(ACN 100 714 181)
Annual Report
For the year ended 30 June 2024
Contents
Page
Corporate Directory
3
Directors’ Report
4
Auditor’s Independence Report
15
Consolidated Entity Disclosure Statement
16
Directors Declaration
17
Statement of Comprehensive Income
18
Statement of Financial Position
19
Statement of Cash Flows
20
Statement of Changes in Equity
21
Notes to the Consolidated Financial Statements
22
Independent Audit Report
44
ASX Additional Information
49
Corporate Directory
Page 3
ACN: 100 714 181
ASX Code: KRR
King River Resources Limited shares are listed on the Australian Stock Exchange (ASX)
DIRECTORS
Anthony Barton
(Chair)
Leonid Charuckyj
(Director)
Greg MacMillan
(Director)
COMPANY SECRETARIES
Greg MacMillan
Kathrin Gerstmayr
REGISTERED OFFICE
254 Adelaide Tce
Perth WA 6000
Tel:
(08) 9221 8055
Fax:
(08) 9325 8088
Email: info@kingriverresources.com.au
SOLICITORS
Fairweather Corporate Lawyers
589 Stirling Highway
Cottesloe WA 6011
BANKERS
ANZ Banking Corporation
77 St George’s Terrace
Perth WA 6000
SHARE REGISTER
Automic Group
Level 2, 267 St Georges Terrace
Perth WA 6000
AUDITORS
Ernst and Young
11 Mounts Bay Road
Perth WA 6000
INTERNET ADDRESS
www.kingriverresources.com.au
CORPORATE GOVERNANCE STATEMENT
www.kingriverresources.com.au/investors/corporate-governance/
Directors Report
Page 4
The directors submit their report for King River Resources Limited (“King River” or “the Company”) and its controlled entities
for the year ended 30 June 2024.
DIRECTORS
The names and details of the Company’s directors in office during the financial year and until the date of this report are as follows
below. The directors were in office for the entire period unless otherwise stated. No director has served as a director of any other
ASX Listed Company in the past 3 years unless mentioned below.
Anthony Barton
Chair
Appointed 21 May 2007
Mr Barton has been involved in founding and growing a number of successful listed public companies. He has extensive
experience in capital markets, corporate finance, funds management and venture capital and has had advisory roles in the
incorporation and listing of many Australian based resource companies.
Mr Barton is the founding Executive Chairman of the boutique investment bank Australian Heritage Group. He is a graduate of
the Royal Melbourne Institute of Technology with a Bachelor of Business (Accountancy) degree and has in excess of 40 years of
commercial experience having also acted in senior executive and director capacities for two leading Australian stockbroking
firms.
Leonid Charuckyj
Director
Appointed 13 December 2011
Mr. Charuckyj (B.E. and M.Eng-Sc. Melbourne University) has had extensive experience over a broad range of technical,
engineering, management and corporate roles including senior positions in government, public and private industry both in
Australia and overseas. His focus has been on the environmental, pollution control and waste management industries and on the
energy and mining industries amongst others.
This has included such diverse roles as representing Australia as an expert engineering advisor in the Middle East, developing
and commercialising new technologies (both in the public company arena and for major international groups), and managing all
aspects of an industrial minerals development from mine and processing to product development and marketing.
Gregory MacMillan
Director - Appointed 2 July 2014
Joint Company Secretary - Appointed 9 August 2012
Mr. MacMillan has wide ranging corporate, financial, capital markets and commercial experience in excess of 35 years. Mr
MacMillan has held the positions of director, company secretary, chief financial officer, and corporate finance executive in
numerous companies across the finance, mining and commercial sectors. He holds a Bachelor of Business degree, is a Certified
Practicing Accountant and a Chartered Company Secretary.
COMPANY SECRETARY
Kathrin Gerstmayr
Joint Company Secretary
Appointed 4 April 2019
Ms. Gerstmayr commenced her career working for a chartered accounting and business advisory firm as tax manager, before
moving into senior finance roles in a variety of industries. She holds a Bachelor of Commerce degree (Professional Accounting
and Marketing Management), Graduate Diploma of Applied Finance and Graduate Diploma of Financial Planning. Ms
Gerstmayr, is a is a member of CPA Australia and the Governance Institute of Australia.
CORPORATE STRUCTURE
King River is a company limited by shares that is incorporated and domiciled in Australia. King River has fully owned
subsidiaries:
-
Treasure Creek Pty Ltd
-
Kimberley Gold Pty Ltd
-
Whitewater Minerals Pty Ltd
-
High Purity Metals Pty Ltd
The Group has prepared a consolidated financial report incorporating the entities that it controlled during the financial year.
Directors Report
Page 5
NATURE OF OPERATIONS AND PRINCIPAL ACTIVITIES
King River has a portfolio of 100% owned tenements covering approximately 6,641 square kilometres in the Tennant Creek region
of the Northern Territory, and a portfolio of 100% owned tenements covering approximately 351 square kilometres, in the East
Kimberley region in Western Australia. The principal activities of the entities within the Group during the year was the ongoing
exploration and geophysical activities in Tennant Creek.
OPERATIONS REPORT
Gold Project
King River continued exploration at its Tennant Creek and Mount Remarkable Gold Projects.
Tennant Creek
The Tennant Creek Project is located to the East, Southeast and South of the very rich historic goldfields of Tennant Creek
comprising gold and copper exploration leases. The Tennant Creek tenements are held by King River’s 100% subsidiary Treasure
Creek Pty Ltd and there are 18 tenements covering 6,641 square kms and is very prospective for gold and copper.
Mt Remarkable
The Mt Remarkable Project is located 200km southwest of Kununurra in the East Kimberley, Western Australia. The Mt
Remarkable tenements are held by King River’s 100% subsidiary Whitewater Minerals Pty Ltd and cover the prospective
Whitewater Volcanic rocks that extend 200km along a NE-SW strike south of the Speewah Dome. Mt Remarkable covers 4
tenements totalling 351 square kms and is prospective for gold and copper.
Tennant Creek Exploration and Drill Program
The primary focus of King River during the 2024 financial year was the exploration and drill program for Iron Oxide Copper-
Gold (IOCG) targets at the Langrenus Prospect and gold targets at the Kurundi Prospect (Figure 1) within the Tennant East Project
area (KRR ASX releases 4 June 2024 and 28 June 2024).
Figure 1: King River tenements in Tennant Creek: main project areas and main target zones (coloured ellipses) identified from the
2023 Geophysical Exploration Program.
During the 2024 financial year King River announced a $2 million drill budget to follow up on targets generated from the 2023
geophysics program targeting prospective IOCG areas at Rover East, Tennant East, Barkly and Kurundi, including multiple
Directors Report
Page 6
targets along strike of geophysical and geological trends associated with other known significant deposits of high-grade Copper
and Gold including Rover, Bluebird and Mauretania (KRR ASX releases 8 March 2023, 31 May 2023 and 11 October 2023). A total
of 10,800 metres in 61 holes were planned at 13 prospects.
Drilling was planned to commence in late February 2024 but was postponed due to heavy rains after cyclone Lincoln and Meagan
that damaged access roads and created vary damp group conditions for heavy drill equipment.
ENVIRONMENTAL REGULATION AND PERFORMANCE
The consolidated entity’s environmental obligations are regulated under both State and Federal law. All environmental
performance obligations are monitored by the Board and subjected from time to time to Government agency audits and site
inspections. The consolidated entity has a policy of at least complying with, but in most cases exceeding, it’s statutory
environmental performance obligations. No environmental breaches have occurred or have been notified by any Government
agencies during the year ended 30 June 2024.
MATERIAL RISK OVERVIEW
King River’s exploration activities has associated inherent risks, and the Board is unable to provide assurance of the expected
results. Due to the speculative nature of the undertaking, the material business risks and how these risks are managed by the
Company are outlined below.
Exploration and operational risk
The Company is in the early stages of exploration and there can be no assurance that the exploration programme will result in
the discovery of an economic mineable reserve or resource. The exploration activities on existing tenements may prove to be
unsuccessful and this may result in the reduction in the project value, a diminution in cash reserves and possible relinquishment
of the respective tenements or exploration licences.
The Company’s future exploration activities may be affected by a range of factors including, but not limited to, maintaining the
title of tenements, and obtaining all consent and approvals necessary, geological conditions, adverse weather, changes in
government policies or legislation that affect mining and exploration activities, and unforeseen operational difficulties outside
the control of the Company. The Company manages this risk by conducting exploration activities during times of expected
favourable seasonal weather patterns, extensive planning and engaging qualified professionals and contractors to complete the
work.
Future capital raising
The development of the Company’s projects may require additional funding in the future. While previous capital raises have
been well-supported, there can be no assurance of the availability of future capital or favourable financing options if and when
required. Any additional capital raising may be dilutive to shareholders. If the Company is unable to obtain additional funding
as needed, it may be required to reduce the scope of its exploration activities.
Global economic and financial conditions
The Company and resources industry are impacted by global economic and financial conditions. There are a number of factors
that can impact the devaluations and volatility in global and domestic equity, commodity, foreign exchange and precious metal
markets, including global geopolitical tensions and inflationary economic environments. A slowdown in the financial markets or
other economic conditions may adversely affect the Company’s share price, exploration plans and ability to fund activities.
Climate risk
There are a number of climate-related factors that may significantly change the industry in which the Company operates,
including market changes related to climate change mitigation and new or expanding regulations associated with the transition
to a lower-carbon economy. Climate change may cause certain environment and physical risks that cannot be anticipated by the
Company, including events such as increased severity of weather patterns, extreme weather events and longer-term physical
risks such as shifting climate patterns. While the Company endeavours to manage these risks and limit any consequential impacts,
there can be no guarantee that the Group will not be impacted by these occurrences.
LIKELY DEVELOPMENTS AND EXPECTED RESULTS
The consolidated entity’s primary focus is the ongoing drilling program at Tennant Creek and exploration of the Company’s Gold
project at Treasure Creek and Mt Remarkable. The Gold projects exploration results will be reviewed, and an update will be
provided in due course.
Directors Report
Page 7
CAPITAL STRUCTURE
As at the date of this report the Company had 1,528,220,751 (2023: 1,553,524,947) fully paid ordinary shares. There are no unlisted
or listed options over ordinary shares on issue (2023: nil). There are 125,000 performance rights (2023: nil) subject to vesting
conditions on issue. Details of the terms of the performance rights and options are outlined in Note 19 of the consolidated financial
statements.
REVIEW OF CONSOLIDATED FINANCIAL CONDITION
The consolidated entity recorded an operating profit after income tax of $2,074,303 (2023: $3,686,732profit). There was no dividend
declared or paid during the year. As at 30 June 2024 the Group had a net current asset surplus of $7,629,676 (2023: $10,364,809
surplus).
CASH FROM OPERATIONS
The net cash outflow used for operating activities was $372,742 (2023: $329,981 outflow). The cash balance at year end was
$3,935,830 (2023: $3,145,977).
SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS
Receivable for Sale of Speewah Project
King River Resources Ltd signed a binding term sheet on 17 February 2023 with ASX listed resources company Tivan Limited
(ASX: TVN) ("Tivan") by which Tivan acquired 100% of the issued capital of Speewah Mining Pty Ltd, the owner of the Speewah
Vanadium-Titanium-Iron Project (“Speewah Project”) in the East Kimberley region of North Western Australia. The consideration
comprised $10 million in Tivan shares (100 million shares at a deemed issue price of $0.10 per share) (“Shares”) and $10 million
in staged cash payments.
King River received cash payments totalling $5 million (in April 2023 and July 2023) and been issued 100 million Tivan Shares
(April 2023) which are subject to voluntary escrow until 17 February 2025. The remaining cash payment of $5 million owing to
King River was payable by 17 February 2024.
On 12 February 2024 King River reached an agreement with Tivan to restructure the terms of Tivan’s final $5 million payment
owing for the acquisition of the Speewah Project.
King River and Tivan agreed to a restructure of the remaining payment as follows:
•
The total amount payable by Tivan on 12 February 2024 was $5 million.
•
Tivan will make payment of $1 million to King River upon completion of a capital raising by Tivan during Q1 2024. Should
Tivan’s Q1 2024 capital raisings exceed $5 million, Tivan will make payment of an additional amount to King River of 50%
of the amount raised above $5 million.
•
Tivan will make payment of $1 million to King River upon completing any capital raising post Q1 2024. Should a post Q1
2024 capital raising, in aggregate with Q1 2024 capital raisings, exceed $5 million, Tivan will make payment of an additional
amount to King River of 50% of the amount raised above $5 million.
•
At 17 February 2025, any balance of the $5 million still owing to King River will become due and payable.
In addition, Tivan also agreed with King River that if the value of the 100 million shares held by King River is less than $10 million
on 17 February 2025, calculated on the basis of Tivan’s preceding 30 day volume weighted average price (“VWAP”), then the
Tivan shall issue to King River such additional number of Tivan shares at that VWAP which when combined with the existing
100 million Shares is valued at a total of $10 million. If Tivan’s VWAP at 17 February 2025 equals $0.10 or more, no additional
shares will be issued to King River. If any additional shares are required to be issued, the Company shall comply with any relevant
requirements under the ASX Listing Rules and Corporations Act 2001.
On 27 March 2024, King River received a cash payment of $1 million in accordance with the restructured payments terms detailed
above. As at 30 June 2024 the deferred cash consideration of $4 million for the sale of Speewah Project remains owing to King
River, plus any Tivan shares to be issued at 17 February 2025. This deferred consideration is secured by a general security deed
over the issued capital of Speewah Mining Pty Ltd.
On 8 July 2024, King River received a cash payment of $1.6 million in accordance with the restructured payments terms detailed
above. As the date of this report the deferred cash consideration of $2.4 million for the sale of Speewah Project remains owing to
EARNINGS/(LOSS) PER SHARE
2024
2023
2022
2021
2020
Basic and diluted earnings/(loss) per share (cents)
0.13
0.24
(0.20)
(0.06)
(0.09)
Share price
0.014
0.007
0.020
0.026
0.033
Directors Report
Page 8
King River, plus any Tivan shares to be issued at 17 February 2025. This deferred consideration is secured by a general security
deed over the issued capital of Speewah Mining Pty Ltd.
On-Market Share Buy-Back
On 10 July 2023 the Company commenced an on-market share buy-back of up to 10% of its ordinary shares over the next 12
months. The Company has set the maximum number of shares proposed to be bought back of approximately 155,352,495 ordinary
shares, being 10% of the lowest number of ordinary shares issued during the previous 12 months. Pursuant to the Corporations
Act 2001 (Cth), companies are permitted to buy-back up to 10% of the lowest number of voting shares on issue during the previous
12 months, without requiring shareholder approval.
The number of shares purchased, the purchase price, and timing of the Buy-back will be subject to the Company’s prevailing
market conditions, share price and other considerations including unforeseen circumstances. The Company reserves the right to
vary the terms, suspend or terminate the buy-back at any time, subject to and in accordance with applicable legal requirements.
During the year ended 30 June 2024, 25,304,196 King River ordinary shares were bought back on-market at an aggregate
consideration (before expenses) of $227,433, an average of $0.0089 per share. All shares bought back during the year have
subsequently been cancelled on 26 June 2024.
There were no other significant changes made to the Company’s state of affairs during the financial year.
SIGNIFICANT EVENTS AFTER THE BALANCE DATE
On 5 July 2024 the Company announced it has extended the time period to complete its existing on-market share buy-back of up
to 155,352,495 ordinary shares by 12 months, until 24 July 2025.
On 8 July 2024 the Company received a cash payment of $1.6million in accordance with the restructured payment terms detailed
above, for the acquisition of the Speewah Project by Tivan. The balance of deferred consideration of $2.4million for the sale of
Speewah Project, plus any additional Tivan shares to be issued at 17 February 2025, remains owing to King River as at the date of
this report and is to be paid by 17 February 2025. The Company’s cash position on 8 July 2024 was $5,281,296.
There were no other significant events following the balance date that affected the Company’s equity or state of affairs.
INTERESTS IN THE SHARES AND PERFORMANCE RIGHTS OF THE COMPANY
As at the date of this report, the direct and indirect interests of the directors in the shares of the Company were:
Ordinary Shares
Performance Rights Over
Ordinary Shares1
Anthony Barton
Chairman
104,660,157
25,000,000
Leonid Charuckyj
Director
18,162,121
25,000,000
Greg MacMillan
Director
35,468,109
25,000,000
Total
158,290,387
75,000,000
¹ During the 2024 financial year, King River issued 75,000,000 performance rights to Directors as approved at the 2023 Annual
General Meeting held on 16 November 2023. The performance rights are subject to vesting conditions and will expire on the
earlier of the performance rights lapsing and being forfeited or 3 years from issue date. The performance rights did not vest during
the year ended 30 June 2024. Please refer to Note 19 Share Based Payments of the financial statements.
LOAN PLAN SHARES
As at the date of this report, there are 10,000,000 loan plan shares issued to Chief Geologist.
Date Shares Granted
Limited Recourse
Loan Term End Date
Fair Value per
Shares at Grant
Number of Shares
Escrowed
14-August- 2019
14-Aug-2026
$0.0254
10,000,000
-
10,000,000
-
On 14 August 2019 the Company issued 10,000,000 Loan Plan Shares to the Chief Geologist at the market price of 3.2 cents per
share. The shares have been funded by a limited recourse loan from the Company with a varied loan repayment date of 14 August
2026 and zero interest rate, the loan is repayable at the end of the term or from the proceeds of any shares sold. In the event that
any shares sold are less than 3.2 cents the Company will only recoup the value of the shares sold at the respective price in
repayment of the loan, or part thereof.
Directors Report
Page 9
The Loan Plan Shares were provided at no cost to the recipient. The Loan Plan Shares have been accounted for as an in-substance
option award. The fair value of the equity instrument granted was estimated as at the date of grant using the Black and Scholes
model taking into account the terms and conditions upon which the shares were granted. Please refer to Note 19 Share Based
Payments of the financial statements.
SHARES UNDER OPTION
As at the date of this report, there were no unissued ordinary shares under granted options.
SHARES ISSUED ON EXERCISE OF OPTIONS
During or since the end of the financial year, there were no shares issued on options exercised.
INDEMNIFICATION AND INSURANCE OF DIRECTORS AND OFFICERS
The Company has entered into Director and Officer Protection Deeds (“D&O Deed”) with each Director and the Company
Secretary (“Officers”). Under the D&O Deed, the Company indemnifies the Officers to the maximum extent permitted by law
and the Constitution against legal proceedings, damage, loss, liability, cost, charge, expense, outgoing or payment (including
legal expenses on a solicitor/client basis) suffered, paid or incurred by the officers in connection with the Officers being an officer
of the Company, the employment of the officer with the Company or a breach by the Company of its obligations under the D&O
Deed.
Also pursuant to the D&O Deed, the Company must insure the Officers against liability and provide access to all board papers
relevant to defending any claim brought against the Officers in their capacity as officers of the Company. The Company has paid
insurance premiums in respect of liability for any current and future directors, Company secretary, executives and employees of
the Company. This amount is payable in total, and no specific amount is included in the directors’ remuneration. The Directors
have not included details of the premium paid in respect of the Directors’ and Officers’ liability and legal expenses’ insurance
contracts, as such disclosure is prohibited under the terms of the contract.
ROUNDING
The amounts contained in this report and in the financial report have been rounded to the nearest dollar.
REMUNERATION REPORT (AUDITED)
This report details the nature and amount of remuneration for each director of King River Resources Limited, and for the
executives in accordance with the requirements of the Corporations Act 2001 and its Regulations. For the purposes of this report,
key management personnel (KMP) of the Company and the Group are defined as those persons having authority and
responsibility for planning, directing and controlling the major activities of the Group, directly or indirectly, including any
director (whether executive or otherwise) of the Company.
For the purposes of this report, the term “executive” encompasses the chief executive and senior executives of the Company.
Details of key management personnel
(i) Directors
A Barton
Executive Chairman
L Charuckyj
Non-Executive Director
G MacMillan
Executive Director / Company Secretary
Other than as detailed above there are no other Key Management Personnel of the Company.
1. Remuneration Committee
The Remuneration Committee of the Board of Directors of King River is responsible for determining and reviewing
compensation arrangements for the directors and executives. The Remuneration Committee assesses the appropriateness of the
nature and amount of emoluments of such officers on a periodic basis by reference to relevant employment market conditions
with the overall objective of ensuring maximum stakeholder benefit from the retention of a high-quality board and executive
team. Such officers are given the opportunity to receive their base emolument in a variety of forms including cash and fringe
benefits such expense payment plans. It is intended that the manner of payment chosen will be optimal for the recipient without
creating undue cost for the Company.
2. Use of Independent Remuneration Consultants
During the year ended 30 June 2024 no external remuneration consultants were engaged to assist the Group in any capacity.
Directors Report
Page 10
3. Remuneration Policy
The Company's remuneration policies are reflected in the Charter of the Remuneration Committee. It is the Company’s objective
to provide maximum stakeholder benefit from the retention of high-quality Board and executive team by remunerating directors
and key executives fairly and appropriately with reference to relevant employment market conditions.
The Company’s remuneration policy is to establish competitive remuneration (including performance incentives) consistent with
long term development and success, to ensure remuneration is fair and reasonable (taking into account all relevant factors, and
within appropriate controls or limits), that all remuneration packages are reviewed annually or on an ongoing basis in accordance
with management's remuneration packages, and that retirement benefits or termination payments (other than notice periods) will
not be provided or agreed other than in exceptional circumstances.
It is the Company’s objective that the remuneration policy aligns with achievement of strategic objectives and creation of long-
term value for shareholders. The Company assesses each employee annually based upon the individual performance in carrying
out the agreed responsibilities of the employee which have been developed in consideration of the Company’s long-term goals.
The performance incentive component is reflected as part of the increase in salary and the issue of equity-based compensation for
each employee on an annual basis.
The Company has a formal policy to prohibit executives from entering into arrangements to protect the value of unvested long
term incentive awards. The Company performance related payments and long-term incentive awards are under ongoing review
and will be included when deemed appropriate given the Company position and performance at the time.
The table below sets out summary information about the Group’s results and movements in shareholders wealth for the five years
to 30 June 2024:
Description
30-Jun-24
30-Jun-23
30-Jun-22
30-Jun-21
30-Jun-20*
Revenue and other income
$2,774,751
$9,148,156
$2,324
$6,094
$1,764
Net profit/(loss) before tax
$2,074,303
$7,459,879
($3,062,768)
($968,842)
($1,115,536)
Net profit/(loss) after tax
$2,074,303
$3,686,732
($3,062,768)
($968,842)
($1,115,536)
Share price at end of year
$0.014
$0.007
$0.020
$0.026
$0.032
Market capitalisation
$21.40m
$10.87m
$31.07m
$40.39m
$39.96m
Basic earnings/(loss) cents per share
0.13
0.24
(0.20)
(0.06)
(0.09)
Diluted earnings/(loss) cents per
share
0.13
0.24
(0.20)
(0.06)
(0.09)
*Comparatives have not been adjusted for the changes due to the adoption of AASB 16 in 2020.
The Group realised a net profit after tax during the years ended 30 June 2023 and 30 June 2024, as a result of the sale of the
Speewah Project and the restructured payment terms. During the year ended 30 June 2024, the disposal of the Speewah Project
derived a net profit before tax on sale of asset of $2,400,000 (2023: $8,614,950).
4. Non Executive Director Remuneration
4.1 Fixed Remuneration
The aggregate remuneration of non executive directors will not exceed the maximum approved amount of $150,000, excluding
share-based remuneration, approved at Annual General Meeting on 24 April 2007. The board seeks to set aggregate remuneration
at a level which provides the Company with the ability to attract and retain directors of the highest calibre, whilst incurring a cost
which is acceptable by 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 fees paid to non executive
directors of comparable companies when undertaking the annual review as well as additional time commitment of directors who
serve on one or more sub committees and assistance to the Company with new investment opportunities. Each of the non
executive directors during the financial year received a salary of $40,000 per annum plus statutory superannuation guarantee
where superannuation is paid. Remuneration of non executive directors for the year ended 30 June 2024 is disclosed in Table 1
under the remuneration section of this report.
4.2 Variable Remuneration – Short Term Incentives
Non executive directors do not receive performance based bonuses or additional remuneration for their membership of subsidiary
boards or committees.
Directors Report
Page 11
4.3 Variable Remuneration – Long Term Incentives
The Board has the discretion to make awards on an annual basis subject to the Company and individual performance.
King River’s variable remuneration during the 2024 financial year comprised a one-off issue of performance rights to Directors
subject to vesting conditions, as approved by shareholders at the 2023 Annual General Meeting held on 16 November 2023. The
Performance Rights will vest upon the Company’s 20-day volume weighted average share price achieving $0.05 or higher at any
time in the 3 years after the date of issue of the performance rights. Vesting of awards is conditional on continuity of office or
engagement with King River. The performance rights were issued to recognise and reward Key Management Personnel for their
ongoing commitment and contribution to the Company, and to align these rewards to creation of shareholder wealth over time
and ensure long term retention.
5. Executive Director Remuneration
The Company aims to reward executives with a level and mix of remuneration commensurate with their position and
responsibilities within the company so as to:
•
reward executives for Company and individual performance;
•
align the interests of executives with those of shareholders;
•
link reward with the strategic goals and performance of the company; and
•
ensure total remuneration is competitive by market standards.
Executive remuneration comprises of
•
base pay and benefits; and
•
long term incentives through equity based compensation.
From time to time, the Company reviews the structure and composition of variable remuneration to ensure it remains relevant
and market competitive.
5.1 Fixed Remuneration
Base pay and benefits
The director fees is structured as a total employment cost package that may be delivered as combination of cash and salary
sacrifice superannuation at the executive’s discretion.
Executives directors are paid in line with the Non-Executive Director Remuneration detailed at 4.1 Fixed Remuneration. Reference
is made to industry benchmarks to ensure that the base pay is set to reflect the market for a comparable role. Base pay is reviewed
annually, to ensure the executive’s pay is competitive with comparable positions of responsibility. There is no guaranteed base
pay increases for any executive director contract.
Each of the executive directors during the financial year received a salary of $40,000 per annum plus statutory superannuation
guarantee where superannuation is paid. Remuneration of executive directors for the year ended 30 June 2024 is disclosed in
Table 1 under the remuneration section of this report.
5.2 Variable Remuneration – Short Term Incentives
During the financial year the Company had no contractual obligations to provide short term incentives to the Key Management
Personnel of the Company.
5.3 Variable Remuneration – Long Term Incentives
The Board has the discretion to make awards on an annual basis subject to the Company and individual performance.
King River’s variable remuneration during the 2024 financial year comprised a one-off issue of performance rights to Directors
subject to vesting conditions, as approved by shareholders at the 2023 Annual General Meeting held on 16 November 2023. The
Performance Rights will vest upon the Company’s 20-day volume weighted average share price achieving $0.05 or higher at any
time in the 3 years after the date of issue of the performance rights. Vesting of awards is conditional on continuity of office or
engagement with King River. The performance rights were issued to recognise and reward Key Management Personnel for their
ongoing commitment and contribution to the Company, and to align these rewards to creation of shareholder wealth over time
and ensure long term retention.
Directors Report
Page 12
6. Remuneration of Key Management Personnel of the Company
Details of the remuneration of each director of King River and the consolidated entity for the year ended 30 June 2024 are set out
in the following tables.
Table 1: Remuneration for the year ended 30 June 2024
30 June 2024
Share Based
Performance
Based
Directors
Short Term
Salary & Fees
Post-Employment
Superannuation
Payments
Performance
Rights1
Total
Remuneration as
% of Total
$
$
$
$
$
A Barton
40,000
4,400
42,498
86,898
49%
L Charuckyj
40,000
4,400
42,498
86,898
49%
G MacMillan
40,000
4,400
42,498
86,898
49%
Total1
120,000
13,200
127,494
260,694
49%
1 During the year ended 30 June 2024 the Company issued 75,000,000 performance rights to directors, as approved by shareholders
at the 2023 Annual General Meeting held on 16 November 2023. The performance rights issued to Directors will vest upon the
Company’s 20-day volume weighted average share price achieving $0.05 or higher at any time in the 3 years after the date of issue
of the performance rights. Vesting of awards is conditional on continuity of office or engagement with King River.
Premium for Director’s liability insurance is not included in remuneration table.
Table 2: Remuneration for the year ended 30 June 2023
30 June 2023
Share Based
Performance
Based
Directors
Short Term
Salary & Fees
Post-Employment
Superannuation
Payments
Options
Total
Remuneration as
% of Total
$
$
$
$
$
A Barton
40,000
4,200
-
44,200
-
L Charuckyj
40,000
4,200
-
44,200
-
G MacMillan
40,000
4,200
-
44,200
-
Total1
120,000
12,600
-
132,600
-
1Premium for Director’s liability insurance is not included in remuneration table.
6.1 Equity Based Compensation – Options 2024
During the year, no unlisted options were issued to key management personnel or executives as an alternate remuneration to
cash.
6.2. Equity Based Compensation – Shares 2024
Table 1: Shareholdings of Key Management Personnel during the year ended 30 June 2024
Balance
1 July 2023
Granted as
Remuneration
On Exercise
of Options
Net Change
Other
Balance
30 June 2024
30 June 2024
Ord
Ord
Ord
Ord
Ord
Directors
A Barton
104,660,157
-
-
-
104,660,157
L Charuckyj
18,162,121
-
-
-
18,162,121
G MacMillan
35,468,109
-
-
-
35,468,109
Total
158,290,387
-
-
-
158,290,387
During the year, no shares were issued to key management personnel as an alternate remuneration to cash.
Directors Report
Page 13
6.3 Equity Based Compensation – Performance Rights 2024
Table 2: Performance Rights of Key Management Personnel during the year ended 30 June 2024
Balance
1 July 2023
Granted as
Remuneration
On Exercise
of Rights
Net Change
Other
Balance
30 June 2024
30 June 2024
PR
PR
PR
PR
PR
Directors
A Barton 1
-
25,000,000
-
-
25,000,000
L Charuckyj 2
-
25,000,000
-
-
25,000,000
G MacMillan 3
-
25,000,000
-
-
25,000,000
Total
-
75,000,000
-
-
75,000,000
The Company issued 75,000,000 Performance Rights to Directors as approved at the Annual General Meeting held on 16
November 2023. The details of the Performance Rights to Directors resolution are included in the Notice of Meeting of the Annual
General Meeting dated 13 October 2023, available on the ASX Company Announcement Platform and the Company’s website
https://kingriverresources.com.au/investors/. The performance rights issued to Directors will vest upon the Company’s 20-day
volume weighted average share price achieving $0.05 or higher at any time in the 3 years after the date of issue of the performance
rights. Vesting of awards is conditional on continuity of office or engagement with King River.
The Performance Rights were issued at no cost to the recipients. The fair value of the equity instrument granted was estimated at
$0.0082 per right as at the date of grant. During the year ended 30 June 2024, no performance rights were converted or cancelled
and none of the milestones were met during the period. Please refer to Note 19 Share Based Payments of the financial statements.
6.4 Related Party Transactions
Australian Heritage Group Pty Ltd (“AHG”), a company in which Mr Anthony Barton is a Director and shareholder, and Mr
Greg MacMillan, a Director, Shareholder and the Company Secretary, have entered into an occupancy and administration
agreement with King River in respect of providing occupancy and administration services commencing March 2009. The total
value of the occupancy and administration services provided by AHG during the year was $4,909 (2023: $4,909).
AHG was engaged to provide management and corporate services in relation to the sale of Speewah Project for a management
fee of 1% on the proceeds value, resulting in management fee invoiced of $176,000 plus GST during the year ended 30 June 2023.
The management fee of 1% applicable to the cash consideration is payable when King River receives each tranche payment from
Tivan Ltd. During the year ended 30 June 2024 King River paid $35,000 plus GST to AHG towards the amount payable.
As at 30th June 2024, there is $44,450 (2023: $82,950) outstanding to pay AHG. All services provided by companies associated with
directors were provided on commercial terms.
6.5 Voting and comments made at the company's 2023 Annual General Meeting ('AGM')
At the 2023 AGM, 96.16% of the votes received supported the adoption of the remuneration report for the year ended 30 June
2023. The company did not receive any specific feedback at the AGM regarding its remuneration practices.
End of Remuneration Report
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 was as follows:
Directors
Meetings
Number of Meetings Held
4
Number of Meetings Attended
Anthony Barton
4
Leonid Charuckyj
4
Greg MacMillan
4
1. During the year the Directors approved 9 circular resolutions which were signed by all Directors of the Company.
2. All committees of directors are made up of the full Board. Reference to meeting refers to meeting conducted specifically to deal
with the particular business of that Committee.
Directors Report
Page 14
COMMITTEE MEMBERSHIP
The role of the Audit, Remuneration and Nomination Committees is carried out by the full Board in accordance with the
appropriate charters. The Board considers that no efficiencies or benefits would be gained by establishing separate committees.
CORPORATE GOVERNANCE
In recognising the need for the highest standards of corporate behaviour and accountability, the directors of King River support
and have adhered to the principles of corporate governance. The Company’s corporate governance statement is located on the
Company website www.kingriverresources.com.au/investors/corporate-governance/.
INDEMNIFICATION OF AUDITORS
To the extent permitted by law and professional regulations, the Company has agreed to indemnify its auditors, Ernst & Young,
as part of the terms of its audit engagement agreement against claims by third parties arising from the audit (for an unspecified
amount). No payment has been made to indemnify Ernst & Young during or since the financial year.
AUDITOR INDEPENDENCE
Section 370C of the Corporation Act 2001 requires our auditors, Ernst & Young, to provide the directors of the Company with an
Independence Declaration in relation to the audit of the consolidated financial report. This Independence Declaration is disclosed
on page 15 of this report and forms part of this directors’ report for the year ended 30 June 2024.
NON AUDIT SERVICES
The Company’s auditors, Ernst & Young, provided no non audit services during the year ended 30 June 2024.
Signed in accordance with a resolution of the directors.
Mr Greg MacMillan
Director
20 September 2024
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
PT:DA:KRR:003
Ernst & Young
11 Mounts Bay Road
Perth WA 6000 Australia
GPO Box M939 Perth WA 6843
Tel: +61 8 9429 2222
Fax: +61 8 9429 2436
ey.com/au
Auditor’s Independence Declaration to the Directors of King River
Resources Limited
As lead auditor for the audit of the financial report of King River Resources Limited for the financial
year ended 30 June 2024, I declare to the best of my knowledge and belief, there have been:
a)
No contraventions of the auditor independence requirements of the Corporations Act 2001 in
relation to the audit;
b)
No contraventions of any applicable code of professional conduct in relation to the audit; and
c)
No non-audit services provided that contravene any applicable code of professional conduct in
relation to the audit.
This declaration is in respect of King River Resources Limited and the entities it controlled during the
financial year.
Ernst & Young
Timothy Dachs
Partner
20 September 2024
Consolidated Entity Disclosure Statement
Page 16
King River Resources Limited is a company limited by shares that is incorporated and domiciled in Australia. King River has
fully owned subsidiaries. The Group has prepared a consolidated financial report incorporating the entities that it controlled
during the financial year.
Entity Type
Country of tax
Country of
Incorporation
% Equity Interest
Residence
2024
2023
King River Resources Limited
Body corporate
Australia
Australia
Treasure Creek Pty Ltd
Body corporate
Australia
Australia
100
100
Kimberley Gold Pty Ltd
Body corporate
Australia
Australia
100
100
Whitewater Minerals Pty Ltd
Body corporate
Australia
Australia
100
100
High Purity Metals Pty Ltd
Body corporate
Australia
Australia
100
100
Directors’ Declaration
Page 17
In accordance with a resolution of the directors of King River Resources Limited, I state that:
In the opinion of the directors:
(a) the financial statements and notes of the consolidated entity are in accordance with the Corporations Act 2001, including:
(i) giving a true and fair view of the consolidated entity’s financial position as at 30 June 2024 and of its performance
for the year ended on that date; and
(ii) complying with Australian Accounting Standards (including the Australian Accounting Interpretations) and the
Corporations Regulations 2001;
(b) the financial statements and notes also comply with International Financial Reporting Standards as disclosed in Note 2(a);
(c) there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and
payable;
(d) the consolidated entity disclosure statement required by section 295(3A) of the Corporations Act is true and correct
(e) 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 ending 30 June 2024.
On behalf of the Board
Mr Greg MacMillan
Director
20 September 2024
Statement of Comprehensive Income
FOR THE YEAR ENDED 30 JUNE 2024
Page 18
Consolidated
2024
2023
Notes
$
$
Revenue
6(a)
91,990
249
Other income
6(b)
2,691,711
9,147,907
HPA project development
-
(130,915)
Directors’ and employee benefits expenses
6(c)
(158,156)
(155,392)
Compliance costs
(199,515)
(229,136)
Depreciation expense
6(c)
(30,312)
(41,396)
Finance costs
(4,273)
(3,074)
Insurance expense
(53,381)
(54,140)
Net fair value gain/(loss) on financial assets
12
288,000
(200,000)
Other administration expenses
6(c)
(355,737)
(277,702)
Share-based payments
19
(196,024)
(21,872)
Write-off of capitalised exploration expense
6(d)
-
(574,650)
Profit before income tax
2,074,303
7,459,879
Income tax – non-cash derecognition of deferred tax asset
7
-
(3,773,147)
Net profit for the year after tax
2,074,303
3,686,732
Other Comprehensive Income
-
-
Total Comprehensive Profit for the Year
2,074,303
3,686,732
Total Comprehensive Profit for the Year is attributable to:
Owners of King River Resources Limited
2,074,303
3,686,732
2,074,303
3,686,732
Loss per share
Basic earnings per share (cents per share)
9
0.13
0.24
Diluted earnings per share (cents per share)
9
0.13
0.24
The above statement of other comprehensive income should be read in conjunction with the accompanying notes
Statement of Financial Position
AS AT 30 JUNE 2024
Page 19
Consolidated
2024
2023
Notes
$
$
Assets
Current Assets
Cash and cash equivalents
10(a)
3,935,830
3,145,977
Other receivables
10(b)
4,074,072
7,580,509
Other current assets
10(c)
62,329
51,355
Total Current Assets
8,072,231
10,777,841
Non-Current Assets
Capitalised exploration expenditure
11
9,684,876
7,638,295
Financial Assets at fair value through profit or loss
12
10,088,000
7,400,000
Plant and Equipment
13
63,381
14,756
Right of use asset
14
59,551
80,575
Total Non-Current Assets
19,895,808
15,133,626
Total Assets
27,968,039
25,911,467
Liabilities
Current Liabilities
Trade and other payables
15
422,432
390,849
Lease liabilities
16
20,123
22,183
Total Current Liabilities
442,555
413,032
Non-Current Liabilities
Lease liabilities
16
43,196
59,041
Total Non-Current Liabilities
43,196
59,041
Total Liabilities
485,751
472,073
Net Assets
27,482,288
25,439,394
Equity
Issued capital
17(a)
49,180,808
49,408,241
Reserves
17(b)
2,159,612
1,963,588
Accumulated losses
(23,858,132)
(25,932,435)
Total Equity
27,482,288
25,439,394
The above statement of financial position should be read in conjunction with the accompanying notes.
Statement of Cash Flows
FOR THE YEAR ENDED 30 JUNE 2024
Page 20
Consolidated
2024
2023
Notes
$
$
Cash Flows from Operating Activities
Interest received
91,990
249
Research & Development tax incentive received
282,761
532,957
Payments for HPA project development
-
(166,230)
Payments to suppliers and employees
(747,090)
(693,883)
Interest and other finance costs paid
(4,273)
(3,074)
Refund of security deposit
3,870
-
Net cash used in operating activities
10(a)
(372,742)
(329,981)
Cash Flows from Investing Activities
Proceeds from sale of Speewah Project
6(b)
3,500,000
2,500,000
Payments for transaction costs associated to sale of Speewah Project
6(b)
(35,000)
(112,142)
Government grants received
-
100,000
Research & Development tax incentive received
78,600
248,740
Payment for exploration and evaluation
(2,037,414)
(2,150,754)
Payment for acquisition of tenement
(30,000)
-
Payment for property, plant & equipment
(57,913)
(4,500)
Net cash from investing activities
1,418,273
581,344
Cash Flows from Financing Activities
Consideration paid on-market share buy-back
(227,433)
-
Repayment of principal portion of lease liabilities
(28,245)
(50,781)
Net cash used in financing activities
(255,678)
(50,781)
Net increase in cash and cash equivalents
789,853
200,582
Cash and cash equivalents at beginning of year
3,145,977
2,945,395
Cash and Cash Equivalents at end of year
10(a)
3,935,830
3,145,977
The above statement of cash flows should be read in conjunction with the accompanying notes.
Statement of Changes in Equity
FOR THE YEAR ENDED 30 JUNE 2024
Page 21
Issued
Capital
Note 17(a)
Equity
Benefits
Reserve
Note 17(b)
Accumulated
Losses
Total Equity
Consolidated
Notes
$
$
$
$
At 1 July 2023
49,408,241
1,963,588
(25,932,435)
25,439,394
Profit for the year
-
-
2,074,303
2,074,303
Total comprehensive income for the year
-
-
2,074,303
2,074,303
Transaction with owners in their capacity as owners:
Cancellation of shares under share buy-back
(227,433)
-
-
(227,433)
Performance rights issued to Directors
-
127,494
-
127,494
Performance rights issued to senior management
-
68,530
-
68,530
Balance at 30 June 2024
49,180,808
2,159,612
(23,858,132)
27,482,288
At 1 July 2022
49,408,241
1,941,716
(29,619,167)
21,730,790
Profit for the year
-
-
3,686,732
3,686,732
Total comprehensive income for the year
-
-
3,686,732
3,686,732
Transaction with owners in their capacity as owners:
Loan Plan Shares – issued 14 August 2019
19(a)
-
21,872
-
21,872
Balance at 30 June 2023
49,408,241
1,963,588
(25,932,435)
25,439,394
The above statement of changes in equity should be read in conjunction with the accompanying notes.
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2024
Page 22
1. CORPORATE INFORMATION
King River Resources (“King River” or “the Company”) is a Company domiciled in Australia and publicly listed on the Australian
Stock Exchange (ASX). The Company was incorporated on 28 May 2002. The address of the Company’s registered office is 254
Adelaide Tce, Perth WA 6000. The consolidated financial statements as at and for the year ended 30 June 2024 comprise the
Company and its subsidiaries (the “Group”). The nature of the operations and principal activities of the Group are described in
the Directors’ Report.
The consolidated financial report was authorised for issue by the directors on the 20 September 2024 in accordance with a
resolution of the directors.
2.
BASIS OF PREPARATION
(a) Statement of compliance
The financial report is a general purpose financial report which has been prepared in accordance with Australian Accounting
Standards (AAS’s) and other authoritative pronouncements issued by the Australian Accounting Standards Board, and the
Corporations Act 2001. The consolidated financial report also complies with International Financial Reporting Standards (IFRS’s)
and interpretations adopted by the International Accounting Standards Board (IASB).
(b) Basis of measurement
The financial report has been prepared under the historical cost convention, except for, where applicable, the revaluation of
financial assets and liabilities at fair value through profit or loss.
(c) Functional and presentation currency
These consolidated financial statements are presented in Australian dollars, which is the Company’s functional currency.
(d) Use of estimates and judgements
The preparation of financial statements in conformity requires management to make judgements, estimates and assumptions that
affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results
may differ from these estimates.
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the
period in which the estimates are revised and in any future periods affected.
(e)
Going Concern Basis of Preparation
The Group incurred a net profit after income tax of $2,074,303 for the year ended 30 June 2024 (2023: profit of $3,686,732) and had
a net cash inflow from operating and investing activities of $1,045,531 (2023: $251,363 inflow). As at 30 June 2024 the Group had
cash and cash equivalents of $3,935,830 (2023: $3,145,977) and a net current asset surplus of $7,629,676 (2023: $10,364,809 surplus).
The directors are satisfied that at the date of signing of the financial report, there are reasonable grounds to believe that the Group
will be able to continue to pay its debts as and when they fall due and that it is appropriate for the financial statements to be
prepared on a going concern basis.
(f) Changes in accounting policies
From 1 July 2023 the Group has adopted all new and amended Accounting Standards and Interpretations, mandatory for annual
periods beginning 1 July 2023. The application of these new and amended Accounting Standards and Interpretations’ did not
have a material impact on the financial position or performance of the Group.
Australian Accounting Standards and Interpretations that have recently been issued or amended but are not yet effective, have
not been adopted by the Group for the annual reporting period ended 30 June 2024. Management are of the view that these
standards and amendments will not have a significant impact of the financial statements.
3. MATERIAL ACCOUNTING POLICIES
(a) Principles of Consolidation
The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of King River Resources Limited
('company' or 'parent entity') as at 30 June 2024 and the results of all subsidiaries for the year then ended. King River Resources
Limited and its subsidiaries together are referred to in these financial statements as the ‘Group’ or 'consolidated entity'.
Subsidiaries are all those entities over which the consolidated entity has control. The consolidated entity controls an entity when
the consolidated entity is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2024
Page 23
3. MATERIAL ACCOUNTING POLICIES continued
(a) Principles of Consolidation continued
affect those returns through its power to direct the activities of the entity. Subsidiaries are fully consolidated from the date on
which control is transferred to the consolidated entity. They are de-consolidated from the date that control ceases.
Intercompany transactions, balances and unrealised gains on transactions between entities in the consolidated entity are
eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of the impairment of the asset
transferred. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies
adopted by the consolidated entity.
The acquisition of subsidiaries is accounted for using the acquisition method of accounting. A change in ownership interest,
without the loss of control, is accounted for as an equity transaction, where the difference between the consideration transferred
and the book value of the share of the non-controlling interest acquired is recognised directly in equity attributable to the parent.
Non-controlling interest in the results and equity of subsidiaries are shown separately in the statement of profit or loss and other
comprehensive income, statement of financial position and statement of changes in equity of the consolidated entity. Losses
incurred by the consolidated entity are attributed to the non-controlling interest in full, even if that results in a deficit balance.
Where the consolidated entity loses control over a subsidiary, it derecognises the assets including goodwill, liabilities and non-
controlling interest in the subsidiary together with any cumulative translation differences recognised in equity. The consolidated
entity recognises the fair value of the consideration received and the fair value of any investment retained together with any gain
or loss in profit or loss.
(b) Income Tax and Other Taxes
Current tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from or
paid to the taxation authorities based on the current period’s taxable income. The tax rates and tax laws used to compute the
amounts are those that are enacted or substantively enacted by the balance sheet date. 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.
Deferred income tax liabilities are recognised for all taxable temporary differences except when the deferred income tax liability
arises from the initial recognition of goodwill or of an asset or liability in a transaction that is not a business combination and that,
•
at the time of the transaction, affects neither the accounting profit nor taxable profit or loss; or
•
when the taxable temporary difference is associated with investments in subsidiaries, associates or interests in joint ventures,
and the timing of the reversal of the temporary difference can be controlled and it is probable that the temporary difference
will not reverse in the foreseeable future.
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 taxable profit will be available against which the deductible temporary differences
and the carry-forward of unused tax credits and unused tax losses can be utilised, except:
•
when the deferred income tax asset relating to the deductible temporary difference arises from the initial recognition of an
asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the
accounting profit nor taxable profit or loss; or
•
when the deductible temporary difference is associated with investments in subsidiaries, associates or interests in joint
ventures, in which case a deferred tax asset is only recognised to the extent that it is probable that the temporary difference
will reverse in the foreseeable future and taxable profit will be available against which the temporary difference can be
utilised.
The carrying amount of deferred income tax assets is reviewed at each financial year end and reduced to the extent that it is no
longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be utilised.
Unrecognised deferred income tax assets are reassessed at each balance sheet date and are recognised to the extent that it has
become probable that future taxable profit will allow the deferred tax asset to be recovered.
Deferred income tax assets and deferred tax liabilities are measured at the tax rates that are expected to apply to the year when
the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at
the balance date.
Deferred tax assets and deferred tax liabilities are offset only if a legally enforceable right exists to set off current tax assets against
current tax liabilities and the deferred tax assets and liabilities relate to the same taxable entity and the same taxation authority.
Tax consolidation legislation
The Company and its’ subsidiary have formed a tax consolidated group.
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2024
Page 24
3. MATERIAL ACCOUNTING POLICIES continued
(b) Income Tax and Other Taxes continued
The head entity, King River and the subsidiary in the tax consolidated group continue to account for their own current and
deferred tax amounts. The Group has applied the group allocation approach in determining the appropriate amount of current
taxes and deferred taxes to allocate to members of the tax consolidated group.
In addition to its own current and deferred tax amounts, King River also recognises the current tax liabilities (or assets) and the
deferred tax assets arising from unused tax losses and unused tax credits assumed from controlled entities in the tax consolidated
group.
(c) Financial Instruments
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity
instrument of another entity.
Financial assets
Initial recognition and measurement
On initial recognition a financial asset is classified and measured at:
a. Amortised cost;
b. Fair Value through Other Comprehensive Income (FVOCI) – debt investment;
c. FVOCI – equity investment; or
d. Fair Value through Profit or Loss (FVTPL)
The classification of financial assets is generally based on the business model in which a financial asset is managed and its
contractual cash flow characteristics. A financial asset (unless it is a trade receivable without a significant financing component
that is initially measured at the transaction price) is initially measured at fair value plus, for an item not at FVTPL, transaction
costs that are directly attributable to its acquisition.
In order for a financial asset to be classified and measured at amortised cost, it needs to give rise to cash flows that are ‘solely
payments of principal and interest (SPPI)’ on the principal amount outstanding. This assessment is referred to as the SPPI test
and is performed at an instrument level.
Financial assets at amortised cost (debt instruments)
This category is the most relevant to the Group. For financial assets measured at amortised cost, these assets are subsequently
measured using the effective interest method. The amortised cost is reduced by impairment losses.
Interest income and impairment are recognised in profit or loss. Any gain or loss on derecognition is recognised in profit or loss.
The Group’s financial assets consist of cash and cash equivalents and other receivables.
Financial assets at fair value through profit or loss
Financial assets not measured at amortised cost are classified as financial assets at fair value through profit or loss. This category
of financial asset includes equity investments. Fair value movements are recognised in profit or loss.
Impairment of financial assets
In relation to the financial assets carried at amortised cost, an expected credit loss model is applied. For short term receivables,
the Group does not track changes in credit risk, but instead recognises a loss allowance based on lifetime ECLs at each reporting
date. The Group has established a provision matrix that is based on its historical credit loss experience, adjusted for forward-
looking factors specific to the debtors and the economic environment. ECLs are based on the difference between the contractual
cash flows due in accordance with the contract and all the cash flows that the Group expects to receive, discounted at an
approximation of the original EIR. The expected cash flows will include cash flows from the sale of collateral held or other credit
enhancements that are integral to the contractual terms.
The Group considers a financial asset in default when internal or external information indicates that the Group is unlikely to
receive the outstanding contractual amounts in full. A financial asset is written off when there is no reasonable expectation of
recovering the contractual cash flows.
Financial liabilities
Initial recognition and measurement
All financial liabilities are recognised initially at fair value and, in the case of loans and borrowings and payables, net of directly
attributable transaction costs. The Group’s financial liabilities include trade and other payables and loans and borrowings.
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2024
Page 25
3. MATERIAL ACCOUNTING POLICIES continued
(c) Financial Instruments continued
After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortised cost using the EIR
method. Gains and losses are recognised in profit or loss when the liabilities are derecognised as well as through the EIR
amortisation process.
Trade and other payables are designated as other financial liabilities and are measured at amortised cost.
Derecognition
A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. When an existing
financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability
are substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the
recognition of a new liability. The difference in the respective carrying amounts is recognised in the statement of profit or loss.
(d) Shares in controlled entities
Investments in controlled entities are measured at cost in the separate financial statements of the Parent. The Company assesses
whether it is necessary to recognise any impairment loss in the investment in subsidiaries following any significant changes in
the underlying assets or operations of the relevant subsidiary.
(e) Exploration and Evaluation Expenditure
Expenditure on exploration and evaluation is accounted for in accordance with the ‘area of interest' method.
Exploration and evaluation expenditure is capitalised provided the rights to tenure of the area of interest is current and either:
•
the exploration and evaluation activities are expected to be recouped through successful development and
exploitation of the area of interest or, alternatively, by its sale; or
•
exploration and evaluation activities in the area of interest have not at the reporting date reached a stage that
permits a reasonable assessment of the existence or otherwise of economically recoverable reserves, and
active and significant operations in, or relating to, the area of interest is continuing.
When the technical feasibility and commercial viability of extracting a mineral resource have been demonstrated
then any capitalised exploration and evaluation expenditure is reclassified as capitalised mine development. Prior
to reclassification, capitalised exploration and evaluation expenditure is assessed for impairment.
Impairment
The carrying value of capitalised exploration and evaluation expenditure is assessed for impairment at the cash
generating unit level whenever facts and circumstances suggest that the carrying amount of the asset may exceed
its recoverable amount.
An impairment exists when the carrying amount of an asset or cash-generating unit exceeds its estimated
recoverable amount. One or more of the following facts and circumstances indicate that an entity should test exploration and
evaluation assets for impairment: (a) the period for which the entity has the right to explore in the specific area has expired during
the period or will expire in the near future, and is not expected to be renewed; (b) substantive expenditure on further exploration
for and evaluation of mineral resources in the specific area is neither budgeted nor planned; (c) exploration for and evaluation of
mineral resources in the specific area have not led to the discovery of commercially viable quantities of mineral resources and the
entity has decided to discontinue such activities in the specific area; (d) sufficient data exist to indicate that, although a
development in the specific area is likely to proceed, the carrying amount of the exploration and evaluation asset is unlikely to be
recovered in full from successful development or by sale. In any such case, or similar cases, the entity shall perform an impairment
test. Any impairment loss is recognised as an expense.
(f) Research and development costs
Research costs are expensed as incurred. Development expenditure on an individual project are recognised as an intangible asset
when the Group can demonstrate:
•
The technical feasibility of completing the intangible asset so that the asset will be available for use or sale
•
Its intention to complete and its ability and intention to use or sell the asset
•
How the asset will generate future economic benefits
•
The availability of resources to complete the asset
•
The ability to measure reliably the expenditure during the development
Following initial recognition of the development expenditure as an asset, the asset is carried at cost less any accumulated
amortisation and accumulated impairment losses. Amortisation of the asset begins when development is complete, and the asset
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2024
Page 26
3. MATERIAL ACCOUNTING POLICIES continued
(f) Research and development costs continued
is available for use. It is amortised over the period of expected future benefit. Amortisation is recorded in cost of sales. During the
period of development, the asset is teste for impairment annually.
(g) Trade and other payables
These amounts represent liabilities for goods and services provided to the consolidated entity prior to the end of the financial
year and which are unpaid. Due to their short-term nature, they are measured at amortised cost and are not discounted. The
amounts are unsecured and are usually paid within 30 days of recognition.
(h) Goods and Services Tax (“GST”)
Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST incurred is not
recoverable from the Australian Taxation Office. In these circumstances the GST is recognised as part of the cost of acquisition of
the asset or as part of an item of the expense. Receivables and payables in the balance sheet are shown inclusive of GST.
Cash flows are presented in the cash flow statement on a gross basis, except for the GST component of investing and financing
activities, which are disclosed as operating cash flows.
Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the taxation authority.
(i) Share Based Payment Transactions
Equity settled transactions
The Group provides benefits to directors and employees (including senior executives) of the Group in the form of share based
payments, whereby employees render services in exchange for shares or rights over shares (equity settled transactions).
The cost of these equity settled transactions with employees is measured by reference to the fair value of the equity instruments
at the date at which they are granted. The fair value of shares is determined by the price on grant date and of options using the
Black & Scholes model, further details of which are given in Note 19. In valuing equity settled transactions, no account is taken
of any performance conditions, other than conditions linked to the price of the shares of King River (market conditions) if
applicable.
The cost of equity settled transactions is recognised, together with a corresponding increase in equity, over the period in which
the performance and/or service conditions are fulfilled, ending on the date on which the relevant employees become fully entitled
to the award (the vesting period).
The cumulative expense recognised for equity-settled transactions at each reporting date until vesting date reflects:
(i)
the extent to which the vesting period has expired; and
(ii)
the Group’s best estimate of the number of equity instruments that will ultimately vest.
No adjustment is made for the likelihood of market performance conditions being met as the effect of these conditions is included
in the determination of fair value at grant date. The income statement charge or credit for a period represents the movement in
cumulative expense recognised as at the beginning and end of that period.
No expense is recognised for awards that do not ultimately vest, except for awards where vesting is only conditional upon a
market condition.
If the terms of an equity settled award are modified, as a minimum an expense is recognised as if the terms had not been modified.
In addition, an expense is recognised for any modification that increases the total fair value of the share based payment
arrangement, or is otherwise beneficial to the employee, as measured at the date of modification. If an equity settled award is
cancelled, it is treated as if it had vested on the date of cancellation, and any expense not yet recognised for the award is recognised
immediately. However, if a new award is substituted for the cancelled award and designated as a replacement award on the date
that it is granted, the cancelled and new awards are treated as if they were a modification of the original award, as described in
the previous paragraph. The dilutive effect, if any, of outstanding options is reflected as additional share dilution in the
computation of diluted earnings per share.
(j) Employee Benefits
Wages, salaries and annual leave
Liabilities for wages and salaries, including non-monetary benefits and annual leave expected to be settled within 12 months of
the reporting date are recognised in other payables in respect of employees’ services up to the reporting date. They are measured
at the amounts expected to be paid when the liabilities are settled.
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2024
Page 27
3. MATERIAL ACCOUNTING POLICIES continued
(j) Employee Benefits continued
Other long-term employee benefits
The liability for annual and 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 reporting date using the
projected unit credit method. 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 reporting date on high
quality corporate bonds with terms to maturity and currencies that match, as closely as possible, the estimated future cash
outflows.
(k) Contributed Equity
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown
in equity as a deduction, net of tax, from the proceeds.
(l)
Earnings Per Share
Basic earnings per share is calculated as net profit attributable to members of the parent, adjusted to exclude any costs of servicing
equity (other than dividends), divided by the weighted average number of ordinary shares, adjusted for any bonus element.
Diluted earnings per share is calculated as net profit attributable to members of the parent, adjusted for:
•
costs of servicing equity (other than 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. Losses have an anti-dilutive effect. Therefore, the basic and diluted earnings for the current and prior period have
remained the same.
(m) Government grants
Government grants are recognised where there is reasonable assurance that the grant will be received, and all attached conditions
will be complied with. When the grant relates to an expense item, it is recognised as income on a systematic basis over the periods
that the related costs, for which it is intended to compensate, are expensed. When the grant relates to an asset, it is offset against
the related asset.
4. SIGNIFICANT ACCOUNTING JUDGEMENTS, ESTIMATES AND ASSUMPTIONS
(a) Significant accounting judgements
In the process of applying the Group’s accounting policies, management has made the following judgements, apart from those
involving estimations, which have the most significant effect on the amounts recognised in the consolidated financial statements:
(i) Research and development tax incentives
As the research and development tax incentive only relates to specific types of expenditure incurred and is directly settled in cash,
the Group has determined that this incentive should be accounted for as a government grant. As such the research and
development tax incentive is recognised when there is reasonable assurance that the incentive rebate will be received.
Management judgement is required to assess that the incentive meets the recognition criteria and in determining the measurement
of the incentive including the assessment of the eligibility and appropriateness of the apportionment of eligible expenses based
on research and development activities undertaken by the consolidated entity and taking into consideration relevant legislative
requirements.
Further, the Research and Development Tax Incentive program in Australia is a self-assessment regime and there is a four year
period from the date of lodgement where the claim may be subject to a review the Australian Taxation Office or Ausindustry,
with any amounts overclaimed being potentially subject to full repayment with interest and penalties.
(b) Significant accounting estimates and assumptions
The carrying amounts of certain assets and liabilities are often determined based on estimates and assumptions of future events
and are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimates are
revised and in any future periods affected. The key estimates and assumptions that have a significant risk of causing a material
adjustment to the carrying amounts of certain assets and liabilities with the next annual reporting period are:
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2024
Page 28
4. SIGNIFICANT ACCOUNTING JUDGEMENTS, ESTIMATES AND ASSUMPTIONS continued
(b) Significant accounting estimates and assumptions continued
(i)
Determination of mineral resources and ore reserves
The Group’s policy for estimating its mineral resources and ore reserves requires that the Australian Code for Reporting of
Exploration Results, Mineral Resources and Ore Reserves 2004 (the ‘JORC code’) be used as a minimum standard.
The information on mineral resources and ore reserves were prepared by or under the supervision of Competent Persons as
defined in the JORC code. The amounts presented are based on the mineral resources and ore reserves determined under the
JORC code. There are numerous uncertainties inherent in estimating mineral resources and ore reserves and assumptions that are
valid at the time of estimation may change significantly when new information becomes available.
(ii) Share based payment transactions
The Group measures the cost of equity settled transactions with employees and suppliers by reference to the fair value of the
equity instrument at the date at which they are granted. The expense recognised is based on an assessment of the probability of
the vesting. Changes in the probability of vesting would have no impact on the carrying amounts of the assets and liabilities
within the next annual reporting period but may impact income and expenses.
(iii) Impairment of capitalised exploration and evaluation expenditure
The future recoverability of capitalised exploration and evaluation expenditure is dependent on a number of factors, including
whether the Group decides to exploit the related lease itself or, if not, whether it successfully recovers the related exploration and
evaluation asset through sale. To the extent that capitalised exploration and evaluation expenditure is determined not to be
recoverable in the future, profits and net assets will be reduced in the period in which this determination is made. In addition,
exploration and evaluation expenditure is capitalised if activities in the area of interest have not yet reached a stage that permits
a reasonable assessment of the existence or otherwise of economically recoverable reserves. To the extent it is determined in the
future that this capitalised expenditure should be written off, profits and net assets will be reduced in the period in which this
determination is made.
5. PARENT ENTITY INFORMATION
Parent
2024
$
2023
$
Current Assets1
7,716,248
10,358,967
Non-current Assets
10,151,208
7,486,331
Total Assets
17,867,456
17,845,298
Current Liabilities
140,828
168,394
Non-current Liabilities
43,196
59,041
Total Liabilities
184,024
227,435
Contributed Equity
49,180,808
49,408,241
Accumulated Losses
(33,656,988)
(33,753,966)
Option Reserve
2,159,612
1,963,588
Total Equity
17,683,432
17,617,863
Profit for the year
96,978
15,267,178
Total Comprehensive Profit/(loss) for the year
96,978
15,267,178
1Loan receivables from the subsidiaries of King River have been written down to fair value in the parent entity information and
recorded in profit and loss.
Guarantees
As a condition of the Corporations Instrument 2016/785, King River Resources Limited, Treasure Creek Pty Ltd, Kimberley Gold Pty
Ltd, Whitewater Minerals Pty Ltd and High Purity Metals Ltd (The “Closed Group”) have entered into a deed of cross guarantee.
The effect of the deed is that King River Resources Limited has guaranteed to pay any deficiency in the event of winding up of the
controlled entity or if it does not meet its obligations under the terms of overdrafts, loans, leases or other liabilities subject to the
guarantee. The controlled entity has also given a similar guarantee in the event that King River Resources Limited is wound up or
if it does not meet its obligations under the terms of overdrafts, loans, leases or other liabilities subject to the guarantee.
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2024
Page 29
Consolidated
2024
2023
$
$
6. REVENUES AND EXPENSES
(a) Interest Revenue
Interest revenue calculated using the effective interest rate method
91,990
249
(b) Other Income
Net profit on sale of asset – Speewah Project
2,400,0002
8,614,9501
Research & Development Tax Incentive
282,761
532,957
Shire rates refunded
8,9503
-
2,691,711
9,147,907
1King River Resources Ltd signed a binding term sheet on 17 February 2023 with ASX listed resources company Tivan Limited
(ASX: TVN) ("Tivan") by which Tivan acquired 100% of the issued capital of Speewah Mining Pty Ltd, the owner of the Speewah
Vanadium-Titanium-Iron Project (“Speewah Project”) in the East Kimberley region of North Western Australia. The sale
transaction was completed on 11 April 2023.
2 On 12 February 2024 King River reached an agreement with Tivan to restructure the terms of Tivan’s final $5 million payment for the
acquisition of the Speewah Project owing at the time and if the value of the 100 million Shares held by King River is less than $10 million
on 17 February 2025, calculated on the basis of Tivan’s preceding 30 day volume weighted average price (“VWAP”), then Tivan shall
issue to King River such additional number of Tivan shares at that VWAP which when combined with the existing 100 million Shares
is valued at a total of $10 million. If Tivan’s VWAP at 17 February 2025 equals $0.10 or more, no additional shares will be issued to
King River. The variation to payment terms pertaining to the share consideration is accounted as a gain of $2.4 million during the year
ended 30 June 2024, being the difference between the guaranteed $10 million share value at 17 February 2025 and the share
consideration at the time of the original share issued 11 April 2023.
3 Refund received on shire rates paid on tenements surrendered in 2023 financial year.
Reconciliation of net profit on sale of asset – Speewah Project
Consolidated
2024
2023
$
$
Sale consideration pursuant to Binding Term Sheet
Fair Value of cash consideration receivable
-
10,000,0001
Share consideration: 100m ordinary shares in Tivan Ltd at 7.6cents
-
7,600,0002
-
17,600,000
Gain realised on the contract variation on 12 February 2024:
2,400,0003
Less cost base:
Carrying value of Speewah tenements
-
(12,577,157)
Deferred tax liability adjustment relating to Speewah tenements
-
3,773,147
Cash at bank Speewah Mining Pty Ltd
-
-
Other transaction costs
-
(181,040)
Net profit on sale of asset – Speewah Project
2,400,000
8,614,950
1King River received $2.5 million cash and 100 million ordinary fully paid shares in Tivan Ltd on 11 April 2023. The deferred cash
consideration of $7.5 million was recognised as receivable at 30 June 2023 (see note 10). On 27 July 2023 King River received the
cash payment of $2.5 million and 27 March 2024 received $1million cash payment towards the deferred sale consideration owing.
The $4,000,000 (2023: $7,500,000) is the deferred cash consideration for the sale of the Speewah Project to Tivan Limited and remains
owing to King River as at 30 June 2024.
2The closing share price of 7.6 cents on 31 March 2023 when the King River General Meeting was held approving the sale, satisfying
the final condition precedent. The shares are subject to a voluntary escrow for a two-year period from 16 February 2023.
3On 12 February 2024 King River reached an agreement with Tivan to restructure the terms of Tivan’s final $5 million payment for
the acquisition of the Speewah Project owing at the time. The variation to payment terms pertaining to the share consideration is
accounted as a gain of $2.4 million during the year ended 30 June 2024, being the difference between the guaranteed $10 million
share value at 17 February 2025 and the share consideration at the time of the original share issued 11 April 2023.
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2024
Page 30
6.
REVENUES AND EXPENSES continued
Consolidated
2024
2023
$
$
(c) Expenses
Depreciation expenses:
depreciation – right of use asset
(21,024)
(37,068)
depreciation – plant and equipment
(9,288)
(4,328)
(30,312)
(41,396)
Directors’ and employee benefits expenses (excluding sharebased payments):
director fees
(120,000)
(120,000)
wages other
(22,483)
(20,626)
superannuation contribution
(15,673)
(14,766)
(158,156)
(155,392)
Other administration expenses:
Administration and bookkeeping fees
(114,840)
(110,368)
Media and investor relations
(33,247)
(13,937)
Office expenses
(61,760)
(59,596)
Short term lease expenses
(56,047)
(55,623)
Other expenses
(18,378)
(38,178)
Payroll tax
(71,465)1
-
(355,737)
(277,702)
1 Payroll tax expense in relation to the performance rights issued to directors and senior management. Refer to Note 19 Share
Based Payments.
Consolidated
2024
2023
$
$
(d) Write-off Capitalised Exploration Costs
Speewah E80/4468
-
(27,655)
Whitewater E80/5177
-
(220,343)
Whitewater E80/5194
-
(125,538)
Whitewater E80/5195
-
(83,999)
Whitewater E80/5196
-
(110,949)
Whitewater E80/5329
-
(6,166)
-
(574,650)
During the 2024 financial year, the were no expiry or surrender of tenement licences. The total capitalised tenement costs in the
amount of $574,650 incurred were written off in the 2023 financial year.
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2024
Page 31
Consolidated
2024
2023
$
$
7. INCOME TAX
(a) The components of tax comprise:
Current income tax
Current income tax expense / (benefit)
-
-
Deferred income tax
Relating to the origination and reversal of temporary differences
-
-
Deferred tax asset derecognised
-
3,773,1471
Total income tax as reported in the profit or loss
-
3,773,147
1 Non-cash derecognition of deferred tax asset following disposal of Speewah Mining Pty Ltd (see note 6(b)).
(b) The prima facie tax on profit from ordinary activities before income tax
is reconciled to the income tax as follows:
Profit / (Loss) Before Income Tax
2,074,303
7,459,879
Prima facie tax payable on profit from ordinary activities before income tax at
30% (2022: 30%)
622,291
2,237,964
Add:
Tax Effect of:
Non-assessable/deductible items
(43,189)
2,471,311
Movement in deferred tax assets not brought to account
(622,206)
(1,245,614)
Adjustment relating to prior period not brought to account
43,104
309,486
Deferred tax asset derecognised
-
3,773,147
Deferred Tax Assets and Liabilities
30 June 2023
Movement
30 June 2024
Deferred Tax Assets (DTA)
Capital raising costs
82,577
(29,326)
53,251
Tax losses
5,069,326
104,522
5,173,848
Other
24,367
(5,371)
18,996
Financial Assets
60,000
(86,400)
(26,400)
Accrued expenses
15,840
1,290
17,130
5,252,110
(15,285)
5,236,825
Deferred Tax Liabilities (DTL)
Exploration
(2,291,489)
(613,974)
(2,905,463)
Fixed Assets
(622)
1,080
458
Other
(26,763)
5,973
(20,790)
(2,318,874)
(606,921)
(2,925,795)
Net Deferred assets/ liabilities not recognised
2,933,236
(622,206)
2,311,030
The Company and its subsidiary form a tax consolidated group. The consolidated financial statements have been prepared on
this basis of the formation of a consolidated group. The above DTA amounts are not recognised in the accounts on the basis the
Company does not meet the DTA recognition test due to the absence of forecasted future taxable profits.
8. SEGMENT REPORTING
Segment information is presented in respect of the Group’s Directors and internal reporting. The Chief Operating Decision Makers
are the Board of Directors of the Group. The accounting policies applied for internal reporting purposes are consistent with those
applied in the preparation of the financial statements.
Segment results, assets and liabilities include items directly attributable to a segment as well as those that can be allocated on a
reasonable basis. Unallocated items comprise mainly corporate assets and head office expenses, and income tax assets and
liabilities. The corporate and administrative functions based in Australia are considered incidental to Consolidated Entity’s
exploration activities. The Group’s interest income is all earned in Australia.
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2024
Page 32
8. SEGMENT REPORTING continued
For the year ended 30 June 2024, the group had one segment being Exploration and Evaluation activities of its gold projects in
Australia (Western Australia and Norther Territory). These activities were undertaken by Treasure Creek Pty Ltd and Whitewater
Minerals Pty Ltd.
2024
ARC HPA
Project
$
Exploration and
Evaluation
$
Total
Segments
$
Adjustment or
Unallocated
items
$
Consolidated
$
Revenue
Interest revenue
-
-
-
91,990
91,990
Total revenue
-
-
-
91,990
91,990
Other income
R&D Tax Incentive
81,055
-
81,055
201,706
282,7611
Shire rates refunded
-
8,950
8,950
-
8,950
Net profit on disposal of Speewah
-
-
-
2,400,0002
2,400,000
Net fair value gain on investment
288,000
288,000
Total other income
81,055
8,950
90,005
2,889,706
2,979,711
Expenses
Depreciation and amortisation
-
(7,189)
(7,189)
(23,123)
(30,312)
Finance costs
-
-
-
(4,273)
(4,273)
Other costs
(726)
(874)
(1,600)
(961,213)
(962,813)
Total Expenses
(726)
(8,063)
(8,789)
(988,609)
(997,398)
Reportable segment result
before tax
80,329
887
81,216
1,993,087
2,074,303
Reportable segment assets
718
10,099,865
10,100,583
-
10,100,583
Cash and cash equivalent
3,687,847
3,687,847
Ordinary shares
10,088,000
10,088,000
Other receivables
4,010,366
4,010,366
Other assets
81,243
81,243
Total assets
718
10,099,865
10,100,583
17,867,456
27,968,039
Reportable segment liabilities
-
(301,727)
(301,727)
-
(301,727)
Trade and other payables
(120,705)
(120,705)
Lease liability
(63,319)
(63,319)
Total liabilities
-
(301,727)
(301,727)
(184,024)
(485,751)
12023 Research & Development incentive of $282,761 recognised as other income during the year ended 30 June 2024 is attributable
to the eligible expenditure incurred in the year ended 30 June 2023.
2 Net profit on the disposal of Speewah Project refer to Note 6(b) Other Income.
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2024
Page 33
8. SEGMENT REPORTING continued
For the year ended 30 June 2023, the group had two segments being:
•
ARC High Purity Alumina (‘HPA’) Project to develop the ARC HPA process and precursor compound for the production
of HPA. This was undertaken by High Purity Metals Pty Ltd and was placed on hold during the 2023 financial year; and
•
Exploration and evaluation activities of its gold projects in Australia (Western Australia and Norther Territory). These
activities were undertaken by Treasure Creek Pty Ltd, Whitewater Minerals Pty Ltd and Speewah Mining Pty Ltd.
2023
ARC HPA
Project
$
Exploration and
Evaluation
$
Total
Segments
$
Adjustment or
Unallocated
items
$
Consolidated
$
Revenue
Interest revenue
-
3
3
246
249
Total revenue
-
3
3
246
249
Other income
R&D Tax Incentive
532,9571
-
532,957
-
532,957
Net profit on disposal of asset
-
8,614,9502
8,614,950
-
8,614,950
Total other income
532,957
8,614,950
9,147,907
-
9,147,907
Expenses
Depreciation and amortisation
-
(3,075)
(3,075)
(38,321)
(41,396)
Finance costs
-
-
-
(3,074)
(3,074)
HPA development costs
(130,915)
-
(130,915)
-
(130,915)
Write-off of capitalised
exploration expense
-
(574,650)
(574,650)
-
(574,650)
Net fair value loss on investment
-
-
-
(200,000)
(200,000)
Other costs
(1,324)
(1,438)
(2,762)
(735,480)
(738,242)
Total Expenses
(132,239)
(579,163)
(711,402)
(976,875)
(1,688,277)
Reportable segment result
before tax
400,718
8,035,787
8,436,505
(976,629)
7,459,630
Reportable segment assets
644
8,065,525
8,066,169
-
8,066,169
Cash and cash equivalent
2,816,132
2,816,132
Ordinary shares
7,400,000
7,400,000
Other receivables
7,522,047
7,522,047
Other assets
107,119
107,119
Total assets
644
8,065,525
8,066,169
17,845,298
25,911,467
Reportable segment liabilities
-
(244,638)
(244,638)
-
(244,638)
Trade and other payables
(146,211)
(146,211)
Lease liability
(81,224)
(81,224)
Total liabilities
-
(244,638)
(244,638)
(227,435)
(472,073)
12022 Research & Development incentive of $532,957 received during the year ended 30 June 2023 and is attributable to the eligible
expenditure incurred in the year ended 30 June 2022.
2 Net profit on the disposal of Speewah Project refer to Note 6(b) Other Income.
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2024
Page 34
Consolidated
2024
$
2023
$
9. EARNINGS PER SHARE
Earnings used in calculation of basic and diluted earnings per share
2,074,303
3,686,732
Number
Number
Weighted average number of ordinary shares for the purposes of basic
earnings per share
1,553,316,967
1,553,524,947
Effect of dilution - share options
-
-
Weighted average number of ordinary shares adjusted for effect of dilution
1,553,316,967
1,553,524,947
As at 30 June 2024 the Company has 10,000,000 Loan Plan Shares accounted for as in-substance options (June 2023: 10,000,000),
and 125,000,000 performance rights (June 2023: nil) on issue. These performance rights are not included in diluted earnings per
share calculation as the issue of the shares are contingent on certain vesting conditions. There have been no other transactions
involving ordinary shares or potential ordinary shares subsequent to the balance date that would significantly change the
number of ordinary shares or potential ordinary shares outstanding for the reporting period.
Consolidated
2024
$
2023
$
10.
CURRENT ASSETS
(a) Cash and cash equivalents balance
Cash at bank and on hand
1,871,077
3,145,977
Short-term deposits
2,064,7531
-
3,935,830
3,145,977
Cash at bank earns interest at floating rates based on daily bank deposit rates.
1 Term deposit has an investment term of 3 months.
Reconciliation of net loss after tax to net cash flows from operations
Profit for the year
2,074,303
7,459,879
Share-based payments
196,024
21,872
Depreciation
30,312
41,396
Capitalised exploration expenditure written off
(8,950)
574,650
Net fair value (gain) /loss through Profit & Loss
(288,000)
200,000
Net gain on sale of asset
(2,400,000)
(8,614,950)
Decrease in assets:
- Receivables and other current assets
2,396
173,529
Increase/(decrease) in liabilities:
- Trade and other current payables
21,173
(186,357)
Net Cash flow used in Operating Activities
(372,742)
(329,981)
(b)
Other Receivables
GST & Fuel Tax Credits receivable
74,072
80,509
Other receivables2
4,000,000
7,500,000
4,074,072
7,580,509
2 The $4,000,000 (2023: $7,500,000) is the deferred cash consideration for the sale of the Speewah Project to Tivan Limited and is
measured at amortised cost with nil loss allowance based on lifetime ECLs at the reporting date. On 8 July 2024 King River
received $1.6 million cash and the balance of the deferred consideration of $2.4 million remains owing to King River and is due
to be paid by 17 February 2025 in accordance with the agreement payment restructure. In addition, if the value of the 100 million
Tivan shares held by King River is less than $10 million on 17 February 2025, calculated on the basis of Tivan’s preceding 30-day
volume weighted average price (“VWAP”), then Tivan shall issue to King River such additional shares at that VWAP which
when combined with the existing 100 million shares is valued at a total of $10million. This deferred consideration is secured by
a general security deed over the issued capital of Speewah Mining Pty Ltd, the owner of the Speewah Vanadium-Titanium-Iron
Project.
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2024
Page 35
10.
CURRENT ASSETS continued
Consolidated
2024
$
2023
$
(c)
Other current assets
Prepayments
9,750
8,633
Security deposit
44,294
30,567
Security deposit – bank1
8,285
12,155
62,329
51,355
1The bank security deposits of $8,285 is the bank accounts in the name of King River for security of the lease bank guarantee.
Allowance for impairment loss
Other receivables which are non-interest bearing and are neither past due nor materially impaired at 30 June 2024 and 30 June
2023.
Fair value
Due to the short-term nature of the other receivables, their carrying value approximates their fair value.
Consolidated
2024
$
2023
$
11.
CAPITALISED EXPLORATION EXPENDITURE
At Cost
Balance at beginning of the year
7,638,295
19,023,605
Expenditure incurred
2,142,446
2,106,146
Capitalised Tenement costs written off
-
(574,650)1
Research & Development Incentive Received
(78,600)
(248,740)
Government Grants and Fuel Tax Credits
(17,265)
(90,909)
Disposal of asset – Speewah Project
-
(12,577,157)2
Total Capitalised Exploration Expenditure
9,684,876
7,638,295
1 Please refer to Note 6. Revenue and Expenses (d).
2 Please refer to Note 6. Revenue and Expenses (b)
The recoupment of costs carried forward in relation to areas of interest in the exploration and evaluation phases are dependent
on the successful development and commercial exploitation or sale of the respective areas.
Consolidated
2024
$
2023
$
12. FINANCIAL ASSET AT FAIR VALUE THROUGH PROFIT & LOSS
Listed ordinary shares - designated at fair value through profit or loss
10,000,0001,2
7,400,000
Listed options - designated at fair value through profit or loss4
88,0004
-
10,088,000
7,400,000
Reconciliation
Opening fair value
7,400,000
-
Additions
2,400,0002
7,600,0001
Gain/(Loss) on fair value remeasurement
288,0003
(200,000)3
Closing fair value
10,088,000
7,400,000
1100 million fully paid ordinary shares in Tivan Ltd at $0.076, being the quoted share price on 31 March 2023 when shareholder
approval for the sale of Speewah Project was received. The shares were issued pursuant to the Binding Term sheet and are subject
to a voluntary escrow for a two-year period from 16 February 2023.
2 On 12 February 2024 King River has agreed with Tivan that if the value of the 100 million Shares held by King River is less than
$10 million on 17 February 2025, calculated on the basis of Tivan’s preceding 30-day volume weighted average price (“VWAP”),
then Tivan shall issue to King River such additional number of Tivan shares at that VWAP which when combined with the
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2024
Page 36
12. FINANCIAL ASSET AT FAIR VALUE THROUGH PROFIT & LOSS continued
existing 100 million shares is valued at a guaranteed total of $10 million at 17 February 2025. If Tivan’s VWAP at 17 February 2025
equals $0.10 or more, no additional shares will be issued to King River. The variation to payment terms pertaining to the share
value is accounted as a gain of $2.4 million during the year ended 30 June 2024, being the difference between the guaranteed $10
million share value at 17 February 2025 and the share consideration at the time of the original share issued 11 April 2023.
3The fair value measurement is based on Level 1: Quoted prices (unadjusted) in an active market for identical assets or liabilities
that the entity can access at the measurement date being 30 June 2024 and 30 June 2023 respectively.
4 On 21 December 2023 King River received 4,000,000 listed options in Tivan Limited, the options have an exercise price of $0.30
and an expiry date of 30 June 2026. King River received the options pursuant to a bonus options issue by Tivan to its shareholders.
The options had a market price of $0.022 each as at 30 June 2024.
Consolidated
2024
$
2023
$
13. PLANT AND EQUIPMENT
Gross carrying amount – at cost
163,401
105,489
Accumulated depreciation
(100,020)
(90,733)
Net carrying amount
63,381
14,756
At beginning of year, net carrying amount
14,756
14,584
Acquired
57,913
4,500
Disposals
-
-
Depreciation charge for the year
(9,288)
(4,328)
At end of year, net carrying amount
63,381
14,756
The useful life of the assets was estimated between 2 and 20 years for 2024 and 2023.
14.
RIGHT OF USE ASSET
Leased warehouse storage
59,551
80,575
59,551
80,575
15.
TRADE AND OTHER PAYABLES
Trade payables
364,035
333,502
Accruals
57,100
52,800
Other payables
1,297
4,547
422,432
390,849
Trade payables and other creditors are non-interest bearing and are normally settled on 30-day terms. Due to the short-term
nature of these payables, their carrying value approximates their fair value.
16.
LEASE LIABILITIES
Leased warehouse storage – current
20,123
22,183
Leased warehouse storage - non-current
43,196
59,041
63,319
81,224
17. CONTRIBUTED EQUITY AND RESERVES
(a) Contributed Equity – Consolidated
2024
Number
$
Issued capital at beginning of year as at 1 July 2023
1,553,524,9471
49,408,241
Fully paid ordinary shares carry one vote per share and carry the right to
dividends
Movements in ordinary shares on issue
Cancellation of share pursuant to an on-market buy-back
(25,304,196)
(227,433)
Issued capital at end of year as at 30 June 2024
1,528,220,7511
49,180,808
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2024
Page 37
17.
CONTRIBUTED EQUITY AND RESERVES continued
(a) Contributed Equity – Consolidated continued
1 Number of shares is inclusive of the 10,000,000 Loan Plan Shares accounted for as in-substance options. Refer to Note 19(b)
Loan Plan Shares.
There were no options issued or expired during the year ended 30 June 2024. Refer note 19(b) Summaries of Options and
Performance Rights.
2023
Number
$
Issued capital at beginning of year as at 1 July 2022
1,553,524,9471
49,408,241
Fully paid ordinary shares carry one vote per share and carry the right to
dividends
Movements in ordinary shares on issue
-
-
Issued capital at end of year as at 30 June 2023
1,553,524,9471
49,408,241
1 Number of shares is inclusive of the 10,000,000 Loan Plan Shares accounted for as in-substance options. Refer to Note 19(b)
Loan Plan Shares.
Number
Exercise Price
Listed Options on Issue as at 1 July 2022
152,443,342
6 cents
Issued
-
-
Expired
(152,443,342)
-
Listed Options on Issue as at 30 June 2023
-
-
Each option has an exercise price of $0.06 and expiry date of 31 July 2022.
Number
Exercise Price
Unlisted Options on Issue as at 1 July 2022
7,000,000
6 cents
Issued
-
-
Expired
(7,000,000)
-
Options on Issue as at 30 June 2023
-
-
Refer note 19 (b) Summaries of Options Granted.
Terms and conditions of contributed equity
Ordinary shares
Ordinary shares have the right to receive dividends as declared and, in the event of winding up the Company, to participate
in the proceeds from the sale of all surplus assets in proportion to the number of and amounts paid up on 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.
As per the Corporations Act 2001 the Company does not have authorised capital and ordinary shares do not have a par value.
17(b) Reserves
Equity Benefits Reserve
$
Reserves
At 30 June 2022
1,941,716
Share – based payments
21,872
At 30 June 2023
1,963,588
Share – based payments
196,024
At 30 June 2024
2,159,612
Nature and Purpose of Equity Benefits Reserve
This reserve is used to record the value of equity benefits provided to directors, employees and external service providers as part
of their fees and remuneration.
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2024
Page 38
Consolidated
2024
2023
$
$
18. COMMITMENTS
Exploration Expenditure Commitment
Within 1 year
715,757
873,800
In order to maintain the Company’s interest in mining tenements, the Company is committed to meet the minimum expenditure
conditions under which the tenements were granted. These amounts change annually and are also based on whether term of
extensions are granted for each tenement.
19. SHARE BASED PAYMENTS
(a) Recognised share-based payment expenses
The share-based payment expense for the year ended 30 June 2024 is $196,024 (2023: $21,872) for the consolidated entity.
Performance Rights
During the year ended 30 June 2024 the Company issued 125,000,000 performance rights to directors and senior management.
Senior management
The Company issued 50,000,000 performance rights to senior management within the Company’s existing placement capacity
under ASX Listing Rule 7.1 and did not require shareholder approval. The performance rights issued to senior management have
the following vesting conditions and is conditional on continuity of employment or engagement with King River:
Number
The Performance Rights will vest upon:
(a) the Company completing 15,000 metres of drilling within 24 months of the date of issue of the
Performance Rights; and
(b) the Company’s 20-day volume weighted average share price achieving $0.03 or higher at any
time in the 3 years after the date of issue of the performance rights.
40,000,000
The Performance Rights will vest upon the Company’s 20-day volume weighted average share price
achieving $0.03 or higher at any time in the 3 years after the date of issue of the performance rights.
10,000,000
Directors
The Company issued 75,000,000 Performance Rights to Directors as approved at the Annual General Meeting held on 16
November 2023. The details of the Performance Rights to Directors resolution are included in the Notice of Meeting of the Annual
General Meeting dated 13 October 2023, available on the ASX Company Announcement Platform and the Company’s website
https://kingriverresources.com.au/investors/. The performance rights issued to Directors will vest upon the Company’s 20-day
volume weighted average share price achieving $0.05 or higher at any time in the 3 years after the date of issue of the performance
rights. Vesting of awards is conditional on continuity of office or engagement with King River.
The weighted average remaining contractual life of the performance rights outstanding as at 30 June 2024 is 2.33 years.
The Performance Rights value brought to account as a share-based payment expense in the year ended 30 June 2024 was $196,024
(2023: nil). Please refer to Note 19(d).
Loan Plan Shares
On 14 August 2019 the Company issued 10,000,000 Loan Plan Shares to the Chief Geologist at the market price of 3.2 cents per
share. The shares have been funded by a limited recourse loan from the Company with zero interest rate, the loan is repayable at
the end of the term (14 August 2026) or from the proceeds of any shares sold after escrow release. In the event that any shares
sold are less than 3.2 cents the Company will only recoup the value of the shares sold at the respective price in repayment of the
loan, or part thereof.
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2024
Page 39
19. SHARE BASED PAYMENTS continued
(a) Recognised share-based payment expenses continued
Loan Plan Shares continued
The Loan Plan Shares have been accounted for as an in-substance option award. The fair value of the equity instrument granted
was estimated as at the date of grant using the Black and Scholes model taking into account the terms and conditions upon which
the shares were granted. The Loan Plan Shares has been fully expensed in the financial year ended 30 June 2023 and no expense
recognised during the year ended 30 June 2024. The weighted average remaining contractual life for the Loan Plan Shares loan
term outstanding as at 30 June 2024 is 2.12 years. Please refer to Note 19(e).
The Loan Plan Share value brought to account as a share-based payment expense in the year ended 30 June 2024 was nil (2023:
$21,872).
(b) Summaries of options and performance rights granted
Performance Rights
The following table illustrates the number and weighted average exercise prices (WAEP) and movements of Performance Rights
issued during the year to directors and senior management.
2024
2023
Number
WAEP
Number
WAEP
Performance Rights outstanding at the
beginning of the year
-
-
-
-
Issued during the year
125,000,000
-
-
-
Exercised during the year
-
-
-
-
Forfeited during the year
-
-
-
-
Loan Plan Share outstanding at the end of
the year
125,000,000
-
-
-
There were no performance rights on issue as at 30 June 2023.
During the year ended 30 June 2024, no performance rights were converted or cancelled and none of the milestones were met
during the period. Refer to section Note 19(e) Performance right pricing model,
Loan Plan Shares
The following table illustrates the number and weighted average exercise prices (WAEP) and movements of Loan Plan shares
issued during the year to contractors & employees.
2024
2023
Number
WAEP
Number
WAEP
Loan Plan Shares outstanding at the
beginning of the year
10,000,000
0.032
10,000,000
0.032
Issued during the year
-
-
-
-
Released during the year
-
-
-
-
Expired during the year
-
-
-
-
Loan Plan Share outstanding at the end of
the year
10,000,000
0.032
10,000,000
0.032
Escrowed at the end of the year
-
-
-
-
There were 10,000,000 Loan Plan Shares which have been accounted for as an in-substance options award (2023: 10,000,000) at 30
June 2024. Refer to section Note 19 (d) Share pricing model, and Loan Plan Shares of the Directors Report for details of Loan Plan
Shares accounted for as in substance options.
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2024
Page 40
19. SHARE BASED PAYMENTS continued
(b) Summaries of options and performance rights granted continued
Options
The following table illustrates the number and weighted average exercise prices (WAEP) and movements of share options issued
during the year to contractors & employees.
2024
2023
Number
WAEP
Number
WAEP
Options outstanding at the beginning of
the year
-
-
7,000,000
0.06
Granted during the year
-
-
-
-
Expired during the year
-
-
(7,000,000)
-
Outstanding at the end of the year
-
-
-
-
Exercisable at the end of the year
-
-
-
-
There were no unlisted options exercised during the 2024 and 2023 financial year. Class O 7,000,000 unlisted options expired on
14 August 2022. There were no unlisted options on issue as at 30 June 2024 (2023: nil). There were no unlisted options granted
during the year ended 30 June 2024 (2023: nil).
(c) Option pricing model
There were no unlisted options on issue as at 30 June 2024 (2022: 7,000,000). There were 10,000,000 Loan Plan Shares which have
been accounted for as an in-substance options award (2023: 10,000,000) at 30 June 2024. Refer to Note 19 (d) Share pricing model.
(d) Share pricing model
The fair value of the equity-settled share granted under the Loan Plan Shares issued to Chief Geologist is estimated as at the date
of grant using a Black-Scholes model taking into account the terms and conditions upon which the shares were granted.
The following table lists the expense inputs to the model used.
Grant Date
14 August
2019
Options Issued
10,000,000
Volatility
100%
Risk free interest rate
0.71%
Discount rate (%)
0.94
Share price at grant date
$0.032
Expected life of options (years)
4
Fair value at grant date
$0.0254
The expected life of the shares is based on historical data and is not necessarily indicative of exercise patterns that may occur.
The expected volatility reflects the assumption that the historical volatility is indicative of future trends, which may also not
necessarily be the actual outcome.
(e) Performance right pricing model
For the performance rights granted during the year ended 30 June 2024, the valuation model inputs used to determine the fair
value at the grant date, are as follows:
Grant Date
6 October 2023
16 November 2023
Performance Rights Issued
50,000,000
75,000,000
Expected Volatility
100%
100%
Risk free interest rate
4%
4.17%
Dividend yield (%)
-
-
Share price at grant date
$0.010
$0.016
Expected life (years)
3
3
Fair value at grant date
$0.0056
$0.0082
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2024
Page 41
19. SHARE BASED PAYMENTS continued
(e) Performance right pricing model continued
The expected life of the shares is based on historical data and is not necessarily indicative of exercise patterns that may occur.
The expected volatility reflects the assumption that the historical volatility is indicative of future trends, which may also not
necessarily be the actual outcome.
20.
FINANCIAL RISK MANAGEMENT
The Group’s principal financial instruments comprise of cash and short term deposits. The Group has various other financial
assets and liabilities such as loan and borrowings, lease liabilities, receivables and trade payables, which arise directly from its
operations.
Details of the significant accounting policies and methods adopted, including the criteria for recognition, the basis of measurement
and the basis on which income and expenses are recognised, in respect of each class of financial asset, financial liability and equity
instrument are disclosed in notes 10 and 15 to the consolidated financial statements.
The Group manages its exposure to a variety of financial risks: market risk (including interest rate risk), credit risk, liquidity risk
and cash flow interest rate risk in accordance with the approved Group policies.
Primary responsibility for the identification and control of financial risks rests with the Board. The Board reviews and agrees
policies for managing each of the risks identified.
The Group uses different methods to measure and manage different types of risks to which it is exposed. These include monitoring
levels of exposure to interest rate and foreign exchange risk and assessment of market forecast for interest rate and foreign
exchange.
The Group manages credit risk by only dealing with recognised, creditworthy, third parties and liquidity risk is monitored
through the development of future rolling cash flow forecasts.
Commodity price risk
Presently the Group is not exposed to commodity price risk.
Interest rate risk
The Group’s current exposure to the risk of changes in market interest rates relate primarily to cash assets rates and is managed
by the Board in accordance with the approved investment policy. This policy defines maximum exposures and credit ratings
limits.
The Group does not account for fixed rate financial assets and liabilities at fair value through profit or loss.
The group does not have any material exposure to interest rate risk as at 30 June 2024.
Foreign currency risk
The Group has no material transactional foreign currency exposure.
Credit risk
Credit risk arises in the event that counterparty will not meet its obligations under a financial instrument leading to financial
losses. The Group is exposed to credit risk from its operating activities, financing activities including deposits with banks and
receivables.
The credit risk control procedures adopted by the Group is to assess the credit quality of the institution with whom funds are
deposited or invested, taking into account its financial position and past experiences. Investment limits are set in accordance with
limits set by the Board based on the counterparty credit rating. The limits are assigned to minimise concentration of risks and
mitigate financial loss through potential counterparty failure. The compliance with credit limits is regularly monitored as part of
day-to-day operations. Any credit concerns are highlighted to senior management.
As the Group is yet to commence mining operations it has no significant exposure to customer credit risk. The maximum exposure
to credit risk at the reporting date is the carrying value of each class of financial assets in the Statement of Financial Position.
Credit Quality of Financial Assets
S&P Credit rating
AAA
A1+
A1
A2
Unrated
$
$
$
$
$
Consolidated as at 30 June 2024
Cash and cash equivalents
-
3,935,830
-
-
-
Other Financial Assets
-
-
-
-
-
Other Receivables
74,072
-
-
-
4,000,000 1
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2024
Page 42
20. FINANCIAL RISK MANAGEMENT continued
1 On 8 July 2024 the Company received the cash payment of $1.6million for the sale of the Speewah Project. The balance of the
deferred cash consideration of $2.4million remains owing to King River and is due to be paid by 17 February 2025. This
deferred consideration payment is secured by a general security deed over the issued capital of Speewah Mining Pty Ltd, the
owner of the Speewah Vanadium-Titanium-Iron Project.
S&P Credit rating
AAA
A1+
A1
A2
Unrated
$
$
$
$
$
Consolidated as at 30 June 2023
Cash and cash equivalents
-
3,145,977
-
-
-
Other Financial Assets
-
-
-
-
-
Other Receivables
80,509
-
-
-
7,500,0001
1 On 27 July 2023 the Company received the cash payment of $2.5million for the sale of the Speewah Project. The balance of
the deferred consideration of $5million remains owing to King River and is due to be paid by 16 February 2024. This deferred
consideration is secured by a general security deed over the issued capital of Speewah Mining Pty Ltd, the owner of the
Speewah Vanadium-Titanium-Iron Project.
Liquidity risk
The responsibility for liquidity risk management rests with the Board of Directors.
The Group manages liquidity risk by maintaining sufficient cash to meet the operating requirements of the business and investing
excess funds in highly liquid short-term investments. The Group’s liquidity needs can be met through a variety of sources,
including: cash generated from interest accrued on cash balances, short and long term borrowings and issue of equity instruments.
Alternatives for sourcing our future capital needs include our current cash position, future operating cash flow, project debt
financings and equity raisings. These alternatives are evaluated to determine the optimal mix of capital resources for our capital
needs.
The maturity analysis for contractual undiscounted cash flows of liabilities:
Less than one year
$442,555
One to five years
$43,196
Total undiscounted cash flow
$485,751
Capital risk management
The Group’s capital comprises share capital, reserves less accumulated losses amounting to $27,482,288 at 30 June 2024
(2023: $25,439,394). The Group’s capital management objectives are:
•
To safeguard the business as a going concern;
•
To maximise potential returns for shareholders through minimising dilution; and
•
To retain an optimal debt to equity balance in order to minimise the cost of capital.
The Group may issue new shares or sell assets to reduce debts in order to maintain the optimal capital structure.
Equity price risk
The Group’s listed equity investments are susceptible to market price risk arising from uncertainties about future values of the
investment securities. The Group manages the equity price risk by placing limits on individual and total equity instruments.
Reports on the equity portfolio are submitted to the Group’s Board of Directors on a regular basis. The Group’s Board of Directors
reviews and approves all equity investment decisions. At the reporting date, the listed equity investments are subject to escrow
until 17 February 2025 and are recognised in the balance sheet at a value of $10million. Given that $10million value in Tivan Ltd
ordinary shares is guaranteed until February 2025, it is determined that the fair value is not subject to equity price risk until
February 2025.
21. GROUPS INFORMATION
The consolidated financial statements include the financial statements of King River Resources Limited and its subsidiaries:
Country of
Incorporation
% Equity Interest
2024
2023
Treasure Creek Pty Ltd
Australia
100
100
Kimberley Gold Pty Ltd
Australia
100
100
Whitewater Minerals Pty Ltd
Australia
100
100
High Purity Metals Pty Ltd
Australia
100
100
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2024
Page 43
22. EVENTS AFTER THE BALANCE SHEET DATE
On 5 July 2024 the Company announced it has extended the time period to complete its existing on-market share buy-back of up
to 155,352,495 ordinary shares by 12 months, until 24 July 2025. The number of shares purchased, the purchase price, and timing
of the Buy-back will be subject to the Company’s prevailing market conditions, share price and other considerations including
unforeseen circumstances. The Company reserves the right to vary the terms, suspend or terminate the buy-back at any time,
subject to and in accordance with applicable legal requirements.
On 8 July 2024 the Company announced it has received a cash payment of $1.6million for the acquisition of the Speewah Project
by Tivan Limited ("Tivan"). The balance of deferred consideration of $2.4million for the sale of Speewah Project remains owing
to King River as at the date of this report and is to be paid by 17 February 2025 in accordance with the agreed payment restructure.
In addition, if the value of the 100million Tivan shares held by King River is less than $10million on 17 February 2025, calculated
on the basis of Tivan’s preceding 30-day volume weighted average price (“VWAP”), then Tivan shall issue to King River such
additional shares at that VWAP which when combined with the existing 100million shares is valued at a total of $10milion. This
deferred consideration is secured by a general security deed over the issued capital of Speewah Mining Pty Ltd, the owner of the
Speewah Vanadium-Titanium-Iron Project. The Company’s cash position on 8 July 2024 was $5,281,296.
There were no other significant events following the balance date that affected the Company’s equity or state of affairs.
23. AUDITORS’ REMUNERATION
The auditors of King River are Ernst & Young.
Consolidated
2024
2023
Auditor’s Remuneration
$
$
Fees to Ernst & Young (Australia)
Fees for auditing the statutory financial report of the parent covering the
group and auditing the statutory financial reports of any controlled entities
69,409
64,512
Total fees to Ernst & Young (Australia)
69,409
64,512
Total auditor’s remuneration
69,409
64,512
24. DIRECTORS AND KEY MANAGEMENT PERSONNEL DISCLOSURES
There were no changes to Directors and Key Management Personnel between the reporting date and the date the financial report
was authorised for issue.
Consolidated
2024
2023
$
$
(a) Compensation of Directors and Key Management Personnel
Director and Key Management Personnel
Short-term
120,000
120,000
Post-employment superannuation
13,200
12,600
Share based payments
127,494
-
260,694
132,600
25. RELATED PARTY TRANSACTIONS
Australian Heritage Group Pty Ltd (“AHG”), a company in which Mr Anthony Barton is a Director and shareholder, and Mr
Greg MacMillan, a Director, Shareholder and the Company Secretary, have entered into an occupancy and administration
agreement with King River in respect of providing occupancy and administration services commencing March 2009. The total
value of the occupancy and administration services provided by AHG during the year was $4,909 (2023: $4,909).
AHG was engaged to provide management and corporate services in relation to the sale of Speewah Project for a management
fee of 1% on the proceeds value, resulting in management fee invoiced of $176,000 plus GST during the year ended 30 June 2023.
The management fee of 1% applicable to the cash consideration is payable when King River receives each tranche payment from
Tivan Ltd. During the year ended 30 June 2024 King River paid $35,000 plus GST to AHG towards the amount payable.
As at 30 June 2024, there is $44,450 (2023: $82,950) outstanding to pay AHG. All services provided by companies associated with
directors were provided on commercial terms.
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
Ernst & Young
11 Mounts Bay Road
Perth WA 6000 Australia
GPO Box M939 Perth WA 6843
Tel: +61 8 9429 2222
Fax: +61 8 9429 2436
ey.com/au
Independent auditor’s report to the members of King River Resources
Limited
Report on the audit of the financial report
Opinion
We have audited the financial report of King River Resources Limited (the Company) and its
subsidiaries (collectively the Group), which comprises the consolidated statement of financial position
as at 30 June 2024, the consolidated statement of comprehensive income, consolidated statement of
changes in equity and 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 consolidated financial position of the Group as at 30 June 2024
and of its consolidated financial performance for the year ended on that date; 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 judgment, were of most significance in
our audit of the financial report of the current year. These matters were addressed in the context of
our audit of the financial report as a whole, and in forming our opinion thereon, but we do not provide
a separate opinion on these matters. For the matter below, our description of how our audit addressed
the matter is provided in that context.
We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the
financial report section of our report, including in relation to this matter. Accordingly, our audit
included the performance of procedures designed to respond to our assessment of the risks of
material misstatement of the financial report. The results of our audit procedures, including the
procedures performed to address the matters below, provide the basis for our audit opinion on the
accompanying financial report.
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
Page 2
Carrying amount of capitalised exploration and evaluation assets
Why significant
How our audit addressed the key audit matter
At 30 June 2024, the Group held exploration and
evaluation assets of $9,684,875 as disclosed in
Note 11 to the financial report.
The carrying amount of exploration and evaluation
assets is assessed for impairment by the Group
when facts and circumstances indicate that the
carrying amount of exploration and evaluation
assets may exceed its recoverable amount.
The determination as to whether there are any
indicators to require the exploration and evaluation
assets to be assessed for impairment involves a
number of judgments, including whether the Group
has tenure, whether substantive expenditure on
further exploration and evaluation is neither planned
or budgeted and whether there is sufficient
information for a decision to be made that the area
of interest is not commercially viable.
For the year ended 30 June 2024 the Group did not
identify any indicator of impairment.
Given the size of the balance and the judgmental
nature of impairment indicator assessments
associated with exploration and evaluation assets,
we consider this a key audit matter.
We evaluated the Group’s assessment of the carrying
amount of exploration and evaluation assets. Our audit
procedures included the following:
Considered the Group’s right to explore in the
relevant exploration area which included obtaining
and assessing supporting documentation such as
license agreements.
Considered the Group’s intention to carry out
significant exploration and evaluation activity in the
relevant exploration area which included
assessment of the Group’s cash-flow forecast
models and enquiries with senior management and
the Directors as to the intentions and strategy of
the Group.
Assessed whether exploration and evaluation data
exists to indicate that the carrying amount of
capitalised exploration and evaluation assets is
unlikely to be recovered through development or
sale.
Assessed the adequacy of the disclosures in the
financial report.
Information other than the financial report and auditor’s report thereon
The directors are responsible for the other information. The other information comprises the
information included in the Company’s 2024 annual report, but does not include the financial report
and our auditor’s report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not
express any form of assurance conclusion thereon, with the exception of the Remuneration Report
and our related assurance opinion.
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.
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
Page 3
Responsibilities of the directors for the financial report
The directors of the Company are responsible for the preparation of:
►
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
►
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:
►
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
►
The consolidated entity disclosure statement that is true and correct and is free of misstatement,
whether due to fraud or error.
In preparing the financial report, the directors are responsible for assessing the Group’s ability to
continue as a going concern, disclosing, as applicable, matters relating to going concern and using the
going concern basis of accounting unless the directors either intend to liquidate the Group or to cease
operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the financial report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is
free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with the Australian Auditing Standards will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered material
if, individually or in the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of this financial report.
As part of an audit in accordance with the Australian Auditing Standards, we exercise professional
judgment 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.
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
Page 4
►
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.
►
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or
business activities within the Group to express an opinion on the financial report. We are
responsible for the direction, supervision and performance of the Group audit. We remain solely
responsible for our audit opinion.
We communicate with the directors regarding, among other matters, the planned scope and timing of
the audit and significant audit findings, including any significant deficiencies in internal control that we
identify during our audit.
We also provide the directors with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, actions
taken to eliminate threats or safeguards applied.
From the matters communicated to the directors, we determine those matters that were of most
significance in the audit of the financial report of the current year 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 audit of the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in the directors’ report for the year ended 30
June 2024.
In our opinion, the Remuneration Report of King River Resources Limited for the year ended 30 June
2024, complies with section 300A of the Corporations Act 2001.
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
Page 5
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.
Ernst & Young
Timothy G Dachs
Partner
Perth
20 September 2024
ASX Additional Information
Page 49
Additional information required by the Australian Stock Exchange Limited and not shown elsewhere in this report is as
follows. The information is current as at 16 September 2024.
(a) Distribution of Equity Securities
The number of shareholders, by size of holding, in each class of share are:
Listed Ordinary Shares
Listed Options
Number of
Holders
Number of
Shares
Number of
Holders
Number of
Options
1
−
1,000
165
40,646
-
-
1,001
−
5,000
255
896,103
-
-
5,001
−
10,000
405
3,346,251
-
-
10,001
−
100,000
1,938
85,728,295
-
-
100,001
−
and over
1,306
1,438,209,456
-
-
4,069
1,528,220,751
-
-
(b) Twenty Largest Shareholders
The names of the twenty largest holders of quoted shares are:
Listed Ordinary Shares
Number of Shares
Percentage
of Shares %
1
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
74,048,120
4.85%
2
NYIO PTY LTD
48,355,392
3.16%
3
A P BARTON PERSON S/F A/C
40,778,058
2.67%
4
GDM SERVICES PTY LTD
35,401,684
2.32%
5
CITICORP NOMINEES PTY LIMITED
35,273,596
2.31%
6
BNP PARIBAS NOMINEES PTY LTD
32,417,345
2.12%
7
UNIVERSAL OIL (AUSTRALIA) PTY LTD
28,064,033
1.84%
8
L & E FISHER NOMINEES PTY LTD
26,000,000
1.70%
9
BNP PARIBAS NOMS PTY LTD
25,908,062
1.70%
10
BNP PARIBAS NOMINEES PTY LTD
19,505,660
1.28%
11
SESNA PTY LTD
17,500,000
1.15%
12
S F MARAVENTANO PTY LTD
15,713,098
1.03%
13
MR K CARTER & MRS M CARTER
15,000,000
0.98%
14
MR K ROGERS
14,406,182
0.94%
15
BARTON & BARTON PTY LTD
13,917,018
0.91%
16
MR M JONES & MS M TAI
13,000,000
0.85%
17
LASTING LEGACY PTY LTD
12,875,000
0.84%
18
MR I WALTERS
10,950,818
0.72%
19
MR M SOLMAN
10,442,222
0.68%
20
TEMTOR PTY LTD
10,391,667
0.68%
TOTAL
499,947,955
32.71%
ASX Additional Information
Page 50
(c) Voting Rights
All ordinary shares (whether fully paid or not) carry one vote per share without restriction.
(d) Unmarketable parcels
Minimum parcel size No.
Holders No.
Shares %
Below $500.00 at $0.01 per unit
35,184,276
2,040
2%
(e) Substantial Shareholders
The names of substantial shareholders who have notified the Company in accordance with section 671B of the Corporations
Act 2001 are:
Number of Shares
Percentage of
Ordinary Shares %
Mr Anthony Barton and Associates
104,660,157
6.848%
(f) Unquoted Securities
Security Code
Security Name
Total Holders
Total Holdings
KRRPR1
Performance Rights
3
50,000,000
KRRPR2
Performance Rights
3
75,000,000
Total
6
125,000,000
(g) Holders of more than 20% of unquoted securities
There were no holders, holding more than 20% of the unquoted securities on issue.
(h) On-Market Buyback
On 10 July 2023 the Company commenced an on-market share buy-back of up to 10% of its ordinary shares over the next 12
months. The Company has set the maximum number of shares proposed to be bought back of approximately 155,352,495
ordinary shares, being 10% of the lowest number of ordinary shares issued during the previous 12 months. Pursuant to the
Corporations Act 2001 (Cth), companies are permitted to buy-back up to 10% of the lowest number of voting shares on issue
during the previous 12 months, without requiring shareholder approval.
The number of shares purchased, the purchase price, and timing of the Buy-back will be subject to the Company’s prevailing
market conditions, share price and other considerations including unforeseen circumstances. The Company reserves the right to
vary the terms, suspend or terminate the buy-back at any time, subject to and in accordance with applicable legal requirements.
During the year ended 30 June 2024, 25,304,196 King River ordinary shares were bought back on-market at an aggregate
consideration (before expenses) of $227,433, an average of $0.0089 per share. All shares bought back during the year have
subsequently been cancelled on 26 June 2024.
(i) Corporate Governance Statement
The Company’s corporate governance statement is available at the Company’s website at
https://kingriverresources.com.au/investors/corporate-governance/
(j) Joint Company Secretaries
Gregory MacMillan
Kathrin Gerstmayr
(k) Registered Address
254 Adelaide Terrace, Perth WA 6000
(l) Register of securities
Registers of securities is held at Automic Group, Level 5 191 St Georges Terrace, Perth WA 6000
ASX Additional Information
Page 51
(m) Schedule of Mining Tenements
Area of Interest
Tenements
Comments
Australia – Western Australia
East Kimberley
East Kimberley
East Kimberley
East Kimberley
Australia – Northern Territory
Tennant Creek
Tennant Creek
Tennant Creek
Tennant Creek
Tennant Creek
Tennant Creek
Tennant Creek
Tennant Creek
Tennant Creek
Tennant Creek
Tennant Creek
Tennant Creek
Tennant Creek
Tennant Creek
Tennant Creek
Tennant Creek
Tennant Creek
Tennant Creek
Tennant Creek
E80/5007
E80/5133
E80/5176
E80/5178
EL30205
EL31617
EL31618
EL31619
EL31623
EL31624
EL31625
EL31626
EL31627
EL31628
EL31629
EL31633
EL31634
EL32199
EL32200
EL32344
EL32345
MLC629
ML32745 (application)
All of the Tenements are registered in the name of Treasure
Creek Pty Ltd and Whitewater Minerals Pty Ltd the wholly
owned subsidiaries of King River Resources Limited.
Note:
M = Mining Lease
E/EL = Exploration Licence
L = Miscellaneous Licence