1 | Liontown Resources | FY24 Annual Report
FY24 ANNUAL REPORT
Liontown Resources Limited
ABN 39 118 153 825
For the year ended 30 June 2024
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Liontown is an ASX listed battery minerals producer.
With our tier-one credentials, including a world class
asset and strategic partners, Liontown aims to power
a sustainable future by ensuring a reliable supply of
critical minerals, mined in a responsible way, while
generating value for our stakeholders.
Welcome to our summary of operations, activities,
performance and financial reporting for the year
ended 30 June 2024. To gain a broader contextual
appreciation of our business, this report can be
viewed together with our ESG Report and Corporate
Governance Statement at ltresources.com.au.
About this report
This Annual Report is a summary of Liontown’s operations and financial
results for the financial year ended 30 June 2024. All references to ‘Liontown
Resources’, ‘Liontown’, ‘the Company’, 'the Group', ‘we’, ‘us’, ‘our’ refer to
Liontown Resources Limited (ABN 39 118 153 825) and the entities it controlled
in the reporting period, unless otherwise stated.
References in this report
References in this report to a ‘year’ are to the financial year ended 30 June 2024,
unless otherwise stated. All dollar figures are expressed in Australian dollars
(AUD) unless otherwise stated. All references to ‘Indigenous’ people are intended
to include Australian Aboriginal and/or Torres Strait Islander people.
Acknowledgement of Country
We acknowledge the Traditional Owners of the land on which we work and
recognise the intricate and deep connection to country that they share. We pay
our respects to their Elders past and present.
FY24 Annual Report
Our story
2
About us
4
From the Chair
10
From the Managing Director
12
FY24 Performance at a glance
16
Operating review
21
ESG performance
32
Directors’ report
37
- Auditor’s independence declaration
69
Financial report
73
- Notes to the financial statements
78
- Directors’ declaration
106
- Independant auditors report
108
Ore Reserves and Mineral Resources Statements
115
Additional information
121
- Tenement schedule as at 30 June 2024
122
- Shareholder information
124
- Corporate Governance Statement
126
- Competent Person Statement
126
- Glossary of terms and abbreviations
128
- Corporate directory
130
- Directors’ report
38
- Remuneration report
48
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FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
In 2021 we set
out to deliver the
Kathleen Valley Lithium
Project by mid-2024.
We have achieved
that goal.
Liontown. Powering Tomorrow,
Respecting Today.
Liontown is an independent ASX-listed company
with a vision to be a globally significant producer
of battery minerals. The Company is the 100 per
cent owner-operator of the tier-one Kathleen Valley
Lithium Project in the northern Goldfields of Western
Australia, approximately 700 kilometers north-east
of Perth.
We work closely with the communities in which
we operate, especially the local Tjiwarl Traditional
Owners at Kathleen Valley by respecting their
heritage and supporting their economic development
through responsible mining practices.
In seeking like-minded partners, Liontown has long-
term offtake agreements with LG Energy Solution,
Tesla and Ford Motor Company. We have taken a
deliberate approach to strategically partner with
customers who are diversified by geography and their
position on the battery value chain.
In an era of increasing demand for critical minerals,
Liontown will supply to our partners for a cleaner
future. Our spodumene will support electric vehicles,
store renewable energy, and drive innovations toward
a low-carbon future.
Now as we enter production, our goal is to
sustainably generate value and opportunity for all
shareholders and stakeholders we partner with while
leading by example by setting high ESG standards.
The Liontown story is only beginning, we’re proud
of our achievements so far and have done so in the
face of enormous market challenges. The long-term
fundamentals are strong, and we believe our future
remains very bright.
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Additional Information
To be a globally significant
provider of battery minerals
as the world transitions to a
low-carbon future.
About us - our vision, strategy and values
To find, develop and produce lithium
and other mineral deposits required to
support the transition to a low-carbon
future.
Kathleen Valley Full Potential
Our goal is to develop Kathleen Valley
to its full potential and become
a globally significant supplier of
spodumene concentrate and lithium
hydroxide.
Downstream Expansion
Our access and control of feedstock
provides options for Liontown to
develop an integrated chemical
business and capture higher margins.
Liontown Full Potential
At the opportune time, we will
expand our portfolio through organic
growth, value accretive mergers and
acquisitions, and/or exposure to the
circular economy.
Our Vision
Our Strategy
Safety
■ Every one of us will do everything we can to create a safe work
environment.
■ We will ensure everyone who visits our workplaces is supported and
goes home safe every day.
Sustainability
■ Together, with our customers and suppliers we work towards a
circular economy.
■ We develop resources responsibly, and the raw materials we produce
are used efficiently and responsibly.
Sense of Team
■ We are a group of people who get together to do important work.
■ We are inclusive.
■ We celebrate the diversity present in our team.
■ We have fun.
Respect
■ We understand and celebrate that our work involves diverse
relationships and many stakeholders with individual objectives.
■ We ensure all voices are respectfully heard and develop solutions
that balance the interests of all stakeholders.
Ambition
■ We don’t just want to do well, we want to keep getting better.
■ The challenge of constant improvement is what motivates us.
■ We set objectives and work to discover how these can be achieved.
Integrity
■ We have many stakeholders who expect great things from us.
■ We have the courage to do the right thing, even when it is the harder
thing.
■ We don’t take ‘shortcuts’.
Our Values
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Additional Information
Powering a sustainable future
Critical minerals such as lithium are an essential input into powering modern technologies that contribute to a clean energy
future. Liontown will play an important part in the global battery value chain through the delivery of our spodumene
concentrate to global markets. Through every step of our process, we aim to minimise our ecological footprint and
maximise positive impact for all stakeholders.
About us - what we do
Our value chain
Develop Integrated
Chemical Operations
Extraction of
minerals, using
open-pit and
underground
mining techniques
Transporting
product via
trucks to
Geraldton for
loading
on to ships
Chemical processing to
convert the concentrate
into lithium carbonate or
hydroxide
Geological
assessment,
drilling,
identifying
viable mineral
deposits
Crushing,
grinding
and refining,
producing
spodumene
concentrate
Delivery of
spodumene
concentrate
to our customers
around the world:
- Tesla
- Ford
- LG Energy
Solution
Exploration
Processing
Customers
Mining
Shipping
Conversion
As part of our
longer-term strategy
we will investigate
converting our concentrate
to develop integrated
chemical operations.
Battery
Manufacturing
End-use
Products
Lithium-ion batteries
Consumer goods
Lithium ion-batteries
are used to power EVs,
mobile phones
and battery storage
systems
Manufacturing
of battery
components
and assembly
of lithium-ion
batteries
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Additional Information
About us - where we operate
Kalgoorlie
Esperance
Perth
Geraldton
WESTERN AUSTRALIA
SOUTH AUSTRALIA
NORTHERN TERRITORY
Buldania
Kathleen Valley
Liontown is headquartered in Perth, Western Australia and controls
two hard rock lithium deposits in the state’s Goldfields region:
• Kathleen Valley - world-class scale and economics with a mineral
resource estimate of 155mt @ 1.3% Li2O and 131ppm Ta2O5.*
• Buldania - a prospective lithium project with a mineral resource
estimate of 15mt @1.0% Li2O.
* Refer to the "Ore Reserve and Mineral Resources Statement" on page 116.
Coordinates: -258512, 6958685 GDA z51
Area: 415.55 Ha
Coordinates: -414847, 6451056 GDA z51
Area: 3.146 Ha
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Additional Information
On behalf of the
Liontown Board,
it gives me great
pleasure to present
Liontown's Annual
Report for the 2024
Financial Year.
On behalf of the Liontown Board, it
gives me great pleasure to present
Liontown’s Annual Report for the
2024 Financial Year.
The 2024 Financial Year has been a
milestone year for Liontown. Two and
a half years ago, we set ourselves
a timeline to develop, commission
and achieve first production of
spodumene concentrate in mid-2024
and I’m proud to confirm that we have
delivered against that commitment.
We will apply the same focus and
discipline to the ramp-up phase as
we work towards our steady-state
run rate of three million tonnes per
annum.
Our priority areas this year were
largely driven by the construction of
the Kathleen Valley Lithium Project,
which brought with it a clear focus
on safety, cost and production,
along with people and ESG at our
foundation. Trust and transparency
are also essential to the way we
operate, and we continued to work
closely with all stakeholders to deliver
‘what we said we'd do' and create
long-term value for shareholders.
Throughout the year, I have spoken
with many of our shareholders,
contract partners, customers, and
stakeholders. As you would expect,
the board has worked closely with the
management team to deliver on our
targets in the short-term and to have
the right strategy for the Company
longer term, in order to sustain solid
long-term growth.
While progress at Kathleen Valley
has been largely within our control,
unfortunately, lithium prices have
not. The depth and speed of this
down cycle has surprised many, yet
despite a significant decline in lithium
prices during the financial year, the
long-term outlook for lithium demand
has remained robust. It’s worth
highlighting that global sales of EV's
increased 35 percent year-on-year,
with the China market exhibiting
the largest increase and offsetting
weaker demand from Europe and
the United States. Notwithstanding
battery prices continuing to decrease,
disparity in EV growth rates is
correlated to the price of vehicles
and the impact of high interest rates
on car finance. In China for example,
EV pricing is competitive with
internal combustion engine vehicles,
whereas they remain at a premium
across much of the United States and
Europe.
Other sources of demand such as
the energy stationary storage (ESS)
market, though a smaller contributor
to lithium demand to date, has also
shown significant growth, with a
75 percent increase in demand in
2023 alone and expectations of nearly
40 percent growth in 2024. These
trends indicate that both the EV and
ESS markets will continue to drive
robust demand for lithium over time
as they mature and expand.
We experienced the highs and lows
of corporate activity when Albemarle
tabled its non-binding indicative offer
to buy Liontown in September 2023.
Notwithstanding the withdrawal of
their offer in October 2023, the Board
remained focused on achieving first
production from Kathleen Valley in
mid-2024 and delivering long-term
value to its stakeholders.
There is no doubt that the lithium
price volatility experienced during the
year has presented some challenges
for us, most notably in finalising
a funding solution to complete
construction of the Kathleen
Valley Lithium Project and to fund
production ramp-up. While price
reporting agencies and investment
banks have downgraded their lithium
price forecasts during recent months,
the sentiment from our customers
reinforces our belief in the sustained
demand and growth over the medium
to long term, as the world transitions
to a low-carbon future. It was this
sentiment that led to the US$250
million funding solution with our
foundation partner, LG Energy
Solution, that we announced post
the end of the financial year. The
significance of the agreement is
a testament to the quality of the
Kathleen Valley Lithium Project,
the Liontown team and LG Energy
Solution’s confidence in the long-term
prospects of lithium.
LG Energy Solution is one of the
worlds leading manufacturers of
lithium-ion batteries, with a market
cap of over A$100 billion. We are
delighted to have taken a major step
forward in our strategic partnership
with our foundational customer.
Tim Goyder
Chairman
From the Chair
We continued to deliver on our ESG
ambitions in the 2024 Financial
Year including progressing the
underground mine development and
successfully powering the Kathleen
Valley site with renewable energy
at start-up. We have worked closely
with the Tjiwarl Traditional Owners to
create value for their people.
As we closed in on the transition
from explorer to mine and process
operator, our Board has also had a
period of transition. As the milestone
of first production approached, we
farewelled two long-serving Directors,
Craig Williams and Anthony Cipriano,
who have been integral to the success
of Liontown.
Craig was a founding director of
our Company when it listed on the
ASX in 2006 and made an enormous
contribution over the intervening
years, providing his vast commercial
and operational expertise through
discovery, development and
construction of the Kathleen Valley
Lithium Project.
Similarly, Anthony’s contribution
to Liontown cannot be overstated.
Joining the Board in 2014, he served
as lead independent Non-Executive
Director, as well as chair of the
Audit Committee and a member
of the Remuneration Committee.
Anthony played an integral part in
the Company, providing expertise in
corporate governance and commercial
matters as the Company grew from
explorer to developer.
Anthony’s planned retirement paved
the way for Ian Wells to join the Board
as an independent Non-Executive
Director in January 2024. A highly
respected and experienced finance
professional, Ian replaced Anthony
as chair of the Company’s Audit
Committee and is a superb addition as
Liontown transitions from developer
to operator.
I would like to sincerely thank my
fellow Directors for their ongoing
support and expert guidance, and
pay special tribute to Tony Ottaviano
for his tireless efforts as Managing
Director. The broader Liontown team
and our contractors and suppliers
must also be acknowledged for
supporting our goals and staying the
course of what has been an incredibly
busy, yet rewarding, year.
For me personally, the commissioning
of our Kathleen Valley Lithium Project
represents a special milestone in
my career. Although I have lived and
breathed mining for much of the past
50 years, working on some fantastic
projects with fantastic people, this is
the first time I have seen a discovery
through development and all the way
to production.
Looking ahead, we are confidently
positioned to continue to deliver
against our strategy. Although we
currently face a challenging lithium
market and a changing geopolitical
landscape, the work that was
completed this year has laid the
foundation for Tony and his team to
focus on delivering our ramp-up into
steady-state production and creating
sustainable long-term value for
shareholders.
On behalf of the Board, I extend
my personal thanks to you, our
shareholders, for your ongoing
support and our people and partners
for their commitment through what
has, at times, been a tumultuous year
and, ultimately, seeing us through to
delivering the Kathleen Valley Lithium
Project.
Kind regards,
Tim Goyder
Chair
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Additional Information
FY24 has
been a year of
transformative
growth and
achievement. We
have delivered on
our commitments
despite the many
challenges,
strengthened our
foundations, and
set the stage for
continued success.
It is with immense pride that I
reflect on the achievements of this
past year—a year marked by both
significant challenges and remarkable
successes. Our accomplishments this
year are a testament to the collective
effort and unwavering commitment of
our employees, partners, contractors,
suppliers, Traditional Owners, and
government stakeholders.
The safety and well-being of our
people remains our highest priority.
This year, we recorded over three
million exposure hours in delivering
our Kathleen Valley Lithium Project
and achieved a Total Recordable Injury
Frequency Rate (TRIFR) of 5.99, which
is a very good result for a construction
project, and below our target of 8.0.
Furthermore, our Lost Time Injury
(LTI) rate was 0.33, surpassing our
target of 2.0. These outcomes
reflect our relentless focus on safety.
Almost 100 safety management
and operating procedures have
been put in place during the past 18
months to complement and support
site operations. However, there is
always room for improvement, and
we continue to remain focused on
improving our safety, management
and operating systems as well as
influencing the companies we work
with to operate at the highest level of
safety possible to ensure everyone
who visits a Liontown workplace goes
home safe and well.
Our success is driven by the sense
of team we have created between
our contracting partners and our
own team members, with all focused
on the common goal to deliver the
Kathleen Valley Lithium Project on
schedule as promised. During the
past 18 months, we have recruited
skilled professionals to strengthen
our operational and corporate teams,
ensuring we have the right people
in place to achieve our goals and
transition smoothly from construction
through to ramp-up and steady state
production.
Without doubt, keeping our Kathleen
Valley Lithium Project on schedule
was a remarkable achievement
considering the external pressures
we faced. Such has been the rate
of progress, it would be impossible
to run through all the project-level
highlights of the past year, but some
of the standouts include:
- The award of the underground
mining services contract to
Byrnecut Mining and the
commencement of underground
development in November 2023.
By the end of the financial year,
Byrnecut had completed
approximately 3,500 development
metres in line with the mine plan.
- From the first blast in the Mt Mann
pit in January 2023 signalling the
start of mining operations, and
the subsequent mining activity at
Kathleen's Corner open pit, by
30 June 2024, more than 20 million
tonnes had been mined from the
open pits which has delivered
190,000 tonnes of “mill ready”
clean ore stockpiled ahead of first
production.
- The mining activity has also
produced an additional 251,000
tonnes of Ore Sorting Product
(OSP) which has been stockpiled
and was awaiting processing
through the ore sorting plant.
Sorting out the waste contaminants
underlines our commitment to
maximising the use of the resource
and ore hygiene to maximise
process plant performance. 11,000
tonnes of ore had been sorted
through the ore sorting plant using
a combination of laser and x-ray
technology.
- Dry plant commissioning
commenced in March 2024, ahead
of schedule and well ahead of wet
plant commissioning. The
separation of the dry and wet plant
builds allowed us to work through
any issues in dry plant
commissioning without affecting
the overall project schedule.
- The structural and mechanical
piping and electrical and
instrumentation packages were
completed by Monadelphous
Group in June 2024, paving the way
for the wet plant to move to the final
commissioning phase.
Tony Ottaviano
Managing Director / CEO
From the Managing Director
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From the Managing Director continued
The completion of the critical path items on schedule
allowed us to commence spodumene production on time,
and our open pit and underground mining operations are
advancing as planned.
To ensure a smooth transition from construction to
steady-state operations, we established and implemented
key business systems and processes across finance,
maintenance, warehousing, inventory, and people
management. The deployment of these systems was a
critical step in derisking our operations and positioning us
for long-term success.
In a year of intense corporate activity, we worked through
a take-over offer from Albemarle Corporation. When
Albemarle withdrew the offer citing complexities with the
transaction, we moved quickly to successfully complete
a $389.6 million equity raise, including a $365 million
institutional placement and share purchase plan. While
market conditions led to the subsequent withdrawal
of an initial $760 million Syndicated Debt Facility, we
remained agile and, subsequently, secured a shorter-term
$550 million Debt Facility and, in doing so, reinstated our
financial position to complete project construction and
initial ramp-up. Subsequent to the end of the financial
year, we announced we had secured a US$250 million
investment and 10-year offtake extension from our
foundation partner, LG Energy Solution, which underscores
confidence in our long-term strategy. As a result, the $550
million Debt Facility was cancelled.
Additionally, we have made significant strides in our
downstream strategy, including an agreement with
Sumitomo Corporation to explore the development of a
lithium supply chain between Australia and Japan and
a post-year-end agreement with LG Energy Solution to
investigate establishing a lithium refinery compliant with
the United States Inflation Reduction Act (IRA).
Our commitment to ESG was demonstrated with the
successful installation and commissioning of our power
generation infrastructure, and achieving our goal of
powering the site with a minimum of 60% renewable
energy at start-up. This is a significant achievement and
aligns with our aim to operate in a responsible manner.
There are few, if any, mining projects in the world which
have achieved the same level of renewable power at
start up. The hybrid power station came online during the
final construction and pre-commissioning phase and we
have, at times, reached 100 percent power supplied from
renewables.
Our relationship with the Tjiwarl also deepened. We
exceeded our spending targets with Tjiwarl businesses
and contractors, within the Native Title Agreement. Close
engagement with the Tjiwarl has influenced many aspects
of the project – from mine design to procurement to
the regional water strategy to the unique layout of the
“Dragonfly” accommodation village – and we are very much
looking forward to sharing the benefits with them as we
enter the operational phase.
FY24 has been a year of transformative growth and
achievement. We have delivered on our commitments
despite the many challenges, strengthened our
foundations, and set the stage for continued success. None
of this would have been possible without the dedication
and collaboration of everyone involved. I extend my deepest
gratitude to our team, our partners, the Tjiwarl and all our
stakeholders for their continued support and hard work.
As we look ahead, we remain focused on creating long-term
value for our shareholders and contributing positively to
the communities and environments in which we operate.
I also extend my gratitude to my fellow directors for their
guidance, support, wisdom and good humour during the
past 12 months, and particularly to our Chair for having
faith in me as a leader and steering us through the
challenges along the way.
I am also grateful for the support of all our investors. We
have a way to go to realise Liontown’s full potential, but you
have been an integral part of us getting to this point. We
couldn’t have done it without you.
Kind regards,
Tony Ottaviano
Managing Director / CEO
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Additional Information
FY24 highlights
95MW
Hybrid Power
Station
constructed and
commissioned
5.4m
Bank Cubic Metres
(BCM) moved
~3,500m
underground
development
~3.8m
work hours
$881M
FY24 additions
to Property, plant
and equipment
139%
employee
growth
30,864
solar panels
installed
and
commissioned
0.33
lost time injury
frequency rate
against a target
of 2
22%
of our overall
workforce is
female
$378m
equity raised
net of equity
raising cost
FY24 Performance at a glance
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FY24 Performance at a glance
SMP and E&I
contract award
Albemarle
revised
non-binding
proposal
received
Review
of 4Mtpa
expansion
announced
Ultra-quad
road trains
arrive in
Geraldton
95MW hybrid
power station
commissioned
Underground
development
commences
First underground
portal blast
Gas supply
contract awarded
First wind turbine
components arrive
Underground
Mining Services
contract awarded
Sumitomo
partnership
announced
Albemarle
withdraws
Indicative
proposal
Port Services
and Access
Agreement
executed
Six
underground
portals
underway
Accommodation
village services
contract awarded
Paste plant
EPC contract
award
First delivery
of LNG
First ore through
the crushing
circuit
SAG mill turns
Spodumene
concentrate
haulage
contract
awarded
November
2023
October
2023
December
2023
January
2024
February
2024
May
2024
March
2024
June
2024
September
2023
August
2023
July
2023
FY24 Major milestones
$550M Kathleen
Valley debt
facility
agreement
executed
Process plant
commissioning
underway
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Additional Information
Operating
Review
Operating review
22
Lithium market overview
23
Kathleen Valley Lithium Project
24
Downstream strategy
28
Exploration
29
Corporate update
29
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Operating review
Liontown has never been
solely about building a
project, it’s been about
building a world-class
company.
Lithium Market Overview
The lithium market experienced considerable volatility in
FY24. China saw a rebound in inventories beginning in late
2023 as supply outpaced immediate consumption, leading
to a significant price drop throughout the previous 12
months. The market remains relatively modest, with around
1.2 million tonnes of lithium carbonate equivalent, and it
takes time for demand to catch up with new supply. Despite
not meeting some automakers' high post-COVID energy
transition targets, demand remains strong over the long-
term. EV sales, the main driver of lithium demand, grew
by over 20 percent in the first half of 2024. Lower lithium
prices have also reduced battery costs, boosting ESS
deployment by over 75 percent in the same period. Despite
the immediate challenges we have faced, we remain
confident our future is very bright.
Market Outlook
The underlying growth factors for lithium, most notably
lithium-ion batteries for EVs and ESS, remain positive.
Lower commodity prices, combined with technological
advancements and enhanced manufacturing processes,
have led to a decline in battery costs which, in turn, is
driving growth.
Batteries are rated on kilowatt hours and, according to
Bloomberg New Energy Finance, in 2023, the price per
kilowatt hour dropped by 14 percent to US$139, with
further reductions expected in 2024 reducing the cost by
further US$6 per kilowatt hour.1 This cost reduction has
made EVs increasingly competitive compared to internal
combustion engine vehicles. The International Energy
Agency (IEA) reports that over 60 percent of EVs sold in
China in 2023 were cheaper than their internal combustion
engine counterparts.2 Moreover, advances in technology
are reducing charging times, increasing battery energy
density and extending EV range, which further reduces
costs and enhances the appeal of EVs.
Notwithstanding the steep fall in lithium pricing during the
financial year, with spot prices dropping from a monthly
average of around US$46,000 per tonne of battery-grade
lithium hydroxide in July 20233 to an average of nearly
US$13,500 per tonne in June 2024, the demand for lithium
has remained largely robust, driven primarily by the growth
in the EV sector. China played a pivotal role, accounting for
60 percent of global EV sales with an increase of nearly
43 percent.4 Globally, 14 million EVs were sold in 2023,
constituting 17.5 percent of global passenger vehicle
sales. This is up from 13.5 percent in 2022.5 According to
the IEA, EV sales in 2023 were 3.5 million higher than in
2022, a 35 percent year-on-year increase. This indicates
robust growth even as many major markets enter a new
phase, with uptake shifting from early adopters to the mass
market.6 EV sales are expected to grow in 2024 to reach
18.1 million units (up more than 4.1 million units year-on-
year) achieving EV market penetration of 21.4 percent.7
While the ESS market is a smaller driver of lithium demand,
representing around 8.5 percent of total lithium demand
in 2023, demand growth has been robust, increasing 75
percent over the previous year. In 2024, as battery pack
prices have decreased, demand for ESS installations has
grown quickly. Expected growth rates of nearly 40 percent
in kilowatt hours terms, indicates ESS will become an
increasingly significant driver of lithium demand.8
1 BloombergNEF 2023 Lithium-Ion Battery Price Survey, November 27, 2023, page 1,2
2 IEA The world’s electric car fleet continues to grow strongly, with 2024 sales set to reach 17 million, April 23, 2024
3 Benchmark Mineral Intelligence's assessment of spot lithium hydroxide with a minimum content of 56.5% in Asia
4 Wood Mackenzie Global Electric Vehicle & Battery Supply China Risked EV Outlook – Q2 2024
5 Wood Mackenzie Global Electric Vehicle & Battery Supply China Risked EV Outlook – Q2 2024
6 IEA-Global EV Outlook 2024
7 Wood Mackenzie Global Electric Vehicle & Battery Supply China Risked EV Outlook – Q2 2024
8 Wood Mackenzie Global Lithium Strategic Planning Outlook – Q2 2024
From Explorer to Producer
In 2021 we set out to deliver our Kathleen Valley Lithium
Project by mid-2024. We achieved that goal on schedule.
At the end of the financial year, our lithium project at
Kathleen Valley was producing ore from the Kathleen’s
Corner open pit, development of the underground
Mt Mann mine was well underway, the dry plant was
commissioned, and we had a substantial stockpile of
Run-of-Mine (ROM) and crushed ore ready for processing
on-site. Commissioning of our wet plant that produces our
spodumene concentrate for export was well progressed for
first production. Our energy partner, Zenith, commissioned
the 95-megawatt hybrid-renewable power station and, in a
first for the mining industry, renewable energy was used to
power the final construction and, notably, commissioning
of the project.
The associated infrastructure design, construction,
commissioning, recruitment, training, induction, transport
and accommodation requirements have made this an
intensely busy year and we are on track to meet our
commitments to international customers, delivering value
for our stakeholders.
At the same time, we have not lost sight of our ESG
responsibilities and commitments. In everything we have
achieved this year, we have respected and protected
our environment, developing our natural resources
responsibly. Our partners, from our customers, suppliers
and landowners share our commitment to sustainable
operations.
International Recognition
In the first half of the financial year, Liontown was
recognised when the Kathleen Valley Lithium Project was
ranked as Australia’s most promising mine, and number
two in the world, in Mining Journal Intelligence’s Project
Pipeline Handbook 2023.
Kathleen Valley was assessed against a selection of
50 projects worldwide, using an objective scoring
methodology, including the collection of 25 key data points
from economic studies, ranging from the early scoping
stages to comprehensive feasibility assessments.
Our project received a perfect score of 10 out of 10 in the
Economics and Finance ability category, highlighting its
strengths in creating long-term value for our stakeholders.
Additionally, we received a score of 9.3 in the Confidence
category, based on the project’s Definitive Feasibility Study
conducted in 2021.
The trends in EV sales
indicate that growth
remains robust as electric
car markets mature
24 | Liontown Resources | FY24 Annual Report
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Additional Information
Kathleen Valley Lithium Project
Our focus throughout the year on delivering the Kathleen
Valley Lithium Project safely to schedule did not waver
and we met the first production target of mid-2024 we set
ourselves several years ago. The sense of achievement is
evident across our remote but busy site.
Contracts awarded
In keeping the project to the schedule set back in 2021,
significant key contracts for mining, construction and
operations were awarded, including:
• July 2023 – Qube was awarded a five-year contract for
the haulage of spodumene concentrate from the mine
site to the port of Geraldton, 680 kilometres away9.
• August 2023 – Byrnecut was awarded the underground
mining services contract . The contract was executed in
September 2023 and by October they had mobilised
to site10.
• September 2023 – The final major construction
contract for the Project awarded to Monadelphous
for the fabrication and installation of structural and
mechanical piping as well as electrical and
instrumentation components in the processing plants11.
• November 2023 – Clean Energy Fuels Australia (CEFA)
was awarded the contract for LNG supplies for the
95MW hybrid power station on-site at Kathleen Valley.
Supply commenced in January 202412.
• December 2023 – Signed a Port Services and Access
Agreement with Mid West Ports Authority, ensuring that
the final link in our supply chain to tier-one clients is
secure until at least 203313.
• May 2024 – The execution of an Engineering,
Procurement and Construction (EPC) contract with GR
Engineering Services Limited (GRES) for the delivery and
commissioning of the paste plant facility, which included
the construction14 and commissioning of two trains
capable of producing up to 160 cubic metres of paste
per hour.
Beyond these high value contracts, Liontown has
concluded business arrangements with a myriad of smaller
local and Indigenous suppliers who will keep our project
running, ranging from fresh food to cleaning, transport, site
services, and more.
Operating review
9 ASX 19 July 2023: Liontown awards Spodumene Concentrate haulage contract
10 ASX 17 August 2023: Liontown awards Underground Mining Services
11 ASX 13 September 2023: Liontown awards Structural Mechanical Piping Contract
12 ASX 8 November 2023: Liontown awards gas supply contract
13 ASX 4 December 2023: Liontown secures long-term Port Services & Access Agreement
14 ASX 10 May 2024; Liontown executes Paste Plant EPC Contract
Mining Operations
Just 18 months ago, in January 2023, the first blast at
Kathleen Valley signalled the commencement of mining
operations. Since that time, open pit mining has progressed
extremely well, with over 5.4 million BCM mined in FY24.
The result is that we had sufficient ore stockpiled in line
with ramp-up schedules by the end of the financial year,
ready for process plant commissioning and the first
concentrate production.
Open pit mining concluded at Mt Mann, with the final
blast fired in August 2023, to make way for underground
development. With the execution of the contract to
undertake underground mining operations in September
2023, Byrnecut moved quickly, mobilising to site by
October 2023 and blasting the first of six portals for
underground mining development in November. By the end
of 2023, the development of all six portals was underway,
with four declines and two ventilation portals.
Underground development progress has been steady
and, by the end of the financial year, approximately 3,500
total development metres had been completed since
commencing underground mining in November 2023,
which is in-line with the mine development plan. Work on
completing the requisite ventilation continued to advance
and underground substations were installed to provide
power. By the end of the financial year, underground
operations had been connected to the hybrid power station
network.
The commitment of our lead contractor, Byrnecut is
commendable, with it investing in our project with new
equipment, including a new long hole production rig, rhino
rig, twin boom jumbo, additional truck, and loader.
Our open pit contractor, IMC, continues to work in
partnership with our mine planning team to maximise the
material movements from the open pit mine.
Ore hygiene (i.e. minimising waste rock contamination)
remains a clear and important focus for mine operations
with high quality, low impurity ore for milling a priority.
Since April 2024, we have been undertaking an ore sorting
trial utilising a combination of laser and x-ray technology
to separate useable ore from what has been identified
as near-waste rock. The initial results of the ore sorting
process have been positive and the sorted material is being
stockpiled to supplement the stockpile for commissioning
and plant ramp-up activities. Separating out the usable ore
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Operating review
26 | Liontown Resources | FY24 Annual Report
In the wet plant, the SAG mill, filtration area and flotation
circuit progressed to plan. In June 2024, structural
mechanical piping and electrical and instrumentation was
largely complete with the plant in the final commissioning
phases at financial year end.
The dry and wet plants were commissioned and first
production of spodumene concentrate was achieved at
the end of July 2024. This represents solid progress since
the 2023 Annual Report, which detailed the schedule and
commencement of construction activities as planned.
Non-Process Infrastructure
Accommodation Village
Our innovative Dragonfly (Tjukuparra) accommodation
village is fully operational with the construction of all
permanent facilities complete, including the dining room
and indoor and outdoor bar facilities, a gym and recreation
areas, and a café/convenience store. The village has all
safety lighting and security measures in place to make it a
secure and friendly home away from home for our team.
14 ASX 22 January 2024: Project and Funding Update
and feeding it through the ore sorter allows us to maximise
the proportion of ore for processing and reduce wastage.
Dealing with waste rock in an environmentally responsible
way is part of our ESG approach, and by the end of the
financial year, stage one of the tailings storage facility had
been completed.
Construction of the paste plant to support our underground
mining activity commenced in January 2024. The paste
plant is a critical part of our underground mining process
and ESG commitment, as the paste it produces uses
tailings combined with cement to backfill the mine and
underground stopes following completion. The plant has
been designed to facilitate dry stacking and water recovery
when not paste filling. Hence the amount of recycled water
the site utilises is further increased, with the effect of
reducing overall water usage on-site and future tailings
dam requirements.
Mining Review
Given the decrease in lithium prices since the record
highs of December 2022, our management team deemed
it prudent to review the planned output of the project.
The initial objective was to undertake underground
development work to increase output to four million
tonnes per annum, however, in January 2024, Liontown
commenced a review of the planned expansion and
associated ramp-up of Kathleen Valley to preserve capital
and reduce the near-term funding requirements of the
Project14. The review includes examining options to defer
the timing of the previously announced four million tonne
per annum underground development work, sequencing
adjustments to the mine plan, and scope for additional cost
optimisations. This review did not affect the construction
of the process plant and associated infrastructure of the
mine. Liontown aims to provide further updates on the
mine optimisation work in FY25.
Process Plant Construction
By the end of the financial year, construction of the
Kathleen Valley Lithium Project, including the process plant
and associated infrastructure, had been largely completed
– the result of more than three and a half million work hours
delivered by a peak workforce of over 1,000 people working
on-site.
In March 2024, the dry plant, the primary and secondary
crushers, conveyors and the fine ore bin were completed
and commissioning commenced. Crushing commenced
early May 2024 with crushed ore stock piled ready for
future processing. A key factor that ensured the Project
stayed on schedule was the decision to separate the build
of the wet and dry plants to ensure that the dry plant
could be commissioned well ahead of the wet plant. This
has allowed us to work through any issues that inevitably
occur during dry plant commissioning without impacting
the schedule we set ourselves to deliver first production
mid-2024.
28 | Liontown Resources | FY24 Annual Report
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Additional Information
Operating review
Power
Liontown has adopted a net-zero target by 2034 for the
Kathleen Valley site. We have made progress toward
meeting this goal, including implementing a hybrid
renewables power system that will meet our energy
requirements, with at least 60 percent coming from
renewable sources.
To deliver the power we need and to ensure a consistent
supply, our energy partner, Zenith Energy, completed
the construction and commissioning of a 95-megawatt
hybrid power station. The installation and connection
included 30,864 (16-megawatt) solar panels, construction
of five (6-megawatt each), 210-metre wind turbines and
an 18-megawatt battery system to store surplus energy
generated by our renewables.
Upon the completion of the hybrid power station in June
2024, 67 percent of the electricity generated came from
renewable energy sources, including wind and solar. This
collectively began powering our accommodation village
and process plant with renewable energy.
To monitor and improve performance, we track greenhouse
gas emissions using a digital platform capturing emissions
data and using analytics to identify opportunities to
minimise emissions. At the same time, we are advancing
our decarbonisation pathway, focusing on Scope 1
emissions created directly by our operations and Scope 2
emissions associated with the electricity we purchase.
This work has enhanced our understanding of potential
climate related risks and opportunities across short,
medium, and long-
term time horizons.
Our decarbonisation
strategy explores
several pathways,
including energy
efficiency improvements, increased renewable energy
integration, a detailed mine materials handling study,
strategic collaborations and partnerships, and the adoption
of low-emission fuels.
Downstream Strategy
Investigating the opportunity to upgrade our spodumene
from Kathleen Valley to higher value lithium products is
part of our strategy for creating long-term value for our
shareholders and investors, however market conditions
will continue to inform how we progress. Our Kathleen
Valley operation will be producing spodumene for 20-plus
years, providing Liontown the time to continue exploring
opportunities to move further down the supply chain, but
we will only do so if it presents a compelling investment
opportunity for shareholders.
In August 2023, we agreed with the Sumitomo Corporation
of Japan to explore the feasibility of the development of a
lithium supply chain between Australia and Japan.
The objective is to determine how best to use Liontown’s
ore to participate in lithium chemical conversion. The
joint study, which is expected to take two years, will
explore using spodumene produced by our plant or,
alternatively, using lithium sulphate produced in a future
Western Australian based plant. The Japanese Ministry of
Economy, Trade, and Industry has approved the joint study
partnership and has offered to assist in engaging local
stakeholders.
In July 2024, in our expanded partnership announcement
with LG Energy Solution, we also announced a downstream
collaboration agreement to investigate the establishment
of a lithium refinery that would be compliant with the
United States Inflation Reduction Act (IRA)15. Targeting
what we view as a market gap in IRA-compliant refineries
to meet future demand, the aim is to process spodumene
from Kathleen Valley into battery-grade lithium chemicals.
This collaboration, coupled with Liontown’s downstream
pre-feasibility with Sumitomo Corporation, is consistent
with Liontown’s strategy of investing in low-cost
opportunities to extract maximum value through vertical
integration in the battery value chain and we will provide
updates in FY25 on the progress of this work.
Exploration
Kathleen Valley
With the mining operations well underway, no mineral
exploration work was undertaken at Kathleen Valley during
the financial year.
Buldania
The Buldania Project has an indicated and inferred
mineral resource of 15 million tonnes of lithium dioxide at
approximately one percent.
During this financial year, we conducted scoping-level
metallurgical test work on core samples recovered from
the Anna deposit at Buldania as part of a broader scoping
study. Some additional metallurgical test work was carried
out in the second half of FY24 to supplement results
received so far. An engineering study to develop the
metallurgical flowsheet, process design and estimation of
capital and operating costs is also underway in parallel.
Corporate Update
In September 2023 Liontown announced that it had
received a non-binding indicative offer by US multinational
Albemarle Corporation. An initial offer was rejected by
Liontown during FY2316, and a revised conditional and non-
binding indicative proposal was received from Albemarle
on 4 September 202317. This offer to acquire 100% of
Liontown was based on $3.00 in cash per share via scheme
of arrangement. In October 2023, Albemarle withdrew the
offer citing the complexities associated with executing the
transaction18.
Funding
In October 2023, a $389.6 million equity raise (excluding
fees) was successfully completed, which included a
$365 million institutional placement19, alongside a credit-
approved $760 million Debt Facility20 with a syndicate
of domestic and international lenders. Subsequently, on
13 March 2024, Liontown executed a replacement $550
million Debt Facility with a subset of lenders to replace
the prior facility which was withdrawn21. The shorter-
term funding was designed to support revised production
targets of three million tonnes per annum and was
expected to be drawn early in financial year 2025.
At the end of the financial year, Liontown had a cash
balance of $122.9 million.
Subsequent to the end of the financial year, on 2 July
2024, Liontown announced a US$250 million (A$372
million22) investment and 10-year offtake extension from
foundational partner, LG Energy Solution, paving the way
for long-term growth from Kathleen Valley23. The funding
via Convertible Notes, replaces the debt facility agreement
executed on 13 March 2024, which was no longer required
and was cancelled.
The Convertible Notes provide Liontown the balance sheet
strength to fund the ramp up of Kathleen Valley.
The deepening of our long-term partnership with LG
Energy Solution, which also includes an extended 15-year
offtake agreement and joint venture to explore downstream
processing, followed an extensive due diligence process,
further reinforcing the tier-one qualities of Kathleen Valley
and reflecting Liontown’s position as an emerging producer
of high quality, fully IRA-compliant, lithium raw materials.
15 ASX 2 July 2024: Strategic partnership to deliver long-term funding
16 ASX 28 March 2023: Liontown rejects Indicative Proposal from Albemarle
17 ASX 4 September 2023: Revised Proposal from Albemarle
18 ASX 16 October 2023: Albemarle and Liontown not proceeding with proposed scheme
19 ASX 20 October 2023: Liontown successfully completes Institutional Placement
20 ASX 19 October 2023 Kathleen Valley Funding Package
21 ASX 13 March 2024 Kathleen Valley Debt Facility
22 Based on indicative USD:AUD exchange rate of 0.6715
23 ASX 2 July 2024: Strategic partnership to deliver long-term funding
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Operating review
Business Readiness
Across our entire business, transformational changes
have taken place during the last financial year, and further
challenges and changes lie ahead as we move into steady
state production at Kathleen Valley and pursue our longer-
term strategy. Business Readiness is therefore a core
activity we invest in to ensure that our plans and objectives
are met in timely and cost-effective ways.
At the beginning of 2024, ahead of first production, work
commenced on Liontown’s Business Readiness plan. This
plan integrates the efforts of all functional and operational
areas, detailing the necessary steps and what is required
to prepare for production at Kathleen Valley, and outlines
our operational strategies for commencing production.
Identifying the specific tasks and timelines required to
achieve steady-state operations has ensured a cohesive
approach across the Company.
Central to the Business Readiness plan to derisk the
transition from being in construction to steady state
operations was to develop a well-thought-out workforce
plan well ahead of when we needed people on board.
Throughout FY24, we recruited across most areas of the
business to complete, commission and operate the various
components of the Kathleen Valley Lithium Project.
Ahead of commissioning, our processing team was
recruited and got to work on developing the safe work
practices, policies, procedures, training plans and manuals
for operating the Kathleen Valley process plant to ensure
that they were in place prior to first production. Our aim
was to ensure that everyone who joins the team has access
to the information, training and manuals that they need to
perform their duties.
Similarly, our maintenance team was brought on well
ahead of first production and set to work on de-risking the
project by ensuring that there were spare parts on-site for
all components of the process plant pre-start-up. The team
has developed the detailed plans for how our maintenance
will be managed and when spare parts are required. Putting
in the work upfront will assist in achieving maximum
uptime, efficiencies and keep maintenance costs down.
Establishing the right teams,
processes, technology,
systems and support well in
advance has enabled us to
deliver Kathleen Valley on
schedule and prepare for
steady state reporting.
As we gear up for operations at Kathleen Valley, during
the financial year, we progressed the blueprint for how we
manage materials, improve efficiency, track performance
and reduce our manual workload. As an explorer,
performance was tracked manually. In preparing for our
transition to mining and process operator, we have removed
much of the manual tracking of data and information
across our Company by implementing integrated systems.
This will allow us to track our performance with access
to one accurate source of truth across the Company,
preparing us for reporting our performance to the market
once we are in production.
Liontown Resources | FY24 Annual Report | 33
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32 | Liontown Resources | FY24 Annual Report
ESG performance
■
We promise to respect and protect everyone who is part of us.
■
Our sense of team ensures we are all safe and included.
■
We are proud to partner with customers and suppliers who
can demonstrate their ESG credentials.
■
We work hard to ensure that the raw materials we produce
are extracted efficiently and responsibly.
■
The materials we produce are a critical input to
global decarbonisation.
■
It is our responsibility to produce them with the lowest possible
carbon footprint statement and manage the environmental
impact at every stage.
■
We aim to deliver real value from the lands on which we
will operate.
■
Together, we will set a new benchmark for the mining
industry in Western Australia in recognising and protecting
Heritage and Country.
■
Individually and collectively, we demonstrate leadership
through the governance mechanisms we have in place.
■
We do what we say we will do, for the right reasons and
with respect.
ESG is in our DNA – we have designed our Company and
operations with ESG at the centre.
Our ESG Pillars
Operating with Integrity
Creating Social and Economic Value
Developing Natural Resources Responsibly
Partnering with others
Respecting and Protecting
ESG Performance
Our business is built on the premise of helping the world transition to a low-carbon future. As part of our commitment,
the Board of Directors, the executive team and the people that work for, and with, Liontown all share a common aim of
leading by example. We aspire to demonstrate how ESG can be incorporated into our business strategy, creating better
economic, environmental and social outcomes.
Throughout FY24, we continued to work towards achieving our ESG commitments.
Environmental Performance
419t
of steel and scrap metal
recycled
46MW
of renewable energy
sources installed
43,551.18
tonnes CO2e
of operational greenhouse
gas (GHG) emissions
1,663
tonnes
of waste deposited
to landfill
ZERO
reportable environmental
compliance breaches or
incidents
61.38%
Overall water abstracted
of 1.2GL licence
Mt McClure
borefield acquired
to facilitate project
demand for water
32.7ML
of water recycled
from Wastewater
Treatment Plants
Liontown Resources | FY24 Annual Report | 35
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34 | Liontown Resources | FY24 Annual Report
ESG performance
Governance Performance
ZERO
ZERO
Strengthened
risk management
framework
33%
Female Board
composition
Human Rights Policy
published
reported breaches
of anti-bribery and
corruption policy
Social Performance
0.33
lost time injury
frequency rate
2
Gender pay parity concerns
assessed for comparable
positions within the business
1,083
hours of cultural
awareness training
completed
8,643
hours employee training
delivered
22.08%
overall workforce
is female
5
heritage surveys
undertaken across the
Kathleen Valley Lithium Project
Materiality
assessment
undertaken
including employees,
customers, suppliers,
investors
reported instances of
material non-compliance
Whistleblower &
Grievance Mechanism
implemented for greater
transparency and monitoring
18
Board meetings held
in FY24
Economic Performance
230
total permanent
jobs created
$48M
FY24 employee
wages and on-cost
$881M
FY24 additions to
Property, plant and
equipment
>$5M
project work awarded
to Tjiwarl business and
contractors
$378M
net equity raised
in FY24
$122.9M
cash at bank at
30 June 2024
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Directors’
Report
Directors’ report
38
38 | Liontown Resources | FY24 Annual Report
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Additional Information
Directors’ Report
Timothy Goyder
Non-Executive Chair
Experience:
Mr Goyder is a highly regarded mining executive with over 48 years' experience
within the resources industry. He has been involved in the formation and
management of several publicly listed companies, focussed on mineral
exploration and development. During his career Mr Goyder has had considerable
experience in capital raising within both the Australian and international markets.
Mr Goyder was appointed as Non-Executive Chairman on 2 February 2006.
Interest in shares and options
at the date of this report:
335,699,175 ordinary shares
Special responsibilities:
Member of the Remuneration Committee.
Directorships held in other listed
entities in the last three years:
Mr Goyder is currently Non-Executive Chairman of DevEx Resources Limited,
Non-Executive Director of Minerals 260 Limited, Non-Executive Director of entX
Limited (not listed) and was previously Non-Executive Chairman of Chalice Mining
Limited (resigned 24 November 2022).
Antonino Ottaviano BEng (Mechanical), MBA
Managing Director and Chief Executive Officer
Experience:
Mr Ottaviano is a global mining executive, with over 30 years’ experience leading
operations across Australia, the Americas, Asia, Europe and Africa. Prior to
joining Liontown, he held senior executive roles with two of the world’s largest
mining companies, BHP and Rio Tinto, establishing a successful track record in
Operations, M&A, project delivery and business transformation programs, most
recently as Group Performance and Improvement Officer with BHP Limited.
Mr Ottaviano was appointed Managing Director on 5 May 2021.
Interest in shares and options
at the date of this report:
6,592,447 ordinary shares
384,162 unlisted short-term incentive (STI) performance rights
3,535,493 unlisted long-term incentive (LTI) performance rights
Special responsibilities:
None
Directorships held in other listed
entities in the last three years:
None
Directors’ Report
The Directors present their report together with the Consolidated Financial Statements of the Group consisting of
Liontown Resources Limited (Liontown or the Company) and its controlled entities for the financial year ended 30 June
2024 and the independent auditor’s report thereon.
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. Directors were in office for the entire period unless otherwise stated.
Jennifer Morris B.Arts, AICD, INSEAD
Independent Non-Executive Director
Experience:
Ms Morris is an accomplished corporate executive and Non-Executive Director,
with key experience in advising corporations and government entities on strategy
development, governance controls, complex large-scale business transformation,
human capital related work, the embedding of environment, social and
governance related policies and the understanding of high-performance
environments learned during her varied career including elite sport. Ms Morris
is a former partner of global professional services firm Deloitte where her
career spanned more than 10 years working across the mining, government and
transport sectors. Ms Morris was also previously a Senior Marketing Analyst for
Rio Tinto Iron Ore. Ms Morris was appointed as a Non-Executive Director on
24 November 2021.
Interest in shares and options
at the date of this report:
141,619 ordinary shares
500,000 unlisted options
Special responsibilities:
Chair of the Remuneration Committee from 1 October 2022, member of the Audit
Committee to 30 September 2022 and member of the Sustainability & Risk
Committee from 1 October 2022.
Directorships held in other listed
entities in the last three years:
Ms Morris is a Non-Executive Director of Sandfire Resources Ltd and was
previously a Non-Executive Director of Fortescue Metals Group Ltd (resigned 30
June 2023).
Ian Wells B Bus. FCPA and GAICD
Independent Non-Executive Director
Experience:
Mr Wells is a highly respected and experienced finance professional with more
than 20 years’ operational experience across all finance functions, and in a range
of industries including bulk mining, port, rail, and energy infrastructure. Most
recently, Mr Wells served as Chief Financial Officer of ASX Top 10 company
Fortescue Metals Group Limited for five years to January 2023. He is a senior
executive and leader with corporate finance, multi-billion-dollar funding, capital
management and business transformation expertise. Mr Wells was appointed as a
Non-Executive Director on 1 January 2024.
Interest in shares and options
at the date of this report:
190,000 ordinary shares
Special responsibilities:
Chair of the Audit Committee, member of the Remuneration Committee from
1 January 2024 and Lead Independent Director from 26 September 2024.
Directorships held in other listed
entities in the last three years:
None
40 | Liontown Resources | FY24 Annual Report
Liontown Resources | FY24 Annual Report | 41
FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Directors’ Report (Continued)
Adrienne Parker LLB MAICD
Independent Non-Executive Director
Experience:
Ms Parker is a highly esteemed lawyer and Non-Executive Director with over
25 years’ experience in the infrastructure, energy and resources sectors. As
a partner in national and global law firms, and most recently Head of Pinsent
Masons’ Perth office, she specialised in procurement and delivery of large
construction, engineering, energy and mining projects across a number of
jurisdictions worldwide, and was part of the leadership group overseeing the
business and driving strategy and growth. Ms Parker has extensive legal
and commercial expertise and skills in business planning and strategy, risk
management, leadership and change management, corporate governance and
sustainability. Ms Parker was appointed as a Non-Executive Director on 1 October
2022.
Interest in shares and options
at the date of this report:
10,100 ordinary shares
Special responsibilities:
Member of the Audit Committee from 1 October 2022 and Chair of the Sustainability
& Risk Committee from 1 October 2022.
Directorships held in other listed
entities in the last three years:
Ms Parker is currently a Non-Executive Director of Fleetwood Limited, Resolute
Mining Limited and NRW Holdings Limited.
Anthony Cipriano B.Bus, CA, GAICD
Independent Non-Executive Director (resigned 31 December 2023)
Experience:
Mr Cipriano is a Chartered Accountant with over 30 years accounting, corporate
and finance experience. Mr Cipriano was formerly a senior partner at Deloitte and
at the time of his retirement he was the Deloitte National Tax Leader for Energy
and Resources and leader of its Western Australian Tax Practice. Mr Cipriano has
significant experience working in the resource sector, and in particular dealing
with corporate, legal and financial matters. Mr Cipriano was appointed as a Non-
Executive Director on 1 July 2014.
Interest in shares and options
at the date of this report:
16,120,410 ordinary shares
Special responsibilities:
Chair of the Audit Committee, Member of the Remuneration Committee, Lead
Independent Director (effective 1 January 2022) and previously Chair of the
Remuneration Committee until 30 September 2022.
Directorships held in other listed
entities in the last three years:
Mr Cipriano is Non-Executive Chairman of Minerals 260 Limited.
Craig Williams BSC (Hons)
Independent Non-Executive Director (resigned 31 March 2024)
Experience:
Mr Williams is a Geologist with over 40 years’ experience in mineral exploration
and development. Mr Williams co-founded Equinox Minerals Limited in 1993
and was President, Chief Executive Officer and Director prior to Barrick
Gold’s takeover of Equinox. He has been directly involved in several significant
discoveries, including the Ernest Henry Deposit in Queensland and a series of
gold deposits in Western Australia. In addition to his technical capabilities,
Mr Williams also has extensive corporate management and financing experience.
Mr Williams was appointed as a Non-Executive Director on 14 November 2006.
Interest in shares and options
at the date of this report:
30,787,924 ordinary shares
Special responsibilities:
Member of the Audit Committee until 30 June 2022 and Member of the
Remuneration Committee until 30 April 2022.
Directorships held in other listed
entities in the last three years:
Mr Williams was previously Non-Executive Chairman of OreCorp Limited
(resigned 16 November 2022), Non-Executive Chairman of Solstice Minerals
Limited (resigned 16 November 2022) and Non-Executive Director of Minerals 260
Limited (resigned 22 November 2022).
Shane McLeay B Eng Mining (Hons) FAusIMM AWASM
Independent Non-Executive Director
Experience:
Mr McLeay is a mining engineer and senior manager in the resource sector
with over 25 years’ experience. He has a strong track record in starting up
and operating mines of varying scale, with a skillset that includes project
management, building highly capable teams and overseeing operational ramp-up
to steady-state production. He has extensive experience in senior operational
site management, predominantly in gold and base metal hard rock mines, prior to
founding Entech in 2010. Mr McLeay was appointed as a Non-Executive Director
on 3 May 2022.
Interest in shares and options
at the date of this report:
180,409 ordinary shares
Special responsibilities:
Member of the Audit Committee from 1 July 2022 and member of the Sustainability
& Risk Committee from 1 October 2022.
Directorships held in other listed
entities in the last three years:
None
42 | Liontown Resources | FY24 Annual Report
Liontown Resources | FY24 Annual Report | 43
FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Directors’ Report (Continued)
Company Secretary
The name and details of the Company Secretary in office during the financial year and until the date of this report are as
follows:
Directors’ Meetings
The number of board and committee meetings attended by each Director during the year are as follows:
Principal Activities
The principal activities of the Company during the course
of the financial year were mineral exploration, evaluation
and development.
Review of Operations
The Directors present the operating and financial review of
the Company for the year ended 30 June 2024.
Operating performance
The information provided in the review is set out in pages
21 to 31 of this Annual Report and forms part of the
Directors’ Report and provides information to assist users
in assessing the operations and activities of the Group.
Financial performance
The Group reported a net loss after tax of $64.9 million
for the year compared to a net loss after tax of $22.2
million in 2023. The $42.7 million increase in the loss after
tax is mainly attributable to an increase in corporate and
administration expenditure ($23.3 million) and an increase
in finance expenses ($21.7 million).
The increase in corporate and administration expenditure
has been driven by an increase in corporate activity as the
Group increases headcount and develops the necessary
systems and procedures to support the commencement of
operations. In addition to the above, the Group also incurred
approximately $4 million in costs relating to the Albemarle
offer which primarily relates to advisor fees.
The increase in finance expense is reflective of the
Group’s focus on securing the additional funding to
complete the contruction and ramp up of the Kathleen
Valley Lithium Project (the Project). The Group ran parallel
funding processes to ensure that funds were secured
and sufficient for the completion of construction and
ramp up of operations. The funding processes included
traditional bank debt as well as alternative funding
solutions. On 19 October 2023, the Group announced that
it had signed a commitment letter and credit approved
term sheet with a syndicate of lenders for a $760 million
debt funding facility, subject to the parties agreeing formal
documentation and other customary conditions precedent.
Due to significant reductions in independent forecast
Mr Clint McGhie B.Com, CA, AGIA
Experience:
Mr McGhie is an experienced Chartered Accountant and Company Secretary
who commenced his career at a large international accounting firm and has since
been involved with several ASX and AIM listed exploration and development
companies operating in the resources sector, including Minerals 260 Limited, Salt
Lake Potash Limited, Berkeley Energia Limited and Sovereign Metals Limited.
Mr McGhie is a Fellow of the Governance Institute of Australia (Chartered
Secretary), and a Fellow of the Financial Services Institute of Australasia. He was
appointed Company Secretary on 5 May 2021.
Board
Meeting
Audit
Committee
Remuneration
Committee
Sustainability &
Risk Committee
Attended
Eligible to
attend
Attended
Eligible to
attend
Attended
Eligible to
attend
Attended
Eligible to
attend
T Goyder
18
18
-
-
6
6
-
-
A Ottaviano
18
18
-
-
-
-
-
-
I Wells
9
9
2
2
3
3
-
-
J Morris
18
18
-
-
6
6
4
4
S McLeay
17
18
4
4
-
-
4
4
A Parker
18
18
4
4
-
-
4
4
A Cipriano
8
9
1
2
2
3
-
-
C Williams
15
15
-
-
-
-
-
-
pricing for lithium hydroxide and spodumene concentrate,
the commitments for the $760 million facility were
cancelled in January 2024 and the Group then commenced
discussions with a lending syndicate on a revised smaller
debt facility. On 13 March 2024 the Group announced that
it had entered into a $550 million debt facility agreement
with drawdown subject to the satisfaction of remaining
conditions precedent to utilisation. On 2 July 2024 the
Group announced that it had secured a US$250 million
convertible notes facility with LG Energy Solution, Ltd
(LGES) to replace the $550 million debt facility. The $550
million debt facility commitments were subsequently
cancelled. Refer to the note on Events Subsequent to
Reporting Date for more information.
All costs related to the cancelled debt facilities have
been expensed during the year. The costs relating to
these activities totalled approximately $21.3 million and
covered commitment fees, advisory fees, legal fees and the
accelerated amortisation of capitalised borrowing costs
relating to the Ford debt facility.
The Group continued the capitalisation of costs related to
the development of the Project with approximately $677.7
million of costs capitalised during the year.
Financial position
At balance date the Group had net assets of $770.1 million
(2023: $449.7 million), and an excess of current assets over
current liabilities of $42.9 million (2023: $248.4 million).
The Group cash on hand was $122.9 million as at 30 June
2024 (2023: $305.4 million).
The carrying value of property plant and equipment
increased by $871.2 million to $1,200.6 million at 30 June
2024. Capitalised Project development costs was the main
contributor to the year-on-year movement with a total of
$677.7 million of costs capitalised during 2024. The Group
has recognised a $23.1 million rehabilitation asset (2023:
$9.5 million) and a corresponding rehabilitation provision
in line with the increased disturbance associated with
development of Kathleen Valley.
Trade and other payables increased by $54.5 million
to $128.0 million at 30 June 2024 (2023: $73.5 million).
Accrued expenses accounted for $122.2 million of the
balance and primarily related to Project development and
mining costs.
Non-current interest bearing liabilities and borrowings
of $317.7 million at 30 June 2024 is primarily related to
the fully drawn $300 million Ford term loan facility and
capitalised interest. Refer to note 18 for further details.
Statement of cashflows
Net cash outflow from operating activities was $47.0
million (2023: $16.4 million) which included cash inflows of
$18.6 million related to interest income from term deposits.
The $37.3 million increase in cash paid to suppliers and
employees relates to the general increase in corporate
activities as well as the inclusion of open pit related mining
costs from 1 February 2024.
Net cash outflows from investing activities increased by
$436.7 million to $680.8 million (2023: $244.1 million).
The increase in cash outflows was primarily driven by the
increased development activities at Kathleen Valley.
Net cash inflows from financing activities of $545.3 million
(2023: $112.8 million) was primarily comprised of the
$181.3 million drawdown of the $300 million Ford financing
facility and $378.8 million net proceeds from the issue
of shares.
Corporate
Board Changes
Mr Ian Wells was appointed as Independent Non-Executive
Director effective 1 January 2024. Mr Wells is a highly
respected and experienced finance professional with more
than 20 years’ operational experience across all finance
functions, and in a range of industries including bulk
mining, port, rail, and energy infrastructure. Most recently,
Mr Wells served as Chief Financial Officer of ASX Top 10
company Fortescue Metals Group Limited for five years
to January 2023. He is a senior executive and leader with
corporate finance, multi-billion-dollar funding, capital
management and business transformation expertise.
Mr Well’s experience will bring strong financial, commercial
and corporate experience to the Board.
Mr Anthony Cipriano retired from his role as a Non-
Executive Director of the Company on 31 December 2023,
followed by Mr Craig Williams, who retired as a Non-
Executive Director on 31 March 2024. Both Mr Cipriano
and Mr Williams played an instrumental role and made
very valuable contributions to the Company’s growth and
success.
Albemarle Indicative Non-Binding Proposal
In September 2023, the Company received a revised
non-binding indicative proposal from global lithium
company Albemarle Corporation (Albemarle), at a price
of $3.00 per share via a scheme of arrangement. After
carefully considering the revised indicative proposal,
the Liontown Board determined to grant Albemarle an
opportunity to conduct a limited period of exclusive due
diligence, subject to customary fiduciary exceptions, to
enable it to put forward a binding proposal, subject to the
parties agreeing to a mutually acceptable non-disclosure
and exclusivity agreement.
In October 2023, Albemarle announced that it had
withdrawn its indicative proposal and would not move
forward with the proposed acquisition of Liontown due to
increasing complexities in executing the transaction.
Business Strategies and Prospects for
Future Financial Years
The strategy of the Group is to create long-term
shareholder value, demonstrate how ESG can be
incorporated into our business to create better outcomes
and be a globally significant provider of battery minerals
for the rapidly growing clean energy market. To achieve its
objective, the Group currently has the following business
strategies and prospects:
44 | Liontown Resources | FY24 Annual Report
Liontown Resources | FY24 Annual Report | 45
FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Directors’ Report (Continued)
(i)
Realise the Project’s full potential by becoming a
globally significant supplier of spodumene;
(ii) Downstream Expansion: investigate options to develop
integrated operations to capture higher margins; and
(iii) At the opportune time, expand the portfolio through
organic growth (including the Buldania Lithium
Project), value accretive merger and acquisition, and/or
exposure to the circular economy.
Liontown’s activities are subject to inherent risks that may
impact the ability of the Board to achieve its business
strategies. An effective risk management system and
a clear understanding of our risk appetite, supports our
efforts to achieve Liontown’s strategic objectives and
prospects. This approach allows us to develop detailed
knowledge of the material risks which could impact our
performance and implement mitigating strategies that
protect our short and long term objectives. The material
risks, as well as initiatives and strategies to manage
potential impacts are outlined below.
Work Health and Safety
Prioritising safety across all our business operations
is critical to protecting the lives and wellbeing of our
employees, contractors and other stakeholders. Safety
is a core value at Liontown, and it is our responsibility to
cultivate a culture where safety is non-negotiable. In the
event of a major safety incident caused by a principal
mining hazard that results in serious injury and/or death,
or another significant event causing harm, including
psychosocial harm or sexual harassment, Liontown
could face significant regulatory fines, the potential for
operational disruption, financial losses and reputational
damage.
Our efforts to prevent and mitigate work health and safety
incidents extend beyond ensuring that fit for purpose
safety systems and processes are in place. We invest in
continuous safety training and education, ensuring we have
appropriately trained emergency personnel and equipment,
conduct regular audits, field visits and compliance
checks by the leadership team, independent experts and
regulatory bodies.
Operations
As we enter the commissioning and ramp-up phase of
the process plant and concentrate production, we face
mining and processing risks which may result in lower than
planned production. These issues may arise from mine
plan reconciliation, ROM pad mismanagement, processing
grade and recovery issues, lack of operating knowledge
for processing or failure/ underperformance of key
equipment. If these risks eventuate, we may be unable to
meet our offtake agreements and be subject to contractual
consequences, and may not achieve our revenue targets
required to meet our financial obligations.
The implementation of business readiness planning to
enable the business to support operations, ensuring
we employ a work force with the right skillset,
regularly updating the block model for the ore body
and implementing strong processes for detailed ore
characterisation and sampling allow us to manage issues
which we face during this critical phase of production. The
Company seeks to maintain appropriate sparing for key
equipment where appropriate and the process plant has
been built with operability and maintenance in mind.
Market
The lithium market has experienced significant
fluctuations over the last five years. We carefully monitor
the impacts associated with a continued downward trend in
lithium prices and unfavourable movements in the foreign
exchange rate. As a single-asset company entering the
lithium market, we are sensitive to these trends and our
ability to be flexible and implement innovative solutions to
continue to be cost competitive is instrumental to our short
and long term success.
In the short term, Liontown is focussing its efforts on
operational efficiency measures and business optimisation
to mitigate the pricing risk. Liontown has also entered a
range of offtake contracts over the short, medium and
long term, including pricing mechanisms linked to lithium
hydroxide and carbonate, whilst retaining the ability to sell
on the spot market when it is commercially appropriate.
Financial
Liontown may be exposed to risks that could impact its
profitability and liquidity and some of these risks have
been outlined in the ‘Market’ and ‘Operations’ sections
above. Liontown seeks to proactively address its financial
risks through the development of risk management
strategies that are periodically reviewed and updated to
ensure they remain relevant to the environment in which
the Company operates.
Liontown has developed a robust annual budgeting
process which will be supported by quarterly reforecasts.
We also conduct monthly cost reviews, with both the site
and corporate leadership teams, to ensure that costs
are continually monitored and managed. In addition,
scenario analysis is undertaken to allow us to develop an
understanding of the impact of changes to key variables
contained within the models.
Environment, Social and Governance
Liontown is committed to be a responsible battery minerals
provider and this is reflected within our public statements
and reporting. It is an expectation of our stakeholders and
regulators that we continue to comply with regulatory
requirements which we are subject to and commitments
that we have made. As we strive to uphold these
commitments, we are aware that failure to meet these
obligations and manage stakeholder expectations may
result in disruptions to our operations, cause reputational
damage and/or impact our cash flows.
Liontown conducts a biennial materiality assessment to
assess the most significant sustainability impacts and
areas of focus, and works closely with the stakeholders
within the region in which we operate. We have executed
a Native Title Agreement with Tjiwarl, the Native Title
Owners for Kathleen Valley. We engage Traditional Owners
through a transparent, inclusive and ongoing consultation
process.
To mitigate the potential for breaches of regulations or
commitments, we are implementing initiatives to conduct
compliance reviews and to identify and address any gaps
between commitments and actual results. Additionally, we
are implementing systems to enable us to regularly monitor
and report progress against ESG commitments.
Climate Related Risk
Liontown recognises the challenge that climate change
may present to our business. We endeavour to operate with
the lowest possible carbon footprint and are committed to
achieving net-zero operational emissions (Scope 1 and 2) by
2034.
Climate change has the potential to disrupt the Group’s
operations through both physical and transitional risks.
Physical risks include the severity and duration of weather
events such as flooding, temperature increases and
availability of quality water. Transitional risks may bring
regulatory and market challenges for our business.
Liontown has conducted a climate scenario analysis to
assess the potential impacts of future climate conditions
on our Kathleen Valley operations, adhering to IFRS S2
standards. Liontown’s mitigation strategies included
detailed surface water and flooding studies to safeguard
our operations and design drainage accordingly. We
also continue to assess our water supply to ensure our
long term water needs are met, including demand and
infrastructure design, and we consider how temperature
increases can impact our workforce and infrastructure. Our
mitigating actions for transitional risks include ensuring
continuous alignment with the evolving requirements of
climate standards, ongoing engagement with policymakers,
and integrating carbon pricing into our planning.
Our hybrid power facility includes a 16MW solar farm, an
18MW battery energy storage system, and five 6MW wind
turbines, which underscore our commitment to address
climate change. We continue to refine our decarbonisation
strategy to ensure we meet our net zero target.
Sustained Supply of Quality Water
Liontown operates in a region where water is a scarce
resource, and we recognise that water scarcity will
continue to increase due to the impacts of climate
change. Therefore, it is critical to our operations that we
have a sustained and reliable source of quality water
and supporting infrastructure to enable us to fulfil our
production and environmental commitments. Additionally,
we are aware that we have a responsibility to use available
water efficiently and limit the impact on the environment,
heritage and the community.
In FY24 we acquired access to an existing borefield and
constructed infrastructure to deliver the water to Kathleen
Valley. Securing an existing bore field ensures we minimise
new areas of land disturbance but also gives confidence
that we have a sustainable water source to manage
responsibly. To mitigate the risk of future disruptions in
supply from aquifer depletion, borefield performance or
water infrastructure issues, the Company continues to
explore options for additional water sources. We closely
monitor our current water use during operations and
supporting activities and monitor bore performance.
Additionally, we have put measures in place to allow for the
storage of surplus water in holding ponds to manage water
demand during short term supply disruptions.
Cyber Security
Liontown has included critical technology infrastructure
and software into its business readiness planning which
is now being implemented and commissioned. The
key objective for making this important investment is
to enhance business performance, limit operational
disruptions, drive innovation and maintain a competitive
edge. Accordingly, any breach of our information
technology platform has the potential to cause operational
disruptions as well as potentially damage the Company's
reputation.
We have been proactive in mitigating these risks by
undertaking regular and on-going threat detection of
identified threats or incidents. Regular review of the
cyber security strategy to ensure it remains updated to
the latest threats and risks combined with strong access
control, audits and training provides assurance that we are
protected against cybersecurity risks.
Regulatory and Compliance
Liontown operates within a highly regulated industry and
the consequences of breaches include significant
penalties, reputational impacts and increased scrutiny by
regulatory bodies.
The Kathleen Valley Lithium Project has all relevant
approvals required for mining and construction, and we will
apply for new approvals as they become relevant. If the
Company fails to comply with existing conditions there is a
risk of monetary fines, forfeiture of tenure and reputation
damage. The Company has an approvals schedule and a
management team with significant experience in approvals
required for mining projects in Western Australia.
We have implemented initiatives to ensure that we satisfy
regulatory requirements and can monitor our performance
against compliance obligations. We have engaged an
independent third party to act as an intermediary for
receiving and forwarding whistleblowing communications,
enhanced our grievance mechanisms and implemented
sanctions scanning for our suppliers and customers.
Significant Changes in the State of Affairs
There were no significant changes to the state of affairs
other than those noted elsewhere in this financial report.
Dividends
No dividends were declared or paid during the period and
the Directors recommend that no dividend be paid.
Events Subsequent to Reporting Date
Convertible Note with LG Energy Solution, Ltd
On 2 July 2024, the Company announced that it had
entered into a subscription agreement with LGES
pursuant to which LGES has agreed to subscribe for
46 | Liontown Resources | FY24 Annual Report
Liontown Resources | FY24 Annual Report | 47
FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Directors’ Report (Continued)
Number
Short Term Incentive Performance Rights Expire 30 June 2025 with a nil exercise price
394,187
Long Term Incentive Performance Rights Expire 30 June 2025 with a nil exercise price
2,512,441
Long Term Incentive Performance Rights Expire 31 March 2025 with a nil exercise price
943,717
Long Term Incentive Performance Rights Expire 30 June 2027 with a nil exercise price
3,253,722
Short Term Incentive Performance Rights Expire 30 June 2026 with a nil exercise price
429,337
Long Term Incentive Performance Rights Expire 30 June 2028 with a nil exercise price
2,533,236
Total Performance Rights
10,066,640
Topic
Summary
Issuer
Liontown Resources Limited
Principal amount and initial face value
The aggregate principal amount of the Convertible Notes is US$250,000,000
divided into 250,000,000 Convertible Notes each with an initial face value of
US$1.00
Maturity date
4 July 2029
Interest rate
Secured Overnight Financing Rate
Interest payment dates
Semi-annually up to the Maturity Date (or earlier if redeemed or converted)
Interest payment
Within the first two years, interest may be capitalised and added to the
principal amount or paid by way of an issuance of shares at the prevailing
market price at the time, at the Company’s election.
Tax Gross-up
After the first two years, interest is to be paid in cash to the extent that the
Company has Available Cash as calculated in accordance with the terms of the
contract. Any balance of interest not paid in cash is to be paid by way of any
issuance of shares at the prevailing market price at the time. Payments under the
Convertible Notes to be grossed up to account for any tax required to be withheld.
Convertible Notes proceeds
2025
AUD’000
Nominal value of Convertible Notes issued(1)
372,286
Transaction fees
(2,458)
Net Convertible Notes proceeds
369,828
Accounting treatment at inception
Interest bearing loans
301,038
Derivative financial liability
68,790
Total current liabilities
369,828
The Convertible Notes include embedded derivatives. The debt host component of the Convertible Notes is initially
recognised as a financial liability at fair value (being fair value of the proceeds received less the fair value of the embedded
derivatives and transaction fees) and subsequently, the debt is measured at amortised cost. Any movements in the fair
value of the embedded derivatives and effective interest associated with the debt host component will be recognised in the
Company’s consolidated statement of profit or loss.
The fair value of the embedded derivatives at the issue date has been estimated using a combination of a Black Scholes
option pricing model and a Monte Carlo option pricing model. The net proceeds received from the issuance of the
Convertible Notes have been split between a loan liability and a derivative financial liability component, representing the
fair value of the embedded derivative, as follows:
Rounding of Amounts
The Company is of a kind referred to in ASIC Corporations
(Rounding in Financial/Directors’ Reports) Instrument
2016/191 and in accordance with the legislative instrument,
amounts in the Directors’ Report and Financial Report have
been rounded off to the nearest thousand dollars, unless
otherwise stated.
Likely Developments
Other than the development of the Kathleen Valley Lithium
Project, there are no likely developments that will impact
on the Company other than as disclosed elsewhere in this
report.
Insurance of Directors and Officers and
Indemnities
During the financial year, the Company paid a premium
under a contract insuring all Directors and Officers of
the Company against liability incurred in that capacity.
Disclosure of the nature of liabilities insured and the
premium is subject to a confidentiality clause under the
contract of insurance.
The Company has agreed to indemnify its auditors, Deloitte
Touche Tohmatsu, to the extent permitted by law, against
any claim by a third party arising from Liontown's breach
of their agreement. The indemnity stipulates that Liontown
will meet the full amount of any such liabilities including a
reasonable amount of legal costs.
Proceedings on Behalf of the Company
On 21 December 2023 the Company announced that it
had received notice that the private royalty holder, Drem
Pty. Limited (Drem), has filed legal proceedings seeking
declarations regarding the interpretation of the relevant
documents and the amount of the royalty payable. In
summary, the dispute between the parties is whether
the amount of the royalty is calculated as 2%, or a lesser
percentage, of gross sales of production from the relevant
tenements. The Company is defending the proceedings
and will respond to the claims in due course, but does not
believe that Drem's claim is material to the Company.
Other than as noted above, no person has applied for leave
of court to bring proceedings on behalf of the Company
or intervene in any proceedings to which the Company is a
party for the purpose of taking responsibility on behalf of
the Company for all or part of those proceedings.
Environmental Regulations
The Company is subject to material environmental
regulation in respect to its exploration, evaluation, project
development, mining and processing activities. The
Company aims to ensure the appropriate standard of
environmental care is achieved, and in doing so, that it is
aware of and is compliant with all environmental legislation.
The Directors of the Company are not aware of any breach
of environmental legislation for the period under review.
Non-Audit Services
During the year, the Company’s auditor, Deloitte Touche
Tohmatsu, provided taxation and other corporate services.
Refer to note 25 of the Notes to the Consolidated Financial
Statements for details on the amounts the Company’s
auditors received or are due to receive for the provision of
non-audit services.
Options, Service and Performance Rights
Granted Over Unissued Shares
(a) Options
At the date of this report 500,000 fully paid ordinary shares
of the Company are under option on the following terms
and conditions:
(1) Converted using an exchange rate of AUD:USD of 0.6715.
Number
Exercisable at $2.45 each on or before 23 November 2024
500,000
Total Options
500,000
(b) Performance Rights
At the date of this report 10,066,640 fully paid ordinary shares of the Company are under performance rights on the
following terms and conditions:
US$250,000,000 of unlisted convertible notes, convertible into fully paid ordinary shares in the Company (Convertible
Notes).
On 4 July 2024 the Company announced that it had issued the Convertible Notes to LGES having received the full proceeds
under the Convertible Note Subscription Agreement.
The Convertible Notes are convertible at the option of LGES into ordinary shares, either in whole or in part, at the conversion
price of $1.80 per ordinary share any time after 4 January 2025 up until the date that is five business days prior to the
maturity date. For further information, please refer to the Company’s announcement on 2 July 2024 titled “Strategic
partnership with LG Energy Solution to deliver long-term funding for Kathleen Valley” for a summary of the key terms of
the Convertible Notes. An extract of the key features is provided below:
48 | Liontown Resources | FY24 Annual Report
Liontown Resources | FY24 Annual Report | 49
FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Directors’ Report (Continued)
Short-term Incentive Outcomes
During the year, management responded well to external
conditions, demonstrated strong leadership to deliver the
Kathleen Valley Lithium Project safely and to schedule as
well as preparing the business for operations. Our short-
term incentives (STI) performance scorecard comprises
an 80 percent weighting to business performance and
a 20 percent weighting to individual performance. On
assessment, the Board determined that management
delivered significant value in FY24. The scorecard
outcome of 90 percent for business performance, which
is above the target of 80 percent, is a fair reflection of
overall performance in FY24. In evaluating the CEO and
KMP performance, the Board determined an outcome of
110 percent of target, which equates to 73 percent of the
maximum.
Undoubtedly, maintaining the schedule for our
Kathleen Valley Lithium Project was an extraordinary
accomplishment given the external challenges we
encountered when also coupled with a significant amount
of unexpected corporate activity. This challenging work
was performed amidst a volatile lithium pricing market,
adding further complexities to the process of securing
funding. In recognition of the extraordinary effort
demonstrated throughout the year, the Board awarded
a one-off discretionary cash payment. This payment
underscores the exceptional dedication and commitment
of the team and acknowledges the significant additional
workload undertaken beyond the typical expectations
associated with constructing a major project safely and on
schedule.
Long-term Incentive Outcomes
The long-term incentive (LTI) is the component of executive
remuneration most closely linked to the shareholder
experience as it rewards executives for the delivery of
returns that exceed peer benchmarks across a three-year
period. The Board assessed the performance against
the criteria and determined that stretch performance
conditions had been achieved for all measures, including
the delivery of a total shareholder return (TSR) of 136 per
cent over the three-year performance period of the FY21
LTI.
Looking ahead
Our FY24 approach to remuneration has proven successful,
not only in a very tight labour market environment but
also one facing supply chain issues and a volatile lithium
market. As we look forward to FY25 and commence
production and ramp up, our remuneration framework will
continue to be guided by the same principles that have
driven our success during the project development phase.
The Board remains cognisant of the importance of ensuring
market competitive remuneration for executive KMP and,
in recognising the shift to operations, a comprehensive
review of our remuneration framework is underway to
ensure we have in place the most appropriate structure for
the business in FY25. The review will consider independent
advice and best market practice including external
benchmarking. We remain focused on ensuring that
executive remuneration supports our future strategy, and
the framework will emphasize performance metrics and
incentive plans to reflect overall business performance to
deliver value to all our stakeholders as we embark on the
next phase of Liontown’s growth.
As I reflect on FY24, it has been a year marked by
significant progress and accomplishment for Liontown.
In the face of numerous challenges, we have upheld our
commitments, fortified our foundations, and positioned
ourselves for sustained success in the years ahead. Whilst
we can rightly be proud of what Liontown has delivered this
financial year, we are very focused on the year ahead as we
ramp up to steady state production, solidify our position
as a world-class lithium producer and deliver returns to
shareholders.
On behalf of the Directors, I thank you, our shareholders,
for your ongoing support. As always, we welcome your
feedback and comments on any aspect of this Report.
Regards,
Jennifer Morris
Remuneration report
Remuneration Report - Audited
From the Chair of the Remuneration Committee
On behalf of the Board, I am pleased to present the Remuneration Report (the
Report) for the financial year to 30 June 2024.
As an ASX-listed company transitioning from explorer to developer and now on
the cusp of first production, the FY24 remuneration philosophy and framework
reflected our growth, the increased complexity of operations and the objective
to attract and retain key talent to deliver on our goals.
Business Performance
It cannot be underestimated how significant FY24 was for Liontown, it was year
of change with Liontown transitioning from an explorer to developer on the
cusp of production. Major milestones were achieved and performance, overall,
exceeded targets. Construction of the Project was 99 percent complete by
year’s end, and commissioning commenced on schedule.
Above all else, delivering Kathleen Valley safely was a priority. From the start,
we established a people-centred approach to health and safety and embedded
a culture of learning from our people. In FY24, the safety results achieved were
well below the targets we set for both TRIFR and LTI.
Notwithstanding the tremendous amount of effort and work undertaken to
complete Kathleen Valley safely and on schedule, establishing an operational
business as we prepared for production, FY24 was also a significant year in
terms of corporate activity and financing efforts. The team managed a take-over
offer and a subsequent withdrawal, completed an equity raise, secured a debt
facility in a volatile lithium market and substantially progressed the work that
led to a significant investment and a 10-year extension of off-take from one of
our foundation partners, LG Energy Solution.
To ensure continued growth for our Company, significant progress was also
made during the year to advance our downstream strategy resulting in two
partnerships to explore development of a lithium supply chain between Australia
and Japan and investigate establishing a US IRA compliant lithium refinery.
The collective strength of our performance across the year has been recognised
in our Business Scorecard, achieving an overall outcome above target. The
Board determined that management responded well to external conditions
and delivered significant value in FY24 (refer to pages 56 to 61 for additional
performance outcomes detail).
Remuneration Outcomes
During the past financial year, our remuneration outcomes were structured to
reflect our commitment to pay for performance, including aligning executive
performance with Liontown’s strategic objectives including shareholder
interests, as well as recognising the significant effort undertaken by the
executive in overcoming external challenges that surfaced during the year.
Fixed Remuneration
At the beginning of FY24, fixed remuneration for executive Key Management
Personnel (KMP) was adjusted to ensure competitiveness against similar-
sized peers in a tight labour market, recognising the critical roles and core
responsibilities of our executives in achieving the strategic goals of Liontown
and this received strong shareholder support at the 2023 Annual General
Meeting.
Jennifer Morris
Chair of the Remuneration Committee
50 | Liontown Resources | FY24 Annual Report
Liontown Resources | FY24 Annual Report | 51
FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Directors’ Report (Continued)
Business Performance Highlights
Equity raised:
$378m
net of equity
raising cost
FY24 net
asset growth:
71%
FY24 employee
growth:
139%
TSR:
136%
3-year
performance
April 2021-
30 June 2024
Remuneration report
KMP
Position
Timothy Goyder
Chair
Ian Wells
Lead Independent Non-Executive Director
(appointed 1 January 2024, Lead Independent Director from 26 September 2024)
Jennifer Morris
Non-Executive Director
Shane McLeay
Non-Executive Director
Adrienne Parker
Non-Executive Director
Anthony Cipriano
Lead Independent Non-Executive Director (resigned 31 December 2023)
Craig Williams
Non-Executive Director (resigned 31 March 2024)
KMP
Position
Antonino Ottaviano
Managing Director / Chief Executive Officer
Adam Smits
Chief Operating Officer
Jon Latto
Chief Financial Officer
Introduction and FY24 Key Management Personnel
This report outlines the remuneration for the KMP of Liontown for the financial year. KMP are defined as “those persons
having authority and responsibility for planning, directing, and controlling the activities of the entity, directly or indirectly,
including any director (whether executive or otherwise) of that entity”. Within this Report references to executives includes
executive directors and other KMP.
The information provided in this Report has been prepared based on the Group’s remuneration framework and policies,
which are designed to attract, retain, and motivate talented people who are essential to the Group's success. This Report
forms part of the Directors’ Report and has been prepared and audited in accordance with section 300A and 308(3C) of the
Corporations Act 2001.
The KMP for Liontown during FY24 were:
Non-Executive Directors
Executives
Having reflected on executive roles against the definition of a KMP, it has been concluded that Grant Donald as the Chief
Commercial Officer did not meet the definition of a KMP, and is not included in the Remuneration Report.
30 June 2020
30 June 2021
30 June 2022
30 June 2023
30 June 2024
Share price ($)
0.105
0.850
1.055
2.83
0.905
Market Capitalisation ($’000)
179,685
1,546,243
2,312,798
6,232,383
2,194,629
Key Performance Indicator Outcomes
0.33 LTI
against target of 2
5.99 TRIFR
against a target of 8
Safety
Cost
Production
Processing
plant
commissioned
on schedule
ESG
People
Growth
100%
Renewable power
available
>$5M
project work awarded to
Tjiwarl business and
contractors
87%
employee engagement
survey participation
89%
engagement score
100%
resourcing to workforce plan
to meet first production
Downstream
strategy
completed
Agreement
with
Sumitomo
Corporation
signed
Project cost
has been subject
to cost increases,
as seen across the
economy
Corporate costs
delivered lower
than budget
52 | Liontown Resources | FY24 Annual Report
Liontown Resources | FY24 Annual Report | 53
FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Fixed Component
Variable / At Risk
Fixed Annual
Remuneration
Short-Term Incentive
Long-Term Incentive
Purpose
Provide fair, market-
related fixed pay for the
skills and experience
an executive brings to a
role. Attract and retain
experienced leaders.
Drive and reward achievement of
annual performance targets that are
aligned to Liontown’s key business
priorities.
Drive ownership behaviours and
ensure focus on the creation of
long-term value. Align to shareholder
interests.
Description
Salary and other benefits
(including statutory
superannuation).
Annual incentive opportunity
delivered through performance
rights.
Three-year incentive opportunity
delivered through performance
rights.
Link to Strategy/
Performance
Rewards sustained
performance in role.
Performance-based outcomes linked
to business strategy.
Reward for sustainable multi-year
performance aligned with Company
goals.
Market
Positioning
Set at or slightly above
the median of peer
group.
Target and maximum quantum set
below median of peer group.
Quantum set below median of peer
group to offset increased likelihood
of vesting.
FY24 approach
We benchmarked our
remuneration relative
to a peer group of
similar-sized resources
companies and
companies between
ASX100 and ASX200,
aiming to strike a
balance between
competitiveness
and responsible
remuneration practices.
Quantum (% of Fixed Remuneration)
Target
Stretch
MD/CEO
40%
60%
Other Executive
KMP
35%
53%
Business Scorecard (80%):
A balance of financial and non-
financial measures that are a priority
for us for the financial year.
These include:
Quantum (% of Fixed Remuneration)
Target
Stretch
MD/CEO
125%
188%
Other Executive
KMP
70%
105%
The FY24 LTI Rights are subject
to the following performance metrics
over the three years to June 2026:
Directors’ Report (Continued)
Alignment with
shareholder
returns:
Attract and
retain talent:
Performance-based
rewards:
Fairness and
transparency:
Compliance and
governance:
Ensure that the
remuneration
structure aligns
with the interests
of shareholders
by linking portions
of compensation
to Company
performance and
share price;
Offer market
competitive
remuneration
packages to
attract and retain
key management
personnel and
executives with the
necessary skills
and experience to
drive the Company’s
growth and manage
the complexities
of moving into
production;
Emphasize
performance-
based rewards
that incentivise
achievement of
strategic milestones
and operational
goals;
Maintain fairness
and transparency
in remuneration
practices to
uphold Liontown’s
reputation and
ensure stakeholder
trust; and
Ensure that the
remuneration
framework complies
with all relevant
legal and regulatory
requirements
and follows
best practices
in corporate
governance.
Group
Accountabilities
Board
Amongst its accountabilities, the Board oversees the overall remuneration
framework, ensuring alignment with Company performance and shareholder
interests. Responsibilities include approving remuneration policies, reviewing
senior executive remuneration, and monitoring incentive plans.
Remuneration Committee
Established by the Board and operating under its own Charter, with its role defined
by the Terms of Reference, the Remuneration Committee ensures no inappropriate
bias in remuneration and makes recommendations on:
• Remuneration policy
• Senior executive remuneration
• Incentive plans
• Superannuation arrangements
Management
Management identifies and recommends remuneration adjustments, performance
metrics, and incentive plan designs to the Remuneration Committee.
External Advisors
Provide independent information, advice and recommendations on remuneration
matters. Their recommendations are reviewed by the Remuneration Committee
for alignment to the business and ensure compliance with legal and regulatory
requirements.
Any advice provided by external advisors is used to assist the Board. It is not a
substitute for the Board and Remuneration Committee procedures.
During the year, a consultant was used to provide comparative ASX market
remuneration data to assess pay levels and remuneration design for the KMP.
The fees paid for the services was $18,000. The Remuneration Committee did
not receive any remuneration recommendations from the external consultant in
relation to KMP in FY24.
Remuneration Framework
Overview of Remuneration Framework
As an ASX-listed company transitioning from explorer to developer on the cusp of production, the FY24 remuneration
philosophy and framework reflected our growth, the increased complexity of operations and the need to attract and retain
key talent. Our values drive our reward strategy which seeks to achieve:
Remuneration Components
Remuneration consists of elements of fixed annual remuneration (FAR) and variable ‘at risk’ remuneration, comprising STI
and LTI.
In accordance with best practice corporate governance, the structure of non-executive and executive remuneration is
separate and distinct.
Individual Scorecard (20%):
The individual component includes
KPIs relevant to the role.
In recognition of the extraordinary
effort demonstrated throughout the
year, a one-off discretionary cash
payment has also been awarded in FY24.
To provide certainty to employees
and ensure continued focus on the
development of the Project during
the takeover activity by Albemarle
Corporation, critical roles and
people were identified and offered
an 18 month retention incentive,
subject to continued employment
by Liontown on 31 December 2024.
Cost
25
Production
25
Safety
10
ESG
10
People
5
Growth
5
Relative TSR
50
Absolute TSR
25
ESG
15
Growth & Strategy
10
25
25
5
10
10
5
25
50
10
15
Remuneration Governance
The Group’s remuneration governance framework is designed to ensure that executive and non-executive remuneration
practices align with the Group's performance and shareholder interests. This framework delineates clear accountabilities
across various groups within the organisation, as outlined in the table below.
54 | Liontown Resources | FY24 Annual Report
Liontown Resources | FY24 Annual Report | 55
FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Directors’ Report (Continued)
900,000
900,000
CEO
Minimum
CFO
Stretch
440,887
900,000
440,000
154,310
154,000
360,000
1,125,000
308,621
308,000
COO
Target
2,385,000
(62% at risk)
900,000
(all reward at risk is forfeited)
1,500,000
0
1,000,000
2,000,000
3,000,000
3,000,000
903,818
(51% at risk)
2,385,000
(62% at risk)
902,000
(51% at risk)
3,132,000
(71% at risk)
FAR incl. super
STI
LTI
FAR incl. super
STI
LTI
1,125,000
360,000
1,687,500
540,000
900,000
Target Remuneration
The target maximum remuneration for executives is determined each year by the Remuneration Committee in response to
market conditions and strategic business objectives. The actual STI and LTI awarded are subject to performance against
pre-determined targets. The target quantum for each of the Executive KMP roles, as well as the remuneration mix, is
illustrated below.
Range of FY24 Remuneration Outcomes
Rewards are based on actual business and individual achievements during the performance period, therefore, the total
remuneration received by the Executive KMP will vary each year. The diagram below demonstrates the potential range of
remuneration outcomes for the MD&CEO, considering three different performance scenarios.
FY24 Remuneration Outcomes
During the past financial year, the Company’s remuneration outcomes were structured to reflect our commitment to
aligning executive performance with Liontown’s strategic objectives and shareholder interests.
Performance outcomes awarded consist of three components, fixed remuneration, short-term performance outcomes and
long-term performance outcomes.
FY24 Fixed Remuneration
The FY24 fixed remuneration for Executive KMP was reviewed to ensure competitiveness against similar-sized peers in a
tight labour market, recognising the critical roles and core responsibilities of our executives in achieving the strategic goals
of Liontown. The Board approved the adjustments illustrated in the table below, which were based on performance, market
positioning, and role criticality. Where increases were awarded, they were effective from 1 July 2023.
Executive KMP
FY23
($)
FY24 FAR
($)
%
increase
Antonino Ottaviano (CEO)
825,000
900,000
9%
Adam Smits (COO)
420,000
440,887
5%
Jon Latto (CFO)(1)
435,000
440,000
1%
Short-Term Incentive
The FY24 STI was delivered in the form of rights, awarded at the beginning of the performance year. The number of STI
Rights was determined with reference to the 15-day VWAP as at 30 June 2023 and was subject to metrics that are aligned
to our strategy and reflect the key priorities of Liontown for the financial year.
The portion of STI Rights to vest was determined once the Board had assessed performance against these performance
metrics, that includes both Business and Individual measures.
1 Jon Latto assumed the position of CFO on 23 December 2022.
56 | Liontown Resources | FY24 Annual Report
Liontown Resources | FY24 Annual Report | 57
FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Directors’ Report (Continued)
In addition to the Company performance metrics, the individual performances of the CEO and KMP were exemplary during
FY24, leading the Board to determine that awarding the Target STI to the CEO and KMP was both fair and appropriate.
Individual KPI were assessed based on having delivering the following outcomes:
CEO:
•
The CEO assisted the Board with implementing key systems and processes to govern the Company as it transitioned
from developer to operator.
•
The CEO successfully advanced gender diversity and leadership development within the Executive Leadership Team.
Key achievements include the appointment of Emma Coulthard as Executive General Manager of Human Resources in
June 2024 and the establishment of a high-potential senior leadership pool through comprehensive career review
sessions with all female leaders.
•
A high level of employee engagement was established for the Company overall with the first Employee Engagement
Survey achieving an 87% participation rate and a 89% engagement rating.
•
Additionally, the CEO ensured stable leadership by appointing Jon Latto as the permanent CFO in October 2023.
COO:
•
Gender diversity in leadership was strengthened with the appointment of Holly Keenan as Underground Mining
Manager in December 2023.
•
The COO also ensured operational readiness by aligning recruitment with workforce plans, successfully onboarding
100% of the required workforce for the planned production start. Additionally, the Kathleen Valley Management Team
was fully appointed, including the key positions of General Manager Aaron Nankivell, Dean Lilly as Maintenance
Manager, and Rowan Kerr as Processing Manager.
•
The COO effectively established high levels of employee engagement within the Operations Business Unit, achieving an
87% participation rate and an 88% engagement rating.
CFO:
•
The CFO ensured the financial stability of the Company by managing multiple financing streams, including traditional
bank funding, equity, and other funding options.
•
The CFO introduced a range of financial models and associated policies and procedures to support the Company as it
prepares for the transition to operations.
•
The CFO successfully recruited and onboarded 100% of the required finance workforce, aligning with workforce plans
to support the commencement of production.
The overall STI outcomes for FY24 are outlined below.
FY24 One-Off Discretionary Payment
In recognition of the extraordinary effort demonstrated throughout the year, a one-off discretionary cash payment
has been awarded. This payment acknowledges the significant additional workload undertaken beyond the typical
responsibilities associated with constructing a major project safely and on schedule.
Key activities that contributed to the awarding of the discretionary payment included managing a takeover offer and
a subsequent withdrawal from Albemarle Corporation, completion of an equity raise through institutional placement,
establishing credit approval of a debt facility, establishing credit approval of a short-term debt facility and undertaking
the work that led to securing the LG Energy Solution convertible notes and off-take agreement extension, providing the
required funding to support Liontown through to positive cash flow under a three million tonne per annum operation, as
announced on 2 July 2024.
This challenging work was performed amidst a volatile lithium pricing market, adding further complexities to the process
of securing funding. This extraordinary effort was crucial to support the business during the final year of development for
the Project and its transition to producer and mine operator. The FY24 discretionary payment underscores the exceptional
dedication and commitment of the team, for going above and beyond to ensure the completion of the critical path items
required for the Project to complete commissioning and commence spodumene production on schedule in mid-2024 and
establishing the necessary systems, processes and resources for it to be ready to operate.
Overall FY24 STI Outcomes
During the year, management responded well to external conditions and demonstrated strong leadership to deliver
the Project safely and to schedule and prepare the business for operations. On assessment, the Board is satisfied that
management has delivered significant value in FY24 and that the business scorecard outcome of 90 percent (i.e. above
Target) is a fair reflection of business performance. In addition, the Board recognised the commitment and effort deployed
to support the additional corporate activity and funding workstreams and an overall FY24 STI Outcome of 110 percent (90
percent for Company metrics and 20 percent for individual outcomes) is a fair reflection in what has been a very successful
FY24.
FY24 Business Scorecard Outcomes
Category
Performance
Pillar
Performance Metric
Target
Percentage
Upon Vesting
Awarded
Percentage
Vesting Outcome
Company
metrics
(80%)
Safety
TRIFR
5.0%
7.5%
Total Recordable Injury Frequency Rate (TRIFR) as
of June 2024 was 5.99 vs an end of year target of
8 and stretch target of 6.
LTIFR
5.0%
7.5%
Lost Time Injury Frequency Rate (LTIFR) as of June
2024 is 0.33 with significant focus on minimising
loss time injuries.
Production
Processing plant commissioned as
per schedule
25.0%
18.6%
Dry plant commissioning commenced during
March 2024 and was operational at nameplate
rates by June 2024.
Wet plant commissioning commenced and pro-
gressed materially in June 2024 with first concen-
trate occurring in July and in line with the mid-year
external market commitment.
Cost
Kathleen Valley Lithium Project
development costs within approved
Forecast at Completion
12.5%
9.3%
The Project has been subject to cost increases, as
seen across the economy. The awarded percentage
is reflective of the resulting cost overruns relative
to the $895m capital budget.
Corporate costs within approved
corporate budget
12.5%
18.6%
Due to targeted cost reduction efforts through
2024, including recruitment freezes in certain
areas and a reduction in other corporate spend,
corporate costs were delivered substantially lower
than budget.
ESG
Engagement with communities
5.0%
7.5%
$5M awarded to Tjiwarl businesses and
contractors during FY24.
Installed and deployed renewable
power sources
5.0%
7.5%
As at end of June 2024 100% of renewable power
sources are installed, fully commissioned and able
to be deployed.
People
Workforce culture and diversity
2.5%
3.5%
Liontown’s first engagement survey was complet-
ed in June 2024 with an overall participation rate of
87% and an engagement score outcome of 89%.
Resourcing as per Workforce Plan to
meet 1st production
2.5%
2.5%
The recruitment and on-boarding of required
workforce is progressing within target.
Growth
Downstream processing
5.0%
7.5%
The Downstream Strategy was completed and
presented and endorsed by Board during FY24.
In addition to Sumitomo being selected as partner
during FY24, LGES was confirmed as another
downstream processing partner.
TOTAL Company (80%)
80.0%
90.0%
112.5% of Target
Individual (20%)
Alignment to one or more of the
metric categories
20.0%
20.0%
100.0% of Target
TOTAL FY24 STI Outcome
100.0%
110.0%
110.0% of Target
58 | Liontown Resources | FY24 Annual Report
Liontown Resources | FY24 Annual Report | 59
FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Directors’ Report (Continued)
Performance
Conditions
Category
Performance Conditions Will Be Assessed
Against Board Criteria Relating To:
Target %
Upon Vesting
Awarded
%
Vesting Outcome
Shareholder
Return Milestones
TSR will be assessed on both an Absolute and
Relative basis.
Absolute TSR – 25% Allocation
- 0%, if Absolute TSR <50%
- Pro-rata, if Absolute TSR between 50% - 100%
- 100% allocation, if Absolute TSR >100%
Relative* TSR – 25% Allocation
- Below 50th percentile, 0% allocation
- Between 50th and 75th percentile, pro-rata,
allocation
- At or above 75th percentile, 100% of allocation
TSR measurement period is between 1 May 2021
and 30 June 2024 using 20 day-VWAP.
50%
50%
The Board assessed the
Shareholder return outcomes and
determined:
(1) Liontown achieved an absolute
TSR of 135.85% from 1 May
2021 to 30 June 2024. This
is above the stretch target to
exceed 100%.
(2) Liontown was at the 85th
percentile for TSR relative to
the selected peer group as at
end of June 2024, which
exceeded the stretch target
Strategic and
Commercial
Achievements
(i) Offtake arrangements;
(ii) Downstream opportunities;
(iii) Project funding; and
(iv) Final Investment Decision (FID) Board
approval.
Board discretion to be applied in allocating this
incentive.
35%
35%
The Board assessed the strategic
commercial achievements
outcomes and determined:
(1) Over the FY22 to FY24 period
multiple off-take agreements
were executed with a number
of Tier 1 partners.
(2) Through equity raises, debt
funding with Ford, and stra-
tegic partnerships with LGES,
the KV project development
has been fully funded.
(3) FID for the development of
Kathleen Valley was provided
by the Board in June 2022.
ESG and Health
and Safety
Milestones
(i)
Permits and licences for commencement of
Kathleen Valley operation;
(ii) Lost time injury frequency rates; and
(iii) ESG objectives.
In the event there is one or more breaches of
the stated objectives, the Board will exercise
its discretion to reduce the allocation of any
incentive commensurate with the nature and
severity of any breach.
15%
15%
The Board assessed the ESG and
health and safety outcomes and
determined:
(1) All required permits,
licences and approvals have
been received to commence
mining operations at Kathleen
Valley operation.
(2) As at the end of June 2024
the cumulative LTIFR was 1
with only 1 Lost Time Injury
recorded on the project since
its commencement.
(3) Liontown has established its
ESG credentials over the
FY22-FY24 period.
TOTAL
100%
100%
FY24 Short-Term Incentive
Discretionary
Payment
Total
Realised
as % of
FAR
Executive KMP
STI Target
($)
Company
Scorecard
Outcome
(%)
Individual
Scorecard
Outcome
(%)
Total STI
Outcome
(%)
% of
Maximum
Awarded
% of
Maximum
Forfeited
Value of
Equity
Vested
($) (1)
%
of
FAR
Value
of Cash
Awarded
($)
Antonino Ottaviano
(CEO)
360,000
90%
20%
110%
73%
27%
122,249
14%
261,000
43%
Adam Smits (COO)
154,310
90%
20%
110%
73%
27%
52,401
12%
112,000
37%
Jon Latto (CFO)
154,000
90%
20%
110%
73%
27%
52,295
12%
112,000
37%
1 Based on the quantum of shares to vest, multiplied by the share price on 28 June 2024, of $0.905
*
Relative to a comparable group of companies.
Long-Term Incentive
LTI Vesting in FY24
FY21 Performance Rights
LTI performance outcomes were driven by our strategic focus on sustainable growth and value creation, with equity-based
incentives reflecting our success in meeting long-term goals. The FY21 LTI performance rights, that were issued to the
Executive KMP in May 2021 had a performance period from 1 May 2021 to 30 June 2024. The start date was aligned to the
day that the newly appointed CEO, Tony Ottaviano, joined the Company.
In July 2024, the Board assessed the performance against the criteria, as outlined in the table below, and determined that
the stretch performance conditions had been achieved for all measures. As a result, 100% of all performance rights vested.
The table below provides a summary of the FY24 STI outcomes, including the discretionary payment.
60 | Liontown Resources | FY24 Annual Report
Liontown Resources | FY24 Annual Report | 61
FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Directors’ Report (Continued)
Type of equity
We deliver deferred STI and LTI awards in the form of performance rights. These are rights to
receive fully paid ordinary shares in Liontown Resources subject to meeting specific performance
and vesting conditions (Rights). As the Rights are an element of remuneration, no amount is
payable by employees to be allocated the Rights. If the Rights vest, no consideration or exercise
price is payable for the allocation of shares. Rights that have vested in accordance with vesting
conditions but have not been exercised in accordance with specified dates will expire and
automatically lapse and become incapable of converting into shares.
The Board retains a discretion to make a cash equivalent payment in lieu of an allocation of
Shares.
Dividend and voting
rights
Rights carry no entitlement to voting, dividends or dividend equivalent payments.
Cessation of
employment
If the person holding the performance rights is no longer working for the Company or their
contract ends for any reason, any unvested performance rights they have will automatically
lapse and be forfeited, unless the Board otherwise determines in its discretion, and any vested
performance rights will automatically be exercised.
Change of control
If there is a change of control, or if the Board determines that there is likely to be a change of
control, the Board may in its discretion determine the manner in which unvested performance
rights will be dealt, including the vesting and conversion of performance rights.
Rights to participate in
new issues
A participant can’t take part in new issues of securities in relation to their performance rights.
Employment
contracts
Contracts are entered into by Executive KMP in their personal capacity.
The key terms for the MD/CEO include:
• No fixed term
• Six months’ notice by either party
• Termination provision:
• Six months’ notice in the event of a material change
• Twelve months’ notice in the event of a change of control
The key terms are consistent for all Executive KMP, and include:
• No fixed term
• Three months’ notice by either party
• Termination provision:
• Six months’ notice in the event of a material change
• Six months’ notice in the event of a change of control
The table below summarises all LTI awards granted to Executive KMP in FY24.
Executive KMP
Award
Face Value
as % of FAR
Face Value
($)
Target Value
as % of FAR
Target
Value ($)
Number
of Rights
Granted
Antonino Ottaviano (CEO) FY24 LTI Performance Rights
187.5%
1,687,500
125%
1,125,000
930,039
Adam Smits (COO)
FY24 LTI Performance Rights
105%
462,931
70%
308,621
255,137
Jon Latto (CFO)
FY24 LTI Performance Rights
105%
462,000
70%
308,000
254,624
FY23 Retention(1)
100%
440,000
100%
440,000
-
Terms and Conditions of rights awarded under STI and LTI plans
Employment Contracts
FY21 Sign-on Rights
Tony Ottaviano was granted sign-on awards that were issued on his commencement as CEO in May 2021, in lieu of benefits
forfeited from his previous employer. The last of these awards vested on 1 July 2023.
The table below summarises all LTI awards that vested to Executive KMP in FY24.
Executive KMP
Award
Number
of Rights
Granted
Number of
Rights Vested
Number
of Rights
Forfeited
Value
at Grant
($)
Value at
Vesting
($)
Antonino Ottaviano (CEO)
FY21 LTI
1,181,600
1,181,600
0
414,742
1,069,348
Sign-On Rights
1,250,000
1,250,000
0
500,000
1,437,500
Adam Smits (COO)
FY21 LTI
534,289
534,289
0
187,535
483,532
LTI Granted in FY24
FY24 LTI Performance Rights
The FY24 LTI Performance Rights were issued to Executive KMP with a measurement date of 30 June 2026 and based on
the following performance conditions.
Performance
Conditions
Category
Performance Conditions Will Be Assessed Against Board Criteria Relating To:
Max %
Upon
Vesting
ESG
FY26 percentage of renewable power and FY26 carbon emissions
(aggregate emissions per tonne of concentrate).
15%
Strategic and
Commercial
Achievements
Downstream opportunities.
Pursue value accretive opportunities in battery materials to deliver sustainable
value over the long term with a view to extending resource/reserve life.
10%
Shareholder
Return
Milestones
TSR will be assessed on both an Absolute and Relative basis.
Absolute TSR – 25% Allocation
• 0%, if Absolute TSR <15%
• Pro-rata, if Absolute TSR between 15% - 25%
• 100% allocation, if Absolute TSR >35%
Relative* TSR – 25% Allocation
• Below 50th percentile, 0% allocation
• Between 50th and 75th percentile, pro-rata, allocation
• At or above 75th percentile, 100% of allocation
Relative** TSR – 25% Allocation
• Below 60th percentile, 0% allocation
• Between 60th and 80th percentile, pro-rata, allocation
• At or above 80th percentile, 100% of allocation
*measured against the S&P/ASX 200 Resources (XJR)
**measured against the Board agreed Liontown Resources peer group
75%
(1)
Jon Latto participated in the retention incentive offered to certain employees during the Albemarle takeover activity.
62 | Liontown Resources | FY24 Annual Report
Liontown Resources | FY24 Annual Report | 63
FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Directors’ Report (Continued)
Executive KMP
Looking Forward to FY25
The Board remains cognisant of the importance of ensuring market competitive remuneration for Executive KMP and, in
recognising the shift in our operational focus, in FY25, we are reviewing our remuneration structure to align with our new
goals and objectives. The refined framework will emphasize performance metrics and incentive plans tailored to support
our production targets, operational efficiency and long-term value creation as we embark on this next phase of Liontown’s
growth.
The proposed key adjustments to our FY25 executive remuneration structure are outlined in the table below.
Remuneration Component
Adjustment
Executive Remuneration
Framework Review
A comprehensive review of our remuneration framework is underway. This will include
a review of the variable components, including both STI and LTI, to ensure that they
align with our operational and strategic milestones.
Fixed Remuneration
Fixed remuneration will continue to be aligned with market benchmarks to attract and
retain top talent.
STI
A review of performance metrics suitable as the business transitions into production.
Realignment of STI and LTI quantum and the introduction of a deferral for a portion of
the STI outcome.
LTI
A review of performance metrics and a realignment of STI and LTI quantum.
Minimum Shareholding
Requirement
Introduction of a Minimum Shareholding Requirement equal to two times fixed
remuneration (200%) for the MD/CEO and one times fixed remuneration (100%) for the
other Executive KMP.
Non-Executive Directors
Remuneration Component
Adjustment
NED Fee Changes
NED fee pool will be increased to accommodate the recruitment of additional directors
and remain competitive in attracting high-calibre people to our Board. The proposed
increase in NED fee pool will be presented to shareholders for approval in the 2024
Annual General Meeting.
Minimum Shareholding
Requirements
Introduction of a Minimum Shareholding Requirement for our NEDs equal to one times
annual base fees (100%).
We are committed to transparent communication with our stakeholders and will engage directly with shareholders to
provide further details and seek their support at the upcoming Annual General Meeting in November 2024.
Statutory Disclosures
Statutory remuneration disclosures are prepared in accordance with Australian Accounting Standards and include share-
based payments expensed during the financial year.
Non-Executive Director Remuneration
Guiding Principles for Non-Executive Director Remuneration
Our remuneration philosophy for Non-Executive Directors (NEDs) is designed to align their interests with the interests of
our shareholders while maintaining objectivity and independence in their decision-making by adhering to the following
guiding principles:
• Fees within shareholder-approved aggregate, ensuring transparency and accountability;
• Remunerated by fees (cash and superannuation) and may include equity components to further align NEDs’ interests
with the long-term performance of Liontown;
• No performance-based remuneration to maintain objectivity and preserve impartiality; and
• No retirement benefits provided beyond statutory superannuation, reinforcing our commitment to a straightforward and
equitable remuneration structure.
NED Policy
• NEDs receive a fixed fee for their services, which includes participation in Board committees; and
• NEDs do not participate in performance-based incentive schemes.
Our NED remuneration policy is reviewed annually to ensure it remains competitive and aligned with market practices.
Fee Pool:
The total fee pool for NEDs is determined by shareholder approval and was set at $1,000,000 for FY24.
FY24 Base Fees and Committee Fees (excl. superannuation)
Annual Board Fees ($)
Chair
150,000
Lead Non-Executive Director
100,000
Non-Executive Director
70,000
Audit, Remuneration and Sustainability Committee Fees ($)
Chair
15,000
Member
7,500
64 | Liontown Resources | FY24 Annual Report
Liontown Resources | FY24 Annual Report | 65
FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Directors’ Report (Continued)
Directors’ Report (Continued)
Non-Executive Director Remuneration:
A. Ottaviano
FY24
810,811
261,000
29,273
185,738
89,189
-
-
1,353,927
2,729,938
56
FY23
746,606
-
61,457
518,085
78,394
-
205,654
1,138,436
2,748,632
68
A. Smits
FY24
411,754
112,000
31,137
170,810
28,814
-
-
527,690
1,282,205
54
FY23
380,091
-
41,756
229,674
39,909
-
-
234,345
925,775
50
J. Latto
FY24
425,101
285,216
(3,296)
170,466
44,665
293,600
-
204,725
1,420,477
26
FY23
230,531
-
23,192
-
24,206
-
-
-
277,929
-
C. Hasson(6)
FY24
-
-
-
-
-
-
-
-
-
-
FY23
146,677
-
14,533
92,603
14,476
-
-
92,917
361,206
51
TOTAL
FY24
1,647,666
658,216
57,114
527,014
162,668 293,600
-
2,086,342
5,432,620
FY23
1,503,905
-
140,938
840,362
156,985
-
205,654
1,465,698
4,313,542
T. Goyder
FY24
157,500
-
-
-
17,325
-
-
-
174,825
n/a
FY23
157,500
-
11,505
-
16,538
-
-
-
185,543
n/a
I. Wells(2)
FY24
46,250
-
-
-
5,088
-
-
-
51,338
n/a
FY23
-
-
-
-
-
-
-
-
-
n/a
J. Morris
FY24
92,500
-
-
-
10,175
-
-
-
102,675
n/a
FY23
92,500
-
-
-
9,712
-
-
-
102,212
n/a
S. McLeay
FY24
100,000
-
-
-
11,000
-
-
-
111,000
n/a
FY23
98,125
-
-
-
10,303
-
-
-
108,428
n/a
A. Parker
FY24
92,500
-
-
-
10,175
-
-
-
102,675
n/a
FY23
69,375
-
-
-
7,284
-
-
-
76,659
n/a
A. Cipriano(3)
FY24
61,250
-
-
-
6,738
-
-
-
67,988
n/a
FY23
122,500
-
-
-
12,862
-
-
-
135,362
n/a
C. Williams(4)
FY24
52,500
-
-
-
5,775
-
-
-
58,275
n/a
FY23
70,000
-
-
-
7,350
-
-
-
77,350
n/a
TOTAL
FY24
602,500
-
-
-
66,276
-
-
-
668,776
FY23
610,000
-
11,505
-
64,049
-
-
-
685,554
Salary and Fees
Salary and Fees
Discretionary Payment(1)
Discretionary Payment
Other Amounts (2)
Other Amounts(1)
Performance Rights (3)
Performance Rights
Performance Rights (3)
Performance Rights
Long-Term
Incentives
Long-Term
Incentives
Executive KMP
Non-Executive
Directors
Short-Term Benefits
Short-Term Benefits
Total
Remuneration
Total
Remuneration
Proportion of
Remuneration
Performance
Based
Proportion of
Remuneration
Performance
Based
Superannuation
Superannuation
Retention Incentive(4)
Retention Incentive
Post-Employment
Benefits
Post-Employment
Benefits
Options (5)
Options
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
%
%
Executive KMP Remuneration
Statutory remuneration differs from actual remuneration paid to executives due to the accounting treatment of share-
based payments.
The tables below include the statutory remuneration disclosures for FY24 and FY23. This includes fixed remuneration, STI,
LTI, and other benefits.
1 Discretionary payment was awarded to KMP, executives and senior management to recognise their efforts to go above and beyond to meet key achievements in FY24.
For J Latto, this also included an amount of $173,216 that was awarded in FY24 for an STI relating to FY23.
(2) Other amounts, where applicable, includes the cost to the Company of providing time off in lieu, annual leave, long service leave, fringe benefits and the attributable
non-cash benefit applied by virtue of the Company’s Directors and Officers Liability policy.
(3) The fair value of performance rights was calculated by an independent expert and allocated to each reporting period starting from the grant date to vesting date.
(4) In FY23, certain roles were identified and offered an 18 month retention incentive. This amount is the pro-rata amount accrued and will only be payable if the employee
is still employed by Liontown on 31 December 2024.
(5) The fair value of the options is calculated using a Black-Scholes valuation model and allocated to each reporting period starting from grant date to vesting date.
(6) Mr Hasson resigned 23 December 2022.
(1)
Other amounts, where applicable, includes the cost to the Company of providing fringe benefits.
(2) Mr Wells was appointed on 1 January 2024.
(3) Mr Cipriano resigned 31 December 2023.
(4) Mr Williams resigned 31 March 2024.
66 | Liontown Resources | FY24 Annual Report
Liontown Resources | FY24 Annual Report | 67
FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Directors’ Report (Continued)
Directors’ Report (Continued)
Balance
1 July
2023
Granted
as
Remuneration
Grant
Date
Options
Exercised
Amount
paid per
share
Held at
Date of
Resignation
Balance
30 June
2024
Vested -
Held
Number
Number
Date
Number
Dollar
Number
Number
Number
Non-Executive Directors
T Goyder
-
-
-
-
-
-
-
-
I Wells(1)
-
-
-
-
-
-
-
-
J Morris
500,000
-
-
-
-
-
500,000
100%
S McLeay
-
-
-
-
-
-
-
-
A Parker
-
-
-
-
-
-
-
-
A Cipriano(2)
-
-
-
-
-
-
-
-
C Wiliams(3)
1,000,000
-
-
(1,000,000)
-
-
-
-
Executives
A Ottaviano(4)
2,500,000
-
-
(2,500,000)
-
-
-
-
A Smits
-
-
-
-
-
-
-
-
J Latto
-
-
-
-
-
-
-
-
Share-Based Payments
Directors, executives, key employees and consultants may be eligible to participate in equity-based compensation via the
Employee Securities Incentive Plan.
Options
Under the terms and conditions of the Incentive Plan, options issued allow the holder the right to subscribe to one fully paid
ordinary share. Any option not exercised before expiry will lapse on the expiry date.
There are no participating rights or entitlements inherent in the options and the holders will not be entitled to participate
in new issues of capital offered to shareholders during the currency of the options. All shares allotted upon the exercise of
options will rank pari passu in all respect with other shares.
Options over Equity Instruments granted as Compensation Instruments
No options over ordinary shares were granted as compensation to any KMP or employees during the year. The following
table shows a reconciliation of the number of options held by each KMP during FY24:
Vesting of Options in FY24
During the year there were no options that vested.
Performance rights
During the year, 1,781,758 performance rights were issued to Executive KMP and employees. At 30 June 2024, 5,576,508
performance rights with a nil exercise price were on issue to Executive KMP. Specific performance hurdles are required to
be achieved (including market, non-market based and employment status) and are subject to Board approval before the
performance rights can vest. The below table shows a reconciliation of the number of performance rights held by each KMP
during the year:
2024
Balance
1 July 2023
Granted as
Remuneration
- STI
Granted as
Remuneration
- LTI
Performance
Rights
Exercised and
Forfeited
Held at
Resignation
Date
Balance at
30 June
2024
Number of Shares
Executives
A Ottaviano
4,311,087
184,203(1)
930,039(2)
(1,456,554)
-
3,968,775
A Smits
1,143,181
78,957(3)
255,137(4)
(202,964)
-
1,274,311
J Latto
-
78,798(3)
254,624(4)
-
-
333,422
Balance
1 July 2023
Held at
Commencement
Date
Exercise of
Options and
Performance
Rights
Net
Acquisitions/
(Disposals)(1)
Held at
Resignation
Date
Balance at
30 June
2024
Number of Shares
Non-Executive Directors
T Goyder
329,678,766
-
-
6,020,409
-
335,699,175
I Wells (2)
-
190,000
-
-
-
190,000
J Morris
66,210
-
-
20,409
-
86,619
S McLeay
160,000
-
-
20,409
-
180,409
A Parker
-
-
-
-
-
-
A Cipriano(3)
16,100,000
-
-
20,410
16,120,410
-
C Williams(4)
29,767,515
-
1,000,000
20,409
30,787,924
-
Executives
A Ottaviano
4,922,754
-
2,471,217
(801,524)
-
6,592,447
A Smits
7,574,873
-
110,954
(2,500,000)
-
5,185,827
J Latto
-
-
-
-
-
-
Total
388,270,118
190,000
3,582,171
2,800,522
46,908,334
347,934,477
KMP Rights and Shareholdings
KMP Shareholdings
The relevant interest of each KMP in the share capital of the Company is illustrated in the table below:
(1)
Fair value of $1.38 per right as at grant date with expiry date of 30-Jun-26.
(2) Fair value of $0.95 per right as at grant date with expiry date of 30-Jun-28.
(3) Fair value of $2.95 per right as at grant date with expiry date of 30-Jun-26.
(4) Fair value of $2.41 per right as at grant date with expiry date of 30-Jun-28.
(1)
Mr Wells appointed on 1 January 2024.
(2) Mr Cipriano resigned on 31 December 2023.
(3) Exercised 1,000,000 options at $0.2979 each; Mr Williams resigned on 31 March 2024.
(4) Exercised 2,500,000 options at $0.5779 each.
(1)
Acquisitions and disposals refer to shares purchased and sold on the open market.
(2) Mr Wells appointed 1 January 2024
(3) Mr Cipriano resigned 31 December 2023.
(4) Mr Williams resigned 31 March 2024.
68 | Liontown Resources | FY24 Annual Report
Liontown Resources | FY24 Annual Report | 69
FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Directors’ Report (Continued)
Auditors Independent Declaration
Auditor’s Independence Declaration
The auditor’s independence declaration is set out on page 70 and forms part of the Directors’ Report for the year ended
30 June 2024.
Corporate Governance
The Directors of the Group support and adhere to the principles of corporate governance, recognising the need for the
highest standard of corporate behaviour and accountability.
Please refer to the Company website at http://www.ltresources.com.au/corporate-governance.
This report is made with a resolution of the Directors:
Antonino Ottaviano
Managing Director
Dated at Perth the 27th day of September 2024
Details of Equity Incentives Affecting Reporting Period and Future Remuneration
Details of vesting profiles of unlisted options and performance rights held by each KMP of the Group during the year ended
30 June 2024 are detailed below:
Executive
Instrument
No. Instruments
Grant
Date
% Vested
In Year
%
Forfeited
in Year
Financial
Vesting Year
A Ottaviano
Performance Rights
1,250,000
4-May-21
100%
-
2024
A Ottaviano
Performance Rights
1,181,600
4-May-21
100%
-
2024
A Ottaviano
Performance Rights
1,423,854
21-Nov-22
-
-
2025
A Ottaviano
Performance Rights
184,203
14-Sep-23
73%
27%
2024
A Ottaviano
Performance Rights
930,039
14-Sep-23
-
-
2026
A Smits
Performance Rights
534,289
4-May-21
100%
-
2024
A Smits
Performance Rights
405,928
21-Nov-22
-
-
2025
A Smits
Performance Rights
78,957
14-Sep-23
73%
27%
2024
A Smits
Performance Rights
255,137
14-Sep-23
-
-
2026
J Latto
Performance Rights
78,798
14-Sep-23
73%
27%
2024
J Latto
Performance Rights
254,624
14-Sep-23
-
-
2026
Additional Information
Transactions between KMP and Related Parties
During FY24, there were no material transactions between KMP and related parties.
Amounts Payable by KMP Loans to KMP
No loans were granted to KMP during the year.
Transactions with Other Entities
Several key management persons, or their related parties, hold positions in other entities that result in them having control
or significant influence over the financial or operating policies of those entities.
One of these entities transacted with the Group during the reporting period. The terms and conditions of the transactions
with management persons and their related parties were no more favourable than those available, or which might
reasonably be expected to be available, on similar transactions to non-Director related entities on an arm’s length basis.
Mr McLeay is the Managing Director of mining consulting company Entech Pty Ltd. The Company used the services of
Entech Pty Ltd prior to the appointment Mr McLeay becoming Non-Executive Director and the Company continues to use
Entech Pty Ltd for mining consulting services, as required. During the reporting period the amount incurred was $244,410
(2023: $84,830) and the amount unpaid as at 30 June 2024 was nil (2023: nil).
End of the Audited Remuneration Report.
70 | Liontown Resources | FY24 Annual Report
Liontown Resources | FY24 Annual Report | 71
FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Auditors’ Independence Declaration
Auditors Independent Declaration
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72 | Liontown Resources | FY24 Annual Report
Liontown Resources | FY24 Annual Report | 73
FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Financial
Report
Notes to the financial statements
78
Directors’ declaration
106
Independent auditors report
108
Financial Report
72
74 | Liontown Resources | FY24 Annual Report
Liontown Resources | FY24 Annual Report | 75
FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Consolidated Statement of Profit or Loss and Other Comprehensive Income
For the year ended 30 June 2024
Note
2024
2023
$'000
$'000
Other income
5(a)
225
496
Corporate and administration expenses
5(b)
(41,324)
(18,032)
Exploration and evaluation expenditure expensed
5(d)
(12,299)
(11,670)
Share based payments
8
(7,083)
(4,522)
Loss before financing and tax
(60,481)
(33,728)
Finance income
5(e)
17,496
11,564
Finance expense
5(e)
(21,927)
(241)
Loss before income tax
(64,912)
(22,405)
Income tax (expense)/benefit
6
(6)
192
Net loss after tax
(64,918)
(22,213)
Other comprehensive (loss)/income Items that will not be reclassified to
profit or loss
Net (loss)/gain on fair value of financial assets, net of tax
(342)
332
Total comprehensive loss for the year attributable to owners of the
Company
(65,260)
(21,881)
Basic loss per share (dollars per share)
7
$(0.028)
$(0.010)
Diluted loss per share (dollars per share)
7
$(0.028)
$(0.010)
The consolidated statement of profit or loss and other comprehensive income is to be read in conjunction with the accompanying notes.
Consolidated Statement of Financial Position
As at 30 June 2024
Note
2024
2023
$'000
$'000
Current assets
Cash and cash equivalents
9
122,949
305,438
Trade and other receivables
10
8,340
7,413
Financial assets
11
26,357
11,409
Inventories
12
22,804
-
Total current assets
180,450
324,260
Non-current assets
Financial assets
11
1,398
1,437
Property, plant and equipment
13
1,200,618
329,459
Other assets
14
2,458
-
Total non-current assets
1,204,474
330,896
Total assets
1,384,924
655,156
Current liabilities
Trade and other payables
15
127,979
73,489
Lease liabilities
16
6,491
1,210
Provisions
17
2,811
1,094
Interest bearing loans and borrowings
18
232
42
Total current liabilities
137,513
75,835
Non-current liabilities
Interest bearing loans and borrowings
18
317,664
115,192
Lease liabilities
16
136,527
4,829
Provisions
17
23,148
9,564
477,339
129,585
Total liabilities
614,852
205,420
Net assets
770,072
449,736
Equity
Share capital
19
955,343
576,734
Accumulated losses
(196,390)
(133,226)
Reserves
20
11,119
6,228
Total equity
770,072
449,736
The consolidated statement of financial position is to be read in conjunction with the accompanying notes.
Financial Report
76 | Liontown Resources | FY24 Annual Report
Liontown Resources | FY24 Annual Report | 77
FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Financial Report (Continued)
Consolidated Statement of Changes in Equity
For the year ended 30 June 2024
Issued
Capital
Accumulated
Losses
Share-
Based
Payments
Reserve
Investment
Revaluation
Reserve
Foreign
Currency
Translation
Reserve
Total
Equity
$’000
$’000
$’000
$’000
$’000
$’000
As at 1 July 2023
576,734
(133,226)
5,877
212
139
449,736
Loss for the year
-
(64,918)
-
-
-
(64,918)
Other comprehensive loss
-
-
-
(342)
-
(342)
Total comprehensive loss for the
year
-
(64,918)
-
(342)
-
(65,260)
Transactions with owners in
their capacity as owners:
Issue of shares (net of costs)
378,513
-
-
-
-
378,513
Share-based payments
96
-
6,987
-
-
7,083
Transfer between equity items
-
1,754
(1,754)
-
-
-
As at 30 June 2024
955,343
(196,390)
11,110
(130)
139
770,072
Issued
Capital
Accumulated
Losses
Share-
Based
Payments
Reserve
Investment
Revaluation
Reserve
Foreign
Currency
Translation
Reserve
Total
Equity
$’000
$’000
$’000
$’000
$’000
$’000
As at 1 July 2022
576,219
(112,683)
3,292
(120)
139
466,847
Loss for the year
-
(22,213)
-
-
-
(22,213)
Other comprehensive gain/(loss)
-
-
-
332
-
332
Total comprehensive gain/(loss)
for the year
-
(22,213)
-
332
-
(21,881)
Transactions with owners in
their capacity as owners:
Issue of shares (net of costs)
248
-
-
-
248
Share-based payments
267
-
4,255
-
-
4,522
Transfer between equity items
-
1,670
(1,670)
-
-
-
As at 30 June 2023
576,734
(133,226)
5,877
212
139
449,736
The consolidated statement of changes in equity is to be read in conjunction with the accompanying notes.
Consolidated Statement of Cash Flows
For the year ended 30 June 2024
Note
2024
2023
$'000
$'000
Cash flows from operating activities
Cash paid to suppliers and employees
(53,111)
(15,846)
Payments for exploration and evaluation
(12,498)
(11,450)
Interest received
18,593
10,827
Government grants and incentives
-
117
Net cash used in operating activities
9
(47,016)
(16,352)
Cash flows from investing activities
Payments for plant and equipment
(665,729)
(232,654)
Payment for financial assets
(15,057)
(11,416)
Net cash used in investing activities
(680,786)
(244,070)
Cash flows from financing activities
Proceeds from borrowings
181,251
118,749
Repayment of borrowings
(109)
(6)
Borrowing costs paid
(11,537)
(5,213)
Proceeds from issue of shares
389,943
298
Payment for share issue costs
(11,192)
(50)
Repayment of lease liabilities
(3,043)
(880)
Interest paid
-
(114)
Net cash from financing activities
545,313
112,784
Net decrease in cash and cash equivalents
(182,489)
(147,638)
Effect of exchange rate fluctuations on cash held
-
-
Cash and cash equivalents at the beginning of the financial year
305,438
453,076
Cash and cash equivalents at the end of the financial year
9
122,949
305,438
The consolidated statement of cash flows to be read in conjunction with the accompanying notes.
78 | Liontown Resources | FY24 Annual Report
Liontown Resources | FY24 Annual Report | 79
FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Notes to the Consolidated Financial Statements
Contents of the Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Basis of Preparation
Note 1: Corporate information
Note 2: Reporting entity
Note 3: Basis of preparation
Performance for the Year
Note 4: Segment reporting
Note 5: Other income and expenses
Note 6: Income tax
Note 7: Earnings/(loss) per share
Share Based Payments
Note 8: Share-based payments
Assets
Note 9: Cash and cash equivalents
Note 10: Trade and other receivables
Note 11: Financial assets
Note 12: Inventories
Note 13: Property, plant and equipment
Note 14: Other assets
Equity and Liabilities
Note 15: Trade and other payables
Note 16: Lease liabilities
Note 17: Provisions
Note 18: Interest bearing loans and borrowings
Note 19: Capital and capital management
Note 20: Reserves
Financial Instruments
Note 21: Financial instruments
Group Composition
Note 22: List of subsidiaries
Note 23: Parent entity information
Other Information
Note 24: Contingent assets and liabilities
Note 25: Remuneration of auditors
Note 26: Commitments
Note 27: Related party transactions
Note 28: Events occurring after the reporting period
Notes to the Consolidated Financial Statements
For the year ended 30 June 2024
Basis of Preparation
This section of the financial report sets out the Group’s (being Liontown Resources Limited and its controlled entities) accounting policies
that relate to the Consolidated Financial Statements as a whole. Where an accounting policy is specific to one note, the policy is described in
the note to which it relates.
The notes include information which is required to understand the Consolidated Financial Statements and is material and relevant to the
operations and the financial position and performance of the Group.
Information is considered relevant and material if:
-
The amount is significant due to its size or nature;
-
The amount is important in understanding the results of the Group;
-
It helps to explain the impact of significant changes in the Group’s business; or
-
It relates to an aspect of the Group’s operations that is important to its future performance.
1. Corporate Information
The Consolidated Financial Statements of Liontown Resources Limited for the year ended 30 June 2024 was authorised for issue on 27
September 2024.
Liontown Resources Limited (the ‘Company’ or ‘Liontown’) is a for-profit company limited by shares, whose shares are publicly traded on the
Australian Securities Exchange. The Company and most of its subsidiaries were incorporated and domiciled in Australia. Refer to note 22 for
details of subsidiaries and country of incorporation. The registered office and principal place of business of the Company is Level 2, 32 Ord
Street, West Perth, WA 6005.
The nature of the operations and principal activities are disclosed in the Directors’ Report.
2. Reporting Entity
The Financial Statements are for the Group consisting of Liontown Resources Limited and its subsidiaries. A list of the Group’s subsidiaries is
provided at note 22.
3. Basis of Preparation
These general purpose Consolidated Financial Statements have been prepared in accordance with Australian Accounting Standards, which
include Australian equivalents to International Financial Reporting Standards (‘AIFRS’). Compliance with AIFRS ensures that the financial
report, comprising the financial statements and notes thereto, complies with International Financial Reporting Standards (IFRS).
These Financial Statements have been prepared under the historical cost convention except where certain financial assets and liabilities are
required to be measured at fair value.
All amounts have been rounded to the nearest thousand, unless otherwise stated, in accordance with ASIC Corporations (Rounding in
Financial/Directors’ Reports) Instrument 2016/191 and Instrument 2023/519.
(a) Basis of consolidation
Subsidiaries are all entities over which the Group has control. The Group controls an entity when the Group is exposed to, or has rights to,
variable returns from its involvement with the entity and has the ability to affect those returns through its power to direct the activities of
the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are deconsolidated from the
date that control ceases.
The acquisition method of accounting is used to account for business combinations by the Group.
Intercompany transactions, balances and unrealised gains on transactions between Group companies are eliminated. Unrealised losses are
also eliminated unless the transaction provides evidence of an impairment of the transferred asset. Accounting policies of the subsidiaries
have been changed where necessary to ensure consistency with the policies adopted by the Group.
Any non-controlling interests in the results and equity of subsidiaries are shown separately in the consolidated statement of profit or loss
and other comprehensive income, consolidated statement of changes in equity and consolidated statement of financial position respectively.
80 | Liontown Resources | FY24 Annual Report
Liontown Resources | FY24 Annual Report | 81
FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Notes to the Consolidated Financial Statements (Continued)
The recoverable amount of property, plant and equipment including mine development is dependent on the Group’s estimate of the Ore
Reserve that can be economically and legally extracted. The Group estimates its Ore Reserves and Mineral Resources based on information
compiled by appropriately qualified persons relating to the geological data on the size, depth and shape of each ore body, and requires
complex geological judgments to interpret the data.
The estimation of Ore Reserves is based on factors such as estimates of foreign exchange rates, commodity prices, future capital
requirements, and production costs along with geological assumptions and judgments made in estimating the size and grade of the ore body
and removal of waste material. Changes in these estimates may impact upon the carrying value of mine properties, property, plant and
equipment, provision for rehabilitation, recognition of deferred tax assets, inventory as well as depreciation and amortisation charges during
the period.
In assessing value in use, the estimated future cash flows are discounted to their present value using a discount rate that reflects current
market assessments of the time value of money and the risks specific to the asset. The Group bases its impairment calculation on detailed
budgets and forecast calculations, which are prepared separately for each of the Group’s CGUs to which the individual assets are allocated.
In determining fair value less costs of disposal, recent market transactions are taken into account. If no such transactions can be identified,
an appropriate valuation model is used. These calculations are corroborated by valuation multiples, quoted share prices for publicly traded
subsidiaries or other available fair value indicators.
Impairment losses for continuing operations are recognised in the income statement in expense categories consistent with the function of
the impaired asset. An assessment is made at each reporting date to determine whether there is any indication that previously recognised
impairment losses may no longer exist or may have decreased. If such indication exists, the Group estimates the asset’s or CGUs recoverable
amount. A previously recognised impairment loss is reversed only if there has been a change in the assumptions used to determine the
asset’s recoverable amount since the last impairment loss was recognised. The reversal is limited so that the carrying amount of the asset
does not exceed its recoverable amount, nor exceed the carrying amount that would have been determined, net of depreciation, had no
impairment loss been recognised for the asset in prior years. Such reversal is recognised in the income statement unless the asset is carried
at a revalued amount, in which case, the reversal is treated as a revaluation increase.
(g) Adoption of new and revised Accounting Standards
In the year ended 30 June 2024, the Directors have reviewed the new and revised Standards and Interpretations issued by the AASB that are
relevant to the Group and effective for the current annual reporting period. It has been determined that there is no impact, material or
otherwise, of the new and revised Standards and Interpretations on the Group.
Standards and Interpretations on issue not yet effective
Several accounting standards and interpretations have been issued and will be applicable in future periods. While these remain subject to
ongoing assessment, no significant impacts have been identified to date. The Group has not early adopted the following standards and
interpretations:
•
AASB 101 Amendments to Australian Accounting Standards – Classification of liabilities as current or non-current/with covenants (AASB
2020-1 and related amendments) – effective date 1 January 2024;
•
AASB 16 Amendments to Australian Accounting Standards – Lease liability in a sale and leaseback (AASB 2022-5) – effective date 1 January
2024;
•
AASB 107/AASB Amendments to Australian Accounting Standards – Supplier finance arrangements (AASB 2023-1) – effective date 1
January 2024;
•
AASB 1060 Amendments to Australian Accounting Standards – Disclosure of non-current liabilities with covenants: Tier 2 (AASB 2023-3)
and supplier finance arrangements: Tier 2 disclosures (AASB 2024-1) – effective date 1 January 2024;
•
AASB 13 Amendments to Australian Accounting Standards - Fair value measurement of non-financial assets of not-for-profit public sector
entities (AASB 2022-10) – effective date 1 January 2024;
•
AASB 10/AASB 128 Amendments to Australian Accounting Standards – Sale or contribution of assets between an Investor and its
associate or joint venture (AASB 2014-10 and related amendments) – effective date 1 January 2025.
•
AASB 1/AASB 121/AASB 1060 Amendments to Australian Accounting Standards – Lack of exchangeability (AASB 2023-5) – effective date
1 January 2025.
(b) Significant accounting judgements and key estimates
The preparation of a financial report requires management to make judgements, estimates and assumptions that affect the application of
policies and reported amounts of assets and liabilities, income and expenses.
The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable
under the circumstances, the results of which form the basis of making the judgements about carrying values of assets and liabilities that are
not readily apparent from other sources. Actual results may differ from these estimates.
Key estimates and assumptions may have a significant risk of causing a material adjustment to the carrying amounts of certain assets and
liabilities within the next annual reporting period.
Judgement and estimates that are material to the financial report are found in the following sections:
Share based payments (note 8)
- measurement of share based payment transactions
Property, plant and equipment (note 13)
- judgements in assessing the viability and timing of assets for capitalisation
- judgements in relation to lease extension options
- judgements in relation to depreciation and amortisation
- judgements in relation to production stripping
- judgements in relation to deferred mining expenditure
Rehabilitation liability (note 17)
- measurement of mine closure provisions
(c) Functional currency translation
The functional currency of the Company is Australian dollars and the functional currency of the controlled entity based in Tanzania is United
States dollars (US$). The presentation currency of the Group is Australian dollars.
Transactions in foreign currencies are translated to the Group’s functional currency at exchange rates at the date of the transactions.
Monetary assets and liabilities denominated in foreign currencies are retranslated at the functional currency spot rates of exchange at the
reporting date. Foreign currency differences arising on retranslation are recognised in profit or loss as incurred. Non-monetary items that
are measured in terms of historical cost in a foreign currency are translated at exchange rates at the date of the initial transaction.
Foreign currency differences are recognised in other comprehensive income and presented in the foreign currency translation reserve in
equity upon translation to presentation currency.
On disposal of a foreign entity, the deferred cumulative amount recognised in equity relating to that foreign operation is recognised in profit
or loss.
(d) Goods and services tax (GST)
Revenue, expenses and assets are recognised net of the amount of goods and services tax (GST), except where the amount of GST incurred
is not recoverable from the taxation authority. In these circumstances, the GST is recognised as part of the cost of acquisition of the asset or
as part of the expense.
Receivables and payables are stated with the amount of GST included. The net amount of GST recoverable from, or payable to, the Australia
Taxation Office (ATO) is included as a current asset or liability in the consolidated statement of financial position.
Cash flows are included in the consolidated statement of cash flows on a gross basis. The GST components of cash flows arising from investing
and financing activities which are recoverable from, or payable to, the ATO are classified as operating cash flows.
(e) Leases
The Group determines whether a contract is, or contains, a lease at the commencement date. Judgement is applied to determine whether
or not the contract contains an identified asset, has the right to obtain substantially all of the economic benefits from the use of the identified
asset throughout the period of use and has the right to direct how and for what purpose the asset is used throughout the period of use.
Judgement is also applied in assessing a supplier’s right and practical ability to substitute alternative assets through the period of use.
(f) Impairment of non-financial assets
The Group assesses, at each reporting date, whether there is an indication that a non-financial asset may be impaired. If any indication exists,
or when annual impairment testing for an asset is required, the Group estimates the asset’s recoverable amount. An asset’s recoverable
amount is the higher of an asset’s or cash generating unit’s (CGU) fair value less costs of disposal and its value in use. Recoverable amount is
determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets
or groups of assets. When the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is
written down to its recoverable amount.
82 | Liontown Resources | FY24 Annual Report
Liontown Resources | FY24 Annual Report | 83
FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Notes to the Consolidated Financial Statements (Continued)
(h) Going concern
The financial statements have been prepared on the going concern basis of accounting, which contemplates the continuity of normal business
activity, realisation of assets and settlement of liabilities in the normal course of business.
The Group incurred a net loss after tax for the year ended 30 June 2024 of $64.9 million (30 June 2023: $22.2 million), and net cash outflows
from operating and investing activities of $727.8 million (30 June 2023: $260.4 million).
As at 30 June 2024 the Group held cash and cash equivalents of $122.9 million (30 June 2023: $305.4 million), had an excess of current assets
over current liabilities of $42.9 million (30 June 2023: $248.4 million), and had contractual capital commitments for the acquisition of
property, plant and equipment for the Kathleen Valley Lithium Project (the Project) of $57.3 million (30 June 2023: $211.6 million).
As at 31 August 2024, being the most recent month end, prior to formal approval of the FY24 financial statements, the Group’s cash and cash
equivalents was $331.5 million, which includes funds received from the drawdown of the US$250 million (A$372.3 million) convertible notes
issued to LG Energy Solution Limited on 3 July 2024. The final draw down under the Company’s $300 million debt facility with Ford Motor
Company of Australia Pty Ltd occurred in October 2023 for $52.7 million.
The Group completed the construction of the Kathleen Valley Lithium Project processing facility during July 2024 necessary for first
production, and on 31 July 2024, the Group announced that it had commenced production of spodumene concentrate following the
successful commissioning of the wet plant. The Group has now commenced a ramp-up period which is forecast to see throughput, recoveries
and production progressively increase as the Group moves towards achieving commercial production in Q1 calendar year 2025.
During the year ended 30 June 2024 there have been material decreases in spot prices for lithium chemicals and spodumene concentrate,
which in turn has led to significant reductions in short-and medium-term price forecasts. To counter this, the Group has commenced a
number of initiatives and mitigating actions to optimise its operational plans, reduce its cost of production, and as a result improve margins,
as well as defer or cancel discretionary expenditure (together referred to as “Optimisation Initiatives”).
The directors have prepared a cash flow forecast (the Forecast) which assumes, amongst other things:
•
the successful implementation of certain Optimisation Initiatives;
•
that the ramp-up of the Project continues as planned through to Q1 calendar year 2025; and
•
pricing under a number of scenarios including current spot prices throughout the forecast period.
The Forecast indicates that the Group will have sufficient liquidity to meet all commitments and working capital requirements for the 12-
month period from the date of approval of this financial report.
Based on the status of ramp-up activities at the Project at the date of this report, and the Optimisation Initiatives, including the deferral or
cancellation of discretionary expenditures, the directors reasonably believe that the going concern basis of preparation is appropriate.
Should the combination of spot prices for lithium chemicals and spodumene concentrate continue at their current levels (or lower) into
financial year 2026, and the ramp-up of the Project does not proceed as expected, the Group would further review and rationalise its mine
plan and general cost structure, and may also need additional funding. In these circumstances there is a material uncertainty that may cause
significant doubt as to whether the Group will be able to continue as a going concern and, therefore, whether it will realise its assets and
discharge its liabilities in the normal course of business.
The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or to the
amounts and classification of liabilities that might be necessary should the Group not continue as a going concern.
Performance for the Year
This section provides additional information about those individual line items in the consolidated statement of profit or loss and other
comprehensive income that the Directors consider most relevant in the context of the operations of the entity.
4. Segment Reporting
The Group has one reportable operating segment which is exploration and development of minerals in Western Australia. The Group’s
operating segment has been determined with regard to information and reporting provided to the Group’s decision makers which are used
to make strategic decisions regarding the Group’s resources. The Managing Director is considered to be the chief decision maker. Reports to
the Managing Director and the Board are based upon the Group as one segment and the financial results of this segment are equivalent to
the financial statements of the Group as a whole.
5. Other Income and Expenses
(a) Other income
2024
2023
$’000
$’000
Other income (1)
225
496
225
496
(1)
Prior year includes sale of the Toolebuc Vanadium Project tenements to Currie Rose Resources Inc for $0.3m in August 2022 (refer note 11).
Accounting policy
Other income is recognised when it is received or when the right to receive payment is established.
(b) Corporate and administration expenses
2024
2023
$’000
$’000
Administration and general costs
14,733
8,202
Business development costs(1)
4,326
-
Depreciation and amortisation
1,379
322
Personnel expenses (5(c))
20,688
9,418
Currency loss
198
90
41,324
18,032
(1)
Includes $3.985 million of costs directly associated with the proposed (and subsequently terminated) transaction with Albemarle Corporation.
(c) Personnel expenses
2024
2023
$’000
$’000
Directors’ fees, employee wages and salaries
18,502
7,299
Other associated personnel expenses
1,838
1,863
Leave entitlements
348
256
20,688
9,418
(d) Exploration and evaluation expenditure
2024
2023
$’000
$’000
Kathleen Valley, WA
9,628
5,078
Buldania, WA
1,132
5,905
Other
1,539
687
12,299
11,670
84 | Liontown Resources | FY24 Annual Report
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FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Notes to the Consolidated Financial Statements (Continued)
Accounting policy
Costs incurred in the exploration and evaluation stages of specific areas are expensed in the consolidated statement of profit or loss and
other comprehensive income as incurred. All exploration and evaluation expenditure, including general permit activity, geological and
geophysical costs, project generation and drilling costs, are expensed as incurred. In addition, costs associated with acquiring interests in
new exploration licences and study related costs are also expensed. Once the technical feasibility and commercial viability of extracting a
mineral resource is demonstrable in respect to an area of interest, development expenditure is capitalised to the consolidated statement of
financial position.
(e) Finance income and expenses
2024
2023
$’000
$’000
Finance income
Interest income
17,496
11,564
Total finance income
17,496
11,564
Finance expense
Interest expense
(169)
(167)
Interest on lease liabilities
(414)
(64)
Facility fees and charges(1)
(21,344)
(10)
(21,927)
(241)
(1)
Includes $21.315 million of bank fees, advisor fees, non-cash amortisation of borrowing costs and other costs directly associated with various debt funding streams that have
been expensed during the year.
6. Income Tax
Components of income tax as follows:
2024
2023
$’000
$’000
Current tax
-
-
Deferred tax
(6)
192
Total income tax (expense)/benefit reported in the
consolidated statement of profit of loss and other
comprehensive income
(6)
192
Numerical reconciliation between tax expense and pre-tax net loss:
2024
2023
$’000
$’000
Loss before tax
(64,912)
(22,405)
Income tax benefit using the domestic corporation tax
rate of 30% (2023 : 30%)
(19,473)
(6,721)
Decrease in income tax benefit due to:
Non-deductible expenses
2,174
1,366
Deferred tax assets and liabilities not recognised
17,299
5,355
Recognised tax losses to offset DTL on financial assets
(6)
192
Income tax (expense)/benefit on loss before tax
(6)
192
Recognised deferred tax balances
2024
2023
$’000
$’000
Deferred tax assets comprise:
Revenue tax losses recognised
483
655
Deferred tax liabilities comprise:
Investment in Equity Securities
(257)
(192)
Other deferred tax liabilities
(226)
(463)
Net DTA / (DTL)
-
-
Income tax in the consolidated statement of profit or loss and other comprehensive income comprises current and deferred tax. Income tax
is recognised in the consolidated statement of profit or loss and other comprehensive income except to the extent that it relates to items
recognised directly in equity, in which case it is recognised in equity.
Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at the balance
date, and any adjustment to tax payable in respect of previous years.
Deferred tax is provided on all temporary differences at balance date between the tax bases of assets and liabilities and their carrying
amounts for financial reporting purposes. The amount of deferred tax provided is based on the expected manner of realisation or
settlement of the carrying amount of assets and liabilities, using tax rates enacted or substantively enacted at the balance date.
Deferred tax assets of $0.5 million (2023: $0.7 million) were used to net off deferred tax liabilities including $0.3 million (2023: $0.2 million)
resulting from the fair-value gain recorded on financial assets which was recognised through other comprehensive income.
Unrecognised deferred tax assets and liabilities for the Group are attributable to the following:
2024
2023
$’000
$’000
Assets
Revenue losses available to offset against future taxable
income
41,013
24,249
Other deferred tax assets
15,665
10,049
56,678
34,298
Liabilities
Other deferred tax liabilities
-
-
-
-
The unrecognised benefit from temporary differences on capital items amounts to $4,624,270 (2023: $2,898,298).
A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be available against which the asset
can be utilised. Deferred tax assets are reduced to the extent that it is no longer probable that the related tax benefit will be realised.
Liontown and its 100% owned Australian resident subsidiaries have implemented the tax consolidation legislation. Current and deferred
amounts are accounted for in each individual entity as if each entity continued to act as a taxpayer on its own. The Company recognises its
own current and deferred tax amounts and those current tax liabilities, current tax assets and deferred tax assets arising from unused tax
credits and unused tax losses which it has assumed from its controlled entities within the tax consolidated Group.
86 | Liontown Resources | FY24 Annual Report
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FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
7. Earnings/(Loss) Per Share
The calculation of basic earnings per share at 30 June 2024 is based on the loss attributable to ordinary shareholders of the parent entity and
a weighted average number of ordinary shares outstanding during the year ended 30 June 2024.
The weighted average number of ordinary shares outstanding during the financial years comprised the following:
2024
2023
Loss attributable to ordinary shareholders for basic
earnings ($’000)
(64,918)
(22,213)
Weighted average number of ordinary shares on issue at
the end of the year (’000)
2,351,552
2,197,047
Weighted average number of ordinary shares (diluted) on
issue at the end of the year (’000)
2,351,552
2,197,047
Basic loss per share (dollars per share)
$(0.028)
$(0.010)
Diluted loss per share (dollars per share)
$(0.028)
$(0.010)
500,000 options (2023: 4,000,000 options) and 10,222,758 performance rights (2023: 10,648,835) were excluded from the diluted
earnings/(loss) per share calculation.
Share-Based Payments
This section of the notes includes information that must be disclosed to comply with accounting standards and other pronouncements
relating to the provision of services and remuneration of employees and consultants of the Group, but that is not immediately related to
individual line items in the Consolidated Financial Statements.
8. Share-Based Payments
Employee securities incentives
The Company provides benefits to employees (including Directors) in the form of share-based payment transactions, whereby employees
render services in exchange for shares or rights over shares (equity-settled transactions).
The Company currently provides benefits under an Employee Securities Incentive Plan (Incentive Plan). The Incentive Plan was last approved
by Shareholders at the 2022 AGM.
The total expenditure recognised in the consolidated statement of profit and loss and comprehensive income is $7,082,711, (2023:
$4,522,118).
Under the terms of the Incentive Plan, the Board may offer equity securities (i.e. options, performance or service rights) at no consideration
to full-time or part-time employees (including persons engaged under a consultancy agreement) and executive and non-executive directors.
Options issued
No options were issued during the 2024 financial year.
Each option entitles the holder, on exercise, to one ordinary fully paid share in the Company. There is no issue price for the options. The
exercise price for the options is such price as determined by the Board. An option may only be exercised after that option has vested and any
other conditions imposed by the Board on exercise are satisfied. The Board may determine the vesting period, if any.
There are no voting or dividend rights attached to the options. There are no voting rights attached to the unissued ordinary shares. Voting
rights will be attached to the unissued ordinary shares when the options have been exercised.
Notes to the Consolidated Financial Statements (Continued)
The following unlisted options were on issue at the end of the year:
Series
Number
Grant date
Expiry Date
Exercise Price
Fair Value at
Grant Date
Vesting Date
$
$
O24
500,000
24-Nov-21
23-Nov-24
2.4500
0.7783
24-Nov-21
TOTAL
500,000
The number and weighted average exercise prices of share options is as follows:
Weighted Average
Exercise Price
Number of Options
Weighted Average
Exercise Price
Number of Options
2024
2024
2023
2023
$
$
Outstanding at
beginning of the
year
0.742
4,000,000
0.411
12,833,334
Granted during the
period
-
-
Exercised during
the period
0.498
(3,500,000)
0.261
(8,833,334)
Lapsed/expired
during the period
-
-
-
-
Outstanding at the
end of the year
2.45
500,000
0.742
4,000,000
Exercisable at the
end of the year
2.45
500,000
0.742
4,000,000
The weighted average contractual life remaining as at 30 June 2024 is 0.40 years (2023: 0.66 years).
Non-market performance conditions are not taken into account in the grant date fair value measurement of the services received.
The following share options were exercised during the year:
Series
2024
Exercised
Exercise Date
Share Price at
Exercise Date
Number
$
O20
1,000,000
3 Nov 2023
1.66
O23
2,500,000
31 Jan 2024
1.03
TOTAL
3,500,000
Performance rights issued
During the 2024 financial year 3,263,112 performance rights were issued. As at 30 June 2024, a total of 10,222,758 performance rights were
on issue to directors and employees. Specific performance hurdles are required to be achieved (including market, non-market based and
employment status) and are subject to Board approval before the performance rights can vest. Performance rights granted have an expiry
date and nil exercise price. The fair value of the performance rights is calculated as at grant date.
88 | Liontown Resources | FY24 Annual Report
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FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Notes to the Consolidated Financial Statements (Continued)
A summary of the performance rights on issue during the year is as follows:
30 June 2024
Grant date
Opening
Balance
Granted
Vested
Exercised
/Lapsed
Outstanding at 30 June
2024
Share Price
at Date of
grant ($)
Unvested
Vested
4 May 2021
4,165,212
-
1,652,771
1,652,771
2,512,441
-
0.400
21 Nov 2022
4,633,845
-
1,497,802
1,497,802
3,136,043
-
2.030
9 Feb 2023
791,065
-
279,199
279,199
511,866
-
1.455
30 Jun 2023
1,058,713
-
114,996
114,996
943,717
-
2.830
19 Sep 2023
05 Dec 2023
-
-
1,743,274
405,596
144,421
-
144,421
-
1,598,853
405,596
-
-
3.030
1.235
05 Dec 2023
-
1,114,242
-
-
1,114,242
-
1.235
Total
10,648,835
3,263,112
3,689,189
3,689,189
10,222,758
-
Details of performance rights issued during the year is as follows:
Series
Number
Grant date
Expiry date
Exercise Price
($)
Fair value at grant date
($)
Vesting date
PR7
PR7
441,536
184,203
19 Sep 2023
05 Dec 2023
30 June 2026
30 June 2026
-
-
3.016
1.328
30 June 2024
30 June 2024
PR8
1,301,738
19 Sep 2023
30 June 2028
-
3.016
30 June 2026
PR8
PR8
405,596
930,039
05 Dec 2023
05 Dec 2023
30 June 2028
30 June 2028
-
-
1.328
1.328
30 June 2026
30 June 2026
Total
3,263,112
Other share-based payments
Shares
During the 2024 financial year, the Company issued 77,390 shares to an employee as a sign-on incentive.
Options
During the financial year the company issued nil (2023: nil) unlisted share options that were issued outside the Incentive Plan (Non-Incentive
Plan), with 500,000 options outstanding at 30 June 2024 (2023: 4,000,000).
Each option entitles the holder, on exercise, to one ordinary fully paid share in the Company. There is no issue price for the options. The
exercise price for the options is determined by the Board. An option may only be exercised after that option has vested and any other
conditions imposed by the Board on exercise are satisfied. The Board may determine the vesting period, if any.
There are no voting or dividend rights attached to the options. There are no voting rights attached to the unissued ordinary shares. Voting
rights will be attached to the unissued ordinary shares when the options have been exercised.
There were no Non-Incentive Plan unlisted options on issue at the end of the year.
Significant accounting judgements and key estimates
The Group measures the cost of equity-settled share-based payments at fair value at the grant date using a Black Scholes or Monte Carlo
simulation pricing model taking into account the terms and conditions upon which the instruments were granted and the assumptions
outlined in this note.
The expected life of the share-based payments 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.
The accounting estimates and assumptions relating to equity-settled share-based payments would have no impact on the carrying amounts
of assets and liabilities within the next annual reporting period but may impact profit or loss and equity.
Assets
This section provides additional information about those individual line items in the consolidated statement of financial position that the
Directors consider most relevant in the context of the operations of the Group.
9. Cash and Cash Equivalents
2024
2023
$’000
$’000
Cash at bank(1)
122,949
130,438
Term deposits
-
175,000
122,949
305,438
(1)
$593,541 of cash held at 30 June 2024 (2023: $970,080) relates to supplier retentions, held under the Building and Construction Industry (Security of Payment) Act 2022.
Reconciliation of loss after income tax to net cash flows from operating activities:
2024
2023
$’000
$’000
Loss for the year
(64,918)
(22,213)
Depreciation and amortisation
1,394
322
Interest expense
15,372
231
Gain from disposal of tenement
-
(349)
Share-based payments
7,083
4,522
Fair value movement on equity investment
(200)
-
Loss on asset disposal
151
-
(41,118)
(17,487)
Changes in operating assets and liabilities:
Increase in trade and other receivables
(340)
(4,547)
Increase in inventories
(11,857)
-
Increase in trade and other payables
5,998
5,065
Decrease/(increase) in deferred taxes
6
(192)
Increase in provisions
295
809
Net operating cash flows
(47,016)
(16,352)
Non-cash and financing activities
During the year the Company made additions of $136,677,336 to right-of-use assets inclusive of lease incentives received of $645,336 (2023:
$6,507,973).
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FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Notes to the Consolidated Financial Statements (Continued)
Changes in liabilities arising from financing activities
Lease Liability
$’000
Balance at 30 June 2022
231
Additions
6,508
Interest expense
180
Payments
(880)
Balance at 30 June 2023
6,039
Additions
136,671
Interest expense
3,353
Payments
(3,045)
Balance at 30 June 2024
143,018
Accounting policy
Cash and cash equivalents comprise cash balances and term deposits with an original maturity of three months or less, which are subject to
an insignificant risk of changes in value. The carrying value of cash and cash equivalents is considered to approximate fair value.
10. Trade and Other Receivables
2024
2023
Current – Trade and other receivables
$’000
$’000
Trade and other receivables (1)
5,573
7,048
Prepayments
2,767
365
8,340
7,413
(1)
Trade and other receivables includes GST receivable, interest receivable and recharges to suppliers. There was no expected credit loss at balance date.
Accounting policy
Trade receivables and other receivables are initially recognised at transaction price and subsequently at the amortised cost after providing
for expected credit losses. Trade receivables are generally due for settlement within periods ranging from 30 to 60 days. Any expected credit
loss is provided for.
11. Financial Assets
2024
2023
Current – Financial assets
$’000
$’000
Bank and other guarantees
26,357
11,409
26,357
11,409
2024
2023
Non-current – Financial assets
$’000
$’000
Investment in equity securities
1,204
1,352
Other financial assets
194
85
1,398
1,437
Accounting policy
The value of equity securities held as an investment are initially measured at fair value. These are assessed at reporting date to ensure their
separate carrying values represents their fair value. Any fair value movements (net of tax) are recorded through the Investment Revaluation
reserve and through Other Comprehensive Income.
Investments held in Equity Securities
The Company received 4,000,000 shares in Lachlan Star Limited (ASX: LSA) in April 2022 for the sale of the Killaloe Gold Project. These shares
have been revalued at year end to market value, based on Lachlan Stars share price on ASX at 30 June 2024.
The Company received 12,500,000 shares in Currie Rose Resources Inc (TSX: CUI) in August 2022 for the sale of the Toolebuc Vanadium
Project. These shares have been revalued at year end to market value, based on the Currie Rose Resources Inc share price on the TSX at 30
June 2024.
The Company received 40,000,000 shares in Red Mountain Mining Limited (ASX: RMX) in July 2023 for the binding farm-in agreement with
LBM (Aust) Pty Ltd to earn an 80% Tenement Interest in the Monjebup Project by expending not less than A$500,000 of Exploration
Expenditure within the Farm-in period of 24 months. These shares have been revalued at year end to market value, based on the Red
Mountain Mining Limited share price on ASX at 30 June 2024.
The Board views both shareholdings as long-term investments and as such have elected to designate this investment as at Fair Value through
Other Comprehensive Income. Fair value changes on the investment are therefore accounted for through Other Comprehensive Income and
in equity through an Investment Revaluation Reserve (refer note 20).
The financial asset is level 1 in the fair value measurement hierarchy.
Bank & Other Guarantees
In 2023, the Company secured a $25 million demand guarantee facility from Export Finance Australia (EFA) as part of the security package
underpinning the construction of the Hybrid Power Station at Kathleen Valley. The terms of the guarantee require the Company to make
incremental cash payments to EFA to cover the $25 million guarantee facility. At reporting date, the Company had deposited $25 million in
an interest bearing account with EFA.
12. Inventories
2024
2023
Current
$’000
$’000
Ore stockpiles - at cost
22,804
-
22,804
-
Ore stockpiles are stated at the lower of cost and net realisable value. Net realisable value is the estimated selling price in the ordinary course
of business less the estimated costs of completion and the estimated costs necessary to make the sale.
Pre-production inventory was valued using the direct cost of mining allocated between clean ore and other material mined pro-rata based
on tonnes, in line with the pre-production inventory policy.
Kathleens’ Corner Open Pit Mine commenced commercial production on 1 February 2024. From this date, costs were assigned to individual
items of inventory on the basis of weighted average costs. Costs include direct materials, direct labour and a proportion of variable and fixed
overhead expenditure which is directly related to the production of inventories to the point of sale.
Ore inventories expected to be utilised within twelve months after the balance sheet date are classified as current assets. All other inventory
is classified as non-current.
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FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Notes to the Consolidated Financial Statements (Continued)
13. Property, Plant and Equipment
2024
Mine
properties
Plant and
equipment
Right of use
assets
Assets under
construction
Total
$’000
$’000
$’000
$’000
$’000
Cost
189,940
73,969
141,102
811,138
1,216,149
Accumulated depreciation
(8,297)
(2,842)
(4,392)
-
(15,531)
Net book value
181,643
71,127
136,710
811,138
1,200,618
Opening net book value
9,520
4,556
4,578
310,805
329,459
Additions
69,457
3,025
136,032
672,874
881,388
Disposals
-
(317)
(221)
-
(538)
Transfer between classes
110,963
66,373
-
(177,336)
-
Depreciation and amortisation(1)
(8,297)
(2,510)
(3,679)
4,795
(9,691)
Net book value
181,643
71,127
136,710
811,138
1,200,618
(1)
Depreciation and amortisation of $8.3 million has been included in the inventory balance, $4.8 million has been capitalised to Assets under construction and $1.4
million has been included in the income statement.
2023
Cost
9,520
4,887
5,291
310,805
330,503
Accumulated depreciation
-
(331)
(713)
-
(1,044)
Net book value
9,520
4,556
4,578
310,805
329,459
Opening net book value
186
473
148
26,178
26,985
Additions
9,334
4,234
5,068
284,627
303,263
Disposals
-
(9)
-
-
(9)
Depreciation charge
-
(142)
(638)
-
(780)
Net book value
9,520
4,556
4,578
310,805
329,459
At 30 June 2024 the Group had outstanding contractual capital commitments of $57.3 million (2023: $211.6 million) which are expected to
be settled prior to 30 June 2025.
Accounting policy
Mine properties
Mine property assets include costs incurred in accessing the ore body and costs to develop the mine to the production phase once the
technical feasibility and commercial viability of a mining operation has been established. Assets are stated at historical cost less accumulated
amortisation and any accumulated impairment losses recognised. The initial cost of an asset comprises of its purchase price or construction
cost, any costs directly attributable to bringing the asset into operation and the estimate of the rehabilitation costs. During the year, the
Company reclassified $180.4 million from assets under construction to mine properties following commencement of commercial production
at the Kathleen’s Corner open pit effective 1 February 2024.
Plant and equipment
Plant and equipment assets are stated at historical cost less accumulated depreciation and accumulated impairment losses recognised.
Historical cost includes expenditure that is directly attributable to the acquisition of the items and costs incurred in bringing the asset into
use. Items of plant and equipment that were initially recognised are derecognised upon disposal or when no future economic benefit is
expected from its use or disposal. Gains or losses arising on derecognition of the asset are included in the Consolidated Statement of Profit
or Loss when the asset is derecognised.
Right-of-use asset
The Group recognises right-of-use assets at the commencement date of the lease. Right-of-use assets are measured at cost, less any
accumulated depreciation and impairment losses, and adjusted for any remeasurement of lease liabilities. The cost of right-of-use assets
includes the amount of lease liabilities recognised, initial direct costs incurred, and lease payments made at or before the commencement
date less any lease incentives received. The recognised right-of-use assets are depreciated on a straight-line basis over the lease term. Right-
of-use assets are subject to impairment.
Assets under construction
Assets under construction include the cost of developing mine property and plant and equipment assets once the technical feasibility and
commercial viability of a project has been established. When construction is completed, or commercial production has been determined the
asset is reclassified to the relevant category of property, plant and equipment. At 30 June 2024, the balance of assets under construction
mainly relate to underground development and construction of the processing plant.
Development expenditure includes the direct costs of construction, pre-production costs and qualifying borrowing costs incurred during the
construction phase. During the year, $0.8 million of borrowing costs and $16.7 million of interest were capitalised into Assets under
construction (refer note 18). These costs are not amortised until the asset is determined to be available for use. The carrying value is assessed
for impairment whenever the facts and circumstances suggest that the carrying amount of the asset may exceed the recoverable amount.
Kathleen Valley impairment assessment
A review of potential impairment indicators for the Kathleen Valley Cash Generating Unit (CGU) was undertaken during 2024, with the
significant decline in spodumene prices, which triggered significant reductions in short- and medium-term lithium price forecasts being
identified as an impairment trigger.
As a result, an impairment test was performed to determine the recoverable amount for the Kathleen Valley CGU.
Recoverable amount:
The recoverable amount of the CGU is the greater of its fair value less costs of disposal (FVLCD) (based on level 3 fair value hierarchy) and
its value-in-use (VIU), using an asset's estimated future cash flows (as described below) discounted to their present value using a post-tax
discount rate that reflects current market assessments of the time value of money and the risks specific to the asset.
Recoverable amount has been determined based on FVLCD. Given the nature of the Company’s activities, information on the fair value of
an asset is usually difficult to obtain unless negotiations with potential purchasers or similar transactions are taking place. Consequently,
the FVLCD for the CGU is estimated based on discounted future estimated cash flows (expressed in real terms) expected to be generated
from the continued use of the CGU using market-based pricing assumptions for spodumene concentrate and lithium hydroxide, forecast
production volumes underpinned by the level of probable ore reserves and measured, indicated and inferred mineral resources, operating
costs and capital requirements, all of which are based on the CGU’s latest mine plans. These cash flows are discounted using a real post-tax
discount rate that reflects current market assessments of the time value of money and the risks specific to the CGU.
The impairment test showed no impairment loss, and therefore no impairment charge was recognised in the financial statements.
Key judgement, estimates and assumptions:
Amortisation and impairment
The Group uses the unit of production basis when amortising mine specific assets which results in an amortisation charge proportional to
the depletion of the anticipated remaining life of mine production. Economic life, which is assessed annually, has due regard to both its
physical life limitations and to present assessments of economically recoverable reserves of the mine property. These calculations require
the use of estimates and assumptions.
Development assets are amortised based on the unit of production method which results in an amortisation charge proportional to the
depletion of the estimated recoverable reserves. Where there is a change in the reserves the amortisation rate is adjusted prospectively
in the reporting period in which the change occurs. The net carrying values of development expenditure carried forward are reviewed
half yearly by Directors to determine whether there is any indication of impairment.
Production stripping:
The life of mine strip ratio is a function of an individual mine’s design and therefore changes to that design will generally result in changes
to the ratio. Changes in other technical or economic parameters that impact reserves will also have an impact on the life of mine strip ratio
even if they do not affect the mine’s design. Changes to the life of mine strip ratio are accounted for prospectively.
Deferred mining expenditure:
The Group defers mining costs incurred during the production stage of its operations. Changes in an individual mine’s design will generally
result in changes to the life of mine strip ratio. Changes in other technical and economic parameters that impact reserves will also have an
impact on the life of mine ratio even if they do not affect the mine’s design. Changes to the life of mine ratio are accounted for
prospectively.
94 | Liontown Resources | FY24 Annual Report
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FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Notes to the Consolidated Financial Statements (Continued)
Ore reserves:
The Group estimates Ore Reserves and mineral resources each year based on information compiled by Competent Persons as defined in
accordance with the Australian code for reporting Exploration Results, Mineral Resources and Ore Reserves 2012 (‘JORC code’). Estimated
quantities of economically recoverable reserves are based upon interpretations of geological models and require assumptions to be made
including estimates of short and long-term commodity prices, exchange rates, future operating performance, and capital requirements.
Changes in reported reserve estimates can impact the carrying value of plant and equipment and development, provision for restoration
and rehabilitation obligations as well as the amount of depreciation and amortisation.
14. Other Assets
2024
2023
$’000
$’000
Borrowing costs
2,458
-
Borrowing costs relate to the five-year US$250 million convertible notes secured with LG Energy Solution Limited (LGES). The facility was not
available for use as at 30 June 2024, but was fully executed and drawn down in July 2024 and the borrowing costs will be transferred to offset
borrowing liabilities on the consolidated statement of financial position in FY25. The borrowing costs will be amortised over the term of the
debt facility (refer note 18).
Equity and Liabilities
15. Trade and Other Payables
2024
2023
$’000
$’000
Trade payables
5,110
2,765
Accrued expenses
122,249
69,180
Other payables
620
1,544
127,979
73,489
16. Lease Liabilities
2024
2023
$’000
$’000
Current
6,491
1,210
Non-current
136,527
4,829
Total lease liability
143,018
6,039
Lease liabilities reconciliation
2024
2023
$’000
$’000
Reconciliation
As at 1 July
6,039
231
Additions to lease liability
136,671
6,508
Interest on lease liabilities
3,353
180
Lease repayments (cash)
(3,045)
(880)
As at 30 June
143,018
6,039
Maturity Analysis by year
On
Demand
Less
than 1 year
1 - 2
years
2 - 3
years
3 - 4
years
4 - 5
years
5+ years
Total
$’000
$’000
$’000
$’000
$’000
$’000
$’000
$’000
Lease payments(1)
-
19,230
18,805
18,528
18,450
18,156
155,721
248,890
(1)
Undiscounted payments across the total maturity profile.
The Group has lease contracts for various items of plant, machinery, vehicles and other equipment used in its operations. Leases of plant
and machinery generally have lease terms between one and 15 years, while motor vehicles and other equipment generally have lease terms
between one and five years.
The Group assesses at contract inception whether a contract is, or contains, a lease. That is, if the contract conveys the right to control the
use of an identified asset for a period of time in exchange for consideration. As at 30 June 2024 lease liabilities have a weighted remaining
lease term of 13 years 9 months and were determined using a weighted average effective interest rate of 8.27%. The undiscounted cash-
flows over the remaining lease term across all segments are $248.9 million.
At the commencement date of the lease, the Group recognises lease liabilities measured at the present value of lease payments to be made
over the lease term. The lease payments include fixed payments (including in-substance fixed payments) less any lease incentives receivable,
variable lease payments that depend on an index or a rate, and amounts expected to be paid under residual value guarantees. The variable
lease payments that do not depend on an index or a rate are recognised as an expense in the period on which the event or condition that
triggers the payment occurs. In calculating the present value of lease payments, the Group uses the incremental borrowing rate at the lease
commencement date if the interest rate implicit in the lease is not readily determinable.
After the commencement date, the amount of lease liabilities is increased to reflect the accretion of interest and reduced for the lease
payments made. In addition, the carrying amount of lease liabilities is remeasured if there is a modification, a change in the lease term, a
change in the in-substance fixed lease payments or a change in the assessment to purchase the underlying asset.
The Group applies the short-term lease recognition exemption for leases that have a lease term of 12 months or less from the
commencement date and do not contain a purchase option. It also applies the lease of low-value assets recognition exemption to leases that
are considered of low value. Lease payments on short-term leases and leases of low value assets are recognised as an expense on a straight-
line basis over the lease term.
During the year, the Group incurred short-term lease expenses of $0.8 million (2023: $0.6 million). These amounts were not required to be
included in the measurement of the lease liability and were recognised in the income statement.
96 | Liontown Resources | FY24 Annual Report
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FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Notes to the Consolidated Financial Statements (Continued)
17. Provisions
2024
2023
$’000
$’000
Current
Annual leave
2,618
1,089
Other accrued employee entitlements
193
5
2,811
1,094
Non-Current
Rehabilitation and restoration
23,073
9,520
Provision for long service leave
58
27
Other provisions
17
17
23,148
9,564
Reconciliation of rehabilitation and restoration costs:
2024
2023
$’000
$’000
Opening book value
9,520
186
Revision of provision during the year
13,553
9,334
Expenditure on rehabilitation and restoration
-
-
Discount unwound
-
-
23,073
9,520
Significant accounting judgements and key estimates
The Group assesses its rehabilitation and restoration provision at each reporting date. Significant estimates and assumptions are made in
determining the provision as there are numerous factors that will affect the ultimate amount payable. These factors include estimates of the
extent, timing and costs of rehabilitation activities, technological changes, regulatory changes, cost increases as compared to the inflation
rates, and changes in discount rates. These uncertainties may result in future actual expenditure differing from the amounts currently
provided. The provision at reporting date represents management’s best estimate of the present value of the future rehabilitation costs.
The key assumptions used are as follows:
•
Life of mine of 23 years
•
Inflation rate of 2.5% per annum
•
Discount rate of 4.83% per annum
18. Interest Bearing Loans and Borrowings
2024
2023
Current
Non-Current
Total
Current
Non-Current
Total
$’000
$’000
$’000
$’000
$’000
$’000
Secured
Debt facility
-
316,955
316,955
-
115,082
115,082
Other loans
232
709
941
42
110
152
Total borrowings
232
317,664
317,896
42
115,192
115,234
Reconciliation of interest bearing loans and borrowings:
Debt Facility
Other Loans
Total
$’000
$’000
$’000
Balance at 30 June 2022
-
-
-
Additions
118,749
158
118,907
Interest
1,507
1
1,508
Payments
-
(7)
(7)
Borrowing costs
(5,174)
-
(5,174)
Balance at 30 June 2023
115,082
152
115,234
Additions
181,251
880
182,131
Capitalised interest
20,622
18
20,640
Payments
-
(109)
(109)
Balance at 30 June 2024
316,955
941
317,896
Maturity Analysis by year
On
Demand
Less
than 1 year
1 - 2
years
2 - 3
years
3 - 4
years
4 - 5
years
5+ years
Total
30 June 2024
$’000
$’000
$’000
$’000
$’000
$’000
$’000
$’000
Debt facility(1)
-
-
44,786
54,785
56,414
53,408
185,767
395,160
Other loans(1)
-
232
232
225
154
98
-
941
(1)
Undiscounted payments across the total maturity profile.
Maturity Analysis by year
On
Demand
Less
than 1 year
1 - 2
years
2 - 3
years
3 - 4
years
4 - 5
years
5+ years
Total
30 June 2023
$’000
$’000
$’000
$’000
$’000
$’000
$’000
$’000
Debt facility(1)
-
-
32,117
42,218
43,998
12,518
-
130,851
Other loans(1)
-
46
46
46
37
-
-
175
(1)
Undiscounted payments across the total maturity profile.
Ford Debt Facility
The Company entered into a Funding Facility with a subsidiary of the Ford Motor Company to partially fund the development costs of the
Kathleen Valley Lithium Project in June 2022.
The key terms of the Ford debt facility are as follows:
•
Total debt facility of up to $300 million.
•
Interest rate of 1.5% per annum + Australian Bank Bill Swap Rate, updated quarterly.
•
Interest capitalised until earliest of commencement of supply or 1 September 2025.
•
Maturity date of five years from the commencement of supply.
•
Quarterly repayments over the life of the loan, from commencement of supply with a balloon payment upon maturity.
•
Senior security over Kathleen Valley Lithium Project assets and shares held in the borrower in the wholly owned subsidiary, LRL
(Aust) Pty Ltd.
•
Supply commencement to occur no later than 1 September 2025.
There are no other financial covenants associated with this debt facility, however as is customary with facilities of this nature it is subject to
undertakings and other commitments, all of which have been, and are forecast to continue to be, complied with.
At 30 June 2024, the $300 million facility was fully drawn. Using the effective interest rate method, $0.9 million of borrowing costs and $18.2
million of interest was amortised from inception to 30 June 2024 and capitalised into Asset Under Construction.
98 | Liontown Resources | FY24 Annual Report
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FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Notes to the Consolidated Financial Statements (Continued)
19. Capital and Capital Management
Ordinary shares on issue:
2024
2023
No. (‘000)
$’000
No. (‘000)
$’000
On issue at the beginning of
the year
2,202,255
576,734
2,192,225
576,219
Rights issues and
placements (1)
202,778
365,000
-
-
Issue of shares (share
purchase plan) (2)
15,420
24,645
-
-
Issue of shares for unlisted
options (3)
2,221
298
7,937
298
Issue of shares for
performance rights (4)
2,254
-
1,909
-
Issue of shares to
employees (incentive plan)
(5)
77
96
184
267
Less share issue costs
-
(11,430)
-
(50)
Movement during the year
222,750
378,609
10,030
515
On issue at the end of the
year
2,425,005
955,343
2,202,255
576,734
(1)
On 24 October 2023, the Company completed a placement to raise $365 million (before costs) by issuing 202,777,778 fully paid ordinary shares at an issue price of
$1.80 per share.
(2)
On 27 November 2023, the Company completed a Share Purchase Plan to raise $13.8 million by issuing 9,419,321 fully paid ordinary shares at an issue price of
$1.47 per share. An additional Share Purchase Plan was also completed on 5 December 2023 to raise $10.8 million by issuing 6,000,000 fully paid ordinary shares
to Tim Goyder at an issue price of $1.80 per share.
(3)
In FY2024, 1,000,000 options were exercised with an exercise price of $0.2979 per share. Furthermore, 2,500,000 options were exercised on a cashless basis for
1,221,217 ordinary shares.
(4)
In FY2024, 2,253,588 performance rights vested and were issued to KMP and other employees. The shares were issued for nil consideration.
(5)
In FY2024, 77,390 shares were issued to employees as a sign-on incentive. The shares were issued for nil consideration and were recognised as share-based payments
and expensed during the year.
20. Reserves
2024
2023
$’000
$’000
Share-based payments reserve
11,110
5,877
Investment revaluation reserve
(130)
212
Foreign currency translation reserve
139
139
Total Reserves
11,119
6,228
Share-based payment reserve
The share-based payments reserve is used to record the value of equity benefits provided to employees and directors as part of their
remuneration and other parties as part of their compensation for services. Refer to note 8 for further details of share-based payment plans.
2024
2023
$
$
Balance at beginning of the financial year
5,877
3,292
Share-based payments
6,987
4,255
Transfers to Accumulated Losses and Share
Capital
(1,754)
(1,670)
11,110
5,877
Investment revaluation reserve
The investment revaluation reserve is used to record the fair value movement of investments in listed equity securities at balance date. Refer
to note 11 for further details.
2024
2023
$’000
$’000
Balance at beginning of the financial year
212
(120)
Fair value movement on revaluation of financial
assets
(348)
524
Tax effect on investment revaluations and
disposals
6
(192)
Balance at the end of the financial year
(130)
212
Foreign currency translation reserve
The foreign currency translation reserve is used to record the exchange differences arising from the translation of the financial statements
of foreign subsidiaries.
Financial Instruments
21. Financial Instruments
(a) Capital risk management
The capital structure of the Group consists of equity attributable to equity holders, comprising issued capital, reserves and accumulated
losses as disclosed in notes 19 and 20, and in the consolidated statement of financial position. A $300 million debt facility was executed in
June 2022 with the Ford Motor Company, which was fully drawn down by 30 June 2024.
The Board reviews the capital structure on a regular basis and considers the cost of capital and the risks associated with each class of capital.
The Group will balance its overall capital structure through new share issues as well as debt funding or refinancing of debt (where
appropriate), if the need arises.
(b) Market risk
Market risk is the risk that changes in market prices such as foreign exchange rates, equity prices, commodity prices and interest rates will
affect the Group’s income or value of its holdings of financial instruments.
The Group currently has exposure to both equity price risk and interest rate risk. As part of the Kathleen Valley Lithium Project development
and operations, the Company will have exposure to commodity price risk. The Board reviews the exposure to these risks on a regular basis
to ensure that the Group is not adversely affected by movements in these exposures.
(c) Foreign exchange rate risk
The Group undertakes certain transactions denominated in foreign currencies, hence has exposure to exchange rate fluctuations. The Group
does not currently hedge this exposure. The Group currently has no significant exposure to foreign exchange rates.
The Board reviews the exposure to these risks on a regular basis to ensure that the Group is not adversely affected by movements in these
exposures.
(d) Interest rate risk
Interest rate risk is the risk that the fair value of future cash flows of an interest-bearing financial instrument will fluctuate because of
changes in market interest rates. The following tables demonstrate the sensitivity of the exposure at the balance sheet date to a
reasonably possible change in interest rates.
Effect on profit before tax
2024
2023
$’000
$’000
100 basis points increase
1,507
3,940
100 basis points decrease
(1,507)
(3,940)
100 | Liontown Resources | FY24 Annual Report
Liontown Resources | FY24 Annual Report | 101
FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Notes to the Consolidated Financial Statements (Continued)
(e) Credit risk
Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual
obligations. The consolidated entity’s exposure to credit risk is not significant and currently arises principally from sundry receivables which
represent an insignificant proportion of the Group’s activities and cash and cash equivalents.
The maximum exposure to credit risk, excluding the value of any collateral or other security, at balance date to recognised financial assets is
the carrying amount, net of any provision for doubtful debts, as disclosed in the notes to the financial statements.
(f) Liquidity risk
Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The Board actively monitors the
Group’s ability to pay its debts as and when they fall due by regularly reviewing the current and forecast cash position based on the expected
future activities.
30 June 2024
Less than 6
months
6 to 12
months
1 to 2 years
2 to 5 years
Over 5 years
Total
contractual
cash flows
Carrying
amount
$’000
$’000
$’000
$’000
$’000
$’000
$’000
Trade and
other payables
127,979
-
-
-
-
-
127,979
Lease Liabilities
9,615
9,615
18,805
55,134
155,721
248,890
143,018
Interest
bearing loans
and borrowings
116
116
45,018
165,084
185,767
396,101
317,896
30 June 2023
Less than 6
months
6 to 12
months
1 to 2 years
2 to 5 years
Over 5 years
Total
contractual
cash flows
Carrying
amount
$’000
$’000
$’000
$’000
$’000
$’000
$’000
Trade and
other payables
73,489
-
-
-
-
-
73,489
Lease Liabilities
899
848
1,715
2,866
1,349
7,677
6,039
Interest
bearing loans
and borrowings
23
23
32,163
98,817
-
131,026
115,234
(g) Net fair values of financial instruments
The carrying amount of all financial assets and liabilities approximate their net fair values.
Group Composition
This section of the notes includes information that must be disclosed to comply with accounting standards and other pronouncements
relating to the structure of the Group, but that is not immediately related to individual line items in the Financial Statements.
22. List of Subsidiaries
Country of
Incorporation
Ownership Interest
2024
2023
%
%
Parent entity
Liontown Resources Limited
Australia
Country of
Incorporation
Ownership Interest
2024
2023
%
%
Subsidiaries
Liontown Resources (Tanzania) Limited(1)
Tanzania
100%
100%
LRL (Aust) Pty Ltd
Australia
100%
100%
Kathleen Valley Holdings Pty Ltd
Australia
100%
100%
LTR BM Pty Ltd
Australia
100%
100%
LBM (Aust) Pty Ltd
Australia
100%
100%
LBM (SA) Pty Ltd
Australia
100%
-%
Buldania Holdings Pty Ltd
Australia
100%
100%
Buldania Lithium Pty Ltd
Australia
100%
100%
(1)
T Goyder holds 1 of the 648,887 shares issued by the Company.
23. Parent Entity Information
The financial information for the parent entity, Liontown Resources Limited, has been prepared on the same basis as the Consolidated
Financial Statements, except as set out below.
Investments in subsidiaries, associates and joint venture entities
Investments in subsidiaries are accounted for at cost less impairment in the parent entity’s financial statements.
2024
2023
$’000
$’000
Statement of profit and loss and other comprehensive
income
Loss for the year
(31,961)
(10,001)
Total comprehensive loss
(31,961)
(10,001)
Statement of Financial Position
Current assets
121,525
188,083
Non-current assets
662,693
268,671
Total assets
784,218
456,754
Current liabilities
9,927
3,908
Non-current liabilities
4,219
3,110
Total liabilities
14,146
7,018
Net assets
770,072
449,736
Equity
Share capital
955,343
576,734
Reserves
10,980
6,228
Accumulated losses
(196,251)
(133,226)
Total equity
770,072
449,736
102 | Liontown Resources | FY24 Annual Report
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FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Notes to the Consolidated Financial Statements (Continued)
Other Information
This section of the notes includes other information that must be disclosed to comply with accounting standards and other pronouncements,
but that is not immediately related to individual line items in the Financial Statements.
24. Contingent Assets and Liabilities
For the year ended 30 June 2024, there are no contingent assets and liabilities (2023: $nil).
25. Remuneration of Auditors
2024
2023
$’000
$’000
Deloitte
Audit and review services
233
116
Assurance services
40
-
Other - tax compliance and other services
39
45
312
161
26. Commitments
Tenement Commitments
In order to maintain current rights of tenure to exploration tenements the Group, together with its joint venture partners, is required to
perform exploration work to meet the minimum expenditure requirements specified by various State governments. These amounts are
subject to negotiation when a lease application and renewal is made and at other times. The approximate minimum level of expenditure to
retain current tenements which are not provided for in the Consolidated Financial Statements are detailed below:
2024
2023
$’000
$’000
Within 1 year
732
735
1-5 years
2,039
2,208
>5 years
2,821
3,119
5,592
6,062
To the extent that expenditure commitments are not met, tenement areas may be reduced, and other arrangements made in negotiation
with the relevant State and Territory government departments on renewal of tenements to defer expenditure commitments or partially
exempt the Company.
Power Purchase Agreement
In December 2022, the Company executed a 15-year Power Purchase Agreement with Zenith Energy for the long term supply of electricity
for the Kathleen Valley Lithium Project. Zenith Energy built, own and operate the power station exclusively for the Company, and
commissioning of the 95MW hybrid power station was successfully completed in June 2024. Liontown’s contractual exposure relates to
termination costs of $147.9 million as at 30 June 2024.
Refer to note 13 for information in relation to outstanding contractual capital commitments as at 30 June 2024.
27. Related Party Transactions
(a) Key management personnel
The following were key management personnel of the Group at any time during the reporting period and unless otherwise indicated were
key management personnel for the entire period:
Non-Executive Directors
•
Timothy Goyder – Chair
•
Anthony Cipriano - Lead Independent Non-Executive Director (resigned 31 December 2023)
•
Craig Williams - Non-Executive Director (resigned 31 March 2024)
•
Jennifer Morris – Non-Executive Director
•
Shane McLeay - Non-Executive Director
•
Adrienne Parker – Non-Executive Director
•
Ian Wells – Non-Executive Director (appointed 1 January 2024)
Executives
•
Antonino Ottaviano - Managing Director and Chief Executive Officer (CEO)
•
Adam Smits – Chief Operating Officer (COO)
•
Jon Latto – Chief Financial Officer (CFO)
The key management personnel compensation is as follows:
2024
2023
$
$
Short-term employee benefits
2,965,495
2,266,348
Long-term employee benefits
293,600
-
Post-employment benefits
228,944
221,034
Share-based payments
2,613,357
2,511,714
6,101,396
4,999,096
(b) Loans made to key management personnel and related parties
No loans were made to key management personnel and their related parties.
(c) Other transactions with key management personnel
Management personnel, or their related parties, may hold positions in other entities that result in them having control or significant influence
over the financial or operating policies of those entities.
One entity transacted with the Group during the reporting period. The terms and conditions of the transactions with key management
personnel and their related parties were no more favourable than those available, or which might reasonably be expected to be available,
on similar transactions to non-key management personnel related entities on an arm’s length basis.
The aggregate amounts recognised during the year relating to key management personnel and their related parties were as follows:
2024
2023
$
$
Mining consulting services (1)
244,410
84,830
244,410
84,830
(1)
One of the Company’s non-executive director Mr Shane McLeay is Managing Director of Entech Pty Ltd who provide mining consulting services to the Company. The services
are provided on “as required basis" and on normal commercial terms.
Amounts payable to KMP and related parties at reporting date arising from these transactions was nil (2023: $nil).
28. Events Occurring after the Reporting Period
Convertible Note with LG Energy Solution Ltd
On 2 July 2024, the Company announced that it had entered into a subscription agreement with LG Energy Solution Ltd (LGES) pursuant to
which LGES has agreed to subscribe for US$250,000,000 of unlisted convertible notes, convertible into fully paid ordinary shares in the
Company (Convertible Notes).
On 4 July 2024 the Company announced that it had issued the Convertible Notes to LGES having received the full proceeds under the
Convertible Note Subscription Agreement.
The Convertible Notes are convertible at the option of LGES into ordinary shares, either in whole or in part, at the conversion price of $1.80
per ordinary share any time after 4 January 2025 up until the date that is five business days prior to the maturity date. For further information,
please refer to the Company’s announcement on 2 July 2024 titled “Strategic partnership with LG Energy Solution to deliver long-term funding
for Kathleen Valley” for a summary of the key terms of the Convertible Notes. An extract of the key features is provided below:
104 | Liontown Resources | FY24 Annual Report
Liontown Resources | FY24 Annual Report | 105
FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Notes to the Consolidated Financial Statements (Continued)
Topic
Summary
Issuer
Liontown Resources Limited
Principal amount and initial face value
The aggregate principal amount of the Convertible Notes is
US$250,000,000 divided into 250,000,000 Convertible Notes each with an
initial face value of US$1.00
Maturity date
4 July 2029
Interest rate
Secured Overnight Financing Rate
Interest payment dates
Semi-annually up to the Maturity Date (or earlier if redeemed or
converted)
Interest payment
Within the first two years, interest may be capitalised and added to the
principal amount or paid by way of an issuance of shares at the prevailing
market price at the time, at the Company’s election.
After the first 2 years, interest is to be paid in cash to the extent that the
Company has Available Cash as calculated in accordance with the terms of
the contract. Any balance of interest not paid in cash is to be paid by way
of any issuance of share at the prevailing market price at the time.
Tax Gross-up
Payments under the Convertible Notes to be grossed up to account for
any tax required to be withheld.
The Convertible Notes include embedded derivatives. The debt host component of the Convertible Notes is initially recognised as a financial
liability at fair value (being fair value of the proceeds received less the fair value of the embedded derivatives and transaction fees) and
subsequently, the debt is measured at amortised cost. Any movements in the fair value of the embedded derivatives and effective interest
associated with the debt host component will be recognised in the Company’s consolidated statement of profit or loss.
The fair value of the embedded derivatives at the issue date has been estimated using a combination of a Black Scholes option pricing model
and a Monte Carlo option pricing model. The net proceeds received from the issuance of the Convertible Notes have been split between a
loan liability and a derivative financial liability component, representing the fair value of the embedded derivative, as follows:
2025
Convertible Notes proceeds
$’000
Nominal value of Convertible Notes issued(1)
372,286
Transaction fees
(2,458)
Net Convertible Notes proceeds
369,828
Accounting treatment at inception
Interest bearing loans
301,038
Derivative financial liability
68,790
Total current liabilities
369,828
(1)
Converted using an exchange rate of AUD:USD of 0.6715.
Consolidated Entity Disclosure
This Consolidated Entity Disclosure Statement has been prepared in accordance with the Corporations Act 2001 and includes required
information for each entity that was part of the consolidated entity as at the end of the financial year.
Section 295 (3A) of the Corporations Act 2001 defines tax residency as having the meaning in the Income Tax Assessment Act 1997. The
determination of tax residency involves judgement as there are currently several different interpretations that could be adopted, and which
could give rise to different conclusions on residency.
Tax Residency
Type of Entity
Ownership
Interest
Country of
Incorporation
Australian or
foreign
Foreign
jurisdiction
Parent entity
Liontown Resources Limited
Body Corporate
-
Australia
Australian
N/A
Subsidiaries
Liontown Resources (Tanzania)
Limited(1)
Body Corporate
100%
Tanzania
Australian(2)
Tanzania
LRL (Aust) Pty Ltd
Body Corporate
100%
Australia
Australian
N/A
Kathleen Valley Holdings Pty Ltd
Body Corporate
100%
Australia
Australian
N/A
LTR BM Pty Ltd
Body Corporate
100%
Australia
Australian
N/A
LBM (Aust) Pty Ltd
Body Corporate
100%
Australia
Australian
N/A
LBM (SA) Pty Ltd
Body Corporate
100%
Australia
Australian
N/A
Buldania Holdings Pty Ltd
Body Corporate
100%
Australia
Australian
N/A
Buldania Lithium Pty Ltd
Body Corporate
100%
Australia
Australian
N/A
(1)
T Goyder holds 1 of the 648,887 shares issued by the Company.
(2)
Classified as an Australian tax resident under ITAA 1997, but is also a tax resident of its country of incorporation under that country’s law.
Entities listed above are part of the consolidated entity as at 30 June 2024.
106 | Liontown Resources | FY24 Annual Report
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FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Directors’ Declaration
Directors’ Declaration
1.
In the opinion of the Directors of Liontown Resources Limited (the Company):
(a)
the financial statements, notes and additional disclosures of the Group are in accordance with the Corporations Act 2001
including:
i.
giving a true and fair view of the financial position of the Group as at 30 June 2024 and of its performance for the year then
ended; and
ii.
complying with Australian Accounting Standards (including the Australian Accounting Interpretations) and the Corporations
Regulations 2001;
(b)
there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and
payable; and
(c)
the financial statements and notes thereto are in accordance with International Financial Reporting Standards issued by the
International Accounting Standards Board.
2.
This declaration has been made after receiving the declarations required to be made to the Directors in accordance with section 295A
of the Corporations Act 2001 for the financial year ended 30 June 2024.
3.
The information disclosed in the consolidated entity disclosure statement on page 105 is true and correct.
This declaration is signed in accordance with a resolution of the Directors:
Antonino Ottaviano
Managing Director
Dated this 27th day of September 2024
108 | Liontown Resources | FY24 Annual Report
Liontown Resources | FY24 Annual Report | 109
FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Independent Auditor’s Report
>ŝĂďŝůŝƚLJůŝŵŝƚĞĚďLJĂƐĐŚĞŵĞĂƉƉƌŽǀĞĚƵŶĚĞƌWƌŽĨĞƐƐŝŽŶĂů^ƚĂŶĚĂƌĚƐ>ĞŐŝƐůĂƚŝŽŶ͘
DĞŵďĞƌŽĨĞůŽŝƚƚĞƐŝĂWĂĐŝĨŝĐ>ŝŵŝƚĞĚĂŶĚƚŚĞĞůŽŝƚƚĞŽƌŐĂŶŝƐĂƚŝŽŶ͘
ĞůŽŝƚƚĞdŽƵĐŚĞdŽŚŵĂƚƐƵ
EϳϰϰϵϬϭϮϭϬϲϬ
dŽǁĞƌϮ͕ƌŽŽŬĨŝĞůĚWůĂĐĞ
ϭϮϯ^ƚ'ĞŽƌŐĞƐdĞƌƌĂĐĞ
WĞƌƚŚtϲϬϬϬ
'WKŽdžϰϲ
WĞƌƚŚtϲϴϯϳƵƐƚƌĂůŝĂ
dĞů͗нϲϭϴϵϯϲϱϳϬϬϬ
&Ădž͗нϲϭϴϵϯϲϱϳϬϬϭ
ǁǁǁ͘ĚĞůŽŝƚƚĞ͘ĐŽŵ͘ĂƵ
Independent Auditor’s Report to the members of >ŝŽŶƚŽǁŶ
ZĞƐŽƵƌĐĞƐ>ŝŵŝƚĞĚ
ZĞƉŽƌƚŽŶƚŚĞƵĚŝƚŽĨƚŚĞ&ŝŶĂŶĐŝĂůZĞƉŽƌƚ
KƉŝŶŝŽŶ
We have audited the financial report of Liontown Resources Limited (the “Company”) and its ƐƵďƐŝĚŝĂƌŝĞƐ;ƚŚĞ
“Group”) which comprises the consolidated statement of financial position as at 30 June 202ϰ͕ƚŚĞĐŽŶƐŽůŝĚĂƚĞĚ
ƐƚĂƚĞŵĞŶƚŽĨƉƌŽĨŝƚŽƌůŽƐƐĂŶĚŽƚŚĞƌĐŽŵƉƌĞŚĞŶƐŝǀĞŝŶĐŽŵĞ͕ƚŚĞĐŽŶƐŽůŝĚĂƚĞĚƐƚĂƚĞŵĞŶƚŽĨĐŚĂŶŐĞƐŝŶĞƋƵŝƚLJĂŶĚ
ƚŚĞĐŽŶƐŽůŝĚĂƚĞĚƐƚĂƚĞŵĞŶƚŽĨĐĂƐŚĨůŽǁƐĨŽƌƚŚĞLJĞĂƌƚŚĞŶĞŶĚĞĚ͕ĂŶĚŶŽƚĞƐƚŽƚŚĞĨŝŶĂŶĐŝĂůƐƚĂƚĞŵĞŶƚƐ͕ŝŶĐůƵĚŝŶŐ
ŵĂƚĞƌŝĂů ĂĐĐŽƵŶƚŝŶŐ ƉŽůŝĐLJ ŝŶĨŽƌŵĂƚŝŽŶ ĂŶĚ ŽƚŚĞƌ ĞdžƉůĂŶĂƚŽƌLJ ŝŶĨŽƌŵĂƚŝŽŶ͕ ƚŚĞ ĚŝƌĞĐƚŽƌƐ ĚĞĐůĂƌĂƚŝŽŶ ĂŶĚ ƚŚĞ
ĐŽŶƐŽůŝĚĂƚĞĚĞŶƚŝƚLJĚŝƐĐůŽƐƵƌĞƐƚĂƚĞŵĞŶƚ͘
/ŶŽƵƌŽƉŝŶŝŽŶ͕ƚŚĞĂĐĐŽŵƉĂŶLJŝŶŐĨŝŶĂŶĐŝĂůƌĞƉŽƌƚŽĨƚŚĞ'ƌŽƵƉŝƐŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚƚŚĞŽƌƉŽƌĂƚŝŽŶƐĐƚϮϬϬϭ͕
ŝŶĐůƵĚŝŶŐ͗
•
Giving a true and fair view of the Group’s financial position as at 30 June 202ϰĂŶĚŽĨŝƚƐĨŝŶĂŶĐŝĂůƉĞƌĨŽƌŵĂŶĐĞ
ĨŽƌƚŚĞLJĞĂƌƚŚĞŶĞŶĚĞĚ͖ĂŶĚ
•
ŽŵƉůLJŝŶŐǁŝƚŚƵƐƚƌĂůŝĂŶĐĐŽƵŶƚŝŶŐ^ƚĂŶĚĂƌĚƐĂŶĚƚŚĞŽƌƉŽƌĂƚŝŽŶƐZĞŐƵůĂƚŝŽŶƐϮϬϬϭ͘
ĂƐŝƐĨŽƌKƉŝŶŝŽŶ
tĞ ĐŽŶĚƵĐƚĞĚ ŽƵƌ ĂƵĚŝƚ ŝŶ ĂĐĐŽƌĚĂŶĐĞ ǁŝƚŚ ƵƐƚƌĂůŝĂŶ ƵĚŝƚŝŶŐ ^ƚĂŶĚĂƌĚƐ͘ KƵƌ ƌĞƐƉŽŶƐŝďŝůŝƚŝĞƐ ƵŶĚĞƌ ƚŚŽƐĞ
ƐƚĂŶĚĂƌĚƐĂƌĞĨƵƌƚŚĞƌĚĞƐĐƌŝďĞĚŝŶthe Auditor’s Responsibilities for the Audit of the Financial Report section of
ŽƵƌƌĞƉŽƌƚ͘tĞĂƌĞŝŶĚĞƉĞŶĚĞŶƚŽĨƚŚĞ'ƌŽƵƉŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚƚŚĞĂƵĚŝƚŽƌŝŶĚĞƉĞŶĚĞŶĐĞƌĞƋƵŝƌĞŵĞŶƚƐŽĨƚŚĞ
ŽƌƉŽƌĂƚŝŽŶƐĐƚϮϬϬϭĂŶĚƚŚĞĞƚŚŝĐĂůƌĞƋƵŝƌĞŵĞŶƚƐŽĨƚŚĞĐĐŽƵŶƚŝŶg Professional & Ethical Standards Board’s
W ^ϭϭϬŽĚĞŽĨ ƚŚŝĐƐĨŽƌWƌŽĨĞƐƐŝŽŶĂůĐĐŽƵŶƚĂŶƚƐ;ŝŶĐůƵĚŝŶŐ/ŶĚĞƉĞŶĚĞŶĐĞ^ƚĂŶĚĂƌĚƐͿ;ƚŚĞŽĚĞͿƚŚĂƚĂƌĞ
ƌĞůĞǀĂŶƚƚŽŽƵƌĂƵĚŝƚŽĨƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚŝŶƵƐƚƌĂůŝĂ͘tĞŚĂǀĞĂůƐŽĨƵůĨŝůůĞĚŽƵƌŽƚŚĞƌĞƚŚŝĐĂůƌĞƐƉŽŶƐŝďŝůŝƚŝĞƐŝŶ
ĂĐĐŽƌĚĂŶĐĞǁŝƚŚƚŚĞŽĚĞ͘
tĞĐŽŶĨŝƌŵƚŚĂƚƚŚĞŝŶĚĞƉĞŶĚĞŶĐĞĚĞĐůĂƌĂƚŝŽŶƌĞƋƵŝƌĞĚďLJƚŚĞŽƌƉŽƌĂƚŝŽŶƐĐƚϮϬϬϭ͕ǁŚŝĐŚŚĂƐďĞĞŶŐŝǀĞŶƚŽ
ƚŚĞĚŝƌĞĐƚŽƌƐŽĨƚŚĞŽŵƉĂŶLJ͕ǁŽƵůĚďĞŝŶƚŚĞƐĂŵĞƚĞƌŵƐŝĨŐŝǀĞŶƚŽƚŚĞĚŝƌĞĐƚŽƌƐĂƐĂƚƚŚĞƚŝŵĞŽĨƚŚŝƐauditor’s
ƌĞƉŽƌƚ͘
tĞďĞůŝĞǀĞƚŚĂƚƚŚĞĂƵĚŝƚĞǀŝĚĞŶĐĞǁĞŚĂǀĞŽďƚĂŝŶĞĚŝƐƐƵĨĨŝĐŝĞŶƚĂŶĚĂƉƉƌŽƉƌŝĂƚĞƚŽƉƌŽǀŝĚĞĂďĂƐŝƐĨŽƌŽƵƌ
ŽƉŝŶŝŽŶ͘
DĂƚĞƌŝĂůhŶĐĞƌƚĂŝŶƚLJZĞůĂƚĞĚƚŽ'ŽŝŶŐŽŶĐĞƌŶ
tĞĚƌĂǁĂƚƚĞŶƚŝŽŶƚŽEŽƚĞϯ;ŚͿŝŶƚŚĞĨŝŶĂŶĐŝĂůƐƚĂƚĞŵĞŶƚƐ͕ǁŚŝĐŚŝŶĚŝĐĂƚĞƐƚŚĂƚƚŚĞ'ƌŽƵƉŚĂƐŝŶĐƵƌƌĞĚĂŶĞƚůŽƐƐ
ĂĨƚĞƌƚĂdžĨŽƌƚŚĞLJĞĂƌĞŶĚĞĚϯϬ:ƵŶĞϮϬϮϰŽĨΨϲϰ͘ϵŵŝůůŝŽŶ͕ĂŶĚĞdžƉĞƌŝĞŶĐĞĚŶĞƚĐĂƐŚŽƵƚĨůŽǁƐĨƌŽŵŽƉĞƌĂƚŝŶŐĂŶĚ
ŝŶǀĞƐƚŝŶŐĂĐƚŝǀŝƚŝĞƐŽĨΨϳϮϳ͘ϴŵŝůůŝŽŶ͘dŚĞƐĞĐŽŶĚŝƚŝŽŶƐ͕ĂůŽŶŐǁŝƚŚŽƚŚĞƌŵĂƚƚĞƌƐƐĞƚĨŽƌƚŚŝŶEŽƚĞϯ;ŚͿ͕ŝŶĚŝĐĂƚĞ
that a material uncertainty exists that may cast significant doubt over the Group’s ability to continue as a going
ĐŽŶĐĞƌŶ͘KƵƌŽƉŝŶŝŽŶŝƐŶŽƚŵŽĚŝĨŝĞĚŝŶƌĞƐƉĞĐƚŽĨƚŚŝƐŵĂƚƚĞƌ͘
<ĞLJƵĚŝƚDĂƚƚĞƌƐ
<ĞLJĂƵĚŝƚŵĂƚƚĞƌƐĂƌĞƚŚŽƐĞŵĂƚƚĞƌƐƚŚĂƚ͕ŝŶŽƵƌƉƌŽĨĞƐƐŝŽŶĂůũƵĚŐĞŵĞŶƚ͕ǁĞƌĞŽĨŵŽƐƚƐŝŐŶŝĨŝĐĂŶĐĞŝŶŽƵƌĂƵĚŝƚŽĨ
ƚŚĞĨŝŶĂŶĐŝĂů ƌĞƉŽƌƚĨŽƌ ƚŚĞ ĐƵƌƌĞŶƚ ƉĞƌŝŽĚ͘ dŚĞƐĞ ŵĂƚƚĞƌƐǁĞƌĞĂĚĚƌĞƐƐĞĚ ŝŶ ƚŚĞ ĐŽŶƚĞdžƚ ŽĨŽƵƌ ĂƵĚŝƚ ŽĨ ƚŚĞ
ĨŝŶĂŶĐŝĂůƌĞƉŽƌƚĂƐĂǁŚŽůĞ͕ĂŶĚŝŶĨŽƌŵŝŶŐŽƵƌŽƉŝŶŝŽŶƚŚĞƌĞŽŶ͕ĂŶĚǁĞĚŽŶŽƚƉƌŽǀŝĚĞĂƐĞƉĂƌĂƚĞŽƉŝŶŝŽŶŽŶ
ƚŚĞƐĞŵĂƚƚĞƌƐ͘/ŶĂĚĚŝƚŝŽŶƚŽƚŚĞŵĂƚƚĞƌĚĞƐĐƌŝďĞĚŝŶƚŚĞDĂƚĞƌŝĂůhŶĐĞƌƚĂŝŶƚLJZĞůĂƚĞĚƚŽ'ŽŝŶŐŽŶĐĞƌŶƐĞĐƚŝŽŶ͕
ǁĞŚĂǀĞĚĞƚĞƌŵŝŶĞĚƚŚĞŵĂƚƚĞƌƐĚĞƐĐƌŝďĞĚďĞůŽǁƚŽďĞƚŚĞŬĞLJĂƵĚŝƚŵĂƚƚĞƌƐƚŽďĞĐŽŵŵƵŶŝĐĂƚĞĚŝŶŽƵƌƌĞƉŽƌƚ͘
<ĞLJƵĚŝƚDĂƚƚĞƌ
,ŽǁƚŚĞƐĐŽƉĞŽĨŽƵƌĂƵĚŝƚƌĞƐƉŽŶĚĞĚƚŽƚŚĞ<ĞLJƵĚŝƚ
DĂƚƚĞƌ
ĐĐŽƵŶƚŝŶŐ ĨŽƌ WƌŽƉĞƌƚLJ͕ WůĂŶƚ ĂŶĚ ƋƵŝƉŵĞŶƚ͗
ĂƐƐĞƚƐƵŶĚĞƌĐŽŶƐƚƌƵĐƚŝŽŶĂŶĚŵŝŶĞƉƌŽƉĞƌƚŝĞƐ
ƐĂƚϯϬ:ƵŶĞϮϬϮϰ͕ƚŚĞĐĂƌƌLJŝŶŐǀĂůƵĞŽĨWƌŽƉĞƌƚLJ͕
WůĂŶƚ ĂŶĚ ƋƵŝƉŵĞŶƚ;WW ͿĂŵŽƵŶƚƐ ƚŽ Ψϭ͕ϮϬϬ͘ϲ
ŵŝůůŝŽŶ͘
/ŶĐůƵĚĞĚ ǁŝƚŚŝŶ ƚŚŝƐ ďĂůĂŶĐĞ ŝƐ Ψϴϭϭ͘ϭ ŵŝůůŝŽŶ ŽĨ
ĞdžƉĞŶĚŝƚƵƌĞ ƌĞůĂƚĞĚ ƚŽ ƚŚĞ ĚĞǀĞůŽƉŵĞŶƚ ŽĨ ƚŚĞ
<ĂƚŚůĞĞŶ sĂůůĞLJ WƌŽũĞĐƚ ;WƌŽũĞĐƚͿ ǁŚŝĐŚ ŝƐ
ĐĂƉŝƚĂůŝƐĞĚ ĂƐ ƉĂƌƚ ŽĨ ĂƐƐĞƚƐ ƵŶĚĞƌ ĐŽŶƐƚƌƵĐƚŝŽŶ͕
ĂŶĚ Ψϭϴϭ͘ϲ ŵŝůůŝŽŶ ƌĞůĂƚĞĚ ƚŽ ŵŝŶĞ ƉƌŽƉĞƌƚŝĞƐ͕
ǁŚŝĐŚ ƉƌŝŵĂƌŝůLJ ƌĞůĂƚĞ ƚŽ ĐŽƐƚƐ ĂƐƐŽĐŝĂƚĞĚ ǁŝƚŚ
ŽƉĞŶ Ɖŝƚ ŵŝŶŝŶŐ ŽƉĞƌĂƚŝŽŶƐ Ăƚ ƚŚĞ WƌŽũĞĐƚ͕ ĂƐ
ĚŝƐĐůŽƐĞĚŝŶEŽƚĞϭϯ͘
ĚĚŝƚŝŽŶƐ ƚŽ ĂƐƐĞƚƐ ƵŶĚĞƌ ĐŽŶƐƚƌƵĐƚŝŽŶ ƚŽƚĂůůĞĚ
ΨϲϳϮ͘ϵŵŝůůŝŽŶĚƵƌŝŶŐƚŚĞLJĞĂƌ͕ǁŝƚŚΨϭϳϳ͘ϯŵŝůůŝŽŶ
ƚƌĂŶƐĨĞƌƌĞĚ ŽƵƚ ŽĨ ĂƐƐĞƚƐ ƵŶĚĞƌ ĐŽŶƐƚƌƵĐƚŝŽŶ ƚŽ
ŵŝŶĞ ƉƌŽƉĞƌƚŝĞƐ ĂŶĚ ƉůĂŶƚ ĂŶĚ ĞƋƵŝƉŵĞŶƚ ĂƐ Ă
ƌĞƐƵůƚ ŽĨ ƚŚĞ ƌĞůĂƚĞĚ ĂƐƐĞƚƐ ďĞŝŶŐ ƌĞĂĚLJ ĨŽƌ
ŝŶƚĞŶĚĞĚƵƐĞĚƵƌŝŶŐƚŚĞLJĞĂƌ͘
ĚĚŝƚŝŽŶƐƚŽŵŝŶĞƉƌŽƉĞƌƚŝĞƐ͕ĞdžĐůƵĚŝŶŐƚƌĂŶƐĨĞƌƐ
ĨƌŽŵ ĂƐƐĞƚƐ ƵŶĚĞƌ ĐŽŶƐƚƌƵĐƚŝŽŶ ƚŽƚĂůůĞĚ Ψϲϵ͘ϱ
ŵŝůůŝŽŶĚƵƌŝŶŐƚŚĞLJĞĂƌ͘
ĐĐŽƵŶƚŝŶŐ ĨŽƌ ĂƐƐĞƚ ƵŶĚĞƌ ĐŽŶƐƚƌƵĐƚŝŽŶ ĐĂƌƌŝĞƐ
ũƵĚŐĞŵĞŶƚǁŝƚŚƌĞƐƉĞĐƚƚŽ͗
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ĂĚĚŝƚŝŽŶƐ
ĂŶĚ
ǁŚĞƚŚĞƌ
ƵŶĚĞƌůLJŝŶŐ
ĞdžƉĞŶĚŝƚƵƌĞ
ŝŶĐƵƌƌĞĚ
ƐŚŽƵůĚ
ďĞ
ĐĂƉŝƚĂůŝƐĞĚŽƌĞdžƉĞŶƐĞĚ͖ĂŶĚ
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ƚŚĞƚŝŵŝŶŐŽĨƚƌĂŶƐĨĞƌƐŽƵƚŽĨĂƐƐĞƚƐƵŶĚĞƌ
ĐŽŶƐƚƌƵĐƚŝŽŶ͕ ĨŽůůŽǁŝŶŐ ĂŶ ĂƐƐĞƚ ďĞŝŶŐ
ƌĞĂĚLJĨŽƌŝƚƐŝŶƚĞŶĚĞĚƵƐĞ͘
ĐĐŽƵŶƚŝŶŐ ĨŽƌ ƚŚĞ ŽƉĞŶ Ɖŝƚ ŽƉĞƌĂƚŝŽŶƐ ƌĞƋƵŝƌĞƐ
ũƵĚŐĞŵĞŶƚŝŶĚĞƚĞƌŵŝŶŝŶŐ͗
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ƚŚĞ ĐŽŵŵĞŶĐĞŵĞŶƚ ŽĨ ƚŚĞ ƉƌŽĚƵĐƚŝŽŶ
ƉŚĂƐĞŽĨƚŚĞŽƉĞŶƉŝƚ͖
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ƚŚĞ ĂůůŽĐĂƚŝŽŶ ŽĨ ŵŝŶŝŶŐ ĐŽƐƚƐ ďĞƚǁĞĞŶ
ŽƉĞƌĂƚŝŶŐ ĂŶĚ ĐĂƉŝƚĂů ĞdžƉĞŶĚŝƚƵƌĞ ŝŶ
ĂĐĐŽƌĚĂŶĐĞ ǁŝƚŚ ƚŚĞ ĚĞĨĞƌƌĞĚ ƐƚƌŝƉƉŝŶŐ
ƌĂƚŝŽ͖ĂŶĚ
KƵƌƉƌŽĐĞĚƵƌĞƐǁŝƚŚƌĞƐƉĞĐƚƚŽĐĂƉŝƚĂůŝƐĞĚĞdžƉĞŶĚŝƚƵƌĞ
ĂƐƐŽĐŝĂƚĞĚǁŝƚŚĂƐƐĞƚƐƵŶĚĞƌĐŽŶƐƚƌƵĐƚŝŽŶ ŝŶĐůƵĚĞĚ͕ďƵƚ
ǁĞƌĞŶŽƚůŝŵŝƚĞĚƚŽ͗
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ŽďƚĂŝŶŝŶŐĂŶƵŶĚĞƌƐƚĂŶĚŝŶŐŽĨƚŚĞŬĞLJĐŽŶƚƌŽůƐ
ŵĂŶĂŐĞŵĞŶƚ ŚĂƐ ŝŶ ƉůĂĐĞ ŝŶ ƌĞůĂƚŝŽŶ ƚŽ ƚŚĞ
ĐĂƉŝƚĂůŝƐĂƚŝŽŶŽĨĞdžƉĞŶĚŝƚƵƌĞƐ͖
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ƚĞƐƚŝŶŐ͕ŽŶĂƐĂŵƉůĞďĂƐŝƐ͕ƚŚĞĂĚĚŝƚŝŽŶƐƚŽĂƐƐĞƚƐ
ƵŶĚĞƌĐŽŶƐƚƌƵĐƚŝŽŶƚŚƌŽƵŐŚĂŐƌĞĞŝŶŐƚŽƐŽƵƌĐĞ
ĚŽĐƵŵĞŶƚƐ͕
ŝŶĐůƵĚŝŶŐ
ĂƐƐĞƐƐŝŶŐ
ƚŚĞ
ĂƉƉƌŽƉƌŝĂƚĞŶĞƐƐŽĨĐĂƉŝƚĂůŝƐŝŶŐƚŚĞĞdžƉĞŶĚŝƚƵƌĞ
ŝŶĐƵƌƌĞĚ͕ ĂŶĚ ĞŶƐƵƌŝŶŐ ƚŚĂƚ ĂĚĚŝƚŝŽŶƐ ĂƌĞ
ƌĞĐŽŐŶŝƐĞĚŝŶƚŚĞĐŽƌƌĞĐƚƉĞƌŝŽĚ͖
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ĂƐƐĞƐƐŝŶŐ ƚŚĞ ĂƉƉƌŽƉƌŝĂƚĞŶĞƐƐ ŽĨ ĐĂƉŝƚĂůŝƐŝŶŐ
ďŽƌƌŽǁŝŶŐ ĐŽƐƚƐ ĂƐ ƉĂƌƚ ŽĨ ĂƐƐĞƚƐ ƵŶĚĞƌ
ĐŽŶƐƚƌƵĐƚŝŽŶ
ŝŶ
ĂĐĐŽƌĚĂŶĐĞ
ǁŝƚŚ
ƚŚĞ
ƌĞƋƵŝƌĞŵĞŶƚƐŽĨ^ϭϮϯŽƌƌŽǁŝŶŐŽƐƚƐ͖ĂŶĚ
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ĂƐƐĞƐƐŝŶŐƚŚĞĐůĂƐƐŝĨŝĐĂƚŝŽŶŽĨĂĚĚŝƚŝŽŶƐƚŽĂƐƐĞƚƐ
ƵŶĚĞƌ ĐŽŶƐƚƌƵĐƚŝŽŶ ĚƵƌŝŶŐ ƚŚĞ LJĞĂƌ͕ ƚŽ ĞŶƐƵƌĞ
ƚŚĂƚƐƵĐŚĂƐƐĞƚƐƌĞŵĂŝŶĂƉƉƌŽƉƌŝĂƚĞůLJĐůĂƐƐŝĨŝĞĚ
ǁŝƚŚŝŶĂƐƐĞƚƐƵŶĚĞƌĐŽŶƐƚƌƵĐƚŝŽŶĂƐĂƚϯϬ:ƵŶĞ
ϮϬϮϰ͕ĂŶĚƚŚĂƚƚŚĞƌĞůĂƚĞĚĂƐƐĞƚƐĂƌĞŶŽƚƌĞĂĚLJ
ĨŽƌƚŚĞŝƌŝŶƚĞŶĚĞĚƵƐĞĂƐĂƚϯϬ:ƵŶĞϮϬϮϰ͘
KƵƌ ƉƌŽĐĞĚƵƌĞƐ ǁŝƚŚ ƌĞƐƉĞĐƚ ƚŽ the Group’s open Ɖŝƚ
ŵŝŶŝŶŐŽƉĞƌĂƚŝŽŶƐŝŶĐůƵĚĞĚ͕ďƵƚǁĞƌĞŶŽƚůŝŵŝƚĞĚƚŽ͗
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ĂƐƐĞƐƐŝŶŐƚŚĞƌĞĂƐŽŶĂďůĞŶĞƐƐŽĨǁŚĞŶƚŚĞŽƉĞŶ
Ɖŝƚ ŽƉĞƌĂƚŝŽŶƐ ĞŶƚĞƌĞĚ ƚŚĞ ƉƌŽĚƵĐƚŝŽŶ ƉŚĂƐĞ͕
ǁŝƚŚƌĞĨĞƌĞŶĐĞƚŽǀĂƌŝŽƵƐĨĂĐƚŽƌƐŝŶĐůƵĚŝŶŐ͕ďƵƚ
ŶŽƚůŝŵŝƚĞĚƚŽĐŽŶƐŝĚĞƌŝŶŐ͗
o
ƚŚĞŵŽŶƚŚůLJƐƚƌŝƉƌĂƚŝŽƐďĞŝŶŐĂĐŚŝĞǀĞĚ͕
ĐŽŵƉĂƌĞĚƚŽƚŚĞůŝĨĞŽĨŵŝŶĞƐƚƌŝƉƌĂƚŝŽ͖
ĂŶĚ
o
ƚŚĞǀŽůƵŵĞŽĨŽƌĞƚŽŶŶĞƐŵŝŶĞĚŽŶĂ
ŵŽŶƚŚůLJ ďĂƐŝƐ͕ ĐŽŵƉĂƌĞĚ ƚŽ ƚŽƚĂů ŽƌĞ
ƚŽŶŶĞƐŝŶĐůƵĚĞĚǁŝƚŚŝŶƚŚĞůŝĨĞŽĨŵŝŶĞ͘
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ŽŶĂƐĂŵƉůĞďĂƐŝƐ͕ƚĞƐƚŝŶŐŵŝŶŝŶŐĐŽƐƚƐŝŶĐƵƌƌĞĚ
ƚŚƌŽƵŐŚ ƚŽ ƐŽƵƌĐĞĚĂƚĂ ƚŽ ĂƐƐĞƐƐ ƚŚĞ ĂĐĐƵƌĂĐLJ
ĂŶĚĐůĂƐƐŝĨŝĐĂƚŝŽŶŽĨŵŝŶŝŶŐĐŽƐƚƐŝŶĐƵƌƌĞĚ͖
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ĂƐƐĞƐƐŝŶŐ ƚŚĞ ĚĞĨĞƌƌĞĚ ƐƚƌŝƉƉŝŶŐ ŵŽĚĞů ĨŽƌ
ƌĞĂƐŽŶĂďůĞŶĞƐƐďLJĂŐƌĞĞŝŶŐŵŽŶƚŚůLJƐƚƌŝƉƌĂƚŝŽƐ
ƚŽ ƵŶĚĞƌůLJŝŶŐ ƉŚLJƐŝĐĂů ĚĂƚĂ ĂŶĚ ƉĞƌĨŽƌŵŝŶŐ Ă
ĐŽŵƉĂƌŝƐŽŶƚŽůŝĨĞŽĨŵŝŶĞƐƚƌŝƉƌĂƚŝŽƐďĂƐĞĚŽŶ
ŵŽƐƚƌĞĐĞŶƚůŝĨĞŽĨŵŝŶĞŝŶĨŽƌŵĂƚŝŽŶ͖ĂŶĚ
110 | Liontown Resources | FY24 Annual Report
Liontown Resources | FY24 Annual Report | 111
FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Independent Auditor’s Report (Continued)
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ĚĞƚĞƌŵŝŶĂƚŝŽŶŽĨƚŚĞƵŶŝƚƐŽĨƉƌŽĚƵĐƚŝŽŶ
ƵƐĞĚƚŽĂŵŽƌƚŝƐĞŵŝŶĞƉƌŽƉĞƌƚŝĞƐ͘
&ƵƌƚŚĞƌ͕ŽƉĞŶƉŝƚŵŝŶŝŶŐƌĞƋƵŝƌĞƐůŝĨĞŽĨŵŝŶĞƐƚƌŝƉ
ƌĂƚŝŽƐ ƚŽ ďĞ ĚĞƚĞƌŵŝŶĞĚ ĂŶĚ ĐŽŶƚŝŶƵŽƵƐůLJ
ƌĞǀŝĞǁĞĚ ĂƐ ƉƌŽĚƵĐƚŝŽŶ ƉƌŽŐƌĞƐƐĞƐ͘ ŽƐƚƐ ĂƌĞ
ĐĂƉŝƚĂůŝƐĞĚ ƚŽ ƚŚĞ ĞdžƚĞŶƚ ƚŚĞLJ ƌĞůĂƚĞ ƚŽ
ĞdžƉĞŶĚŝƚƵƌĞƐŝŶĐƵƌƌĞĚŝŶĐƌĞĂƚŝŶŐĨƵƚƵƌĞĂĐĐĞƐƐƚŽ
ŽƌĞƌĂƚŚĞƌƚŚĂŶĐƵƌƌĞŶƚƉĞƌŝŽĚŝŶǀĞŶƚŽƌLJ͘
ŵŽƌƚŝƐĂƚŝŽŶ ŝƐ ďĂƐĞĚ ŽŶ ƚŚĞ ŵŽƐƚ ƌĞĐĞŶƚ KƌĞ
ZĞƐĞƌǀĞƐ͘ ŵŽƌƚŝƐĂƚŝŽŶ ƌĂƚĞƐ ĨŽƌ ƚŚĞ ŽƉĞŶ Ɖŝƚ
ŽƉĞƌĂƚŝŽŶƐ ǁŝůů ďĞ ƵƉĚĂƚĞĚ ĂŶŶƵĂůůLJ ǁŚĞŶ
ĞƐƚŝŵĂƚĞĚůŝĨĞŽĨŵŝŶĞƌĞƐĞƌǀĞƐĂƌĞƌĞǀŝƐĞĚ͘
ƵĞ ƚŽ ƚŚĞ ŵĂƚĞƌŝĂůŝƚLJ ŽĨ ƚŚĞ ďĂůĂŶĐĞƐ ŶŽƚĞĚ
ĂďŽǀĞ͕ĂŶĚůĞǀĞůŽĨũƵĚŐĞŵĞŶƚĂƉƉůŝĞĚǁĞĐŽŶƐŝĚĞƌ
ĂĐĐŽƵŶƚŝŶŐĨŽƌĂƐƐĞƚƐƵŶĚĞƌĐŽŶƐƚƌƵĐƚŝŽŶĂŶĚŵŝŶĞ
ƉƌŽƉĞƌƚŝĞƐƚŽďĞĂŬĞLJĂƵĚŝƚŵĂƚƚĞƌ͘
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ĐŚĞĐŬŝŶŐ ƚŚĞ ŵĂƚŚĞŵĂƚŝĐĂů ĂĐĐƵƌĂĐLJ ŽĨ ƚŚĞ
ŵŽĚĞůůŝŶŐ͘
KƵƌ ƉƌŽĐĞĚƵƌĞƐ ǁŝƚŚ ƌĞƐƉĞĐƚ ƚŽ the Group’s unit of
ƉƌŽĚƵĐƚŝŽŶĂŵŽƌƚŝƐĂƚŝŽŶĐĂůĐƵůĂƚŝŽŶƐŝŶĐůƵĚĞĚ͕ďƵƚǁĞƌĞ
ŶŽƚůŝŵŝƚĞĚƚŽ͗
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ƚĞƐƚŝŶŐƚŚĞŵĂƚŚĞŵĂƚŝĐĂůĂĐĐƵƌĂĐLJŽĨƚŚĞƌĂƚĞƐ
ĂƉƉůŝĞĚ͖ĂŶĚ
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ĂŐƌĞĞŝŶŐ ƚŚĞ ŝŶƉƵƚƐ ƚŽ ƐŽƵƌĐĞ ĚŽĐƵŵĞŶƚĂƚŝŽŶ͕
ŝŶĐůƵĚŝŶŐ͗
o
ƚŚĞĂůůŽĐĂƚŝŽŶŽĨƚŽŶŶĞƐƚŽƚŚĞŽƉĞŶƉŝƚ͖
ĂŶĚ
o
ƚŚĞ ƚŽŶŶĞƐ ƚŽ ƚŚĞ ĂƉƉůŝĐĂďůĞ ƌĞƐĞƌǀĞƐ
ƐƚĂƚĞŵĞŶƚ͘
tĞ ĂůƐŽ ĂƐƐĞƐƐĞĚ ƚŚĞ ĂĚĞƋƵĂĐLJ ŽĨ ƚŚĞ ĚŝƐĐůŽƐƵƌĞƐ
ŝŶĐůƵĚĞĚŝŶEŽƚĞϭϯƚŽƚŚĞĨŝŶĂŶĐŝĂůƐƚĂƚĞŵĞŶƚƐ͘
ZĞƐƚŽƌĂƚŝŽŶĂŶĚƌĞŚĂďŝůŝƚĂƚŝŽŶƉƌŽǀŝƐŝŽŶ
ƚϯϬ:ƵŶĞϮϬϮϰ͕ƚŚĞ'ƌŽƵƉƌĞĐŽƌĚĞĚƌĞƐƚŽƌĂƚŝŽŶ
ĂŶĚƌĞŚĂďŝůŝƚĂƚŝŽŶƉƌŽǀŝƐŝŽŶƐŽĨΨϮϯ͘ϭŵŝůůŝŽŶ͘
ƐĚŝƐĐůŽƐĞĚŝŶŶŽƚĞϭϳ͕ũƵĚŐĞŵĞŶƚŝƐƌĞƋƵŝƌĞĚŝŶ
ƚŚĞĚĞƚĞƌŵŝŶĂƚŝŽŶŽĨƚŚĞƌĞŚĂďŝůŝƚĂƚŝŽŶƉƌŽǀŝƐŝŽŶ͕
ŝŶĐůƵĚŝŶŐ͗
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ĂƐƐƵŵƉƚŝŽŶƐƌĞůĂƚŝŶŐƚŽƚŚĞŵĂŶŶĞƌŝŶǁŚŝĐŚ
ƌĞŚĂďŝůŝƚĂƚŝŽŶǁŝůůďĞƵŶĚĞƌƚĂŬĞŶ͖
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ƐĐŽƉĞĂŶĚƋƵĂŶƚƵŵŽĨĐŽƐƚƐ͕ĂŶĚƚŝŵŝŶŐŽĨƚŚĞ
ƌĞŚĂďŝůŝƚĂƚŝŽŶĂĐƚŝǀŝƚŝĞƐ͖ĂŶĚ
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ƚŚĞ ĚĞƚĞƌŵŝŶĂƚŝŽŶ ŽĨ ĂƉƉƌŽƉƌŝĂƚĞ ŝŶĨůĂƚŝŽŶ
ĂŶĚĚŝƐĐŽƵŶƚƌĂƚĞƐƚŽďĞĂĚŽƉƚĞĚ͘
dŚĞ ƐŝŐŶŝĨŝĐĂŶƚ ĂƐƐƵŵƉƚŝŽŶƐ ĂŶĚ ĞƐƚŝŵĂƚĞƐ
ŽƵƚůŝŶĞĚĂďŽǀĞƌĞƋƵŝƌĞƐŝŐŶŝĨŝĐĂŶƚũƵĚŐĞŵĞŶƚ͕ĂŶĚ
ĐŚĂŶŐĞƐƚŽƚŚĞƐĞĂƐƐƵŵƉƚŝŽŶƐĐĂŶůĞĂĚƚŽŵĂƚĞƌŝĂů
ĐŚĂŶŐĞƐ ŝŶ ƚŚĞ ƌĞƐƚŽƌĂƚŝŽŶ ĂŶĚ ƌĞŚĂďŝůŝƚĂƚŝŽŶ
ƉƌŽǀŝƐŝŽŶ͘ŽŶƐĞƋƵĞŶƚůLJ͕ǁĞĐŽŶƐŝĚĞƌĂĐĐŽƵŶƚŝŶŐ
ĨŽƌƚŚĞƌĞƐƚŽƌĂƚŝŽŶĂŶĚƌĞŚĂďŝůŝƚĂƚŝŽŶƉƌŽǀŝƐŝŽŶƚŽ
ďĞĂŬĞLJĂƵĚŝƚŵĂƚƚĞƌ͘
KƵƌƉƌŽĐĞĚƵƌĞƐŝŶĐůƵĚĞĚ͕ďƵƚǁĞƌĞŶŽƚůŝŵŝƚĞĚƚŽ͗
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ŽďƚĂŝŶŝŶŐĂŶƵŶĚĞƌƐƚĂŶĚŝŶŐŽĨ͕ĂŶĚĂƐƐĞƐƐŝŶŐƚŚĞ
ĚĞƐŝŐŶĂŶĚŝŵƉůĞŵĞŶƚĂƚŝŽŶŽĨ͕ƚŚĞŬĞLJĐŽŶƚƌŽůƐ
ŵĂŶĂŐĞŵĞŶƚ ŚĂƐ ŝŶ ƉůĂĐĞ ƚŽ ĞƐƚŝŵĂƚĞ ƚŚĞ
ƌĞŚĂďŝůŝƚĂƚŝŽŶƉƌŽǀŝƐŝŽŶ͖
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ĂŐƌĞĞŝŶŐ ƌĞŚĂďŝůŝƚĂƚŝŽŶ ĐŽƐƚ ĞƐƚŝŵĂƚĞƐ ƚŽ
ƵŶĚĞƌůLJŝŶŐ ƐƵƉƉŽƌƚ͕ ŝŶĐůƵĚŝŶŐ ǁŚĞƌĞĂƉƉůŝĐĂďůĞ
ƌĞƉŽƌƚƐ ĨƌŽŵ ĞdžƚĞƌŶĂů ĞdžƉĞƌƚƐ ĂŶĚ ĐŚĂůůĞŶŐŝŶŐ
ƚŚĞ ƌĞĂƐŽŶĂďůĞŶĞƐƐ ŽĨ ŬĞLJ ĂƐƐƵŵƉƚŝŽŶƐ ĂŶĚ
ĞƐƚŝŵĂƚĞƐƵƐĞĚŝŶƚŚĞƵŶĚĞƌůLJŝŶŐĐŽƐƚĞƐƚŝŵĂƚĞƐ͖
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ĂƐƐĞƐƐŝŶŐ ƚŚĞ ŝŶĚĞƉĞŶĚĞŶĐĞ͕ ĐŽŵƉĞƚĞŶĐĞ ĂŶĚ
ŽďũĞĐƚŝǀŝƚLJŽĨĞdžƉĞƌƚƐƵƐĞĚďLJŵĂŶĂŐĞŵĞŶƚ͖
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ĐŚĂůůĞŶŐŝŶŐ ƚŚĞ ĐŽŵƉůĞƚĞŶĞƐƐ ŽĨ ƉƌŽǀŝƐŝŽŶƐ
ĐŽŶƐŝĚĞƌŝŶŐ ĂĐƚŝǀŝƚŝĞƐ ƵŶĚĞƌƚĂŬĞŶ ĚƵƌŝŶŐ ƚŚĞ
LJĞĂƌ͖
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ĐŽŶĨŝƌŵŝŶŐƚŚĞĐůŽƐƵƌĞĂŶĚƌĞůĂƚĞĚƌĞŚĂďŝůŝƚĂƚŝŽŶ
ĚĂƚĞƐĂƌĞĐŽŶƐŝƐƚĞŶƚǁŝƚŚƚŚĞůĂƚĞƐƚĞƐƚŝŵĂƚĞƐŽĨ
ůŝĨĞŽĨŵŝŶĞƐ͖
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ĐŽŵƉĂƌŝŶŐ ƚŚĞ ŝŶĨůĂƚŝŽŶ ĂŶĚ ĚŝƐĐŽƵŶƚ ƌĂƚĞƐ ƚŽ
ĂǀĂŝůĂďůĞŵĂƌŬĞƚŝŶĨŽƌŵĂƚŝŽŶ͖ĂŶĚ
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ƚĞƐƚŝŶŐ ƚŚĞ ŵĂƚŚĞŵĂƚŝĐĂů ĂĐĐƵƌĂĐLJ ŽĨ ƚŚĞ
ƌĞŚĂďŝůŝƚĂƚŝŽŶƉƌŽǀŝƐŝŽŶŵŽĚĞů͘
tĞ ĂůƐŽ ĂƐƐĞƐƐĞĚ ƚŚĞ ĂĚĞƋƵĂĐLJ ŽĨ ƚŚĞ ĚŝƐĐůŽƐƵƌĞƐ
ŝŶĐůƵĚĞĚŝŶEŽƚĞϭϳƚŽƚŚĞĨŝŶĂŶĐŝĂůƐƚĂƚĞŵĞŶƚƐ͘
KƚŚĞƌ/ŶĨŽƌŵĂƚŝŽŶ
dŚĞĚŝƌĞĐƚŽƌƐĂƌĞƌĞƐƉŽŶƐŝďůĞĨŽƌƚŚĞŽƚŚĞƌŝŶĨŽƌŵĂƚŝŽŶ͘dŚĞŽƚŚĞƌŝŶĨŽƌŵĂƚŝŽŶĐŽŵƉƌŝƐĞƐƚŚĞŝŶĨŽƌŵĂƚŝŽŶŝŶĐůƵĚĞĚ
in the Group’s annual report for the year ended 30 June 202ϰ͕ďƵƚĚŽĞƐŶŽƚŝŶĐůƵĚĞƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚĂŶĚŽƵƌ
auditor’s report thereon.
KƵƌŽƉŝŶŝŽŶŽŶƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚĚŽĞƐŶŽƚĐŽǀĞƌƚŚĞŽƚŚĞƌŝŶĨŽƌŵĂƚŝŽŶĂŶĚǁĞĚŽŶŽƚĞdžƉƌĞƐƐĂŶLJĨŽƌŵŽĨ
ĂƐƐƵƌĂŶĐĞĐŽŶĐůƵƐŝŽŶƚŚĞƌĞŽŶ͘
/ŶĐŽŶŶĞĐƚŝŽŶǁŝƚŚŽƵƌĂƵĚŝƚŽĨƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚ͕ŽƵƌƌĞƐƉŽŶƐŝďŝůŝƚLJŝƐƚŽƌĞĂĚƚŚĞŽƚŚĞƌŝŶĨŽƌŵĂƚŝŽŶĂŶĚ͕ŝŶĚŽŝŶŐ
ƐŽ͕ĐŽŶƐŝĚĞƌǁŚĞƚŚĞƌƚŚĞŽƚŚĞƌŝŶĨŽƌŵĂƚŝŽŶŝƐŵĂƚĞƌŝĂůůLJŝŶĐŽŶƐŝƐƚĞŶƚǁŝƚŚƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚŽƌŽƵƌŬŶŽǁůĞĚŐĞ
ŽďƚĂŝŶĞĚŝŶƚŚĞĂƵĚŝƚŽƌŽƚŚĞƌǁŝƐĞĂƉƉĞĂƌƐƚŽďĞŵĂƚĞƌŝĂůůLJŵŝƐƐƚĂƚĞĚ͘/Ĩ͕ďĂƐĞĚŽŶƚŚĞǁŽƌŬǁĞŚĂǀĞƉĞƌĨŽƌŵĞĚ͕
ǁĞĐŽŶĐůƵĚĞƚŚĂƚƚŚĞƌĞŝƐĂŵĂƚĞƌŝĂůŵŝƐƐƚĂƚĞŵĞŶƚŽĨƚŚŝƐŽƚŚĞƌŝŶĨŽƌŵĂƚŝŽŶǁĞĂƌĞƌĞƋƵŝƌĞĚƚŽƌĞƉŽƌƚƚŚĂƚĨĂĐƚ͘
tĞŚĂǀĞŶŽƚŚŝŶŐƚŽƌĞƉŽƌƚŝŶƚŚŝƐƌĞŐĂƌĚ͘
ZĞƐƉŽŶƐŝďŝůŝƚŝĞƐŽĨƚŚĞŝƌĞĐƚŽƌƐĨŽƌƚŚĞ&ŝŶĂŶĐŝĂůZĞƉŽƌƚ
dŚĞĚŝƌĞĐƚŽƌƐŽĨƚŚĞŽŵƉĂŶLJĂƌĞƌĞƐƉŽŶƐŝďůĞ͗
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&ŽƌƚŚĞƉƌĞƉĂƌĂƚŝŽŶŽĨƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚƚŚĞŽƌƉŽƌĂƚŝŽŶƐĐƚϮϬϬϭ͕ŝŶĐůƵĚŝŶŐŐŝǀŝŶŐĂ
ƚƌƵĞ ĂŶĚ ĨĂŝƌ ǀŝĞǁ ŽĨ ƚŚĞ ĨŝŶĂŶĐŝĂů ƉŽƐŝƚŝŽŶ ĂŶĚ ƉĞƌĨŽƌŵĂŶĐĞ ŽĨ ƚŚĞ 'ƌŽƵƉ ŝŶ ĂĐĐŽƌĚĂŶĐĞ ǁŝƚŚ ƵƐƚƌĂůŝĂŶ
ĐĐŽƵŶƚŝŶŐ^ƚĂŶĚĂƌĚƐ͖ĂŶĚ
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&ŽƌƐƵĐŚŝŶƚĞƌŶĂůĐŽŶƚƌŽůĂƐƚŚĞĚŝƌĞĐƚŽƌƐĚĞƚĞƌŵŝŶĞŝƐŶĞĐĞƐƐĂƌLJƚŽĞŶĂďůĞƚŚĞƉƌĞƉĂƌĂƚŝŽŶŽĨƚŚĞĨŝŶĂŶĐŝĂů
ƌĞƉŽƌƚŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚƚŚĞŽƌƉŽƌĂƚŝŽŶƐĐƚϮϬϬϭ͕ŝŶĐůƵĚŝŶŐŐŝǀŝŶŐĂƚƌƵĞĂŶĚĨĂŝƌǀŝĞǁ ŽĨƚŚĞĨŝŶĂŶĐŝĂů
ƉŽƐŝƚŝŽŶĂŶĚƉĞƌĨŽƌŵĂŶĐĞŽĨƚŚĞ'ƌŽƵƉ͕ĂŶĚŝƐĨƌĞĞĨƌŽŵŵĂƚĞƌŝĂůŵŝƐƐƚĂƚĞŵĞŶƚ͕ǁŚĞƚŚĞƌĚƵĞƚŽĨƌĂƵĚŽƌ
ĞƌƌŽƌ͘
/ŶƉƌĞƉĂƌŝŶŐƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚ͕ƚŚĞĚŝƌĞĐƚŽƌƐĂƌĞƌĞƐƉŽŶƐŝďůĞĨŽƌĂƐƐĞƐƐŝŶŐƚŚĞĂďŝůŝƚLJŽĨƚŚĞ'ƌŽƵƉƚŽĐŽŶƚŝŶƵĞĂƐ
ĂŐŽŝŶŐĐŽŶĐĞƌŶ͕ĚŝƐĐůŽƐŝŶŐ͕ĂƐĂƉƉůŝĐĂďůĞ͕ŵĂƚƚĞƌƐƌĞůĂƚĞĚƚŽŐŽŝŶŐĐŽŶĐĞƌŶĂŶĚƵƐŝŶŐƚŚĞŐŽŝŶŐĐŽŶĐĞƌŶďĂƐŝƐŽĨ
ĂĐĐŽƵŶƚŝŶŐƵŶůĞƐƐƚŚĞĚŝƌĞĐƚŽƌƐĞŝƚŚĞƌŝŶƚĞŶĚƚŽůŝƋƵŝĚĂƚĞƚŚĞ'ƌŽƵƉŽƌƚŽĐĞĂƐĞŽƉĞƌĂƚŝŽŶƐ͕ŽƌŚĂƐŶŽƌĞĂůŝƐƚŝĐ
ĂůƚĞƌŶĂƚŝǀĞďƵƚƚŽĚŽƐŽ͘
Auditor’s Responsibilities for the Audit of the Financial Report
KƵƌŽďũĞĐƚŝǀĞƐĂƌĞƚŽŽďƚĂŝŶƌĞĂƐŽŶĂďůĞĂƐƐƵƌĂŶĐĞĂďŽƵƚ ǁŚĞƚŚĞƌƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚĂƐĂǁŚŽůĞŝƐĨƌĞĞĨƌŽŵ
material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion.
ZĞĂƐŽŶĂďůĞĂƐƐƵƌĂŶĐĞŝƐĂŚŝŐŚůĞǀĞůŽĨĂƐƐƵƌĂŶĐĞďƵƚŝƐŶŽƚĂŐƵĂƌĂŶƚĞĞƚŚĂƚĂŶĂƵĚŝƚĐŽŶĚƵĐƚĞĚŝŶĂĐĐŽƌĚĂŶĐĞ
ǁŝƚŚƚŚĞƵƐƚƌĂůŝĂŶƵĚŝƚŝŶŐ^ƚĂŶĚĂƌĚƐǁŝůůĂůǁĂLJƐĚĞƚĞĐƚĂŵĂƚĞƌŝĂůŵŝƐƐƚĂƚĞŵĞŶƚǁŚĞŶŝƚĞdžŝƐƚƐ͘DŝƐƐƚĂƚĞŵĞŶƚƐ
ĐĂŶĂƌŝƐĞĨƌŽŵĨƌĂƵĚŽƌĞƌƌŽƌĂŶĚĂƌĞĐŽŶƐŝĚĞƌĞĚŵĂƚĞƌŝĂůŝĨ͕ŝŶĚŝǀŝĚƵĂůůLJŽƌŝŶƚŚĞĂŐŐƌĞŐĂƚĞ͕ƚŚĞLJĐŽƵůĚƌĞĂƐŽŶĂďůLJ
ďĞĞdžƉĞĐƚĞĚƚŽŝŶĨůƵĞŶĐĞƚŚĞĞĐŽŶŽŵŝĐĚĞĐŝƐŝŽŶƐŽĨƵƐĞƌƐƚĂŬĞŶŽŶƚŚĞďĂƐŝƐŽĨƚŚŝƐĨŝŶĂŶĐŝĂůƌĞƉŽƌƚ͘
ƐƉĂƌƚŽĨĂŶĂƵĚŝƚŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚƚŚĞƵƐƚƌĂůŝĂŶƵĚŝƚŝŶŐ^ƚĂŶĚĂƌĚƐ͕ǁĞĞdžĞƌĐŝƐĞƉƌŽĨĞƐƐŝŽŶĂůũƵĚŐĞŵĞŶƚĂŶĚ
ŵĂŝŶƚĂŝŶƉƌŽĨĞƐƐŝŽŶĂůƐĐĞƉƚŝĐŝƐŵƚŚƌŽƵŐŚŽƵƚƚŚĞĂƵĚŝƚ͘tĞĂůƐŽ͗
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/ĚĞŶƚŝĨLJĂŶĚĂƐƐĞƐƐƚŚĞƌŝƐŬƐŽĨŵĂƚĞƌŝĂůŵŝƐƐƚĂƚĞŵĞŶƚŽĨƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚ͕ǁŚĞƚŚĞƌĚƵĞƚŽĨƌĂƵĚŽƌĞƌƌŽƌ͕
ĚĞƐŝŐŶĂŶĚƉĞƌĨŽƌŵĂƵĚŝƚƉƌŽĐĞĚƵƌĞƐƌĞƐƉŽŶƐŝǀĞƚŽƚŚŽƐĞƌŝƐŬƐ͕ĂŶĚŽďƚĂŝŶĂƵĚŝƚĞǀŝĚĞŶĐĞƚŚĂƚŝƐƐƵĨĨŝĐŝĞŶƚĂŶĚ
ĂƉƉƌŽƉƌŝĂƚĞƚŽƉƌŽǀŝĚĞĂďĂƐŝƐĨŽƌŽƵƌŽƉŝŶŝŽŶ͘dŚĞƌŝƐŬŽĨŶŽƚĚĞƚĞĐƚŝŶŐĂŵĂƚĞƌŝĂůŵŝƐƐƚĂƚĞŵĞŶƚƌĞƐƵůƚŝŶŐĨƌŽŵ
ĨƌĂƵĚŝƐŚŝŐŚĞƌƚŚĂŶĨŽƌŽŶĞƌĞƐƵůƚŝŶŐĨƌŽŵĞƌƌŽƌ͕ĂƐĨƌĂƵĚŵĂLJŝŶǀŽůǀĞĐŽůůƵƐŝŽŶ͕ĨŽƌŐĞƌLJ͕ŝŶƚĞŶƚŝŽŶĂůŽŵŝƐƐŝŽŶƐ͕
ŵŝƐƌĞƉƌĞƐĞŶƚĂƚŝŽŶƐ͕ŽƌƚŚĞŽǀĞƌƌŝĚĞŽĨŝŶƚĞƌŶĂůĐŽŶƚƌŽů͘
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KďƚĂŝŶĂŶƵŶĚĞƌƐƚĂŶĚŝŶŐŽĨŝŶƚĞƌŶĂůĐŽŶƚƌŽůƌĞůĞǀĂŶƚƚŽƚŚĞĂƵĚŝƚŝŶŽƌĚĞƌƚŽĚĞƐŝŐŶĂƵĚŝƚƉƌŽĐĞĚƵƌĞƐƚŚĂƚĂƌĞ
ĂƉƉƌŽƉƌŝĂƚĞŝŶƚŚĞĐŝƌĐƵŵƐƚĂŶĐĞƐ͕ďƵƚŶŽƚĨŽƌƚŚĞƉƵƌƉŽƐĞŽĨĞdžƉƌĞƐƐŝŶŐĂŶŽƉŝŶŝŽŶŽŶƚŚĞĞĨĨĞĐƚŝǀĞŶĞƐƐŽĨƚŚĞ
Group’s internal cŽŶƚƌŽů͘
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ǀĂůƵĂƚĞƚŚĞĂƉƉƌŽƉƌŝĂƚĞŶĞƐƐŽĨĂĐĐŽƵŶƚŝŶŐƉŽůŝĐŝĞƐƵƐĞĚĂŶĚƚŚĞƌĞĂƐŽŶĂďůĞŶĞƐƐŽĨĂĐĐŽƵŶƚŝŶŐĞƐƚŝŵĂƚĞƐĂŶĚ
ƌĞůĂƚĞĚĚŝƐĐůŽƐƵƌĞƐŵĂĚĞďLJƚŚĞĚŝƌĞĐƚŽƌƐ͘
•
Conclude on the appropriateness of the directors’ use of the going concern basis of accounting ĂŶĚ͕ďĂƐĞĚŽŶ
ƚŚĞĂƵĚŝƚĞǀŝĚĞŶĐĞŽďƚĂŝŶĞĚ͕ǁŚĞƚŚĞƌĂŵĂƚĞƌŝĂůƵŶĐĞƌƚĂŝŶƚLJĞdžŝƐƚƐƌĞůĂƚĞĚƚŽĞǀĞŶƚƐŽƌĐŽŶĚŝƚŝŽŶƐƚŚĂƚŵĂLJ
cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material
ƵŶĐĞƌƚĂŝŶƚLJĞdžŝƐƚƐ͕ǁĞĂƌe required to draw attention in our auditor’s report to the related disclosures in the
ĨŝŶĂŶĐŝĂůƌĞƉŽƌƚŽƌ͕ŝĨƐƵĐŚĚŝƐĐůŽƐƵƌĞƐĂƌĞŝŶĂĚĞƋƵĂƚĞ͕ƚŽŵŽĚŝĨLJŽƵƌŽƉŝŶŝŽŶ͘KƵƌĐŽŶĐůƵƐŝŽŶƐĂƌĞďĂƐĞĚŽŶƚŚĞ
audit evidence obtained up to the date of our auditor’s ƌĞƉŽƌƚ͘,ŽǁĞǀĞƌ͕ĨƵƚƵƌĞĞǀĞŶƚƐŽƌĐŽŶĚŝƚŝŽŶƐŵĂLJĐĂƵƐĞ
ƚŚĞ'ƌŽƵƉƚŽĐĞĂƐĞƚŽĐŽŶƚŝŶƵĞĂƐĂŐŽŝŶŐĐŽŶĐĞƌŶ͘
112 | Liontown Resources | FY24 Annual Report
Liontown Resources | FY24 Annual Report | 113
FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Independent Auditor’s Report (Continued)
• ǀĂůƵĂƚĞƚŚĞŽǀĞƌĂůůƉƌĞƐĞŶƚĂƚŝŽŶ͕ƐƚƌƵĐƚƵƌĞ͕ĂŶĚĐŽŶƚĞŶƚŽĨƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚ͕ŝŶĐůƵĚŝŶŐƚŚĞĚŝƐĐůŽƐƵƌĞƐ͕ĂŶĚ
ǁŚĞƚŚĞƌƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚƌĞƉƌĞƐĞŶƚƐƚŚĞƵŶĚĞƌůLJŝŶŐƚƌĂŶƐĂĐƚŝŽŶƐĂŶĚĞǀĞŶƚƐŝŶĂŵĂŶŶĞƌƚŚĂƚĂĐŚŝĞǀĞƐĨĂŝƌ
ƉƌĞƐĞŶƚĂƚŝŽŶ͘
• KďƚĂŝŶƐƵĨĨŝĐŝĞŶƚĂƉƉƌŽƉƌŝĂƚĞĂƵĚŝƚĞǀŝĚĞŶĐĞƌĞŐĂƌĚŝŶŐƚŚĞĨŝŶĂŶĐŝĂůŝŶĨŽƌŵĂƚŝŽŶŽĨƚŚĞĞŶƚŝƚŝĞƐŽƌďƵƐŝŶĞƐƐ
ĂĐƚŝǀŝƚŝĞƐǁŝƚŚŝŶƚŚĞ'ƌŽƵƉƚŽĞdžƉƌĞƐƐĂŶŽƉŝŶŝŽŶŽŶƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚ͘tĞĂƌĞƌĞƐƉŽŶƐŝďůĞĨŽƌƚŚĞĚŝƌĞĐƚŝŽŶ͕
supervision, and performance of the Group’s audit. We remain solely responsible for our audit opinion.
tĞĐŽŵŵƵŶŝĐĂƚĞǁŝƚŚƚŚĞĚŝƌĞĐƚŽƌƐƌĞŐĂƌĚŝŶŐ͕ĂŵŽŶŐŽƚŚĞƌŵĂƚƚĞƌƐ͕ƚŚĞƉůĂŶŶĞĚƐĐŽƉĞĂŶĚƚŝŵŝŶŐŽĨƚŚĞĂƵĚŝƚ
ĂŶĚƐŝŐŶŝĨŝĐĂŶƚĂƵĚŝƚĨŝŶĚŝŶŐƐ͕ŝŶĐůƵĚŝŶŐĂŶLJƐŝŐŶŝĨŝĐĂŶƚĚĞĨŝĐŝĞŶĐŝĞƐŝŶŝŶƚĞƌŶĂůĐŽŶƚƌŽůƚŚĂƚǁĞŝĚĞŶƚŝĨLJĚƵƌŝŶŐŽƵƌ
ĂƵĚŝƚ͘
tĞ ĂůƐŽ ƉƌŽǀŝĚĞ ƚŚĞ ĚŝƌĞĐƚŽƌƐ ǁŝƚŚ Ă ƐƚĂƚĞŵĞŶƚ ƚŚĂƚ ǁĞ ŚĂǀĞ ĐŽŵƉůŝĞĚ ǁŝƚŚ ƌĞůĞǀĂŶƚ ĞƚŚŝĐĂů ƌĞƋƵŝƌĞŵĞŶƚƐ
ƌĞŐĂƌĚŝŶŐŝŶĚĞƉĞŶĚĞŶĐĞ͕ĂŶĚƚŽĐŽŵŵƵŶŝĐĂƚĞǁŝƚŚƚŚĞŵĂůůƌĞůĂƚŝŽŶƐŚŝƉƐĂŶĚŽƚŚĞƌŵĂƚƚĞƌƐƚŚĂƚŵĂLJƌĞĂƐŽŶĂďůLJ
ďĞƚŚŽƵŐŚƚƚŽďĞĂƌŽŶŽƵƌŝŶĚĞƉĞŶĚĞŶĐĞ͕ĂŶĚǁŚĞƌĞĂƉƉůŝĐĂďůĞ͕ĂĐƚŝŽŶƐƚĂŬĞŶƚŽĞůŝŵŝŶĂƚĞƚŚƌĞĂƚƐŽƌƐĂĨĞŐƵĂƌĚƐ
ĂƉƉůŝĞĚ͘
&ƌŽŵƚŚĞŵĂƚƚĞƌƐĐŽŵŵƵŶŝĐĂƚĞĚǁŝƚŚƚŚĞĚŝƌĞĐƚŽƌƐ͕ǁĞĚĞƚĞƌŵŝŶĞƚŚŽƐĞŵĂƚƚĞƌƐƚŚĂƚǁĞƌĞŽĨŵŽƐƚƐŝŐŶŝĨŝĐĂŶĐĞ
ŝŶƚŚĞĂƵĚŝƚŽĨƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚŽĨƚŚĞĐƵƌƌĞŶƚƉĞƌŝŽĚĂŶĚĂƌĞƚŚĞƌĞĨŽƌĞƚŚĞŬĞLJĂƵĚŝƚŵĂƚƚĞƌƐ͘tĞĚĞƐĐƌŝďĞ
these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or
ǁŚĞŶ͕ŝŶĞdžƚƌĞŵĞůLJƌĂƌĞĐŝƌĐƵŵƐƚĂŶĐĞƐ͕ǁĞĚĞƚĞƌŵŝŶĞƚŚĂƚĂŵĂƚƚĞƌƐŚŽƵůĚŶŽƚďĞĐŽŵŵƵŶŝĐĂƚĞĚŝŶŽƵƌƌĞƉŽƌƚ
ďĞĐĂƵƐĞƚŚĞĂĚǀĞƌƐĞĐŽŶƐĞƋƵĞŶĐĞƐŽĨĚŽŝŶŐƐŽǁŽƵůĚƌĞĂƐŽŶĂďůLJďĞĞdžƉĞĐƚĞĚƚŽŽƵƚǁĞŝŐŚƚŚĞƉƵďůŝĐŝŶƚĞƌĞƐƚ
ďĞŶĞĨŝƚƐŽĨƐƵĐŚĐŽŵŵƵŶŝĐĂƚŝŽŶ͘
ZĞƉŽƌƚŽŶƚŚĞZĞŵƵŶĞƌĂƚŝŽŶZĞƉŽƌƚ
KƉŝŶŝŽŶŽŶƚŚĞZĞŵƵŶĞƌĂƚŝŽŶZĞƉŽƌƚ
tĞŚĂǀĞĂƵĚŝƚĞĚƚŚĞZĞŵƵŶĞƌĂƚŝŽŶZĞƉŽƌƚŝŶĐůƵĚĞĚŝŶƉĂŐĞƐϰϴƚŽϲϴŽĨthe Directors’ Report for the year ended
ϯϬ:ƵŶĞϮϬϮϰ͘
/Ŷ ŽƵƌ ŽƉŝŶŝŽŶ͕ ƚŚĞ ZĞŵƵŶĞƌĂƚŝŽŶ ZĞƉŽƌƚ ŽĨ >ŝŽŶƚŽǁŶ ZĞƐŽƵƌĐĞƐ >ŝŵŝƚĞĚ͕ ĨŽƌ ƚŚĞ LJĞĂƌ ĞŶĚĞĚ ϯϬ :ƵŶĞ ϮϬϮϰ͕
ĐŽŵƉůŝĞƐǁŝƚŚƐĞĐƚŝŽŶϯϬϬŽĨƚŚĞŽƌƉŽƌĂƚŝŽŶƐĐƚϮϬϬϭ͘
ZĞƐƉŽŶƐŝďŝůŝƚŝĞƐ
dŚĞĚŝƌĞĐƚŽƌƐŽĨƚŚĞŽŵƉĂŶLJĂƌĞƌĞƐƉŽŶƐŝďůĞĨŽƌƚŚĞƉƌĞƉĂƌĂƚŝŽŶĂŶĚƉƌĞƐĞŶƚĂƚŝŽŶŽĨƚŚĞZĞŵƵŶĞƌĂƚŝŽŶZĞƉŽƌƚ
ŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚƐĞĐƚŝŽŶϯϬϬŽĨƚŚĞŽƌƉŽƌĂƚŝŽŶƐĐƚϮϬϬϭ͘KƵƌƌĞƐƉŽŶƐŝďŝůŝƚLJŝƐƚŽĞdžƉƌĞƐƐĂŶŽƉŝŶŝŽŶŽŶƚŚĞ
ZĞŵƵŶĞƌĂƚŝŽŶZĞƉŽƌƚ͕ďĂƐĞĚŽŶŽƵƌĂƵĚŝƚĐŽŶĚƵĐƚĞĚŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚƵƐƚƌĂůŝĂŶƵĚŝƚŝŶŐ^ƚĂŶĚĂƌĚƐ͘
>K/dd dKh, dK,Dd^h
ĂǀŝĚEĞǁŵĂŶ
WĂƌƚŶĞƌ
ŚĂƌƚĞƌĞĚĐĐŽƵŶƚĂŶƚƐ
WĞƌƚŚ͕Ϯϳ^ĞƉƚĞŵďĞƌϮϬϮϰ
114 | Liontown Resources | FY24 Annual Report
Liontown Resources | FY24 Annual Report | 115
FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Ore Reserve and
Mineral Resources
Statement
Kathleen Valley Lithium Project
116
Ore Reserve and Mineral Resource Statement
116
Buldania Lithium Project
118
116 | Liontown Resources | FY24 Annual Report
Liontown Resources | FY24 Annual Report | 117
FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
The Company reviews and reports its Ore Reserves and Mineral Resources at least annually. The date of reporting
is 30 June each year, to coincide with the Company’s end of financial year balance date. If there are any material
changes to the Ore Reserves and Mineral Resource estimates for the Company’s mining projects over the course
of the year, the Company is required to report these changes.
Kathleen Valley Lithium Project
The Kathleen Valley Lithium Project Mineral Resource Estimate:
The Company reported its maiden Mineral Resource estimate for the Kathleen Valley Lithium Project in Western
Australia on 4 September 2018. The Company has since announced updated Mineral Resource estimates for the
Project on 9 July 2019, 11 May 2020, and 8 April 2021.
During the period, Liontown undertook grade control drilling to support the open pit and early underground
operations. The data from this drilling and open pit mining that commenced in 2023 were incorporated into
geological modelling and estimation work. The results after mining depletion confirmed that no material changes
were required to the Mineral Resource estimate during the year ended 30 June 2024.
Mineral Resources are inclusive of Ore Reserves.
The Kathleen Valley Lithium Project Ore Reserve:
The Company reported its Ore Reserve as part of the Definitive Feasibility Study released on 11 November 2021.
At 30 June 2024 construction of the process plant was 99% complete. Liontown commenced mining of the
Mt Mann and Kathleen Corner open pits during 2023 with ore being stockpiled on the ROM pad. During 2023,
Liontown completed operational underground mine design and final open pit designs focusing on producing a
low Fe2O3 flotation feed. Mining and processing costs have been updated to reflect current pricing. Pilot scale
testwork and industrial scale demonstration has confirmed that ore sorting can be successfully used to recover a
viable flotation feed from high Fe2O3 mineralisation. The results show that there is no material change to the Ore
Reserve estimate.
As at 30 June 20231
As at 30 June 20242
% Difference
Million
Tonnes
Li2O %
Ta2O5 ppm
Million
Tonnes
Li2O %
Ta2O5 ppm
Tonnes
Li2O %
Ta2O5 ppm
Measured –
in situ
20
1.32
145
19
1.30
149
-
-
-
Measured –
stockpiles
-
-
-
0.7
0.95
135
-
-
-
Total
Measured
20
1.32
145
19
1.29
149
-0.6%
-2.3%
2.7%
Indicated
109
1.38
130
109
1.37
131
-0.1%
-0.8%
0.7%
Inferred
27
1.27
113
26
1.27
118
-1.4%
-0.5%
4.2%
Total
156
1.35
129
155
1.34
131
-0.8%
-0.9%
1.4%
Cut-off grade
0.55% Li2O
0.4% Li2O for open pit and
0.6% Li2O underground
(outside pit designs)
2023
2024 Final
% Difference
Category/Class
Million
Tonnes
Grade
(Li2O %)
Ta2O5
ppm
Million
Tonnes
Grade
(Li2O %)
Ta2O5
ppm
Tonnes
Grade
(Li2O %)
Ta2O5
ppm
Stockpiles
Proved
*0.6
0.98
110
Open Pit
Proved
-
3.1
1.26
189
Probable
3.2
1.21
142
0.3
0.94
139
Subtotal Open Pit
3.2
1.21
142
3.4
1.23
185
+6.3%
+1.6%
+30.3%
Subtotal open pit
& stockpile
3.2
1.21
142
4.0
1.19
173
+26%
-1%
+22%
Underground
Proved
-
-
-
-
-
-
-
-
-
Probable
65.4
1.34
119
65.2
1.34
120
-0.5%
-
+0.8%
Total
68.5
1.34
120
69.2
1.34
123
+0.8%
-
+2.5%
1 Reported above a Li2O cut-off grade of 0.55% which was commensurate with the cut-off grade determined during the 2021 Ore Reserve estimate.
2 Reported above Li2O cut-off grades of 0.4% for open pit and 0.6% for underground material, which aligns with the operational activities of Kathleen Valley and the
updated Ore Reserve estimate.
Figures have been depleted for mining activities for the relevant FY surfaces.
Tonnages and grades have been rounded to reflect the relative uncertainty of the estimate, which may cause inconsistencies in the totals.
Tonnages and grades are diluted and reported at a Li2O cut-off grade of 0.5% (open pit) and 0.7%-0.9% (underground). A marginal Li2O cut-off grade of 0.4% has been
used for underground development. The Ore Reserve is based on US$1,338/dmt (open pit) and US$1,446/dmt (long term underground) FOB SC6.0 pricing assumptions at
an US$:A$ exchange rate of 0.72.
*Stockpiles figure excludes ore sort rejects.
Tonnages and grades have been rounded to reflect the uncertainty of the estimate, which may cause inconsistencies in the totals.
Ore Reserve and Mineral Resource Statement
118 | Liontown Resources | FY24 Annual Report
Liontown Resources | FY24 Annual Report | 119
FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Ore Reserve and Mineral Resource Statement (Continued)
Buldania Lithium Project
The Anna Deposit, Buldania Project Mineral Resource estimate:
The Company reported its maiden Mineral Resource estimate for the Anna Deposit, Buldania Lithium Project in
Western Australia on 8 November 2019. There was no change during the year ended 30 June 2024.
Governance Arrangements and Internal Controls
The Company has ensured that the Ore Reserve and Mineral Resources quoted are subject to thorough
governance arrangements and internal controls.
The Mineral Resource estimates for the Kathleen Valley and Buldania Projects were prepared by independent
specialist resource and mining consulting group Snowden Optiro.
The Ore Reserve for the Kathleen Valley Project was prepared by independent mining consulting group Snowden
Optiro with metallurgical and engineering input provided by Lycopodium, ALS Perth, Steinert Australia, and
Liontown.
The Company’s management carries out regular reviews and audits of internal processes and external consultants
that have been engaged by the Company.
The Company confirms the following:
• The Ore Reserve and Mineral Resource statements above are based on and fairly represents information and
supporting documentation prepared by a Competent Person or Persons.
• The Mineral Resource statement above has, as a whole, been approved by Mrs Christine Standing. Mrs Standing
is an employee of Snowden Optiro and a Member of the Australian Institute of Geoscientists.
• Mrs Standing has provided prior written consent to the issue of the Mineral Resource statement in the form and
context in which it appears in this annual report.
• Excluding the metallurgical and processing inputs, the Ore Reserve statement above has, as a whole, been
approved by Mr Allan Earl. Mr Earl is a full-time employee of Snowden Optiro and a Fellow of the Australasian
Institute of Mining and Metallurgy.
• Mr Earl has provided prior written consent to the issue of the Ore Reserve statement in the form and context in
which it appears in this annual report.
• The metallurgical and processing inputs to the Ore Reserve statement has been approved by Mr Ian Rolley.
Mr Rolley is a full-time employee of Liontown Resources Ltd and a Member of the Australasian Institute of
Mining and Metallurgy.
As at 30 June 2023
As at 30 June 20241
Resource
Category
Million Tonnes
Li2O %
Ta2O5 ppm
Million Tonnes
Li2O %
Ta2O5 ppm
Indicated
9.1
1.0
45
9.1
1.0
45
Inferred
5.9
1.0
42
5.9
1.0
42
Total
15
1.0
44
15
1.0
44
1 Reported above a Li2O cut-off grade of 0.5% for open pit potential.
Tonnages and grades have been rounded to reflect the relative uncertainty of the estimate, which may cause inconsistencies in the totals.
120 | Liontown Resources | FY24 Annual Report
Liontown Resources | FY24 Annual Report | 121
FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Additional
Information
Sharholder information
124
Tenement Schedule as at 30 June 2024
122
Corporate Governance Statement
126
Competent Person Statement
126
Additional Information - Glossary of terms and abbreviations
128
Corporate Directory
130
122 | Liontown Resources | FY24 Annual Report
Liontown Resources | FY24 Annual Report | 123
FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Additional Information - Tenement Schedule as at 30 June 2024
Country
Project
Tenement
No.
Registered
Holder
Nature of
interests
Austalia
Kathleen
Valley
M36/264
LRL (Aust) Pty Ltd
(wholly owned subsidiary of Liontown Resources
Limited).
100% - nickel claw back rights
retained by other party
M36/265
M36/459
M36/460
E36/879
LRL (Aust) Pty Ltd
100%
G36/52
L36/55
L36/106
L36/236
L36/237
L36/248
L36/250
L36/251
L36/255
L36/256
L36/261
L36/262
L36/263
L36/265
L36/266
L36/267
L36/268
L36/270
L36/278
L36/279
L36/280
L36/281
L36/282
L53/253
L53/254
L53/255
L53/256
M36/696
E36/1041
LRL (Aust) Pty Ltd
0% - pending application
E36/1094
E36/1096
E53/2347
E53/2348
E53/2349
L36/264
L36/271
L36/272
L36/273
L36/274
Country
Project
Tenement
No.
Registered
Holder
Nature of
interests
Austalia
Kathleen
Valley
L36/275
LRL (Aust) Pty Ltd
0% - pending application
L36/276
L36/291
L53/272
L53/273
L53/274
L53/279
L53/282
L53/283
L53/285
L53/288
L53/289
L53/290
L53/309
Buldania
E63/856
Avoca Resources Pty Ltd
100% of rights to lithium
and related metals secured by
Lithium Rights Agreement
M63/647
P63/1977
M63/676
0% - pending application
E63/1660
Buldania Lithium Pty Ltd
100%
E63/2369
E63/2267
LRL (Aust) Pty Ltd
0% - pending application
E63/2268
Monjebup
E70/6042
LRL (Aust) Pty Ltd
100%
E70/6043
E70/6044
Listing of tenements held in Australia (directly or beneficially).
124 | Liontown Resources | FY24 Annual Report
Liontown Resources | FY24 Annual Report | 125
FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Additional Information - Shareholder information
Additional information required by the Australian Securities Exchange Limited Listing Rules and not disclosed
elsewhere in this report applicable as at 30 August 2024 is set out below.
Shareholdings
Substantial shareholders
Distribution of equity security holders
Shareholder
Number of ordinary shares held1
Mrs Georgina Hope Rinehart and Hancock Prospecting Pty Ltd (HPPL)
and subsidiaries of HPPL2
438,248,862
Mr Timothy Goyder3
335,699,175
State Street Corporation and subsidiaries
152,169,349
JPMorgan Chase & Co. and its affiliates
122,012,997
Notes:
1. This refers to the number of shares held by each substantial shareholder as disclosed to the Company in substantial holding notices by the shareholders as at
30 August 2024.
2. Ms Bianca Hope Rinehart in her capacity as trustee of the Hope Margaret Hancock Trust filed a substantial holder notice on 13 October 2023 in respect of the
438,248,862 shares which were the subject of the substantial holding notice lodged by Mrs Rinehart, HPPL and subsidiaries of HPPL on 11 October 2023 on the basis
that a relevant interest arises by virtue of the operation of section 608(3)(a) of the Corporations Act.
3. The number of shares held by Mr Timothy Goyder and his associates includes 329,678,766 shares in accordance with the substantial holder notice dated 25 October
2023 and an additional 6,020,409 shares acquired by Mr Goyder following participation in the 2023 placement and share purchase plan.
Issued Capital
Share capital comprised 2,425,004,880 fully paid ordinary shares of the Company and the Company had 37,698
holders of fully paid ordinary shares.
Unquoted securities
Marketable Parcel
The number of shareholders holding less than a marketable parcel was 7,246.
Unlisted Security 1
Total in Class
Number of Holders
Options (expiring 23 November 2024)
500,000
1
Performance rights (expiring 31 March 2025)
943,717
66
Performance rights (expiring 30 June 2025)
2,512,441
4
Performance rights (expiring 30 June 2025)
394,187
3
Performance rights (expiring 30 June 2026)2
429,337
8
Performance rights (expiring 30 June 2027)
3,253,722
8
Performance rights (expiring 30 June 2028)3
2,533,236
12
Convertible Notes4
250,000,000
1
Size of Holding
Ordinary Shares
Unlisted Share Options
Performance Rights
Convertible Notes
No. Holders
% Held
No. Holders
% Held
No. Holders
% Held
No. Holders
% Held
1 – 1,000
11,033
0.26
-
-
-
-
-
-
1,001 – 5,000
12,322
1.36
-
-
44
1.09
-
-
5,001 – 10,000
4,964
1.58
-
-
-
-
-
-
10,001 – 100,000
7,779
10.35
-
-
34
14.31
-
-
100,001 and over
1,600
86.45
1
100
23
84.60
1
100.00
Total
37,698
100.00
3
100
101
100.00
1
100.00
Notes:
1. All options and performance rights listed above were issued under an employee incentive scheme
2. During the year, 184,203 Performance Rights (expiring 30 June 2026) were issued under the employee incentive scheme following approval under Listing Rule 10.14.
3. During the year, 930,039 Performance Rights (expiring 30 June 2028) were issued under the employee incentive scheme following approval under Listing Rule 10.14.
4. 100% of the Convertible Notes on issue as at 30 August 2024 are held by LG Energy Solution Ltd.
Voting Rights
The voting rights to the ordinary shares set out in the Company’s Constitution are:
“Subject to any rights or restrictions for the time being attached to any class or Classes of shares -
(a) at meetings of members or classes of members each member entitled to vote in person or by proxy or attorney;
and
(b) on a show of hands every person who is a member has one vote and on a poll every person in person or by
proxy or attorney has one vote for each ordinary share held.”
Holders of options, performance rights and convertible notes do not have voting rights.
Name
Number of ordinary
shares held
Percentage
of capital
held %
Mr Timothy Rupert Barr Goyder
335,699,175
13.84
Zero Nominees Pty Ltd
294,288,123
12.14
HSBC Custody Nominees (Australia) Limited
276,107,641
11.39
BNP Paribas Nominees Pty Ltd
93,272,355
3.85
Citicorp Nominees Pty Limited
80,548,811
3.32
J P Morgan Nominees Australia Pty Limited
76,665,430
3.16
Clement Pty Ltd
32,850,000
1.35
GKCF Super Pty Ltd
29,405,998
1.21
The Universal Zone Pty Ltd
26,290,000
1.08
HSBC Custody Nominees (Australia) Limited - A/C 2
25,500,920
1.05
Anisimoff Super Fund Pty Limited
18,855,263
0.78
BNP Paribas Noms Pty Ltd
14,856,701
0.61
BNP Paribas Nominees Pty Ltd
11,805,857
0.49
National Nominees Limited
11,302,446
0.47
Mrs Elizabeth Jane Soderholm + Mr Thomas Egan Soderholm
10,939,322
0.45
Double Eagle Pty Ltd
10,324,882
0.43
Gremlyn Pty Ltd
10,020,409
0.41
Kenma Investment Advisors Pty Limited
9,645,000
0.40
Mr Anthony Cipriano
9,300,000
0.38
Soderholme Co Pty Ltd
9,187,439
0.38
Total Top 20
1,386,865,772
57.19
Others
1,038,139,108
42.81
Total
2,425,004,880
100.00
Twenty largest ordinary fully paid shareholders
126 | Liontown Resources | FY24 Annual Report
Liontown Resources | FY24 Annual Report | 127
FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Additional Information - Shareholder information (Continued)
Competent Person Statement
The Information in this Report that relates to Mineral Resources for the Kathleen Valley Project is
extracted from the ASX announcement “Strong progress with Kathleen Valley Definitive Feasibility Study as
ongoing work identifies further key project enhancements” released on 8 April 2021 which is available on
www.ltresources.com.au and as updated in the “Ore Reserve and Mineral Resources Statement” contained within
this report at www.ltresources.com.au. The Company confirms that it is not aware of any other new information
or data that materially affects the information included in the original market announcements and that all
material assumptions and technical parameters underpinning the estimates in the relevant market announcement
continue to apply and have not materially changed. The Company confirms that the form and context in which
the Competent Person’s findings are presented have not been materially modified from the original market
announcements.
The Information in this Report that relates to Mineral Resources for the Buldania Project is extracted from
the ASX announcement “Liontown announces maiden Mineral Resource Estimate for its 100%-owned Buldania
Lithium Project, WA” released on 8 November 2019 which is available on www.ltresources.com.au. The Company
confirms that it is not aware of any other new information or data that materially affects the information included
in the original market announcement and that all material assumptions and technical parameters underpinning
the estimates in the relevant market announcement continue to apply and have not materially changed. The
Company confirms that the form and context in which the Competent Person’s findings are presented have not
been materially modified from the original market announcements.
Restricted Securities
There are no restricted ordinary shares on issue.
On-Market Buy-Back
There are no current on-market buy-back of securities.
Corporate Governance Statement
Liontown has adopted a Corporate Governance Manual which forms the basis of a comprehensive system
of control and accountability for the administration of corporate governance. The Board is committed to
administering the policies and procedures with openness and integrity, pursuing the true spirit of corporate
governance commensurate with the Company’s needs.
In establishing the Company's corporate governance framework, to the extent they are applicable to the
Company, the Board has referred to the recommendations set out in the ASX Corporate Governance Council's
‘Corporate Governance Principles and Recommendations – 4th Edition’.
The Company’s Corporate Governance Statement 2024, which explains how Liontown complies with the ASX
Corporate Governance Council’s ‘Corporate Governance Principles and Recommendations – 4th Edition’ in relation
to the year ended 30 June 2024, is available in the Corporate Governance section of the Company’s website, www.
ltresources.com.au/about/corporate-governance and will be lodged with ASX together with an Appendix 4G at the
same time that this Annual Report is lodged with ASX.
128 | Liontown Resources | FY24 Annual Report
Liontown Resources | FY24 Annual Report | 129
FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Additional Information - Glossary of terms and abbreviations
ASX 300/ASX 200/ASX 100
A stock market index that measures the performance of
the top 300/200/100 companies listed on the Australian
Securities Exchange
Australian Securities Exchange (ASX)
An Australian public company that operates Australia’s
primary securities exchange
CEO
Chief Executive Officer
CY
Calendar Year
Competent Person
A minerals industry professional who is a Member or Fellow
of The Australasian Institute of Mining and Metallurgy,
or of the Australian Institute of Geoscientists, or of a
‘Recognised Professional Organisation’, as included in
a list available on the JORC and ASX websites. These
organisations have enforceable disciplinary processes,
including the powers to suspend or expel a member.
A Competent Person must have a minimum of five years’
relevant experience in the style of mineralisation or type
of deposit under consideration and in the activity that the
person is undertaking (JORC Code)
Definitive Feasibility Study (DFS)
A feasibility study undertaken to a high degree of accuracy
(+15%) which may be used as a basis for raising finance for
the construction of a project
Downstream Scoping Study (DSS)
A desktop feasibility study undertaken to a relatively
low degree of accuracy (+35%) which may be used as a
basis for further studies and test work on downstream
processing of lithium concentrate
EGM
Extraordinary General Meeting
Energy Storage System (ESS)
a technology or infrastructure designed to capture and
store energy for later use. It allows for the retention of
excess energy produced during periods of low demand or
high generation and then release it when demand exceeds
supply or generation is low. Common types of energy
storage systems include batteries (like lithium-ion)
ESG
Environmental, Social and Governance
EV
Electric vehicle
FID
Financial investment decision
FY
Financial year
GHG
Greenhouse gas
Greenfield
An undeveloped site
GRI
Global Reporting Initiative
IEA
International Energy Agency
Inferred Mineral Resource
That part of a Mineral Resource for which quantity and
grade (or quality) are estimated on the basis of limited
geological evidence and sampling. Geological evidence is
sufficient to imply but not verify geological and grade (or
quality) continuity (JORC Code)
JORC
Joint Ore Reserves Committee comprising representatives
of The Australasian Institute of Mining and Metallurgy
(AusIMM), Australian Institute of Geoscientists (AIG)
and Minerals Council of Australia (MCA) as well as the
Australian Securities Exchange (ASX), the Financial
Services Institute of Australasia (FinSIA) and the
accounting profession
JORC Code
The Australasian Code for reporting of Exploration Results,
Mineral Resources and Ore Reserves 2012 Edition prepared
by the JORC
KPI
Key Performance Indicator
Li2O
Lithium oxide
Lithium
Lithium is the lightest of all the solid metals. It is highly
combustible and reactive, and it readily bonds with other
metals. Lithium has an exceptional ability to conduct
electricity, making it a preferred component for batteries
Lithium hydroxide
Lithium hydroxide monohydrate is a refined lithium product
used in the production of cathode material for lithium-ion
electric vehicle batteries
Lost Time Injury Frequency Rate (LTIFR)
The number of lost-time injuries within a given accounting
period, relative to the total number of hours worked in that
period
Medically Treated Injury Frequency Rate (MTIFR)
Work related injuries that require medical treatment
Native Title Agreement (NTA)
Native title is the designation given to the common law
doctrine of Aboriginal title in Australia, which is the
recognition by Australian law that Indigenous Australians
(both Aboriginal Australian and Torres Strait Islander
people) have rights and interests to their land that derive
from their traditional laws and customs
Net-zero emissions
Achieving an overall balance between greenhouse gas
emissions produced and greenhouse gas emissions taken
out of the atmosphere
Offtake agreement
A contract between the producer of a resource and a buyer
of the resource, who is known as the offtaker, to sell and
purchase all or substantially all of the future production
from the project
Open-cut mining
A surface mining technique of extracting rock or minerals
from the earth from an open-air
Ore Reserve
The parts of a mineral resource that can be economically
mined
Pastefill
A method developed to fill the mined out voids
underground and to stabilise ground support
Pre-Feasibility Study (PFS)
A preparatory study required to enable funders to
undertake a successful feasibility study for a particular
investment opportunity
Run-of-Mine (ROM) pad
Area designated for storage/stockpiling of ore received
from the mine prior to processing
SAG Mill
Semi-Autogenous Grinding (SAG) Mill used for grinding
large fragments into small pieces which are then used for
further processing
SASB
Sustainability Accounting Standards Board
SC6.O
Spodumene concentrate is a high-purity lithium ore with
approximately 6 percent lithium content being produced as
a raw material for the subsequent production of lithium-ion
batteries for electric vehicles
Scope 1 GHG emissions
Direct greenhouse (GHG) emissions that occur from
sources that are controlled or owned by an organisation
(e.g. on-site fossil fuel combustion and fleet fuel
consumption)
Scope 2 GHG emissions
Indirect emissions from sources that are owned or
controlled by an organisation (e.g. emissions that result
from the generation of electricity, heat or steam purchased
by the organisation from a utility provider)
Scope 3 GHG emissions
Indirect greenhouse gas emissions other than Scope 2
emissions that are generated in the wider economy. They
occur as a consequence of the activities of a facility, but
from sources not owned or controlled by that facility’s
business. (e.g. employee travel; emissions associated with
contracted solid waste disposal and wastewater treatment)
Scoping Study
An initial appraisal carried out early in the life of a resource
project. They are based on initial drilling and informed
assumptions, and commonly include an elementary mine
plan
SDG
Sustainable Development Goals
Spodumene
A pyroxene mineral consisting of lithium aluminium
inosilicate and is a source of lithium
Ta2O5
Tantalum pentoxide
Tailings Storage Facility
A structure built for the purposes of storing the
uneconomical ore and water from the mining process
Tenement
Collective mining rights that include prospecting licences,
exploration licences, retention licences and mining leases
Tier-1
Tier 1 deposits are company-making mines and are large,
long life and low cost with NPV at the Decision-to-Build
stage of >$1000m (in 2013 US Dollars - Source: MinEx
Consulting © October 2019)
TRIFR
Total recorded injury frequency rate
TSF
Tailings storage facility
US
United States
WA
Western Australia
130 | Liontown Resources | FY24 Annual Report
Liontown Resources | FY24 Annual Report | 131
FY24 Performance
Operating Review
ESG Performance
Directors’ Report
Financial Reports
Resources & Reserves
Additional Information
Additional Information - Corporate Directory
Directors
Timothy R B Goyder
Chair
Antonino Ottaviano
Managing Director/CEO
Ian Wells
Lead Independent Non-Executive Director
Jennifer Morris
Independent Non-Executive Director
Shane McLeay
Independent Non-Executive Director
Adrienne Parker
Independent Non-Executive Director
Company Secretary
Clint McGhie
Principal Place of Business
and Registered Office
Level 2, 32 Ord Street,
West Perth WA
PO Box 284
West Perth WA 6872
Tel: +61 8 6186 4600
Email: info@ltresources.com.au
Web: ltresources.com.au
ABN: 39 118 153 825
Auditor
Deloitte Touche Tohmatsu
Brookfield Place, Tower 2
123 St Georges Terrace
Perth WA 6000
Solicitor
Allens
Mia Yellagonga Tower 2
5 Spring Street
Perth WA 6000
Share Registry
Computershare Investor Services
Pty Limited
Level 17, 221 St Georges Terrace
Perth WA 6000
Tel: 1300 557 010
ASX Share Code
LTR
Printed copies of this Annual Report will only be posted to shareholders who have requested a printed copy. Shareholders
who have elected to receive communications electronically are notified when the Annual Report becomes available and
given details of where to access it electronically.
This publication is sustainably printed, utilising solar electricity and FSC certified paper. The printer is
ISO14001 accredited, the highest environmental standard.
ltresources.com.au
ASX: LTR