group writes off a trade receivable when there is information indicating that the debtor is in severe financial
difficulty and there is no realistic prospect of recovery; for example, when the debtor has been placed under
liquidation or has entered into bankruptcy proceedings, or when the trade receivables are over two years past due,
whichever occurs earlier. The impairment allowance is set equal to the difference between the carrying amount of
the receivable and the present value of estimated future cash flows, discounted at the original effective interest rate.
Where receivables are short-term discounting is not applied in determining the allowance.
The amount of the impairment loss is recognised in the profit or loss with other expenses when a trade receivable
for which an impairment allowance had been recognised becomes uncollectible in subsequent period, it is written
off against the allowance account. Subsequent recoveries of amounts previous written off are credited against other
expenses in the profit or loss.
(m)
Trade and other payables
Trade payables and other payables are carried at amortised cost and represent liabilities for goods and services
provided to the Group prior to the end of the financial year that are unpaid and arise when the Group becomes
obliged to make future payments in respect of the purchase of these goods and services. Trade and other payables
are presented as current liabilities unless payment is not due within 12 months.
(n)
Provisions
Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event,
it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and
a reliable estimate can be made of the amount of the obligation. Provisions are not recognised for future operating
losses.
When the Group expects some or all of a provision to be reimbursed, for example under an insurance contract, the
reimbursement is recognised as a separate asset but only when the reimbursement is virtually certain. The expense
relating to any provision is presented in the profit or loss net of any reimbursement. Provisions are measured at the
present value or management’s best estimate of the expenditure required to settle the present obligation at the end
of the reporting period.
If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects
the risks specific to the liability.
When discounting is used, the increase in the provision due to the passage of time is recognised as an interest
expense.
Restoration and rehabilitation
A provision for restoration and rehabilitation is recognised when there is a present obligation as a result of
development activities undertaken, it is probable that an outflow of economic benefits will be required to settle the
obligation, and the amount of the provision can be measured reliably. The estimated future obligations include the
costs of abandoning sites, removing facilities and restoring the affected areas.
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
52
NOTE 1: STATEMENT OF MATERIAL ACCOUNTING POLICIES (continued)
The provision for future restoration costs is the best estimate of the present value of the expenditure required to
settle the restoration obligation at the balance date. Future restoration costs are reviewed annually and any changes
in the estimate are reflected in the present value of the restoration provision at each balance date.
The initial estimate of the restoration and rehabilitation provision is expensed or capitalised if asset recognition
criteria are met. Changes in the estimate of the provision for restoration and rehabilitation are treated in the same
manner. The unwinding of the effect of discounting on the provision is recognised as a finance cost.
(o)
Employee leave benefits
Wages, salaries, annual leave and sick leave
Liabilities accruing to employees in respect of wages and salaries, annual leave, long service leave and sick leave
expected to be settled within 12 months of the balance date are recognised in other payables in respect of
employees’ services up to the balance date. They are measured at the amounts expected to be paid when the
liabilities are settled. Liabilities for non-accumulating sick leave are recognised when the leave is taken and are
measured at the rates paid or payable.
Liabilities accruing to employees in respect of wages and salaries, annual leave, long service leave and sick leave
not expected to be settled within 12 months of the balance date are recognised in non-current other payables in
respect of employees’ services up to the balance date. They are measured as the present value of the estimated
future outflows to be made by the Group.
Long service leave
The liability for long service leave is recognised in the provision for employee benefits and measured as the present
value of expected future payments to be made in respect of services provided by employees up to the balance date.
Consideration is given to expected future wage and salary levels, experience of employee departures, and period
of service. Expected future payments are discounted using market yields at the balance date on national government
bonds with terms to maturity and currencies that match, as closely as possible, the estimated future cash outflows.
(p)
Issued capital
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options
are shown in equity as a deduction, net of tax, from the proceeds. Incremental costs directly attributable to the issue
of new shares or options for the acquisition of a new business are not included in the cost of acquisition as part of
the purchase consideration.
(q)
Earnings/ loss per share
Basic earnings/loss per share is calculated as net profit/loss attributable to members of the parent, adjusted to
exclude any costs of servicing equity (other than dividends) and preference share dividends, divided by the weighted
average number of ordinary shares, adjusted for any bonus element.
Diluted earnings/loss per share is calculated as net profit/loss attributable to members of the parent, adjusted for:
•
costs of servicing equity (other than dividends) and preference share dividends;
•
the after tax effect of dividends and interest associated with dilutive potential ordinary shares that have been
recognised as expenses; and
•
other non-discretionary changes in revenues or expenses during the period that would result from the dilution
of potential ordinary shares; divided by the weighted average number of ordinary shares and dilutive potential
ordinary shares, adjusted for any bonus element.
(r)
Exploration and evaluation
Exploration and evaluation expenditure is expensed to the profit or loss as incurred except in the following
circumstance in which case the expenditure may be capitalised:
•
The existence of mineral deposit has been established however additional expenditure is required to
determine the technical feasibility and commercial viability of extraction and it is anticipated that future
economic benefits are more likely than not to be generated as a result of the expenditure.
A regular review is undertaken of each area of interest to determine the appropriateness of continuing to carry
forward costs in relation to that area of interest. An impairment exists when the carrying value of expenditure exceeds
its estimated recoverable amount. The area of interest is then written down to its recoverable amount and the
impairment losses are recognised in the statement of comprehensive income.
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
53
NOTE 1: STATEMENT OF MATERIAL ACCOUNTING POLICIES (continued)
The directors believe that this policy results in more relevant and reliable information in the financial report.
Exploration and evaluation assets are inherently uncertain and expensing as incurred results in a more transparent
statement of financial position and statement of profit or loss and comprehensive income. All exploration and
evaluation expenditure in the current period has been expensed to the profit or loss.
(s)
Parent entity financial information
The financial information for the parent entity, Patronus Resources Limited, disclosed in Note 22 has been prepared
on the same basis as the consolidated financial statements, except as set out below.
Investments in subsidiaries, associates and joint venture entities
Investments in subsidiaries, associates and joint venture entities are accounted for at cost in the parent entity’s
financial statements.
Share-based payments
The grant by the Company of options over its equity instruments to the employees of subsidiary undertakings in the
Group is treated as a capital contribution to that subsidiary undertaking. The fair value of employee services
received, measured by reference to the grant date fair value, is recognised over the vesting period as an increase
to investment in subsidiary undertakings, with a corresponding credit to equity.
(t)
Right-of-use assets
A right-of-use asset is recognised at the commencement date of a lease. The right-of-use asset is measured at cost,
which comprises the initial amount of the lease liability, adjusted for, as applicable, any lease payments made at or
before the commencement date net of any lease incentives received, any initial direct costs incurred, and, except
where included in the cost of inventories, an estimate of costs expected to be incurred for dismantling and removing
the underlying asset, and restoring the site or asset.
Right-of-use assets are depreciated on a straight-line basis over the unexpired period of the lease or the estimated
useful life of the asset, whichever is the shorter. Where the Group expects to obtain ownership of the leased asset
at the end of the lease term, the depreciation is over its estimated useful life. Right-of use assets are subject to
impairment or adjusted for any remeasurement of lease liabilities.
The Group has elected not to recognise a right-of-use asset and corresponding lease liability for short-term leases
with terms of 12 months or less and leases of low-value assets. Lease payments on these assets are expensed to
profit or loss as incurred.
(u)
Lease liabilities
A lease liability is recognised at the commencement date of a lease. The lease liability is initially recognised at the
present value of the lease payments to be made over the term of the lease, discounted using the interest rate implicit
in the lease or, if that rate cannot be readily determined, the Group's incremental borrowing rate. Lease payments
comprise of fixed payments less any lease incentives receivable, variable lease payments that depend on an index
or a rate, amounts expected to be paid under residual value guarantees, exercise price of a purchase option when
the exercise of the option is reasonably certain to occur, and any anticipated termination penalties. The variable
lease payments that do not depend on an index or a rate are expensed in the period in which they are incurred.
Lease liabilities are measured at amortised cost using the effective interest method. The carrying amounts are
remeasured if there is a change in the following: future lease payments arising from a change in an index or a rate
used; residual guarantee; lease term; certainty of a purchase option and termination penalties. When a lease liability
is remeasured, an adjustment is made to the corresponding right-of use asset, or to profit or loss if the carrying
amount of the right-of-use asset is fully written down.
(v)
Share-based payments
Equity-settled and cash-settled share-based compensation benefits are provided to employees.
Equity-settled transactions are awards of shares, performance rights or options over shares, that are provided to
employees in exchange for the rendering of services. Cash-settled transactions are awards of cash for the exchange
of services, where the amount of cash is determined by reference to the share price.
The cost of equity-settled transactions are measured at fair value on grant date. Fair value is independently
determined using either the Binomial or Black-Scholes option pricing model that takes into account the exercise
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
54
NOTE 1: STATEMENT OF MATERIAL ACCOUNTING POLICIES (continued)
price, the term of the option, the impact of dilution, the share price at grant date and expected price volatility of the
underlying share, the expected dividend yield and the risk free interest rate for the term of the option, together with
non-vesting conditions that do not determine whether the Group receives the services that entitle the employees to
receive payment. No account is taken of any other vesting conditions.
The cost of equity-settled transactions are recognised as an expense with a corresponding increase in equity over
the vesting period. The cumulative charge to profit or loss is calculated based on the grant date fair value of the
award, the best estimate of the number of awards that are likely to vest and the expired portion of the vesting period.
The amount recognised in the statement of profit or loss and other comprehensive income for the period is the
cumulative amount calculated at each reporting date less amounts already recognised in previous periods.
The cost of cash-settled transactions is initially, and at each reporting date until vested, determined by applying
either the Binomial or Black-Scholes option pricing model, taking into consideration the terms and conditions on
which the award was granted. The cumulative charge to profit or loss until settlement of the liability is calculated as
follows:
•
during the vesting period, the liability at each reporting date is the fair value of the award at that date
multiplied by the expired portion of the vesting period.
•
from the end of the vesting period until settlement of the award, the liability is the full fair value of the
liability at the reporting date.
All changes in the liability are recognised in the statement of profit or loss and other comprehensive income. The
ultimate cost of cash-settled transactions is the cash paid to settle the liability.
Market conditions are taken into consideration in determining fair value. Therefore, any awards subject to market
conditions are considered to vest irrespective of whether or not that market condition has been met, provided all
other conditions are satisfied.
If equity-settled awards are modified, as a minimum an expense is recognised as if the modification has not been
made. An additional expense is recognised, over the remaining vesting period, for any modification that increases
the total fair value of the share-based compensation benefit as at the date of modification.
If the non-vesting condition is within the control of the Group or employee, the failure to satisfy the condition is treated
as a cancellation. If the condition is not within the control of the Group or employee and is not satisfied during the
vesting period, any remaining expense for the award is recognised over the remaining vesting period, unless the
award is forfeited.
If equity-settled awards are cancelled, it is treated as if it has vested on the date of cancellation, and any remaining
expense is recognised immediately. If a new replacement award is substituted for the cancelled award, the cancelled
and new award is treated as if they were a modification.
(w)
Financial assets at fair value through other comprehensive income
Financial assets 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.
The fair value was determined in line with the requirements of AASB 9, which does not allow for measurement at
cost. 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.
Investments in equity instruments that are not held for trading are eligible for an irrevocable election at inception to
be measured at fair value through other comprehensive income (FVOCI). The Group made the irrevocable election
to account for the investment in unlisted and listed equity securities at fair value through other comprehensive income
(FVOCI).
Under FVOCI, the subsequent movements in fair value are recognised in other comprehensive income and are
never reclassified to profit or loss. Dividends from these investments continue to be recorded as other income within
the profit or loss unless the dividend clearly represents return of capital. Any gains or losses recognised in other
comprehensive income (OCI) net of income tax, are not recycled upon derecognition of the asset.
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
55
NOTE 2: GAIN ON SALE OF ASSETS
Note
2024
2023
$
$
(i) Sale of tenements and plant and equipment to Genesis:
Consideration received
Cash
15,000,000
-
Fair value of 21,917,532 shares in Genesis
11
38,500,000
-
53,500,000
-
Less carrying value of assets sold
12
(313,190)
-
53,186,810
-
Reversal of rehabilitation provision relating to assets sold
1,450,000
-
54,636,810
-
(ii) Proceeds from sale of other tenements
30,000
-
54,666,810
-
NOTE 3: EXPENSES
Included in the loss for the year are the following items of expense:
2024
2023
$
$
Short term rentals
50,949
62,086
NOTE 4: INCOME TAX
The prima facie income tax expense on pre-tax accounting loss from operations reconciles to the income tax
benefit in the financial statements as follows:
2024
2023
$
$
Profit / (loss) before income tax
37,538,601
(8,947,288)
Income tax (expense) / gain calculated at 25% (2023: 30%)
(9,384,650)
2,684,186
Tax effect of amounts which are not deductible/(taxable) in
calculating taxable loss:
•
Effect of expenses that are not deductible in
determining taxable loss
(56,629)
(122,150)
•
Effect of unused tax losses and tax offsets not
recognised as deferred tax assets
-
(2,562,036)
Income tax expense on taxable items
(9,441,279)
-
•
Income tax benefit from utilisation of carried forward
losses for continuing operations not previously
booked
9,441,279
-
•
Income tax benefit from utilisation of carried forward
losses for items included in other comprehensive
income
(a)
6,137,708
-
Income tax benefit reported in the consolidated statement of
profit or loss and other comprehensive income
6,137,708
-
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
56
NOTE 4: INCOME TAX (continued)
2024
2023
$
$
Other comprehensive income:
Gain / (losses) on the revaluation of equity instruments at
FVOCI
28,198,537
(3,568,397)
Income tax (expense) / benefit calculated at 25% (2023:
30%)
(7,049,634)
1,070,519
Tax effect of amounts which are not deductible/(taxable) in
calculating taxable income:
•
Effect of income that is not assessable in determining
taxable income
911,926
-
•
Tax benefit of losses not booked
-
(1,070,519)
Income tax expense on taxable other comprehensive income
items
(a)
(6,137,708)
-
The tax rate used in the above reconciliation is the corporate tax rate of 25% payable by Australian corporate entities
on taxable profits under Australian tax law on the basis that the Company is eligible to be classified as a base rate
entity.
The Company and its subsidiaries are part of an income tax consolidated group. The tax effect of the Company’s
unused tax losses arising in Australia including the current year losses are $6,400,258 (2023: $26,375,095). These
tax losses are available indefinitely for offset against future taxable profits, subject to the Company passing the
regulatory tests for continued use of the tax losses.
During the year the Company recorded several transactions that resulted in the creation of a taxation liability of
$15,578,988. The Company has determined that it is able to utilise carried forward losses to offset this taxation
liability relying on satisfying either the continuity of ownership test or the business continuity test.
The tax-effect of the Company’s carried forward losses are reconciled as follows:
2024
2023
$
$
Opening balance (30%)
26,375,095
23,813,059
Restate to base rate entity tax rate of 25%
(4,395,849)
-
21,979,246
23,813,059
Additional losses created during the year
-
2,562,036
Carried forward losses utilised during the year
(15,578,988)
-
Closing balance
6,400,258
26,375,095
NOTE 5: SEGMENT REPORTING
Operating segments are identified on the basis of internal reports about components of the Group that are reviewed
by the chief operating decision maker (deemed to be the Board of Directors) in order to allocate resources to the
segment and assess its performance. During the period, the Group operated predominantly in one business and
geographical segment being mineral exploration in Australia. Accordingly, under the “management approach”
outlined, only one operating segment has been identified and no further disclosure is required in the notes.
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
57
NOTE 6: EARNINGS PER SHARE
2024
2023
Cents per
share
Cents per
share
Basic/diluted earnings / (loss) per share
3.71
(0.84)
The profit / (loss) and weighted average number of ordinary shares used in the calculation of basic/diluted earnings
/ (loss) per share is as follows:
$
$
Profit / (Loss) for the year
43,676,309
(8,947,288)
Weighted average number of ordinary shares for the
purpose of basic/dilutive earnings per share
1,178,150,548
1,065,607,719
The potential ordinary shares that could be dilutive in the future are the options discussed at Note 16.
NOTE 7: DIVIDENDS
No dividends have been paid or declared since the start of the financial year and the directors do not recommend
the payment of a dividend in respect of the financial year.
NOTE 8: CASH AND CASH EQUIVALENTS
Cash and cash equivalents as shown in the statement of cash flows is reconciled to the related items in the statement
of financial position as follows:
2024
2023
$
$
Cash at bank and on hand
16,805,800
968,196
Short term deposits
-
3,500,000
16,805,800
4,468,196
Cash at bank earns interest at floating rates based on daily bank deposit rates.
Short-term deposits are made for varying periods of between one day and 6 months, depending on the immediate
cash requirements of the Group, and earn interest at the respective short-term deposit rates.
Reconciliation of net profit / (loss) for the year to net cash flows from operating activities
2024
2023
$
$
Net profit / (loss) for the year
43,676,309
(8,947,288)
Depreciation and amortisation of non-current assets
80,426
137,335
Impairment of plant and equipment
9,367,660
-
Gain on sale of plant and equipment
(54,666,810)
-
Income tax benefit brought to account
(6,137,708)
-
(Increase)/decrease in assets:
Trade and other receivables and prepayments
(601,034)
14,906
Increase/(decrease) in liabilities:
Trade and other payables
450,786
6,482
Provisions
(261,074)
-
Net cash outflow from operating activities
(8,091,445)
(8,788,565)
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
58
NOTE 8: CASH AND CASH EQUIVALENTS (continued)
Reconciliation of financing cashflows to financial liabilities.
On 24 January 2023 the Company issued a Bearer Bond to major shareholder, Delphi AG, for $3 million. $2.910M
was received from the issuance of the bond. The Bond carried an interest rate of 8%pa.
2024
2023
$
$
Opening balance
-
-
Proceeds from borrowings
-
3,000,000
Repayment of borrowings
-
(3,000,000)
Closing balance
-
-
NOTE 9: TRADE AND OTHER RECEIVABLES
2024
2023
$
$
Interest receivable
545,728
-
Other debtors (GST)
75,814
29,904
Other debtors
9,745
-
631,287
29,904
There are no past due amounts at the reporting date.
NOTE 10: OTHER ASSETS
2024
2023
$
$
Current
Prepayment – others
72,308
72,657
72,308
72,657
NOTE 11: FINANCIAL ASSETS
2024
2023
$
$
Current
Long-term deposits (i)
50,030,000
-
Financial assets measured at fair value through other
comprehensive income (ii)
17,246,967
-
Loans to other entities (iii)
1,000,000
68,276,967
-
Non-Current
Financial assets measured at fair value through other
comprehensive income
-
7,142,038
-
7,142,038
(i)
Long-term deposits are made for varying periods between 6 and 12 months, depending on the future cash
requirements of the Group, and earn interest at the respective term deposit rates.
(ii) Financial assets comprise shares in public listed companies and unlisted companies and units in unlisted
trusts They are measured at fair value through other comprehensive income (FVOCI). Refer to Note 19
for details of the fair value hierarchy.
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
59
NOTE 11: FINANCIAL ASSETS (continued)
2024
2023
$
$
Movements in FVOCI investments for the year:
Balance at 1 July 2023
7,142,038
-
Purchases of investments
621,818
10,710,435
Fair value gain on receipt of GMD shares as consideration for
sale of DCN shares (a)
17,560,933
-
Consideration received from sale of various shares - cash
(57,215,426)
-
Fair value of GMD shares received as consideration on sale of
tenements
38,500,000
-
Fair value gain / (loss) (net) on revaluation of shares at the end
of the year (a)
10,637,604
(3,568,397)
Balance 30 June 2024
17,246,967
7,142,038
(a) Total fair value gain /(loss) before tax as shown as other
comprehensive income
28,198,537
(3,568,397)
(iii) During the year, the Company announced that it had agreed to merge with PNX Metals Limited (PNX) by
way of a Scheme of Arrangement. To assist with PNX’s transaction costs and working capital requirements
during the transaction implementation, PNX and the Company entered into an unsecured loan agreement
pursuant to which the Company agreed to provide PNX with a loan of up to $1.5M. The loan was unsecured
and was to be repaid at the earlier of nine months after the date of the drawdown, 45 days after PNX
received a demand from the Company in the event of a change of control event, or 120 days after
termination of the Scheme Implementation Deed.
At balance date, the Company had advanced PNX an amount of $1M. As disclosed in Note 23, on 11
September 2024, the Company completed the merger with PNX, which resulted in PNX and its subsidiaries
becoming wholly owned subsidiaries of the Company, As a result, the loan to PNX would eliminate when
PNX is consolidated into the Group.
NOTE 12: PROPERTY, PLANT AND EQUIPMENT
Freehold
land and
buildings
Assets in
construction
Plant and
equipment
Motor Vehicles
Total
$
$
$
$
$
Balance at 1 July 2022
2,854,951
6,892,144
244,403
179,126
10,170,624
Additions
-
-
16,239
-
16,239
Disposal
-
-
-
-
-
Depreciation charge for the year
(35,950)
-
(65,560)
(35,825)
(137,335)
Balance at 30 June 2023
2,819,001
6,892,144
195,082
143,301
10,049,528
Additions
153,371
-
41,188
-
194,559
Impairments (i)
(2,466,906)
(6,892,144)
(8,610)
-
(9,367,660)
Disposal (i)
(229,208)
-
(83,982)
-
(313,190)
Depreciation charge for the year
(17,477)
-
(34,289)
(28,660)
(80,426)
Balance at 30 June 2024
258,781
-
109,389
114,641
482,811
Cost
2,792,335
6,892,144
660,850
400,692
10,746,021
Accumulated Depreciation
(2,533,554)
(6,892,144)
(551,461)
(286,051)
(10,263,210)
Balance at 30 June 2024
258,781
-
109,389
114,641
482,811
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
60
NOTE 12: PROPERTY, PLANT AND EQUIPMENT (continued)
(i)
Impairments
On 8 February 2024 the Company completed a transaction that it had entered into with Genesis Minerals Limited
(Genesis) on 13 December 2023.
The transaction was an Asset Sale Agreement (ASA) where the Company sold 16 tenements including 610,000
ounces of gold bearing ore resources and various items of plant and equipment that were on the tenure to Genesis
for $15,000,000 in cash and 21,917,532 un-escrowed Genesis shares. The transaction has resulted in a gain from
the disposal of the assets subject to the ASA of $54,636,810 (See Note 2).
On 8 February 2024, the Company handed over ownership and rights in the 16 mineral tenements along with
610,000oz of gold bearing ore resources and certain items of plant and equipment valued in the ASA at $313,190
(see Note 2).
The following adjustments resulted from this transaction:
Plant and Equipment impairment
Property Plant and Equipment included in the Genesis ASA that was previously recorded at $4,019,154 had an
ascribed value in the ASA of $313,190 requiring an impairment charge of $3,705,964 which was recorded in the 31
December 2023 half-year financial report.
Remaining Leonora Gold Plant and Equipment that was not included in the ASA and was carried in the statement
of financial position at $5,661,696 has been determined by the Directors to have Nil value remaining requiring an
impairment charge of $5,661,696.
The total impairment charge for Property, Plant and Equipment was $9,367,660.
Restoration and Rehabilitation Provision adjustment (Note 14)
The ASA has resulted in a portion of the restoration and rehabilitation provision relating to the tenements sold to
Genesis being transferred to Genesis. This portion has been calculated at $1,450,000, and has been adjusted at
balance date.
The useful life of the assets was estimated as follows for both 2024 and 2023:
Buildings
5 to 25 years
Plant and equipment
5 to 20 years
Motor vehicles
5 years
Computer equipment
2 to 3 years
Mine properties (Assets in construction)
Amortised over units of production
The Cardinia Gold Project (CGP) includes the freehold land and buildings and assets in construction. Assets in
construction comprise components that were to be included in the CGP gold processing plant. All assets in
construction have been fully impaired to Nil value.
NOTE 13: EXPLORATION AND EVALUATION EXPENDITURE
2024
2023
$
$
Exploration and evaluation expenditure expensed to the
statement of profit or loss and other comprehensive income
in the current period
(4,870,129)
(6,932,308)
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
61
NOTE 14: TRADE AND OTHER PAYABLES
2024
2023
$
$
Current
Trade payables (i)
586,970
134,302
Other payables and accrued expenses
100,954
322,436
Annual leave
104,859
146,333
792,783
603,071
(i)
Trade payables are non-interest bearing and are normally settled on 30-day terms.
NOTE 15: PROVISIONS
2024
2023
$
$
Non-Current
Restoration and rehabilitation provision
1,450,000
2,900,000
1,450,000
2,900,000
Opening balance
2,900,000
2,900,000
Reduction in provision due to sale of tenure
12
(1,450,000)
-
Closing balance
1,450,000
2,900,000
Patronus has an obligation for certain rehabilitation activities from historical exploration and mining activities. A
closure cost estimate for these activities has been prepared based on the following:
•
All historical areas of disturbance have been incorporated in this calculation.
•
Each historical disturbance has been planned for the type of activities to complete the rehabilitation of that
disturbance.
•
The unit rates used to estimate the cost of rehabilitation for each type of rehabilitation activity has not changed
from the prior years’ estimate.
•
The unit rates assume local Leonora operators conduct the activities.
•
The provision though relating to historical activities is not current as it is anticipated that the rehabilitation will
not occur until throughout and at the end of the proposed mine life. The available resources support a possible
8-year life of mine.
•
The provision is adequately and appropriately estimated at $1.450M.
•
Current exploration areas are rehabilitated at the end of the exploration program (within 6 months in accordance
with POW conditions).
The closure costs have been discounted using a 5% (2023:4.0%) discount rate.
NOTE 16: ISSUED CAPITAL
2024
2023
$
$
Ordinary shares issued and fully paid
116,031,688
116,031,688
Ordinary shares entitle the holder to participate in dividends and the proceeds on winding up of the Company in
proportion to the number of and amounts paid on the shares held.
On a show of hands every holder of ordinary shares present at a meeting in person or by proxy, is entitled to one
vote, and upon a poll each share is entitled to one vote.
Ordinary shares have no par value and the Company does not have a limited amount of authorised capital.
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
62
NOTE 16: ISSUED CAPITAL (continued)
Movement in ordinary shares on issue
2024
2023
No.
$
No.
$
Movements in ordinary shares
Balance at beginning of year
1,178,150,548
116,031,688
866,133,947
95,694,551
Rights issues / SPP
-
-
182,116,601
11,066,165
Placement of shares
-
-
129,900,000
9,742,500
Share issue costs
-
-
-
(471,528)
Balance at end of year
1,178,150,548
116,031,688
1,178,150,548
116,031,688
NOTE 17: OPTIONS AND PERFORMANCE RIGHTS
Movement in options on issue
2024
2023
No.
Weighted
average exercise
price
$
No.
Weighted
average exercise
price
$
Balance at the beginning of the year
2,000,000
0.243
6,000,000
0.914
Options issued
-
-
-
-
Options cancelled on expiry (i) (ii)
(2,000,000)
0.243
(4,000,000)
1.250
Balance at the end of the year
-
-
2,000,000
0.243
i.
2024 - 2,000,000 Unlisted options with an exercise price of $0.2433 expired unexercised on 2 December
2023.
ii.
2023 - 4,000,000 Unlisted options with an exercise price of $1.25 expired unexercised on 15 September
2022.
Movement in performance rights on issue
Mr Andrew Munckton, Mr Stephen Jones, Mrs Leah Moore and Mr Chad Moloney previously had Annual Long
Term Incentives (LTI) included in their employment contracts.
No performance rights were issued during the year.
All performance rights were cancelled during the year. None of these performance rights had vested and no
expense had been recorded in the past in respect of these rights.
NOTE 18: RESERVES
Share-based payments reserve
The reserve is used to record the value of options and performance rights issued to employees as part of their
remuneration.
Financial asset fair value movement reserve
This reserve is used to recognise increments and decrements in the fair value of financial assets at fair value
through other comprehensive income.
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
63
NOTE 19: FINANCIAL INSTRUMENTS
Capital risk management
The Group manages its capital to ensure that entities in the Group will be able to continue as a going concern while
maximising the return to stakeholders through the optimisation of the debt and equity balance.
The Group’s overall strategy remains unchanged. The capital structure of the Group consists of cash and cash
equivalents and equity attributable to equity holders of the parent, comprising issued capital, reserves and retained
earnings.
None of the Group’s entities are subject to externally imposed capital requirements.
Operating cash flows are used to maintain and expand operations, as well as to make routine expenditures such as
tax, dividends and general administrative outgoings.
Gearing levels are reviewed by the Board on a regular basis in line with its target gearing ratio, the cost of capital
and the risks associated with each class of capital.
Categories of financial instruments
2024
2023
$
$
Financial assets
Cash and cash equivalents
16,775,800
4,468,196
Term deposits
50,030,000
-
Investment in public listed and private companies
17,246,967
7,142,038
Loans to public listed companies
1,000,000
-
85,052,767
11,610,234
Financial liabilities
Trade and other payables
687,924
366,237
687,924
366,237
The fair values of the Company’s financial assets and liabilities approximate their carrying values.
Financial risk management objectives
The Group is exposed to market risk (including currency risk, fair value interest rate risk and price risk), credit risk,
liquidity risk and cash flow interest rate risk.
The Group seeks to minimise the effect of these risks, where the risk is significant to the performance of the Group,
by using derivative financial instruments to hedge these risk exposures. The use of financial derivatives is governed
by the Group’s policies approved by the board of directors, which provide written principles on foreign exchange
risk, interest rate risk, credit risk, the use of financial derivatives and non-derivative financial instruments, and the
investment of excess liquidity. Compliance with policies and exposure limits is reviewed by management on a
continuous basis. The Group does not enter into or trade financial instruments, including derivative financial
instruments, for speculative purposes.
Market risk
The Company is not materially impacted by market risk other than share price risk related to future capital raisings.
There has been no other change to the Company’s exposure to market risks or the manner in which it manages and
measures the risk from the previous period.
Interest rate risk management
The Company and the Group are exposed to interest rate risk as entities in the Group borrow funds at both fixed
and floating interest rates. The Group does not consider floating rate borrowings to be material.
Equity price risk
The Company and the Group are exposed to equity price risk through its investments in other listed and unlisted
companies and units in unlisted trusts. The Group considers this risk to be material but manageable by monitoring
movements in the quoted prices (unadjusted) in active markets for identical assets.
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
64
NOTE 19: FINANCIAL INSTRUMENTS (continued)
Credit risk management
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to
the Group. The Group has adopted a policy of only dealing with creditworthy counterparties and obtaining sufficient
collateral where appropriate, as a means of mitigating the risk of financial loss from defaults. The Group only
transacts with entities that are rated the equivalent of investment grade and above. This information is supplied by
independent rating agencies where available and, if not available, the Group uses publicly available financial
information and its own trading record to rate its major customers. The Group’s exposure and the credit ratings of
its counterparties are continuously monitored and the aggregate value of transactions concluded is spread amongst
approved counterparties. Credit exposure is controlled by counterparty limits that are reviewed and approved by
the risk management committee annually.
The Group does not have any significant credit risk exposure to any single counterparty or any Group of
counterparties having similar characteristics. The credit risk on liquid funds and derivative financial instruments is
limited because the counterparties are banks with high credit ratings assigned by international credit rating agencies.
The carrying amount of financial assets recorded in the financial statements, net of any allowance for losses,
represents the Group’s maximum exposure to credit risk without taking account of the value of any collateral
obtained.
Liquidity risk management
Ultimate responsibility for liquidity risk management rests with the board of directors, who have built an appropriate
liquidity risk management framework for the management of the Group’s short, medium and long-term funding and
liquidity management requirements. The Group manages liquidity risk by maintaining adequate reserves, banking
facilities and reserve borrowing facilities by continuously monitoring forecast and actual cash flows and matching
the maturity profiles of financial assets and liabilities.
Fair value measurement
Financial assets and financial liabilities measured at fair value in the statement of financial position are grouped into
three levels of a fair value hierarchy.
Valuation techniques are selected based on the characteristics of each instrument, with the overall objective of
maximising the use of market-based information. The finance team reports directly with the Board. Valuation
processes and fair value changes are discussed among the Board at least every year, in line with the Group’s
reporting dates.
The investment of $16,746,967 (2023: $7,142,038) in public listed companies (Note 11) is a Level 1 investment in
the fair value hierarchy, as the fair value is based on quoted prices in an active market. The remaining balance of
$500,000 represents units in an unlisted trust, which is a level 2 investment.
The following table details the Company’s and the Group’s expected contractual maturity for its non-derivative
financial liabilities. These have been drawn up based on undiscounted contractual maturities of the financial liabilities
based on the earliest date the Group can be required to repay. The tables include both interest and principal cash
flows.
Weighted
average
interest
rate
Less than
1 month
1 – 3
months
3 months
– 1 year
1 – 5
years
5+ years
30 June 2023
%
$
$
$
$
$
Trade and other payables
-
603,071
-
-
-
-
-
603,071
-
-
-
-
30 June 2024
Trade and other payables
-
687,924
-
-
-
-
-
687,924
-
-
-
-
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
65
NOTE 20: COMMITMENTS AND CONTINGENCIES
Exploration expenditure commitments
The Group has certain commitments to meet minimum expenditure requirements on the mineral exploration assets
it has an interest in. Outstanding exploration commitments are as follows:
2024
2023
$
$
Within one year
3,172,400
3,424,720
After one year but not more than five years
-
-
More than five years
-
-
3,172,400
3,424,720
Contingencies
The Company has entered into various agreements that include royalty obligations in the event that certain
parameters are achieved. These parameters are production based such that the royalty is only paid when
production is made.
Other than as discussed above the Company has no further contingent liabilities or assets for the years ended 30
June 2024 or 30 June 2023.
NOTE 21: RELATED PARTY DISCLOSURE
The consolidated financial statements include the financial statements of all companies in the Consolidated Entity
Disclosure Statement listed in the following table.
Consolidated Entity Disclosure Statement
Country of
incorporation
% Equity interest
Parent Investment
Entity
2024
2023
2024
2023
%
%
$
$
Patronus Resources Limited
Australia
n/a
n/a
-
-
Navigator Mining Pty Ltd
Australia
100
100
56,076,981
55,145,517
Leonora Gold Plant Holdings Pty Ltd
Australia
100
100
2,011
1,703
Leonora Gold Plant Pty Ltd
Australia
100
100
11,103,991
11,103,684
Kin East Pty Ltd
Australia
100
100
5,806,133
5,516,626
Kin West WA Pty Ltd
Australia
100
100
7,874,480
7,147,401
Kin Tenement Holdings Pty Ltd
Australia
100
100
1,757
1,449
Patronus Invest Pty Ltd1
Australia
100
100
500,000
-
1 Patronus Invest Pty Ltd was incorporated during the year on 14 May 2024.
Patronus Resources Limited is the ultimate Australian parent entity and ultimate parent of the Group.
Balances and transactions between the Company and its subsidiaries, which are related parties of the Company,
have been eliminated on consolidation and not disclosed in this note. Details of transactions between the Group and
other related entities are disclosed below.
Other transactions with related parties
Pathways Corporate Pty Ltd, a company of which Mr. Graziano is a Director, charged the Group director fees of
$51,515 (2023: $63,648), excluding GST, none of which was outstanding at 30 June 2024 (2023: Nil). No interest
was payable or accrued.
Burra Woolshed Investments Pty Ltd, a company of which Mr. Anderson is a Director, charged the Group director
fees of $50,123 (2023: $47,736), excluding GST, none of which was outstanding at 30 June 2024 (2023: Nil) and
provided executive service fees of $172,250 (2023: $10,000), excluding GST, none of which was outstanding at 30
June 2024 (2023: Nil). No interest was payable or accrued.
Value Consult, a company of which Mr. Plaggemars is a Director, charged the Group director fees of $50,665 (2023:
$47,736), excluding GST, none of which was outstanding at 30 June 2024 (2023: Nil). No interest was payable or
accrued.
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
66
SJ Projects Pty Ltd, a company of which Mr. Jones is a Director, charged the Group executive service fees of
$152,200 (2023: Nil), excluding GST, none of which was outstanding at 30 June 2024 (2023: Nil). No interest was
payable or accrued.
NOTE 22: PARENT ENTITY DISCLOSURES
Financial position
2024
2023
$
$
Assets
Current assets
67,509,395
4,570,757
Financial assets
17,746,967
7,142,038
Non-current assets
46,789
21,986
Total assets
85,303,151
11,734,781
Liabilities
Current liabilities
792,783
603,071
Total liabilities
792,783
603,071
Equity
Issued capital
116,031,688
116,031,688
Reserves
20,523,003
(1,537,826)
Accumulated losses
(51,068,933)
(103,632,152)
Total equity
84,510,368
11,131,710
Financial performance
2024
2023
$
$
Profit / (loss) for the year
30,754,541
(8,847,507)
Other comprehensive income / (loss)
20,833,287
(3,568,397)
Total comprehensive income / (loss)
51,587,829
(12,415,904)
The Parent Entity (Patronus Resources Limited) has no commitments or contingencies other than as disclosed in
these Notes to the Consolidated Financial Statements.
NOTE 23: AUDITOR’S REMUNERATION
The auditor of Patronus Resources Limited is HLB Mann Judd.
2024
2023
$
$
Auditor of the parent entity
Audit or review services
59,951
59,956
59,951
59,956
NOTE 24: KEY MANAGEMENT PERSONNEL
The aggregate compensation made to key management personnel of the Group is set out below:
2024
2023
$
$
Short-term employee benefits
2,365,542
1,544,415
Post-employment benefits
66,318
106,355
Share based payments
-
-
2,431,860
1,650,770
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
67
NOTE 25: SUBSEQUENT EVENTS
On 3 July 2024 the Company entered into a lease of new premises. The lease has a term of 3 years with an annual
rental of $141,291 and an option to extend for a further 2 years.
On 14 August 2024 the Company officially changed its name to Patronus Resources Limited and its company type
to a company limited by shares (from a no liability company) and changed its constitution accordingly.
On 11 September 2024 the Company completed a Merger with PNX Metals Limited via a Scheme of Arrangement
that was initially announced on 15 April 2024. The completion of the merger resulted in PNX Metals Limited and its
subsidiary Wellington Pty Ltd becoming 100% owned subsidiaries of the Patronus Resources Limited Group. PNX
Metals Limited and Wellington Pty Ltd will be consolidated into the Group from 11 September 2024. The purchase
prices will be allocated in accordance with the AASB 6 Exploration for and evaluation of mineral resources and in
accordance with the Groups accounting policies (see Note 1). Consideration paid to shareholders of PNX Metals
Limited on 11 September 2024 was 459,247,256 shares in the Company.
On 16 September 2024, the Company announced significant gold intersections from extensional drilling at the
Rangoon-Collymore trend and the Cardinia Hill deposit, both of which form part of the East Cardinia project in the
Leonora district.
There have been no additional matters or circumstances that have arisen after balance date that have 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.
CONSOLIDATED ENTITY
DISCLOSURE STATEMENT
68
PATRONUS RESOURCES LIMITED
ABN 30 150 597 541
AND CONTROLLED ENTITIES
Name of Entity
Type of Entity
Trustee,
partners,
participant
JV
% of
Share
Capital
County
Incorporated
Residency
Foreign
Jurisdiction
Patronus Resources Limited
Body Corporate
n/a
n/a
Australia
Australian
n/a
Navigator Mining Pty Ltd
Body Corporate
n/a
100%
Australia
Australian
n/a
Leonora Gold Plant Holdings
Pty Ltd
Body Corporate
n/a
100%
Australia
Australian
n/a
Leonora Gold Plant Pty Ltd
Body Corporate
n/a
100%
Australia
Australian
n/a
Kin East Pty Ltd
Body Corporate
n/a
100%
Australia
Australian
n/a
Kin West WA Pty Ltd
Body Corporate
n/a
100%
Australia
Australian
n/a
Kin Tenement Holdings Pty
Ltd
Body Corporate
n/a
100%
Australia
Australian
n/a
Patronus Invest Pty Ltd
Body Corporate
n/a
100%
Australia
Australian
n/a
69
DIRECTORS’ DECLARATION
1.
In the opinion of the directors of Patronus Resources Limited (the ‘Company’):
a.
the accompanying financial statements and notes 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 2024 and of its
performance for the year then ended; and
ii.
complying with Australian Accounting Standards, the Corporations Regulations 2001,
professional reporting requirements and other mandatory requirements.
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.
c.
the financial statements and notes thereto are in accordance with International Financial Reporting
Standards issued by the International Accounting Standards Board.
d.
the Consolidated Entity Disclosure Statement is true and correct as at 30 June 2024.
2.
This declaration has been made after receiving the declarations required to be made to the directors in
accordance with Section 295A of the Corporations Act 2001 for the financial year ended 30 June 2024.
This declaration is signed in accordance with a resolution of the board of directors.
Executive Chairman
Dated this 26th day of September 2024
70
INDEPENDENT AUDITOR’S REPORT
To the Members of Patronus Resources Limited (formerly Kin Mining NL)
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of Patronus Resources Limited (“the Company”) and its controlled
entities (“the Group”), which comprises the consolidated statement of financial position as at 30 June 2024,
the consolidated statement of profit or loss and other comprehensive income, the consolidated statement of
changes in equity and the consolidated statement of cash flows for the year then ended, notes to the financial
statements, including material accounting policy information, the consolidated entity disclosure statement
and the directors’ declaration.
In our opinion, the accompanying financial report of the Group is in accordance with the Corporations Act
2001, including:
(a) giving a true and fair view of the Group’s financial position as at 30 June 2024 and of its financial
performance for the year then ended; and
(b) complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for Opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those
standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Report section
of our report. We are independent of the Group in accordance with the auditor independence requirements
of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical
Standards Board’s APES 110 Code of Ethics for Professional Accountants (including Independence
Standards) (“the Code”) that are relevant to our audit of the financial report in Australia. We have also fulfilled
our other ethical responsibilities in accordance with the Code.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our
audit of the financial report of the current period. These matters were addressed in the context of our audit
of the financial report as a whole, and in forming our opinion thereon, and we do not provide a separate
opinion on these matters.
We have determined the matters described below to be the key audit matters to be communicated in our
report.
71
Key Audit Matter
How our audit addressed the key audit
matter
Sale of assets and related impairment considerations
Refer to Notes 2, 12 and 15
On 8 February 2024, the Group completed a transaction
resulting from entering into an Asset Sale Agreement
(“ASA”) with Genesis Minerals Limited (“Genesis”) for the
sale of certain of the Group’s tenements (including 610,000
oz of gold bearing ore resources), plant and equipment
located at the Group’s Cardinia Gold Project (“CGP”).
Consideration for the sale comprised cash and shares in
Genesis and resulted in a gain on sale of $54.6m.
The Group recorded an impairment charge of $3.7m in the
financial report for the half-year ended 31 December 2023
in respect of the above transaction. The Group also
reviewed the carrying value of the remaining assets located
at CGP, and as a result, a further impairment charge of
$5.7m was recorded at 30 June 2024.
We considered the accounting implications of the above
transaction to be a key audit matter due to the assets
disposed of representing a significant asset of the Group,
the matter is important to the users’ understanding of the
financial statements as a whole, and this was an area which
involved the most audit effort and communication with those
charged with governance.
Our procedures included but were not
limited to the following:
-
We reviewed the terms of the ASA in
detail;
-
We
considered
management’s
measurement
of
the
consideration
received from the sale, including the
value of the Genesis shares received as
part of the consideration;
-
We agreed the calculation of the
resulting gain on sale, including the
income tax implications;
-
We obtained an understanding of the
key
processes
associated
with
management’s review of the carrying
value of the CGP assets disposed of, as
well as the remaining CGP assets; and
-
We assessed the appropriateness of the
disclosures included in the financial
report.
Fair value gain on financial assets
Refer to Note 11
During the current year, the Group acquired a significant
number of shares in Genesis as a result of the transaction
noted in the above key audit matter. The Group also
disposed of a portion of those Genesis shares, as well as
shares in other investments. The Group has designated
all investments in public listed companies and units in
unlisted trusts at fair value through other comprehensive
income. This means that all fair value gains and losses
(realised and unrealised) are recorded in the financial
asset fair value movement reserve.
We considered the movements in financial assets at fair
value through other comprehensive income to be a key
audit matter due to the movements in this asset category,
representing acquisitions, disposals and fair value gains
and losses, resulting in significant balances in the financial
asset fair value movement reserve. In addition, this area
is important to the users’ understanding of the financial
statements as a whole, and it involved significant audit
effort and communication with those charged with
governance.
Our procedures included but were not
limited to the following:
-
We reviewed all material acquisitions
and disposals of these financial assets
during the year;
-
We agreed a sample of acquisitions to
supporting documentation and bank
statements;
-
We agreed a sample of disposals to
supporting documentation and bank
statements, as well as recalculating the
gain or loss on disposal;
-
We agreed the fair value adjustment of
all investments existing at balance date
with reference to quoted market prices
or
other
measurement
bases
as
determined by the fair value hierarchy;
-
We considered the income tax effect of
the recorded fair value gains; and
-
We assessed the appropriateness of the
disclosures included in the financial
report.
72
Other Information
The directors are responsible for the other information. The other information comprises the information
included in the Group’s annual report for the year ended 30 June 2024 but does not include the financial
report and our auditor’s report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not express
any form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information and, in
doing so, consider whether the other information is materially inconsistent with the financial report, or our
knowledge obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other
information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the Directors for the Financial Report
The directors of the Company are responsible for the preparation of:
(a) the financial report (other than the consolidated entity disclosure statement) that gives a true and fair
view in accordance with Australian Accounting Standards and the Corporations Act 2001; and
(b) the consolidated entity disclosure statement that is true and correct in accordance with the Corporations
Act 2001, and
for such internal control as the directors determine is necessary to enable the preparation of:
(a) the financial report (other than the consolidated entity disclosure statement) that gives a true and fair
view and is free from material misstatement, whether due to fraud or error; and
(b) the consolidated entity disclosure statement that is true and correct and is free from material
misstatement, whether due to fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the Group to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the going
concern basis of accounting unless the directors either intend to liquidate the Group or to cease operations,
or have no realistic alternative but to do so.
Auditor’s Responsibilities for the Audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from
material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our
opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted
in accordance with Australian Auditing Standards will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate,
they could reasonably be expected to influence the economic decisions of users taken on the basis of this
financial report.
73
As part of an audit in accordance with the Australian Auditing Standards, we exercise professional judgement
and maintain professional scepticism throughout the audit. We also:
−
Identify and assess the risks of material misstatement of the financial report, whether due to fraud or
error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is
sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material
misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve
collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
−
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that
are appropriate in the circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Group’s internal control.
−
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by the directors.
−
Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and,
based on the audit evidence obtained, whether a material uncertainty exists related to events or
conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we
conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to
the related disclosures in the financial report or, if such disclosures are inadequate, to modify our
opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report.
However, future events or conditions may cause the Group to cease to continue as a going concern.
−
Evaluate the overall presentation, structure and content of the financial report, including the disclosures,
and whether the financial report represents the underlying transactions and events in a manner that
achieves fair presentation.
We communicate with the directors regarding, among other matters, the planned scope and timing of the
audit and significant audit findings, including any significant deficiencies in internal control that we identify
during our audit.
We also provide the directors with a statement that we have complied with relevant ethical requirements
regarding independence, and to communicate with them all relationships and other matters that may
reasonably be thought to bear on our independence, and where applicable, actions taken to eliminate threats
or safeguards applied.
From the matters communicated with the directors, we determine those matters that were of most
significance in the audit of the financial report of the current period and are therefore the key audit matters.
We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about
the matter or when, in extremely rare circumstances, we determine that a matter should not be
communicated in our report because the adverse consequences of doing so would reasonably be expected
to outweigh the public interest benefits of such communication.
REPORT ON THE REMUNERATION REPORT
Opinion on the Remuneration Report
We have audited the Remuneration Report included within the Directors’ Report for the year ended 30 June
2024.
In our opinion, the Remuneration Report of Patronus Resources Limited for the year ended 30 June 2024
complies with Section 300A of the Corporations Act 2001.
74
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the Remuneration
Report in accordance with Section 300A of the Corporations Act 2001. Our responsibility is to express an
opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing
Standards.
HLB Mann Judd
L Di Giallonardo
Chartered Accountants
Partner
Perth, Western Australia
26 September 2024
ADDITIONAL SECURITIES EXCHANGE
INFORMATION
75
1.
Shareholding
(a)
Distribution schedule and number of holders of equity securities at
1 -1,000
1,001 -
5,000
5,001 –
10,000
10,001 –
100,000
100,001
and over
Total
Fully Paid Ordinary Shares (KIN)
297
377
525
1,716
776
3,691
The number of holders holding less than a marketable parcel of fully paid ordinary shares at 19 September 2024
is 1043.
(b)
20 largest holders of quoted equity securities as at
The names of the twenty largest holders of fully paid ordinary shares (ASX Code: KIN) as at 17 September 2024.
Rank
Name
Number
Percentage
1
Delphi Unternehmensberatung Aktiengesellschaft
693,516,311
42.35%
2
St Barbara
158,125,983
9.66%
3
Mostia Dion Nominees Pty Ltd
52,557,902
3.21%
4
Iparks Property Group Pty Ltd
50,225,311
3.07%
5
BNP Paribas Nominees (inc Hirschman, Pirie)
33,312,530
2.03%
6
BNP Paribas Noms Pty Ltd
28,786,622
1.76%
7
Sochrastem Sa-C
22,925,069
1.40%
8
Robert Leon
18,253,463
1.11%
9
SC ESA
18,253,463
1.11%
10
Ernio Eolini
18,105,698
1.11%
11
Marilei International Limited
16,996,740
1.04%
12
Mr Josephus Antonio Groot
12,359,593
0.75%
13
HSBC Custody Nominees Aust Limited
11,642,039
0.71%
14
Giuseppe Paolo Graziano
11,203,925
0.68%
15
Jetosea
10,020,364
0.61%
16
Potenza Gromadka Ltd
8,673,755
0.53%
17
Mr Luigi Antonio D'adamo + Mr Domenic Leo D'adamo
8,334,286
0.51%
18
Citicorp Nominnes Limited
7,962,659
0.49%
19
Marvyn John Fitton
7,074,472
0.43%
20
Mitchell Family Investments (Qld) Pty Ltd
6,262,840
0.38%
Total
1,194,593,025
72.96
ADDITIONAL SECURITIES EXCHANGE
INFORMATION
76
(c)
Substantial Shareholders
Holder
Shares
Percent
1
Delphi Unterehmensberatung Aktiengesellschaft
693,516.311
42.35%
2
St Barbara Limited
158,125,983
9.66%
(d)
Unquoted Securities
There are no unquoted securities on issue at 17 September 2024.
(e)
Voting Rights
Each fully paid ordinary share carries the rights of one vote per share.
(f)
Restricted Securities
There are no restricted securities under ASX imposed escrow.
(g)
On-Market Buy-Back
There is currently no on-market buy-back in place.
TENEMENT TABLE
77
TENEMENT INFORMATION AS REQUIRED BY LISTING RULE 5.3.3
MURRIN MURRIN
RANDWICK
50 kms East of Leonora
45 kms North East of Leonora
Tenement ID
Ownership
Change
Tenement ID
Ownership
Change
at end of Quarter
During Quarter
at end of Quarter
During Quarter
M39/279
66.66%
M37/1316
100%
M39/1121
100%
M37/1343
100%
M39/1136
0%
P37/8965
100%
M39/1141
0%
P37/8966
100%
P39/5112
100%
P37/8967
100%
P39/5113
100%
P37/8968
100%
P39/5176
100%
P37/8969
100%
P39/5177
100%
P37/8970
100%
P39/5178
100%
P37/8971
100%
P39/5179
100%
P37/8972
100%
P39/5180
100%
P37/8973
100%
P39/5861
100%
P37/9320
100%
P39/5862
100%
P37/9321
100%
P39/5863
100%
P37/9322
100%
P39/5864
100%
P37/9323
100%
P37/9324
100%
P37/9325
100%
MT FLORA
50 kms East North East of Leonora
Tenement ID
Ownership
Change
at end of Quarter
During Quarter
M39/1118
0%
*
P39/5859
0%
*
P39/5860
0%
*
* subject to executed sale deed yet to be completed
TENEMENT TABLE
78
DESDEMONA
PIG WELL
20 kms South of Leonora Townsite
25 kms East of Leonora Townsite
Tenement ID
Ownership
Change
Tenement ID
Ownership
Change
at end of Quarter
During Quarter
at end of Quarter
During Quarter
E37/1156
100%
P37/8948
100%
E37/1201
100%
P37/8949
100%
E37/1203
100%
P37/8950
100%
E37/1315
100%
P37/8951
100%
E37/1326
100%
P37/8952
100%
E40/283
100%
P37/8953
100%
E40/366
100%
P37/8954
100%
E40/369
100%
P37/8955
100%
M37/1380
0%
P37/8956
100%
M40/330
100%
P37/8957
100%
M40/346
100%
P37/8958
100%
P37/8500
100%
P37/8959
100%
P37/8504
100%
P37/8960
100%
P37/9657
0%
P37/8961
100%
P37/9658
0%
P37/8962
100%
P40/1464
100%
P37/8963
100%
P40/1525
100%
P37/8964
100%
P40/1526
100%
P37/8974
100%
P40/1527
100%
P37/8975
100%
P40/1540
100%
Granted 10/07/2024
P37/8976
100%
P37/8977
100%
P37/8978
100%
MT FOURACRE
IRON KING
60 kms North North West of Leonora
45 kms North North West of Leonora
Tenement ID
Ownership
Change
Tenement ID
Ownership
Change
at end of Quarter
During Quarter
at end of Quarter
During Quarter
E37/1134
100%
M37/1327
100%
M37/1364
0%
P37/9659
100%
P37/8359
100%
P37/9660
100%
P37/9612
100%
P37/9661
100%
P37/9662
100%
P37/9663
100%
TENEMENT TABLE
79
CARDINIA / MERTONDALE
35 kms East & North East of Leonora Townsite
Tenement ID
Ownership
Change
Tenement ID
Ownership
Change
at end of Quarter
During Quarter
at end of Quarter
During Quarter
L37/195
100%
P37/8993
100%
L37/196
100%
P37/8994
100%
L37/226
100%
P37/8995
100%
L37/232
100%
P37/8996
100%
L37/241
100%
P37/8997
100%
L37/244
100%
P37/8998
100%
M37/81
100%
P37/8999
100%
M37/82
100%
P37/9000
100%
M37/88
100%
P37/9001
100%
M37/223
100%
P37/9002
100%
M37/231
100%
P37/9003
100%
M37/232
100%
P37/9004
100%
M37/233
100%
P37/9008
100%
M37/299
100%
P37/9009
100%
M37/316
100%
P37/9010
100%
M37/317
100%
P37/9122
100%
M37/422
100%
P37/9123
100%
M37/487
100%
P37/9124
100%
M37/720
100%
P37/9125
100%
M37/1284
100%
P37/9126
100%
M37/1303
100%
P37/9127
100%
M37/1304
100%
P37/9128
100%
M37/1315
100%
P37/9129
100%
M37/1318
100%
P37/9130
100%
M37/1323
100%
P37/9131
100%
M37/1325
100%
P37/9132
100%
M37/1328
100%
P37/9133
100%
M37/1329
0%
P37/9134
100%
M37/1330
0%
P37/9135
100%
M37/1332
100%
P37/9136
100%
M37/1333
100%
P37/9137
100%
M37/1340
100%
P37/9158
100%
M37/1342
100%
P37/9166
100%
M37/1345
100%
P37/9170
100%
M37/1358
100%
P37/9171
100%
M37/1383
0%
P37/9172
100%
M37/1384
0%
P37/9173
100%
P37/8536
100%
P37/9221
100%
P37/8537
100%
P37/9222
100%
P37/8538
100%
P37/9223
100%
P37/8539
100%
P37/9224
100%
P37/8540
100%
P37/9225
100%
P37/8541
100%
P37/9226
100%
P37/8542
100%
P37/9227
100%
P37/8543
100%
P37/9228
100%
P37/8737
100%
P37/9229
100%
P37/8738
100%
P37/9230
100%
P37/8739
100%
P37/9231
100%
P37/8740
100%
P37/9232
100%
P37/8741
100%
P37/9326
100%
P37/8742
100%
P37/9327
100%
P37/8743
100%
P37/9328
100%
P37/8744
100%
P37/9411
100%
P37/8795
100%
P37/9509
100%
P37/8938
100%
P37/9510
100%
P37/8939
100%
P37/9511
100%
P37/8940
100%
P37/9541
100%
TENEMENT TABLE
80
CARDINIA / MERTONDALE
35 kms East & North East of Leonora Townsite
P37/8941
100%
P37/9750
100%
P37/8942
100%
P 37/9782
0%
Application 24/04/2024
P37/8943
100%
P 37/9783
0%
Application 24/04/2024
P37/8944
100%
P 37/9784
0%
Application 24/04/2024
P37/8945
100%
P 37/9785
0%
Application 24/04/2024
P37/8946
100%
P37/8947
100%
RAESIDE
P37/8988
100%
8 kms East of Leonora Townsite
P37/8989
100%
Tenement ID
Ownership
Change
P37/8990
100%
at end of Quarter
During Quarter
P37/8991
100%
L37/77
100%
P37/8992
100%
E37/1402
100%