NAVARRE MINERALS LIMITED
ABN 66 125 140 105
Annual Report 2018
Navarre Minerals Limited
ABN 66 125 140 105
Corporate Directory
Contents
Company
Navarre Minerals Limited
ABN 66 125 140 105
and subsidiary:
Black Range Metals Pty Ltd
ABN 31 158 123 687
Directors
Kevin Wilson (Chairman)
Geoff McDermott (Managing Director)
John Dorward
Colin Naylor
Company Secretary
Colin Naylor
Registered Office & Principal Operations Office
40-44 Wimmera Street
PO Box 385
Stawell Victoria 3380 Australia
Chairman’s Report
Managing Director’s Review of Operations
Directors’ Report
Auditor’s Independence Declaration
Consolidated Statement of Comprehensive Income
Consolidated Statement of Financial Position
Consolidated Statement of Changes in Equity
Consolidated Statement of Cash Flows
Notes to the Consolidated Financial Statements
Directors’ Declaration
Independent Auditor’s Review Report
Additional Shareholder Information
2
3
14
31
32
33
34
35
36
57
58
61
Telephone +61 (3) 5358 8625
Email
info@navarre.com.au
Website www.navarre.com.au
Share Registrar
Boardroom Pty Limited
Level 7, 207 Kent Street
Sydney NSW 2000 Australia
Telephone +61 (2) 9290 9600
+61 (3) 9279 0664
Facsimile
Auditor
RSM Australia Partners
Level 21
55 Collins Street
Melbourne Victoria 3000 Australia
Stock Exchange Listing
ASX Limited
Level 4, North Tower, Rialto
525 Collins Street
Melbourne Victoria 3000 Australia
ASX Code: NML
Incorporated 30 April 2007
Victoria, Australia
FORWARD LOOKING STATEMENTS
about
that have been based on
This Financial Report includes certain forward-looking
current
statements
expectations
and
future
circumstances. These forward-looking statements are,
however, subject to risks, uncertainties and assumptions
that could cause those acts, events and circumstances to
differ materially from the expectations described in such
forward-looking statements.
events
acts,
These factors include, among other things, commercial
and other risks associated with the meeting of objectives
and other investment considerations, as well as other
matters not yet known to the Company or not currently
considered material by the Company.
1
Navarre Minerals Limited
ABN 66 125 140 105
CHAIRMAN’S REPORT
Dear Fellow Shareholder,
It is my pleasure to present the Navarre Minerals Limited Annual Report for the year ended 30 June 2018.
In the last 12 months we have witnessed a renaissance in Victorian gold with your company being a significant contributor
by undertaking an expansive exploration program which yielded two greenfield discoveries and a further two new
prospects at our core projects.
At the flagship Irvine Gold Project near Stawell, Navarre delivered its second gold discovery, the Adventure Lode, which
follows the initial discovery of the Resolution Lode in December 2016. These discoveries continue to expand the gold
mineralised system at Irvine and enhance its potential as a new, large scale gold project, all within trucking distance of the
fully permitted and recently re-opened Stawell Gold Mine.
The Tandarra Project, near Bendigo, subject to an earn-in with Catalyst Metals Limited, continued to deliver further
upside with the discovery of a second, deeper gold-bearing quartz reef on the Tomorrow Line. Catalyst has now earned a
51% equity interest in the project following completion of its exploration spend. Navarre is pleased to work with Catalyst
to secure a Retention Licence over the property and to finalise a Joint Venture agreement for the ongoing exploration and
development of this exciting gold asset.
During the year the Company also made two early-stage gold-silver discoveries in western Victoria at its Glenlyle and St
Arnaud projects which will require further follow-up drilling.
Corporately, with the continued support of our loyal shareholders, the Company has maintained a sound financial
position from which to pursue its growth objectives. The Board would like to thank all shareholders for their continued
support of Navarre Minerals.
On behalf of the Board, I would like to acknowledge the dedication and commitment of our first-class management team,
who continue to work tirelessly to deliver exploration success and advance our project portfolio. I would also like to
thank the communities in which we operate for their ongoing support and assistance.
In the current year the Company’s priority is to advance the Irvine Gold Project by drilling depth extensions of the
Adventure and Resolution lodes to firm up the gold potential of these prospects. We look forward to sharing results with
shareholders in the year ahead.
Kevin Wilson
Chairman
5 September 2018
2
Navarre Minerals Limited
ABN 66 125 140 105
MANAGING DIRECTOR’S REVIEW OF OPERATIONS
The Company completed its largest and most successful drilling campaign during the 2018 financial year with more than
42,000m of air-core (AC), reverse circulation (RC) and diamond core drilling (DD) across its flagship and regional projects
in central and western Victoria. The drilling campaign, commencing October 2017 and completed in June 2018, delivered
new mineral discoveries at the Irvine, Tandarra, Glenlyle and St Arnaud projects.
Summary of 2017-18 Drilling Campaign:
1. 16,200m of AC, RC and DD drilling at the 100%-owned Irvine Gold Project (EL 5476), targeting Stawell-style gold
mineralisation on the flanks of the 9km long Irvine basalt dome. This drilling highlighted the growing potential of a
major new gold system, particularly:
a.
b.
c.
the discovery, and subsequent extension to a strike length of 1.7km, of Adventure Lode gold-in-quartz
structure;
the confirmation of significant high-grade gold (including presence of visible gold) in shoot structures at depth
at Resolution Lode, similar to the nearby 4Moz Magdala gold deposit; and
Identification of a new gold prospect at Red Hill on the southern end of the 9km long Irvine basalt dome.
2. 6,500m of first-pass AC drilling testing for potential high-grade gold mineralisation in four drill traverses at the St
Arnaud Gold Project (EL 6556) (100% Navarre). Discovery holes, SAC022 - 4m @ 6.6g/t gold and SAC055 – 1m @ 67.4
g/t silver, demonstrate potential for economic mineralisation to exist under cover more than 5kms north of historic
St Arnaud Goldfield (see ASX releases 6 June and 30 July 2018).
3. 900m of first-pass AC drilling targeting potential gold hosted in granite at the Stawell Granite Gold Project (EL
6418) (100% Navarre; reported in ASX release 19 March 2018). Drilling encountered several zones of gold at the base
of a broad alluvial channel. The highlight result was 1m @ 7.3 g/t gold;
4. 2,100m of first-pass AC drilling at 100%-owned Glenlyle Project (EL 5497) resulting in the discovery of a new
epithermal gold-silver system (reported in ASX release of 23 April 2018); and
5. Approximately 17,000m of AC, RC and DD drilling targeting extensions of Bendigo/Fosterville style high-grade gold
and the discovery of a deeper gold zone at the Tandarra Gold Project (EL4897) (49% Navarre) (reported in CYL’s ASX
releases of 27 April 2018 & 13 July 2018).
Figure 1: Location of Navarre’s Victorian projects.
3
Navarre Minerals Limited
ABN 66 125 140 105
STAWELL GOLD CORRIDOR (ELs 5476, 5480, 6418, 6525, 6526, 6527, 6528, 6702, 6703, 6745 & ELA 6530)
Navarre owns a 70km stretch of the prospective Stawell Gold Corridor extending south from the 4Moz Stawell Gold Mine.
The Company’s tenure comprises 100%-ownership of several key exploration licences including the historic 1Moz Ararat
Goldfield.
Combined, the exposed 40kms of basement rocks occurring between Ararat and Stawell have yielded more than 6 million
ounces of gold. The Stawell Gold Corridor located north and south of this area is concealed under younger cover and is a
prime exploration target.
The largest gold mine along the Stawell Corridor is the 4Moz Magdala Gold Mine which has produced gold from a deposit
mined to depths of more than 1,600m below surface.
Gold mineralisation within the Stawell Gold Corridor occurs proximal to the margins of large basalt dome structures. The
basalt structures are rigid and do not deform as much as the surrounding sediments. Deformation of these rocks leads to
the creation of voids allowing quartz veining and gold mineralisation to form around the basalt margins.
Figure 2: Stawell Corridor Gold Project location map.
4
Navarre Minerals Limited
ABN 66 125 140 105
Ararat (EL 5476)
Irvine Gold Project
The exploration of the Company’s 100%-owned Irvine Gold Project remained its core focus in the 2018 financial year. The
Project is located 15kms south of the 4Moz Magdala gold deposit in Stawell (Figure 2).
Navarre completed 16,200m of drilling at the Irvine Gold Project during the year resulting in the discovery of a second
significant gold zone, the Adventure Lode – following on from the discovery of Resolution Lode in the previous financial
year.
Adventure and Resolution lodes provide Navarre with an extensive mineralised system at the Irvine Gold Project with a
combined total strike length of more than three times the length of the surface expression of the Magdala gold deposit
(see Figure 5). Both lodes are planned to be subject to deeper scoping drilling aimed at defining a mineral resource.
Adventure Lode
Routine AC drilling of a strong geophysical anomaly adjacent to the Irvine basalt dome resulted in the discovery of a near
surface gold-bearing quartz-sulphide zone now referred to as the Adventure Lode (see ASX announcement, 30 November
2017). The identification of shallow basement gold within the oxide zone using AC drilling is an important precursor to
Navarre’s strategy for deeper testing of the fresh rock with subsequent RC and diamond drilling.
The 1.7km long Adventure Lode is located on the eastern flank of the 9km long Irvine basalt dome in the same geological
position as the Resolution Lode, 4kms further to the north (Figure 5).
The discovery confirms the Company’s multi-lode exploration model at the Irvine Gold Project.
Highlight AC drilling results from Adventure Lode can be found in the Company’s ASX announcements of 30 November
2017, 13 December 2017, 24 January 2018, 1, 10 and 28 May 2018.
Adventure Lode is planned to be subjected to a resource drilling program commencing in 4Q18.
Figure 3: Adventure Lode longitudinal projection showing key drill intercepts (refer to ASX release 25 July 2018).
5
Navarre Minerals Limited
ABN 66 125 140 105
Resolution Lode
Resolution Lode was Navarre’s first gold discovery at the Irvine Gold Project (refer ASX announcements of 1 and 15
December 2016, and 16 January 2017).
During the year the Company completed a four hole (RD011-RD014), 1,137m DD program designed to target depth
extensions of primary gold mineralisation. This program delivered multiple high-grade gold intersections and was
successful in intersecting higher-grade ‘gold shoots’ below a blanket of lower grade shallow oxide gold mineralisation -
typical of the gold mineralisation zonation patterns observed in western Victoria (particularly at the Magdala Gold
Deposit).
The highlight results from the DD program included 10.6m @ 6.2 g/t Au from 135.7m down hole in RD012 (see Figure 4
and ASX announcement of 28 May 2018).
The DD results reinforced the inferred extent, continuity and high-grade nature of the primary gold mineralisation below
the oxide gold discovery at Resolution Lode. Further details of the DD program, and results, are provided in ASX
announcement, 28 May 2018.
Figure 4: Longitudinal Projection of the Resolution Lode showing location of RD011 to RD014 (refer to ASX release 25
July 2018).
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Navarre Minerals Limited
ABN 66 125 140 105
Irvine regional prospects and targets
A mapping and surface rock chip sampling program was conducted at the Red Hill prospect, which is located on the
southern end of the Irvine basalt dome (Figure 5). This program delivered positive results and was followed up with a
reconnaissance AC drilling program. A best result of 2m @ 2.1 g/t Au from 9m, including 1m @ 3.5 g/t Au in hole IAC373
was intercepted off the west flank of the Irvine basalt beneath several historic prospecting pits (see ASX announcement of
10 May 2018).
The gold mineralisation in IAC373 is in a similar position to that observed at the Napoleon prospect to the north. Further
drilling will be planned to infill this area to test if it connects to Napoleon.
Reconnaissance AC drilling was also completed to test several other geophysical targets identified on the east flank of the
Irvine basalt dome between Adventure Lode and Resolution Lode, north of Hospital Hill and on the west flank near
Napoleon (Figure 5). Several anomalous gold results were returned. Further information on the Irvine AC drilling
program and results are provided in ASX announcements of 25 July, 1 May and 10 May 2018.
Figure 5: Irvine Gold Project map showing discovery areas, prospects and targets.
7
Navarre Minerals Limited
ABN 66 125 140 105
Stawell Granite Gold Project (EL 6418)
A first-pass 24 hole - 857m reconnaissance AC drilling program was completed at the Stawell Granite Gold Project in
February 2018. The Project is located adjacent to the Stawell Gold Mine (Figure 1). Three traverses of AC drilling were
completed, the best results were from the base of an alluvial channel and included (see Figure 6):
•
•
•
1m @ 7.3 g/t gold from 20m in SGA016;
1m @ 2.2 g/t gold from 17m in SGA011; and
1m @ 1.1 g/t gold from 19m in SGA018.
Further details of the drilling at the Stawell Granite Gold Project is provided in ASX announcement of 19 March 2018.
Figure 6: Plan view of Stawell Granite Gold Project showing first-pass AC drill results and interpreted alluvial gold
extensions (refer to ASX release 19 March 2018).
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Navarre Minerals Limited
ABN 66 125 140 105
Tatyoon (EL 5480)
No significant activity was undertaken on the Tatyoon licence during the year while the Company’s resources were
focused at the Irvine Gold Project.
New Exploration Licences (ELs 6525, 6526, 6527, 6528, 6702, 6703, & 6745)
Several new exploration licences adjoining the Irvine Gold Project (EL5476) were granted during the year. There was no
significant work undertaken on these tenements.
ST ARNAUD GOLD PROJECT (EL 6556 & ELA 6819)
Navarre completed a highly successful maiden, reconnaissance AC drilling program at several previously undrilled targets
at its 100%-owned St Arnaud Gold Project, 250km northwest of Melbourne (Figure 1), during the year.
Four east-west traverses (T1 – T4) of drilling totalling 6,512m across 80 holes were completed at the Project (Figure 7),
designed to test for early indications of potential high-grade gold.
The results confirmed the strong potential of the St Arnaud Project to host economic gold and silver deposits. Gold or
silver mineralisation was intersected in all four drill traverses, with multiple significant intersections of gold and silver
mineralisation returned. Mineralisation remains open along strike and at depth and will be subject to follow-up drilling
(refer ASX announcements of 6 June and 30 July 2018).
The best gold result was 4m @ 6.6g/t Au from 48m (SAC022) and the best silver results was 1m @ 67.4 g/t Ag from 50m
(SAC055).
Highlight results from first pass drilling include (See Figure 7):
•
•
•
•
•
•
•
•
•
4m @ 6.6 g/t Au from 48m down hole (SAC022)
1m @ 67.4 g/t Ag from 50m down hole (SAC055)
1m @ 6.3 g/t Ag from 18m down hole (SAC074)
1m @ 1.3 g/t Au from within a broader zone of 2m @ 0.8 g/t Au from 67m down hole (SAC024)
1m @ 1.1 g/t Au from within a broader zone of 15m @ 0.2 g/t Au from 57m down hole (SAC025)
4m @ 5.5 g/t Ag from 36m and 2m @ 0.6 g/t Au from 11m down hole (SAC015)
6m @ 2.8 g/t Ag from 59m down hole (SAC019)
1m @ 0.9 g/t Au from within a broader zone of 21m @ 0.2 g/t Au from 42m down hole (SAC047)
1m @ 2.6 g/t Ag from 9m down hole (SAC080
The drill targets were situated northwest of the historic 0.4Moz St Arnaud Goldfield and are interpreted to be the
northward projection of the St Arnaud Goldfield, beneath shallow Murray Basin cover (of 2 to 25m). This area has not
previously been subject to drilling.
The Company is utilising its extensive knowledge base of other Victorian gold deposits plus the methodologies developed
and applied in the exploration of Navarre’s Tandarra gold discovery in western Victoria (Figure 1) in its exploration
approach at the St Arnaud Gold Project.
9
Navarre Minerals Limited
ABN 66 125 140 105
Figure 7: St Arnaud Gold Project map showing historic gold production, interpreted mineralised trends and location of
four AC drill traverses (ELA6819 is a new exploration licence application) (refer to ASX release 30 July 2018).
10
Navarre Minerals Limited
ABN 66 125 140 105
WESTERN VICTORIA COPPER PROJECT (ELs 5497, 5425, 5426 & 4590)
Glenlyle Project (EL 5497)
A 33-hole AC drilling program comprising approximately 2,100m was completed at the Glenlyle Project (refer ASX
announcement of 23 April 2018). This maiden drilling program discovered a new greenfields epithermal gold-silver
system. Drilling intersected multiple broad zones of elevated silver mineralisation, containing several discrete veins of
gold mineralisation and anomalous lead and zinc.
The results highlighted the Project’s potential to host a major epithermal gold-silver system at shallow depths above an
interpreted deeper porphyry target.
The best drill intersection was 46m @ 8.1g/t silver, including 1m @ 252g/t silver, 3.1g/t gold, 0.3% lead, and 0.3% zinc
(intersected at the bottom of hole GAC030). This intersection occurs with at least one other discrete gold zone within a
broad envelope of anomalous silver (assaying between 1.2 and 8.1 g/t Ag).
The broad silver zone is interpreted to be approximately 100m wide and is situated on the eastern edge of a significant
chargeability high and coincident gravity low. This intersection remains open along strike and at depth.
Other significant intercepts included (Figure 8):
•
•
•
33m @ 2.1 g/t silver from 51m to end of hole (GAC028), including
o 2m @ 12.7 g/t silver from 67m and 3m @ 0.3 g/t gold
10m @ 1.2 g/t silver from 56m to end of hole (GAC029); and
2m @ 1.1 g/t gold from 44m within a broader zone of 6m @ 0.5 g/t gold from 40m (GAC010)
Expansion and infill drilling are required across this zone to scope the potential of the mineralised epithermal veins.
Further information on the drilling program at the Glenlyle Project is provided in ASX announcement of 23 April 2018.
Figure 8: Cross-section 5,858,180N interpretation at the Glenlyle Project showing key drill intercepts, geology and
alteration (refer to ASX release 23 April 2018).
11
Navarre Minerals Limited
ABN 66 125 140 105
Stavely Project (EL 5425) - Earn-in Agreement with Stavely Minerals Limited
In January 2018 the Company entered into an Earn-in and Joint Venture Agreement with Stavely Minerals Limited (ASX:
SVY) (Stavely) under which Stavely may earn up to an 80% equity interest in Exploration Licence EL5425 by spending
$450,000 over a five year period. EL5425 surrounds Stavely’s namesake Stavely Copper Project in western Victoria (Figure
1).
Stavely commenced work programs at EL5425 during the year. This included the completion of a 251.3m DD hole
(SMD027) to test a discrete magnetic feature along a major north-south structure, approximately 2km north of the
Thursday’s Gossan copper-gold porphyry prospect. The hole intersected gabbro containing disseminated magnetite to a
depth of 174m and then siltstone and sandstone to the end of hole. The disseminated magnetite is believed to be the
source of the magnetic anomaly.
Stavely plans to further progress work on EL5425 in the year ahead, commencing with:
•
Conducting litho-geochemical sampling and age dating on drill hole SMD027; and
• Drill planning for other regional targets identified on EL 5425.
No work was undertaken on tenement EL 4590 during the year.
TANDARRA GOLD PROJECT (EL 4897) (Navarre free carried, Catalyst Metals Ltd earning 51%)
The Tandarra Gold Project is a gold discovery under shallow cover, located 40kms north of the 22Moz Bendigo Goldfield
and approximately 60kms northwest from Kirkland Lake Gold’s world-class Fosterville Gold Mine. It is an advanced
exploration project and a Bendigo analogue with confirmed high-grades of gold associated with several quartz reef
structures.
The Tandarra Project is subject to an Earn-in Joint Venture with Catalyst Metals Limited (Catalyst) (ASX: CYL) under which
Catalyst has the right to earn a 51% equity interest in the Tandarra Project by incurring exploration expenditure of $3
million over four years to September 2018. This expenditure commitment was met during the year (refer Catalyst ASX
announcement of 1 June 2018), and a Joint Venture Agreement for the Project is currently being finalised.
Under the Earn-in Agreement, Catalyst has managed and conducted the exploration programs at the Project. During the
year, work focused on DD and RC drilling at the Tomorrow Gold Zone within the Tandarra Project area (Figure 9). AC
drilling was also conducted at several regional targets.
Deeper diamond drilling at the Tomorrow Zone resulted in the discovery of a new auriferous quartz reef approximately
200m below the upper reef on the Tomorrow Line (Figure 9). This ‘reef repeat’ confirms a typical Bendigo/Fosterville gold
architecture and further infill and expansion drilling will be required to define its gold potential.
Figure 9: Tandarra Gold Project longitudinal view showing location of Diamond and RC drilling (diagram courtesy of
Catalyst Metals Limited, ASX 8 August 2018).
Further information on the Tandarra Project including drilling results is provided in Catalyst Minerals’ ASX announcements
of 27 April and 13 July 2018.
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Navarre Minerals Limited
ABN 66 125 140 105
CORPORATE
Capital raising
In October 2017, Navarre successfully completed a Share Placement to sophisticated and institutional investors to raise
$1.55 million (before costs) to help fund its ongoing exploration programs on its project portfolio.
The Placement was completed via the issue of 38,750,999 new fully paid ordinary shares in the Company at a price of
$0.04 per share. The Placement was well supported by the Company’s largest shareholder, Kirkland Lake Gold Ltd.
Exercise and expiry of unlisted $0.05 options
Options were issued on a 1-for-2 basis to participants in the Company’s capital raisings between September and
November 2016. The Company was pleased with the strong levels of interest shown by Options holders, with 99.5% of
the Options exercised. The total number of Options exercised before their expiry on 31 March 2018 was 34,243,757, with
a total of $1.7 million raised (before costs). The remaining 178,860 unexercised Options lapsed following their expiry on
31 March 2018.
Exploration credits issued pursuant to the Exploration Development Incentive
In June 2018, Navarre distributed exploration credits of $394,283 (27.5% of Navarre’s ‘eligible greenfields exploration
expenditure’ in the year ended 30 June 2017) to shareholders pursuant to the Federal Government’s Exploration
Development Incentive (EDI). The exploration credits were distributed to shareholders on a pro rata basis relative to the
number of shares held and the total shares on issue (294,646,251) at the Record Date of 9 May 2018. The EDI enables
eligible exploration companies to create exploration credits by giving up a portion of their carried forward losses from
eligible exploration expenditure and distributing these exploration credits to equity shareholders.
Cash position
The Company’s cash balance at 30 June 2018 was $1.4 million. An additional $365,090 (excluding GST) was received
subsequent to the financial year from the Victorian State Government TARGET Minerals Initiative co-funding grant.
OUTLOOK
The Board and management of Navarre will continue to invest in the Company’s exploration portfolio via targeted drilling
programs designed to deliver shareholder value.
Geoff McDermott
Managing Director
5 September 2018
Competent Person Declaration
The information in this Annual Report that relates to Exploration Targets, Exploration Results, Mineral Resources or Ore
Reserves is based on information compiled by Shane Mele, who is a Member of The Australian Institute of Mining and
Metallurgy and who is Exploration Manager of Navarre Minerals Limited. Mr Mele has sufficient experience which is
relevant to the style of mineralisation and type of deposit under consideration, and to the activity which he is undertaking,
to qualify as a Competent Person as defined in the 2012 Edition of the ‘Australasian Code for Reporting of Exploration
Results, Mineral Resources and Ore Reserves’. Mr Mele consents to the inclusion in the release of the matters based on his
information in the form and context in which it appears.
13
Navarre Minerals Limited
ABN 66 125 140 105
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2018
The directors present their report together with the consolidated financial statements of the group comprising Navarre
Minerals Limited (variously the “Company”, “Navarre” and “Navarre Minerals”) and its subsidiary (together, the “Group”)
for the financial year ended 30 June 2018. Navarre Minerals is a company limited by shares, incorporated and domiciled
in Australia. In order to comply with the provisions of the Corporations Act 2001, the directors report as follows:
1.
DIRECTORS
The names and details of the Company’s directors in office during the financial year and until the date of this report are as
follows. The directors were in office during the entire period unless otherwise stated.
Director
Designation &
independence
status
Qualifications, experience & expertise
Directorships of
other listed
companies
Special
responsibilities
during the year
Kevin Wilson
Chairman
BSc (Hons), ARSM, MBA
Appointed
30 April 2007
Non-executive
Independent
Mr Wilson has over 30 years’ experience in the minerals and finance
industries. He was the Managing Director of Rey Resources Limited, an
Australian energy exploration company, from 2008 to 2016 and the
Managing Director of Leviathan Resources Limited, a Victorian gold
mining company, from its initial public offering in 2005 through to its
sale in 2006. He has prior experience as a geologist with the Anglo
American Group in Africa and North America and as a stockbroking
analyst and investment banker with CS First Boston and Merrill Lynch in
Australia and USA.
Metminco
Limited
(ongoing)
Investigator
Resources
Limited
(ongoing)
Geoff
McDermott
Appointed
19 May 2008
Managing
Director
Executive
BSc (Hons), MAIG
None
Mr McDermott is a geologist with over 30 years’ industry experience
working in surface and underground metalliferous mining operations, in
mineral exploration and as a consultant to the minerals industry.
Mr McDermott has a broad range of international experience having
worked as a geologist in Canada, Fiji and Australia for companies such as
Western Mining Corporation and Rio Tinto and with the Government of
the Northwest Territories, Canada. From 2002 until 2007, Mr
McDermott was Chief Geologist and Group Geologist with MPI Mines
Limited and Leviathan Resources Limited.
Chairman of the
Board
Chairman of the
Remuneration &
Nomination
Committee
Member of the
Audit Committee
Member of the
Remuneration &
Nomination
Committee
John Dorward
Director
BComm (Hons), GradDipAppFin, CFA
Appointed
15 August 2008
Non-executive
Independent
Mr Dorward is currently President, Chief Executive Officer and Director
of Roxgold Inc., a TSX listed gold explorer and producer. Mr Dorward
was previously the Vice President Business Development of Fronteer
Gold Inc., a TSX listed gold and uranium developer. Prior to joining
Fronteer, he was CFO of Mineral Deposits Limited where he was
responsible for financing the Sabodala Gold Project in Senegal, West
Africa. Preceding this he was CFO and Company Secretary of Leviathan
Resources Limited and Commercial Executive and Company Secretary of
MPI Mines Limited.
Before joining MPI Mines Limited, Mr Dorward had 8 years’ experience
in the banking sector with a number of years spent in a senior resource
project finance role with BankWest.
Roxgold Inc.
(ongoing)
Contact Gold
Corp. (ongoing)
Chairman of the
Audit Committee
(from 31 July
2018)
Member of the
Remuneration &
Nomination
Committee
Colin Naylor
Appointed
5 November 2010
Director &
Company
Secretary
Non-
Independent
Appointed
Company
Secretary on 31
July 2018
B.Bus (Acc), FCPA
None
Mr Naylor was previously Chief Financial Officer and Company Secretary
of oil and gas explorer, Melbana Energy Limited, a position held for over
11 years until July 2018. Before joining Melbana, Mr Naylor held a
number of senior roles in major resource companies, including
Woodside Petroleum, BHP Petroleum and Newcrest Mining. Mr Naylor
also worked at MPI Mines Limited and Leviathan Resources Limited.
Mr Naylor was previously a member of the Victorian Divisional Council
of the CPA and a previous member of the Group of 100 National
Executive and Victorian State Chapter.
Previously
Chairman of the
Audit Committee
(until 31 July
2018)
Member of the
Audit Committee
and the
Remuneration &
Nomination
Committee
14
Navarre Minerals Limited
ABN 66 125 140 105
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2018
1.
DIRECTORS (cont.)
Interests in the shares and options of the company
As at the date of this report, the relevant beneficial and non-beneficial interests of each of the directors in the shares and
share options in the Company were:
K Wilson
G McDermott
J Dorward
C H Naylor
Ordinary
Shares
13,306,085
12,278,568
9,206,542
5,247,895
NED Options
MD Options
900,000
-
750,000
750,000
-
3,100,000
-
-
The terms of these options are set out in Note 19 to the consolidated financial statements.
2.
COMPANY SECRETARY
Ms Jane Nosworthy held the position of Company Secretary from 16 January 2012 until 1 June 2018. Ms Jodi Ford was
appointed interim Company Secretary for the period 1 June 2018 to 31 July 2018, with Mr Colin Naylor appointed
Company Secretary with effect from 31 July 2018. Ms Ford is Assistant Company Secretary.
3.
DIVIDENDS
No dividend has been paid, provided or recommended during the financial year and to the date of this report (2017: nil).
4.
OPERATING AND FINANCIAL REVIEW
4.1
Principal activities
The principal activities during the year were mineral exploration in Victoria, Australia.
The Company had 7 permanent employees at 30 June 2018, including directors (2017: 6).
4.2
Environment, health and safety
The Group conducts exploration activities in Victoria. No mining activity has been conducted by the Group on its
exploration licences, and its exploration activities to date have had a low level of environmental impact.
The Group’s exploration operations are subject to environmental and health and safety regulations under the various
laws of Victoria and the Commonwealth. There were no reported Lost Time Injuries or environmental incidents during
the year.
4.3
Review of operations
The Group maintained an active exploration program during the year with the objectives of identifying economic gold and
copper mineral deposits.
Direct exploration expenditure during the 2018 financial year was $3,009,404.
4.
OPERATING AND FINANCIAL REVIEW
4.3
Review of operations
The following summary of the Company’s exploration activities during the year should be read in conjunction with the
Managing Director’s Review of Operations 2018, which forms part of, and is included earlier, in this Annual Report.
The Company completed a major drilling campaign totalling more than 42,000m of air-core (AC), reverse circulation (RC)
and diamond core drilling (DD) across its Victorian project portfolio in the 2018 financial year. Drilling continued to focus
on the priority Irvine Gold Project, and also successfully tested Navarre’s regional projects.
15
Navarre Minerals Limited
ABN 66 125 140 105
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2018
4.
4.3
(a)
OPERATING AND FINANCIAL REVIEW (cont.)
Review of operations (cont.)
Stawell Corridor Gold Project (ELs 5476, 5480, 6418, 6525, 6526, 6527, 6528, 6702, 6703, 6745 & ELA 6530)
Irvine Gold Project (EL 5476)
The 100%-owned Irvine Gold Project is the Company’s flagship project located 15kms south of the 4Moz Magdala Gold
Deposit in Stawell. The Project is considered an analogue of Stawell’s Magdala gold deposit.
Navarre completed 16,200m of AC, RC and DD drilling in several programs on the project during the financial year. These
programs resulted in the discovery of a second gold structure called Adventure Lode, on the east flank of the Irvine basalt
dome. This follows the discovery of Resolution Lode (situated 4kms to the north) in the previous financial year.
A four hole - 1,137m DD program was also completed at Resolution Lode. This returned multiple high-grade gold
intersections beneath a zone of lower grade oxide gold mineralisation (typical of gold mineralisation patterns in western
Victoria). The DD results confirm a higher-grade primary “shoot” geometry typical of the mineralisation patterns
occurring at Stawell’s Magdala gold mine. Gold mineralisation at Resolution Lode remains open at depth.
Adventure and Resolution lodes, represent two significant gold mineralised systems with combined strike lengths of over
three times that of the surface expression of the Magdala gold deposit. A program of deeper resource delineation drilling
is a main focus for the coming field season.
Stawell Granite Gold Project (EL 6418)
A 24 hole - 857m reconnaissance AC drilling program was completed at the Stawell Granite Gold Project in February 2018
aimed at testing for a primary granite source to abundant historic alluvial gold workings. Three traverses of AC drilling
were completed in this maiden program. Gold grading up to 7g/t was intersected at the base of a broad alluvial channel.
No primary gold was encountered.
New Exploration Licences (ELs 6525, 6526, 6527, 6528, 6702, 6703 & 6745)
Seven new exploration licences were granted during the year adjoining EL 5476. There was no significant work
undertaken on these tenements.
(b)
Tandarra Gold Project (EL 4897 / RL 6660)
The Tandarra Gold Project is located approximately 60kms northwest of Kirkland Lake Gold’s world-class Fosterville Gold
Mine, and 40kms north of the 22Moz Bendigo Goldfield. It is an advanced high-grade exploration project (with gold
associated with several quartz reef structures). The Project is subject to an Earn-in Joint Venture with Catalyst Metals
Limited (Catalyst) (ASX: CYL), where Catalyst has the right to earn a 51% equity interest in the Project by spending $3 on
exploration over a four-year period to September 2018. This expenditure requirement has been achieved (refer Catalyst
ASX announcement of 1 June 2018), and a Joint Venture Agreement for the Project is being finalised.
Catalyst’s exploration at the Project during the year focused on DD and RC drilling at the Tomorrow Gold Zone and AC
drilling over regional targets.
(c) Western Victoria Copper Project (ELs 4590, 5425, 5426, 5497 & ELA 6819)
Glenlyle Project (EL 5497)
Navarre completed a highly successful first-pass 2,100m - 33 hole AC drilling program at the Glenlyle Project (refer ASX
announcement of 23 April 2018). The program resulted in the discovery of a new epithermal gold-silver system
comprising several discrete veins of gold mineralisation and anomalous lead and zinc within a broad envelope of elevated
silver.
Stavely Project (EL 5425) - Earn-in Agreement with Stavely Minerals Limited
In January 2018 Navarre entered into an Earn-in and Joint Venture Agreement with Stavely Minerals Limited (ASX: SVY)
(Stavely) under which Stavely may earn up to an 80% equity interest in EL5425 by spending $450,000 over a five-year
period.
Stavely completed a 251.3m DD hole to test a magnetic feature approximately 2km north of the Thursday’s Gossan
copper-gold porphyry prospect. The hole intersected disseminated magnetite which is believed to be the source of the
magnetic anomaly.
16
Navarre Minerals Limited
ABN 66 125 140 105
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2018
4.
OPERATING AND FINANCIAL REVIEW (cont.)
4.3
Review of operations (cont.)
Black Range Project (ELs 4590 & 5426)
No work was undertaken on tenement EL 4590 during the year. Following review, the non-core EL 5426 tenement was
surrendered.
(d)
St Arnaud Gold Project (EL 06556 & ELA 6819)
A maiden reconnaissance AC drilling program was conducted over multiple untested targets at the 100%-owned St
Arnaud Gold Project, located 250km northwest of Melbourne. Drilling was designed to test for early indications of high-
grade gold below shallow Murray Basin cover.
The program comprised a total 6,512m across 80 holes and delivered highly positive results confirming the Project’s
potential to host economic gold and silver deposits. Gold or silver mineralisation was intersected in all four drill traverses,
and mineralisation remains open along strike and at depth.
The best gold result was 4m @ 6.6g/t Au from 48m (SAC022) and the best silver results was 1m @ 67.4 g/t Ag from 50m
(SAC055). Further details and results are provided in ASX announcements of 6 June and 30 July 2018.
The drill targets were situated northwest of the historic 0.4Moz St Arnaud Goldfield and are interpreted to be the
northward projection of the St Arnaud Goldfield, beneath shallow Murray Basin cover.
4.4
Review of financial position
(a)
Results for the year
The net loss for the financial year, after provision for income tax, was $1,251,344 (2017: loss after tax of $702,844).
(b)
Review of financial condition at the balance date
At balance date the Group held cash and cash equivalents of $1,426,684. During the year the Group decreased the cash
balance by $324,252 following net proceeds from share issues of $3,061,904 and interest received of $19,266, which was
used to partially meet exploration and capital cash outflows of $2,629,027 and corporate costs of $776,395.
(c)
Share issues
In October 2017, Navarre raised $1,550,040 (before transaction costs) from a placement to sophisticated and institutional
investors, resulting in the issue of 38,750,999 ordinary shares at an issue price of $0.04 per share.
During the financial year, Navarre raised $1,692,438 (before transaction costs) from issuing 33,848,757 fully paid ordinary
shares following the exercise of unlisted options (exercise price $0.05, expiry date 31 March 2018).
In June 2018, Navarre raised $4,000 (before transactions costs) from issuing 100,000 fully paid ordinary shares following
the exercise of unlisted employee share options (exercise price $0.04, expiry date 31 December 2019).
(d)
Significant changes in the state of affairs of the Group during the financial year
During the year, the Group raised $3,246,478 (before transaction costs) through capital raising initiatives, as detailed
above (under the heading “Share Issues”). The purpose of the capital raisings was mainly to advance exploration in the
Stawell Corridor exploration licences. The capital raisings ensured the Group could match the co-funding grant of up to
$626,150 awarded to the Group by the Victorian Government in 2016 under the TARGET Minerals Exploration Initiative,
and to provide the Group with flexibility to expand exploration programs at the Irvine Gold Project and at its other
Victorian properties, to review new opportunities and to strengthen the Group’s balance sheet and working capital.
17
Navarre Minerals Limited
ABN 66 125 140 105
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2018
4.
OPERATING AND FINANCIAL REVIEW (cont.)
4.4
Review of financial position (cont.)
(e)
Significant events after the balance date
In June 2018, Navarre’s application to participate in the Federal Government’s Junior Minerals Exploration Incentive
(JMEI) scheme for the 2018/2019 income tax year was accepted by the Australian Taxation Office. The Company has
received an allocation of up to $1,576,003 exploration credits which can be distributed to eligible shareholders, being
those that are Australian resident shareholders who apply for and are issued new shares in Navarre’s capital raising
activities between 1 July 2018 and 30 June 2019.
In August 2018, Navarre raised $1,699,000 (before transaction costs) from a share placement to sophisticated and
professional investors, resulting in the issue of 33,980,000 ordinary shares at an issue price of $0.05 per share. On 16
August 2018, Navarre also announced a Share Purchase Plan which has been offered to eligible shareholders at an issue
price of $0.05 per share and is scheduled to close on 14 September 2018.
In August 2018, the Group received a cash reimbursement of $401,600 (including GST) from the Victorian Government for
exploration expenditure incurred at the Irvine Gold Project, following satisfactory completion of the third (and final)
agreed milestone of the TARGET Minerals Exploration Initiative co-funding agreement.
Subsequent to balance date, the Company received notification from the Victorian Department of Economic
Development, Jobs, Transport and Resources (DEDJTR) of the acceptance of a revised Mineralisation Report that was
submitted in support of an application for a Retention Licence (RL 006660) to replace EL 4897. The Company and earn-in
partner, Catalyst Metals Limited (Catalyst), are working with DEDJTR to enable the grant of a Retention Licence.
Following grant of a Retention Licence, a 51% equity interest will be formally transferred to Catalyst. A Joint Venture (JV)
agreement is currently being finalised.
Other than the above, there has not arisen in the interval between the end of the financial year and the date of this
report any item, transaction or event of a material and unusual nature likely, in the opinion of the directors of the
Company, to affect significantly the operations of the Group, the results of those operations, or state of affairs of the
Group, in future financial years.
(f)
Likely developments and expected results
During the year under review, the Group has continued its focus on the Stawell Corridor Gold Project, which includes the
flagship Irvine Gold Project, while also broadening its mineral exploration activities to include programs at Glenlyle and
the recently granted St Arnaud tenement.
During the course of the next financial year, the Group will continue its mineral exploration activities and will investigate
additional opportunities in which the Group may wish to participate.
4.5
Business strategy and prospects for future financial years
(a)
Business strategy
The Group’s mission is to reward shareholders by creating value through mineral discovery. This involves maximising the
potential of our assets by unlocking their potential with carefully targeted exploration programs and identifying new
opportunities to compete for capital.
The Group’s goal is to define a mineral resource and to become a low-cost mineral producer through exploration success.
The Group undertakes an active exploration program within emerging and proven mineral corridors, with the objective of
identifying economic gold and copper mineral deposits. The Group’s strategy for the next twelve months is to focus its
financial and managerial resources on development of its most prospective mineral opportunities within its exploration
licences in the Stawell Corridor, continue exploration at the Glenlyle and St Arnaud tenements and to support the Group’s
partner Catalyst in advancing the Tandarra Gold Project (EL 4897 / RLA 006660). Opportunities for growth through
acquisition are also being considered.
(b)
Future prospects of the Group
The key driver of the Group’s future prospects will be the success of its exploration programs. The discovery of an
economic mineral deposit has the potential to significantly increase shareholder wealth.
18
Navarre Minerals Limited
ABN 66 125 140 105
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2018
4.
OPERATING AND FINANCIAL REVIEW (cont.)
4.5
Business strategy and prospects for future financial years
(b)
Future prospects of the Group
The key material risks faced by the Group that are likely to have an effect on its future financial prospects include:
(i)
(ii)
(iii)
(iv)
(v)
exploration risk – the Group’s mineral tenements are in the early stages of exploration, and there can be no
assurance that exploration of the tenements currently held by the Group, or any other tenements that may be
acquired in the future, will result in the discovery of an economic mineral deposit. Until the Group is able to
realise value from its mineral tenements, it is likely to incur ongoing operating losses. If exploration is successful,
there will be additional costs and processes involved in moving to the development phase. By its nature,
exploration risk can never be fully mitigated, but the Group has the benefit of significant exploration expertise
through its management team and of operational and business expertise at both board and management level;
land access (including native title) – there is a substantial level of regulation and restriction on the ability of
exploration and mining companies to have access to land in Australia. Negotiations with both native title
claimants/holders and the owners/occupiers of private land are generally required before the Group can access
land for exploration or mining activities. Inability to access, or delays experienced in accessing, the land may
impact on the Group’s activities;
requirements for capital – as exploration costs reduce the Group’s cash reserves, the Group will require additional
capital to support the long term exploration and evaluation of its projects. If the Group is unable to obtain
additional financing as needed, through equity, debt or joint venture financing, it may be required to scale back its
exploration programs. The Group will continue to consider capital raising initiatives, as required, including possible
corporate opportunities;
tenement title – the Group could lose title to its mineral tenements if insufficient funds are available to meet the
relevant annual expenditure commitments, as and when they arise. The Group closely monitors its compliance
with licence conditions, including expenditure commitments and rents, and maintains a dialogue with the relevant
State government representatives who are responsible for enforcing licence conditions; and
reliance on key personnel – the responsibility of overseeing the day-to-day operations and the strategic
management of the Company depends substantially on the executive and non-executive Directors. There can be
no assurance given that there will be no detrimental impact on the Company if one or more of the Directors,
particularly the Managing Director, no longer acts as a Director.
This is not intended to be an exhaustive list of the risk factors to which the Company is exposed.
Navarre Minerals is also exposed to a range of market, financial and governance risks. The Company has risk
management and internal control systems to manage material business risks which include insurance coverage over
major operational activities and regular review of material business risks by the Board.
5.
SHARE OPTIONS
Compensation options issued during the financial year
During the financial year, the Company issued 7,250,000 share options to senior employees of the Company and
2,400,000 share options to the non-executive directors of the Company.
On 6 June 2018, 1,000,000 share options were issued to a nominee of Mr David Waterhouse of Waterhouse Investor
Relations pursuant to his consultancy Services Agreement with the Company following satisfactory achievement of key
performance indicators during his three month trial period.
Options expired during the financial year
On March 2018, 178,860 share options in the Company expired. 300,000 unlisted employee share options in the
Company expired on 31 December 2017 and 2,625,000 unlisted employee share options in the Company expired on 1
June 2018 as a result of an employee ceasing employment with the Company.
19
Navarre Minerals Limited
ABN 66 125 140 105
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2018
5.
SHARE OPTIONS (cont.)
Unissued shares under option
At the date of this report, there were 9,725,000 unissued ordinary shares of the Company under option. The terms of
these options are as follows:
Expiry Date
31 December 2018
31 December 2019
6 June 2021
31 December 2021
31 December 2021
29 January 2023
10 April 2023
Exercise Price
$0.100
$0.040
$0.150
$0.072
$0.090
$0.150
$0.150
Number
125,000
50,000
1,000,000
200,000
200,000
2,750,000
5,400,000
These options do not entitle the holder to participate in any share issue of the Company.
Shares issued on the exercise of Options
During or since the end of the financial year, the Company issued fully paid ordinary shares as a result of the exercise of
options as follows:
Number of shares
33,848,757
100,000
Amount paid on each share
$0.05
$0.04
6.
INDEMNIFICATION AND INSURANCE OF DIRECTORS
The Company paid an insurance premium in respect of a contract insuring all directors of the Company against legal costs
incurred in defending proceedings as permitted by Section 199B of the Corporations Act 2001.
7.
BOARD AND COMMITTEE MEETINGS
The following table sets out the members of the Board of Directors and the members of the Committees of the Board, the
number of meetings of the Board and of the Committees held during the year and the number of meetings attended
during each director’s period of office.
Board of Directors
Audit Committee
K Wilson
G McDermott
J Dorward
C Naylor
A
5
5
4
5
B
5
5
5
5
A
4
-
3
4
B
4
-
4
4
Remuneration &
Nomination Committee
A
1
1
0
1
B
1
1
1
1
A – Number of meetings attended
B – Number of meetings held during the time the director held office during the year
8.
AUDITOR INDEPENDENCE AND NON-AUDIT SERVICES
The directors have received the independence declaration from the auditor, RSM Australia Partners, set out on page 31.
Non-Audit Services
Details of amounts paid to the auditor, RSM Australia Partners, for non-audit services provided during the year by the
auditor are outlined in note 20 to the financial statements. The Directors are satisfied that the provision of non-audit
services is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001.
The nature and scope of the non-audit services provided means that auditor independence was not compromised.
20
Navarre Minerals Limited
ABN 66 125 140 105
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2018
9.
REMUNERATION REPORT (Audited)
The Remuneration Report for the year ended 30 June 2018 outlines the remuneration arrangements of the Company, in
accordance with Section 300A of the Corporations Act 2001 and its regulations.
The information provided in this Remuneration Report has been audited as required by Section 308(3C) of the
Corporations Act 2001. This Remuneration Report forms part of the Directors’ Report.
The Remuneration Report details the remuneration arrangements for Key Management Personnel (“KMP”), who are
defined as those persons having authority and responsibility for planning, directing and controlling the activities of the
Company, directly or indirectly, including any director (whether executive or otherwise) of the Company.
9.1
Key Management Personnel for the year ended 30 June 2018
Directors
K Wilson
Chairman (non-executive)
G McDermott
Managing Director
J Dorward
Director (independent non-executive)
C H Naylor
Director (independent non-executive)
Executives
J Nosworthy
Company Secretary (resigned 1 June 2018)
Jodi Ford
Interim Company Secretary (appointed 1 June 2018)
S Mele
Exploration Manager
9.2
Board oversight of remuneration
The policy for determining the nature and amount of remuneration for directors and executives is set by the Board of
Directors as a whole. The Board established a Remuneration and Nomination (“R&N”) Committee to provide the Board
with a regular, structured opportunity to focus on remuneration and nomination issues. All directors of the Company,
including the Managing Director, are members of the R&N Committee. Any potential for, or perception of, conflict of
interest resulting from the Managing Director’s membership of the R&N Committee is addressed by ensuring that the
Managing Director withdraws from committee meetings during any discussion of his remuneration arrangements or
performance and takes no part in the discussion or decision-making process in relation to such matters.
The Board may obtain professional advice when appropriate to ensure that the Company attracts and retains talented
and motivated directors and employees who can enhance Company performance through their contributions and
leadership.
9.3
Non-executive director remuneration arrangements
The Board seeks to set non-executive director remuneration at a level that provides the Company with the ability to
attract and retain directors of high calibre, at a cost acceptable to shareholders.
The amount of aggregate remuneration approved by shareholders and the fee structure for non-executive directors is
reviewed annually by the Board against fees paid to non-executive directors of comparable companies.
The Company’s Constitution and the ASX Listing Rules specify that the aggregate remuneration of non-executive directors
must be determined from time to time by members in a general meeting. An amount not exceeding the amount
determined is then divided between the directors as agreed. The maximum aggregate annual remuneration for non-
executive directors is currently set at $300,000 per annum. Any increase in this amount will require shareholder approval
at a general meeting.
Non-executive directors are remunerated at marketplace levels by way of fixed fees, usually in the form of cash and
statutory superannuation contributions, and (from time to time, as appropriate) options issued through the Navarre
Minerals Limited Option Plan (“NMLOP”). Currently, the Chairman is entitled to receive a base fee of $40,000 per annum
(excluding statutory superannuation) and the other non-executive directors are entitled to receive $30,000 per annum
(excluding statutory superannuation).
21
Navarre Minerals Limited
ABN 66 125 140 105
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2018
9.
REMUNERATION REPORT (Audited) (cont.)
9.3
Non-executive director remuneration arrangements (cont.)
In addition to directors’ fees, the directors are entitled to be paid all travelling and other expenses they incur in attending
to the Company’s affairs, including attending and returning from general meetings of the Company or meetings of the
Board or of committees of the Board. No additional remuneration is paid to directors for service on board committees or
on the board of the wholly owned subsidiary, but additional remuneration may be paid to directors if they are called upon
to perform extra services or make any special exertion for the purposes of the Company.
The non-executive directors have no leave entitlements and do not receive any retirement benefits, other than statutory
superannuation and salary sacrifice superannuation (if directors wish to exercise their discretion to make additional
superannuation contributions by way of salary sacrifice).
The remuneration of the Company’s non-executive directors for the year ended 30 June 2018 and 30 June 2017 is
detailed in Table 1 and Table 2 of this Remuneration Report.
9.4
Executive remuneration arrangements
The Company aims to reward executives with a level and mix of remuneration commensurate with their position and
responsibilities within the Company and so as to:
•
•
•
align the interests of executives with those of shareholders.;
link reward with the strategic goals and performance of the Company; and
ensure total remuneration is competitive by market standards;
Executive remuneration consists of fixed remuneration and, where appropriate, variable (at risk) remuneration.
Fixed remuneration
The base salaries of the Managing Director and other executives are fixed. Fixed remuneration is set at a market
competitive level, considering an individual’s responsibilities, performance, qualifications and experience, and current
market conditions in the mining industry. Base salaries are reviewed annually, but executive contracts do not guarantee
any increases in fixed remuneration.
Executives receive statutory superannuation from the Company and may, in their discretion, make additional
superannuation contributions by way of salary sacrifice.
The Managing Director approves the terms and conditions of consultants’ contracts, including fees, taking into account
market conditions for the services that are provided. Consulting contracts do not include any guaranteed fee increases.
The fixed component of executives’ remuneration is detailed in Table 1 and Table 2 of this Report.
Variable/at risk remuneration
The performance of executives is measured against criteria agreed annually and is based predominantly on the overall
success of the Company in achieving its broader corporate goals. Variable remuneration is linked to predetermined
performance criteria. Variable remuneration is also used to promote retention of high calibre staff, which the Company
considers to be essential to the growth and success of the Company.
Variable remuneration may take the form of short-term incentives, such as payment of a cash bonus, or long-term
incentives through participation in the NMLOP, which is used to provide long term performance and retention incentives,
as appropriate, in the form of the grant of share options over unissued shares in the Company. See page 28 for details of
options granted to key management personnel during the year.
The Company prohibits executives from entering into arrangements to protect the value of unvested share options. The
prohibition includes entering into contracts to hedge their exposure to options awarded as part of their remuneration
package.
22
Navarre Minerals Limited
ABN 66 125 140 105
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2018
9.
REMUNERATION REPORT (Audited) (cont.)
9.5
Executive Contractual Arrangements
Remuneration arrangements for Key Management Personnel are formalised in employment or consultancy agreements
(as applicable). Details of these contracts are provided below.
•
Managing Director
-
-
-
Mr Geoff McDermott is employed by the Company on a full-time basis pursuant to an executive service agreement
dated 10 December 2010, which contains the following major terms (including amendments made in March 2013,
July 2015 and September 2016):-
Term: From 31 March 2011 until either the Company or Mr McDermott terminates the agreement.
Notice: The Company may terminate the agreement at any time by giving six months’ notice in writing. Mr
McDermott may terminate the agreement at any time by giving six months’ written notice to the Company or on
one month’s written notice to the Company if a ‘fundamental change’ to his employment occurs or the Company
has failed to remedy a notified breach of its obligations under the agreement. The Company may immediately
terminate the agreement by giving written notice in certain circumstances, including if serious misconduct has
occurred. The Company may elect to pay Mr McDermott in lieu of part or all of any notice period.
Base salary: Mr McDermott’s total fixed remuneration comprises a base salary plus statutory superannuation.
This is reviewed by the R&N Committee (excluding the Managing Director) on an annual basis, but there is no
guarantee of any increase in fixed remuneration.
Effective 1 July 2015, Mr McDermott’s base salary was reduced to $147,562 per annum (plus superannuation of
$14,018) as part of a broader program of cost reduction and cash conservation measures implemented by the
Company in response to the financial constraints within which the Company was operating. In December 2016,
pursuant to shareholder approval at the Company’s 2016 Annual General Meeting, Mr McDermott was issued with
shares in the Company in lieu of total fixed remuneration foregone in the period from 1 July 2015 to 30 June 2016.
Mr McDermott received 1,960,480 fully paid ordinary shares at a deemed issue price of $0.05 per share in lieu of a
total of $98,024 of total fixed remuneration foregone.
It was agreed that Mr McDermott’s base salary would revert to its previous level once the Company’s cash balance
returned to $1.5 million for more than 90 days (or sooner if the Board (excluding Mr McDermott) determined that
circumstances are appropriate to do so). As a result of the Company’s improved cash position following capital
raising initiatives during the six-month period to 31 December 2016, Mr McDermott’s base salary reverted to its
previous level of $245,936 per annum (plus superannuation) with effect from 1 February 2017.
In February 2018, following consideration by the R&N Committee (excluding Mr McDermott), the board approved
the Company to make a payment of $59,752 (including superannuation) to Mr McDermott in repayment of the
amount of total fixed remuneration foregone by him from 1 July 2016 to 31 January 2017, after which time his
base salary reverted to its previous level.
-
Short-term incentive: Mr McDermott is eligible to receive an annual short-term incentive payment on terms
decided by the Board (excluding the Managing Director).
The Managing Director’s remuneration package for calendar year 2017 included a short-term incentive in the form
of a cash payment of up to $100,000, subject to achievement of agreed KPIs. Those KPIs comprised performance
measures in relation to:
•
•
health and safety, because the Company regards the safety of its people as a major priority; and
delivery of operating programs and exploration success, because these are key drivers of shareholder value.
In February 2018, the R&N Committee (excluding the Managing Director) assessed the Managing Director’s
performance against his 2017 short term incentive KPIs and determined that three of four KPIs had been met (in
full or in part). Accordingly, the Board (excluding the Managing Director) approved a cash payment of $47,500 to
the Managing Director by way of short term incentive for calendar year 2017.
23
Navarre Minerals Limited
ABN 66 125 140 105
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2018
9.
REMUNERATION REPORT (Audited) (cont.)
9.5
Executive Contractual Arrangements (cont.)
The Managing Director’s remuneration package for calendar year 2018 includes a short-term incentive in the form
of a cash payment of up to $100,000, subject to achievement of agreed KPIs. Those KPIs comprise performance
measures in relation to:
•
•
health and safety, because the Company regards the safety of its people as a major priority;
delivery of operating programs and exploration success, because these are key drivers of shareholder value.
The Managing Director’s performance against these KPIs will be assessed by the R&N Committee (excluding the
Managing Director) at its first meeting in 2019.
-
Long-term incentive: Mr McDermott is eligible to participate in the Company’s long-term incentive arrangements
(as amended or replaced) on terms decided by the Board, subject to necessary shareholder approvals.
The Managing Director’s remuneration package for calendar year 2017 included a long-term incentive in the form
of a grant of up to 3,000,000 share options, subject to the achievement of agreed KPIs. The KPIs related to
improvement in the Company’s share price during the 2017 calendar year, relative to the prevailing share price
when the KPIs were set by the Board (excluding the Managing Director) in February 2017. The Managing Director
was eligible to receive 1,000,000 options if the volume weighted average price (VWAP) of the Company’s shares in
December 2017 was 7.2 cents or higher, and a further 2,000,000 options if the VWAP was 9 cents or higher.
Shareholder approval for the grant of these options was obtained at the extraordinary general meeting of
shareholders of the Company held on 7 April 2017. In February 2018, the R&N Committee (excluding the
Managing Director) determined that none of the KPIs applicable to the Managing Director’s 2017 long term
incentive options had been met and, accordingly, no options were granted to the Managing Director by way of
long term incentive in respect of calendar year 2017.
The Managing Director’s remuneration package for calendar year 2018 includes a long-term incentive in the form
of a grant of 3,000,000 share options. The options will vest in three equal tranches over a period of three years
from the date of grant. The first tranche may vest at any time after the grant date, the second tranche may vest
after the first anniversary of the grant date and the third tranche may vest after the second anniversary of the
grant date, but in each case, vesting is conditional on the closing price of the Company’s shares exceeding the 15
cent exercise price for ten consecutive trading days after the potential vesting date. The Managing Director must
also be employed by the Company at the time that the options vest. The Company obtained shareholder approval
for the grant of these options at the Company’s extraordinary general meeting in April 2018 and the options were
issued shortly after that meeting on 10 April 2018.
-
Termination payments: If Mr McDermott’s employment is terminated by the Company for any reason (other than
in circumstances warranting summary dismissal), Mr McDermott is entitled to a retirement benefit calculated as
one month’s total fixed remuneration, plus two weeks’ total fixed remuneration for each completed or part-
completed year of continuous service with the Company. If Mr McDermott resigns within six months of a
‘fundamental change’, Mr McDermott is entitled to a lump sum payment equivalent to six months’ total fixed
remuneration.
•
Exploration Manager
The Exploration Manager, Mr Shane Mele, has been engaged by the Company since 18 May 2016 pursuant to a
consultancy agreement to provide services as a consultant geologist on a part-time basis. Mr Mele was
subsequently appointed as Exploration Manager of the Company with effect from 22 February 2017.
Under the terms of his consultancy agreement with the Company, Mr Mele was remunerated for his services as a
consultant geologist at a daily rate of $800 (plus GST) for a minimum of three days per week. Mr Mele was
engaged by the Company on a consultancy basis prior to entering into an employment arrangement and becoming
a full-time employee with the Company in January 2018.
24
Navarre Minerals Limited
ABN 66 125 140 105
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2018
9.
REMUNERATION REPORT (Audited) (cont.)
9.5
Executive Contractual Arrangements (cont.)
-
-
-
-
-
-
On 8 January 2018, Mr Mele entered into an executive service agreement which contains the following major
terms:-
Term: From 8 January 2018 until either the Company or Mr Mele terminates the agreement.
Notice: The Company may terminate the agreement at any time by giving three months’ notice in writing. Mr
Mele may terminate the agreement at any time by giving three months’ written notice to the Company or on one
month’s written notice to the Company if a ‘fundamental change’ to his employment occurs or the Company has
failed to remedy a notified breach of its obligations under the agreement. The Company may immediately
terminate the agreement by giving written notice in certain circumstances, including if serious misconduct has
occurred. The Company may elect to pay Mr Mele in lieu of part or all of any notice period.
Base salary: Mr Mele’s total fixed remuneration is $212,951 per annum plus statutory superannuation ($20,049).
Total fixed remuneration is reviewed by the R&N Committee on an annual basis, but there is no guarantee of any
increase in fixed remuneration.
Short-term incentive: Mr Mele is eligible to receive an annual short-term incentive payment on terms decided by
the Board.
Long-term incentive: Mr Mele is eligible to participate in the Company’s long-term incentive arrangements (as
amended or replaced) on terms decided by the Board. Mr Mele’s remuneration package for calendar year 2018
includes a long-term incentive in the form of a grant of 1,500,000 share options. The options will vest in three
equal tranches over a period of three years from the date of grant. The first tranche may vest at any time after the
grant date, the second tranche may vest after the first anniversary of the grant date and the third tranche may
vest after the second anniversary of the grant date, but in each case, vesting is conditional on the closing price of
the Company’s shares exceeding the 15 cent exercise price for ten consecutive trading days after the potential
vesting date. Mr Mele must also be employed by the Company at the time that the options vest.
Termination payments: If Mr Mele’s employment is terminated by the Company for any reason (other than in
circumstances warranting summary dismissal), Mr Mele is entitled to a retirement benefit calculated as one
month’s total fixed remuneration, plus two weeks’ total fixed remuneration for each completed or part-completed
year of continuous service with the Company (to be calculated by reference to Mr Mele’s start date as a consultant
geologist on 18 May 2016).
•
Company Secretary
The Company Secretary, Ms Jane Nosworthy, was employed by the Company on a part-time basis pursuant to an
executive employment agreement dated 2 April 2013, which replaced the agreement pursuant to which the
Company Secretary was originally engaged by the Company. Ms Nosworthy resigned as Company Secretary with
effect from 1 June 2018.
The interim Company Secretary, Ms Jodi Ford, is employed by the Company on a part-time basis pursuant to an
employment agreement dated 2 May 2011. Ms Ford was appointed Company Secretary for the period 1 June 2018
to 31 July 2018. From 1 August 2018 Ms Ford assumed her role of Accountant and Assistant Company Secretary.
Subsequent to 30 June 2018, Mr Colin Naylor was appointed Company Secretary, in addition to his role as a
Director of the Company. Consistent with the employment arrangements for Ms Nosworthy, Mr Naylor has been
engaged on a part-time basis and entered into an executive service agreement. The Company may terminate the
agreement at any time by giving three months’ notice in writing. Mr Naylor may terminate the agreement at any
time by giving three months’ written notice to the Company or on one month’s written notice to the Company if a
‘fundamental change’ to his employment occurs or the Company has failed to remedy a notified breach of its
obligations under the agreement. The Company may immediately terminate the agreement by giving written
notice in certain circumstances, including if serious misconduct has occurred. The Company may elect to pay Mr
Naylor in lieu of part or all of any notice period.
25
Navarre Minerals Limited
ABN 66 125 140 105
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2018
9.
REMUNERATION REPORT (Audited) (cont.)
9.5
Executive Contractual Arrangements (cont.)
•
Other executives
All executives have standard employment agreements. The Company may terminate the executive’s employment
agreement by written notice (ranging from four weeks to three months’ notice) or providing payment in lieu of the
notice period (based on the fixed component of the executive’s remuneration). The Company may terminate the
agreement at any time without notice if serious misconduct has occurred. The executive may terminate the
agreement by written notice to the Company (ranging from four weeks to three months’ notice). On cessation of
employment, any outstanding options will be forfeited.
9.6
Remuneration of Key Management Personnel of the Company
Table 1: Remuneration for the year ended 30 June 2018
Short term
Salary/
Consulting
fees
$
7,5002
-
-
Directors
fees
$
40,000
30,000
30,000
100,000
7,500
Post
Employment
Share-
based
Payment
Long term
Total
Performance
Related
STI cash
bonus
$
Super-
annuation
benefits
$
Option
plan1
$
Long
service
leave
$
$
%
-
-
-
-
3,800
10,690
-
2,850
8,909
8,909
6,650
28,508
-
-
-
-
61,990
38,9093
41,759
17.2
22.9
21.3
142,658
20.0
-
293,6764
47,500
26,615
22,824
5,583
396,198
17.7
Non– executive directors
K Wilson
J Dorward
C Naylor
Sub-total
non-executive
directors
Executive director
G McDermott
Other key management personnel
J Nosworthy
J Ford6
S Mele
Sub-total executive
KMP
-
-
-
-
74,6555
54,3767
175,5808
598,287
TOTAL
100,000
605,787
-
-
-
47,500
47,500
6,229
5,166
9,651
47,661
54,311
16,098
13,798
21,499
74,219
102,727
-
96,982
3,736
77,076
-
206,730
9,319
776,986
9,319
919,644
16.6
17.9
10.4
15.7
16.3
1Refer Note 19 to the consolidated financial statements for fair value calculation of options.
2Represents fees paid/payable for consulting services provided by entities of the director.
3As Mr Dorward is not an Australian resident for taxation purposes, he is not entitled to statutory superannuation.
4As noted in Section 9.5 above, effective 1 July 2015, Mr McDermott’s total fixed remuneration was reduced as part of the implementation of a range of
cost reduction measures. During the year under review the Company made a payment to Mr McDermott of $59,752 (including superannuation) in
repayment of the amount of total fixed remuneration forgone by him for the FY2017.
5 Ms Nosworthy resigned as Company Secretary with effect from 1 June 2018.
6Appointed as Company Secretary effective 1 June 2018 until 31 July 2018.
7Includes salary paid to Ms Ford by the Company during the year prior to her appointment as Company Secretary.
8Consists of consulting fees paid to Mr Mele for the period up to 7 January 2018 (pursuant to a consultancy agreement) and fixed remuneration from 8
January 2018 (pursuant to an executive service agreement).
26
Navarre Minerals Limited
ABN 66 125 140 105
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2018
9.
REMUNERATION REPORT (Audited) (cont.)
9.6
Remuneration of Key Management Personnel of the Company (cont.)
Table 2: Remuneration for the year ended 30 June 2017
Short term
Post
Employment
Share-
based
Payment
Long term
Total
Performance
Related
Directors
fees
$
Salary /
consulting
fees
$
STI cash
bonus
$
Shares
$
Super-
annuation
benefits
$
Option
plan1
$
Long
service
leave
$
$
%
Non– executive directors
K Wilson
J Dorward
C Naylor
Sub-total
non-executive
directors
Executive director
40,000
30,000
30,000
100,000
-
-
-
-
G McDermott
-
169,902
Other key management personnel
J Nosworthy
S Mele4
Sub-total
executive KMP
-
-
-
84,131
135,3565
389,389
TOTAL
100,000
389,389
-
-
-
-
-
-
-
-
-
-
-
-
-
3,800
-
2,850
6,650
-
-
-
-
-
-
-
-
43,800
30,0002
32,850
106,650
98,0243
35,000
150
13,155
316,168
-
-
-
98,024
7,993
7,265
-
-
42,993
49,643
7,415
7,415
358
-
13,513
13,513
99,235
135,356
550,759
657,409
-
-
-
-
-
7.3
-
1.3
1.1
1Refer Note 19 to the consolidated financial statements for fair value calculation of options.
2As Mr Dorward is not an Australian resident for taxation purposes, he is not entitled to statutory superannuation.
3As noted in Section 9.5 above, effective 1 July 2015, Mr McDermott’s total fixed remuneration was reduced as part of the implementation of a range of
cost reduction measures. After receiving shareholder approval at the Company’s 2016 Annual General Meeting, the Company issued shares to Mr
McDermott, equivalent to $98,024, in lieu of total fixed remuneration forgone for the FY2016.
4 Appointed as Exploration Manager effective 22 February 2017.
5 Includes consulting fees paid to Mr Mele by the Company during the year prior to his appointment as Exploration Manager.
9.7
Remuneration Mix
The Company’s executive remuneration is structured as a mix of fixed annual remuneration and variable ‘at risk’
remuneration. The mix of these components varies for different management levels and according to whether an
executive is engaged as an employee or a contractor.
Table 3: Relative proportion and components of total remuneration packages for the year ended 30 June 2018
% of Total Remuneration
Performance-based remuneration
Fixed remuneration
%
Short Term Incentive
%
Long Term Incentive
%
Executives
G McDermott
J Nosworthy
J Ford
S Mele
12.0
-
-
-
5.7
16.6
17.9
10.4
82.3
83.4
82.1
89.6
27
Navarre Minerals Limited
ABN 66 125 140 105
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2018
9.
REMUNERATION REPORT (Audited) (cont.)
9.8
Equity instruments
Table 4: Options granted, vested and lapsed during the year
Number of
options
granted
during 2018
900,000
1,000,000
1,000,000
1,000,000
750,000
750,000
-
-
-
-
-
-
-
-
500,000
500,000
500,000
-
-
-
-
166,667
166,667
166,666
500,000
500,000
500,000
Grant date
10 Apr 18
10 Apr 18
10 Apr 18
10 Apr 18
10 Apr 18
10 Apr 18
12 Mar 13
31 Jan 14
22 Feb 17
22 Feb 17
22 Feb 17
22 Feb 17
22 Feb 17
22 Feb 17
29 Jan 18
29 Jan 18
29 Jan 18
12 Mar 13
22 Feb 17
22 Feb 17
22 Feb 17
29 Jan 18
29 Jan 18
29 Jan 18
29 Jan 18
29 Jan 18
29 Jan 18
Directors
K Wilson
G McDermott
G McDermott
G McDermott
J Dorward
C Naylor
Executives
J Nosworthy
J Nosworthy
J Nosworthy
J Nosworthy
J Nosworthy
J Nosworthy
J Nosworthy
J Nosworthy
J Nosworthy
J Nosworthy
J Nosworthy
J Ford
J Ford
J Ford
J Ford
J Ford
J Ford
J Ford
S Mele
S Mele
S Mele
Fair value
per option
at grant
date ($)
Exercise
price per
option ($)
Expiry Date
Vest Date
Number of
options
vested
during 2018
Number of
options
lapsed
during 2018
0.048
0.048
0.050
0.054
0.048
0.048
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
0.053
0.058
0.062
0.053
0.058
0.062
0.150
0.150
0.150
0.150
0.150
0.150
0.150
0.100
0.072
0.072
0.072
0.090
0.090
0.090
0.150
0.150
0.150
0.150
0.072
0.072
0.090
0.150
0.150
0.150
0.150
0.150
0.150
10 Apr 23
10 Apr 23
10 Apr 23
10 Apr 23
10 Apr 23
10 Apr 23
31 Dec 17
31 Dec 18
31 Dec 21
31 Dec 21
31 Dec 21
31 Dec 21
31 Dec 21
31 Dec 21
29 Jan 23
29 Jan 23
29 Jan 23
31 Dec 17
31 Dec 21
31 Dec 21
31 Dec 21
29 Jan 23
29 Jan 23
29 Jan 23
29 Jan 23
29 Jan 23
29 Jan 23
10 Apr 18 1
10 Apr 18 1
10 Apr 19 1
10 Apr 20 1
10 Apr 18 1
10 Apr 18 1
- 1
- 1
22 Feb 17 1
22 Feb 18 1
- 1
22 Feb 17 1
- 1
- 1
29 Jan 18 1
29 Jan 19 1
29 Jan 20 1
- 1
22 Feb 17 1
22 Feb 18 1
22 Feb 17 1
29 Jan 18 1
29 Jan 19 1
29 Jan 20 1
29 Jan 18 1
29 Jan 19 1
29 Jan 20 1
-
-
-
-
-
-
-
-
166,666
166,667
-
166,666
-
-
-
-
-
-
66,666
66,667
66,666
-
-
-
-
-
-
-
-
-
-
-
-
200,000
125,000
166,666
166,667
166,667
166,666
166,667
166,667
500,000
500,000
500,000
100,000
-
-
-
-
-
-
-
-
-
1 Closing share price must exceed exercise price for 10 consecutive trading days after the vesting date.
All options expire on the earlier of their expiry date or termination of the employee’s employment. These options do not
entitle the holder to participate in any share issue of the Company.
Table 5: Shares issued on exercise of options
J Nosworthy
No. of shares
100,000
Amount paid per
share ($)
0.040
28
Navarre Minerals Limited
ABN 66 125 140 105
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2018
9.
REMUNERATION REPORT (Audited) (cont.)
9.8
Equity instruments (cont.)
Table 6: Value of options granted, exercised and lapsed during the year
Value of options granted
during the year
$
Value of options exercised
during the year
$
Value of options lapsed
during the year
$
Directors
K Wilson
G McDermott
J Dorward
C Naylor
Executives
J Nosworthy
J Ford
S Mele
42,761
151,846
35,634
35,634
-
28,989
86,967
-
-
-
-
874
-
-
-
-
-
-
49,910
5,327
-
For details on the valuation of options, including models and assumptions used, please refer to Note 19 to the
consolidated financial statements.
9.9
Additional disclosures relating to shares and options
Movement in shares
The movement during the reporting period in the number of ordinary shares in Navarre Minerals Limited held directly,
indirectly or beneficially, by key management personnel, including their related parties, is as follows:
Purchases
Shares held in Navarre Minerals Limited (number)
Held at 1 July
2017
Received on
Exercise of
Options
Sales
Held at 30
June 2018
Directors
K Wilson
G McDermott
J Dorward
C Naylor
Executives
J Nosworthy
J Ford
S Mele
12,031,598
11,797,692
8,760,599
5,118,584
125,000
58,770
60,435
-
-
-
-
-
-
-
1,274,4871
480,8761
945,9431
129,3111
100,0002
-
-
-
-
500,000
-
13,306,085
12,278,568
9,206,542
5,247,895
-
-
-
225,000
58,770
60,435
1 Issued as a result of the exercise of their options issued pursuant to participation in the Company’s 2016 entitlement offer.
2 Issued as a result of the exercise of employee share options.
29
Navarre Minerals Limited
ABN 66 125 140 105
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2018
9.
REMUNERATION REPORT (Audited) (cont.)
9.9
Additional disclosures relating to shares and options (cont.)
Options over equity instruments
The movement during the reporting period in the number of options over ordinary shares in Navarre Minerals Limited
held, directly, indirectly and beneficially by key management personnel, including their related parties is as follows:
Held at 1 July
2017
Granted as
Remuner-
ation
Options
Exercised
Options
Lapsed
Held at 30
June 2018
Vested in
2018
Vested and
exercisable
at 30 June
2018
Options held in Navarre Minerals Limited (number)
Directors
K Wilson
G McDermott
J Dorward
C Naylor
Executives
J Nosworthy
J Ford
S Mele
1,274,487
580,876
945,943
129,311
900,000
3,000,000
750,000
750,000
1,274,487
480,876
945,943
129,311
-
-
-
-
900,000
3,100,000
750,000
750,000
-
-
-
-
-
-
-
-
1,425,000
575,000
-
1,500,000
500,000
1,500,000
100,000
-
-
2,825,000
100,000
-
-
975,000
1,500,000
499,999
199,999
-
-
249,999
-
9.10
Company performance
The remuneration of executives and consultants is not linked to financial performance measures of the Company, with
the exception of the Managing Director who has long-term incentives linked to improvements in the Company’s share
price over the course of the calendar year.
In accordance with Section 300A of the Corporations Act 2001, the following table summarises Navarre’s performance
over a five-year period:
Net profit/(loss) - $000
Basic earnings/(loss) per share – cents per share
Share price at the beginning of year - $
Share price at end of year - $
Dividends per share – cents
10.
CORPORATE GOVERNANCE STATEMENT
2018
(1,251)
(0.47)
0.032
0.059
Nil
2017
(703)
(0.34)
0.034
0.032
Nil
2016
(2,672)
(2.78)
0.024
0.034
Nil
2015
(505)
(0.65)
0.069
0.024
Nil
2014
(603)
(0.94)
0.045
0.069
Nil
The Company’s Corporate Governance Statement for the year ended 30 June 2018, ASX Appendix 4G (Key to Disclosure of
Corporate Governance Principles and Recommendations) and other ancillary corporate governance related documents
may be accessed from the Company’s website at http://www.navarre.com.au/corporate-governance.
Signed in accordance with a resolution of the Directors made pursuant to s298(2) of the Corporations Act 2001.
On behalf of the Directors
G McDermott
Managing Director
Stawell, 5 September 2018
30
RSM Australia Partners
Level 21, 55 Collins Street Melbourne VIC 3000
PO Box 248 Collins Street West VIC 8007
T +61 (0) 3 9286 8000
F +61 (0) 3 9286 8199
www.rsm.com.au
AUDITOR’S INDEPENDENCE DECLARATION
As lead auditor for the audit of the financial report of Navarre Minerals Limited for the year ended 30 June 2018,
I declare that, to the best of my knowledge and belief, there have been no contraventions of:
(i)
the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
(ii)
any applicable code of professional conduct in relation to the audit.
RSM AUSTRALIA PARTNERS
P A RANSOM
Partner
Dated: 5 September 2018
Melbourne, Victoria
THE POWER OF BEING UNDERSTOOD
AUDIT | TAX | CONSULTING
31
RSM Australia Partners is a member of the RSM network and trades as RSM. RSM is the trading name used by the members of the RSM network. Each member of the
RSM network is an independent accounting and consulting firm which practices in its own right. The RSM network is not itself a separate legal entity in any jurisdiction.
RSM Australia Partners ABN 36 965 185 036
Liability limited by a scheme approved under Professional Standards Legislation
Navarre Minerals Limited
ABN 66 125 140 105
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2018
Interest income
Income
Net administration expenses
Exploration expenditure written-off
Loss before income tax
Income tax expense
Net loss for the period
Total comprehensive loss for the period
Basic loss per share (cents per share)
Diluted loss per share (cents per share)
Note
4
5
6
6
2018
$
20,701
20,701
2017
$
18,794
18,794
(870,188)
(401,857)
(619,631)
(102,007)
(1,251,344)
(702,844)
-
-
(1,251,344)
(702,844)
(1,251,344)
(702,844)
(0.47)
(0.47)
(0.34)
(0.34)
The above consolidated statement of comprehensive income should be read in conjunction with the accompanying notes.
32
Navarre Minerals Limited
ABN 66 125 140 105
CONSOLIDATED 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
Other financial assets
Property, plant and equipment
Exploration and evaluation costs
TOTAL NON-CURRENT ASSETS
TOTAL ASSETS
CURRENT LIABILITIES
Trade and other payables
Provisions
TOTAL CURRENT LIABILITIES
NON-CURRENT LIABILITIES
Provisions
TOTAL NON-CURRENT LIABILITIES
TOTAL LIABILITIES
NET ASSETS
EQUITY
Contributed equity
Share based payments reserve
Accumulated losses
TOTAL EQUITY
Note
2018
$
2017
$
7
8
9
10
11
12
13
13
14
14
14
1,426,684
549,899
1,976,583
1,750,936
252,753
2,003,689
120,000
30,856
7,493,861
7,644,717
60,000
45,039
5,251,405
5,356,444
9,621,300
7,360,133
610,759
78,357
689,116
355,855
25,329
381,184
-
-
30,972
30,972
689,116
412,156
8,932,184
6,947,977
16,641,488
131,005
(7,840,309)
13,543,218
34,012
(6,629,253)
8,932,184
6,947,977
The above consolidated statement of financial position should be read in conjunction with the accompanying notes.
33
Navarre Minerals Limited
ABN 66 125 140 105
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2018
Issued
Capital
$
Share Based
Payments
Reserve
$
Accumulated
Losses
$
Total Equity
$
Balance at 1 July 2017
13,543,218
34,012
(6,629,253)
6,947,977
Net loss for the period
Total comprehensive loss for the year
Transactions with owners in their capacity as owners:
-
-
(1,251,344)
(1,251,344)
(1,251,344)
(1,251,344)
Cost of share based payments
Share issues
Costs of issues
3,246,478
(149,082)
138,155
-
-
Transfer of equity instruments exercised
874
(874)
-
-
-
-
138,155
3,246,478
(149,082)
-
-
Transfer of equity instruments lapsed
-
(40,288)
40,288
At 30 June 2018
16,641,488
131,005
(7,840,309)
8,932,184
Issued
Capital
$
Share Based
Payments
Reserve
$
Accumulated
Losses
$
Total Equity
$
Balance at 1 July 2016
9,860,557
51,670
(5,954,329)
3,957,898
Net loss for the period
Total comprehensive loss for the year
Transactions with owners in their capacity as owners:
Cost of share based payments
Share issues
Costs of issues
3,953,938
(271,277)
-
-
(702,844)
(702,844)
(702,844)
(702,844)
10,262
-
-
-
-
-
10,262
3,953,938
(271,277)
Transfer of equity instruments lapsed
-
(27,920)
27,920
-
At 30 June 2017
13,543,218
34,012
(6,629,253)
6,947,977
The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.
34
-
-
-
-
-
-
Navarre Minerals Limited
ABN 66 125 140 105
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2018
CASH FLOWS FROM OPERATING ACTIVITIES
Payments to suppliers and employees
Interest received
2018
$
2017
$
(776,395)
19,266
(573,295)
18,563
Net cash (used in) operating activities (Note 15)
(757,129)
(554,732)
CASH FLOWS FROM INVESTING ACTIVITIES
Expenditure on plant and equipment
Expenditure on exploration tenements
Research and development tax incentive
TARGET Minerals Exploration Initiative – Milestone 1 and 2 grants
(24,469)
(2,742,013)
-
137,455
(15,990)
(1,574,276)
131,536
55,559
Net cash (used in) from investing activities
(2,629,027)
(1,403,171)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from share issues
Transaction costs on issue of shares
Net cash from financing activities
3,246,478
(184,574)
3,636,914
(233,947)
3,061,904
3,402,967
Net (decrease) / increase in cash and cash equivalents
(324,252)
1,445,064
Cash and cash equivalents at beginning of period
1,750,936
305,872
Cash and cash equivalents at end of period (Note 7)
1,426,684
1,750,936
The above consolidated statement of cash flows should be read in conjunction with the accompanying notes.
35
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
NOTE 1:
CORPORATE INFORMATION
The financial report of Navarre Minerals Limited (“Navarre Minerals”, or the “Company”) for the year ended 30 June 2018
was authorised for issue in accordance with a resolution of the directors on 5 September 2018.
Navarre Minerals Limited is a company limited by shares incorporated in Australia. The Company’s shares are publicly
traded on Australian Stock Exchange.
The nature of operations and principal activities of the Group are described in Note 3.
NOTE 2:
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(a)
Basis of Preparation
The financial report is a general-purpose financial report, which has been prepared in accordance with the requirements
of the Corporations Act 2001, Australian Accounting Standards and other authoritative pronouncements of the Australian
Accounting Standards Board, as appropriate for for-profit orientated entities, and is presented in Australian dollars. The
financial report has also been prepared on a historical cost basis.
(i)
Compliance with IFRS
The financial report complies with Australian Accounting Standards issued by the Australian Accounting Standards Board
and International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board.
(ii)
Early adoption of new Accounting Standards
The Group has not elected to early adopt any of the standards set out under (c) New Accounting Standards for
Application in Future Periods.
(iii) Historical cost convention
The financial statements have been prepared under a historical cost convention.
(b)
New Accounting Standards for Application in Future Periods
A number of new standards, amendments to standards and interpretations issued by the AASB which are not yet
mandatorily applicable to the Group have not been applied in preparing these consolidated financial statements.
(c)
Other Standards not yet applicable
There are no other standards that are not yet effective and that would be expected to have a material impact on the
Group in the current or future reporting periods and on foreseeable future transactions. However, the position will be
further reviewed during FY2018 – 2019.
(d)
Basis of consolidation
The consolidated financial statements comprise the financial statements of Navarre Minerals Limited and its subsidiaries
as at 30 June 2018 and the results of all the subsidiaries for the year then ended (“Group”).
Subsidiaries are all those entities over which the Group has the power to govern the financial and operating policies so as
to obtain benefits from their activities.
The financial statements of subsidiaries are prepared for the same reporting period as the parent company, using
consistent accounting policies. In preparing the consolidated financial statements, all intercompany balances and
transactions, income, expenses and profit and losses from intra group transactions, have been eliminated in full.
Subsidiaries are fully consolidated from the date on which control is transferred to the Group and cease to be
consolidated from the date on which control is transferred out of the Group.
36
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
NOTE 2:
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.)
(e) Significant accounting judgements, estimates and assumptions
The carrying amounts of certain assets and liabilities are often determined based on judgements, estimates and
assumptions of future events. The key estimates and assumptions that have a significant risk of causing a material
adjustment to the carrying amounts of certain assets and liabilities within the next annual reporting period are:
Share-based payment transactions
The Group 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 of share options is determined using either a Black
Scholes or binomial option pricing model, and using the assumptions detailed in Note 19.
Exploration and evaluation costs
Exploration and evaluation costs are accumulated separately for each area of interest and carried forward provided that
one of the following conditions is met:
•
•
such costs are expected to be recouped through successful development or sale; or
exploration activities have not yet reached a stage which permits a reasonable assessment of the existence or
otherwise of economically recoverable reserves, and active and significant operations in relation to the area are
continuing.
Significant judgement is required in determining whether it is likely that future economic benefits will be derived from the
capitalised exploration and evaluation expenditure. In the judgement of the Directors, at 30 June 2018, exploration
activities in each area of interest have not yet reached a stage which permits a reasonable assessment of the existence or
otherwise of ore reserves. Active and significant operations in relation to each area of interest are continuing and
nothing has come to the attention of the Directors to indicate future economic benefits will not be achieved. The
Directors are continually monitoring the areas of interest and are exploring alternatives for funding the development of
areas of interest when ore reserves are confirmed. If new information becomes available that suggests the recovery of
expenditure is unlikely, the amounts capitalised will need to be reassessed at that time.
(f)
Cash and cash equivalents
Cash and cash equivalents in the consolidated statement of financial position comprise cash at bank and in hand and
short-term deposits with an original maturity of three months or less.
For the purpose of the consolidated statement of cash flows, cash and cash equivalents consist of cash and cash
equivalents as defined above, net of outstanding bank overdrafts.
(h)
Plant and equipment
Plant and equipment is stated at cost less accumulated depreciation and any impairment losses. Depreciation is
calculated on a straight-line basis over the estimated useful lives of the assets which range from 3 to 5 years.
Impairment
The carrying values of plant and equipment are reviewed for impairment when events or changes in circumstances
indicate the carrying value may not be recoverable.
For an asset that does not generate largely independent cash inflows, the recoverable amount is determined for the cash-
generating unit to which the asset belongs. Impairment exists when the carrying value of an asset exceeds its estimated
recoverable amount. The asset is written down to its recoverable amount.
The recoverable amount of plant and equipment is the greater 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.
An item of plant and equipment is derecognised upon disposal or when no future economic benefits are expected to arise
from the continued use of the asset. Any gain or loss arising on de-recognition of the asset (calculated as the difference
between the net disposal proceeds and the carrying amount of the item) is included in the consolidated statement of
comprehensive income in the period the item is derecognised.
37
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
NOTE 2:
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.)
(i)
Exploration and evaluation costs
Exploration and evaluation expenditure is carried at cost. If indication of impairment arises, the recoverable amount is
estimated and an impairment loss is recognised to the extent that the recoverable amount is lower than the carrying
amount.
Exploration and evaluation costs are accumulated separately for each current area of interest and carried forward
provided that one of the following conditions is met:
•
•
such costs are expected to be recouped through successful development or sale; or
exploration activities have not yet reached a stage which permits a reasonable assessment of the existence or
otherwise of economically recoverable reserves, and active and significant operations in relation to the area are
continuing.
Impairment of exploration and evaluation costs
To the extent that capitalised exploration and evaluation expenditure is determined not to be recoverable in the future,
profits/ (losses) and net assets will be varied in the period in which this determination is made.
Farm-outs
The Group will account for farm-out arrangements as follows:
•
•
•
The Group will not record any expenditure made by the farminee on its behalf;
The Group will not recognise a gain or loss on the farm-out arrangement but rather will redesignate any costs
previously capitalised in relation to the whole interest as relating to the partial interest retained; and
Any cash consideration to be received will be credited against costs previously capitalised in relation to the whole
interest with any excess to be accounted for by the Group as gain on disposal.
(j)
Loans and receivables
Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an
active market. They are included in current assets, except for those with maturities greater than 12 months after the
balance date which are classified as non-current assets. Loans and receivables are included in receivables in the
consolidated statement of financial position.
Recognition and derecognition
Regular purchases and sales of financial assets are recognised on trade date, the date on which the Group commits to
purchase or sell the asset.
Subsequent measurement
Loans and receivables are carried at amortised cost using the effective interest method.
Impairment
The Group assesses at each balance date whether there is objective evidence that a financial asset or group of financial
assets is impaired.
(k)
Leases
The determination of whether an arrangement is or contains a lease is based on the substance of the arrangement and
requires an assessment of whether the fulfilment of the arrangement is dependent on the use a specific asset or assets
and the arrangement conveys a right to use the asset.
Leases under which the lessor retains substantially all of the risks and benefits of ownership of the asset are classified as
operating leases. Operating lease payments are recognised in the consolidated statement of comprehensive income on a
straight-line basis over the lease term.
38
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
NOTE 2:
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.)
(l)
Trade and other payables
Trade and other payables are carried at amortised cost and represent liabilities for goods and services provided to the
Group prior to the end of the financial year that are unpaid and arise when the Group becomes obliged to make future
payments in respect of the purchase of the goods and services.
(m) Provisions
Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, and
it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a
reliable estimate can be made of the amount of the obligation.
When the Group expects some or all of a provision to be reimbursed, for example under an insurance contract, the
reimbursement is recognised as a separate asset but only when the reimbursement is virtually certain. The expense
relating to any provision is presented in the consolidated statement of comprehensive income net of any reimbursement.
Provisions are measured at the present value of management’s best estimate of the expenditure required to settle the
present obligation at the balance date. If the effect of the time value of money is material, provisions are determined by
discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of
money and, where appropriate, the risks specific to the liability. The increase in the provision resulting from the passage
of time is recognised in finance costs.
Employee leave benefits
Wages, salaries, annual leave and sick leave
Liabilities for wage and salaries, including non-monetary benefits and annual leave entitlements expected to be settled
within 12 months of the reporting date are recognised in provisions in respect of employees’ service up to the reporting
date. They are measured at the amounts expected to be paid when the liabilities are settled. Liabilities for non-
accumulating sick leave are recognised when the leave is taken and are measured at the rates paid or payable.
Long service leave
The liability for long service leave is recognised in the provision for employee benefits and measured as the present value
of expected future payments to be made in respect of services provided by employees up to the 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 in
national government bonds with terms to maturity and currencies that match, as closely as possible, the estimated future
cash outflows.
(n)
Share-based payment transactions
The Group provides benefits to employees and directors of the Group in the form of share-based payment transactions,
whereby services are rendered in exchange for shares or rights over shares (‘equity-settled transactions’).
The cost of equity-settled transactions is measured by reference to the fair value at the date at which they are granted.
The fair value of options is determined using either a Black Scholes or binomial option pricing model. The fair value of
options with non-market performance criteria is determined by reference to the Company’s share price at date of grant.
The cost of equity-settled transactions is recognised, together with a corresponding increase in equity, over the period in
which the performance conditions are fulfilled, ending on the date on which the recipient becomes fully entitled to the
award (‘vesting date’).
The cumulative expense recognised for equity-settled transactions at each reporting date until vesting date reflects (i) the
extent to which the vesting period has expired and (ii) the number of awards that, in the opinion of the directors, based
on the best available information at balance date, will ultimately vest. No adjustment is made for the likelihood of market
conditions being met as the effect of these conditions is included in determination of fair value at grant date. The charge
or credit for the period represents the movement in cumulative expense recognised as at the beginning and end of the
period.
No expense is recognised for awards that do not ultimately vest, except for awards where vesting is conditional upon a
market condition.
39
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
NOTE 2:
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.)
(n)
Share-based payment transactions (cont.)
Where the terms of an equity-settled award are modified, as a minimum an expense is recognised as if the terms had not
been modified. In addition, an expense is recognised for any increase in the value of the transaction as a result of the
modification, as measured at the date of modification.
Where an equity-settled award is cancelled, it is treated as if it had vested on the date of cancellation, and any expense
not yet recognised for the award is recognised immediately. However, if a new award is substituted for the cancelled
award, and designated as a replacement award on the date that it is granted, the cancelled and new award are treated as
if they were a modification of the original award, as described in the previous paragraph.
The dilutive effect, if any, of outstanding options is reflected as additional share dilution in the computation of earnings
per share.
(o) Contributed equity
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are
shown in equity as a deduction, net of tax, from the proceeds.
(p) Revenue
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue
can be reliably measured. Specific recognition criteria must also to be met:
Interest income
Revenue is recognised as the interest accrues using the effective interest method.
(q)
Income tax
Current tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered
from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are
enacted or substantially enacted by the reporting date.
Deferred income tax is provided on all temporary differences at balance date between the tax bases of assets and
liabilities and their carrying amounts for financial reporting purposes.
Deferred income tax liabilities are recognised for all taxable temporary differences, except:
•
•
where the deferred income tax liability arises from the initial recognition of an asset or liability in a transaction
that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor
taxable profit or loss; or
when the taxable temporary difference is associated with investments in subsidiaries, associates or interests in
joint ventures, and the timing of the reversal of the temporary differences can be controlled and it is probable that
the temporary differences will not reverse in the foreseeable future.
Deferred income tax assets are recognised for all deductible temporary differences, carry-forward of unused tax assets
and unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible
temporary differences, and the carry-forward of unused tax assets and unused tax losses can be used, except:
•
•
where the deferred income tax asset relating to the deductible temporary difference arises from the initial
recognition of an asset or liability in a transaction that is not a business combination and, at the time of the
transaction, affects neither the accounting profit nor taxable profit or loss; and
when the deductible temporary differences is associated with investments in subsidiaries, associates or interests in
joint ventures, in which case a deferred tax asset is only recognised to the extent that it is probable that the
temporary differences will reverse in the foreseeable future and taxable profit will be available against which the
temporary differences can be applied.
The carrying amount of deferred income tax assets is reviewed at each balance date and reduced to the extent that it is
no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be
utilised.
40
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
NOTE 2:
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.)
(q)
Income tax (cont.)
Unrecognised deferred income tax assets are reassessed at each reporting date and are recognised to the extent that it is
has become probable that future taxable profit will allow the deferred tax asset to be recovered.
Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the
asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively
enacted at the balance date.
Deferred tax assets and deferred tax liabilities are offset only if a legally enforceable right of set off exists to set off
current tax assets against current liabilities and the deferred tax assets and liabilities relate to the same taxable entity and
the same taxable authority.
Income taxes relating to items recognised directly in equity are recognised in equity and not in the consolidated
statement of comprehensive income.
(r)
Goods and services tax
Revenues, expenses and assets are recognised net of GST, except receivables and payables which are stated with GST
included. Where GST incurred on a purchase of goods or services is not recoverable from the taxation authority, the GST
is recognised as part of the cost of acquisition of the asset or as part of the expense item as applicable.
The net amount of GST recoverable from, or payable to, the taxation authority is included as part of receivables or
payables in the consolidated statement of financial position.
Cash flows are included in the consolidated statement of cash flows on a gross basis and the GST component of cash
flows arising from investing and financing activities, which is recoverable from, or payable to, the taxation authority is
classified as operating cash flows.
Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the taxation
authority.
(s)
Earnings per share
Basic earnings per share is calculated as net profit/(loss) attributable to members divided by the weighted average
number of ordinary shares.
Diluted earnings per share is calculated as net profit/(loss) attributable to members divided by the weighted average
number of ordinary shares and dilutive potential ordinary shares.
(t)
Going concern
The financial report has been prepared on the going concern basis, which contemplates the continuity of normal business
activity and the realisation and settlement of liabilities in the normal course of the business.
The Group incurred a loss of $1,251,344 and had net cash outflows from operating and investing activities of $757,129
and $2,629,027, respectively, and net cash inflows from financing activities of $3,061,904, for the year ended 30 June
2018. The Group’s cash reserves have decreased from $1,750,936 as at 30 June 2017 to $1,426,684 as at 30 June 2018.
The Directors believe that there are reasonable grounds to believe that the Group will be able to continue as a going
concern and that it is appropriate to adopt the going concern basis in the preparation of the financial report after
consideration of the following factors:
(i)
(ii)
During the year ended 30 June 2018, the Group raised $3,246,478 (before transaction costs) through capital raising
initiatives which has led to the group having cash reserves as at 30 June 2018 of $1,426,684. In addition, as
indicated in Note 22, post 30 June 2018, the Group raised $1,699,000 (before transaction costs) from issuing a
total of 33,980,000 ordinary shares at an issue price of $0.05 per share through a placement to sophisticated and
professional investors, and is currently undertaking a share purchase plan, which has been offered to eligible
shareholders at an issue price of $0.05.
The Group will seek to raise further capital, if required, as and when necessary to meet its projected operations.
The decision of how the Group will raise future capital will depend on market conditions existing at that time. It is
the Group’s plan that this capital will be raised by any one or a combination of the following: placement of shares,
pro-rata issue to shareholders, the exercise of outstanding options, and/or a further issue of shares to the public.
41
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
NOTE 2:
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.)
(t)
(iii)
(iv)
Going concern (cont.)
Should the Group be unable to raise further capital, some or all of the Group’s operations would be either scaled
down or suspended until further capital could be raised.
Should these methods not be considered to be viable, or in the best interests of shareholders, then it would be the
Group’s intention to meet its obligations by either sale of all or part of the Group’s interests or farm-out of the
Group’s exploration interests, the latter course of action being consistent with the Group’s current overall
strategy.
Based on the above, the Directors are of the opinion that the Group will be able to continue as a going concern and the
use of the going concern basis of accounting is appropriate.
(u)
Parent entity financial information
The financial information for the parent entity, Navarre Minerals Limited, disclosed in Note 21 has been prepared on the
same basis as the consolidated financial statements, except as set out below.
Investments in subsidiaries
Investments in subsidiaries are accounting for at cost less accumulated impairment losses in the financial statements of
Navarre Minerals Limited.
NOTE 3:
SEGMENT INFORMATION
The Group’s reportable segment is confined to mineral exploration only within Australia.
NOTE 4:
NET ADMINISTRATION EXPENSES
Net administration expenses
Consultants fees and expenses
Directors remuneration (non-executive)
Salaries and on-costs
Shares in lieu of salary forgone
Share based payments
Investor relations
Motor vehicle expenses
Audit costs
Stock exchange registry and reporting costs
Travel costs
Depreciation and amortisation
Other administration expenses
Gross administration expenses
Allocated to exploration licences
Consolidated
2018
$
2017
$
16,710
106,650
942,472
-
138,155
167,429
5,871
26,030
62,165
27,893
18,121
97,609
1,609,105
(738,917)
5,150
106,650
524,900
98,024
10,262
117,238
6,142
26,494
49,229
16,949
13,367
57,346
1,031,751
(412,120)
Net administration expenses
870,188
619,631
42
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
NOTE 5:
INCOME TAX
Statement of Comprehensive Income
Current income tax
Current income tax credit
Tax losses not recognised as probable
Deferred income tax
Relating to origination and reversal of temporary differences
Tax losses brought to account offsetting reversal of temporary differences
Income tax expense reported in the consolidated statement of comprehensive
income
Consolidated
2018
$
2017
$
303,433
(303,433)
-
603,400
(603,400)
-
207,189
(207,189)
-
512,181
(512,181)
-
-
-
Consolidated
2018
$
2017
$
Tax Reconciliation
A reconciliation between tax expense and the product of accounting loss before income tax multiplied by the
Group’s applicable income tax rate is as follows:
Accounting loss before tax
At the statutory 27.5% tax rate (2017: 30%)
Share based payment expense
Non-deductible expenses
Tax losses not brought to account
Income tax expense reported in the consolidated statement of comprehensive
income
(1,251,344)
(702,844)
344,120
(37,993)
(2,694)
(303,433)
210,853
(3,079)
(585)
(207,189)
-
-
Deferred Income Tax
Statement of Financial
Position
2018
$
2017
$
Income Statement
2018
$
2017
$
Deferred income tax at 30 June relates to the following:
CONSOLIDATED
Deferred tax liabilities
Interest receivable
Exploration and evaluation costs
Gross deferred income tax liabilities
Deferred tax assets
Accruals
Provisions
Share issue costs
Temporary differences not recognised as not
probable
Tax losses brought to account to offset net deferred
tax liability
Gross deferred income tax assets
Net Deferred Tax Asset
Deferred tax expense
(645)
(2,060,812)
(2,061,457)
(274)
(1,575,421)
(1,575,695)
(371)
(485,391)
(70)
(458,949)
13,521
21,548
74,601
6,454
16,890
81,383
(74,601)
(81,383)
2,026,388
2,061,457
-
1,552,351
1,575,695
-
43
7,067
4,658
-
-
(60,329)
7,167
-
-
474,037
512,181
-
-
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
NOTE 5:
INCOME TAX (cont.)
Tax consolidation
(i)
Members of the tax consolidated group
Navarre Minerals Limited and its 100% owned Australian resident subsidiary formed a tax consolidated group with effect
from 2 May 2012. Navarre Minerals Limited is the head entity of the tax consolidated group.
(ii)
Tax effect accounting by members of the tax consolidated group
Measurement method adopted under UIG 1052 Tax Consolidated Accounting
The head entity and the controlled entities in the tax consolidated group continue to account for their own current and
deferred tax amounts. The Group has applied the group allocation approach in determining the appropriate amount of
current taxes and deferred taxes to allocate to members of the tax consolidated group. The current and deferred tax
amounts are measured in a systematic manner that is consistent with the principles in AASB 112 Income Taxes.
In addition to its own current and deferred tax amounts, the head entity also recognises current tax liabilities (or assets)
and the deferred tax assets arising from unused tax losses and unused tax credits assumed from controlled entities in the
tax consolidated group.
Tax losses
At balance date, the Group has estimated unused gross tax losses of $14,926,000 (2017: $12,966,000) that are available
to offset against future taxable profits subject to continuing to meet relevant statutory tests. To the extent that it does
not offset a net deferred tax liability, a deferred tax asset has not been recognised in the accounts for these unused losses
because it is not probable that future taxable profit will be available to use against such losses.
In 2018, the Company participated in the Federal Government’s Exploration Development Incentive (“EDI”), which
enables eligible exploration companies to create exploration credits by giving up a portion of their tax losses from
greenfields minerals expenditure and distributing these exploration credits to equity shareholders. On 10 June 2018, the
Company issued exploration credits to shareholders to the value of $394,283 (being 27.5% of the Company’s eligible
greenfields exploration expenditure in the financial year ending 30 June 2017) based on a record date of 9 May 2018.
Accordingly, the Company has given up tax losses to the value of $1,433,756 in respect of the 2017 financial year. At the
record date, the total issued share capital of the Company was 294,646,251 fully paid ordinary shares, meaning that the
distribution of exploration credits equated to approximately 0.1338 cents per share.
The EDI operated for a three year period (FY15 – FY17) and the Company issued exploration credits to shareholders to the
value of $666,519. The value of tax losses forgone is $2,341,207. The EDI scheme was replaced with the JMEI scheme
from 1 July 2017.
NOTE 6:
EARNINGS/(LOSS) PER SHARE
Basic earnings/(loss) per share amounts are calculated by dividing net loss for the year attributable to ordinary equity
holders of the parent by the weighted average number of ordinary shares outstanding during the year.
Diluted earnings/(loss) per share amounts are calculated by dividing the net loss attributable to ordinary equity holders of
the parent by the weighted average number of ordinary shares outstanding during the year plus the weighted average
number of ordinary shares that would be issued on the conversion of all the dilutive potential ordinary shares into
ordinary shares.
For the year ended 30 June 2018 and for the comparative period, there are no dilutive potential ordinary shares as
conversion of share options and performance rights would decrease the loss per share and hence are non-dilutive.
The following data was used in the calculations of basic and diluted loss per share:
Net loss
Consolidated
2018
$
(1,251,344)
2017
$
(702,844)
Shares
Shares
Weighted average number of ordinary shares used in calculation of basic loss per
share
263,815,830
206,420,256
44
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
NOTE 7:
CASH AND CASH EQUIVALENTS
Cash at bank and in hand
Cash at bank earns interest at floating rates based on daily bank rates.
NOTE 8:
TRADE AND OTHER RECEIVABLES
TARGET Minerals Exploration Initiative – Milestone 2 grant
TARGET Minerals Exploration Initiative – Milestone 3 grant
Goods and services tax refund
Interest receivable
Other
Consolidated
2018
$
1,426,684
2017
$
1,750,936
1,426,684
1,750,936
Consolidated
2018
$
-
401,600
135,352
2,348
10,599
2017
$
151,200
-
95,868
913
4,772
549,899
252,753
At balance date, there are no trade receivables that are past due but not impaired. Due to the short term nature of these
receivables, their carrying value approximates fair value. Trade receivables are non-interest bearing and are generally on
30-90 day terms. Details regarding the credit risk of current receivables are disclosed in Note 16.
NOTE 9:
OTHER FINANCIAL ASSETS
Non-current
Bank Guarantees – Exploration Permit bonds
NOTE 10:
PROPERTY, PLANT AND EQUIPMENT
At cost
Accumulated depreciation
Movement in Plant and Equipment
Net carrying amount at beginning of year
Additions
Depreciation
Net carrying amount at end of year
The useful life of the plant and equipment is estimated for 2017 at 3 to 5 years.
45
Consolidated
2018
$
120,000
2017
$
60,000
120,000
60,000
Consolidated
2018
$
229,315
(198,459)
2017
$
225,378
(180,339)
30,856
45,039
45,039
3,938
(18,121)
21,884
36,522
(13,367)
30,856
45,039
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
NOTE 11:
EXPLORATION AND EVALUATION COSTS
Balance at beginning of year
Expenditure for the year
TARGET Minerals Exploration Initiative – Milestone 1 and 2 grants
TARGET Minerals Exploration Initiative – Milestone 3 grant
Expenditure written-off during the year
Consolidated
2018
$
5,251,405
3,009,404
-
(365,091)
(401,857)
2017
$
3,721,571
1,824,855
(193,014)
-
(102,007)
7,493,861
5,251,405
Capitalised exploration and evaluation costs at 30 June 2018 relate to Bendigo North $3,150,041 (2017: $3,132,708),
Western Victoria Copper Project $283,015 (2017: $295,979), Stawell Corridor $3,640,796 (2017: $1,822,718) and St
Arnaud Gold Project $420,009 (2017: $0).
NOTE 12:
TRADE AND OTHER PAYABLES
Trade Creditors
Trade payables are non-interest bearing and are normally settled on 30 day terms.
NOTE 13:
PROVISIONS
Current
Annual leave entitlement
Long service leave entitlement
Non-current
Long service leave entitlement
Consolidated
2018
$
610,759
2017
$
355,855
Consolidated
2018
$
40,912
37,445
78,357
2017
$
25,329
-
25,329
Consolidated
2018
$
-
2017
$
30,972
46
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
NOTE 14:
CONTRIBUTED EQUITY AND RESERVES
ISSUED AND PAID UP CAPITAL
Ordinary shares
Movements in Ordinary Shares
Balance at beginning of year
Share Issues:
Share placement at $0.04
Exercise of options at $0.05
Exercise of employee share options
Cost of equity instruments exercised
Share placement at $0.029
Entitlement offer and shortfall placement at $0.029
Share placement at $0.038
Shares
executive directors
remuneration and directors’
deemed issue price of $0.05
Entitlement offer and shortfall placement at $0.03
Share placement at $0.03
Transaction costs
issued to Managing Director and non-
total
fixed
forgone at
lieu of
fees
in
2018
Shares
Consolidated
2018
$
2017
Shares
2017
$
294,746,251
294,746,251
16,641,488
16,641,488
222,046,495
222,046,495
13,543,218
13,543,218
222,046,495
13,543,218
98,346,946
9,860,557
38,750,999
33,848,757
100,000
-
-
-
-
-
1,550,040
1,692,438
4,000
874
-
-
-
-
-
395,000
-
-
9,830,000
39,338,779
19,676,430
6,340,480
-
19,750
-
-
285,070
1,140,825
747,704
317,024
-
-
-
-
-
(149,082)
34,785,527
13,333,333
-
1,043,565
400,000
(271,277)
Balance at end of year
294,746,251
16,641,488
222,046,495
13,543,218
(a)
Terms and Conditions of Ordinary Shares
Ordinary shares entitle their holder to receive dividends as declared. In the event of winding up the Company, ordinary
shares entitle their holder to participate in the proceeds from the sale of all surplus assets in proportion to the number of
and amounts paid up or which should have been paid up on shares held. Each ordinary share entitles the holder to one
vote, either in person or by proxy, at a meeting of the Company. Ordinary shares issued during the year and since the end
of the year, from date of issue rank equally with the ordinary shares on issue.
(b)
Share Options
Employee Options
At 30 June 2018, 9,650,000 options over unissued shares granted to senior employees and non-executive directors of the
Company were outstanding. The options are granted pursuant to the Navarre Minerals Limited Option Plan, details of
which are set out in Note 19.
During the year, 100,000 unlisted employee share options (exercise price $0.04, expiry date 31 December 2019) were
exercised.
Other Options
At 30 June 2018, 1,000,000 options over unissued shares granted to a consultant of the Company were outstanding.
During the year, a total of 33,848,757 unlisted share options (exercise price $0.05, expiry date 31 March 2018) were
exercised. On 31 March 2018, 178,860 share options in the Company expired.
47
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
NOTE 14:
CONTRIBUTED EQUITY AND RESERVES (cont.)
(c)
Capital Management
Capital is defined as equity. When managing capital, management’s objective is to ensure the entity continues as a going
concern as well as to maintain optimal returns to shareholders and benefits of other stakeholders. All methods of
returning funds to shareholders outside of dividend payments or raising funds are considered within the context of the
Group’s objectives.
The Group will seek to raise further capital, if required, as and when necessary to meet its projected operations. The
decision of how the Group will raise future capital will depend on market conditions existing at that time. It is the Group’s
plan that this capital will be raised by any one or a combination of the following: placement of shares, pro-rata issue to
shareholders, the exercise of outstanding options, and/or a further issue of shares to the public. Should these methods
not be considered to be viable, or in the best interests of shareholders, then it would be the Group’s intention to meet its
obligations by either partial sale of the Group’s interests or farm-out, the latter course of action being part of the Group’s
overall strategy.
The Group is not subject to any externally imposed capital requirements.
OTHER RESERVES
Share Based Payments Reserve
The share based payments reserve records the value of benefits provided as equity instruments to directors, employees
and consultants under share-based payment plans (Note 19).
Balance at beginning of year
Cost of share based payments
Cost of expired equity instruments transferred to accumulated losses
Cost of exercised equity instruments transferred to issued capital
Balance at end of year
ACCUMULATED LOSSES
Balance at beginning of year
Net loss for the year
Cost of equity instruments expired
Balance at end of year
Consolidated
2018
$
34,012
138,155
(40,288)
(874)
2017
$
51,670
10,262
(47,368)
-
131,005
34,012
Consolidated
2018
$
(6,629,253)
(1,251,344)
40,288
2017
$
(5,954,329)
(702,844)
27,920
(7,840,309)
(6,629,253)
48
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
NOTE 15:
STATEMENT OF CASH FLOWS RECONCILIATION
Reconciliation of net loss after tax to net cash flows used in operating activities
Net loss
Adjustments for:
Exploration expenditure written-off
Depreciation and amortisation (net of allocation to exploration licences)
Share based payments (net of allocation to exploration licences)
Shares in lieu of salary and directors’ fees forgone (net of allocation to exploration licences)
Changes in assets and liabilities
(Increase)/Decrease in trade and other receivables
(Decrease)/Increase in trade and other payables
Increase in provisions (net of allocation to exploration licences)
Consolidated
2018
$
(1,251,344)
2017
$
(702,844)
401,857
1,948
85,586
-
(23,360)
27,933
251
102,007
882
7,901
252,348
(61,715)
(164,903)
11,592
Net cash flows used in operating activities
(757,129)
(554,732)
NOTE 16:
FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES
The Group’s principal financial instruments comprise cash and short term deposits, the main purpose of which is to
finance the Group’s operations. The Group has various other financial assets and liabilities such as trade receivables and
trade payables, which arise directly from its operations. The main risks arising from the Group’s financial instruments are
credit risk, interest rate risk and liquidity risk. The Board of Directors has reviewed each of those risks and has
determined that they are not significant in terms of the Group’s current activities.
Credit risk
The Group trades only with recognised, creditworthy third parties. Receivable balances are monitored on an ongoing
basis with the results being that the Group’s exposure to bad debts is not significant.
Credit risk arises from the financial assets of the Group, which comprise cash and cash equivalents and trade and other
receivables. The Group's exposure to credit risk arises from potential default of the counter party, with a maximum
exposure equal to the carrying amount of these instruments. No collateral is held as security. Exposure at balance date is
the carrying value as disclosed in each applicable note.
Interest rate risk
The Group’s exposure to the risk of changes in market interest rates relates primarily to the Group’s cash and cash
equivalents with a floating interest rate. The impact of a 1.0% change in the market interest rates will not have a material
impact on the Group’s financial position.
There is no impact on equity other than the above net profit sensitivities on retained earnings/accumulated losses.
Liquidity Risk
The Group’s exposure to financial obligations relating to corporate administration and projects expenditure, are subject
to budgeting and reporting controls, to ensure that such obligations do not exceed cash held and known cash inflows for
a period of at least 1 year.
Ultimate responsibility for liquidity risk management rests with the Board of Directors, which has built in an appropriate
liquidity risk framework for the management of the Group’s short, medium and longer term funding and liquidity
management requirements. The Group manages liquidity risk by maintaining adequate equity funding through the
monitoring of future cash flow forecasts of its operations, which reflect management’s expectations of the settlement of
financial assets and liabilities.
49
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
NOTE 16:
FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (cont.)
The Group has limited financial resources and will need to raise additional capital from time to time as such fund raisings
will be subject to factors beyond the control of the Group and its directors. When Navarre requires further funding for its
programs, then it is the Group’s intention that the additional funds will be raised by any one or a combination of the
following: placement of shares, pro-rata issue to shareholders, the exercise of outstanding options, and/or a further issue
of shares to the public. Should these methods not be considered to be viable, or in the best interests of shareholders,
then it would be the Group’s intention to meet its obligations by either partial sale of the Group’s interests or farm-out,
the latter course of action being part of the Group’s overall strategy.
Maturity Analysis
At balance date, the Group holds $610,759 of financial liabilities consisting of trade and other payables. All financial
liabilities will mature within 12 months.
Fair Values
The aggregate net fair values of the financial assets and liabilities are the same as the carrying values in the consolidated
statement of financial position.
NOTE 17:
COMMITMENTS AND CONTINGENCIES
(a)
Commitments
Operating Lease
Future minimum rentals payable under operating lease for office premises at
balance date:
Payable not later than one year
Exploration Commitments – Exploration Permits
Estimated cost of minimum work requirements contracted for under exploration
permit is estimated at balance date:
Payable not later than one year
Payable later than one year but not later than five years
2018
$
2017
$
2,390
2,390
2018
$
2,390
2,390
2017
$
466,850
1,230,900
1,697,750
303,300
521,600
824,900
Exploration commitments at 30 June 2018 relate to, Western Victoria Copper Project (excluding Stavely, see below for
details) $336,800 (2017: $539,700), Stawell Corridor $869,850 (2017: $285,200) and St Arnaud Gold Project $491,100
(2017: $0).
Exploration commitments for the Tandarra Gold Project (EL 4897) during the reporting period were met by Catalyst under
a farm-out agreement, pursuant to which Catalyst may earn a 51% interest in the Tandarra Gold Project. In December
2017, an application was lodged with the Victorian Department of Economic Development, Jobs, Transport and Resources
(DEDJTR) for a Retention Licence (RL006660) to replace EL 4897 and a Mineralisation Report and programme of works
was also lodged in support of the Retention Licence application. Prior to 30 June 2018, DEDJTR sought revisions to the
Mineralisation Report which were actioned by Catalyst. Subsequent to balance date, the Company received notification
from DEDJTR of the acceptance of the Mineralisation Report. The Company and Catalyst are working with DEDJTR to
enable the grant of a Retention Licence. A Joint Venture (JV) agreement is currently being finalised, and under this JV
agreement, the Company will be obligated to pay 49% of an exploration programme yet to be proposed/approved. The
amount of this commitment is currently unknown.
Responsibility for exploration commitments for Stavely (EL 5425) during the reporting period was assumed by Stavely
Minerals Limited (Stavely Minerals) under an earn-in, pursuant to which Stavely Minerals may earn up to 80% interest in
EL 5425. Navarre is not obligated to contribute to EL 5425 during the earn-in period.
50
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
NOTE 17:
COMMITMENTS AND CONTINGENCIES (cont.)
(a)
Commitments (cont.)
The Company currently has two exploration licence applications in process. If these licences are granted, there will be a
minimum expenditure commitment applicable to the tenements. The amount of this commitment is currently unknown.
In order to maintain current rights of tenure to exploration tenements, the Group is required to perform work to meet
the minimum expenditure requirements set by the Victorian State Government. These obligations are expected to be
fulfilled in the normal course of operations. Exploration interests may be relinquished or joint ventured to reduce this
expense to the Group. The Victorian State Government has the authority to defer, waive or amend the minimum
expenditure requirements.
NOTE 18:
RELATED PARTY DISCLOSURES
Subsidiaries
The consolidated financial statements include the financial statements of Navarre Minerals Limited and the following
subsidiary:
Black Range Metals Pty Ltd
Compensation of key management personnel by category:
Short term employee benefits
Post-employment benefits
Share-based payments
Long service leave expense
Country of
Incorporation
Australia
%
Entity Interest
2017
%
100
2018
%
100
Consolidated
2018
$
753,287
54,311
102,727
9,319
919,644
2017
$
587,413
49,643
6,840
13,513
657,409
Details of compensation of individual key management personnel are set out in the Remuneration Report.
During the year, fees for consulting services were paid by the Group to entities controlled by directors as follows:
Director
K Wilson
NOTE 19:
SHARE BASED PAYMENT PLANS
Navarre Minerals Limited Option Plan
Consulting
Fees Paid
2018
$
7,500
Outstanding
at Balance
Date
2018
$
-
Share options may be granted to senior employees and non-executive directors under the Navarre Minerals Limited
Option Plan. There were 9,650,000 options granted to senior employees and non-executive directors during the financial
year (2017: 1,400,000 options).
Other options
There were 1,000,000 options granted to a consultant of the Company during the financial year (2017: 0 options).
51
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
NOTE 19:
SHARE BASED PAYMENT PLANS (cont.)
Movements in share options on issue during the year:
Outstanding at the beginning of the year
Granted during the year
Lapsed during the year
Exercised during the year
2018
Options
2,100,000
10,650,000
(2,925,000)
(100,000)
9,725,000
2017
Options
850,000
1,400,000
(150,000)
-
2,100,000
•
•
•
On 12 March 2013, 400,000 share options were granted to senior employees of the Company. The options are
exercisable at a price of 15 cents per option on or before 31 December 2017. The options vest in three tranches,
when the Company’s closing share price exceeds the exercise price of the options for ten consecutive trading days
after the relevant vesting date (being 1 January 2014 for the first tranche, 1 January 2015 for the second tranche
and 1 January 2016 for the third tranche).
During FY2018, 300,000 options lapsed (FY2015: 100,000 options lapsed).
On 31 January 2014, 175,000 share options were granted to senior employees of the Company. The options are
exercisable at a price of 10 cents per option on or before 31 December 2018. The options vest in three tranches,
when the Company’s closing share price exceeds the exercise price of the options for ten consecutive trading days
after the relevant vesting date (being 1 January 2015 for the first tranche, 1 January 2016 for the second tranche
and 1 January 2017 for the third tranche).
During FY2018, 125,000 options lapsed (FY2015: 25,000 options lapsed).
The fair value of the options at date of grant is estimated to be 4.96 cents for the first tranche, 5.34 cents for the
second tranche and 5.64 cents for the third tranche. The fair value was determined using a Binomial pricing
model, considering the terms and conditions upon which the options were granted, and using the following inputs
to the model:
Expected volatility
Risk-free interest rate
84% Contractual life
3.080% Dividend yield
5 years
0%
The total amount expensed in the year relating to these share options was $0 (2017: $483).
The effects of early exercise have been incorporated into the calculations by using an expected life for the option
that is shorter than the contractual life based on historical exercise behaviour, which is not necessarily indicative of
exercise patterns that may occur in the future.
On 16 February 2015, 200,000 share options were granted to senior employees of the Company. The options are
exercisable at a price of 10 cents per option on or before 31 December 2018. The options vest in three tranches,
when the Company’s closing share price exceeds the exercise price of the options for ten consecutive trading days
after the relevant vesting date (being 16 February 2015 for the first tranche, 1 January 2016 for the second tranche
and 1 January 2017 for the third tranche).
During FY2016, 100,000 options lapsed.
The fair value of the options at date of grant is estimated to be 0.29 cents for the first tranche, 0.55 cents for the
second tranche and 0.75 cents for the third tranche. The fair value was determined using a Binomial pricing
model, considering the terms and conditions upon which the options were granted, and using the following inputs
to the model:
Expected volatility
Risk-free interest rate
70% Contractual life
2.68% Dividend yield
4 years
0%
The total amount expensed in the year relating to these share options was $174 (2017: $150).
The effects of early exercise have been incorporated into the calculations by using an expected life for the option
that is shorter than the contractual life based on historical exercise behaviour, which is not necessarily indicative of
exercise patterns that may occur in the future.
52
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
NOTE 19:
SHARE BASED PAYMENT PLANS (cont.)
•
On 23 June 2015, 150,000 share options were granted to senior employees of the Company. The options are
exercisable at a price of 4 cents per option on or before 31 December 2019. The options vest when the Company’s
closing share price exceeds the exercise price of the options for ten consecutive trading days after vesting date
(being 1 January 2016).
During FY2018, 100,000 options were exercised.
The fair value of the options at date of grant is estimated to be 0.87 cents. The fair value was determined using a
Binomial pricing model, considering the terms and conditions upon which the options were granted, and using the
following inputs to the model:
Expected volatility
Risk-free interest rate
70% Contractual life
2.68% Dividend yield
5 years
0%
The total amount expensed in the year relating to these share options was $656 (2017: $328).
The effects of early exercise have been incorporated into the calculations by using an expected life for the option
that is shorter than the contractual life based on historical exercise behaviour, which is not necessarily indicative of
exercise patterns that may occur in the future.
•
On 22 February 2017, 1,400,000 share options were granted to senior employees of the Company.
700,000 of these options are exercisable at a price of 7.2 cents per option on or before 31 December 2021. These
options will vest in three tranches, when the Company’s closing share price exceeds the exercise price of the
options for ten consecutive trading days after the relevant vesting date (being 22 February 2017 for the first
tranche, 22 February 2018 for the second tranche and 22 February 2019 for the third tranche).
During FY2018, 500,000 options lapsed.
The fair value of the options at date of grant is estimated to be 3.33 cents. The fair value was determined using a
Binomial pricing model, considering the terms and conditions upon which the options were granted, and using the
following inputs to the model:
Expected volatility
Risk-free interest rate
102% Contractual life
2.29% Dividend yield
5 years
0%
The other 700,000 options are exercisable at a price of 9 cents per option on or before 31 December 2021. These
options will vest in three tranches, when the Company’s closing share price exceeds the exercise price of the
options for ten consecutive trading days after the relevant vesting date (being 22 February 2017 for the first
tranche, 22 February 2018 for the second tranche and 22 February 2019 for the third tranche).
During FY2018, 500,000 options lapsed.
The fair value of the options at date of grant is estimated to be 3.19 cents. The fair value was determined using a
Binomial pricing model, considering the terms and conditions upon which the options were granted, and using the
following inputs to the model:
Expected volatility
Risk-free interest rate
102% Contractual life
2.29% Dividend yield
5 years
0%
The total amount expensed in the year relating to these share options was $22,075 (2017: $9,301).
The effects of early exercise have been incorporated into the calculations by using an expected life for the option
that is shorter than the contractual life based on historical exercise behaviour, which is not necessarily indicative of
exercise patterns that may occur in the future.
53
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
NOTE 19:
SHARE BASED PAYMENT PLANS (cont.)
•
•
•
On 29 January 2018, 4,250,000 share options were granted to senior employees of the Company. The options are
exercisable at a price of 15 cents per option on or before 29 January 2023. These options will vest in three
tranches, when the Company’s closing share price exceeds the exercise price of the options for ten consecutive
trading days after the relevant vesting date (being 29 January 2018 for the first tranche, 29 January 2019 for the
second tranche and 29 January 2020 for the third tranche).
During FY2018, 1,500,000 options lapsed.
The fair value of the options at date of grant is estimated to be 5.33 cents for the first tranche, 5.83 cents for the
second tranche and 6.24 cents for the third tranche. The fair value was determined using a Binomial pricing
model, considering the terms and conditions upon which the options were granted, and using the following inputs
to the model:
Expected volatility
Risk-free interest rate
102% Contractual life
2.49% Dividend yield
5 years
0%
The total amount expensed in the year relating to these share options was $39,415.
The effects of early exercise have been incorporated into the calculations by using an expected life for the option
that is shorter than the contractual life based on historical exercise behaviour, which is not necessarily indicative of
exercise patterns that may occur in the future.
On 10 April 2018, 2,400,000 share options were granted to non-executive directors of the Company. The options
are exercisable at a price of 15 cents per option on or before 10 April 2023. The options vest when the Company’s
closing share price exceeds the exercise price of the options for ten consecutive trading days after vesting date
(being 10 April 2018).
The fair value of the options at date of grant is estimated to be 4.75 cents. The fair value was determined using a
Binomial pricing model, considering the terms and conditions upon which the options were granted, and using the
following inputs to the model:
Expected volatility
Risk-free interest rate
102% Contractual life
2.49% Dividend yield
5 years
0%
The total amount expensed in the year relating to these share options was $28,507.
The effects of early exercise have been incorporated into the calculations by using an expected life for the option
that is shorter than the contractual life based on historical exercise behaviour, which is not necessarily indicative of
exercise patterns that may occur in the future.
On 10 April 2018, 3,000,000 share options were granted to the Managing Director of the Company. The options
are exercisable at a price of 15 cents per option on or before 10 April 2023. These options will vest in three
tranches, when the Company’s closing share price exceeds the exercise price of the options for ten consecutive
trading days after the relevant vesting date (being 10 April 2018 for the first tranche, 10 April 2019 for the second
tranche and 10 April 2020 for the third tranche).
The fair value of the options at date of grant is estimated to be 4.75 cents for the first tranche, 4.99 cents for the
second tranche and 5.45 cents for the third tranche. The fair value was determined using a Binomial pricing
model, considering the terms and conditions upon which the options were granted, and using the following inputs
to the model:
Expected volatility
Risk-free interest rate
102% Contractual life
2.45% Dividend yield
5 years
0%
The total amount expensed in the year relating to these share options was $22,650.
The effects of early exercise have been incorporated into the calculations by using an expected life for the option
that is shorter than the contractual life based on historical exercise behaviour, which is not necessarily indicative of
exercise patterns that may occur in the future.
54
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
NOTE 19:
SHARE BASED PAYMENT PLANS (cont.)
•
On 6 June 2018, 1,000,000 share options were granted to a consultant of the Company. The options are
exercisable at a price of 15 cents per option on or before 6 June 2021. These options vested on 6 June 2018.
The fair value of the options at date of grant is estimated to be 2.92 cents. The fair value was determined using a
Binomial pricing model, considering the terms and conditions upon which the options were granted, and using the
following inputs to the model:
Expected volatility
Risk-free interest rate
102% Contractual life
2.49% Dividend yield
5 years
0%
The total amount expensed in the year relating to these share options was $29,208.
The effects of early exercise have been incorporated into the calculations by using an expected life for the option
that is shorter than the contractual life based on historical exercise behaviour, which is not necessarily indicative of
exercise patterns that may occur in the future.
NOTE 20:
AUDITOR’S REMUNERATION
Amounts received or due and receivable by RSM Australia Partners for:
Audit or review of the financial reports
Other audit services
Tax services in relation to the entity
NOTE 21:
PARENT ENTITY INFORMATION
Information relating to Navarre Minerals Limited
Current assets
Total assets
Current liabilities
Total liabilities
Issued capital
Share based payment reserve
Accumulated losses
Total shareholders’ equity
(Loss) of the parent entity
Total comprehensive (loss) of the parent entity
Details of any guarantees entered into by the parent entity in relation to the
debts of its subsidiaries
Details of any contingent liabilities of the parent entity
Details of any contractual commitments by the parent entity for the
acquisition of property, plant or equipment
Consolidated
2018
$
2017
$
26,030
7,750
-
33,780
2018
$
2,551,891
9,935,333
689,116
689,116
16,641,488
131,005
(7,526,276)
9,246,217
(1,250,767)
(1,250,767)
n/a
n/a
n/a
26,090
-
1,000
27,090
2017
$
2,342,344
7,673,589
381,184
412,156
13,543,218
34,012
(6,316,046)
7,261,433
(606,633)
(606,633)
n/a
n/a
n/a
55
Navarre Minerals Limited
ABN 66 125 140 105
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
NOTE 22:
EVENTS SUBSEQUENT TO BALANCE DATE
In June 2018, Navarre’s application to participate in the Federal Government’s Junior Minerals Exploration Incentive
(JMEI) scheme for the 2018/2019 income tax year was accepted by the Australian Taxation Office. The Company has
received an allocation of up to $1,576,003 exploration credits which can be distributed to eligible shareholders, being
those that are Australian resident shareholders who apply for and are issued new shares in Navarre’s capital raising
activities between 1 July 2018 and 30 June 2019.
In August 2018, Navarre raised $1,699,000 (before transaction costs) from a share placement to sophisticated and
professional investors, resulting in the issue of 33,980,000 ordinary shares at an issue price of $0.05 per share. On 16
August 2018, Navarre also announced a Share Purchase Plan which has been offered to eligible shareholders at an issue
price of $0.05 per share and is scheduled to close on 14 September 2018.
In August 2018, the Group received a cash reimbursement of $401,600 (including GST) from the Victorian Government for
exploration expenditure incurred at the Irvine Gold Project, following satisfactory completion of the third (and final)
agreed milestone of the TARGET Minerals Exploration Initiative co-funding agreement.
Subsequent to balance date, the Company received notification from the Victorian Department of Economic
Development, Jobs, Transport and Resources (DEDJTR) of the acceptance of a revised Mineralisation Report that was
submitted in support of an application for a Retention Licence (RL 006660) to replace EL 4897. The Company and earn-in
partner, Catalyst Metals Limited (Catalyst), are working with DEDJTR to enable the grant of a Retention Licence.
Following grant of a Retention Licence, a 51% equity interest will be formally transferred to Catalyst. A Joint Venture (JV)
agreement is currently being finalised.
Other than the above, there has not arisen in the interval between the end of the financial year and the date of this
report any item, transaction or event of a material and unusual nature likely, in the opinion of the directors of the
Company, to affect significantly the operations of the Group, the results of those operations, or state of affairs of the
Group, in future financial years.
56
Navarre Minerals Limited
ABN 66 125 140 105
DIRECTORS’ DECLARATION
In accordance with a resolution of the directors of Navarre Minerals Limited, I state that:
In the opinion of the Directors:
(a)
The financial statements and notes of Navarre Minerals Limited for the financial year ending 30 June 2018 are in
accordance with the Corporations Act 2001, including:
(i)
(ii)
Giving a true and fair view of the Company’s and the consolidated entity’s financial position as at 30 June
2018.
Complying with Accounting Standards (including the Australian Accounting
Corporations Regulations 2001.
Interpretations) and
The financial statements and notes also comply with International Financial Reporting Standards as disclosed in
Note 2(a)(i).
There are reasonable grounds to believe that the Company will be able to pay its debts as and when they become
due and payable.
(b)
(c)
This declaration has been made after receiving the declarations required to be made to the Directors in accordance with
Section 295A of the Corporations Act 2001 for the financial year ended 30 June 2018.
On behalf of the Board
G McDermott
Managing Director
Stawell, 5 September 2018
57
RSM Australia Partners
Level 21, 55 Collins Street Melbourne VIC 3000
PO Box 248 Collins Street West VIC 8007
T +61 (0) 3 9286 8000
F +61 (0) 3 9286 8199
www.rsm.com.au
INDEPENDENT AUDITOR’S REPORT
To the Members of Navarre Minerals Limited
Opinion
We have audited the financial report of Navarre Minerals Limited. (the Company) and its subsidiary (the Group), which
comprises the consolidated statement of financial position as at 30 June 2018, the consolidated statement of comprehensive
income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended,
and notes to the financial statements, including a summary of significant accounting policies, and the directors' declaration.
In our opinion the accompanying financial report of the Group is in accordance with the Corporations Act 2001, including:
(i) giving a true and fair view of the Group's financial position as at 30 June 2018 and of its financial performance
for the year then ended; and
(ii) complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for Opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are
further described in the Auditor's Responsibilities for the Audit of the Financial Report section of our report. We are independent
of the Group in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical
requirements of the Accounting Professional and Ethical Standards Board's APES 110 Code of Ethics for Professional
Accountants (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical
responsibilities in accordance with the Code.
We confirm that the independence declaration required by the Corporations Act 2001, which has been given to the directors
of the Company, would be in the same terms if given to the directors as at the time of this auditor's report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Material Uncertainty Related to Going Concern
We draw attention to Note 2(t) to the financial report which indicates that the consolidated entity incurred a loss of $1,251,344
for the financial year ended 30 June 2018 (2017: loss of $702,844). The consolidated entity reported operating net cash
outflows for the financial year ended 30 June 2018 of $757,129 (2017: $554,732). These conditions, along with other matters
as set forth in Note 2(t), indicate the existence of a material uncertainty which may cast significant doubt about the consolidated
entity’s ability to continue as a going concern. Our opinion is not modified in respect of this matter.
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial
report of the current period. These matters were addressed in the context of our audit of the financial report as a whole, and
in forming our opinion thereon, and we do not provide a separate opinion on these matters. In addition to the matter described
in the Material Uncertainty Related to Going Concern section, we have determined the matters described below to be the key
audit matters to be communicated in our report.
THE POWER OF BEING UNDERSTOOD
AUDIT | TAX | CONSULTING
58
RSM Australia Partners is a member of the RSM network and trades as RSM. RSM is the trading name used by the members of the RSM network. Each member of the
RSM network is an independent accounting and consulting firm which practices in its own right. The RSM network is not itself a separate legal entity in any jurisdiction.
RSM Australia Partners ABN 36 965 185 036
Liability limited by a scheme approved under Professional Standards Legislation
Key Audit Matters (Continued.)
Key Audit Matter
How our audit addressed this matter
Carrying Value of Capitalised Exploration Expenditure
Refer to Note 11 in the financial statements
The Group has capitalised exploration and evaluation
expenditure, with a carrying value of $7,493,861 as at 30
June 2018.
Under AASB 6 Exploration for and Evaluation of Mineral
Resources, the Group is required to test the exploration
and evaluation asset for impairment when facts and
circumstances suggest that the carrying amount may
exceed the recoverable amount. We determined this to be
a Key Audit Matter due to the significant management
judgment involved in assessing the carrying value of the
asset
Our audit procedures in relation to the carrying value of
exploration and evaluation expenditure included:
•
•
•
•
•
obtaining evidence that the Group has valid rights
to explore in the specific areas of interest;
enquiring with management and reviewing the
basis on which they have determined that the
exploration and evaluation of mineral resources has
not yet reached the stage where it can be
concluded that no commercially viable quantities of
mineral resources exists;
enquiring with management and reviewing budgets
and plans to determine that the Group will incur
substantive expenditure on further exploration for
and evaluation of mineral resources in the specific
areas of interest;
reviewing whether management has received
sufficient data to conclude that the exploration and
evaluation asset is unlikely to be recovered in full
from successful development or by sale; and
reviewing minutes of director meetings and
Australian Securities and Investments Commission
announcements to ensure that the Group has not
resolved to discontinue activities in the specific area
of interest.
Other Information
The directors are responsible for the other information. The other information comprises the information included in the Group's
annual report for the year ended 30 June 2018 but does not include the financial report and the auditor's report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not express any form of
assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so, consider
whether the other information is materially inconsistent with the financial report or our knowledge obtained in the audit or
otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are
required to report that fact. We have nothing to report in this regard.
Responsibilities of the Directors for the Financial Report
The directors of the Company are responsible for the preparation of the financial report that gives a true and fair view in
accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors
determine is necessary to enable the preparation of the financial report that gives a true and fair view and is free from material
misstatement, whether due to fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the Group to continue as a going
concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless
the directors either intend to liquidate the Group or to cease operations, or have no realistic alternative but to do so.
59
Auditor's Responsibilities for the Audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material
misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance
is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Australian Auditing
Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are
considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions
of users taken on the basis of this financial report.
A further description of our responsibilities for the audit of the financial report is located at the Auditing and Assurance
Standards Board website at: http://www.auasb.gov.au/auditors_responsibilities/ar2.pdf.
This description forms part of our auditor's report.
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included the directors' report for the year ended 30 June 2018.
In our opinion, the Remuneration Report of Navarre Minerals Limited for the year ended 30 June 2018, complies with
section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the Remuneration Report in accordance
with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the Remuneration Report, based
on our audit conducted in accordance with Australian Auditing Standards.
RSM AUSTRALIA PARTNERS
P A RANSOM
Partner
Dated: 5 September 2018
Melbourne, Victoria
60
Navarre Minerals Limited
ABN 66 125 140 105
ADDITIONAL SHAREHOLDER INFORMATION
The information set out below was compiled as at 3 September 2018.
1.
Listing Information
The Company is listed, and all of the Company’s issued shares are quoted on, the Australian Securities Exchange
(ASX).
2.
(i)
Distribution of Equity Securities
Ordinary share capital
328,726,251 fully paid ordinary shares are held by 1,668 individual shareholders.
At a general meeting of shareholders, on a show of hands, each person who is a shareholder or sole proxy has one
vote. On a poll, each shareholder is entitled to one vote for each fully paid share.
(ii)
Unquoted options on issue
9,725,000 unquoted options are held by 8 individual option holders.
There are no voting rights attached to these options.
(iii)
Analysis of number of shareholders by size of holding
Ranges
1 – 1000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
>100,001
Totals
Holders
99
76
228
889
376
1,668
Total Units
7,011
278,043
1,910,191
35,372,278
291,158,728
328,726,251
% IC
0.002
0.085
0.581
10.760
88.572
100.000
315 holders holding a total of 1,316,132 shares held less than a marketable parcel of ordinary shares.
3.
20 Largest Shareholders
The following table sets out the top 20 holdings of the Company’s shares:
Shareholder
Crocodile Gold Australia Pty Ltd
VBS Exchange Pty Ltd
Holdings associated with Kevin Wilson
Holdings associated with Geoff McDermott
Tattersfield Securities Pty Ltd
Holdings associated with John Dorward
Mr Stuart Baden Boyce & Mrs Mary Ellen Boyce
Chalice Gold Mines Limited
Holdings associated with Colin Naylor
Wythenshawe Pty Ltd
Sacrosanct Pty Ltd
Mad Fish Management
ESM Limited
Auralandia Pty Ltd
Yavern Creek Holdings Pty Ltd
Spruzen Corporation Pty Ltd
Mr Ashley Forster
Dr Stephen Garth Nordstrom
Mr Ralph Douglas Russell & Ms Ann Maree Hynes
Valleytech Instrumentation Pty Ltd
61
Number of
shares
34,829,145
34,821,551
13,306,085
12,278,568
12,130,000
9,206,542
6,140,000
6,000,000
5,247,895
5,000,000
4,541,339
3,644,000
3,700,000
3,500,000
3,040,000
2,700,000
2,619,921
2,200,000
2,159,915
2,100,000
169,164,961
% Issued
capital
10.595%
10.593%
4.048%
3.735%
3.690%
2.801%
1.868%
1.825%
1.596%
1.521%
1.381%
1.109%
1.126%
1.065%
0.925%
0.821%
0.797%
0.669%
0.657%
0.639%
51.461%
Navarre Minerals Limited
ABN 66 125 140 105
ADDITIONAL SHAREHOLDER INFORMATION
4.
Substantial Shareholders
The substantial holders were as follows:
Shareholder
Crocodile Gold Australia Pty Ltd
VBS Exchange Pty Ltd
TENEMENT INFORMATION (as at 3 September 2018)
No of shares
34,829,145
34,821,551
% Issued Capital
10.595%
10.593%
Project
Bendigo North
Tandarra3
Western Victoria Copper Project
Black Range
Stavely4
Glenlyle
Stawell Corridor
Ararat
Tatyoon
Stawell Granite
Long Gully
Westgate
Hospital Hill
Napoleon
Snake Hill
Langi Logan
Cathcart
Langi Logan West
St Arnaud
St Arnaud
Lord Nelson
Tenement Details1 2
Group Interest
EL 4897
RLA 0066603
EL 4590
EL 5425
EL 5497
EL 5476
EL 5480
EL 006418
EL 006525
EL 006526
EL 006527
EL 006528
ELA 006530
EL 006702
EL 006703
EL 006745
EL 006556
ELA 006819
100%
0%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
0%
100%
100%
100%
100%
0%
Notes
1 EL = Exploration Licence; ELA = Exploration Licence Application; RLA = Retention Licence Application.
2 All tenements are located in Victoria.
3 Catalyst Metals Ltd is entitled to earn a 51% interest under a farm-out agreement with Navarre. In addition to
its ownership of the Tandarra licence in the Bendigo North area, Navarre is entitled to a 1% royalty on
Catalyst’s share of proceeds from future production from part of the area covered by exploration licences EL
5266 (Raydarra) and EL 5533 (Sebastian). Upon grant, RLA 006660 will replace the existing EL 4897 (see Note
22 for more information).
4 Stavely Minerals Limited is entitled to earn an 80% interest under an earn-in and joint venture agreement with
Navarre.
62