2020
ANNUAL
REPORT
CORPORATE DIRECTORY
Minotaur Exploration Limited
108 483 601
ACN
MEP
ASX
Directors
Dr Roger Higgins
Mr Andrew Woskett
Mr George McKenzie
Dr Antonio Belperio
Non-Executive Chairman
Managing Director
Non-Executive Director
Executive Director to
28 November 2019,
Non-Executive Director
from 29 November 2019
Company Secretary
Mr Varis Lidums
Registered Office
C/- O’Loughlins Lawyers
Level 2, 99 Frome Street
Adelaide SA 5000
Principal Place of Business
Level 1, 8 Beulah Road
Norwood SA 5067
Share Register
Computershare Investors Securities Pty Ltd
Level 5, 115 Grenfell Street
Adelaide SA 5000
Legal Advisors
O’Loughlins Lawyers
Level 2, 99 Frome Street
Adelaide SA 5000
Bankers
National Australia Bank
22-28 King William Street
Adelaide SA 5000
Auditors
Grant Thornton Audit Pty Ltd
Level 3, 170 Frome Street
Adelaide SA 5000
www.minotaurexploration.com.au
This annual report covers both Minotaur Exploration Ltd (ABN 35 108 483 601) as an individual
entity and the consolidated group (‘Group’) comprising Minotaur Exploration Ltd and its
subsidiaries. The Group’s functional and presentational currency is Australian dollars
The description of the Group’s operations and of its principal activities is included in the
review of operations and activities in the Directors’ Report on pages 7 to 20. The Directors’
Report is not part of the financial report.
CONTENTS
2019/2020 Highlights
Chairman’s Review
Managing Director’s Report
Directors’ Report
Remuneration Report
Financial Report
Auditor’s Independence Declaration
Consolidated Statement of Profit or Loss
and Other Comprehensive Income
Consolidated Statement of Financial Position
Consolidated Statement of Changes in Equity
Consolidated Statement of Cash Flows
Notes to the Consolidated Financial Statements
Directors’ Declaration
Independent Auditor’s Report
ASX Additional Information
3
4
5
7
13
21
21
22
23
24
26
27
62
63
66
2019/2020 HIGHLIGHTS
OCTOBER 2019
Drilling commences at Hastings VMS
target, Charters Towers region, Queensland
Drilling to test the Hastings anomaly
FEBRUARY 2020
Cloncurry Alliance establishes
exploration JV with Sandfire Resources
The Cloncurry Alliance established JV
with Sandfire Resources over a Sandfire
tenement group near Cloncurry.
APRIL 2020
Big Foot leaves large EM imprint at Eloise
‘Big Foot’ and ‘Little Foot’ delivered
strong geophysical footprints
for the Eloise JV, Cloncurry.
JULY 2020
Maiden Jericho Resource &
Cloncurry exploration update
A maiden Mineral Resource estimate
of the Jericho system was published.
AUGUST 2020
Minotaur to acquire under-explored
gold tenements, Queensland
MEP takes out option to purchase the Pyramid
tenement group located south of Townsville.
NOVEMBER 2019
Minotaur to acquire Windsor Project area,
Charters Towers region, Queensland
Minotaur contracted to purchase 100%
of the Windsor JV tenements.
MARCH 2020
Andromeda acquires 51% interest in
Poochera Halloysite-Kaolin Project
Andromeda Metals met it’s expenditure
commitment and acquired 51% interest
in the project.
JUNE 2020
ADI grant recognises Peake & Denison
project potential, South Australia
MEP is awarded an ADI grant for it’s
100% owned Peake & Denison project.
AUGUST 2020
Drilling commences for Eloise JV
A 2,000m diamond drilling program was
underway to test two high-priority EM
targets at Seer and Big Foot.
AUGUST 2020
Minotaur completes a $4m,
oversubscribed placement
AUGUST 2020
MEP announced success in placing
81 million new shares to raise $4,050,000.
Minotaur announces Share Purchase Plan
MEP launched an SPP to raise A$1m following
the success of its oversubscribed Placement.
SEPTEMBER 2020
Oversubscribed SPP garners $3.4 million
Minotaur Exploration closed its Share
Purchase Plan with applications of $3.4 million,
surpassing the target of $1 million.
SEPTEMBER 2020
Company Activities Report
MEP updated project activities
across QLD and SA.
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Minotaur Exploration Annual Report 2020
CHAIRMAN’S REVIEW
Exploration continuity was challenged during the financial year due to border closures arising from COVID restrictions,
as exploration has not been deemed an essential service. Cessation of cross border travel effectively cancelled half of the
year’s field work season in North Queensland. Nonetheless, research, target generation and modelling in-house created
a selection of prospects to be pursued in time.
Your Board is attuned to managing risk, pragmatically balanced against opportunity, while cultivating strategies that
will improve shareholder value. This included timely divestment of equity holdings in listed companies Petratherm
(ASX: PTR), Thomson Resources (ASX: TMZ) and Auroch Minerals (ASA: AOU) and conversion of the Windsor project joint
venture to outright purchase.
Minotaur is actively looking to build a tenement portfolio in the Charters Towers region of Queensland with the Windsor
project (base metals) as its core. Due diligence on purchase of the Pyramid gold project in the same region is underway
and, if concluded satisfactorily, will complete late in 2020. Other opportunities in the region are being considered.
Exploration continues under the Eloise joint venture, originated in 2015 with OZ Minerals (ASX: OZL), and being sole
funded by OZ Minerals. That activity is complemented by the adjacent joint venture with Sandfire Resources (ASX: SFR)
where the OZ Minerals-Minotaur Cloncurry Alliance could earn 75% interest in Sandfire’s Breena Plains tenements. The
Cloncurry Alliance’s objective is to locate and define deposits similar to the Jericho copper-gold system, thereby creating
critical mass for development of a regional processing hub.
Joint venture partner Andromeda Metals Ltd (ASX: ADN) is making solid progress towards commercialisation of Minotaur’s
kaolin deposits in South Australia. Andromeda achieved its initial 51% tenement interest in April 2020 and is moving
towards its ultimate 75% interest through total investment of $6 million by late 2020. Minotaur will begin contributing
its 25% share of project expenses from that time and intends to maintain its interest. Andromeda’s PFS issued in June
2020 estimated that Minotaur’s annual EBITDA share of mine revenues will be $20 million within 15 months of start-up.
Andromeda’s definitive feasibility study due at the end of 2020 will provide further confidence in respect of project
assumptions and projections.
Directors are appreciative of the support expressed by shareholders and new investors alike despite a relatively quiet
news year for Minotaur and are working to reward that interest through a much improved market valuation for MEP.
The Company’s financial position is sound with over $9 million cash held as at 30 September 2020, due to a well over-
subscribed placement of $4m in August and September’s successful Share Purchase Plan accepting over $2.1 million.
Dr Roger Higgins
Chair
Minotaur Exploration Annual Report 2020
4
MANAGING DIRECTOR’S REPORT
Minotaur maintains a diverse array of minerals exploration tenements
around Australia, totalling 8,4102, including joint ventures.
Highlands
Jericho/Eloise JVs
Breena Plains JV
Windsor
Pyramid
Peake & Denison
Great White Kaolin JV
Copper & Other Base Metals
Gold
Industrial Minerals
Business Review
Joint venture drilling at the Jericho deposit concluded in July 2019 with attention directed to developing a mineral resource
estimate and to model underground mining scenarios as a guide to further works. OZ Minerals (ASX: OZL) undertook those
tasks and results were published in July 2020, OZ Minerals (80% project interest) concluding the deposit was unlikely to be
viable as a standalone operation at its current scale. While significant strike extent remains to be drill tested and to close
gaps in the drilling, OZ Minerals preferred to direct further investment towards location of a Jericho-like asset in the near
region that, collectively with Jericho, could support the case for development of a regional processing hub.
With that objective, exploration activity at the Eloise JV (OZL 70%; MEP 30%) resumed after cross-border restrictions were
lifted in July 2020. OZ Minerals has an obligation to invest $2m into the JV through FY2021 and FY2022. In parallel, the
Minotaur-OZ Minerals Cloncurry Alliance struck a new joint venture with Sandfire Resources (ASX: SFR) to explore Sandfire’s
extensive Breena Plains tenement group adjacent to the Eloise JV ground. Minotaur was awarded a $200,000 CEI grant by
the Queensland State government for geophysical surveys at Breena Plains. Inaugural work will commence in October 2020
with OZ Minerals funding $1 million first year expenditure.
The Highlands project north-west of Mt Isa, Queensland, has been classified as available for sale and expressions of interest
are invited.
South of Charters Towers, Queensland, at the Windsor project, initial IP trials revealed a strong anomaly, having similar
characteristics to local VMS systems. Drilling proved the efficacy of this geophysical method in conductive cover and will be
expanded across the tenement package. Initial IP on the Warrawee prospect had to be abandoned due to the imposition
of fire hazard restrictions but will resume in October 2020. The Company purchased the Windsor tenement group outright,
terminating the previous farm-in joint venture and envisages collating a group of advanced exploration assets in the
Charters Towers region, an area well-endowed with productive base metal and gold mines.
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Minotaur Exploration Annual Report 2020
Andromeda Metals Limited’s (ASX: ADN) earn-in to Minotaur’s Great White Kaolin project (formerly named the Poochera
project) has momentum such that Andromeda will reach its 75% interest ceiling in the joint venture tenement assets
through expenditure of $6 million by late 2020. Andromeda’s market capitalisation of ~$160 million, up 100% in twelve
months, demonstrates growing market confidence in the project. Minotaur notes that an equitable see-through value to
Minotaur’s shareholders is not yet reflected in Minotaur’s market capitalisation. When in commercial operation Minotaur
will be entitled to 25% of the project’s cash flow, equating to annualised $20 million EBITDA for Minotaur for a project life of
26 years, according to Andromeda’s Prefeasibility Study dated June 2020. Minotaur intends to maintain its project interest
and will contribute proportionally from the end of 2020 through project implementation and commercial operation.
In South Australia, Minotaur received a $300,000 ADI grant from the State government for geophysics and drilling at the
Peake and Denison project; work will start late in 2020.
Corporate Report
The 2020 financial year became papered with economic disruption, as a result of the COVID situation and governments’
reactions. Minotaur’s employees and directors willingly agreed to reduce salaries from April through August 2020, helping
curtail overheads. Their cooperation and support is gratefully acknowledged.
The Company sought to reinforce its bank balance as a buffer against continuing uncertainty. Fortunately, bullish investor
sentiment towards miners generally and especially gold stocks, gave rise to high liquidity levels across the exploration
sector. Minotaur took advantage of this positivity and in August 2020 completed a placement of $4 million, cut back from
$6.5 million, followed up by a Share Purchase Plan to raise $1 million, itself strongly oversubscribed, resulting in acceptances
of $2.1 million.
With those receipts Minotaur’s cash balance at 30 September 2020 was $9.6 million in cash and term deposits.
Exploration and Business Development Manager, Glen Little, surveys the stark environment of the Peake & Denison project
Minotaur Exploration Annual Report 2020
6
DIRECTORS’ REPORT
Your directors present their report on the consolidated group for the financial year ended 30 June 2020.
Director Details
The names of the directors in office at any time during, or since the end of, the year are:
Mr Andrew Woskett
Managing Director
Dr Roger Higgins
Non-Executive Chairman
Mr George McKenzie
Non-Executive Director
Dr Antonio Belperio
Executive Director to 28 November 2019,
Non-Executive Director from 29 November 2019
Directors have been in office since the start of the financial year to the date of this report unless otherwise stated.
Review of Operations
Corporate
New and existing shareholders supported a two-tranche placement in the second half of 2019 raising $1.5 million for
working capital purposes. The 2020 financial year concluded with the Group holding $2.42 million in cash and term deposits
(including restricted cash of $1.5m being advanced by OZ Minerals for joint operations) plus $0.9 million of equity holdings
in ASX listed explorers. Minotaur’s share of the Great White Kaolin project is 49% as a result of Andromeda Metals’ earn-in
expenditure culminating at $3 million in March 2020. Andromeda intends, through its further $3 million expenditure, to
reach its 75% ceiling by end of 2020 and aspires to commence mining of the Great White Kaolin deposit in early 2021.
Exploration
Exploration activity centered on copper-gold prospects in Queensland.
Drilling at the Jericho prospect, in joint operation with OZ Minerals, was suspended throughout the financial year while OZ
Minerals investigated underground mining scenarios. That led to publication in July 2020 of the maiden resource estimate
and OZ Minerals’ determination that Jericho, in its present context, is unlikely to proceed as a viable development.
While OZ Minerals’ review unfolded Minotaur’s effort was directed to drill target generation in the near vicinity to Jericho
with the objective of locating a similar style and size deposit that collectively could justify a development objective. Ground
EM work in March illustrated this possibility with revelation of the ‘Big Foot’ conductive anomaly just north-east of the Eloise
mine and slightly along strike from earlier mineralisation intersections at ‘Iris’ and ‘Electra’.
A joint operation between Minotaur, OZ Minerals and Sandfire Resources (tenement holder) became effective in February
2020. The ‘Breena Plains JV’ provides regional scope for Minotaur to locate new prospects proximal to Jericho, for
assessment. OZ Minerals will fund the initial $1 million, first year, minimum expenditure obligation. Minotaur identified a
set of structural corridors, buried under surface colluvials, that potentially represent conduits for mineralised fluid flow. A
series of ground EM surveys were arranged to generate exploration targets.
All field activity was put on hold from April 2020 while the COVID-19 event prevailed, until a resumption of work became
permissible from end of July 2020 with re-opening of the Queensland border.
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Minotaur Exploration Annual Report 2020
Sunset at the Seer drill site
Research & Development
Minotaur maintains an active R&D plan, mainly through the services of specialist agencies such as CSIRO and University
of Newcastle’s research laboratories. Minotaur’s primary exercise is investigation into new industrial applications for
nanoparticles; halloysite nanoclays within the kaolin complex. Natural Nanotech Pty Ltd, a company equally owned by
Minotaur and Andromeda Metals, was incorporated to pursue technology developments and commercial opportunities.
NNT’s first project initiated on 1 July 2020.
Business strategies and prospects
Retention of active joint operations with OZ Minerals is a primary strategy for Minotaur, as OZ Minerals’ need to cement
a portfolio of pre-development assets dovetails nicely with Minotaur’s preference for high risk exploration projects to be
externally funded. This has been the case with the Eloise and Jericho joint operations, where OZL has thus far invested $20
million into Minotaur’s tenements. Ongoing investment by OZ Minerals demonstrates Minotaur’s engagement strategy.
At the same time, the Company seeks to build its own wholly owned asset base where exploration success could deliver
significant shareholder value. Purchase of the Windsor tenement package and upcoming field activity are intended to
deliver that outcome. Similarly, Minotaur has an extensive land position over the Peake and Denison Inlier, South Australia
where, on the edge of the Gawler Craton, the Company’s technical team has postulated the presence of IOCG and Broken
Hill type mineralisation. This ‘outside the box’ thinking could possibly unveil a new exploration frontier 750km north of
Adelaide.
At its core, Minotaur has steadily developed a strong skill set to apply in the search for minerals systems not tangibly
evident due to their deep, buried nature. Minotaur’s shareholders largely anticipate this approach will be productive and
continue to be supportive of the Company’s efforts.
Information in this report that relates to Exploration Results, Mineral Resources or Ore Reserves is based on information compiled by Dr
A. P. Belperio, who is a director of the Company and a Fellow of the Australasian Institute of Mining and Metallurgy. Dr A. P. Belperio
has a minimum of 5 years experience which is relevant to the style of mineralisation and type of deposit under consideration and to the
activity which he is undertaking, to qualify as a Competent Person as defined in the 2012 Edition of the “Australasian Code for Reporting of
Exploration Results, Mineral Resources and Ore Reserves”. Dr A. P. Belperio consents to the inclusion in the report of the matters based on his
information in the form and context in which it appears.
Minotaur Exploration Annual Report 2020
8
Directors’ Report
Names, qualifications, experience and special responsibilities
Dr Antonio Belperio
(BSc (Hons), PhD, FAusIMM)
Executive Director to 28 November 2019, Non-Executive Director from 29 November 2019
Dr Belperio has an Honours Degree in Geology from the University of Adelaide, a PhD from James Cook University, and
a diverse background in a wide variety of geological disciplines, including marine geology, environmental geology and
mineral exploration. He has over 35 years’ experience in university, government and the mineral exploration industry. Dr
Belperio is also a former director of Thomson Resources Ltd (ASX: TMZ; Resigned 2019), a public company listed on the ASX.
Dr Roger Higgins
(BE (Hons), MSc, PhD, FIEAust, FAusIMM)
Non-Executive Chairman
Dr Higgins has over 40 years’ experience in mine management, project development and sustainability, and is a current
director of Newcrest Mining Ltd (ASX: NCM) and Worley Ltd (ASX: WOR), and a former director of Metminco Ltd (resigned
2019) and Blackthorn Resources Ltd (resigned 2014), all public companies listed on the ASX. He is also a current director and
a former Managing Director of Ok Tedi Mining Limited in Papua New Guinea. As Chairman of Minotaur Exploration Ltd, he is
responsible for the management of the board as well as the general strategic direction of the Company.
Mr George McKenzie
(BA LLB (cum laude), FAICD, MtB (Order of Merit))
Non-Executive Director
George McKenzie is a commercial lawyer with over 25 years’ experience representing many of South Australia’s explorers
and mine developers. He was a long standing Councillor of the South Australian Chamber of Mines and Energy Inc.
(SACOME), having served as Vice-President and member of the Executive Committee of the Chamber. Mr McKenzie was
also a member of the Minerals and Energy Advisory Council which advises the Minister of Mineral Resources and Energy on
strategic issues, from inception of the Council in 2000 until 30 June 2019.
Mr Andrew Woskett
(B Eng, M Comm Law, FAusIMM)
Managing Director
Andrew Woskett has over 35 years’ project and corporate experience in the mining industry. He held senior development
responsibility roles for a variety of Australian mining landmarks in gold, copper, iron ore and coal. He has had several roles as
managing director of resource development companies culminating in his tenure as managing director of Minotaur since
early 2010. Andrew is a Fellow of the Australasian Institute of Mining and Metallurgy.
Mr Varis Lidums
(BEc, LLB, CA, MBA)
Company Secretary
Mr Lidums is a Chartered Accountant and qualified lawyer with over 25 years’ experience in the resources, energy and
accounting industries. He has held senior roles with BP, Shell and ConocoPhillips and is a current Councillor of the South
Australian Chamber of Mines and Energy Inc. (SACOME). Mr Lidums has been the Commercial Manager at Minotaur
Exploration Ltd since 1 March 2011.
Operating Results
The consolidated loss of the group after providing for income tax amounted to $3,119,741 (2019: $4,160,504).
9
Minotaur Exploration Annual Report 2020
Interests in the shares and options of the company and related bodies corporate
As at the date of this report, the interests of the directors in office in the shares and options of Minotaur Exploration Limited
were:
Antonio Belperio
Roger Higgins
George McKenzie
Andrew Woskett
Number of
ordinary shares
Number of options
over ordinary shares
2,477,036
2,864,159
1,059,100
1,040,000
3,200,000
4,000,000
3,200,000
7,800,000
Dividends paid or recommended
No dividends were paid or declared since the start of the financial year. No recommendation for payment of dividends has
been made.
Principal activities
The principal activities of the consolidated group during the financial year were:
• To secure new tenements with potential for mineralisation; and
• To evaluate results achieved through surface sampling, drilling and geophysical surveys carried out during the year.
Risk management
The Group takes a proactive approach to risk management. The Board is responsible for ensuring that risks, and also
opportunities, are identified on a timely basis and that the Group’s objectives and activities are aligned with the risks and
opportunities identified by the Board.
The Group believes that it is crucial for all Board members to be a part of this process, and as such the Board has not
established a separate risk management committee other than the Audit, Business Risk and Compliance Committee.
The Board has a number of mechanisms in place to ensure that management’s objectives and activities are aligned with the
risks identified by the Board. These include the following:
• Board approval of a strategic plan designed to meet stakeholders’ needs and manage business risk.
•
Implementation of Board approved operating plans and budgets and Board monitoring of progress against these
budgets, including the establishment and monitoring of performance indicators of both a financial and non-financial
nature.
Significant changes in the state of affairs
Impact of COVID-19
COVID-19 and regulatory controls arising from it resulted in all field activity being put on hold from April 2020, until a
resumption of work became permissible from end of July 2020 with re-opening of the Queensland border.
The initial stages of COVID-19 regulation, whilst impacting on capital raising sentiment, did not directly impact the Company
as it was not seeking to raise capital at that time.
As part of the Company’s COVID-19 response measures, all directors and staff received a 20% temporary reduction in
remuneration from 1 April 2020. Payment of Non-Executive directors’ fees for the June 2020 quarter has also been deferred
to October 2020.
As has been demonstrated, when the Company was ready to both raise capital and undertake exploration activities on its
projects in Queensland from the end of July 2020, it was able to do both with a heavily oversubscribed Share Placement
raising $4m and completing an Eloise JV drill program testing its Seer and Big Foot targets in August/September 2020.
Minotaur Exploration Annual Report 2020
10
Directors’ Report
Other than Queensland border restrictions that may prevent the Groups access to its projects situated at this location, the
Board does not consider the present level of COVID-19 restrictions will impact on it effectively carrying out its activities
going forward in the foreseeable future.
No other significant changes occurred during the year.
Environmental regulations
The Group is aware of its responsibility to impact as little as possible on the environment and, where there is any disturbance,
to rehabilitate sites. During the year the majority of work carried out was in Queensland and the Group followed procedures
and pursued objectives in line with guidelines published by the Queensland Government. These guidelines are quite
detailed and encompass the impact on owners and land users, heritage, health and safety and proper restoration practices.
The Group adheres to regulatory guidelines, and any local conditions applicable, both in South Australia and elsewhere.
The Group has not been in breach of any State or Commonwealth environmental rules or regulations during the period.
Events since the end of the reporting period
• On 20 August 2020, the Company announced it had entered into a Binding Term Sheet to acquire the “Pyramid”
tenement package, 180km south of Townsville, Queensland.
Under the terms of the acquisition, the Group will make an Option fee payment of $25,000 to the vendor for a 60 day
exclusivity period in which to complete its due diligence, in satisfaction of which the parties will enter into the proposed
Sale and Purchase Agreement (S&PA). Under the S&PA, the Group will commit to pay $150,000 cash (including the
Option fee paid) and allot $150,000 in MEP shares (based on a 5 day VWAP) in return for final transfer of titles.
Executive Team Assistant, Tori Druwitt, pegging holes at Big Foot
Senior Geologist, Andrew Burtt, photographing core at Seer
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Minotaur Exploration Annual Report 2020
On the Groups publication of a JORC Resource of at least 25,000 oz Au grading not less than 1.8g/t Au it will pay
$150,000 cash, otherwise within 24 months of Completion, the Company will allot a further $150,000 in MEP shares. A
1.5% NSR will apply to the first 50,000oz Au produced.
At the date of signing this Report, the Group is continuing its due diligence.
• On 26 August 2020, the Company announced its successful completion of a share placement raising $4,050,000 before
associated costs. The number of new shares issued as part of the placement was 81,000,000 at $0.05 per share.
• On 27 August 2020, the Group divested its entire share holding in Auroch Minerals Ltd (ASX: AOU). The total
consideration received was $1,565,696.
• On 23 September 2020, the Company announced its successful completion of a share purchase plan raising $2,113,183
before associated costs. The number of new shares issued as part of the share purchase plan was 42,263,650 at $0.05
per share.
No other matter or circumstance has arisen since 30 June 2020 that has significantly affected the Group’s operations, results
or state of affairs, or may do so in the future.
Unissued shares under option
Unissued ordinary shares of Minotaur Exploration Limited under option at the date of this report are:
Date options granted
Expiry date
Exercise price of shares
$
Number under option
Unlisted
07/09/2016
12/12/2018
29/11/2019
29/11/2019
03/03/2020
03/03/2020
06/09/2021
31/12/2021
28/11/2022
28/11/2022
28/11/2022
28/11/2022
0.1150
0.0525
0.1000
0.1200
0.1000
0.1200
2,530,000
7,500,000
11,400,000
6,800,000
5,250,000
2,750,000
36,230,000
Shares issued as a result of exercise of options
During or since the end of the financial year, the Company did not issue any ordinary shares as a result of the exercise of
options (2019: Nil).
Indemnification and insurance of directors and officers
To the extent permitted by law, the Company has indemnified (fully insured) each director and the secretary of the Company
for an annual premium of $16,194. The liabilities insured include costs and expenses that may be incurred in defending civil
or criminal proceedings (that may be brought) against the officers in their capacity as officers of the Company or a related
body, and any other payments arising from liabilities incurred by the officers in connection with such proceedings, other
than where such liabilities arise out of conduct involving a wilful breach of duty by the officers or the improper use by the
officers of their position or of information to gain advantage for themselves or someone else or to cause detriment to the
Company.
Minotaur Exploration Annual Report 2020
12
Directors’ Report
Remuneration Report - Audited
This report outlines the remuneration arrangements in place for directors and other key management personnel of Minotaur
Exploration Limited in accordance with the requirements of the Corporations Act 2001 (the Act) and its regulations. This
information has been audited as required by section 308(3C) of the Act.
Introduction
The remuneration report details the remuneration arrangements for key management personnel who are defined as those
persons having authority and responsibility for planning, directing and controlling the major activities of the Company and
the Group, directly or indirectly, including any director (whether executive or otherwise) of the Parent. These are as follows:
Dr Antonio Belperio
Executive Director to 28 November 2019,
Non-Executive Director from 29 November 2019
Dr Roger Higgins
Non-Executive Chairman
Mr Varis Lidums
Commercial Manager and Company Secretary
Mr Glen Little
Exploration and Business Development Manager
Mr George McKenzie
Non-Executive Director
Mr Andrew Woskett
Managing Director
Remuneration philosophy
Executive remuneration policies and structures
The Board is responsible for determining remuneration policies applicable to directors and senior executives of the Group.
The broad policy is to ensure that remuneration properly reflects the individual’s duties and responsibilities and that
remuneration is competitive in attracting, retaining and motivating people with appropriate skills and experience. When
determining remuneration the Board has regard to the Group’s financial performance and capacity.
How executive remuneration policies and structures are determined
Decisions about executive remuneration are guided by the following four principles:
• Fairness: provide a fair level of reward to all employees
• Outcomes: ensure correlation between reward and performance
• Alignment: as far as possible align employee and shareholder interests
• Corporate Culture: facilitate leadership standards that create a culture aligned to shareholders’ interests.
Fixed remuneration
Fixed remuneration consists of base salary, superannuation and other non-monetary benefits and is designed to reward for:
• The scope of the executive’s role;
• The executive’s skills, experience and qualifications; and
•
Individual performance.
It is set with reference to comparable roles in similar companies.
Employment contracts
The employment conditions of the Managing Director, Mr Andrew Woskett, are formalised in a consultancy agreement. Mr
Woskett commenced as a consultant to Minotaur on 1 March 2010 and his annual retainer is $355,675 per annum, exclusive
of GST. The Company may terminate the consultancy agreement without cause by providing three (3) months written
notice and paying a severance amount equal to nine (9) months’ retainer. Termination payments are generally not payable
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Minotaur Exploration Annual Report 2020
on resignation or dismissal for serious misconduct. In the instance of serious misconduct the Company can terminate the
agreement at any time.
The employment conditions of Dr Antonio Belperio changed immediately after the Company’s AGM on 28 November
2019, where he resigned as an Executive Director of the Company and was appointed as a Non-Executive Director of the
Company. A summary of his employment conditions prior to his resignation as an Executive Directors are as follows:
Executive Director
The employment conditions of Dr Antonio Belperio are formalised in a contract of employment. Dr Belperio commenced
employment on 1 January 2005 and his gross salary, inclusive of the 9.5% superannuation guarantee, is $225,500 per
annum. The Company may terminate the employment contract without cause by providing six (6) months written notice or
making payment in lieu of notice, based on the annual salary component. Termination payments are generally not payable
on resignation or dismissal for serious misconduct. In the instance of serious misconduct the Company can terminate
employment at any time.
On 28 November 2019, Dr Antonio Belperio ceased employment with the Company.
Non-Executive Director
On 29 November 2019, Dr Antonio Belperio was appointed as a Non-Executive Director of the Company and is paid an
annual retainer of $45,000 per annum. Dr Belperio is also engaged by the Company as a consultant.
The employment conditions of the Exploration and Business Development Manager, Mr Glen Little, are formalised in a
contract of employment. Mr Little commenced employment on 28 October 2014 and his gross salary, inclusive of the 9.5%
superannuation guarantee, is $201,600 per annum. Mr Little is also entitled to the lease of a motor vehicle, with the total
cost to the Company totalling $20,000 per annum. If in a particular year the cost to the Company is less than $20,000, the
difference will be paid to Mr Little as additional remuneration. The Company may terminate the employment contract
without cause by providing one (1) month written notice or making payment in lieu of notice, based on the annual salary
component. Termination payments are generally not payable on resignation or dismissal for serious misconduct. In the
instance of serious misconduct the Company can terminate employment at any time.
The employment conditions of the Commercial Manager and Company Secretary (effective 1 July 2016), Mr Varis Lidums,
are formalised in a contract of employment. Mr Lidums commenced employment on 1 March 2011 and his gross salary,
inclusive of the 9.5% superannuation guarantee, is $204,750 per annum. The Company may terminate the employment
contract without cause by providing one (1) month written notice or making payment in lieu of notice, based on the annual
salary component. Termination payments are generally not payable on resignation or dismissal for serious misconduct. In
the instance of serious misconduct the Company can terminate employment at any time.
The table below details the conditions under which non-executive directors of the Company are remunerated:
Non-Executive Directors
Dr Roger Higgins
Non-Executive Chairman
Dr Antonio Belperio
Non-Executive Director
Mr George McKenzie
Non-Executive Director
* From 29 November 2019.
Annual Retainer
$
90,000
45,000*
45,000
As part of the Company’s COVID-19 response measures, all directors and key management personal received a 20%
temporary reduction in remuneration from 1 April 2020. Payment of Non-Executive directors’ fees for the June 2020 quarter
has also been deferred to October 2020.
Minotaur Exploration Annual Report 2020
14
Directors’ Report
Key management personnel remuneration and equity holdings
The Board currently determines the nature and amount of remuneration for board members and senior executives of the
Group. The policy is to align director and executive objectives with shareholder and business objectives by providing a fixed
remuneration component and offering specific long-term incentives.
The executive directors and other executives receive a superannuation guarantee contribution when required by law, which
is currently 9.5%, and do not receive any other retirement benefits. Some individuals, however, may choose to sacrifice part
of their salary to increase payments towards superannuation.
All remuneration paid to directors and other key management personnel is expensed as incurred. Key management are
also entitled to participate in the Group’s share option scheme. Options are valued using the Black-Scholes methodology.
The board policy is to remunerate non-executive directors at market rates based on comparable companies for time,
commitment and responsibilities. The board determines payments to non-executive directors and reviews their
remuneration annually, based on market practice, duties and accountability. Independent external advice is sought when
required.
Table 1: Director remuneration for the year ended 30 June 2020 and 30 June 2019
Short Term
Employee
Benefits
Salary
Post
Employment
Share-based
payments
Totals
Performance
Based
Percentage of
Remuneration
& Fees (i)
Bonus
Superannuation
Options (ii)
$
%
Antonio Belperio
2020
2019
Roger Higgins
2020
2019
George McKenzie
2020
2019
Andrew Woskett
2020
2019
Total
2020
2019
89,685
-
205,936
10,297
14,891
20,542
52,000
-
156,576
236,775
85,500
90,000
42,750
45,000
339,259
-
-
-
-
-
355,675
17,784
-
-
-
-
-
-
65,000
150,500
-
90,000
52,000
-
126,800
-
94,750
45,000
466,059
373,459
557,194
-
696,611
28,081
14,891
20,542
295,800
867,885
-
745,234
-
-
-
-
-
-
-
-
-
-
15
Minotaur Exploration Annual Report 2020
Table 2: Remuneration of other key management personnel for the year ended 30 June 2020 and 30 June 2019
Short Term
Employee
Benefits
Post
Employment
Share-based
payments
Totals
Performance
Based
Percentage of
Remuneration
Salary
& Fees
Bonus
Superannuation
Options
$
%
177,637
-
176,921
8,904
183,285
-
183,228
8,767
360,922
-
360,149
17,671
16,876
17,785
17,412
18,240
34,288
36,025
5,350
19,250
8,500
13,090
13,850
32,340
199,863
222,860
209,197
223,325
409,060
446,185
-
-
-
-
-
-
Varis Lidums
2020
2019
Glen Little
2020
2019
Total
2020
2019
Share based payments, being options issued to directors and employees under the Company’s Employee Share Option
Plan, are recognised at fair value using the Black-Scholes pricing model.
i.
As part of the Company’s COVID-19 response measures, all directors received a 20% reduction in fees from 1 April
2020. Fees relating to Non-Executive Directors reported in the remuneration table above include an accrual for the
June 2020 quarter fees at this reduced rate. It is noted that payment of the June 2020 quarter fees have been deferred
to October 2020.
ii.
It is noted that share-based payments reported in the remuneration tables above are not cash payments and represent
the fair value of options at the date of issue using the Black-Scholes pricing model.
Senior Geophysicist, Louise L’Oste-Brown, collecting drill chip samples at Seer
Minotaur Exploration Annual Report 2020
16
Directors’ Report
Cultural heritage survey with Jangga at Windsor project
Other transactions with key management personnel
Throughout the year $57,020 (2019: $55,933) (inclusive of GST) was paid to a related entity of Dr Antonio Belperio under a
commercial lease agreement for the use of warehouse space located at Magill, South Australia.
Bonuses
No bonuses were paid during the 2020 financial year.
During the 2019 financial year a number of Minotaur’s key management personnel received a cash bonus. Bonuses are paid
at the discretion of the Board. All available bonuses to directors and other key management personnel were paid during
the year.
Share based remuneration
Options may be granted to key management personnel at the discretion of the Board under an Employee Share Option Plan.
All options refer to options over ordinary shares of the Company, which are exercisable on a one-for-one basis under the
terms of the agreements. All options expire on the earlier of their expiry date or termination of the individual’s employment.
Details of options over ordinary shares in the Company that were granted during the year as remuneration to each director
are set out below:
Number
granted Grant date
Value per
option at
grant date
$
Value of
options at
grant date
$
Number
vested
Exercise
price
$
Last
exercise
date
Directors
Antonio Belperio
2,000,000
29/11/19
Antonio Belperio
1,200,000
29/11/19
Roger Higgins
2,500,000
29/11/19
Roger Higgins
1,500,000
29/11/19
George McKenzie
2,000,000
29/11/19
George McKenzie
1,200,000
29/11/19
Andrew Woskett
4,900,000
29/11/19
Andrew Woskett
2,900,000
29/11/19
0.017
0.015
0.017
0.015
0.017
0.015
0.017
0.015
34,000
2,000,000
18,000
1,200,000
42,500
2,500,000
22,500
1,500,000
34,000
2,000,000
18,000
1,200,000
83,300
4,900,000
43,500
2,900,000
0.10
0.12
0.10
0.12
0.10
0.12
0.10
0.12
28/11/22
28/11/22
28/11/22
28/11/22
28/11/22
28/11/22
28/11/22
28/11/22
17
Minotaur Exploration Annual Report 2020
Details of options over ordinary shares in the Company that were granted during the year as remuneration to each of the
other key management personnel are set out below:
Number
granted Grant date
Value per
option at
grant date
$
Value of
options at
grant date
$
Number
vested
Exercise
price
$
Last
exercise
date
Other key management
Varis Lidums
Varis Lidums
Glen Little
Glen Little
600,000
03/03/20
350,000
03/03/20
1,000,000
03/03/20
500,000
03/03/20
0.006
0.005
0.006
0.005
3,600
1,750
600,000
350,000
6,000
1,000,000
2,500
500,000
0.10
0.12
0.10
0.12
28/11/22
28/11/22
28/11/22
28/11/22
Options held by key management personnel
The number of options to acquire shares in the Company held during the 2020 reporting period by each of the key
management personnel of the Group; including their related parties are set out below:
Balance at
beginning
of period
Granted as
remuneration
Exercised
Expired
Balance
at end
of period
Expiry
date
First
exercise
date
Directors – Unlisted options
Antonio Belperio
2,750,000
3,200,000
Roger Higgins
2,500,000
4,000,000
George McKenzie
2,000,000
3,200,000
Andrew Woskett
5,000,000
7,800,000
Other key management – Unlisted options
Varis Lidums
Varis Lidums
450,000
400,000
Varis Lidums
1,250,000
-
-
-
Varis Lidums
-
950,000
Glen Little
Glen Little
Glen Little
Glen Little
1,000,000
250,000
850,000
-
-
-
-
1,500,000
Shares held by key management personnel
-
-
-
-
-
-
-
-
-
-
-
-
(2,750,000)
3,200,000
28/11/22
29/11/19
(2,500,000)
4,000,000
28/11/22
29/11/19
(2,000,000)
3,200,000
28/11/22
29/11/19
(5,000,000)
7,800,000
28/11/22
29/11/19
(450,000)
-
21/11/19
20/11/14
-
-
-
400,000
06/09/21
07/09/16
1,250,000
31/12/21
12/12/18
950,000
28/11/22
03/03/20
(1,000,000)
-
21/11/19
20/11/14
-
-
-
250,000
06/09/21
07/09/16
850,000
31/12/21
12/12/18
1,500,000
28/11/22
03/03/20
The number of fully paid ordinary shares in the Company held during the 2020 reporting period by each of the key
management personnel of the Group; including their related parties are set out below.
Directors
Antonio Belperio
Roger Higgins
George McKenzie
Andrew Woskett
Other key management
Varis Lidums
Glen Little
Balance at
1 July 2019
On-market
acquisitions
Disposals
Balance
30 June 2020
2,477,036
1,000,000
1,059,100
205,000
-
58,956
-
1,864,159
-
835,000
-
-
-
-
-
-
-
-
2,477,036
2,864,159
1,059,100
1,040,000
-
58,956
Minotaur Exploration Annual Report 2020
18
Directors’ Report
Use of remuneration consultants
During the financial year, there were no remuneration recommendations made in relation to key management personnel
for the Company by any remuneration consultants.
Voting and comments made at the Company’s 2019 Annual General Meeting
Minotaur Exploration Ltd received more than 96% of “yes” votes on its remuneration report for the 2019 financial year by
proxy. The Company did not receive any feedback at the Annual General Meeting on its remuneration report.
End of audited remuneration report.
Directors’ meetings
The number of meetings of directors (including meetings of committees of directors) held during the year and the number
of meetings attended by each director were as follows:
Director
Antonio Belperio
Roger Higgins
George McKenzie
Andrew Woskett
Directors’ Meetings
Audit Committee
Eligible
Attended
Eligible
Attended
6
6
6
6
6
6
6
6
-
2
2
-
-
2
2
-
Proceedings on behalf of the group
No person has applied for leave of Court to bring proceedings on behalf of the Group or intervene in any proceedings
to which the Group is a party for the purpose of taking responsibility on behalf of the Group for all or any part of those
proceedings.
Senior Geologist, Andrew Burtt, discussing the planned drilling at the Seer prospect with a driller
19
Minotaur Exploration Annual Report 2020
Non-audit services
During the year, Grant Thornton Audit Pty Ltd, the Company’s auditors, performed certain other services in addition to their
statutory audit duties.
The Board has considered the non-audit services provided during the year by the auditor and is satisfied that the provision
of those non-audit services during the year is compatible with, and did not compromise, the auditor independence
requirements of the Corporations Act 2001 for the following reasons:
• all non-audit services were subject to the corporate governance procedures adopted by the Company to ensure they
do not impact upon the impartiality and objectivity of the auditor; and
•
the non-audit services do not undermine the general principles relating to auditor independence as set out in APES
110 Code of Ethics for Professional Accountants, as they did not involve reviewing or auditing the auditor’s own work,
acting in a management or decision-making capacity for the Company, acting as an advocate for the Company or
jointly sharing risks and rewards.
Details of the amounts paid to the auditors of the Company, Grant Thornton Audit Pty Ltd, and its related practices for audit
and non-audit services provided during the year are set out in Note 23 to the Financial Statements.
A copy of the Auditor’s Independence Declaration as required under s307C of the Corporations Act 2001 is included on page
21 of this financial report and forms part of this Directors’ Report.
Signed in accordance with a resolution of the directors:
Roger Higgins
Chair
Dated this 25th day of September 2020
Minotaur Exploration Annual Report 2020
20
AUDITOR’S INDEPENDENCE DECLARATION
21
Minotaur Exploration Annual Report 2020
FINANCIAL REPORT
Consolidated Statement of Profit or Loss and Other Comprehensive Income
for the year ended 30 June 2020
Revenue
Other income
Impairment of exploration and evaluation assets
Project generation costs
Employee benefits expense
Depreciation expense
Finance costs
Other expenses
Loss before income tax expense
Income tax benefit
Loss for the year
Consolidated Group
30 June 2020
$
30 June 2019
$
92,126
1,584,256
(3,050,565)
(368,970)
(835,873)
(236,631)
(36,150)
(801,545)
311,654
138,715
(2,960,520)
(194,897)
(610,228)
(126,364)
-
(914,119)
Note
4 (a)
4 (b)
4 (c)
4 (c)
4 (d)
4 (c)
14
4 (e)
(3,653,352)
(4,355,759)
5
533,611
195,255
(3,119,741)
(4,160,504)
Other comprehensive income (net of tax)
Items that will not be subsequently reclassified to profit or loss
Loss on equity instruments designated at fair value through other
comprehensive income
Total comprehensive income for the year attributable to the members
of the parent entity
Earnings per share
Basic earnings per share (cents)
Diluted earnings per share (cents)
(697,828)
(295,683)
(3,817,569)
(4,456,187)
6
6
(0.88)
(0.88)
(1.44)
(1.44)
The above statement should be read in conjunction with the accompanying notes.
Minotaur Exploration Annual Report 2020
22
FINANCIAL REPORT
Consolidated Statement of Financial Position
as at 30 June 2020
CURRENT ASSETS
Cash and cash equivalents
Trade and other receivables
Other current assets
Held-for-sale assets
TOTAL CURRENT ASSETS
NON-CURRENT ASSETS
Financial assets
Right-of-use assets
Property, plant and equipment
Exploration and evaluation assets
TOTAL NON-CURRENT ASSETS
TOTAL ASSETS
CURRENT LIABILITIES
Trade and other payables
Lease liabilities
Borrowings
Short-term provisions
TOTAL CURRENT LIABILITIES
NON-CURRENT LIABILITIES
Lease liabilities
Borrowings
Long-term provisions
TOTAL NON-CURRENT LIABILITIES
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued capital
Reserves
Accumulated losses
TOTAL EQUITY
Consolidated Group
30 June 2020
30 June 2019
Note
$
$
7
8
9
10
11
14
12
13
16
14
17
18
14
17
18
19
20
21
2,420,189
434,485
137,875
2,992,549
-
2,992,549
901,655
861,845
490,754
6,257,579
8,511,833
3,985,806
284,215
136,307
4,406,328
635,222
5,041,550
332,672
-
500,554
7,589,649
8,422,875
11,504,382
13,464,425
1,840,938
2,925,298
229,214
23,504
368,830
-
26,713
438,028
2,462,486
3,390,039
662,841
1,246,797
24,663
1,934,301
4,396,787
7,107,595
49,684,911
(200,193)
-
985,597
23,506
1,009,103
4,399,142
9,065,283
48,166,080
962,210
(42,377,123)
(40,063,007)
7,107,595
9,065,283
The above statement should be read in conjunction with the accompanying notes.
23
Minotaur Exploration Annual Report 2020
Consolidated Statement of Changes in Equity
for the year ended 30 June 2020
Issued
Capital
$
Note
Consolidated Group
Share
Option
Reserve
$
Other
Components
of Equity
(Note 20)
Accumulated
Losses
Total Equity
$
$
$
48,166,080
1,147,705
(185,495)
(40,063,007)
9,065,283
-
-
-
18
18
150,000
1,500,000
(131,169)
-
-
-
-
-
-
-
-
-
341,050
(929,234)
-
1,518,831
(588,184)
-
(3,119,741)
(3,119,741)
(697,828)
-
(697,828)
(697,828)
(3,119,741)
(3,817,569)
-
-
-
-
-
123,609
123,609
-
-
-
-
929,234
(123,609)
150,000
1,500,000
(131,169)
341,050
-
-
805,625
1,859,881
Balance at 1 July 2019
Comprehensive income
Total loss for the year
Other comprehensive income
for the year
Total comprehensive income for
the year
Transactions with owners,
in their capacity as owners,
and other transfers
Issue of shares as part
consideration for the acquisition
of the Windsor project
Issue of shares through Placement
Transaction costs on shares issued
Issue of options to directors
and employees
Transfers upon lapse of options
Transfers upon sale of
equity instruments
Balance at 30 June 2020
49,684,911
559,521
(759,714)
(42,377,123)
7,107,595
The above statement should be read in conjunction with the accompanying notes.
Minotaur Exploration Annual Report 2020
24
FINANCIAL REPORT
Consolidated Statement of Changes in Equity
for the year ended 30 June 2020 (continued)
Issued
Capital
$
Note
Consolidated Group
Share
Option
Reserve
$
Other
Components
of Equity
(Note 20)
Accumulated
Losses
Total Equity
$
$
$
44,940,370
1,032,205
110,188
(35,902,503)
10,180,260
-
-
-
18
18
275,000
3,161,234
(210,524)
-
-
-
-
-
-
-
3,225,710
115,500
115,500
-
(4,160,504)
(4,160,504)
(295,683)
-
(295,683)
(295,683)
(4,160,504)
(4,456,187)
-
-
-
-
-
-
-
-
-
-
275,000
3,161,234
(210,524)
115,500
3,341,210
Balance at 1 July 2018
Comprehensive income
Total loss for the year
Other comprehensive income
for the year
Total comprehensive income
for the year
Transactions with owners, in their
capacity as owners, and other
transfers
Issue of shares as part
consideration for the acquisition
of the Highlands project
Issue of shares through Share
Placement and Share Purchase Plan
Transaction costs on shares issued
Issue of options to employees
under the Company’s ESOP
Balance at 30 June 2019
48,166,080
1,147,705
(185,495)
(40,063,007)
9,065,283
The above statement should be read in conjunction with the accompanying notes.
25
Minotaur Exploration Annual Report 2020
Consolidated Statement of Cash Flows
for the year ended 30 June 2020
Cash flows from operating activities
Receipts from customers
Payments to suppliers and employees
Interest received
COVID-19 cash flow boost received
R&D tax incentive received
Net cash used in operating activities
Cash flows from investing activities
Payments for property, plant and equipment
Proceeds from sale of property, plant and equipment
Purchase of equity instruments
Proceeds from sale of equity instruments less costs
Proceeds from sale of tenements
Acquisition of Windsor and Highlands projects
Option, exclusivity, extension and signing fees received
Joint Operation receipts
Government grants received for exploration activities
Payment for exploration activities
Net cash used in investing activities
Cash flows from financing activities
Proceeds from issue of shares through share purchase plan and share
placement
Payment of transaction costs for issue of shares
Proceeds from Jericho project loan carry arrangement
Repayment of borrowings
Net cash provided by financing activities
Net increase in cash and cash equivalents
Cash at the beginning of the year
Cash at the end of the year
Note
Consolidated Group
30 June
2020
$
92,126
(1,676,263)
3,486
50,000
354,158
30 June
2019
$
318,225
(1,762,801)
7,144
-
315,419
7
(1,176,493)
(1,122,013)
(8,952)
4,750
-
357,033
225,000
(150,000)
225,000
1,884,433
-
(4,553,205)
(2,015,941)
1,500,000
(131,169)
284,425
(26,439)
(3,733)
-
(110,000)
-
-
(125,000)
125,000
7,604,863
116,323
(8,090,695)
(483,242)
3,161,234
(210,524)
644,131
(23,821)
1,626,817
3,571,020
1,565,617
3,985,806
2,420,189
1,965,765
2,020,041
3,985,806
7
The above statement should be read in conjunction with the accompanying notes.
Minotaur Exploration Annual Report 2020
26
FINANCIAL REPORT
Notes to the Consolidated Financial Statements
for the year ended 30 June 2020
These consolidated financial statements and notes represent those of Minotaur Exploration Ltd and Controlled Entities (the
”consolidated group” or “group”).
The separate financial statements of the parent entity, Minotaur Exploration Ltd, have not been presented within this financial
report as permitted by the Corporations Act 2001.
1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of preparation
The consolidated financial statements are general purpose financial statements that have been prepared in accordance with
Australian Accounting Standards, Australian Accounting Interpretations, other authoritative pronouncements of the Australian
Accounting Standards Board and the Corporations Act 2001. The Group is a for-profit entity for financial reporting purposes under
Australian Accounting Standards.
Minotaur Exploration Limited is the Group’s Ultimate Parent Company. Minotaur Exploration Limited is a Public Company
incorporated and domiciled in Australia. The address of its registered office is C/- O’Loughlins Lawyers, Level 2, 99 Frome Street,
Adelaide SA 5000 and its principal place of business is Level 1, 8 Beulah Road, Norwood SA 5067.
Australian Accounting Standards set out accounting policies that the Australian Accounting Standards Board has concluded would
result in financial statements containing relevant and reliable information about transactions, events and conditions. Compliance
with Australian Accounting Standards ensures that the financial statements and notes also comply with International Financial
Reporting Standards as issued by the International Accounting Standards Board (IASB). Material accounting policies adopted in
the preparation of these financial statements are presented below and have been consistently applied unless stated otherwise.
Except for cash flow information, the financial statements have been prepared on an accruals basis and are based on historical costs,
modified, where applicable, by the measurement at fair value of selected non-current assets, financial assets and financial liabilities.
The consolidated financial statements for the year ended 30 June 2020 were approved and authorised for issue by the Board of
Directors on 25 September 2020.
a) Principle of Consolidation
The consolidated financial statements incorporate the assets, liabilities and results of entities controlled by Minotaur Exploration
Ltd at the end of the reporting period. The parent entity controls a subsidiary if it is exposed, or has rights, to variable returns from
its involvement with the subsidiary and has the ability to affect those returns through its power over the subsidiary.
Where controlled entities have entered or left the Group during the year, the financial performance of those entities is included only
for the period of the year that they were controlled. A list of controlled entities is contained in Note 25 to the financial statements.
In preparing the consolidated financial statements, all inter-group balances and transactions between entities in the consolidated
group have been eliminated in full on consolidation.
Non-controlling interests, being the equity in a subsidiary not attributable, directly or indirectly, to a parent, are reported separately
within the equity section of the consolidated statement of financial position and statement of profit or loss and other comprehensive
income. The non-controlling interests in the net assets comprise their interests at the date of the original business combination and
their share of changes in equity since that date.
b) Income Tax
The income tax expense (revenue) for the year comprises current income tax expense (income) and deferred tax expense (income).
Current income tax expense charged to profit or loss is the tax payable on taxable income. Current tax liabilities (assets) are
measured at the amounts expected to be paid to (recovered from) the relevant taxation authority.
Deferred income tax expense reflects movements in deferred tax asset and deferred tax liability balances during the year as well
unused tax losses.
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Minotaur Exploration Annual Report 2020
Current and deferred income tax expense (income) is charged or credited outside profit or loss when the tax relates to items that
are recognised outside profit or loss.
Except for business combinations, no deferred income tax is recognised from the initial recognition of an asset or liability, where
there is no effect on accounting or taxable profit or loss.
Deferred tax assets and liabilities are calculated at the tax rates that are expected to apply to the period when the asset is realised
or the liability is settled and their measurement also reflects the manner in which management expects to recover or settle the
carrying amount of the related asset or liability.
Deferred tax assets relating to temporary differences and unused tax losses are recognised only to the extent that it is probable that
future taxable profit will be available against which the benefits of the deferred tax asset can be utilised.
Where temporary differences exist in relation to investments in subsidiaries, branches, associates, and joint ventures, deferred tax
assets and liabilities are not recognised where the timing of the reversal of the temporary difference can be controlled and it is not
probable that the reversal will occur in the foreseeable future.
Current tax assets and liabilities are offset where a legally enforceable right of set-off exists and it is intended that net settlement or
simultaneous realisation and settlement of the respective asset and liability will occur. Deferred tax assets and liabilities are offset
where:
a. a legally enforceable right of set-off exists; and
b.
the deferred tax assets and liabilities relate to income taxes levied by the same taxation authority on either the same taxable
entity or different taxable entities where it is intended that net settlement or simultaneous realisation and settlement of the
respective asset and liability will occur in future periods in which significant amounts of deferred tax assets or liabilities are
expected to be recovered or settled.
Tax consolidation
The parent entity and its Australian wholly-owned entities are part of a tax-consolidated group under Australian taxation law. The
head entity within the tax consolidation group for the purposes of the tax consolidation system is Minotaur Exploration Limited.
Minotaur Exploration Limited and each of its own wholly-owned subsidiaries recognise the current and deferred tax assets and
deferred tax liabilities applicable to the transactions undertaken by it, after elimination of intra-group transactions. Minotaur
Exploration Limited recognises the entire tax-consolidated group’s retained tax losses.
Research and development tax incentive
To the extent that research and development costs are eligible activities under the “Research and development tax incentive”
programme, a 43.5% refundable tax offset is available for companies with annual turnover of less than $20 million. The Group
recognises refundable tax offsets based on management’s best estimate as an income tax benefit, in profit or loss, resulting from
the monetisation of available tax losses that otherwise would have been carried forward.
c) Property, Plant and Equipment
Each class of property, plant and equipment is carried at cost as indicated less, where applicable, any accumulated depreciation
and impairment losses.
Land and buildings
Buildings are measured on the cost basis and therefore carried at cost less accumulated depreciation for buildings and any
accumulated impairment. In the event the carrying amount of buildings is greater than the estimated recoverable amount, the
carrying amount is written down immediately to the estimated recoverable amount and impairment losses are recognised either
in profit or loss or as a revaluation decrease if the impairment losses relate to a revalued asset. A formal assessment of recoverable
amount is made when impairment indicators are present.
Minotaur Exploration Annual Report 2020
28
FINANCIAL REPORT
Notes to the Consolidated Financial Statements
for the year ended 30 June 2020
1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Plant and equipment
Plant and equipment are measured on the cost basis and therefore carried at cost less accumulated depreciation and any
accumulated impairment. In the event the carrying amount of plant and equipment is greater than the estimated recoverable
amount, the carrying amount is written down immediately to the estimated recoverable amount and impairment losses
are recognised either in profit or loss or as a revaluation decrease if the impairment losses relate to a revalued asset. A formal
assessment of recoverable amount is made when impairment indicators are present.
The carrying amount of property, plant and equipment is reviewed annually by directors to ensure it is not in excess of the
recoverable amount from these assets. The recoverable amount is assessed on the basis of the expected net cash flows that will
be received from the asset’s employment and subsequent disposal. The expected net cash flows have been discounted to their
present values in determining recoverable amounts.
The cost of fixed assets constructed within the consolidated group includes the cost of materials, direct labour, borrowing costs
and an appropriate proportion of fixed and variable overheads. Subsequent costs are included in the asset’s carrying amount or
recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item
will flow to the Group and the cost of the item can be measured reliably. All other repairs and maintenance are charged to the
statement of profit or loss and other comprehensive income during the financial period in which they are incurred.
Depreciation
The depreciable amount of all fixed assets including buildings and capitalised lease assets, but excluding freehold land, is
depreciated on a straight-line and diminishing value basis over the asset’s useful life to the consolidated group commencing from
the time the asset is held ready for use. Leasehold improvements are depreciated over the shorter of either the unexpired period
of the lease or the estimated useful lives of the improvements.
The useful life for each class of depreciable assets are:
Class of Fixed Asset
Leasehold improvements
Buildings
Plant and equipment
Motor vehicles
Useful Life
3 – 7 years
20 years
2 – 20 years
6 – 10 years
The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at the end of each reporting period. An asset’s
carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated
recoverable amount.
Gains and losses on disposals are determined by comparing proceeds with the carrying amount. These gains and losses are
included in the statement of profit or loss and other comprehensive income.
d) Exploration and Development Expenditure
Exploration, evaluation and development expenditures incurred are capitalised in respect of each identifiable area of interest.
These costs are only capitalised to the extent that they are expected to be recovered through the successful development of
the area or where activities in the area have not yet reached a stage that permits reasonable assessment of the existence of
economically recoverable reserves.
Accumulated costs in relation to an abandoned area are written off in full against profit in the year in which the decision to
abandon the area is made.
When production commences, the accumulated costs for the relevant area of interest are amortised over the life of the area
according to the rate of depletion of the economically recoverable reserves.
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Minotaur Exploration Annual Report 2020
A regular review is undertaken of each area of interest to determine the appropriateness of continuing to capitalise costs in
relation to that area of interest.
Costs of site restoration are provided over the life of the project from when exploration commences and are included in the costs
of that stage. Site restoration costs include the dismantling and removal of mining plant, equipment and building structures,
waste removal, and rehabilitation of the site in accordance with local laws and regulations and clauses of the permits. Such costs
have been determined using estimates of future costs, current legal requirements and technology on an undiscounted basis.
Any changes in the estimates for the costs are accounted on a prospective basis. In determining the costs of site restoration,
there is uncertainty regarding the nature and extent of the restoration due to community expectations and future legislation.
Accordingly the costs have been determined on the basis that the restoration will be completed within one year of abandoning
the site.
e) Leases
As explained in Note 1(u) below, the Group has changed its accounting policy for leases where the Group is the lessee. The new
policy is described in Note 14, and the impact of the change in Note 1(u).
Until 30 June 2019
Leases of fixed assets where substantially all the risks and benefits incidental to the ownership of the asset, but not the legal
ownership, that is transferred to entities in the consolidated group, are classified as finance leases.
Finance leases are capitalised by recognising an asset and a liability at the lower of the amounts equal to the fair value of the leased
property or the present value of the minimum lease payments, including any guaranteed residual values. Lease payments are
allocated between the reduction of the lease liability and the lease interest expense for the period.
Leased assets are depreciated on a diminishing value basis over the shorter of their estimated useful lives or the lease term.
Lease payments for operating leases, where substantially all the risks and benefits remain with the lessor, are recognised as
expenses in the periods in which they are incurred.
Set out below are the new accounting policies of the Group upon adoption of AASB 16, which have been applied from the date of
initial application. It should be noted that on implementation of the new standard there was no financial impact.
f) Financial instruments
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument
of another entity.
i. Financial assets
Initial recognition and measurement
Financial assets are classified, at initial recognition, as subsequently measured at amortised cost, fair value through other
comprehensive income (OCI), and fair value through profit or loss.
The classification of financial assets at initial recognition depends on the financial asset’s contractual cash flow characteristics
and the Group’s business model for managing them. With the exception of trade receivables that do not contain a significant
financing component or for which the Group has applied the practical expedient, the Group initially measures a financial asset
at its fair value plus, in the case of a financial asset not at fair value through profit or loss, transaction costs. Trade receivables that
do not contain a significant financing component or for which the Group has applied the practical expedient are measured at the
transaction price determined under AASB 15.
In order for a financial asset to be initially classified and measured at amortised cost or fair value through OCI, it needs to give rise
to cash flows that are ‘solely payments of principal and interest (SPPI)’ on the principal amount outstanding. This assessment is
referred to as the SPPI test and is performed at an instrument level.
The Group’s business model for managing financial assets refers to how it manages its financial assets in order to generate cash
flows. The business model determines whether cash flows will result from collecting contractual cash flows, selling the financial
assets, or both.
Minotaur Exploration Annual Report 2020
30
FINANCIAL REPORT
Notes to the Consolidated Financial Statements
for the year ended 30 June 2020
1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Purchases or sales of financial assets that require delivery of assets within a time frame established by regulation or convention in
the market place (regular way trades) are recognised on the trade date, i.e., the date that the Group commits to purchase or sell
the asset.
Subsequent measurement
For purposes of subsequent measurement, financial assets are classified in four categories:
•
•
•
•
Financial assets at amortised cost (debt instruments)
Financial assets at fair value through OCI with recycling of cumulative gains and losses (debt instruments)
Financial assets designated at fair value through OCI with no recycling of cumulative gains and losses upon derecognition
(equity instruments)
Financial assets at fair value through profit or loss
Financial assets at amortised cost (debt instruments)
The Group measures financial assets at amortised cost if both of the following conditions are met:
•
•
The financial asset is held within a business model with the objective to hold financial assets in order to collect contractual
cash flows; and
The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal
and interest on the principal amount outstanding.
Financial assets at amortised cost are subsequently measured using the effective interest (EIR) method and are subject to
impairment. Gains and losses are recognised in profit or loss when the asset is derecognised, modified or impaired.
The Group’s financial assets at amortised cost includes trade receivables and a joint operation loan receivable.
Financial assets designated at fair value through OCI (equity instruments)
Upon initial recognition, the Group can elect to classify irrevocably its equity investments as equity instruments designated at fair
value through OCI when they meet the definition of equity under AASB 132 Financial Instruments: Presentation and are not held for
trading. The classification is determined on an instrument-by-instrument basis.
Gains and losses on these financial assets are never recycled to profit or loss. Dividends are recognised as other income in the
statement of profit or loss when the right of payment has been established, except when the Group benefits from such proceeds
as a recovery of part of the cost of the financial asset, in which case, such gains are recorded in OCI. Equity instruments designated
at fair value through OCI are not subject to impairment assessment.
The Group elected to classify irrevocably its listed equity investments under this category.
Derecognition
A financial asset (or, where applicable, a part of a financial asset or part of a group of similar financial assets) is primarily derecognised
(i.e., removed from the Group’s consolidated statement of financial position) when:
•
•
The rights to receive cash flows from the asset have expired; or
The Group has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received
cash flows in full without material delay to a third party under a ‘pass-through’ arrangement; and either (a) the Group
has transferred substantially all the risks and rewards of the asset, or (b) the Group has neither transferred nor retained
substantially all the risks and rewards of the asset, but has transferred control of the asset.
When the Group has transferred its rights to receive cash flows from an asset or has entered into a pass-through arrangement, it
evaluates if, and to what extent, it has retained the risks and rewards of ownership. When it has neither transferred nor retained
substantially all of the risks and rewards of the asset, nor transferred control of the asset, the Group continues to recognise the
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Minotaur Exploration Annual Report 2020
transferred asset to the extent of its continuing involvement. In that case, the Group also recognises an associated liability. The
transferred asset and the associated liability are measured on a basis that reflects the rights and obligations that the Group has
retained.
Continuing involvement that takes the form of a guarantee over the transferred asset is measured at the lower of the original carrying
amount of the asset and the maximum amount of consideration that the Group could be required to repay.
Impairment of financial assets
The Group recognises an allowance for expected credit losses (ECLs) for all debt instruments not held at fair value through profit or
loss. ECLs are based on the difference between the contractual cash flows due in accordance with the contract and all the cash flows
that the Group expects to receive, discounted at an approximation of the original effective interest rate. The expected cash flows will
include cash flows from the sale of collateral held or other credit enhancements that are integral to the contractual terms.
ECLs are recognised in two stages. For credit exposures for which there has not been a significant increase in credit risk since initial
recognition, ECLs are provided for credit losses that result from default events that are possible within the next 12-months (a
12-month ECL). For those credit exposures for which there has been a significant increase in credit risk since initial recognition, a loss
allowance is required for credit losses expected over the remaining life of the exposure, irrespective of the timing of the default (a
lifetime ECL).
For trade receivables and contract assets, the Group applies a simplified approach in calculating ECLs. Therefore, the Group does not
track changes in credit risk, but instead recognises a loss allowance based on lifetime ECLs at each reporting date.
The Group considers a financial asset in default when contractual payments are 90 days past due. However, in certain cases, the
Group may also consider a financial asset to be in default when internal or external information indicates that the Group is unlikely
to receive the outstanding contractual amounts in full before taking into account any credit enhancements held by the Group. A
financial asset is written off when there is no reasonable expectation of recovering the contractual cash flows.
ii. Financial liabilities
Initial recognition and measurement
Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss, loans and borrowings,
payables, or as derivatives designated as hedging instruments in an effective hedge, as appropriate.
All financial liabilities are recognised initially at fair value and, in the case of loans and borrowings and payables, net of directly
attributable transaction costs.
The Group’s financial liabilities include trade and other payables, loans and borrowings including bank overdrafts, and derivative
financial instruments.
Subsequent measurement
The measurement of financial liabilities depends on their classification, as described below:
Loans and borrowings
After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortised cost using the EIR method.
Gains and losses are recognised in profit or loss when the liabilities are derecognised as well as through the EIR amortisation process.
Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part
of the EIR. The EIR amortisation is included as finance costs in the statement of profit or loss.
This category generally applies to interest-bearing loans and borrowings.
Derecognition
A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. When an existing
financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are
substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition
of a new liability. The difference in the respective carrying amounts is recognised in the statement of profit or loss.
Minotaur Exploration Annual Report 2020
32
FINANCIAL REPORT
Notes to the Consolidated Financial Statements
for the year ended 30 June 2020
1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
g) Investments in associates, joint ventures and joint operations
Associates are those entities over which the Group is able to exert significant influence but which are not subsidiaries.
A joint venture is an arrangement that the Group controls jointly with one or more other investors, and over which the Group
has rights to a share of the arrangement’s net assets rather than direct rights to underlying assets and obligations for underlying
liabilities. A joint arrangement in which the Group has direct rights to underlying assets and obligations for underlying liabilities is
classified as a joint operation.
Investments in associates and joint ventures are accounted for using the equity method. Interests in joint operations are accounted
for by recognising the Group’s assets (including its share of any assets held jointly), its liabilities (including its share of any liabilities
incurred jointly), its revenue from the sale of its share of the output arising from the joint operation, its share of the revenue from the
sale of the output by the joint operation and its expenses (including its share of any expenses incurred jointly).
Any goodwill or fair value adjustment attributable to the Group’s share in the associate or joint venture is not recognised separately
and is included in the amount recognised as investment.
The carrying amount of the investment in associates and joint ventures is increased or decreased to recognise the Group’s share of the
profit or loss and other comprehensive income of the associate and joint venture, adjusted where necessary to ensure consistency
with the accounting policies of the Group.
Unrealised gains and losses on transactions between the Group and its associates and joint ventures are eliminated to the extent
of the Group’s interest in those entities. Where unrealised losses are eliminated, the underlying asset is also tested for impairment.
h) Business combinations
The Group applies the acquisition method in accounting for business combinations. The consideration transferred by the Group to
obtain control of a subsidiary is calculated as the sum of the acquisition-date fair values of assets transferred, liabilities incurred and
the equity interests issued by the Group, which includes the fair value of any asset or liability arising from a contingent consideration
arrangement. Acquisition costs are expensed as incurred.
The Group recognises identifiable assets acquired and liabilities assumed in a business combination regardless of whether they have
been previously recognised in the acquiree’s financial statements prior to the acquisition. Assets acquired and liabilities assumed are
generally measured at their acquisition-date fair values.
Goodwill is stated after separate recognition of identifiable intangible assets. It is calculated as the excess of the sum of (a) fair value
of consideration transferred, (b) the recognised amount of any non-controlling interest in the acquiree, and (c) acquisition-date fair
value of any existing equity interest in the acquiree, over the acquisition-date fair values of identifiable net assets.
i. Non-current assets held for sale and discontinued operations
The Group classifies non-current assets and disposal groups as held for sale if their carrying amounts will be recovered principally
through a sale transaction rather than through continuing use. Non-current assets and disposal groups classified as held for sale
are measured at the lower of their carrying amount and fair value less costs to sell. Costs to sell are the incremental costs directly
attributable to the disposal of an asset (disposal group), excluding finance costs and income tax expense.
The criteria for held for sale classification is regarded as met only when the sale is highly probable and the asset or disposal group
is available for immediate sale in its present condition. Actions required to complete the sale should indicate that it is unlikely that
significant changes to the sale will be made or that the decision to sell will be withdrawn. Management must be committed to the
plan to sell the asset and the sale expected to be completed within one year from the date of the classification.
Property, plant and equipment and intangible assets are not depreciated or amortised once classified as held for sale.
Assets and liabilities classified as held for sale are presented separately as current items in the statement of financial position.
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Minotaur Exploration Annual Report 2020
j) Foreign currency transactions and balances
Functional and presentation currency
The functional currency of each of the Group’s entities is measured using the currency of the primary economic environment in
which that entity operates. The consolidated financial statements are presented in Australian dollars which is the parent entity’s
functional and presentation currency.
Transactions and balances
Foreign currency transactions are translated into functional currency using the exchange rates prevailing at the date of the transaction.
Foreign currency monetary items are translated at the year end exchange rate. Non-monetary items measured at historical cost
continue to be carried at the exchange rate at the date of the transaction. Non-monetary items measured at fair value are reported
at the exchange rate at the date when fair values were determined.
Exchange differences arising on the translation of monetary items are recognised in profit or loss, except where deferred in equity as
a qualifying cash flow or net investment hedge.
Exchange differences arising on the translation of non-monetary items are recognised directly in other comprehensive income to
the extent that the underlying gain or loss is recognised in other comprehensive income; otherwise the exchange difference is
recognised in profit or loss.
k) Employee benefits
Short-term employee benefits
Short-term employee benefits are benefits, other than termination benefits, that are expected to be settled wholly within twelve (12)
months after the end of the period in which the employees render the related service. Short-term employee benefits are measured
at the undiscounted amounts expected to be paid when the liabilities are settled.
Other long-term employee benefits
The Group’s liabilities for long service leave are included in other long-term benefits as they are not expected to be settled wholly
within twelve (12) months after the end of the period in which the employees render the related service. They are measured at the
present value of the expected future payments to be made to employees. The expected future payments incorporate anticipated
future wage and salary levels, experience of employee departures and periods of service, and are discounted at rates determined
by reference to market yields at the end of the reporting period on high quality corporate bonds that have maturity dates that
approximate the timing of the estimated future cash outflows. Any re-measurements arising from experience adjustments and
changes in assumptions are recognised in profit or loss in the periods in which the changes occur.
The Group presents employee benefit obligations as current liabilities in the statement of financial position if the Group does not
have an unconditional right to defer settlement for at least twelve (12) months after the reporting period, irrespective of when the
actual settlement is expected to take place.
Equity-settled compensation
The Group operates an employee share option plan. Share-based payments to employees are measured at the fair value of the
instruments issued and amortised over the vesting periods. Share-based payments to non-employees are measured at the fair value
of goods or services received or the fair value of the equity instruments issued, if it is determined the fair value of the goods or
services cannot be reliably measured, and are recorded at the date the goods or services are received.
The corresponding amount is recorded to the option reserve. The fair value of options is determined using the Black-Scholes pricing
model. The number of options expected to vest is reviewed and adjusted at the end of each reporting period such that the amount
recognised for services received as consideration for the equity instruments granted is based on the number of equity instruments
that eventually vest.
Minotaur Exploration Annual Report 2020
34
FINANCIAL REPORT
Notes to the Consolidated Financial Statements
for the year ended 30 June 2020
1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
l) Provisions
Provisions are recognised when the Group has a legal or constructive obligation, as a result of past events, for which it is probable
that an outflow of economic benefits will result and that outflow can be reliably measured.
Provisions are measured using the best estimate of the amounts required to settle the obligation at the end of the reporting period.
m) Cash and cash equivalents
Cash and cash equivalents include cash on hand, deposits available on demand with banks, other short-term highly liquid investments
with original maturities of 6 months or less, and bank overdrafts.
Bank overdrafts are reported within short-term borrowings in current liabilities in the statement of financial position.
n) Revenue and Other Income
The Group generates revenues from management fees charged to joint operation partners for the management of exploration
activities. This revenue is recognised over time as the management services are provided.
Rental income from operating leases is recognised on a straight-line basis over the lease term.
Interest income is reported on an accruals basis using the effective interest method.
All revenue is stated net of the amount of goods and services tax (GST).
o) Trade and other payables
Trade and other payables represent the liabilities for goods and services received by the entity that remain unpaid at the end of the
reporting period. The balance is recognised as a current liability with the amounts normally paid within 30-90 days of recognition of
the liability.
p) Borrowing costs
Borrowing costs directly attributable to the acquisition, construction or production of assets that necessarily take a substantial period
of time to prepare for their intended use or sale are added to the cost of those assets, until such time as the assets are substantially
ready for their intended use or sale.
All other borrowing costs are recognised in profit or loss in the period in which they are incurred.
q) Goods and Services Tax (GST)
Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST incurred is not recoverable
from the Australian Taxation Office (ATO).
Receivables and payables are stated inclusive of the amount of GST receivable or payable. The net amount of GST recoverable from,
or payable to, the ATO is included with other receivables or payables in the statement of financial position.
Cash flows are presented on a gross basis. The GST components of cash flows arising from investing or financing activities which are
recoverable from, or payable to, the ATO are presented as operating cash flows included in receipts from customers or payments to
suppliers.
r) Government grants
Government grants are recognised at fair value where there is reasonable assurance that the grant will be received and all grant
conditions will be met. Grants relating to expense items are recognised as income over the periods necessary to match the grant
to the costs they are compensating. Grants relating to capitalised exploration and evaluation expenditure are credited against the
35
Minotaur Exploration Annual Report 2020
exploration and evaluation assets to which they relate in order to match the grants received with the expenditure the grants are
intended to compensate.
s) Comparative figures
When required by Accounting Standards, comparative figures have been adjusted to conform to changes in presentation for the
current financial year.
t) Going concern
The Group’s financial statements are prepared on the going concern basis which assumes continuity of normal business activities
and the realisation of assets and settlement of liabilities and commitments in the normal course of business.
During the year ended 30 June 2020 the group recognised a loss of $3,111,741, had net cash outflows from operating and investing
activities of $3,192,434, and had accumulated losses of $42,377,123 as at 30 June 2020. The continuation of the group as a going
concern is dependent upon its ability to generate sufficient net cash inflows from operating and financing activities and manage the
level of exploration and other expenditure within available cash resources. The Directors consider that the going concern basis of
accounting is appropriate, as the company has the following options:
•
•
•
•
The ability to issue share capital under the Corporations Act 2001, by a share purchase plan, share placement or rights issue;
The option of farming out all or part of its assets;
The option of selling interests in the Group’s assets; and
The option of relinquishing or disposing of rights and interests in certain assets.
In the event that the group is unsuccessful in implementing one or more of the funding options listed above, such circumstances
would indicate that a material uncertainty exists that may cast significant doubt as to whether the group will continue as a going
concern and therefore whether it will realise its assets and discharge its liabilities in the normal course of business and at the amounts
stated in the financial report.
This financial report does 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 Company not continue as a going concern.
u) Critical Accounting Estimates and Judgements
The directors evaluate estimates and judgments incorporated into the financial statements based on historical knowledge and best
available current information. Estimates assume a reasonable expectation of future events and are based on current trends and
economic data, obtained both externally and within the Group.
Key estimates
i. Impairment
The Group assesses impairment at the end of each reporting period by evaluating conditions and events specific to the Group that
may be indicative of impairment triggers. Recoverable amounts of relevant assets are reassessed using fair value less cost of disposal
calculations which incorporate various key assumptions.
ii. Exploration and evaluation expenditure
The Group capitalises expenditure relating to exploration and evaluation where it is considered likely to be recoverable or where the
activities have not reached a stage that permits a reasonable assessment of the existence of reserves. While there are certain areas
of interest from which no reserves have been extracted, the directors are of the continued belief that such expenditure should not
be written off since feasibility studies in such areas have not yet concluded. Such capitalised expenditure is carried at the end of the
year at $6,257,579 (2019: $7,589,650).
iii. Research and development incentive
The Group currently recognises Research and Development incentives on an accrual basis of costs incurred during the financial year.
Management complete a detailed estimate of the expected claim relating to the financial year based on current projects lodged with
AusIndustry.
Minotaur Exploration Annual Report 2020
36
FINANCIAL REPORT
Notes to the Consolidated Financial Statements
for the year ended 30 June 2020
1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
v) Changes in accounting policies
New and amended standards adopted by the Group
A number of new and revised standards became effective for the first time to annual periods beginning on or after 1 July 2019.
Information on the more significant standards is presented below.
AASB 16 Leases
AASB 16 was issued in January 2016 and it replaces AASB 117 Leases, AASB Interpretation 4 Determining whether an Arrangement
contains a Lease, AASB Interpretation-115 Operating Leases-Incentives and AASB Interpretation 127 Evaluating the Substance of
Transactions Involving the Legal Form of a Lease. AASB 16 sets out the principles for the recognition, measurement, presentation and
disclosure of leases and requires lessees to account for all leases under a single on-balance sheet model similar to the accounting for
finance leases under AASB 117.
The standard includes two recognition exemptions for lessees – leases of ’low-value’ assets (e.g., personal computers) and short-term
leases (i.e., leases with a lease term of 12 months or less). At the commencement date of a lease, a lessee will recognise a liability
to make lease payments (i.e., the lease liability) and an asset representing the right to use the underlying asset during the lease
term (i.e., the right-of-use asset). Lessees will be required to separately recognise the interest expense on the lease liability and the
depreciation expense on the right-of-use asset.
Lessees will be also required to remeasure the lease liability upon the occurrence of certain events (e.g., a change in the lease term,
a change in future lease payments resulting from a change in an index or rate used to determine those payments). The lessee will
generally recognise the amount of the remeasurement of the lease liability as an adjustment to the right-of-use asset.
Lessor accounting under AASB 16 is substantially unchanged from today’s accounting under AASB 117. Lessors will continue to
classify all leases using the same classification principle as in AASB 117 and distinguish between two types of leases: operating and
finance leases.
Transition to AASB 16
The Group adopted AASB 16 using the modified retrospective method of adoption with the date of initial application of 1 July 2019.
Under this method, the standard is applied retrospectively with the cumulative effect of initially applying the standard recognised at
the date of initial application. The Group elected to use the transition practical expedient allowing the standard to be applied only
to contracts that were previously identified as leases applying AASB 17 and AASB Interpretation 4 at the date of initial application.
The Group also elected to use the recognition exemptions for lease contracts that, at the commencement date, have a lease term of
12 months or less and do not contain a purchase option (‘short-term leases’), and lease contracts for which the underlying asset is of
low value (‘low-value assets’).
The effect of adopting AASB 16 as at 1 July 2019 (increase/(decrease)) is, as follows:
Operating lease commitments disclosed as at 30 June 2019
Add: new premises lease liabilities recognised as at 30 June 2019
(Less): short-term and low-value leases not recognised as a liability
Lease liability recognised as at 1 July 2019
Of which are:
Current lease liabilities
Non-current lease liabilities
2019
$
8,802
1,077,306
(8,802)
1,077,306
222,000
855,306
1,077,306
37
Minotaur Exploration Annual Report 2020
The associated right-of use assets for property leases were measured at the amount equal to the lease liability, adjusted by the
amount of any prepaid or accrued lease payments relating to that lease recognised in the balance sheet as at 30 June 2019.
The Group recognised right-of-use assets and lease liabilities for those leases previously classified as operating leases, except for
short-term leases and leases of low-value assets. The right-of-use assets for most leases were recognised based on the carrying
amount as if the standard had always been applied, apart from the use of incremental borrowing rate at the date of initial application.
In some leases, the right-of-use assets were recognised based on the amount equal to the lease liabilities, adjusted for any related
prepaid and accrued lease payments previously recognised. Lease liabilities were recognised based on the present value of the
remaining lease payments, discounted using the incremental borrowing rate at the date of initial application.
The Group also applied the available practical expedients wherein it:
• Used a single discount rate to a portfolio of leases with reasonably similar characteristics
•
•
•
Relied on its assessment of whether leases are onerous immediately before the date of initial application
Applied the short-term leases exemptions to leases with a lease term that ends within 12 months at the date of initial
application
Excluded the initial direct costs from the measurement of the right-of-use asset at the date of initial application
• Used hindsight in determining the lease term where the contract contains options to extend or terminate the lease
Summary of new accounting policies
Set out at Note 14 are the new accounting policies of the Group upon adoption of AASB 16, which have been applied from the date
of initial application.
w) Standards, amendments and interpretations to existing standards that are not yet effective and have not been adopted
early by the group
There are no new standards, amendments or interpretations that are issued and not yet effective which will have a material impact
on the Group in future years. None have been adopted early by the Group.
2 PARENT INFORMATION
Assets
Current assets
Non-current assets
Liabilities
Current liabilities
Non-current liabilities
Equity
Issued capital
Reserves – Share option
Accumulated losses
Financial performance
Loss for the year
Other comprehensive income
30 June
2020
$
3,605,535
7,699,411
30 June
2019
$
4,108,163
7,676,811
11,304,946
11,784,974
2,925,890
1,271,461
4,197,351
49,684,911
559,521
1,710,588
1,009,103
2,719,691
48,166,080
1,147,705
(43,136,837)
(40,248,502)
7,107,595
9,065,283
(3,817,569)
(4,456,187)
-
-
(3,817,569)
(4,456,187)
Minotaur Exploration Annual Report 2020
38
FINANCIAL REPORT
Notes to the Consolidated Financial Statements
for the year ended 30 June 2020
2 PARENT INFORMATION
Guarantees
Minotaur Exploration Limited has not entered into any guarantees, in the current or previous financial year, in relation to the debts
of its subsidiaries.
Contingent Liabilities
Contingent liabilities of the parent entity have been incorporated into the Group information in Note 25. The contingent liabilities of
the parent are consistent with that of the Group.
Contractual Commitments
Contractual Commitments of the parent entity have been incorporated into the Group information in Note 22. The contractual
commitments of the parent are consistent with that of the Group.
3 OPERATING SEGMENTS
The Board has considered the requirements of AASB 8 Operating Segments and the internal reports that are reviewed by the chief
operating decision maker (the Managing Director) in allocating resources and have concluded, due to the Group being solely
focused on exploration activity, at this time that there are no separately identifiable segments. As such there is one segment being
the consolidated group.
4 REVENUE AND EXPENSES
a) Revenue
Administration fees
Rent received
Timing of revenue recognition
Goods transferred at a point in time
Services transferred over time
Total revenue
b) Other income
Option, exclusivity, signing and extension fees received
Net gain on disposal of exploration assets
Bank interest received or receivable
COVID-19 cash flow boost received or receivable
Other income
39
Minotaur Exploration Annual Report 2020
Consolidated Group
30 June
2020
$
80,366
11,760
92,126
92,125
-
92,125
225,000
1,240,708
3,486
100,000
15,062
30 June
2019
$
292,086
19,568
311,654
311,654
-
311,654
125,000
-
7,144
-
6,571
1,584,256
138,715
c) Expenses
Impairment of non-current assets
Impairment of exploration and evaluation assets
Total impairment of non-current assets
Project generation costs
Project generation costs
Total project generation costs
Depreciation of non-current assets
Right-of-use assets
Buildings
Leasehold improvements
Plant and equipment
Motor vehicles
Total depreciation of non-current assets
d) Employee benefits expense
3,050,565
3,050,565
2,960,520
2,960,520
368,970
368,970
215,461
7,937
-
10,518
2,715
236,631
194,897
194,897
-
7,937
90,138
24,670
3,619
126,364
Wages, salaries, directors’ fees and other remuneration expenses
1,709,802
2,418,210
Superannuation expense
Transfer from annual leave provision
Transfer from long service leave provision
Share options expense
Transfer to exploration assets
e) Other expenses
Professional and consultancy
Employee taxes and levies
Occupancy costs
Insurance costs
ASX/ASIC costs
Share register maintenance
Communication costs
Promotion and seminars
Other expenses
119,292
(25,053)
(42,988)
341,051
(1,266,231)
835,873
213,232
61,735
47,225
48,636
46,615
44,176
7,340
23,501
309,085
801,545
171,227
(67,194)
(73,223)
115,500
(1,954,292)
610,228
227,982
104,556
265,221
48,232
40,235
22,340
7,328
47,951
150,274
914,119
Minotaur Exploration Annual Report 2020
40
FINANCIAL REPORT
Notes to the Consolidated Financial Statements
for the year ended 30 June 2020
5 INCOME TAX BENEFIT
The major components of income tax benefit are:
Statement of comprehensive income
Current income tax
Current income tax charge
Research and development tax incentive
Income tax benefit reported in the income statement
Consolidated Group
30 June
2020
$
30 June
2019
$
-
(533,611)
(533,611)
-
(195,255)
(195,255)
A reconciliation between tax expense and the product of accounting loss before income tax multiplied by the Group’s applicable
income tax rate is as follows:
Accounting loss before income tax
Consolidated Group
30 June
2020
$
30 June
2019
$
(3,653,352)
(4,355,759)
At the Group’s statutory income tax rate of 27.5% (2019: 27.5%)
(1,004,672)
(1,197,834)
Expenditure not allowable for income tax purposes
Revenue non-assessable for tax purposes
Research and development tax incentive
Tax losses not recognised due to not meeting recognition criteria
95,404
(27,500)
(533,611)
936,768
(533,611)
32,053
-
(195,255)
1,165,781
(195,255)
The Group has tax losses arising in Australia of $87,961,446 (2019: $87,865,423) that are available indefinitely for offset against future
taxable profits generated by the Group. In addition the Group has $8,049,531 (2019: $7,925,923) capital losses available. These losses
include $72,537,535 tax losses and $2,323,426 capital losses transferred by members to the tax consolidated group. The utilisation of
these losses will be restricted to their available fraction.
Tax consolidation
Minotaur Exploration Ltd and its 100% owned Australian resident subsidiaries have formed a tax consolidated group with effect from
5 February 2005. Breakaway Resources Ltd and its subsidiaries were included in the tax consolidated group upon their acquisition
on 5 December 2013. On 29 August 2019, Altia Resources Pty Ltd left the tax consolidated group following the Group’s divestment
in its shares in this subsidiary. On 20 May 2020, Scotia Nickel Pty Ltd also left the tax consolidated group upon its deregistration as a
company. Minotaur Gold Solutions Pty Ltd joined the income tax consolidated group on 31 March 2017 and subsequently left the
tax consolidated group on 29 August 2019, following the Group’s divestment in its shares in this subsidiary. Minotaur Exploration Ltd
is the head entity of the tax consolidated group.
6 EARNINGS PER SHARE
Basic earnings per share amounts are calculated by dividing net profit for the year attributable to ordinary equity holders of the
parent by the weighted average number of ordinary shares outstanding during the year.
41
Minotaur Exploration Annual Report 2020
Diluted earnings per share amounts are calculated by dividing the net profit attributable to ordinary equity holders of the parent by
the weighted average number of ordinary shares outstanding during the year plus the weighted average number of ordinary shares
that would be issued on the conversion of all the dilutive potential ordinary shares into ordinary shares.
The following reflects the income and share data used in the basic and diluted earnings per share computations:
Net loss attributable to ordinary equity holders of the parent
Weighted average number of ordinary shares for basic earnings per share
Effect of dilution
Consolidated Group
30 June
2020
($3,119,741)
352,667,042
30 June
2019
($4,160,504)
288,306,568
In accordance with AASB 133 ’Earnings per Share’, as potential ordinary shares may only result in a situation where their conversion
results in an increase in loss per share or decrease in profit per share from continuing operations, no dilutive effect has been taking
into account for 2020.
As no dilutive effect has been taken into account for 2020, 36,230,000 potential ordinary shares have not been included in the
calculation.
7 CASH AND CASH EQUIVALENTS
Cash and cash equivalents
Cash at bank and on hand
Short-term deposits
Consolidated Group
30 June
2020
$
2,182,089
238,100
2,420,189
30 June
2019
$
3,747,706
238,100
3,985,806
Cash at bank earns interest at floating rates based on daily deposit rates.
Short-term deposits are made for varying periods between one month and six months, depending on the immediate cash
requirements of the Group, and earn interest at the respective short-term deposit rate.
Restricted cash
The cash and cash equivalents disclosed above and in the statement of cash flows include $1,500,530. These funds have been
received in advance for joint operation related exploration expenditure and are therefore not available for general use by the Group.
In addition, included in short-term deposits is $238,100 relating to deposits to secure tenements and rental tenancy and as such is
restricted for this use.
Reconciliation to Statement of Cash Flows
For the purpose of the Statement of Cash Flows, cash and cash equivalents comprise the following at 30 June:
Cash at bank and on hand
Short-term deposits
Consolidated Group
30 June
2020
$
2,182,089
238,100
2,420,189
30 June
2019
$
3,747,706
238,100
3,985,806
Minotaur Exploration Annual Report 2020
42
FINANCIAL REPORT
Notes to the Consolidated Financial Statements
for the year ended 30 June 2020
7 CASH AND CASH EQUIVALENTS
Reconciliation of net loss after tax to net cash flows from operations
Net loss
Adjustments for non-cash items:
Depreciation – Property, plant and equipment
Depreciation – Right-of-use assets
Impairment of non-current assets and project generation costs
Net gain on disposal of property, plant and equipment, equity investments and
tenements
Share options expensed
Changes in assets and liabilities:
(Increase)/decrease in trade and other receivables
Decrease/(increase) in accrued R&D tax incentive
Decrease in prepayments
Decrease in trade and other payables
(Decrease)/increase in employee provisions
Net cash used in operating activities
8 TRADE AND OTHER RECEIVABLES
Trade receivables
Accrued R&D tax incentive
Trade receivables are non-interest bearing and are generally on 30-90 day terms.
Information regarding the credit risk of current receivables is set out in Note 27.
Consolidated Group
30 June
2020
$
30 June
2019
$
(3,119,741)
(4,160,504)
21,170
215,461
3,419,535
(1,480,770)
341,051
15,201
(179,453)
6,341
(347,244)
(68,042)
126,364
-
3,155,417
-
115,500
(199,154)
120,164
1,382
(140,765)
(140,417)
(1,176,491)
(1,122,013)
2,506
431,979
434,485
31,689
252,526
284,215
43
Minotaur Exploration Annual Report 2020
9 OTHER CURRENT ASSETS
Prepayments
COVID cash flow boost receivable
Net GST and PAYG receivable
Other
10 HELD-FOR-SALE ASSETS
Opening balance
Transfers from exploration assets (i)
Less: Disposal of subsidiaries (see note 23)
Less: Sale of tenements (ii)
Consolidated Group
30 June
2020
$
40,813
50,000
-
47,062
137,875
635,222
-
(616,306)
(18,916)
30 June
2019
$
47,154
-
66,334
22,819
136,307
-
635,222
-
-
-
635,222
i.
On 28 May 2019 the Group publicly announced it had entered into a binding conditional Term Sheet to sell its Scotia and
Leinster Nickel assets in Western Australia to ASX listed Auroch Minerals Limited (ASX: AOU). The sale transfers Minotaur
Exploration Ltd’s ownership of Minotaur Gold Solutions Pty Ltd and Altia Resources Pty Ltd, both wholly-owned subsidiaries,
which collectively own the tenements E36/899, E36/936, M29/245 and M29/246. The sale was expected to be completed
within a year from the reporting date. As at 30 June 2019, Minotaur Gold Solutions Pty Ltd and Altia Resources Pty Ltd were
classified as a disposal group held-for-sale.
In addition, on 20 September 2018, the Group entered into a Tenement Sale Agreement for the sale of E37/909. The sale
was expected to be completed within a year from the reporting date. Accordingly the carrying value of this tenement was
disclosed as assets held-for-sale as at 30 June 2019.
Proceeds from the sale of tenements listed above are in excess of the carrying value. No impairment expense was recognised
upon reclassification of the assets to held-for-sale.
ii. On 16 September 2019, the Group successfully completed the sale of E37/909.
iii. On 29 August 2019, the successfully completed the sale of Minotaur Gold Solutions Pty Ltd and Altia Resources Pty Ltd. Refer
to Note 23.
11 FINANCIAL ASSETS
Equity instruments at fair value through OCI – shares in listed companies
Opening balance
Equity consideration for the sale of Altia Resources Pty Ltd
and Minotaur Gold Solutions Pty Ltd
Revaluations to fair value
Disposal of shares in listed companies
Acquisition of shares in listed companies
Consolidated Group
30 June
2020
$
332,672
1,650,000
(697,828)
(383,189)
-
901,655
30 June
2019
$
518,355
-
(295,683)
-
110,000
332,672
Minotaur Exploration Annual Report 2020
44
FINANCIAL REPORT
Notes to the Consolidated Financial Statements
for the year ended 30 June 2020
12 PROPERTY, PLANT AND EQUIPMENT
30 June 2020
Cost
Opening balance
Additions
Disposals
Accumulated depreciation
Opening balance
Depreciation for the year
Disposals
Land and
buildings
Leasehold
improvements
Plant and
equipment
Kaolin
Pilot Plant
Motor
Vehicles
Total
508,723
611,218
-
-
-
-
377,018
16,072
(18,697)
283,765
187,253
1,967,977
-
-
-
16,072
(1,700)
(20,397)
508,723
611,218
374,393
283,765
185,553
1,963,652
39,685
7,937
-
47,622
611,218
-
-
356,360
10,518
(13,995)
283,765
176,395
1,467,423
-
-
2,715
(1,700)
21,170
(15,695)
611,218
352,883
283,765
177,410
1,472,898
Net book value
461,101
-
21,510
-
8,143
490,754
Property is measured at historical cost less accumulated depreciation. Land and buildings with a net book value of $461,101 (2019:
$469,038) is offered as security against a mortgage of $341,740.
30 June 2019
Cost
Opening balance
Additions
Disposals
Accumulated depreciation
Opening balance
Depreciation for the year
Disposals
Land and
buildings
Leasehold
improvements
Plant and
equipment
Kaolin
Pilot Plant
Motor
Vehicles
Total
508,723
611,218
373,285
283,765
187,253
1,964,244
-
-
-
-
3,733
-
-
-
-
-
3,733
-
508,723
611,218
377,018
283,765
187,253
1,967,977
31,748
7,937
-
39,685
521,080
90,138
-
331,690
24,670
-
283,765
172,776
1,341,059
-
-
3,619
126,364
-
-
611,218
356,360
283,765
176,395
1,467,423
Net book value
469,038
-
20,658
-
10,858
500,554
45
Minotaur Exploration Annual Report 2020
13 EXPLORATION AND EVALUATION ASSETS
Consolidated Group
Exploration, evaluation and development costs carried forward
in respect of mining areas of interest
Exploration and evaluation phase – Joint Operations
Exploration and evaluation phase – Other
Capitalised tenement expenditure movement reconciliation - Consolidated Group:
30 June
2020
$
5,482,615
774,964
6,257,579
30 June 2020
Balance at beginning of year
Additions through expenditure capitalised
Additions through acquisition of Windsor project
Reductions through joint operation contributions
Write-off of tenements relinquished
Balance at end of year
30 June 2019
Balance at beginning of year
Additions through expenditure capitalised
Additions through acquisition of Highlands project
Reductions through joint operation contributions
Reductions through government grants received
Exploration
Joint
Operations
$
Exploration
Other
$
7,256,212
1,923,878
-
(1,605,977)
(2,091,498)
5,482,615
7,483,688
8,488,116
-
(7,320,831)
(116,323)
333,437
1,100,594
300,000
-
(959,067)
774,964
1,177,310
1,073,431
400,000
-
-
30 June
2019
$
7,256,212
333,437
7,589,649
Total
$
7,589,649
3,024,472
300,000
(1,605,977)
(3,050,565)
6,257,579
8,660,998
9,561,547
400,000
(7,320,831)
(116,323)
Write-off of tenements relinquished
(1,487,045)
(1,473,475)
(2,960,520)
Transfers to Held-for-sale assets
Transfers between categories
Balance at end of year
-
208,607
7,256,212
(635,222)
(208,607)
333,437
(635,222)
-
7,589,649
The impairment expense of $3,050,565 (2019: $2,960,520) arose from a review of the Group’s capitalised costs and the relevant
tenements to which the costs related.
The ultimate recoupment of costs carried forward for exploration and evaluation phases is dependent on the successful development
and commercial exploitation or sale of the respective mining areas.
Joint operations
A joint operation is a joint arrangement whereby the parties that joint control of the arrangement have rights to the assets and
obligations for the liabilities, relating to the arrangement. The Group has recognised its share of jointly held assets, liabilities, revenues
and expenses of joint operations. These have been incorporated in the financial statements under the appropriate classifications.
Minotaur Exploration Annual Report 2020
46
FINANCIAL REPORT
Notes to the Consolidated Financial Statements
for the year ended 30 June 2020
13 EXPLORATION AND EVALUATION ASSETS
Set out below are details of the Group’s joint operations and their respective ownership conditions:
Eloise project
The Eloise project is a joint operation between OZ Minerals Ltd (ASX: OZL) owning 70% and the Group owning 30%. OZ Minerals has
committed to contribute a further $3 million towards exploration activity over a 24 month period, with its 70% interest remaining
static.
Jericho project
The Jericho project is a joint operation between OZ Minerals Ltd (ASX: OZL) and the Group. From 1 April 2019 OZ Minerals Ltd’s
ownership of the project was set at 80% (with the Group owning 20%) from which time all activity is sole funded by OZ Minerals Ltd.
The Groups 20% contribution to the joint operation is treated as a non-recourse loan advanced by OZ Minerals Ltd and repayable
only from positive cash flow from commercial production at Jericho.
Cloncurry Alliance
On 14 May 2019, the Company announced it had entered into a Cloncurry Regional Alliance (the “Alliance”) with OZ Minerals Ltd. The
Alliance was established on a 70% OZ Minerals Ltd and 30% Minotaur Group ownership structure. To initiate the Alliance OZ Minerals
Ltd committed to fund the Group’s prospect research and project generation activity in the region to $1 million over 2 years.
Breena Plains project
As a results of the Cloncurry Alliance mentioned above, a joint operation between the Alliance (being OZ Minerals Ltd and the
Group) and Sandfire Resources Ltd (ASX: SFR) was established for the Breena Plains project. The project requires OZ Minerals Ltd, on
behalf of the Alliance, to invest $1m in exploration in the first year. Thereafter the Alliance may earn a 51% interest in the project by
sole funding a further $3 million through the next 2 year period. The Alliance may then earn an additional 24% interest for a further
expenditure of $4m over the subsequent 2 years. Thus, to attain its maximum interest of 75% over 5 years the Alliance must invest
$8 million.
Great White project
The Great White project is a joint operation between Andromeda Metals Ltd (ASX: ADN) owning 51% and the Group owning 49%.
Through sole contribution of a further $3m by March 2023 Andromeda Metals Ltd may earn its maximum interest of 75%.
47
Minotaur Exploration Annual Report 2020
14 NON-FINANCIAL ASSETS AND LIABILITIES
This note provides information about the Group’s non-financial assets and liabilities, including specific information about the Groups
Right-of-use assets and Lease liabilities and the accounting policies applied by the Group.
During the year the Group renewed its lease for its principal place of business. The lease entered into expires on 9 July 2024 and
includes an escalation clause linked to CPI.
Set out below, are the carrying amounts of the Group’s right-of-use assets and lease liabilities and the movements during the period:
As at 1 July 2019
Additions
Depreciation expense
Interest expense (included in finance costs)
Payments
As at 30 June 2020
Current
Non-current
Right of use assets -
Leases
$
Lease liabilities
$
-
1,077,306
(215,461)
-
-
861,845
-
861,845
861,845
-
1,077,306
-
36,150
(221,401)
892,055
229,214
662,841
892,055
Set out below are the new accounting policies of the Group upon adoption of AASB 16, which have been applied from the date of
initial application:
Right-of-use assets
The Group recognises right-of-use assets at the commencement date of the lease (i.e., the date the underlying asset is available
for use). 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. Unless the Group
is reasonably certain to obtain ownership of the leased asset at the end of the lease term, the recognised right-of-use assets are
depreciated on a straight-line basis over the shorter of its estimated useful life and the lease term. Right-of-use assets are subject to
impairment.
Lease liabilities
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 lease payments also include the exercise price of a purchase option reasonably certain to be exercised by the
Group and payments of penalties for terminating a lease, if the lease term reflects the Group exercising the option to terminate. The
variable lease payments that do not depend on an index or a rate are recognised as 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.
Minotaur Exploration Annual Report 2020
48
FINANCIAL REPORT
Notes to the Consolidated Financial Statements
for the year ended 30 June 2020
15 SHARE BASED PAYMENTS
Employee share option plan
The Company has established the Minotaur Exploration Ltd Employee Share Option Plan and a summary of the Rules of the Plan are
set out below:
All employees (full and part time) will be eligible to participate in the Plan after a qualifying period of 12 months employment by a
member of the Group, although the board may waive this requirement.
Options are granted under the Plan at the discretion of the board and if permitted by the board, maybe issued to an employee’s
nominee.
Each option is to subscribe for one fully paid ordinary share in the Company and will expire 5 years from its date of issue. An option
is exercisable at any time from its date of issue. Options will be issued free. The exercise price of options will be determined by the
board, subject to a minimum price equal to the market value of the Company’s shares at the time the board resolves to offer those
options. The total number of shares the subject of options issued under the Plan, when aggregated with issues during the previous 5
years pursuant to the Plan and any other employee share plan, must not exceed 5% of the Company’s issued share capital.
If, prior to the expiry date of options, a person ceases to be an employee of a Group company for any reason other than retirement
at age 60 or more (or such earlier age as the board permits), permanent disability, redundancy or death, the options held by that
person (or that person’s nominee) automatically lapse on the first to occur of a) the expiry of the period of 1 month from the date
of such occurrence, and b) the expiry date. If a person dies, the options held by that person will be exercisable by that person’s legal
personal representative.
Options cannot be transferred other than to the legal personal representative of a deceased option holder.
The Company will not apply for official quotation of any options. Shares issued as a result of the exercise of options will rank equally
with the Company’s previously issued shares.
Option holders may only participate in new issues of securities by first exercising their options.
The board may amend the Plan Rules subject to the requirements of the Listing Rules. The expense recognised in the Statement of
profit or loss and other comprehensive income in relation to share-based payments is disclosed in Note 4 (d).
The following table illustrates the number and weighted average exercise prices (WAEP) and movements in share options under the
Company’s Employee Share Option Plan issued during the year:
Outstanding at the beginning of the year
Granted during the year
Forfeited during the year
Expired during the year
Outstanding at the end of the year
2020
Number
15,135,000
26,200,000
-
(5,105,000)
36,230,000
2020
WAEP
$0.11
$0.08
-
$0.06
$0.10
2019
Number
7,635,000
7,500,000
-
-
2019
WAEP
$0.17
$0.03
-
-
15,135,000
$0.11
Exercisable at the end of the year
36,230,000
$0.10
15,135,000
$0.11
49
Minotaur Exploration Annual Report 2020
The outstanding balance as at 30 June 2020 is represented by:
•
•
•
•
A total of 2,530,000 options exercisable at any time until 6 September 2021 with an exercise
price of $0.115.
A total of 7,500,000 options exercisable at any time until 31 December 2021 with an exercise
price of $0.0525.
A total of 16,650,000 options exercisable at any time until 28 November 2022 with an exercise
price of $0.10.
A total of 9,550,000 options exercisable at any time until 28 November 2022 with an exercise
price of $0.12.
The weighted average remaining contractual life for the share options outstanding as at 30 June 2020 is 2.14 years (2019: 1.74 years).
The range of exercise prices for options outstanding at the end of the year was $0.0525 - $0.12 (2019: $0.0525 - $0.19).
Share options issued to directors
During the period unlisted share options were issued to directors of the Company under the following terms and conditions:
Unlisted Options issued to
directors of the Company
Unlisted Options issued to
directors of the Company
16 TRADE AND OTHER PAYABLES
Trade payables (i)
Joint operation funding received in advance (ii)
Net GST and PAYG payable
Accrued expenses
Other payables (iii)
Number of
Options Issued
11,400,000
6,800,000
Exercise Price
Expiry Date
$0.10
$0.12
28/11/2022
28/11/2022
Consolidated Group
30 June
2020
$
114,699
1,500,530
356
66,894
158,459
30 June
2019
$
1,346,538
1,036,087
-
479,657
63,016
1,840,938
2,925,298
i.
ii.
Trade payables are non-interest bearing and are normally settled on 30-day terms.
These funds have been received in advance for joint operation related exploration expenditure and have therefore been
recognised as restricted cash not available for general use by the Group.
iii. Other payables are non-interest bearing and are normally settled within 30-90 days.
Information regarding the credit risk of current payables is set out in Note 27.
Minotaur Exploration Annual Report 2020
50
FINANCIAL REPORT
Notes to the Consolidated Financial Statements
for the year ended 30 June 2020
17 BORROWINGS
Current
Bank borrowings (i)
Non-current
Bank borrowings (i)
Jericho project loan carry arrangement (ii)
Consolidated Group
30 June
2020
$
23,504
23,504
318,237
928,560
1,246,797
30 June
2019
$
26,713
26,713
341,466
644,131
985,597
i.
ii.
Bank borrowings reflect a secured interest and principal loan that is fully offset by unrestricted cash. There are no annual
renewal or review terms.
In the Company’s ASX Release dated 14 May 2019, the Company announced it had entered into a ‘loan carry’ arrangement
with OZ Minerals Ltd through to commercial production from the Jericho copper deposit. In return, OZ Minerals’ beneficial
ownership of the Jericho JV increased from 70% to 80% (Minotaur 20%), effective 1 April 2019. From that date, loan amounts
advanced by OZ Minerals to the Company will be non-recourse and repayable out of positive cash flow from production at
Jericho.
18 PROVISIONS
Current
Annual leave provision
Long service leave provision
Non-current
Long service leave provision
19 ISSUED CAPITALS
Consolidated Group
30 June
2020
$
70,724
298,106
368,830
24,663
24,663
30 June
2019
$
95,777
342,251
438,028
23,506
23,506
370,085,045 fully paid ordinary shares (2019: 334,396,917)
49,684,911
48,166,080
51
Minotaur Exploration Annual Report 2020
2020
2019
Number
$
Number
$
Balance at beginning of financial year
334,396,917
48,166,080
252,488,374
44,940,370
Issue of shares as part consideration for the acquisition
of the Highlands project
Issue of shares as part consideration for the acquisition
of the Windsor project
Issue of shares through Placement
Transaction costs on shares issued
Balance at end of financial year
-
-
5,152,883
275,000
5,688,128
150,000
-
30,000,000
1,500,000
76,755,660
N/A
(131,169)
N/A
-
3,161,234
(210,524)
370,085,045
49,684,911
334,396,917
48,166,080
Fully paid ordinary shares carry one vote per share and carry the right to dividends (in the event such a dividend was declared).
20 RESERVES
Reserves
Share option reserve (a)
FVOCI reserve (b)
a) Share option reserve
Balance at beginning of financial year
Issue of options to employees and officers under employee share option
plan
Issue of options to directors of the Company
Transfer to retained earnings upon lapse of options
Balance at end of financial year
Consolidated Group
30 June
2020
$
559,521
(759,714)
(200,193)
30 June
2019
$
1,147,705
(185,495)
962,210
1,147,705
1,032,205
45,250
115,500
295,800
(929,234)
559,521
-
-
1,147,705
The share option reserve comprises the fair value of options issued to employees under the Company’s Employee Share Option Plan
and to directors of the Company.
During the period unlisted share options were issued to employees under the Company’s Employee Share Option Plan and to
directors of the Company. The unlisted share options were issued under the following terms and conditions:
Unlisted options issued to employees of the Company
Unlisted options issued to employees of the Company
Unlisted options issued to directors of the Company
Unlisted options issued to directors of the Company
Number of
Options Issued
5,250,000
2,750,000
11,400,000
6,800,000
Exercise Price
Expiry Date
$0.10
$0.12
$0.10
$0.12
28/11/2022
28/11/2022
28/11/2022
28/11/2022
All options listed above issued during the period are exercisable at the date the options are issued.
Minotaur Exploration Annual Report 2020
52
FINANCIAL REPORT
Notes to the Consolidated Financial Statements
for the year ended 30 June 2020
20 RESERVES
Share-based payments to employees issued under the Company’s Employee Share Option Plan and to directors of the Company are
measured at the fair value of the instruments issued and amortised over the vesting periods or expensed immediately if these vest
on grant date.
Share-based payments to non-employees are measured at the fair value of goods or services received or the fair value of the equity
instruments issued, if it is determined the fair value of the goods or services cannot be reliably measured, and are recorded at the
date the goods or services are received.
The corresponding amount is recorded to the share option reserve. The fair value of options is determined using the Black-Scholes
pricing model. The valuation inputs used in determining the fair value at grant date were as follows:
Options issued to employees
of the Company
Options issued to directors
of the Company
at $0.10
at $0.12
at $0.10
at $0.12
Share price at grant date:
Expected volatility:
Risk free rate:
Fair value at grant date:
$0.032
79.12%
0.45%
$0.006
$0.032
79.12%
0.45%
$0.005
$0.045
79.94%
0.63%
$0.017
b) FVOCI reserve
(previously Available-for-sale revaluation reserve)
Balance at beginning of financial year
Reclassification of financial instruments under AASB 9
Transfer to accumulated losses upon disposal of listed shares
Net revaluation (decrement)/increment
Balance at end of financial year
Consolidated Group
30 June
2020
$
(185,495)
-
123,609
(697,828)
(759,714)
$0.045
79.94%
0.63%
$0.015
30 June
2019
$
-
110,188
-
(295,683)
(185,495)
The FVOCI reserve comprises the cumulative net change in the fair value of shares held in listed companies.
21 ACCUMULATED LOSSES
Balance at beginning of financial year
Net loss attributable to members of the parent entity
Transfer from FVOCI reserve upon disposal of listed shares
Transfer from share option reserve – lapsed options
Consolidated Group
30 June
2020
$
30 June
2019
$
(40,063,007)
(35,902,503)
(3,119,741)
(4,160,504)
(123,609)
929,234
-
-
Balance at end of financial year
(42,377,123)
(40,063,007)
53
Minotaur Exploration Annual Report 2020
22 COMMITMENTS FOR EXPENDITURE
Operating leases
Not longer than 1 year
Longer than 1 year and not longer than 5 years
Consolidated Group
30 June
2020
$
-
-
-
30 June
2019
$
8,802
-
8,802
The Group leases office space under a non-cancellable lease expiring within four years. The lease has an escalation clause linked to
CPI and renewal rights. On renewal, the terms of the lease are renegotiated. From 1 July 2019, the Group has recognised a right-of-
use asset for this lease. See Note 1(v) and Note 14 for further information.
Exploration licences
In order to maintain current rights of tenure to exploration tenements the Group will be required to outlay in the year ending 30 June
2021 amounts of approximately $3.1m in respect of exploration licence rentals and related items and to meet minimum expenditure
requirements. It is expected that of the minimum expenditure requirement, $1.35m will be funded by the Group and $1.75m will be
funded by JV partners.
It is noted that of the Groups net expenditure of $1.35m, $0.67m is not currently required to be met due to the Queensland
Government announcing funding relief as part of their COVID-19 response package. The net obligation to the Group is expected to
be fulfilled in the normal course of operations.
23 DISPOSAL OF SUBSIDIARIES
As referred to in Note 10 to the financial statements, on 29 August 2019 the Group successfully completed the sale of 100% of its
shares in Minotaur Gold Solutions Pty Ltd and Altia Resources Pty Ltd.
Details of the disposal are as follows:
Carrying amounts of net assets
over which control was lost
Assets
Held-for-sale assets
Minotaur Gold
Solutions Pty Ltd
$
Altia Resources
Pty Ltd
$
549,531
549,531
65,845
65,845
Total
$
615,376
615,376
Liabilities
-
-
-
Net assets derecognised
549,531
65,845
615,376
Consideration received:
Fair value of equity received in
Auroch Minerals Ltd (ASX: AOU)
1,473,450
176,550
1,650,000
Minotaur Exploration Annual Report 2020
54
FINANCIAL REPORT
Notes to the Consolidated Financial Statements
for the year ended 30 June 2020
23 DISPOSAL OF SUBSIDIARIES
Fair value of shares in Auroch Minerals Ltd (ASX: AOU) allotted to the Group:
Number of shares
Closing share price on date of allotment
Date of allotment
24 AUDITOR’S REMUNERATION
Audit or review of the financial report
Taxation compliance
Total auditor’s remuneration
18,333,333
$0.09
29/08/2019
Consolidated Group
30 June
2020
$
50,333
14,700
65,033
30 June
2019
$
46,295
17,650
63,945
25 CONTINGENT LIABILITIES AND CONTINGENT ASSETS
At the date of signing this report, the Group is not aware of any Contingent Asset or Liability that should be disclosed in accordance
with AASB 137. It is however noted that the Company has established various bank guarantees in place with a number of State
Governments in Australia, totalling $218,500 at 30 June 2020 (2019: $218,500). These guarantees are designed to act as collateral
over the tenements which Minotaur explores on and can be used by the relevant Government authorities in the event that Minotaur
does not sufficiently rehabilitate the land it explores on. It is noted that the bank guarantees have, as at the date of signing this report,
never been utilised by any State Government.
55
Minotaur Exploration Annual Report 2020
26 CONTROLLED ENTITIES
Name of entity
Parent entity
Minotaur Exploration Limited
Subsidiaries
Minotaur Operations Pty Ltd
Minotaur Resources Investments Pty Ltd
Minotaur Industrial Minerals Pty Ltd
Great Southern Kaolin Pty Ltd
Breakaway Resources Pty Ltd
Scotia Nickel Pty Ltd (i)
Altia Resources Pty Ltd (ii)
Levuka Resources Pty Ltd
BMV Properties Pty Ltd
Minotaur Gold Solutions Pty Ltd (ii)
Natural Nanotech Pty Ltd
Ownership interest
Country of
incorporation
2020
%
2019
%
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
100
100
100
100
100
-
-
100
100
-
100
100
100
100
100
100
100
100
100
100
100
100
i.
On 20 May 2020, Scotia Nickel Pty Ltd was deregistered as a Company.
ii. On 29 August 2019, the Group divested its shares in these subsidiaries. See Note 23 for further details.
27 FINANCIAL ASSETS AND LIABILITIES
Note 1(f ) provides a description of each category of financial assets and financial liabilities and the related accounting policies. The
carrying amounts of financial assets and financial liabilities in each category are as follows:
30 June 2020
Financial assets
Cash and cash equivalents
Trade and other receivables
Equity instruments
Equity
instruments at
FV through OCI
$
(Carried at
fair value)
Cash
$
Loans and
Receivables
$
(Carried at amortised cost)
Total
$
-
-
901,655
901,655
2,420,189
-
2,420,189
-
-
434,485
-
434,485
901,655
2,420,189
434,485
3,756,329
Note
7
8
11,29
Financial liabilities
Note
Trade and other payables
Current borrowings
Non-current borrowings
16
17,27(a)
17,27(a)
Payables
Borrowings
$
$
(Carried at amortised cost)
Total
$
1,840,938
-
1,840,938
-
-
23,504
23,504
1,246,797
1,246,797
1,840,938
3,111,239
Minotaur Exploration Annual Report 2020
56
FINANCIAL REPORT
Notes to the Consolidated Financial Statements
for the year ended 30 June 2020
27 FINANCIAL ASSETS AND LIABILITIES
30 June 2019
Financial assets
Cash and cash equivalents
Trade and other receivables
Equity instruments
Equity
instruments
at FV
through OCI
$
(Carried at
fair value)
-
-
332,672
332,672
Note
7
8
11,29
Financial liabilities
Note
Trade and other payables
Current borrowings
Non-current borrowings
16
17,27(a)
17,27(a)
Cash
$
Loans and
Receivables
$
(Carried at amortised cost)
Total
$
3,985,806
-
3,985,806
-
-
284,215
-
284,215
332,672
3,985,806
284,215
4,602,693
Payables
$
Borrowings
$
(Carried at amortised cost)
Total
$
2,940,298
-
2,940,298
-
-
26,713
985,597
26,713
985,597
2,940,298
1,012,310
3,952,608
A description of the Group’s financial instrument risks, including risk management objectives and policies is given in Note 27.
The methods used to measure financial assets and liabilities reported at fair value are described in Note 28.
27(a) Borrowings
Borrowings include the financial liabilities:
Financial liabilities
Carried at amortised cost
Borrowings
All borrowings are denominated in AUD.
There are no covenants on the borrowings.
Borrowings at amortised cost
Current
Non-Current
2020
2019
2020
2019
23,503
23,503
26,713
26,713
1,246,797
1,246,797
985,597
985,597
Bank borrowings are secured by land and buildings owned by the Group (see Note 12). Current interest rates are variable and
average 4.52% (2019: 4.58%). The carrying amount of bank borrowings is considered to be a reasonable approximation of the fair
value.
57
Minotaur Exploration Annual Report 2020
Other financial instruments
The carrying amount of the following financial assets and liabilities is considered to be a reasonable approximation of the fair value:
•
•
•
Trade and other receivables;
Cash and cash equivalents; and
Trade and other payables
28 FINANCIAL RISK MANAGEMENT
Capital risk management
The Group manages its capital to ensure that entities in the Group will be able to continue as a going concern while maximising the
return to stakeholders. The capital structure of the Group consists of cash and cash equivalents and equity attributable to equity
holders of the parent, comprising issued capital, reserves and accumulated losses as disclosed in Notes 18, 19, 20 respectively.
Proceeds from share issues are used to maintain and expand the Group’s exploration activities and fund operating costs.
Credit risk
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Group. The
Group has adopted a policy of only dealing with creditworthy counterparties as a means of mitigating the risk of financial loss from
activities.
The Group does not have any significant credit risk exposure to any single counterparty or any Group of counterparties having similar
characteristics. The credit risk on liquid funds is limited because the counterparties are banks with high credit-ratings assigned by
international credit-rating agencies.
The carrying amount of financial assets recorded in the financial statements, net of any allowances for losses, represents the Group’s
maximum exposure to credit risk.
Interest rate risk
The tables listed below detail the Group’s interest bearing assets, consisting solely of cash on hand and on short term deposit (with
all maturities less than one year in duration).
Consolidated
2020
Variable interest rate
2019
Variable interest rate
Weighted average
effective interest rate
%
0.11
0.24
Less than 1 year
$
$2,420,189
$3,985,806
At the reporting date, if interest rates had been 50 basis points higher or lower and all other variables were held constant, the Group’s
net loss would increase or decrease by $16,015 which is mainly attributable to the Group’s exposure to interest rates on its variable
bank deposits.
Liquidity risk management
Ultimate responsibility for liquidity risk management rests with the Board, which has built an appropriate liquidity risk management
framework for the management of the Group’s short, medium and long-term funding and liquidity management requirements. The
Group manages liquidity risk by maintaining adequate reserves.
Minotaur Exploration Annual Report 2020
58
FINANCIAL REPORT
Notes to the Consolidated Financial Statements
for the year ended 30 June 2020
28 FINANCIAL RISK MANAGEMENT
Liquidity and interest risk tables
The following table details the Company’s and the Group’s remaining contractual maturity for its non-derivative financial liabilities.
The table has been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which the
Group can be required to pay. The table includes both interest and principal cash flows.
Consolidated
2020
Interest bearing
Non-interest bearing
2019
Interest bearing
Non-interest bearing
Weighted
average effective
interest rate
%
4.52
-
4.58
-
Longer than 1 year
and not longer
than
5 years
$
94,012
-
106,852
-
Less than
1 year
$
23,503
1,840,938
26,713
2,940,298
Longer than
5 year
$
224,225
-
234,614
-
Equity instrument risk management
Ultimate responsibility for the Group’s investments in equity instruments rests with the Board. The Board actively manages its
investments by reviewing the market value of the Group’s portfolio at each board meeting and making appropriate investment
decisions.
29 FAIR VALUE MEASUREMENT
Financial assets and financial liabilities measured at fair value in the statement of financial position are grouped into three Levels of
a fair value hierarchy. The three Levels are defined based on the observability of significant inputs to the measurement, as follows:
•
•
•
level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities
level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly
or indirectly
level 3: unobservable inputs for the asset or liability
59
Minotaur Exploration Annual Report 2020
The following table shows the Levels within the hierarchy of financial assets and liabilities measured at fair value on a recurring basis
at 30 June 2020 and 30 June 2019:
30 June 2020
Financial assets at fair value
Equity instruments designated at FVOCI
Equity instruments
30 June 2019
Financial assets at fair value
Equity instruments designated at FVOCI
Equity instruments
Level 1
$
Level 2
$
Level 3
$
Total
$
901,655
901,655
332,672
332,672
-
-
-
-
-
-
-
-
901,655
901,655
332,672
332,672
There were no transfers between Level 1 and Level 2 in 2020 or 2019.
Included within Level 1 of the hierarchy are listed investments. The fair values of these financial assets have been based on the closing
quoted bid prices at the end of the reporting period, excluding transaction costs.
30 RELATED PARTY DISCLOSURE AND KEY MANAGEMENT PERSONNEL REMUNERATION
Transactions with key management personnel
The following individuals are classified as key management personnel in accordance with AASB 124 ‘Related Party Disclosures’:
Directors
Dr Antonio Belperio
Executive Director to 28 November 2019
Non-Executive Director from 29 November 2019
Dr Roger Higgins
Non-Executive Chairman
Mr George McKenzie
Non-Executive Director
Mr Andrew Woskett
Managing Director
Other key management personnel
Mr Varis Lidums
Mr Glen Little
Commercial Manager and Company Secretary
Exploration and Business Development Manager
Key management personnel remuneration includes the following expenses:
Salaries including bonuses
Total short term employee benefits
Superannuation
Total post-employment benefits
Share based payments
Total share based payments
Total remuneration
30 June
2020
$
918,116
918,116
49,179
49,179
309,650
309,650
30 June
2019
$
1,102,512
1,102,512
56,567
56,567
32,340
32,340
1,276,945
1,191,419
Minotaur Exploration Annual Report 2020
60
FINANCIAL REPORT
Notes to the Consolidated Financial Statements
for the year ended 30 June 2020
30 RELATED PARTY DISCLOSURE AND KEY MANAGEMENT PERSONNEL REMUNERATION
Transactions with associates
Throughout the year no transactions took place between Minotaur Exploration Limited and any associates (2019: $Nil). In addition,
no amounts were owed by any associates at the end of the year (2019: $Nil).
Director and key management personnel related entities
Throughout the year $57,020 (2019: $55,933) (inclusive of GST) was paid to a related entity of Dr Antonio Belperio under a commercial
lease agreement for the use of warehouse space located at Magill, South Australia.
Throughout the year, no other transactions took place between Minotaur Exploration Limited and any director or key management
personnel related entities.
Wholly owned group transactions
The entities comprising the wholly owned Group and ownership interests in these controlled entities are set out in Note 25.
Transactions between Minotaur Exploration Limited and other entities in the wholly owned Group during the year consisted of loans
advanced by Minotaur Exploration Limited to fund exploration activities.
31 POST-REPORTING DATE EVENTS
• On 20 August 2020, the Company announced it had entered into a Binding Term Sheet to acquire the “Pyramid” tenement
package, 180km south of Townsville, Queensland.
Under the terms of the acquisition, the Group will make an Option fee payment of $25,000 to the vendor for a 60 day
exclusivity period in which to complete its due diligence, in satisfaction of which the parties will enter into the proposed
Sale and Purchase Agreement (S&PA). Under the S&PA, the Group will commit to pay $150,000 cash (including the Option fee
paid) and allot $150,000 in MEP shares (based on a 5 day VWAP) in return for final transfer of titles.
On the Groups publication of a JORC Resource of at least 25,000 oz Au grading not less than 1.8g/t Au it will pay $150,000
cash, otherwise within 24 months of Completion, the Company will allot a further $150,000 in MEP shares. A 1.5% NSR will
apply to the first 50,000oz Au produced.
•
At the date of signing this Report, the Group is continuing its due diligence.
• On 26 August 2020, the Company announced its successful completion of a share placement raising $4,050,000 before
associated costs. The number of new shares issued as part of the placement was 81,000,000 at $0.05 per share.
• On 27 August 2020, the Group divested its entire share holding in Auroch Minerals Ltd (ASX: AOU). The total consideration
received was $1,565,696.
• On 23 September 2020, the Company announced its successful completion of a share purchase plan raising $2,113,183
before associated costs. The number of new shares issued as part of the share purchase plan was 42,263,650 at $0.05 per
share.
No other matter or circumstance has arisen since 30 June 2020 that has significantly affected the Group’s operations, results or state
of affairs, or may do so in the future.
61
Minotaur Exploration Annual Report 2020
DIRECTORS’ DECLARATION
The directors of the company declare that:
1.
the consolidated financial statements and notes, as set out on pages 27 to 60, are in accordance with the Corporations Act 2001
and:
a.
b.
comply with Accounting Standards, which, as stated in accounting policy Note 1 to the financial statements, constitutes
explicit and unreserved compliance with International Financial Reporting Standards (IFRS); and
give a true and fair view of the financial position as at 30 June 2020 and of the performance for the year ended on that
date of the company and consolidated group;
2.
the Managing Director and Company Secretary have each declared that:
a.
b.
c.
the financial records of the company for the financial year have been properly maintained in accordance with s 286 of the
Corporations Act 2001;
the financial statements and notes for the financial year comply with Accounting Standards; and
the financial statements and notes for the financial year give a true and fair view; and
3.
in the directors’ opinion there are reasonable grounds to believe that the company will be able to pay its debts as and when
they become due and payable.
This declaration is made in accordance with a resolution of the Board of Directors.
Roger Higgins
Chairman
Dated this 25th day of September 2020
Minotaur Exploration Annual Report 2020
62
INDEPENDENT AUDITOR’S REPORT
63
Minotaur Exploration Annual Report 2020
Minotaur Exploration Annual Report 2020
64
INDEPENDENT AUDITOR’S REPORT
65
Minotaur Exploration Annual Report 2020
ASX ADDITIONAL INFORMATION
Tenement Listing as at 30 September 2020
Lease ID
Lease Name
State Holding Company
Equity Earned % JV Partner
Minotaur Equity or
Cloncurry Regional
MDL432
Altia
QLD Levuka Resources
40
Sandfire Resources
Highlands Project
EPM16197
Blockade
QLD Minotaur Operations
EPM17914
Blockade East
QLD Minotaur Operations
EPM17947
EPM19733
EPM18492
Blockade East
Extension
Mt Remarkable
Consolidated
Mt Remarkable
Extension
QLD Minotaur Operations
QLD Minotaur Operations
QLD Minotaur Operations
EPM17638
Phillips Hill
QLD Minotaur Operations
EPM14281
Yamamilla
QLD Minotaur Operations
Windsor Project
EPM27426
Crooked Creek
QLD Minotaur Opertaions
Jericho Joint Venture (OZ Minerals)
EPM25389
Fullarton
QLD Minotaur Operations
EPM26233
Route 66
QLD Minotaur Operations
MDL431
Eloise
QLD Levuka Resources
EPM17838
Levuka
QLD Levuka Resources
Eloise Joint Venture (OZ Minerals)
MDL431
Eloise
QLD Levuka Resources
EPM25389
Fullarton
QLD Minotaur Operations
EPM26233
Route 66
QLD Minotaur Operations
EPM26703
Holy Joe
QLD Minotaur Operations
EPM17838
Levuka
QLD Levuka Resources
EPMA27052 Matilda
QLD Minotaur Operations
EPM18624
Oorindi Park
QLD Minotaur Operations
EPM26684
Pink Hut
QLD Minotaur Operations
EPM25238
Saxby
QLD Minotaur Operations
EPMA27279
Swagman
QLD Levuka Resources
EPM26521
Sybellah
QLD Minotaur Operations
Industrial Minerals Project
EL6128
Camel Lake
SA
Minotaur Operations
ELA5502
Casterton South
VIC Minotaur Industrial
Minerals
ELA2019/73 Dromedary
ELA6426
Mount Cooper
EL6202
Mount Hall
SA
SA
SA
Minotaur Operations
Minotaur Operations
Minotaur Operations
100
100
100
100
100
100
100
100
20
20
20
20
30
30
30
30
30
30
30
30
30
30
30
49
0
0
49
49
OZ Minerals 80% in portion of the tenement
OZ Minerals 80% in portion of the tenement
OZ Minerals 80% in portion of the tenement,
Sandfire Resources 60% in portion of the tenement
OZ Minerals 80% in portion of the tenement
Sandfire Resources 60% in portion of the tenement
OZ Minerals 70% in portion of the tenement,
Sandfire Resources 60% in portion of the tenement
OZ Minerals 70% in portion of the tenement
OZ Minerals 70% in portion of the tenement
OZ Minerals 70%
OZ Minerals 70% in portion of the tenement,
Sandfire Resources 60% in portion of the tenement
OZ Minerals 70%
OZ Minerals 70%
OZ Minerals 70%
OZ Minerals 70%
OZ Minerals 70%
OZ Minerals 70%
Andromeda Metals Ltd 51%
Andromeda Metals Ltd 51%
Andromeda Metals Ltd 51%
Minotaur Exploration Annual Report 2020
66
ASX ADDITIONAL INFORMATION
Tenement Listing as at 30 September 2020 (continued)
Lease ID
Lease Name
State Holding Company
Industrial Minerals Project (continued)
EL6285
EL5814
EL6096
EL5787
Sceales
Tootla
Whichelby
Yanerbie
SA
SA
SA
SA
Minotaur Operations
Great Southern
Kaolin
Minotaur Operations
Minotaur Operations
EPM26521
Sybellah
QLD Minotaur Operations
Peake & Denison Project
EL6221
EL6270
EL6222
EL6223
Big Perry
Davenport
Teemurrina
Wood Duck
Other Projects
SA
SA
SA
SA
Minotaur Operations
Minotaur Operations
Minotaur Operations
Minotaur Operations
EL5542
Blinman
SA
Perilya
EL5117
Ediacara
SA
Perilya
ML4386
Third Plain
SA
Perilya
EL6504
Wilkawillina
SA
Perilya
EL5984
Moonta
SA
Peninsula Resources
Minotaur Equity
or Equity Earned
%
JV Partner
100
49
49
100
30
100
100
100
100
10
10
10
10
10
Andromeda Metals Ltd 51%
Andromeda Metals Ltd 51%
OZ Minerals 70% in portion of the tenement
Perilya Ltd 90%,
MEP 10% free carried to BFS completion
Perilya Ltd 90%,
MEP 10% free carried to BFS completion
Perilya Ltd 90%,
MEP 10% free carried to BFS completion
Perilya Ltd 90%,
MEP 10% free carried to BFS completion
Peninsula Resources
(interest in portion of the tenement)
EPM26422
Mt Osprey
QLD
Birla Mt Gordon
M15 395
West Kambalda
M15 703
West Kambalda
L15 128
L15 255
West Kambalda
West Kambalda
WA
WA
WA
WA
Tychean Resources
Tychean Resources
Tychean Resources
Tychean Resources
E15 1688
West Kambalda
WA Mariner Mining
E15 1689
West Kambalda
WA Mariner Mining
#22.9
1.5% NSR
1.5% NSR
1.5% NSR
1.5% NSR
1.5% NSR
1.5% NSR
# Diluting interest over former EPM17061 area
1.5% NSR = 1.5% NSR all minerals other than Nickel
67
Minotaur Exploration Annual Report 2020
Shareholdings as at 30 September 2020
Additional information required by the Australian Securities Exchange Ltd and not shown elsewhere in this report is as follows.
The information is current as at 30 September 2020.
DISTRIBUTION OF EQUITY SECURITIES
Ordinary share capital
493,398,695 fully paid ordinary shares are held by 2,758 shareholders.
All issued ordinary shares carry one (1) vote per share and carry the rights to dividend.
Options
20,730,000 unlisted options are held by 18 option holders. The number of holders, by size of holding, in each class are:
Range
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,000 and over
Holding less than a marketable parcel
SUBSTANTIAL SHAREHOLDERS
Ordinary shareholders
Yarraandoo Pty Ltd
Twenty largest holders of quoted equity securities
Yarraandoo Pty Ltd
BNP Paribas Nominees Pty Ltd
Jetosea Pty Ltd
Citicorp Nominees Pty Limited
OZ Minerals Limited
Chetan Enterprises Pty Ltd
Bulldog Shale Pty Ltd
HSBC Custody Nominees (Australia) Limited
Kren Enterprise Pty Ltd
Mr Robert Lloyd Blesing
Mr Wei Guo Fan & Ms Hong Ji
Mr John Philip Daniels
Netwealth Investments Limited
Pershing Australia Nominees Pty Ltd
Surpion Pty Ltd
Mr William McArthur
National Nominees Limited
Curious Capital Group Pty Ltd
Mr Derek Robert McComber & Mrs Susan McComber
RJ & KE Super Fund Pty Ltd
Mr Kalpesh Varsani & Mrs Rita Varsani
Ordinary Shares
Unlisted Options
Holders
% Shares
Holders
% Options
175
146
323
1,444
670
2,758
382
0.01
0.10
0.57
11.44
87.88
100
0
0
0
2
16
18
Fully paid
Number
26,441,569
Fully paid ordinary shares
Number
26,441,569
22,361,283
17,929,580
9,850,945
8,041,670
6,148,000
5,900,000
5,221,897
5,122,088
4,727,292
4,588,888
4,586,237
4,294,406
4,019,747
4,000,000
3,630,000
3,417,446
3,000,000
3,000,000
3,000,000
3,000,000
-
-
-
0.53
99.47
100
%
5.36
%
5.36
4.53
3.63
2.00
1.63
1.25
1.20
1.06
1.04
0.96
0.93
0.93
0.87
0.81
0.81
0.74
0.69
0.61
0.61
0.61
0.61
152,281,048
30.86
Minotaur Exploration Annual Report 2020
68
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