Plan View showing 1990s East and West Pits and IP Chargeability Auras, highlighting the Nagambie Mine West Gold Target
2018 Annual Report
CORPORATE DIRECTORY
NAGAMBIE RESOURCES LIMITED ABN 42 111 587 163
CLONBINANE GOLDFIELD PTY LTD ACN 160 928 932
NAGAMBIE DEVELOPMENTS PTY LTD ABN 37 130 706 311
NAGAMBIE LANDFILL PTY LTD ABN 90 100 048 075
REGISTERED OFFICE & PRINCIPAL PLACE OF BUSINESS
533 Zanelli Road
Nagambie Vic 3608
PO Box 339
Telephone: (03) 5794 1750
Website: www.nagambieresources.com.au
Email: info@nagambieresources.com.au
DIRECTORS
Michael W Trumbull (Executive Chairman)
Kevin J Perrin (Non-Executive Director – Finance)
Alfonso M G Grillo (Non-Executive Director – Corporate)
CHIEF EXECUTIVE OFFICER
James C Earle
COMPANY SECRETARY
Alfonso M G Grillo
PRINCIPAL LEGAL ADVISER
GrilloHiggins Lawyers
Level 4, 114 William Street
Melbourne Vic 3000
Telephone: (03) 8621 8881
Website: www.grillohiggins.com.au
AUDITOR
William Buck Audit (VIC) Pty Ltd
Level 20, 181 William Street
Melbourne Vic 3000
SHARE REGISTRY
Automic Pty Ltd
Level 3, 50 Holt Street
Surry Hills NSW 2010
Telephone: 1300 288 664
Website: www.automic.com.au
SECURITIES EXCHANGE LISTING
Nagambie Resources Limited shares are
listed on the Australian Securities Exchange
ASX Code: NAG
TABLE OF CONTENTS
Corporate Directory
Chairman’s Letter
IFC
1
CEO’s Operations & Exploration Review
3
Directors' Report
Remuneration Report
Auditor's Independence Declaration
Statement of Profit and Loss
Statement of Financial Position
Statement of Changes In Equity
Statement of Cash Flows
Notes to the Financial Statements
Directors’ Declaration
Independent Auditor's Report
Additional ASX Information
9
15
19
20
21
22
23
24
41
42
48
Note: Corporate Governance Statement
The Corporate Governance Statement was
approved by the Board at the same time as
this Annual Report and can be found at:
www.nagambieresources.com.au under
Investor Information / Corporate Governance
Statement.
Chairman’s Letter
CHAIRMAN’S LETTER
Dear Shareholder
Significant progress in 2017/2018 has put the Company in an excellent position. In particular, gold exploration for
Fosterville-style high-grade underground gold deposits in the Nagambie region has been advanced to an exciting drilling
stage and all permitting for PASS Management at the Nagambie Mine is now in place.
Gold Exploration
As Nagambie Resources’ confidence in its regional sulphide-gold model grew, an additional 1,157 sq km of exploration
licences were pegged in the Waranga Province during the year. The Company now has over 2,000 sq km of tenements
in the province, covering virtually all of the most prospective ground.
Induced Polarisation (IP) geophysical surveys were carried out in the Nagambie Mine area. IP can detect anomalous
concentrations of sulphides at depth and the surveys were successful in locating anomalies to 400m depth below surface.
The main sulphides associated with hydrothermal gold mineralisation in sediments in the Waranga Province are pyrite (iron
sulphide), arsenopyrite (arsenic-iron sulphide) and stibnite (antimony sulphide).
Detailed 3D modelling of the IP chargeability data for the Nagambie Mine area has shown that the most intensive, highest-
grade, sulphide-gold mineralisation could occur at Nagambie Mine West, between 0.3 km and 1.8 km to the west of the
1990s West Pit. The modelling supports the hypothesis that hydrothermal crustal fluids rose up the mapped north-west-
striking Wandean Crustal Fault under pressure (around 370 million years ago) and then flowed eastwards for up to 3.4 km
along nearer-surface, east-west-striking thrust faults. As pressure and temperature fell to optimum levels, quartz, various
carbonates, various sulphides and gold precipitated out of the fluids. Ironically, the gold mineralisation that was mined in
the 1990s East Pit, the only gold to occur at the current-day surface, was also likely the lowest grade gold as the great
majority of the precipitation of pyrite, arsenopyrite and gold would have occurred to the west, nearer to the crustal fault.
NND001, the first deep diamond drill hole into the eastern edge of the Nagambie Mine West sulphide-gold target, is planned
to go to 1,100m down hole. The section for NND001 is below, showing the depth of the hole to date, the significant visual
intersections, and the IP chargeability contours. Notably, coarse sandstones in NND001 are flooded with both hydrothermal
quartz and carbonate whereas little carbonate is present in the Nagambie Mine mineralisation to the east. As drilling steps
out westwards from NND001 further into Nagambie Mine West, Nagambie Resources’ gold model predicts that the
concentrations of all the precipitates, including gold, could increase to maximums that correlate to optimum pressure and
temperature at the time of formation.
Section showing IP Chargeability Contours, NND001 Drill Trace and % Quartz Logged to date
The Wandean Crustal Fault is now considered by the Company to be the pathway responsible for the sulphide-gold
mineralisation at both the Nagambie Mine and the Wandean Prospect. Wandean, 9 km north west of the Nagambie Mine,
was discovered by Nagambie Resources in 2014. Further IP surveys are being planned to search both east and west of
the Wandean Crustal Fault over this highly prospective 9 km distance.
Nagambie Resources Limited | 2018 Annual Report | Page 1
Chairman’s Letter
PASS Management Milestones
All the key construction and permitting milestones for PASS Management at the Nagambie Mine are now in place:
• Civil works for the West Pit completed, including new haulroads;
• State-of-the-art truck weighbridge constructed and commissioned;
• EPA Victoria has extended Nagambie Resources’ Environmental Management Plan (EMP) for PASS Management
until 2028;
•
•
The mining licence for the Nagambie Mine, MIN 5412, has been renewed by Earth Resources Victoria (ERR) for
13 years to 2031; and
The Work Plan Variation for MIN 5412 has been approved by ERR. This work plan includes the rehabilitation of
the water-filled West Pit by backfilling with PASS material.
During the year, the Company conducted two evenings of community consultation at one of the Nagambie primary schools.
The event was advertised for several weeks and was well attended on both evenings by interested locals and
representatives of both the Strathbogie Shire Council and EPA Victoria. One of the many information boards prepared by
Nagambie Resources is below.
James Earle has now completed his second year as CEO. His Operations and Exploration Review follows this letter and I
recommend that all shareholders read James’ report. His extensive environmental experience has assisted greatly in the
enhanced rehabilitation planned for the Nagambie Mine, involving the backfilling of the pits and the recycling of the tailings
and overburden dumps into concrete aggregates and gravel products respectively. James is currently preparing an
application to the relevant authorities for the mining of the sand deposits that exist to the west of the 1990s West Pit on the
Company’s freehold land.
Fund Raising
The recent 2018 Shareholder Share Purchase Plan (SPP) at 6.2 cents per share raised a total of $1.04 million. This was
a strong show of support from shareholders, raising 45% more than the 2017 SPP. At the same time, placements to
sophisticated and professional investors at the same price raised $0.6 million.
The total raising of $1.64 million puts the Company in a good position to advance its exploration for Fosterville-style
sulphide-gold deposits in 2018/2019.
As usual I would again like to thank the Company’s very supportive and patient shareholders, my fellow directors and the
small but focused management team for their very productive efforts throughout the year.
Mike Trumbull
Executive Chairman
24 October 2018
Nagambie Resources Limited | 2018 Annual Report | Page 2
CEO’s Operations & Exploration Review
CEO’s OPERATIONS & EXPLORATION REVIEW
GOLD EXPLORATION
Gold exploration for Fosterville-style high-grade underground sulphide-gold deposits in the Waranga Province was advanced
significantly during the year.
Induced Polarisation (IP) Geophysical Surveys
Ground IP surveys were carried out over the Nagambie Mine area and the adjoining Racecourse area to the north. IP can
detect anomalous concentrations of sulphides at depth. Both surveys were successful in locating anomalies to 400m depth
below surface. The primary sulphides associated with gold mineralisation in sediments in the Waranga Province are pyrite
(iron sulphide), arsenopyrite (arsenic-iron sulphide) and stibnite (antimony sulphide).
Four sulphide-gold targets were delineated: the Nagambie Mine and Nagambie North targets in the Nagambie Mine survey;
and the Racecourse and Cahill targets in the Racecourse survey.
The east-west strike length of the IP chargeability auras in the region is a reasonable guide to the length of the anomalous
sulphides being detected. The north-south width of the IP chargeability auras is not indicative of the thickness of the
anomalous sulphides being detected, rather it is more likely to reflect the intensity of the sulphides. At one end of the
spectrum, massive sulphides will result in a very wide aura. Weakly disseminated sulphides in rock, at the other end of the
spectrum, will result in a much narrower aura.
More detailed examination and three-dimensional (3D) modelling of the IP chargeability data for the Nagambie Mine area
were carried out by the IP contractor, Zonge Engineering and Research Organisation, and one of Nagambie Resources’
geological consultants, Geoff Turner.
The 3D model developed (summarised in Figures 1 and 2 on the next page), highlighting the Nagambie Mine West anomaly,
has been determined to be robust. The principal qualification with the 3D model is that the significant widening of the IP
chargeability aura to the west of the West Pit is not indicative of increasing relative width of the sulphide mineralisation
causing the aura, although some increase in width could occur. Rather, the significant increase in the width of the aura at
Nagambie Mine West is mostly indicative of the increasing intensity or grade of the sulphide mineralisation giving off the IP
chargeability aura.
Nagambie Resources’ Gold Model for the Waranga Province
The gold model has been enhanced since the discovery of the Wandean gold mineralisation by the Company in 2014 and
in summary it currently includes:
❖ The surface rocks are extensive marine siltstone and sandstone sediments (turbidites) with a total current-day
thickness of around 6 km. Significant erosion of these rocks since formation is believed to have occurred as it is
considered unlikely that the Strathbogie granites to the south outcropped at the time of formation. The turbidites
rarely outcrop in the region, the East Pit at the Nagambie Mine being an exception, being mostly covered by recent
Murray Basin unconsolidated clays and sands;
❖ A regional north-south tectonic compression event caused progressive folding of these originally-horizontal
sedimentary rocks, resulting in numerous east-west-striking and near-vertical north-dipping thrust faults. Adjacent to
these thrust faults, folding and fracturing of the rocks was pronounced;
❖ Crustal hydrothermal fluids rose up deep crustal faults under pressure around 370 million years ago;
❖ Where the deep crustal faults, predominantly north-west striking, intersected the nearer-surface east-west-striking
thrust faults, the hydrothermal fluids moved along and up the thrust faults under pressure, filling all the available
fracture openings in the adjacent sedimentary rocks. When the temperature and pressure conditions at formation
fell to conducive levels, precipitation of quartz, various carbonates (principally calcium carbonate, calcite), pyrite (iron
sulphide), arsenopyrite (arsenic-iron sulphide), stibnite (antimony sulphide) and gold from the hydrothermal fluids
took place;
❖ Gold grade correlates well with both % pyrite and % arsenopyrite at the Nagambie Mine and Wandean. The gold
grade correlation with % stibnite is generally very poor;
❖ Sulphide-gold mineralisation will occur in folded and fractured siltstone-rich zones, but more intense mineralisation
will occur in the brittle sandstone-rich zones; and
❖ Discrete IP chargeability highs in the Waranga Province will most likely represent anomalous concentrations of
hydrothermal pyrite and arsenopyrite within folded and fractured sandstone-rich zones adjacent to the major thrust
faults.
Hydrothermal Fluids Flow Hypothesis for the Nagambie Mine
Prior to the detailed 3D interrogation of the 2018 IP geophysical survey data for the Nagambie Mine area, a principal
hypothesis had been that the Nagambie Crustal Fault (NCF) had been the pathway for the gold mineralisation at the
Nagambie Mine.
The NCF and the Wandean Crustal Fault (WCF) are both north-west-striking crustal faults picked up by Nagambie Resources
from publicly available gravity data. The NCF is around 500m to the east of the East Pit at the Nagambie Mine and the WCF
is around 1,800m to the west of the West Pit at the Nagambie Mine. The two pits and the unmined ground between them
cover around 1,600m. The two crustal faults are around 3,900m apart in an east-west direction.
Nagambie Resources Limited | 2018 Annual Report | Page 3
Figure 1 3D Chargeability Shells - Perspective View from the South West, highlighting Nagambie Mine West
CEO’s Operations & Exploration Review
(1) Outer green shell is IP chargeability 5.0; inner red shell (looks orange through green) is IP chargeability 6.6.
(2) Eastings and northings used for the IP survey are in metres.
(3) Vertical scale is exaggerated x 3
(4) The significant widening of the IP chargeability aura at Nagambie Mine West is not indicative of increasing width of the sulphides
causing the aura, rather the increasing intensity or grade of the sulphides to the west.
Figure 2 3D Chargeability Shells - Plan View of Nagambie Mine Area, highlighting Nagambie Mine West
(1) WCF and NCF show the interpreted positions of the Wandean Crustal Fault and the Nagambie Crustal Fault respectively.
(2) The significant widening of the IP chargeability aura at Nagambie Mine West is not indicative of increasing width of the sulphides
causing the aura, rather the increasing intensity or grade of the sulphides to the west.
Nagambie Resources Limited | 2018 Annual Report | Page 4
CEO’s Operations & Exploration Review
The WCF is indicated to be only around 400m west of the western limit of the Nagambie Mine IP Survey where the WCF
and the Nagambie Mine Thrust intersect. The new replacement hypothesis for the hydrothermal fluids is that the fluids rose
up the WCF (not the NCF) under pressure and then flowed eastwards (not westwards) and upwards along the Nagambie
Thrust Fault and other adjacent east-west-striking thrust faults, resulting in the indicated sulphides at Nagambie North and
finally the mineralisation at the Nagambie Mine. The width of the IP chargeability high, mostly representing the intensity of
the indicated sulphide-gold mineralisation, decreases significantly to the east, implying that the greatest precipitation of
mineralisation out of the hydrothermal fluids occurred closer to the WCF, where the temperature and pressure dropped to
optimal levels. Under the new hypothesis, the gold mineralisation at the East Pit is the only place where the hydrothermal
fluids reached the current day surface (at Hill 158) and represents the most-eastern, least-sulphidic, lowest-grade gold
mineralisation.
The WCF, under the company’s regional gold model, also is the indicated pathway for the hydrothermal fluids that resulted
in the gold mineralisation at Wandean, 9 km north west of the Nagambie Mine, that the Company discovered in 2014. The
gold grades intersected in the reverse cycle percussion (RC) drill holes at Wandean were statistically higher than the gold
grades recorded at the Nagambie Mine, which may reflect the Wandean mineralisation being closer to the WCF than the
Nagambie Mine mineralisation.
Initial Target Diamond Drilling Program
Drilling commenced in April 2018 and is ongoing. To date, six diamond holes have been completed: NAD001, NAD002 and
NAD003 targeting the Nagambie Mine IP chargeability anomalies; CAD001 and CAD002 targeting the Cahill anomaly; and
RAD001 targeting the Racecourse anomaly. NND001, the first diamond hole targeting the Nagambie North sulphide-gold
target within Nagambie Mine West, has commenced. Drill traces for NAD001, NAD002, NAD003 and NND001 are shown
in Figure 2.
What has been determined to date includes:
• The Nagambie Mine IP anomaly appears to have accurately delineated the quartz-sulphide-gold hydrothermal
mineralisation under the West and East Pits to 400m depth below surface. Significantly higher grade mineralisation
is now considered to exist to the west of the West Pit, including at the Nagambie North IP target, in an area now
called Nagambie Mine West. This new area, based on the detailed 3D computer modelling of the IP survey data,
has an east-west strike length of approximately 1.5 km, commencing 0.3 km west of the West Pit;
• The Cahill IP anomaly has been eliminated as a sulphide-gold target. Some massive pyrite was intersected in the
drilling (explaining the strong anomaly) but it was stratigraphic syngenetic pyrite associated with marine-animal fossil
beds, not hydrothermal pyrite;
• The Racecourse IP anomaly has been downgraded as a high-grade sulphide-gold target. As expected, the
Racecourse Thrust Fault was intersected in RAD001, under a previous 1.1 g/t gold intersection in a shallow
percussion hole. However, the sediments adjacent to the major thrust fault were siltstone-rich, not sandstone-rich.
Further drilling at Racecourse will be justified in due course to locate sandstone-rich beds adjacent to thrust faults,
but diamond drilling at Nagambie Mine West is clearly the highest priority; and
• NND001, the first deep diamond drill hole into the eastern edge of the Nagambie Mine West sulphide-gold target, is
planned to go to 1,100m down hole. Notably, coarse sandstones intersected in NND001 to date are flooded with
both hydrothermal quartz and carbonate whereas little carbonate is present in the Nagambie Mine mineralisation to
the east. As drilling steps out westwards from NND001 further into Nagambie Mine West, the Company’s gold model
predicts that the concentrations of all the precipitates, including gold, could increase to maximums that correlate to
optimum pressure and temperature at the time of formation.
Gold Tenements
As Nagambie Resources’ confidence in its regional sulphide-gold model grew, additional exploration licences were pegged.
The total area of ELs granted and applied for in the Waranga Province at 30 June 2018 was 2,191 sq km, 1,157 sq km
greater than the total area at 30 June 2017 of 1,034 sq km.
All the Company’s tenements including those at Clonbinane and Redcastle, which are outside the Waranga Province, are
shown in Figure 3 and Table 1.
PASS MANAGEMENT PROJECT
PASS stands for Potential Acid Sulphate Soil (or silt or rock). PASS only becomes a problem when it is excavated from
below the water table and exposed to the air (that is, removed from its anaerobic state).
Underwater storage is the best environmental solution for PASS as it prevents the oxidation of the sulphides in the material.
The water in the Nagambie Mine open pits is naturally saline and alkaline, making it ideal tor PASS management.
The major Melbourne infrastructure projects that will be of particular interest to Nagambie Resources for PASS management
will be Metro Rail and West Gate Tunnel, both starting mid CY2019, and North East Link, starting in CY2020. Other possible
near-term projects include Airport Rail and East West Link (which is recommended by both Infrastructure Australia and
Infrastructure Victoria).
PASS Management Milestones
All the key construction and permitting milestones to commence PASS Management at the Nagambie Mine are now in place:
• Civil works for the West Pit completed, including new haulroads;
Nagambie Resources Limited | 2018 Annual Report | Page 5
CEO’s Operations & Exploration Review
• State-of-the-art truck weighbridge constructed and commissioned;
• EPA Victoria has extended Nagambie Resources’ Environmental Management Plan (EMP) for PASS Management
until 2028;
• The mining licence for the Nagambie Mine, MIN 5412, has been renewed by Earth Resources Victoria (ERR) for 13
years to 2031; and
• The Work Plan Variation for MIN 5412 has been approved by ERR. This work plan includes the rehabilitation of the
water-filled West Pit by backfilling with PASS material.
Figure 3 Nagambie Resources Group Tenements as at 30 June 2018
QUARRY PRODUCTS
The approved Work Plan Variation for MIN 5412 also allows for the continued rehabilitation of the historic mine site by:
• The production of road base and gravel products from the Overburden Dumps;
• The production of concrete aggregates from the tailings on the Heap Leach Pad; and
• The sale of the tailings “as is” subject to EPA Victoria conditions.
Three sizes of concrete aggregates are planned – 7mm, 10mm and 14mm – rather than a combined 7mm to 14mm product
(see Photo 1) which has been previously produced but which is not favoured by concrete product manufacturers.
Nagambie Resources Limited | 2018 Annual Report | Page 6
Table 1 Nagambie Resources Group Tenements as at 30 June 2018
CEO’s Operations & Exploration Review
Photo 1 7mm to 14mm Combined Aggregates
PROPOSED SAND MINING
The Company is currently preparing an application to the relevant authorities for the mining of the quartz sand and
aggregates deposits that exist to the west of the 1990s West Pit on the Company’s freehold land.
The type of sand and quartz aggregate material around the West Pit is illustrated in Photo 2. Some of the shallow sand
could be sold “as is” as “brickies” sand while the balance of the sand could be sold as concrete quartz sand after screening
which is in high demand in Victoria. The quartz aggregates could be washed and screened and sold as concrete quartz
aggregates and high-value white quartz landscaping pebbles.
DOD UETF CONSTRUCTION
Construction of the underwater explosives testing facility (UETF) at the eastern beach of the East Pit at the Nagambie Mine
by the Australian Department of Defence (DOD) is nearing completion. Lease fees for the site payable by DOD to Nagambie
Resources under the initial 20-year agreement commenced in October 2014 at $150,000 per annum, increasing by the
Melbourne CPI quarterly figures.
Nagambie Resources Limited | 2018 Annual Report | Page 7
Tenement NumberTenement Namesq kmMIN 5412Nagambie Mining Licence3.6EL 5430Bunganail Exploration Licence181.0EL 5511Nagambie Exploration Licence27.0EL 5536Wandean North Exploration Licence48.0EL 6212Reedy Lake North Exploration Licence30.0EL 6158Rushworth Exploration Licence56.0RL 2019Doctors Gully Retention Licence4.0EL 6352Miepoll Exploration Licence455.0EL 6421Pranjip Exploration Licence139.0EL 6508Tabilk Exploration Licence84.0EL 6606Gowangardie Exploration Licence120.0EL 6719Euroa Exploration Licence204.0ELA 6720Tatura Exploration Licence Application214.0ELA 6731Arcadia Exploration Licence Application493.0ELA 6748Waranga Exploration Licence Application136.0 Subtotal Waranga Province2,194.6EL 6163Clonbinane South Exploration Licence79.0RL 6040Clonbinane Retention Licence3.0EL 5546Redcastle Exploration Licence69.0 Total2,345.6
Photo 2 Quartz Sand and Aggregate Material in Drill Core to the west of the West Pit
CEO’s Operations & Exploration Review
James Earle
Chief Executive Officer
STATEMENT AS TO COMPETENCY
The Exploration Results in this report have been compiled by Dr Rod Boucher and Mr Geoff Turner. Rod Boucher has a PhD in
Geology, is a Member and RPGeo of the Australian Institute of Geoscientists, is a Member of the Australian Institute of Mining and
Metallurgy, has more than ten years in the estimation, assessment, and evaluation of mineral resources and ore reserves, and has
more than 20 years in exploration for the relevant style of mineralisation that is being reported. Geoff Turner is a Fellow of the
Australian Institute of Geoscientists, has more than ten years in the estimation, assessment, and evaluation of mineral resources
and ore reserves, and has more than 20 years in exploration for the relevant style of mineralisation that is being reported. In these
regards, both Rod Boucher and Geoff Turner qualify as Competent Persons as defined in the 2012 edition of the “Australasian Code
for Reporting of Exploration Results, Mineral Resources and Ore Reserves” and both consent to the inclusion in this report of these
matters based on the information in the form and context in which it appears.
FORWARD-LOOKING STATEMENTS
This report contains “forward-looking statements” within the meaning of securities laws of applicable jurisdictions. Forward-looking
statements can generally be identified by the use of forward-looking words such as “may”, “will”, “expect”, “target”, “intend”, “plan”,
“estimate”, “anticipate”, “believe”, “continue”, “objectives”, “outlook”, “guidance” or other similar words, and include statements
regarding certain plans, strategies and objectives of management and expected financial performance. These forward-looking
statements involve known and unknown risks, uncertainties and other factors, many of which are outside the control of Nagambie
Mining and any of its officers, employees, agents or associates. Actual results, performance or achievements may vary materially
from any projections and forward-looking statements and the assumptions on which those statements are based. Exploration
potential is conceptual in nature, there has been insufficient exploration to define a Mineral Resource and it is uncertain if further
exploration will result in the determination of a Mineral Resource. Readers are cautioned not to place undue reliance on forward-
looking statements and Nagambie Resources assumes no obligation to update such information.
Nagambie Resources Limited | 2018 Annual Report | Page 8
Directors’ Report
Directors’ Report
The directors of Nagambie Resources Limited submit herewith the annual financial report of the company and its
controlled entities (the group) for the financial year ended 30 June 2018.
Directors
The names and particulars of the company directors in office during the financial year and until the date of this report
are as follows. The directors were in office for the entire period unless stated otherwise.
Name
Particulars
MICHAEL W TRUMBULL
Non-Executive Director
Appointed 28 July 2005
Non-Executive Chairman
Appointed 20 December 2007
Executive Chairman
Appointed 13 September 2013
Michael Trumbull has a degree in mining engineering (first class honours) from
the University of Queensland and an MBA from Macquarie University. A Fellow
of the Australian Institute of Mining and Metallurgy, he has over 40 years of broad
mining industry experience with mines / subsidiaries of MIM, Renison, WMC,
CRA, AMAX, Nicron, ACM and BCD Resources.
From 1983 to 1991, he played a senior executive role in expanding the Australian
gold production assets of ACM Gold. From 1985 to 1987, he was Project
Manager and then Resident Manager of the Westonia open pit gold mine and
treatment plant in Western Australia. From 1987 to 1991, he was General
Manager – Investments for the ACM Group.
From 1993 to 2011, he was a Director of the BCD Resources Group and was
involved in the exploration, subsequent mine development and operation of the
Beaconsfield underground gold mine in Tasmania. From 1993 to 2003, he was
the sole Executive Director of BCD and, from 2003 to 2004, was the Managing
Director.
Other current Directorships of Listed Companies
None
Former Directorships of Listed Companies in last three years
None
KEVIN J PERRIN
Non-Executive Director
Finance
Non-independent
Appointed 17 September 2010
Deputy Chairman
Appointed 20 December 2010
Kevin Perrin is a Certified Practising Accountant (CPA). Since 1 July 2012, he
has been a consultant to PPT Accounting after having been a partner in that
business for 37 years. PPT Accounting is a firm of CPA’s located in Ballarat which
conducts an accounting, taxation, audit and financial advisory practice.
He is also a consultant to PPT Financial Pty Ltd, having been a director and
shareholder of that company for 22 years. PPT Financial Pty Ltd is an
independent investment advisory firm holding an Australian Financial Services
Licence. Prior to that time, he held a personal Securities Dealers Licence and
was a member of the Stock Exchange of Ballarat Limited.
Kevin is Chairman of the Audit and Compliance Committee
Other Current Directorships of Listed Companies
None
Former Directorships of Listed Companies in last three years
None
Nagambie Resources Limited | 2018 Annual Report | Page 9
Directors’ Report
ALFONSO M GRILLO
Non-Executive Director and
Company Secretary
Independent
Appointed 24 November 2017
Alfonso Grillo is a founding Partner at GrilloHiggins Lawyers. He holds a
Bachelor of Arts and Bachelor of Law degree. Alfonso has 18 years experience
as a corporate lawyer, including company meeting practice and corporate
governance procedures, fundraising and fundraising documentation, ASX Listing
Rules and mergers and acquisitions.
Alfonso advises resource industry companies in relation to mining and
exploration projects, acquisition and divestment of assets, joint ventures and due
diligence assessments.
Alfonso has been a member of the Audit and Compliance Committee since his
appointment.
Other Current Directorships of Listed Companies
None
Former Directorships of Listed Companies in last three years
None
GEOFF R TURNER
Non-Executive Director
Exploration
Appointed 20 December 2007
Retired 24 November 2017
Geoff Turner is a geologist with a B.Sc (Hons) & M.Sc (Exploration & Mining
Geology). He is a Registered Professional Geoscientist and Fellow of the
Australian Institute of Geoscientists (AIG).
He has 30 years’ experience in mineral exploration in the Lachlan Fold Belt, the
Tanami, the West African Shield and the Yilgarn. Since 2000, he has managed
his own exploration services company based
in Bendigo, Exploration
Management Services Pty Ltd, which provides field and technical services to the
mineral industry.
Geoff was a member of the Audit and Compliance Committee until he retired.
Other Current Directorships of Listed Companies
None.
Former Directorships of Listed Companies in last three years
None
Chief Executive Officer
JAMES C EARLE BE (Geological) MEM MBA
James Earle was appointed as Chief Executive Officer on 4 July 2016. He is a Geological Engineer with over 15 years
broad experience with environmental impact assessments and approvals, waste management, environmental
management plans, soil and water assessments and strategic advice. The majority of his experience has been in public
infrastructure development and site-based environmental management.
He has held positions with consulting organisations and government departments in Australia and the UK. The most
recent positions held by James were Manager of the Victorian practice of Ramboll Environ and prior to that he was a
Senior Consultant, Service Group Manager and Principal Consultant at GHD. Both of these groups are global
engineering and environmental consultancies. James has also lectured at the Australian National University.
Nagambie Resources Limited | 2018 Annual Report | Page 10
Directors’ Report
Operating and Financial Review
Principal Activities
The principal activities of the group during the financial period were the investigation and development of waste
handling assets and the exploration for, and development of, gold, associated minerals, and construction materials in
Australia.
Review of Operations
Gold exploration for Fosterville-style high-grade underground sulphide-gold deposits in the Waranga Province was
advanced significantly during the 2018 financial year. All permitting for PASS Management at the Nagambie Mine as
part of mine rehabilitation is now in place.
Exploration Licences
As the company’s confidence in its regional sulphide-gold model grew, additional exploration licences were pegged.
The total area of ELs granted and applied for in the Waranga Province at 30 June 2018 was 2,191 sq km, 1,157 sq km
greater than the total area at 30 June 2017 of 1,034 sq km.
Induced Polarisation (IP) Geophysical Surveys
Ground IP surveys were carried out over the Nagambie Mine area and the adjoining Racecourse area to the north. IP
can detect anomalous concentrations of sulphides at depth. Both surveys were successful in locating anomalies to
400m depth below surface. The sulphides associated with gold mineralisation in sediments in the Waranga Province
are pyrite (iron sulphide) and arsenopyrite (arsenic-iron sulphide).
Four sulphide-gold targets were delineated: the Nagambie Mine and Nagambie North targets in the Nagambie Mine
survey; and the Racecourse and Cahill targets in the Racecourse survey.
The east-west strike length of the IP chargeability auras in the region is a reasonable guide to the length of the
anomalous sulphides being detected. The north-south width of the IP chargeability auras is not indicative of the
thickness of the anomalous sulphides being detected, rather it is more likely to reflect the intensity of the sulphides. At
one end of the spectrum, massive sulphides will result in a very wide aura. Weakly disseminated sulphides in rock, at
the other end of the spectrum, will result in a much narrower aura.
Initial Target Diamond Drilling Program
Drilling commenced on 16 April 2018 and is ongoing. To date, six diamond holes have been completed: NAD001,
NAD002 and NAD003 targeting the Nagambie Mine IP chargeability anomalies; CAD001 and CAD002 targeting the
Cahill anomaly; and RAD001 targeting the Racecourse anomaly. NND001, the first diamond hole targeting the
Nagambie North sulphide-gold target, has commenced.
As at 25 September 2018, the final assessments for the first six holes, including some assay data for later holes, were
not completed. What was determined at that date included:
•
•
•
The Nagambie Mine IP anomaly appears to have accurately delineated the quartz-sulphide-gold hydrothermal
mineralisation under the West and East Pits to 400m depth below surface. Significantly higher grade
mineralisation is now considered to exist to the west of the West Pit, including at the Nagambie North IP target,
in an area now called Nagambie Mine West. This new area, based on detailed 3D computer modelling of the
IP survey data, has an east-west strike length of approximately 1.5 km, commencing 0.3 km west of the West
Pit;
The Cahill IP anomaly has been eliminated as a sulphide-gold target. Some massive pyrite was intersected
in the drilling (explaining the strong anomaly) but it was stratigraphic syngenetic pyrite associated with marine-
animal fossil beds, not hydrothermal pyrite; and
The Racecourse IP anomaly has been downgraded as a high-grade sulphide-gold target. As expected, the
Racecourse Thrust Fault was intersected in RAD001, under a previous 1.1 g/t gold intersection in a shallow
percussion hole. However, the sediments adjacent to the major thrust fault intersected in RAD001 were more
ductile siltstone beds, not brittle sandstone beds which are more likely to fracture when folded. Further drilling
at Racecourse will be justified in due course but diamond drilling at Nagambie Mine West, where the
sediments are sandstone-rich, is the highest priority.
PASS Management Project
PASS stands for Potential Acid Sulphate Soil (or silt or rock). PASS only becomes a problem when it is excavated
from below the water table and exposed to the air (that is, removed from its anaerobic state).
Underwater storage is the best environmental solution for PASS as it prevents the oxidation of the sulphides in the
material. The water in the Nagambie Mine open pits is naturally saline and alkaline, making it ideal tor PASS
management.
Nagambie Resources Limited | 2018 Annual Report | Page 11
Directors’ Report
The major Melbourne infrastructure projects that will be of particular interest to Nagambie Resources for PASS
management will be Metro Rail starting mid CY2019 and North East Link starting in CY2020. Other possible near-
term projects include Airport Rail and East West Link (which is recommended by both Infrastructure Australia and
Infrastructure Victoria).
PASS Management Permitting
During the year, the mining licence for the Nagambie Mine, MIN 5412, was renewed by Earth Resources Victoria (ERR)
for 13 years to 2031.
The Work Plan Variation for MIN 5412 has subsequently been approved by ERR. This work plan includes the
rehabilitation of the water-filled West Pit by backfilling with PASS material.
EPA Victoria has also extended Nagambie Resources’ Environmental Management Plan (EMP) for PASS
Management until 2028.
Quarry Products
The approved Work Plan Variation for MIN 5412 also allows for the continued rehabilitation of the historic mine site by:
(1) the production of crushed rock from the Overburden Dumps; (2) the production of concrete aggregates from the
tailings on the Heap Leach Pad; and (3) the sale of the tailings “as is” subject to EPA Victoria conditions.
DOD UETF Construction
Construction of the underwater explosives testing facility (UETF) at the eastern beach of the East Pit at the Nagambie
Mine by the Australian Department of Defence (DOD) is nearing completion. Lease fees for the site payable by DOD
to Nagambie Resources under the initial 20-year agreement commenced in October 2014 at $150,000 per annum,
increasing by the Melbourne CPI quarterly figures.
Likely Developments
During the 2019 financial year, Nagambie Resources is planning to:
• Carry out IP geophysical surveys over the Wandean Gold Prospect and the 9 km between Nagambie Mine
West and Wandean;
• Carry out diamond drilling at Nagambie Mine West and other high-grade sulphide-gold underground targets
defined by the new IP surveys;
• Secure a PASS Management contract for some of the estimated 1.2 million tonnes to be excavated for Metro
Rail;
• Produce aggregates for concrete manufacture by screening the tailings on the 1990s Heap Leach Pad at the
Nagambie Mine;
• Continue selling the heap leach material “as is” as high-compaction gravel for forming roads and for use under
concrete slabs;
• Continue selling gravel products produced from the Overburden Dumps; and
• Complete the application for an Extractive Industries Licence to quarry and treat the sand and quartz
aggregate deposits at the western end of the West Pit at the Nagambie Mine.
Financial Matters
The consolidated loss for the group for the year amounted to $1,187,261 after tax. This compared to a loss after tax
for the year ended 30 June 2017 of $1,621,972. The improvement of $434,711 in the loss for the year relates to an
increase in revenue of $92,327 and a reduction in expenditures of $342,384. The revenue increase was principally
from increased sales of various crushed rock products. The largest expenditure savings were $165,838 in corporate
expenses and $225,552 in rehabilitation costs, now that the site preparation works for PASS Management at the West
Pit have been completed. Expenditures relating to finance costs increased by $84,098 as did depreciation (a non-cash
item) by $98,479 with the acquisition of additional plant and equipment.
A total of $2,115,000 was raised by the company during the 2018 financial year. This included $1,800,000 from the
issue of 18,000,000 convertible notes at $0.10 each in November 2017 and $315,000 from the exercising of 3,150,000
unlisted options at $0.10 each in June 2018.
In July 2017, the company accepted an offer of a two-year unsecured loan facility of up to $1,000,000. Interest payable
is 10% per annum on the drawn amount at any time and repayments can be made at any time without incurring fees.
The facility was undrawn at 30 June 2018.
Nagambie Resources Limited | 2018 Annual Report | Page 12
Directors’ Report
Changes in state of affairs
There was no significant change in the state of affairs of the Group during the financial year other than already
disclosed.
Subsequent events
The following events occurred after reporting date and are of significance to the company:
• On 6 August 2018, the company announced to the ASX that it had received an extension of 10 years for its
Environmental Management Plan for receival and management of PASS from the Environment Protection
Authority of Victoria;
• On 6 September 2018, the company announced to the ASX that it would conduct a Share Purchase Plan
whereby shareholders could acquire additional shares up to a value of $15,000; and
• On 20 September 2018, the company announced to the ASX details of its new hypothesis for high-grade gold
mineralisation at Nagambie Mine West, Wandean, and potentially along the 9 km of the mapped Wandean
Crustal Fault between those two areas.
Environmental regulations
The company’s exploration and mining tenements are located in Victoria. The operation of these tenements is subject
to compliance with the Victorian and Commonwealth mining and environmental regulations and legislation.
Licence requirements relating to ground disturbance, rehabilitation and waste disposal exist for all tenements held.
The directors are not aware of any ongoing breaches of mining and environmental regulations and legislation during
the year and up to the date of this report.
Dividends
No dividends in respect of the current financial period have been paid, declared or recommended for payment (2017:
Nil).
Share options
Share options granted to directors and executives
The following options were granted to directors and executives during the year: Refer to page 10 of the remuneration
report for full details.
Michael Trumbull (director)
Kevin Perrin (director)
Alfonso Grillo (director) appointed 24/11/2017
Geoff Turner (director) retired 24/11/2017
James Earle (chief executive officer)
4,000,000
2,000,000
2,000,000
1,000,000
2,000,000
Shares under option or issued on exercise of options
There were 3,150,000 options exercised during the year at a price of $0.10 per share.
Options held as at reporting date
Number of options
6,750,000
10,100,000
11,500,000
2,000,000
12,500,000
13,750,000
1,000,000
57,600,000
Grant date
3/12/2013
28/11/2014
16/11/2015
4/7/2016
30/11/2016
24/11/2017
20/12/2017
Vesting date
3/12/2013
28/11/2014
16/11/2015
4/7/2016
30/11/2016
24/11/2017
20/12/2017
Expiry date
3/12/2018
28/11/2019
28/11/2020
4/7/2021
30/11/2021
24/11/2022
20/12/2022
Exercise price
10 cents
10 cents
10 cents
25.5 cents
25.0 cents
10 cents
14.1 cents
Indemnification of officers and auditors
During the financial year, the company paid a premium in respect of a contract insuring the directors of the company
(as named above), the company secretary, executive officers and any related body corporate against a liability incurred
by a director, secretary or executive officer to the extent permitted by the Corporations Act 2001. The contract of
insurance prohibits disclosure of the nature of the liability and the amount of the premium. The company has not
otherwise, during or since the end of the financial year, except to the extent permitted by law, indemnified or agreed to
indemnify an officer or auditor of the company or of any related body corporate against a liability incurred as such by
an officer or auditor.
Nagambie Resources Limited | 2018 Annual Report | Page 13
Directors’ meetings
The following table sets out the number of directors’ meetings (including meetings of committees of directors) held
during the financial year and the number of meetings attended by each director (while they were a director or committee
member).
During the financial year 5 board meetings and 5 audit and compliance committee meetings were held.
Directors’ Report
Directors
Michael Trumbull
Kevin Perrin
Alfonso Grillo (appointed 24/11/2017)
Geoff Turner (retired 24/11/2017)
Board of directors
Audit and compliance committee
Held
Attended
Held
Attended
5
5
3
3
5
5
3
3
-
5
3
3
-
5
3
3
Directors’ shareholdings and options
The following table sets out each director’s relevant interest in shares, debentures, and rights or options on shares of
the company or a related body corporate as at the date of this report.
Directors
Michael Trumbull
Kevin Perrin
Alfonso Grillo
Fully paid ordinary shares
Number
20,869,610
28,241,549
900,000
Share options
Number
18,400,000
9,000,000
5,850,000
Nagambie Resources Limited | 2018 Annual Report | Page 14
Remuneration report (Audited)
Remuneration policy for directors and executives
Details of key management personnel
The directors and key management personnel of Nagambie Resources Limited during the financial year were:
Directors’ Report
Michael Trumbull
Kevin Perrin
Alfonso Grillo (appointed 24/11/2017)
Geoff Turner (retired 24/11/2017)
James Earle
Executive Director
Non-Executive Director
Non-Executive Director
Non-Executive Director
Chief Executive Officer
Remuneration Policy
The Board is responsible for determining and reviewing the compensation of the directors, the chief executive officer,
the executive officers and senior managers of the company and reviewing the operation of the company’s Employee
Option Plan. This process requires consideration of the levels and form of remuneration appropriate to securing,
motivating and retaining executives with the skills to manage the company’s operations. The board of directors also
recommends levels and form of remuneration for non-executive directors with reference to performance and when
required, sought independent expert advice. The total sum of remuneration payable to non-executive directors shall
not exceed the sum fixed by members of the company in general meeting.
In accordance with ASX Listing Rule 10.17, the current maximum aggregate compensation payable out of the funds of
the company to non-executive directors for their services as directors is $250,000 per annum. For the year ending 30
June 2018, the board resolved that the executive chairman’s remuneration be set at $150,000 (2017: $150,000) per
annum excluding superannuation and share based payments. For non-executive directors, remuneration was set at
$42,000 (2017: $42,000) per annum excluding superannuation and share based payments. Where a director performs
special duties or otherwise performs consulting services outside of the scope of the ordinary duties of a director, then
additional amounts will be payable.
There is no direct relationship between the company’s remuneration policy and the company’s performance. That is,
no portion of the remuneration of directors, secretary or senior managers is ‘at risk’. However, in determining the
remuneration to be paid in each subsequent financial year, the board will have regard to the company’s performance.
Therefore, the relationship between the remuneration policy and the company’s performance is indirect.
Options are issued to employees under the company’s Employee Option Plan at the discretion of the board. Options
issued to directors require the approval of shareholders at a general meeting. The purpose of the issue of options is to
remunerate employees and directors as an incentive for future services. The directors consider it important that the
company is able to attract and retain people of the highest calibre and believe that the most appropriate means of
achieving this is to provide an opportunity to participate in the company’s future growth and give them an incentive to
contribute to that growth.
Relationship between the remuneration policy and company performance
The tables below set out summary information about the consolidated entity’s earnings and movements in
shareholder wealth for the five years to June 2018.
Revenue
Net loss before tax
Net loss after tax
30 June
2018
$762,163
$1,187,261
$1,187,261
30 June
2017
$669,836
$1,621,972
$1,621,972
30 June
2016
$453,058
$619,449
$619,449
30 June
2015
$192,102
$634,351
$634,351
30 June
2014
$120,930
$742,772
$742,772
Share price at start of year (cents)
Share price at end of year (cents)
Dividends paid
Basic earnings per share (cents)
Diluted earnings per share (cents)
4.7
16.0
Nil
(0.29)
(0.29)
16.5
4.7
Nil
(0.43)
(0.43)
3.4
16.5
Nil
(0.21)
(0.21)
3.2
3.4
Nil
(0.28)
(0.28)
2.0
3.2
Nil
(0.68)
(0.68)
Nagambie Resources Limited | 2018 Annual Report | Page 15
Director and executive remuneration
The directors, executives and consultants detailed below received the following amounts as compensation for their
services during the year:
Directors’ Report
Short
Term
Benefits
Salary
and fees
$
Post
Employment
Benefits
Superannuation
$
Share
Based
Payment
Options
(non cash)
$
164,250
164,250
45,990
45,990
27,468
-
17,500
73,395
150,000
184,375
405,208
468,010
-
-
-
-
-
-
5,495
3,990
14,250
12,766
19,745
16,756
112,183
137,474
56,092
68,737
56,092
-
28,046
68,737
56,092
102,332
308,505
377,280
Performance
Related
Benefits
Other
LongTerm
Benefits
Total
$
-
-
-
-
-
-
-
-
-
-
-
-
$
-
-
-
-
-
-
-
-
-
-
-
-
$
276,433
301,724
102,082
114,727
83,560
-
51,041
146,122
220,342
299,473
733,458
862,046
Kevin Perrin (2)
Directors
Michael Trumbull (1) 2018
2017
2018
2017
2018
2017
2018
2017
Alfonso Grillo (3)
Geoff Turner (4)
Chief Executive Officer
James Earle (5)
2018
2017
Total for Year
Total for Year
2018
2017
Apart from the contracts disclosed at (1) and (5) below there were no other contracts with management or directors
in place during the 2018 and the 2017 financial years.
(1)
(2)
(3)
(4)
(5)
Michael Trumbull is employed as Executive Chairman under a consultancy agreement which commenced
on 1 July 2013 and is ongoing. The fixed remuneration level was set at $164,250 (2017: $164,250) per
annum plus provision of a motor vehicle and reimbursement of out of pocket expenses. The contract may
be terminated upon giving 6 months notice by the company or 3 months by the Consultant. Apart from
accrued entitlements there are no other termination benefits.
During the 2018 financial year, fees of $164,250 (2017: $164,250) were paid to Cypron Pty Ltd, an entity
controlled by Michael Trumbull, for his services as a director of the company.
During the 2018 financial year, fees of $45,990 (2017: $45,990) were paid to Vinda Pty Ltd, an entity
controlled by Kevin Perrin, for his services as a director of the company.
Alfonso Grillo was appointed a director on 24 November 2017. From that date until 30 June 2018 fees of
$27,468 (2017: Nil) were paid to GrilloHiggins Lawyers, an entity in which Alfonso Grillo is a partner, for his
services as a director of the company. During that same period the company also paid fees of $28,008 to
GrilloHiggins Lawyers for secretarial and legal services provided by Alfonso Grillo and other GrilloHiggins
personnel.
At 30 June 2018, there was an amount of $3,300 (2017: Nil) owing to GrilloHiggins.
Geoff Turner retired as a director on 24 November 2017. From 1 July 2017 up to that date Geoff Turner
was paid director’s fees of $17,500 (2017: $42,000) plus $5,495 (2017: $3,990) in superannuation for his
services as a director of the company. The company also paid fees of $20,100 (2017: $31,395) to
Exploration Management Services Pty Ltd (EMS), an entity controlled by Geoff Turner, for professional
geological consultancy services provided by Geoff Turner and other EMS personnel.
At 30 June 2018, there was an amount of $9,900 (2017: $9,240) owing to EMS.
James Earle is employed as the Chief Executive Officer under an employment agreement which
commenced on 8 August 2016 and is ongoing. The fixed remuneration is $150,000 per annum plus
superannuation. He is also entitled to a cash incentive bonus subject to performance hurdles. The
agreement may be terminated by either party upon giving 3 months notice. Apart from accrued entitlements,
there are no other termination benefits.
Nagambie Resources Limited | 2018 Annual Report | Page 16
Directors’ Report
Shareholdings of key management personnel
Balance
1 July 2017
Granted as
remuneration
On exercise
of options
Net change
(1)
Balance
30 June 2018
Michael Trumbull
Kevin Perrin
Alfonso Grillo (2)
Geoff Turner (3)
James Earle
Total
20,269,610
27,241,549
750,000
4,257,325
733,333
53,251,817
-
-
-
-
-
-
1,600,000
1,000,000
150,000
-
-
2,750,000
(1,000,000)
-
-
-
-
(1,000,000)
20,869,610
28,241,549
900,000
4,257,325
733,333
55,001,817
(1) Net change refers to on and off market acquisitions/disposals.
(2) Opening balance is at appointment date.
(3) Closing balance is at retirement date.
Executive Options
The consolidated entity has an ownership-based remuneration scheme for staff and executives (including executive
and non-executive directors) of the company. In accordance with the provisions of the scheme, as approved by
shareholders at a previous annual general meeting, staff and executives of the company may be granted options to
purchase parcels of ordinary shares at an exercise price determined at the discretion of the board of directors.
Each share option converts into one ordinary share of Nagambie Resources Limited on exercise by the payment of the
exercise price. No amounts are paid or payable by the recipient on receipt of the options. The options carry neither right
to dividends nor voting rights. Options may be exercised at any time from the date of vesting to the date of their expiry.
The number of options granted is at the discretion of the board of directors of the company.
The options granted expire five years after their issue or one month after the resignation of the staff member or
executive, whichever is the earlier, or as otherwise determined by the board of directors. There are 57,600,000 share
options on issue under this plan, of which 24,350,000 are executive share options.
Options held at the end of the financial year
Number of options
Grant date
Vesting date
Expiry date
Exercise price
6,750,000
10,100,000
11,500,000
2,000,000
12,500,000
13,750,000
1,000,000
57,600,000
3/12/2013
28/11/2014
16/11/2015
4/7/2016
30/11/2016
24/11/2017
20/12/2017
3/12/2013
28/11/2014
16/11/2015
4/7/2016
30/11/2016
24/11/2017
20/12/2017
3/12/2018
28/11/2019
28/11/2020
4/7/2021
30/11/2021
24/11/2022
20/12/2022
10 cents
10 cents
10 cents
25.5 cents
25 cents
10 cents
14.1 cents
Value of options issued to directors and executives
The following grants of share-based payment compensation to directors and executives relate to the 2018 financial
year:
Name
Michael Trumbull
Kevin Perrin
Alfonso Grillo
Geoff Turner
James Earle
Option series
issued 24/11/2017
issued 24/11/2017
issued 24/11/2017
issued 24/11/2017
issued 24/11/2017
Number
granted
4,000,000
2,000,000
2,000,000
1,000,000
2,000,000
Number
vested
4,000,000
2,000,000
2,000,000
1,000,000
2,000,000
% of
grant
vested
100%
100%
100%
100%
100%
% of
grant
forfeited
0%
0%
0%
0%
0%
% of compensation
for year consisting
of options
40.6%
54.9%
67.1%
54.9%
25.5%
Nagambie Resources Limited | 2018 Annual Report | Page 17
Directors’ Report
The following table summarises the value of options granted, exercised or lapsed during the 2018 financial year to
directors and executives:
Name
Michael Trumbull
Kevin Perrin
Alfonso Grillo
Geoff Turner
James Earle
Value of options granted
at the grant date (i)
$
112,183
56,092
56,092
28,046
56,092
Value of options exercised
at the exercise date (ii)
$
Nil
Nil
Nil
Nil
Nil
Value of options lapsed
at the date of lapse
$
Nil
Nil
Nil
Nil
Nil
(i)
(ii)
The value of options granted during the period is recognised in compensation at the grant date which is also the
vesting date. The assessed value was 2.80 cents per option.
2,750,000 directors options and 400,000 executives options were exercised during the reporting period.
3,500,000 directors options and 1,250,000 executives options lapsed during the reporting period.
Option holdings of key management personnel
Balance
1 July
2017
Granted as
remuneration
Options
Exercised
Options
Lapsed
Balance
30 June
2018
Vested and
exercisable at
30 June 2018
Michael Trumbull 17,000,000
9,000,000
Kevin Perrin
4,000,000
Alfonso Grillo (1)
9,000,000
Geoff Turner (2)
3,000,000
James Earle
42,000,000
Total
4,000,000
2,000,000
2,000,000
1,000,000
2,000,000
11,000,000
(1,600,000)
(1,000,000)
(150,000)
-
-
(2,750,000)
(1,000,000) 18,400,000
9,000,000
(1,000,000)
5,850,000
-
9,000,000
(1,000,000)
5,000,000
-
(3,000,000) 47,250,000
18,400,000
9,000,000
5,850,000
9,000,000
5,000,000
47,250,000
(1) Balance held at date of appointment
(2) Balance held at date of retirement
Non-audit services
As detailed in note 25 to the financial statements, no amount has been paid to the auditor during the financial year for
non-audit services.
Auditor’s independence declaration
The auditor’s independence declaration is attached to this directors’ report.
Proceedings on behalf of the company
No person has applied for leave of court to bring proceedings on behalf of the company or intervene in any proceedings
to which the company is a party for the purpose of taking responsibility on behalf of the company for all or any part of
these proceedings.
Signed in accordance with a resolution of directors made pursuant to s.298(2) of the Corporations Act 2001.
On behalf of the directors
Michael W Trumbull
Executive Chairman
Melbourne
25 September 2018
Nagambie Resources Limited | 2018 Annual Report | Page 18
Auditor’s Independence Declaration
Nagambie Resources Limited | 2018 Annual Report | Page 19
Statement of Profit and Loss and Other Comprehensive Income
Statement of Profit and Loss and Other Comprehensive Income
for the financial year ended 30 June 2018
Revenue
4
762,163
669,836
Consolidated
Note
2018
$
2017
$
Corporate expenses
Cost of sales and rehabilitation
Depreciation and amortisation
Employee benefits expense
Finance costs
Impairment of exploration assets
Loss before income tax
Income tax benefit
Loss for the year
Other comprehensive income
(602,056)
(767,894)
(404,423)
(629,975)
(141,293)
(42,814)
(509,520)
(588,970)
(292,132)
(208,034)
-
(54,121)
(1,187,261)
(1,621,972)
-
-
(1,187,261)
(1,621,972)
-
-
4
4
9
5
Total comprehensive loss for the year
(1,187,261)
(1,621,972)
Loss per share
Basic and diluted loss per share in cents
6
(0.29)
(0.43)
The accompanying notes form part of these financial statements
Nagambie Resources Limited | 2018 Annual Report | Page 20
Statement of Financial Position
as at 30 June 2018
Current assets
Cash and cash equivalents
Trade and other receivables
Total current assets
Non-current assets
Security deposits
Property, plant and equipment
Exploration and evaluation assets
Total non-current assets
Total assets
Current liabilities
Trade and other payables
Borrowings
Provisions
Revenue in advance
Total current liabilities
Non-current liabilities
Borrowings
Provisions
Total non-current liabilities
Total liabilities
Net assets
Equity
Issued capital
Reserves
Accumulated losses
Total equity
The accompanying notes form part of these financial statements
Statement of Financial Position
Consolidated
Note
2018
$
2017
$
14(b)
7
352,070
164,702
516,772
124,184
70,212
194,396
8
10
9
11
15
16
15
16
12
13
635,000
925,436
9,675,955
11,236,391
635,520
535,300
8,629,565
9,800,385
11,753,163
9,994,781
301,077
126,622
26,218
39,306
493,223
226,429
42,013
26,281
-
294,723
3,675,535
11,777
3,687,312
1,660,536
8,309
1,668,845
4,180,535
1,963,568
7,572,628
8,031,213
22,091,390
1,214,896
(15,733,658)
7,572,628
21,751,540
846,495
(14,566,822)
8,031,213
Nagambie Resources Limited | 2018 Annual Report | Page 21
Statement of Changes In Equity
Statement of Changes in Equity
for the financial year ended 30 June 2018
Consolidated
Issued
capital
$
Options
reserve
$
Accumulated
losses
$
Total
$
Balance at 30 June 2016
19,018,777
353,005
(12,944,850)
6,426,932
Shares issued during the year
Share issue costs
2,743,683
(15,000)
-
-
Recognition of share based payments
-
497,570
Transfer on exercise of options
4,080
(4,080)
-
-
-
-
2,743,683
(15,000)
497,570
-
Total comprehensive income
-
-
(1,621,972)
(1,621,972)
Balance at 30 June 2017
21,751,540
846,495
(14,566,822)
8,031,213
Shares issued during the year
315,000
-
Recognition of share based payments
Transfer on lapse of options
-
-
413,676
(20,425)
20,425
Transfer on exercise of options
24,850
(24,850)
-
-
-
315,000
413,676
-
-
Total comprehensive income
-
-
(1,187,261)
(1,187,261)
Balance at 30 June 2018
22,091,390
1,214,896
(15,733,658)
7,572,628
The accompanying notes form part of these financial statements
Nagambie Resources Limited | 2018 Annual Report | Page 22
Statement of Cash Flows
for the financial year ended 30 June 2018
Cash flows from operating activities
Receipts from customers
Payments to suppliers and employees
Interest received
Interest paid
Statement of Cash Flows
Consolidated
Note
2018
$
2017
$
650,393
653,911
(963,032)
(1,457,447)
17,280
15,925
(249,805)
(210,907)
Net cash inflows used in operating activities
14(a)
(545,164)
(998,518)
Cash flows from investing activities
Purchase of property, plant and equipment
Payments for exploration expenditure
Proceeds from security bonds
Net cash used in investing activities
Cash flows from financing activities
Proceeds from issue of shares
Proceeds from issue of convertible notes
Net repayment of borrowings
Net cash provided by financing activities
(40,118)
(375,773)
(1,046,390)
(1,056,315)
520
26,929
(1,085,988)
(1,405,159)
315,000
1,627,000
1,800,000
600,000
(255,962)
(17,733)
1,859,038
2,209,267
Net increase (decrease) in cash and cash equivalents
227,886
(194,410)
Cash and cash equivalents at the beginning of the financial period
124,184
318,594
Cash and cash equivalents at the end of the financial period
14(b)
352,070
124,184
Nagambie Resources Limited | 2018 Annual Report | Page 23
Notes to the Financial Statements
Notes to the Financial Statements
for the financial year ended 30 June 2018
1. General information
Nagambie Resources Limited (the Company) is a listed for-profit public company, incorporated in Australia and operating
in Victoria. The registered office and principal place of business for the Company are located at 533 Zanelli Road,
Nagambie Vic 3608. These financial statements were authorised for issue on the date of the signing of the attached
Directors’ Declaration.
2. Significant accounting policies
Statement of compliance
The financial statements are general purpose financial statements which have been prepared in accordance with the
Corporations Act 2001 and the Corporations Regulations 2001, Australian Accounting Standards and Interpretations. The
financial statements include the consolidated financial statements of the group.
Compliance with Australian Accounting Standards (AASBs) ensures that the financial statements and notes of the group
comply with International Financial Reporting Standards (‘IFRS’).
Basis of preparation
The financial statements have been prepared on an accruals basis using historical cost and the going concern basis of
accounting. Cost is based on the fair values of the consideration given in exchange for assets. All amounts are presented
in Australian dollars, which is the functional and presentation currency of the Company and its controlled entities.
Comparative information where necessary has been reclassified in order to achieve consistency in presentation with
amounts disclosed in the current year.
The following significant accounting policies have been adopted in the preparation and presentation of the financial
statements:
(a) Going concern
For the year ended 30 June 2018, the consolidated net loss was $1,187,261 (2017: $1,621,972). The net cash
outflows used in operations for the year were $545,164 (2017: $998,518). The Group had a net working capital
surplus of $23,549 (2017: deficiency $100,327) at year end.
On 18 July 2017, the company announced to the ASX that it had arranged a loan facility of $1,000,000 with PPT
Nominees Pty Ltd. The facility provides for a maximum drawdown of $1,000,000 over a term of 2 years. The interest
rate is 10% on the amount drawn at any time and is payable quarterly in arrears. The loan is unsecured. The purpose
of this facility is to allow the company time to negotiate future tenders for large volumes of PASS management
associated with major Melbourne infrastructure projects and to enable the progressive development of its other
planned revenue streams.
The Group has cancellable planned exploration expenditure under its leased tenements extending to 30 June 2018
of $1,009,500 (2017: $867,750).
The Group has received written representations from the directors that they will not call on the payment of directors
fees until cash reserves reach appropriate levels.
The directors have assessed the current cash balances available to the entity, along with the operating and capital
expenditure plans and expected obligations over the next 12 months. They are mindful of their obligations to ensure
that there is adequate working capital available for operations and in this regard the following initiatives are being
planned to improve group income in the future:
• Carry out IP geophysical surveys over the Wandean Gold Prospect and the 9 km between Nagambie Mine
West and Wandean;
• Carry out diamond drilling at Nagambie Mine West and other high-grade sulphide-gold underground targets
defined by the new IP surveys;
• Secure a PASS Management contract for some of the estimated 1.2 million tonnes to be excavated for Metro
Rail;
• Produce aggregates for concrete manufacture by screening the tailings on the 1990s Heap Leach Pad at the
Nagambie Mine;
• Continue selling the heap leach material “as is” as high-compaction gravel for forming roads and for use
under concrete slabs;
• Continue selling gravel products produced from the Overburden Dumps; and
• Complete the application for an Extractive Industries Licence to quarry and treat the sand and quartz
aggregate deposits at the western end of the West Pit at the Nagambie Mine.
Nagambie Resources Limited | 2018 Annual Report | Page 24
Notes to the Financial Statements
2. Significant accounting policies (continued)
If necessary, the group has additional capacity to meet its financial commitments through the following:
Issue of additional shares and/or convertible notes:
•
• Reclaiming cash backed environmental bonds for mineral tenements with the Department of Environmental
Development Jobs Transport and Resources Victoria and therefore foregoing any capital commitments on
those tenements surrendered: and
• Scaling back its administrative and corporate costs, including a reduction in fees payable to directors.
This financial report does not include any adjustments relating to the recoverability and classification of recorded
asset amounts or to amounts and classification of liabilities that may be necessary should the group be unable to
continue as a going concern.
(b) Basis of consolidation
The consolidated financial statements incorporate the financial statements of the Company and entities controlled
by the Company (referred to as ‘the group’ in these financial statements). The consolidated entity controls an entity
when the consolidated entity is exposed to, or has rights to, variable returns from its involvement with the entity and
has the ability to affect those returns through its power to direct the activities of the entity.
The results of subsidiaries acquired or disposed of during the year are included in the consolidated statement of
profit or loss and other comprehensive income from the effective date of acquisition or up to the effective date of
disposal, as appropriate.
Where necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies
into line with those used by other members of the group. All intra-group transactions, balances, income and
expenses are eliminated in full on consolidation.
(c) Cash and cash equivalents
Cash comprises cash on hand and demand deposits. Cash equivalents are short-term, highly liquid investments
that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in
value.
(d) Employee benefits
Short-term employee benefits
Liabilities for wages and salaries, including non-monetary benefits, annual leave and long service leave expected
to be wholly settled within 12 months of the reporting date are recognised in current liabilities in respect of
employees' services up to the reporting date and are measured at the amounts expected to be paid when the
liabilities are settled.
Other long-term employee benefits
The liability for annual leave and long service leave not expected to be wholly settled within 12 months of the
reporting date are recognised in non-current liabilities, provided there is an unconditional right to defer settlement of
the liability. The liability is measured as the present value of expected future payments to be made in respect of
services provided by employees up to the reporting date using the projected unit credit method. Consideration is
given to expected future wage and salary levels, experience of employee departures and periods of service.
Expected future payments are discounted using market yields at the reporting date on government bonds with terms
to maturity and currency that match, as closely as possible, the estimated future cash outflows.
(e)
Financial instruments
Recognition and initial measurement
Financial instruments, incorporating financial assets and financial liabilities, are recognised when the entity becomes
a party to the contractual provisions of the instrument.
Financial instruments are classified and measured as set out below.
Derecognition
Financial assets are derecognised where the contractual rights to receipt of cash flows expires or the asset is
transferred to another party whereby the entity no longer has any significant continuing involvement in the risks and
benefits associated with the asset.
Nagambie Resources Limited | 2018 Annual Report | Page 25
Notes to the Financial Statements
2. Significant accounting policies (continued)
Classification and subsequent measurement
Financial assets are classified on initial recognition as those to be subsequently measured at fair value or amortised
cost using the effective interest method dependent on the entity’s business model for managing the financial assets
and the contractual terms of the cash flows.
Loans and receivables
Loans and receivables are subsequently recognised at amortised costs less an allowance for any uncollectible
amounts. Loans and receivables are included in current assets, except for those which are not expected to be
received within 12 months after the end of the reporting period.
Impairment
At the end of each reporting period, the company assesses whether there is objective evidence that a financial asset
has been impaired. A financial asset or a group of financial assets will be deemed to be impaired if, and only if, there
is objective evidence of impairment as a result of the occurrence of one or more events (a “loss event”), which has
an impact on the estimated future cash flows of the financial asset(s).
In the case of financial assets carried at amortised cost, loss events may include: indications that the debtors, or a
group of debtors, are experiencing significant financial difficulty, default or delinquency in interest or principal
payments; indications that they will enter into bankruptcy or other financial reorganisation; and changes in arrears
or economic conditions that correlate with defaults.
For financial assets carried at amortised cost (including loans and receivables), a separate allowance account is
used to reduce the carrying amount of financial assets impaired by credit losses. After having undertaken all possible
measures of recovery, if the management establishes that the carrying amount cannot be recovered by any means,
at that point the written-off amounts are charged to the allowance account or the carrying amount of impaired
financial assets is reduced directly if no impairment amount was previously recognised in the allowance accounts.
When the terms of financial assets that would otherwise have been past due or impaired have been renegotiated,
the company recognises the impairment for such financial assets by taking into account the original terms as if the
terms have not been renegotiated so that the loss events that have occurred are duly considered.
(f)
Exploration and evaluation assets
Exploration and evaluation expenditures in relation to each separate area of interest are recognised as an
exploration and evaluation asset in the year in which they are incurred where the following conditions are satisfied:
(i) the rights to tenure of the area of interest are current; and
(ii) at least one of the following conditions is also met:
(a) the exploration and evaluation expenditures are expected to be recouped through successful development
and exploration of the area of interest, or alternatively, by its sale; or
(b) exploration and evaluation activities in the area of interest have not at the end of the reporting period reached
a stage which permits a reasonable assessment of the existence or otherwise of economically recoverable
reserves, and active and significant operations in, or in relation to, the area of interest are continuing.
Exploration and evaluation assets are initially measured at cost and include acquisition of rights to explore, studies,
exploratory drilling, trenching and sampling and associated activities and an allocation of depreciation and
amortisation of assets used in exploration and evaluation activities. General and administrative costs are only
included in the measure of exploration and evaluation costs where they are related directly to operational activities
in a particular area of interest.
Exploration and evaluation assets are assessed for impairment when facts and circumstances suggest that the
carrying amount of an exploration and evaluation asset may exceed its recoverable amount. The recoverable
amount of the exploration and evaluation asset (or the cash-generating unit(s) to which it has been allocated, being
no larger than the relevant area of interest) is estimated to determine the extent of the impairment loss (if any).
Where an impairment loss subsequently reverses, the carrying amount of the asset is increased to the revised
estimate of its recoverable amount, but only to the extent that the increased carrying amount does not exceed the
carrying amount that would have been determined had no impairment loss been recognised for the asset in previous
years.
Where a decision is made to proceed with the development in respect of a particular area of interest, the relevant
exploration and evaluation asset is tested for impairment and the balance will then be reclassified to capitalised
development costs.
Nagambie Resources Limited | 2018 Annual Report | Page 26
Notes to the Financial Statements
2. Significant accounting policies (continued)
(g)
Impairment of tangible assets
At the end of each reporting period, the group reviews the carrying amounts of its tangible assets to determine
whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the
recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any).
Where the asset does not generate cash flows that are independent from other assets, the group estimates the
recoverable amount of the cash-generating unit to which the asset belongs. Where a reasonable and consistent
basis of allocation can be identified, corporate assets are also allocated to individual cash-generating units, or
otherwise they are allocated to the smallest group of cash-generating units for which a reasonable and consistent
allocation basis can be identified.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the
estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current
market assessments of the time value of money and the risks specific to the asset for which the estimates of future
cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the
carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is
recognised in profit or loss immediately.
Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is
increased to the revised estimate of its recoverable amount, but only to the extent that the increased carrying amount
does not exceed the carrying amount that would have been determined had no impairment loss been recognised
for the asset (or cash-generating unit) in prior years.
(h)
Income tax
Current tax
Current tax is calculated by reference to the amount of income taxes payable or recoverable in respect of the taxable
profit or tax loss for the period. It is calculated using tax rates and tax laws that have been enacted or substantively
enacted at the end of the reporting period. Current tax for current and prior periods is recognised as a liability (or
asset) to the extent that it is unpaid (or refundable).
Deferred tax
Deferred tax is accounted for using the liability method. Temporary differences are differences between the tax base
of an asset or liability and its carrying amount in the statement of financial position. The tax base of an asset or
liability is the amount attributed to that asset or liability for tax purposes.
In principle, deferred tax liabilities are recognised for all taxable temporary differences. Deferred tax assets are
recognised to the extent that it is probable that sufficient taxable amounts will be available against which deductible
temporary differences or unused tax losses and tax offsets can be utilised. However, deferred tax assets and
liabilities are not recognised if the temporary differences giving rise to them arise from the initial recognition of assets
and liabilities (other than as a result of a business combination) which affects neither taxable income nor accounting
profit.
A deferred tax liability is not recognised in relation to taxable temporary differences arising from the initial recognition
of goodwill.
Deferred tax liabilities are recognised for taxable temporary differences associated with investments in subsidiaries,
branches and associates, and interests in joint ventures except where the group is able to control the reversal of
the temporary differences and it is probable that the temporary differences will not reverse in the foreseeable future.
Deferred tax assets arising from deductible temporary differences associated with these investments and interests
are only recognised to the extent that it is probable that there will be sufficient taxable profits against which to utilise
the benefits of the temporary differences and they are expected to reverse in the foreseeable future.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the period(s) when the
asset and liability giving rise to them are realised or settled, based on tax rates (and tax laws) that have been
enacted or substantively enacted at the end of the reporting period. The measurement of deferred tax liabilities and
assets reflects the tax consequences that would follow from the manner in which the group expects, at the end of
the reporting period, to recover or settle the carrying amount of its assets and liabilities.
Deferred tax assets and liabilities are offset when they relate to income taxes levied by the same taxation authority
and the group intends to settle its current tax assets and liabilities on a net basis.
Current and deferred tax for the period
Current and deferred tax is recognised as an expense or income in the statement of profit or loss and other
Nagambie Resources Limited | 2018 Annual Report | Page 27
Notes to the Financial Statements
2. Significant accounting policies (continued)
comprehensive income, except when it relates to items credited or debited directly to equity, in which case the
deferred tax is also recognised directly in equity, or where it arises from the initial accounting for a business
combination, in which case it is taken into account in the determination of goodwill or excess.
(i)
Leased assets
Leases are classified as finance leases when the terms of the lease transfer substantially all the risks and rewards
incidental to ownership of the leased asset to the lessee. All other leases are classified as operating leases.
Operating lease payments are recognised as an expense on a straight-line basis over the lease term, except where
another systematic basis is more representative of the time pattern in which economic benefits from the leased
asset are consumed. Contingent rentals arising under operating leases are recognised as an expense in the period
in which they are incurred.
(j)
Property, plant and equipment
Property, plant and equipment are stated at cost less accumulated depreciation and impairment. Cost includes
expenditure that is directly attributable to the acquisition of the item.
Depreciation is provided on property, plant and equipment except for freehold land.
Depreciation is calculated on a diminishing value and straight line basis so as to write off the net cost amount of
each asset over its expected useful life to its estimated residual value. The estimated useful lives, residual values
and depreciation method are reviewed at the end of each reporting period, with the effect of any changes recognised
on a prospective basis.
The range of useful lives for each class of plant equipment for the year were:
Plant and equipment:
Computer equipment:
Motor vehicles:
4-10 years
3-5 years
3-5 years
The gain or loss arising on disposal or retirement of an item of property, plant or equipment is determined as the
difference between the sales proceeds and the carrying amount of the asset and is recognised in profit and loss.
(k)
Provisions
Provisions are recognised when the group has a present obligation (legal or constructive) as a result of a past event,
it is probable that the group will be required to settle the obligation, and a reliable estimate can be made of the
amount of the obligation.
The amount recognised as a provision is the best estimate of the consideration required to settle the present
obligation at the end of the reporting period, taking into account the risks and uncertainties surrounding the
obligation. Where a provision is measured using the cash flows estimated to settle the present obligation, its carrying
amount is the present value of those cash flows.
(l)
Revenue
Revenue is measured at the fair value of the consideration received or receivable.
Sale of rock revenue
Revenue from the sale of rock is measured at the fair value for the consideration received or receivable. The revenue
is recognised when the rock is removed from the company premises. There are no cartage expenses as the
customer utilises their own assets to source and remove the rock.
Interest revenue
Interest revenue is accrued on a time basis, by reference to the principal outstanding and at the effective interest
rate applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of
the financial asset to that asset’s net carrying amount.
Rental revenue
Property rental income is recognised on a straight-line basis over the period of the lease term.
(m) Share-based payments
Equity-settled share-based payments with employees and others providing similar services are measured at the fair
value of the equity instrument at the grant date. Fair value is measured by use of a Binomial option pricing model.
The expected life used in the model has been adjusted, based on management’s best estimate, for the effects of
non-transferability, exercise restrictions, and behavioural considerations.
Nagambie Resources Limited | 2018 Annual Report | Page 28
Notes to the Financial Statements
2. Significant accounting policies (continued)
The fair value determined at the grant date of the equity-settled share-based payments is expensed on a straight-
line basis over the vesting period, based on the group’s estimate of shares that will eventually vest.
Equity-settled share-based payment transactions with other parties are measured at the fair value of the goods and
services received, except where the fair value cannot be estimated reliably, in which case they are measured at the
fair value of the equity instruments granted, measured at the date the entity obtains the goods or the counterparty
renders the service.
(n) Goods and services tax
Revenues, expenses and assets are recognised net of the amount of goods and services tax (GST), except:
i.
where the amount of GST incurred is not recoverable from the taxation authority, it is recognised as part of
the cost of acquisition of an asset or as part of an item of expense; or
for receivables and payables which are recognised inclusive of GST.
ii.
The net amount of GST recoverable from, or payable to, the taxation authority is included as part of receivables or
payables. Cash flows are presented on a net basis. The GST components of cash flows arising from investing or
financial activities which are recoverable from a payable to the taxation authority are presented as operating cash
flows.
(o)
(p)
Trade and other payables
Accounts payable and other payables represent the liability outstanding at the end of the reporting period for goods
and services received by the company during the reporting period which remain unpaid. The balance is recognised
as a current liability with the amounts normally paid within 30 days of recognition of the liability.
Trade and other receivables
Trade and other receivables include amounts due from customers for goods sold and services performed in the
ordinary course of business. Receivables expected to be collected within 12 months of the end of the reporting
period are classified as current assets. All other receivables are classified as non-current assets.
(q) Borrowings
Loans and borrowings are initially recognised at the fair value of the consideration received, net of transaction costs.
They are subsequently measured at amortised cost using the effective interest method.
Where there is an unconditional right to defer settlement of the liability for at least 12 months after the reporting
date, the loans or borrowings are classified as non-current.
The component of the convertible notes that exhibits characteristics of a liability is recognised as a liability in the
statement of financial position, net of transaction costs.
On the issue of the convertible notes the fair value of the liability component is determined using a market rate for
an equivalent non-convertible bond and this amount is carried as a non-current liability on the amortised cost basis
until extinguished on conversion or redemption. The increase in the liability due to the passage of time is recognised
as a finance cost. The remainder of the proceeds are allocated to the conversion option that is recognised and
included in shareholders equity as a convertible note reserve, net of transaction costs. The carrying amount of the
conversion option is not remeasured in the subsequent years. The corresponding interest on convertible notes is
expensed to profit or loss.
(r)
Finance costs
Finance costs are expensed in the period in which they are incurred, including interest on bank accounts and interest
on short-term and long-term borrowings.
(s) Critical accounting estimates and judgements
Exploration and evaluation costs
Exploration and evaluation costs have been capitalised on the basis that the consolidated entity may commence
commercial production in the future, from which time the costs will be amortised in proportion to the depletion of the
mineral resources. Key judgements are applied in considering costs to be capitalised which includes determining
expenditures directly related to these activities and directly allocating overheads between those that are expensed
and capitalised.
In addition, costs are only capitalised that are expected to be recovered either through successful development or
sale of the relevant mining interest or activities that are not at a stage that permits a reasonable estimate of the
existence of economically recoverable reserves. Factors that could impact the future commercial production at the
mine include the level of reserves and resources, future technology changes, which could impact the cost of mining,
future legal changes and changes in commodity prices. To the extent that capitalised costs are determined not to
be recoverable in the future, they will be written off in the period in which this determination is made.
Nagambie Resources Limited | 2018 Annual Report | Page 29
Notes to the Financial Statements
2. Significant accounting policies (continued)
Management have assessed the balance of capitalised exploration costs in line with future planned exploration
activities and the entity’s accounting policy and have determined that no impairment was necessary. If a tenement
has been relinquished or reduced then an impairment charge is taken. This charge is generally based on the pro-
rata area reduced, however there can be other reasons for not using such an approach. When a tenement is not
relinquished or reduced but is thought to be of reduced carrying value then an impairment based on management’s
estimate of fair value has been applied. Any charge for impairment is recognised in profit or loss immediately and
also shown at Note 9.
Rehabilitation of tenements
The company has considered whether a provision for rehabilitation of any tenement is required. The directors do
not consider that such a provision is necessary due to the fact that rehabilitation is being undertaken on a
progressive basis. Whilst the company is in exploration phase it cannot reliably estimate the scope and costs of
rehabilitation work that will need to be undertaken.
Recovery of deferred tax assets
Deferred tax assets are recognised for deductible temporary differences only if the consolidated entity considers it
is probable that future taxable amounts will be available to utilise those temporary differences and losses.
Share based payments
The consolidated entity measures the cost of equity-settled transactions with employees by reference to the fair
value of the equity instruments at the date at which they are granted. The fair value is determined by using a Binomial
valuation method of taking into account the terms and conditions upon which the instruments were granted. The
company employs an external consultant to complete the valuation and this takes into account the expected volatility
of the share price as one of the key components of the valuation. The accounting estimates and assumptions relating
to equity-settled share-based payments would have no impact on the carrying amounts of assets and liabilities
within the next annual reporting period but may impact profit or loss and equity.
Fair value of convertible notes
Under the consolidated entity’s accounting policy for convertible notes with cash redemption features, at initial
recognition an amount equal to the fair value of the convertible notes issued is recognised as a financial liability
(“debt”), and the residual value, being the proceeds of consideration less the debt component recognised at fair
value, is recognised in equity.
On initial recognition, the directors have assessed the terms of the convertible notes and determined that in their
view the fair value of the debt component is equal to the proceeds such that there is no residual amount to be
allocated to an equity component. In making this determination, the directors are of the view that the value of the
consideration received, net of costs, provided reliable evidence of the fair value of the debt component of the
convertible note.
(t) Parent entity information
In accordance with the Corporations Act 2001, these financial statements present the results of the consolidated
entity only. Supplementary information about the parent entity is disclosed in note 27.
3. New Accounting Standards for Application in Current and Future Periods
The AASB has issued new and amended accounting standards and interpretations that have mandatory application dates
for future reporting periods and which the Company has decided not to early adopt. In the directors view none of these
standards and interpretations will have a material effect on these financial statements, with the exception of the following.
Upon the adoption of AASB 16 Leases, the group anticipates recognizing the present value of its operating lease
commitments together with a right of use asset for the same amount in the statement of financial position. Refer note 17c.
Nagambie Resources Limited | 2018 Annual Report | Page 30
4. Revenue and expenses
The loss before income tax includes the following items of revenue and
expenses.
(a) Revenue
Operating revenue
Rental income
Sale of rock and quarry products
Other revenue
Interest
Sundry income
Total revenue
(b) Expenses
Employee benefits expense
Employee benefits
Share based payments expense
Superannuation expense
Finance costs
Interest
5. Income tax
(a)
Income tax expense
Loss from operations
Notes to the Financial Statements
Consolidated
2018
$
2017
$
190,574
537,490
181,968
425,619
17,280
16,819
15,925
46,324
762,163
669,836
65,099
413,676
30,745
509,520
47,756
497,570
43,644
588,970
292,132
208,034
(1,187,261)
(1,621,972)
Prima facie tax benefit calculated at 30% (2017: 30%)
356,178
486,592
Add tax effect of:
- Non deductible expenses
- Share based payments
Less tax effect of:
Current year tax loss not recognised
Income tax benefit
(1,415)
(124,103)
(931)
(149,271)
(230,660)
(336,389)
-
-
(b) Deferred tax asset
A deferred tax asset attributable to tax losses and timing differences
has not been brought to account due to the uncertainty of recoverability
in future periods.
4,572,031
4,341,371
Nagambie Resources Limited | 2018 Annual Report | Page 31
6. Earnings per share
Notes to the Financial Statements
Consolidated
2018
$
2017
$
The following reflects the income and share data used in the calculation of basic
and diluted earnings per share:
Net loss
1,187,261
1,621,972
Weighted average number of ordinary shares used in the calculation of basic and
diluted earnings per share
404,039,474
373,436,970
Basic and diluted loss per share in cents
0.29
0.43
As discussed in Note 20, the company has issued options over its unissued share capital. All these options are anti-
dilutive in nature due to the company incurring losses and the share price being less than the exercise price. They
therefore have not been incorporated into the diluted earnings per share calculation.
7. Receivables
Trade receivables
Other receivables
Total receivables
8. Security deposits
Non-current assets
Security deposits - environmental bonds (i)
Deposit on land
Security deposits - rental bonds
Total other assets
(i) Security deposits – environmental bonds
120,195
44,507
164,702
45,779
24,433
70,212
585,000
50,000
-
635,000
585,520
50,000
-
635,520
The company holds security deposits, in the form of term deposits with its banker. These are guarantees for
performance conditions set by the Department of Economic Development, Jobs, Transport and Resources Victoria
on mining tenements held by the company. Those guarantees are held to cover any future rehabilitation obligations
the company may have on the mining tenements. When all obligations in relation to a mining tenement are finalised,
the relevant guarantee will be released and associated environmental bond will be redeemed. The deposits are shown
as non-current assets since it is not expected that they will be repaid during the coming 12 months. These cash
deposits earn interest for the company.
9. Exploration and evaluation assets
Balance at beginning of the year
Exploration costs capitalised for the year
Impairment charge for the year
Balance at end of the year
Consolidated
2018
$
8,629,565
1,046,390
-
9,675,955
2017
$
7,627,371
1,056,315
(54,121)
8,629,565
During the financial year the group reassessed the recoverable value of all tenement areas of interest to which
exploration costs have been capitalised and no impairment charge was deemed applicable. This matter is discussed
further in ‘Critical accounting estimates and judgements’ at Note 2(s).
Nagambie Resources Limited | 2018 Annual Report | Page 32
Notes to the Financial Statements
10. Property, plant and equipment
Consolidated
Land
$
Plant and
equipment
$
Computer
equipment
$
Motor
vehicles
$
Total
$
Gross carrying amount
Balance at 1 July 2016
27,028
67,423
140,768
106,211
341,430
Additions
Disposals
18,035
399,208
-
88,932
506,175
-
(1,037)
(46,630)
-
(47,667)
Balance at 1 July 2017
45,063
465,594
94,138
195,143
799,938
Additions
Disposals
-
-
521,735
10,731
(592)
(78,918)
-
-
532,466
(79,510)
Balance at 30 June 2018
45,063
986,737
25,951
195,143
1,252,894
Accumulated depreciation
Balance at 1 July 2016
Depreciation expense
Disposals
Balance at 1 July 2017
Depreciation expense
Disposals
Balance at 30 June 2018
Net book value
As at 30 June 2017
As at 30 June 2018
11. Trade and other payables
Trade payables
Other payables
-
-
-
-
-
-
-
(50,244)
(126,172)
(93,075)
(269,491)
(22,204)
(6,530)
(14,080)
(42,814)
1,037
46,630
-
47,667
(71,411)
(86,072)
(107,155)
(264,638)
(118,121)
(9,025)
(15,184)
(142,330)
592
78,918
-
79,510
(188,940)
(16,179)
(122,339)
(327,458)
45,063
394,183
45,063
797,797
8,066
9,772
87,988
535,300
72,804
925,436
Consolidated
2018
$
200,990
100,087
2017
$
202,315
24,114
301,077
226,429
Nagambie Resources Limited | 2018 Annual Report | Page 33
12. Issued capital
(a) Issued and paid capital
Ordinary shares fully paid
(b) Movements in shares on issue
Balance at beginning of the year
Movements during the year
Placement of shares
July 2016 issue price 15.0 cents
March 2017 issue price 6.0 cents
Share purchase plan
March 2017 issue price 6.0 cents
Conversion of convertible notes
Series 2 issue price 4.0 cents
Series 3 issue price 3.0 cents
Exercise of options at 10.0 cents
Options reserve transfers
Share issue expenses
Balance at end of the year
Notes to the Financial Statements
2018
$
22,091,390
2017
$
21,751,540
Year ended
30 June 2018
Year ended
30 June 2017
Number of
shares issued
Issued capital
$
Number of
shares issued
Issued capital
$
403,935,912
21,751,540
351,238,110
19,018,777
-
-
-
-
-
-
4,666,666
2,366,667
700,000
142,000
12,000,022
720,000
-
-
3,150,000
-
-
407,085,912
-
-
315,000
24,850
-
22,091,390
11,575,000
21,289,447
800,000
-
-
403,935,912
463,000
638,683
80,000
4,080
(15,000)
21,751,540
(c) Terms and conditions of issued capital
Ordinary shares have the right to receive dividends as declared and, in the event of winding up the company, to
participate in the proceeds from the sale of all surplus assets in proportion to the number of and amounts paid up on
the shares held.
Ordinary shares entitle their holder to one vote, either in person or by proxy, at a meeting of the company.
The fully paid ordinary shares have no par value and the company does not have a limited amount of authorised
capital.
Share options granted under the employee share option plan
As at 30 June 2018 there were 24,350,000 (2017 15,750,000) options over ordinary shares in respect of the employee
share option plan. These options were issued in accordance with the provisions of the employee share option plan to
executives and senior employees. Of these options 24,350,000 were vested by 30 June 2018 (2017: 15,750,000).
Share options granted under the employee share option plan carry no rights to dividends and have no voting rights.
Further details of the employee share option plan are contained in note 20 to the financial statements.
Other share options on issue
As at 30 June 2018 there were 33,250,000 options over ordinary shares issued to directors (2017:35,000,000). Of
these options 33,250,000 were vested by 30 June 2018 (2017: 35,000,000).
The options carry no rights to dividends and have no voting rights. Further details of these options are shown in note
20 to the financial statements.
(d) Capital management
The consolidated entity's objectives when managing capital is to safeguard its ability to continue as a going concern,
so that it can provide returns for shareholders and benefits for other stakeholders and to maintain an optimum capital
structure to reduce the cost of capital.
In order to maintain or adjust the capital structure, the consolidated entity may adjust the amount of dividends paid to
shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.
The consolidated entity would look to raise capital when an opportunity to invest in a business or company was seen
as value adding relative to the current company's share price at the time of the investment. The consolidated entity
is not actively pursuing additional investments in the short term as it continues to integrate and grow its existing
businesses in order to maximise synergies.
The consolidated entity is subject to equipment financing arrangements and meeting these is given priority in all
capital risk management decisions. There have been no events of default on the financing arrangements during the
financial year.
Nagambie Resources Limited | 2018 Annual Report | Page 34
The capital risk management policy remains unchanged from the 30 June 2017 Financial Statements.
Notes to the Financial Statements
13. Reserves
Options Reserve
Balance at beginning of the year
Recognition of share based payments
Value of options exercised
Value of options lapsed
Balance at end of the year
Consolidated
2018
$
846,495
413,676
(24,850)
(20,425)
1,214,896
2017
$
353,005
497,570
(4,080)
-
846,495
The options reserve represents the fair value of unvested and vested ordinary
shares under options granted to directors, consultants and employees.
14. Notes to the statement of cash flows
(a) Reconciliation of loss after tax to net cash flows from operations
Net loss for the period
(1,187,261)
(1,621,972)
Depreciation of property, plant and equipment
Share option expenses
Impairment of exploration and evaluation assets
Changes in assets and liabilities
(Increase)/Decrease in receivables
Increase/(Decrease) in creditors
Increase/(Decrease) in employee provisions
Net cash from (used in) operating activities
(b) Reconciliation of cash
Cash and cash equivalents comprise:
Cash on hand and at call
(c) Non-cash investing activity
Issue of shares to settle convertible notes
Assets acquired under finance agreements
15. Borrowings
Current
Other borrowings
Non-current
Unsecured convertible notes (i)
Other borrowings
Total borrowings
141,293
413,676
-
(94,490)
178,213
3,405
(545,164)
42,814
497,570
54,121
(42,228)
66,173
5,004
(998,518)
352,070
352,070
124,184
124,184
-
491,311
491,311
1,101,683
88,932
1,190,615
126,622
126,622
42,013
42,013
3,334,000
341,535
3,675,535
1,534,000
126,536
1,660,536
3,802,157
1,702,549
(i)
The Company has three series of Unsecured Convertible Notes outstanding for a total of $3,334,000.
Series 4: 18,680,000 Notes issued at 5 cents on 15 April 2015 for a total of $934,000
Series 5: 3,333,333 Notes issued at 18 cents on 19 September 2016 for a total of $600,000
Series 6: 18,000,000 Notes issued at 10 cents on 17 November 2017 for a total of $1,800,000
Each series of Convertible Note has the following terms:
•
• Convertible on a 1 for 1 basis into ordinary shares in the company at any time prior to the
Interest is payable at 10% per annum every six months after the issue date;
maturity date at the option of the note holder;
•
•
•
Redeemable for cash in full after 5 years, if not converted;
Unsecured but rank ahead of shareholders; and
Protected for reorganisation events such as bonus issues and share consolidations.
Nagambie Resources Limited | 2018 Annual Report | Page 35
16. Provisions
Current
Employee benefits
Non-current
Employee benefits
Total provisions
17. Commitments
Notes to the Financial Statements
Consolidated
2018
$
2017
$
26,218
26,281
11,777
8,309
37,995
34,590
(a) Planned exploration expenditure
The amounts detailed below are the minimum expenditure required to maintain ownership of the current tenements
held. An obligation may be cancelled if a tenement is surrendered.
Not longer than 1 year
Longer than 1 year and not longer than 5 years
Longer than 5 years
1,009,500
3,120,964
-
4,130,464
867,750
2,764,912
-
3,632,662
(b) Capital expenditure commitments
There were no capital expenditure commitments at 30 June 2018 or 30 June 2017 except for the one noted at 17(d)
below.
(c) Operating lease commitments
Not longer than 1 year
Longer than 1 year and not longer than 5 years
Longer than 5 years
99,071
132,096
-
231,167
4,867
-
-
4,867
The above relates to a non-cancellable lease on a property used for company business. The lease expires on 17
October 2019. The company is in the process of purchasing this land as detailed at note 17(d).
(d) Property acquisition with deferred settlement
On 15 October 2016 Nagambie Developments Pty Ltd entered into a contract to purchase a farming property for
$1,470,000. A deposit of $66,512 has been paid and the balance of $1,403,488 is due at settlement on 15 October
2019. The land as an asset and the balance due at settlement as a liability have not been brought to account since
control and the title will not pass until 15 October 2019. The land is the subject of an operating lease as detailed at
Note 17(c).
18. Contingent Liabilities
Apart from the matter discussed in Note 8 the group has no contingent liability as at 30 June 2018.
Nagambie Resources Limited | 2018 Annual Report | Page 36
Notes to the Financial Statements
19. Financial instruments
The board of directors is responsible for monitoring and managing the financial risk exposures of the group, to which end
it monitors the financial risk management policies and exposures and approves financial transactions and reviews related
internal controls within the scope of its authority. The board has determined that the only significant financial risk exposure
of the group is liquidity risk. Other financial risks are not significant to the group due to the following:
−
−
−
−
−
−
It has no foreign exchange risk as all of its account balances and transactions are in Australian Dollars;
It has no significant outstanding receivable balances that have a credit risk;
Its mining operations are in the exploration phase and therefore have no direct exposure to movements in commodity
prices;
All of the interest bearing instruments are held at amortised cost which have fair values that approximate their carrying
values since all cash and payables (except for convertible notes refer note 15) have maturity dates within one financial
year. Term deposits on environmental bonds and convertible notes have interest rate yields consistent with current
market rates;
All of the financing for the group is from equity and convertible note instruments, and
The group has no externally imposed capital requirements with the exception of an ASX requirement to not issue
more than 25% of its share capital through a placement in a 12 month period.
(a) Categories of financial instruments
Financial assets
Security deposits and receivables
Cash and cash equivalents
Financial liabilities
Trade and other payables
Borrowings
Consolidated
2018
$
2017
$
749,702
352,070
655,732
124,184
301,077
3,802,157
226,429
1,702,549
(b) Liquidity risk management
Ultimate responsibility for liquidity risk management rests with the board of directors, who have built an appropriate liquidity
risk management framework for the management of the group’s funding and liquidity management requirements. The
group manages liquidity risk by maintaining sufficient cash balances to meet obligations as and when they fall due.
The following tables detail the company’s and the group’s remaining contractual maturity for its financial liabilities. The
tables have 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 liabilities
2018
Trade and other payables
Borrowings
2017
Trade and other payables
Borrowings
Interest
rate
%
Less than 1
month
$
1-3
months
$
3+ months
to 1 year
$
1-5 years
$
5+
years
$
-
10.0
-
10.0
209,231
11,283
220,514
132,766
14,351
147,117
50,700
52,565
103,265
93,663
35,030
128,693
41,146
404,943
446,089
-
146,033
146,033
-
4,490,303
4,490,303
-
2,087,997
2,087,997
-
-
-
-
Nagambie Resources Limited | 2018 Annual Report | Page 37
Notes to the Financial Statements
20. Share-based payments
The consolidated entity has an ownership-based remuneration scheme for executives (including executive directors)
of the company. In accordance with the provisions of the scheme, as approved by shareholders at a previous annual
general meeting, executives with the company may be granted options to purchase parcels of ordinary shares at an
exercise price determined at the discretion of the board of directors. Each executive share option converts into one
ordinary share of Nagambie Resources Limited on exercise. No amounts are paid or payable by the recipient on
receipt of the option. The options carry neither right to dividends nor voting rights. Options may be exercised at any
time from the date of vesting to the date of their expiry. The number of options granted is at the discretion of the board
of directors. The options granted expire five years after their issue, or one month after the resignation of the executive,
whichever is the earlier. The total of options on issue is 57,600,000 (2017: 50,750,000). Of these 24,350,000 (2017:
15,750,000) have been issued to executives and employees and the balance of 33,250,000 (2017: 35,000,000) have
been issued to directors as approved by shareholders.
Information with respect to the number of all options granted including executive options is as follows.
Balance at beginning of period
granted
exercised *
lapsed
Balance at end of period
30 June 2018
30 June 2017
Number of
options
50,750,000
14,750,000
(3,150,000)
(4,750,000)
57,600,000
Exercise price
10 - 14.1 cents
10 cents
10 cents
Number of
options
37,050,000
14,500,000
(800,000)
Nil
50,750,000
Exercise price
25 - 25.5 cents
10 cents
-
* 3,150,000 options were exercised on 18/6/2018 at 10 cents
Options held at the end of the reporting period
Number of
options
6,750,000
10,100,000
11,500,000
2,000,000
12,500,000
13,750,000
1,000,000
57,600,000
Grant date
Vesting date
Expiry date
Exercise price
3/12/2013
28/11/2014
16/11/2015
4/7/2016
30/11/2016
24/11/2017
20/12/2017
3/12/2013
28/11/2014
16/11/2015
4/7/2016
30/11/2016
24/11/2017
20/12/2017
3/12/2018
28/11/2019
16/11/2020
4/7/2021
30/11/2021
24/11/2022
20/12/2022
10 cents
10 cents
10 cents
25.5 cents
25 cents
10 cents
14.1 cents
Fair value at
grant date
0.70 cents
1.40 cents
1.00 cents
3.40 cents
3.44 cents
2.80 cents
1.22 cents
(i)
(ii)
Exercised during the financial year
There were 3,150,000 options exercised during the financial year
Equity-settled employee benefits reserve
The equity-settled employee benefits reserve arises on the grant of share options to executives and senior
employees under the employee share option plan. Amounts are transferred out of the reserve and into issued
capital when the options are exercised.
The weighted average fair value of the share options granted during the financial year is 2.80 cents (2017: 3.43 cents).
Options were priced using a Binomial option valuation model. Where relevant, the expected life used in the model has
been adjusted based on management’s best estimate for the effects of non-transferability, exercise restrictions (including
the probability of meeting market conditions attached to the option), and behavioural considerations. Expected volatility is
based on the historical share price volatility over the past 3 years. The options may be exercised early, but not before
vesting date.
Inputs into the valuation model
Grant date
Options Issued
Share price at grant date
Exercise price
Expected volatility
Tranche 1
24/11/2017
13,750,000
6.0 cents
10.0 cents
68.5%
Tranche 2
20/12/2017 Option life
1,000,000 Dividend yield
9.4 cents
14.1 cents Vesting date
Risk free interest rate
Tranche 1
5 years
Nil
2.37%
24/11/2017
Tranche 2
5 years
Nil
2.37%
20/12/2017
68.5%
Nagambie Resources Limited | 2018 Annual Report | Page 38
Notes to the Financial Statements
Consolidated
2018
$
405,208
19,745
-
-
308,505
733,458
2017
$
468,010
16,756
-
-
377,280
862,046
Country of
incorporation
Ownership interest
2018
%
2017
%
Australia
-
-
Australia
Australia
Australia
100
100
100
100
100
100
21. Key management personnel compensation
Short-term employee benefits
Post-employment benefits
Other long-term benefits
Termination benefits
Share-based payment
22. Subsidiaries
Name of entity
Parent entity
Nagambie Resources Limited
Subsidiaries
Nagambie Landfill Pty Ltd
no business activity conducted during the year
Nagambie Developments Pty Ltd
property owning entity
Clonbinane Goldfield Pty Ltd
development of gold and associated minerals
23. Related party transactions
Transactions with key management personnel and related parties
There were no related party transactions undertaken during the year other than disclosures already identified elsewhere
in this report.
24. Segment information
The group operates in one principal geographical area – in Australia. The group carries out exploration for, and
development of gold associated minerals and construction materials in the area. During the year the group earned
$156,374 (2017 $153,293) of its rental income described in note 4 from the Department of Defence. There was no other
major reliance on any other customer.
25. Remuneration of auditors
Auditor of the parent entity
Audit or review of the financial report
Other non-audit services
The auditor of Nagambie Resources Limited is William Buck Audit (Vic) Pty Ltd
Consolidated
2018
$
2017
$
23,384
-
23,384
23,400
-
23,400
Nagambie Resources Limited | 2018 Annual Report | Page 39
Notes to the Financial Statements
26. Subsequent events
The following events occurred after reporting date and are of significance to the company:
• On 6 August 2018, the company announced to the ASX that it had received an extension of 10 years for its
Environmental Management Plan for receival and management of PASS from the Environment Protection
Authority of Victoria;
• On 6 September 2018, the company announced to the ASX that it would conduct a Share Purchase Plan
whereby shareholders could acquire additional shares up to a value of $15,000; and
• On 20 September 2018, the company announced to the ASX details of its new hypothesis for high-grade
gold mineralisation at Nagambie Mine West, Wandean, and potentially along the 9 km of the mapped
Wandean Crustal Fault between those two areas.
27. Parent entity disclosures
The following information are the disclosures pertaining to the parent entity:
Current assets
Non-current assets
Total assets
Current liabilities
Non-current liabilities
Total liabilities
Issued capital
Options reserve
Accumulated losses
Loss
Total comprehensive income
Parent
2018
2017
$
$
546,282
197,228
11,321,782
9,907,100
11,868,064
10,104,328
493,223
303,033
3,687,312
1,660,536
4,180,535
1,963,569
22,091,390
21,751,540
1,214,896
846,495
(15,618,757)
(14,457,276)
(1,196,694)
(1,616,618)
(1,196,694)
(1,616,618)
There were no contingent liabilities and commitments of the parent entity not otherwise disclosed in the consolidated
financial statements.
Nagambie Resources Limited | 2018 Annual Report | Page 40
Directors’ Declaration
Directors’ Declaration
The directors declare that:
(a)
(b)
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;
in the directors’ opinion, the attached financial statements and notes thereto are in accordance with the
Corporations Act 2001, including compliance with accounting standards which, as stated in accounting policy
note 2 to the financial statements, constitutes explicit and unreserved compliance with International Financial
Reporting Standards and giving a true and fair view of the financial position and performance of the company
and the consolidated entity; and
(c)
the directors have been given the declarations required by s.295A of the Corporations Act 2001.
Signed in accordance with a resolution of the directors made pursuant to s.295(5) of the Corporations Act 2001.
On behalf of the directors
Michael W Trumbull
Executive Chairman
Melbourne
25 September 2018
Nagambie Resources Limited | 2018 Annual Report | Page 41
Independent Auditor’s Report
Nagambie Resources Limited | 2018 Annual Report | Page 42
Independent Auditor’s Report
Nagambie Resources Limited | 2018 Annual Report | Page 43
Independent Auditor’s Report
Nagambie Resources Limited | 2018 Annual Report | Page 44
Independent Auditor’s Report
Nagambie Resources Limited | 2018 Annual Report | Page 45
Independent Auditor’s Report
Nagambie Resources Limited | 2018 Annual Report | Page 46
Independent Auditor’s Report
Nagambie Resources Limited | 2018 Annual Report | Page 47
Additional ASX Information
Additional ASX Information
Additional information required by the ASX Ltd and not shown elsewhere in this report is as follows.
The information is current as at 20 October 2018.
Number of holders of equity securities
Ordinary share capital
435,777,802 fully paid ordinary shares are held by 1,005 individual shareholders. All the shares carry
one vote per share.
Options
59,900,000 options are held by 18 individual optionholders. Options do not carry a right to vote.
Unsecured convertible notes
40,013,333 unsecured convertible notes are held by 5 individual noteholders. The notes do not carry a
right to vote.
Buy-Back
The company does not have a current on-market buy-back.
Distribution of holders of ordinary shares
Holding Ranges
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 and over
Totals
Holders
47
99
115
457
287
1,005
Total Units
3,193
374,625
980,993
19,892,873
414,526,118
435,777,802
% Issued Share Capital
0.00%
0.09%
0.23%
4.56%
95.12%
100.00%
The number of holders with an unmarketable parcel was 187, holding a total of 641,090, amounting to
0.15% of the Issued Share Capital.
Substantial Shareholders
Fully Paid Ordinary Shareholders
Shares
%
MR RALPH DOUGLAS RUSSELL & MS ANNE-MAREE HYNES
42,529,320
MR KEVIN J PERRIN
29,483,484
MR GEOFFREY MICHAEL WALCOTT & MRS JULIE ANN WALCOTT 26,836,962
9.76%
6.77%
6.16%
Total 98,849,766
22.69%
Distribution of holders of unquoted options
Number of holders
Number of options
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,000 and over
-
-
-
-
18
-
-
-
-
59,900,000
Distribution of holders of unquoted convertible notes
Number of holders
Number of convertible
notes
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
-
-
-
-
-
-
-
-
100,000 and over
5
40,013,333
Nagambie Resources Limited | 2018 Annual Report | Page 48
Additional ASX Information
Optionholders holding greater than 20% of the unquoted options
Optionholder
Mr Michael W Trumbull
Options held
17,400,000
% held
29.05%
Convertible Noteholders holding more than 20% of the unquoted convertible notes
Noteholder
PPT Nominees Pty Ltd
Notes held
30,913,333
% held
77.26%
Unquoted options over unissued shares
Twenty largest holders of quoted equity securities
The names of the twenty largest holders and their shareholding in the quoted shares are as follows:
Nagambie Resources Limited | 2018 Annual Report | Page 49
Exercise priceGrant DateVesting DateExpiry DateNumber$0.103 December 20133 December 20133 December 20184,750,000$0.1028 November 201428 November 201428 November 201910,100,000$0.1029 October 201529 October 201516 November 20203,300,000$0.1016 November 201516 November 201516 November 20208,000,000$0.2554 July 20164 July 20164 July 20212,000,000$0.2530 November 201630 November 201630 November 202112,500,000$0.1024 November 201724 November 201724 November 202213,750,000$0.14120 December 201720 December 201720 December 20221,000,000$0.12622 August 201822 August 201822 August 20234,500,000Total59,900,000RankHolder NameShares%1PPT NOMINEES PTY LTD75,449,43017.31%2MR RALPH DOUGLAS RUSSELL & MS ANN MAREE HYNES 31,533,4677.24%3J P MORGAN NOMINEES AUSTRALIA LIMITED27,567,5856.33%4ADARE MANOR PTY LTD 24,640,1035.65%5MR GEOFFREY MICHAEL WALCOTT & MRS JULIE ANN WALCOTT 24,482,2685.62%6CYPRON PTY LTD 13,780,0003.16%7ADMIC SUPER PTY LTD 10,546,4812.42%8MR RALPH DOUGLAS RUSSELL & MS ANNE-MAREE HYNES9,852,4722.26%9LINCONRIDGE PTY LTD 9,231,0092.12%10HEPSBOURNE PTY LTD 8,791,9352.02%11NORMET INDUSTRIES NOMINEE PTY LTD8,333,3331.91%12CYPRON PTY LTD 5,851,4811.34%13MCCARTHY CATTLE COMPANY PTY LTD 5,434,8501.25%14ADARE MANOR PTY LTD 4,843,3811.11%15MR ROBERT CARL GUERNIER & MRS JEAN GUERNIER4,547,9631.04%16MR GEOFFREY TURNER3,907,3250.90%17RELUM PTY LTD 3,546,4810.81%18MR RICHARD MOGOROVICH & MRS GIULIANA MOGOROVICH 3,472,7090.80%19R & N KUNG PTY LTD 2,806,4740.64%20AET CT PTY LIMITED 2,791,8240.64%Total281,410,57164.58%Total Issued Shares435,777,802100.00%