Nova Minerals
Limited
ABN 84 006 690 348
ANNUAL REPORT 2019
NOVA MINERALS LIMITED
ASX: NVA
FSE: QM3
Nova Minerals Limited
(ASX:NVA FSE:QM3) is a
minerals explorer and
developer focused on gold
and lithium projects in North
America.
Board of Directors:
Mr Avi Kimelman
Executive Chairman / CEO
Mr Louie Simens
Executive Director
Mr Avi Geller
Non-Executive Director
Mr Christopher Gerteisen
Non-Executive Director
Company Secretary:
Mr Ian Pamensky
Management:
Mr Dale Schultz
Technical lead / Chief
Geologist
Mr Brian Youngs
Head of Exploration and
Logistics
Mr Michael Melamed
Chief Financial Officer
Contact:
Nova Minerals Limited
Level 17, 500 Collins Street
Melbourne, VIC, 3000
P: +61 3 9537 1238
F: +61 3 9614 0550
W: www.novaminerals.com.au
Nova Minerals Limited
Directors’ report
DIRECTORS’ REPORT
The Directors of Nova Minerals Limited present their report for the year ended 30 June 2019.
1.
DIRECTORS
The Directors in office at any time during or since the end of the year to the date of this report are:
Current Directors
Avi Kimelman
Executive Chairman / CEO
Mr Kimelman was appointed as Director of the Company on 30 April 2016.
Avi Kimelman is the managing director and founder of Carraway Corporate, a corporate advisory business. Avi has
been a director of a number of publicly listed and unlisted companies and during that time, has been involved in
mining exploration and production, property development and investment, technology, education. Mr Kimelman
has directly assisted companies raising many millions of dollars in capital, mergers and acquisitions, initial public
offerings and reverse takeovers for various ASX listed companies. Mr Kimelman is currently Executive Chairman and
CEO of Nova Minerals Limited. In Addition he serves as Chairman of Cohiba Minerals Limited (CHK)
Avi was previously a Director of Bisan Limited (2013 – 2016).
Louie Simens
Executive Director
Mr Louie Simens has almost a decade of experience in micro-cap equities and startup investing, has had extensive
roles in corporate restructuring, due diligence, mergers & acquisitions. Mr Simens understands the fundamental
parameters, strategic drivers and market requirements for growth within the junior resources sector. Mr Simens
has a successful track record spanning over a decade in owning and operating contracting businesses, both in civil
and building construction. Building on his early business background, he has gained a unique knowledge of
corporate governance and project management, including understanding the requirements of working within
budgets, putting in place adequate strategies and exceeding the fulfilment of safety regulatory requirements.
Avi Geller
Non-Executive Director
Mr Geller was appointed as a Director of the Company on 19 November 2018.
Avi Geller has extensive investment experience and a deep knowledge of corporate finance, including capital
markets, venture capital, hybrid, debt and private equity. He served as Chief Investment Officer of Leonite Capital,
a family office he co-founded focusing on on real estate and capital markets. Mr. Geller also serves as a director of
the real estate company Parkit Enterprise Inc (TSX-V: PKT | OTCQX: PKTEF) and the events and technology
company Dealflow Financial Products. He previously served as chairman of Axios Mobile Assets.
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Christopher Gerteisen
Non-Executive Director
Mr Gerteisen was appointed as a Director of the Company on 23 September 2019
Christopher Gerteisen has over 20 years of experience as a professional geologist with an extensive record of
managing and advancing complex and challenging resource projects across North America, Australia, and Asia. His
work experience spans greenfields through to production stage projects focussed on a wide range of commodities,
including gold and copper. Most recently, through his technical contributions and management skills, Mr Gerteisen
played a significant role in the successful start-up, operations, and exploration which resulted in further mine-life
extending discoveries at several prominent projects in the Australasian region, including Oxiana’s Sepon and
PanAust’s Phu Bia in Laos. Mr Gerteisen also worked as a geologist on the Carlin Trend in Nevada and on exploration
in Alaska with Newmont. He held senior positions at several projects throughout the goldfields of Western Australia.
As a research geologist with Newmont, he worked on the Batu Hijau Porhryry Cu-Au deposit in Indonesia. Mr
Gerteisen holds a BSc. Geology from the University of Idaho and a MSc. Economic Geology from the Western
Australia School of Mines.
Former Directors
Mr Dennis Fry
Non-Executive Chairman
Mr Fry was appointed as a Director of the Company on 19 December 2017.
Mr Fry has developed in the mining sector over the past 15 years as a proven entrepreneur, founding several Private
Australian and International mineral exploration companies. Mr Fry has experience in all facets of geology and
mineral exploration including target generation, project management, budgeting, and execution of exploration
programs; and sound understanding of mining laws, regulations, and native titles. Mr Fry has proven experience in
company directorship, corporate governance, and is a member of the Australian Institute of Company Directors.Mr
Fry acts as a Competent Person under the JORC 2012 code and Member of the Australasian Institute of Mining and
Metallurgy (MAusIMM).
Mr Fry resigned as Non-Executive Director on 31 December 2018.
Olaf Frederickson
Non-Executive Director
Mr Frederickson was appointed a Director of the Company on 10 April 2017.
Mr Frederickson has in excess of 20 years’ experience in the mining sector ranging from grass roots exploration and
project generation through to operational mine site requirements, resource estimation, project assessment,
business development and corporate responsibilities with companies such as Cape Lambert Resources, Fortescue
Metals Group, Rio Tinto, Iluka Resources, Newcrest Mining. More recently, he has been working as an independent
consultant in areas of minerals investment advice, brokerage, negotiation and technical services including business
development, project due diligence and financial evaluation.
Mr Frederickson has spent time reviewing and being involved in projects both locally throughout Western Australia
and Queensland, and internationally in locations including North America, Central and West Africa, Timor and
Turkey. Mr Frederickson acts as a Competent Person under the JORC 2012 code in several commodities including
iron ore, mineral sands, base, precious and energy metals and is a Director of Blackfynn Pty Ltd.
Mr Frederickson has not been a director of any other listed entity for the past three years.
Mr Frederickson resigned as Non-Executive Director on 05 September 2018.
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Company Secretary
Mr Ian Pamensky was appointed on the 18 September 2019 and has over 25 years’ experience in the finance and
secretarial sector for both SME and ASX-listed entities. Since 1997, Mr Pamensky has held various roles with ASX-
listed companies in a number of sectors.
Former Company Secretary
Mr Adrien Wing was appointed the Company Secretary of Nova on 19 April 2016 and resigned on the 18
September 2019 . Mr. Wing practised in the audit and corporate divisions of a medium sized chartered accounting
firm before focusing on providing company secretarial and corporate accounting services to a number of publicly
listed companies on the Australian Securities Exchange. His experience extends to all corporate and secretarial
matters relating to ASX listed entities, including liaising with shareholders and stakeholders such as ASIC and ASX,
managing statutory and reporting obligations, corporate governance and all other board processes. Mr. Wing is
experienced with a public company’s investment banking and capital raising processes through IPO's, Reverse
Take-Overs (RTO’s), Private Placements and Rights Issues; as well as M&A initiatives and applicable due diligence.
f
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OPERATING AND FINANCIAL REVIEW
EXECUTIVE SUMMARY
Nova Minerals Limited (“Nova” or the “Company”) continued its fast-track exploration strategy at the District
Scale Estelle Gold Project in Alaska to take it to its maiden inferred resource in the September quarter to outline
the size and scope of the project area, achieving significant milestones during the Quarter, including running IP
and commencement of this resource drilling to define the resource. The maiden resource is one of 15 known large
prospects across the project area.
In addition, At the Estelle Oxide project Nova’s 2018 mapping campaign conducted by Pacific Rim Geological
Consulting of Fairbanks Alaska demonstrated that higher gold values are associated with bismuth telluride and
arsenopyrite mineral phases and this mineralogy is hosted by sheeted quartz veins containing narrow alteration
selvages (Figure 1). These geological observations are consistent with observations in the published research
(Goldfarb et al., 2007) for gold mineralization that fits the Intrusive-Related Gold Systems (IRGS) genetic model.
Similar IRGS deposits in the region is the 9.2 million oz Au Fort Knox mine or the 6.0 million oz Au Dublin Gulch
project both located within the Tintina Gold Province (Figures 2) (ASX: 19 June 2019)
Figure 1: Gold Veins from the Estelle Gold Project, Alaska
Figure 2: Gold Veins from IRGS Au deposit in the Tintina Gold Province
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Furthermore in relation to our gold portfolio, Newmont Goldcorp ran a heritage survey that was completed over
the Officer Hill and Paris prospects in April 2019. Newmont Goldcorp received the Sacred Site Clearance
Certificate from the Central Land Council (CLC) in June. Drilling commencement was subsequently announced to
the ASX on the 17 July 2019 (Figure 3).
Figure 3: Planned 2019 drilling locations
The Company is also at the backend of the Snow Lake Resources Ltd listing on the CSE. The Snow Lake team
continued to progress with desktop works and initial discussions with strategic investor, off-take and project
development partners, with the Company executives attending strategic meetings, to further advance interest
from such strategic partners for the potential full project development in the quickest time as practical.
Nova has mandated KPG Capital & Co to act as advisor in negotiating the potential sale or Joint Venture with
interested parties to achieve maximum value from Windy Fork REE Project to enhance the company’s shareholder
value.
The Nova board is currently in discussions with the Halcyon Resources Pty Ltd in relation to extracting value from
its interest the Tambellup Kaolin Deposit, which is High Purity Alumina (HPA) and high purity silica from kaolin clay
using their innovative production method, the Griffin Process.
The milestones achieved reinforces the Company is genuinely on track and continues delivering on its strategy of
creating value for shareholders. Nova remains confident that key upcoming milestones will prove successful to
demonstrate the resource and exploration scale of the District Scale Estelle Gold Project and the further potential
to maintain its fast track strategy to near term cash flow through Snow Lake on the Thompson Brothers Lithium
Project.
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PROJECT OVERVIEW
ESTELLE GOLD PROJECT
The Estelle is a district scale gold project with a 2.2 – 5.3 million ounce gold exploration target (ASX Announcement
6 December 2018) on one of 15 prospects which sits adjacent to Goldmining Inc. Whistler project (9.5Moz AuEq)
and in the same assemblage of rocks that hosts Northern Dynasty’s giant Pebble copper-gold-molybdenum-silver
deposit (105 Moz Au).
A direct correlation exists between gold grade and vein density at the Oxide prospect (ASX: 19 June 2019) similarly
reported at the Fort Knox (+ 4 Moz) and Dublin Gulch (+ 6 Moz) RIRGS deposits (Hart, 2007). Study results suggest
that the 1) association of Au with Bi-Te, 2) association of Au with sheeted veins containing arsenopyrite, and 3)
restriction of alteration to narrow selvages adjacent to veins at the Estelle Property are consistent with the
genetic deposit model for RIRGS deposits*.
*Source: Ore Characterization of the Estelle Property in the South-~Central Alaska Range, Ember Flagg, University
of Nevada, Las Vegas
Prioritised Systematic Exploration Strategy
The Company’s ranked and prioritised systematic exploration strategy and activities at Estelle are guided by an
exploration “Project Pipeline” process to maximise the probability of multiple major discoveries (Table 1)(Figure 2
and 4). Each Milestone is defined by a specific deliverable and has each criteria needs to be ticked to determine
which prospect must pass through before moving to the next Milestone. Economic criteria and probability of
success increase as projects move along the pipeline. The methodology helps to ensure work is carried out across
all stages of the process, cost are kept minimal and that focus is kept on the best quality targets and that the
pipeline is kept full with early Milestone projects.
EXPLORATION PROGRAM
Big Picture (Historical Data Review)
Airborne geophysics
Soil Sampling
Alteration Mapping
IP Surveys overlay of Alteration Zone
Target Prioritisation
RC and/or Diamond Drilling
Table 1: Prioritised Systematic Exploration Strategy
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Figure 4: Estelle Project Pipeline
Figure 5: Location of known prospects to be followed up
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THOMPSON BROS. LITHIUM PROJECT – MANITOBA, CANADA
Nova Minerals Limited 73.8% held subsidiary, Snow Lake Resources Ltd. (“Snow Lake”), owns 100% interest in the
Thompson Bros. Lithium Property in Wekusko Lake, Manitoba. Nova is the process of listing Snow Lake Resources
Ltd. on the Canadian Securities Exchange (CSE) pursuant to agreements signed between the parties (ASX
Announcement 19 November 2018).
About the Thompson Bros. Lithium Project
The Thompson Bros. Lithium Project is located 20 kilometres east of the mining community of Snow Lake, Manitoba
(Figure 1). The main highway between Thompson and Flin Flon and rail connecting Winnipeg and the seaport of
Churchill both pass 40 km south of the property. Together with the 100% owned Crowduck project the total
landholding is 5229 ha across all claims. Manitoba is consistently ranked one of the top mining jurisdictions in the
world and electricity costs are amongst the lowest in North America. The project is well advanced and with a maiden
Inferred Resource of 6.3 Mt @ 1.38% containing 86,940 tonnes of Li2O with an additional exploration target of 3 to
7 Mt @ between 1.3 and 1.5% Li2O in the immediate area of the resource. Initial metallurgical test work
demonstrates the project can produce a concentrate material of 6.37% Li2O using standard metallurgical laboratory
test techniques.
Figure 6: Property Location Map
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TANAMI (OFFICER HILLS JV) PROJECT
(Nova 30%, Newmont Goldcorp Tanami Pty Ltd (formerly Newmont Tanami Pty Ltd) holds a 70% interest over EL
23150)
The Officer Hill JV Project (Exploration Licence 23150) is located in Northern Territory within the Tanami geological
province, which hosts world class orogenic gold deposits including the Granites gold deposits and the operating
Callie Gold Mine owned by Newmont Mining. Exploration Licence
23150 (“EL 23150”) was granted on 29 July 2013. Pursuant to the Officer Hills Farm-in and Joint Venture Agreement
dated 12 August 2005 as amended on 29 June 2016 (“Agreement”) between Nova Minerals Ltd (“Nova”) and
Newmont Tanami Pty Ltd (“Newmont”), Newmont has earned a 70% interest in EL 23150. A joint venture between
Nova and Newmont commenced on 4 July 2018.
PROPOSED EXPLORATION
The 2019 drill program will follow up results of the 2018 drill campaign. The first phase of the drill program
consists of ~1,650 metres of diamond drilling, with associated assaying, down-hole surveying and petro physics
(Figure 3). Results from the first phase of the 2019 drill program will determine the program and budget for the
second phase.
Interest in Halcyon Resources Pty Ltd (HPA Project)
In June 2017, the Company executed a Binding Term Sheet with Halcyon Resources Pty Ltd (Halcyon) to acquire
100% of Halcyon shares subject to the satisfaction of conditions which include successful due diligence and relevant
shareholder and any necessary regulatory approvals.
During the due diligence period, NVA engaged a number of specialist consultants to investigate all aspects of the
project involving geological, metallurgical, process engineering, financial and marketing in order to be fully informed
before making a decision to proceed. The feedback from the specialists engaged was overwhelmingly positive and
NVA believes the project has real merit.
However, the financial parameters involved with both pilot testing, and full-scale production in particular, preclude
NVA proceeding with the acquisition in its original form. In September 2017, the Company has instead negotiated
to maintain a 26.3% interest in Halcyon and the HPA project for a total of $55,000. This investment will be made
with no dilution to existing NVA shareholders and allow the Company to retain significant exposure to future
development of the HPA project. Nova has the right to appoint one director to Halcyon.
About Halcyon Resources Pty Ltd
Halcyon is an Australian private minerals exploration and process engineering company focused on the production
of High Purity Alumina (HPA) and high purity silica from kaolin clay using their innovative production method, the
Griffin Process.
HPA is a specialty product of at least 99.99% pure Al2O3. HPA is a key component used to produce LEDs,
semiconductors and scratchproof artificial sapphire glass. Demand for HPA is growing globally.
Halcyon holds exploration licence application E70/4969 in Western Australia (Tenement) which covers the
Tambellup kaolin deposit. Halcyon is also the holder of protected intellectual property (the Griffin Process and
associated engineering) concerning the processing of kaolin into specialty aluminas, including HPA.
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Figure 7: High Purity Alumina produced using the Griffin Process
Tambellup Kaolin Deposit (100% Halcyon Resources)
320km southeast of Perth, adjacent to Great Southern Highway and Railway
Recognised in Mineral Resource Bulletin 19: Kaolin in Western Australia
•
•
• Historic grid drilling of more than one hundred holes with an average depth of 12m
•
•
Shallow depth and flat lying ore body
Readily upgradable to JORC 2012 resource with limited work
Fig 8: Previous drilling at Tambellup kaolin deposit (now within Halcyon ELA).
Source: Tambellup Project, Annual report for the period 16th January 1993 to 15th January 1994
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Figure 9: Source - Mineral Resource Bulletin 19: Kaolin in Western Australia
What is High Purity Alumina (HPA)?
•
•
Alumina is aluminum oxide: Al2O3 (the white powder from which Aluminium metal is made)
Traditional uses of Alumina: production of aluminium metal; abrasive applications (alumina is very hard);
refractory applications (alumina has a high melting point)
In nature, Alumina can occur as the crystalline mineral Corundum
Both sapphires and rubies are forms of Corundum
•
•
• High Purity Alumina (HPA) is a specialty product of at least 99.99% pure Al2O3
• HPA is a key component used to produce: LEDs; semiconductors; scratchproof artificial sapphire glass
• HPA is currently produced by the costly dissolution of Aluminium metal
The Griffin Process
•
Produces high grade aluminas and silica by chemical digestion and crystallisation
• Griffin Process aluminas report as high grade with optimal particle characteristics
• Griffin Process silica reports as a fine powder of high purity for immediate use
•
Key inputs readily available: Kaolin, Sulphuric Acid, Ammonium Sulfate
• Griffin Process cost advantages over existing HPA production methods
•
Silica co-product marketable for applications in ceramics, paint, rubber
•
Protected Intellectual Property of Halcyon Resources
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CORPORATE UPDATES
Competent Person
The geological information in this report that relates to Australian exploration results is based on information
previously compiled by Dr DS Tyrwhitt who is a Fellow of the Australasian Institute of Mining and Metallurgy. Dr DS
Tyrwhitt is a consulting geologist employed by DS Tyrwhitt & Associates Pty Ltd. Dr DS Tyrwhitt has 50 years’
experience in the industry and has more than 5 years’ experience which is relevant to the style of mineralisation
being reported upon to qualify as a Competent Person as defined in the 2012 Edition of the “Australasian Code of
Reporting of Exploration Results, Mineral Resources and Ore Reserves”. Dr Tyrwhitt has previously consented to
the inclusion of the matters based on the information in the form and context to which it appears.
Mr Dale Schultz, Principle of DjS Consulting, who is Nova groups Chief Geologist and COO of Nova Minerals
subsidiary Snow Lake Resources Ltd., compiled and evaluated the technical information in this release and is a
member of the Association of Professional Engineers and Geoscientists of Saskatchewan (APEGS), which is ROPO,
accepted for the purpose of reporting in accordance with ASX listing rules. Mr Schultz has sufficient experience
relevant to the style of mineralization and type of deposit under consideration and to the activity that he is
undertaking to qualify as a Competent Person as defined in the 2012 edition of the ‘Australian Code for Reporting
of Exploration Results, Mineral Resources and Ore Reserves’. Mr Schultz consents to the inclusion in the report of
the matters based on information in the form and context in which it appears.
About Nova
Nova Minerals Limited (ASX:NVA FSE:QM3) is a minerals explorer and developer focused on gold and lithium
projects in North America.
Nova has a diversified portfolio of projects across the US, Canada, and Australia. Two of the key projects include
Nova’s Estelle Gold Project in Alaska, which holds some of North America’s largest gold deposits, and the company’s
majority-owned Snow Lakes Resources, a lithium project in Canada. Nova aims to provide shareholders with
diversification through exposure to base and precious metals and to capitalise on the growing demand for lithium-
based energy storage.
To learn more please visit: https://novaminerals.com.au/
2.
Meetings of Directors
The number of meetings of Directors held, including meetings of Committees of the Board, during the financial
year including their attendance was as follows:
BOARD
ELIGIBLE TO ATTEND
ATTENDED
A Kimelman
L Simens
D Fry
A Geller
O Frederickson
7
7
7
2
2
7
7
7
2
2
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3.
Directors’ Interests in Securities
The following table sets out the relevant interests in shares and options over unissued shares in the Company
which were held by each Director as at the end of the year. This information is current at the date of this report
or, in the case of former directors, as at the date of resignation.
Directors
A Kimelman
L Simens
A Geller
D Fry *
O Frederickson *
Christopher Gerteisen
Fully Paid
Ordinary Shares
37,013,846
36,725,275
9,230,769
1,784,250
2,000,000
-
* as at date of resignation
Options
33,305,336
22,218,437
4,615,385
515,625
6,250,000
-
Incentive Employee
Options
20,000,000
20,000,000
10,000,000
-
-
5,000,000
4.
Remuneration of Directors and Key Management Personnel
Information about the remuneration of directors and key management personnel is set out in the Remuneration
Report of this Directors’ Report.
5.
Share based payments to Directors and Senior Management
Information about the share based payments granted to Directors during the financial year is set out in the
Remuneration Report of this Directors’ Report.
6.
Securities on issue
As at the end of the financial year on 30 June 2019, the following securities were on issue:
Fully paid ordinary shares
774,134,151
Listed options
Unlisted options
437,238,282
7,500,000
7.
Financial results
Statement of Profit or Loss and Other Comprehensive Income
As an exploration company, Nova does not have an ongoing source of revenue. Its revenue stream is normally
from ad-hoc tenement disposals and interest received on cash at bank.
Administration expenses increased from $880,634 in 2018 to $1,244,503 in 2019 primarily due to increase in
legal, personal and share registry costs. Share based expense was $121,000 in 2018 compared to $1,318,825
in 2019.
As a result, the Company made a net loss after tax of $3,146,966 in 2019 compared to a net loss after tax of
1,370,786 in 2018.
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Statement of Financial Position
At 30 June 2019, the Company had cash at bank of $1,030,734 (2018: $2,864,367).
During the year, trade and other receivables increased from $302,329 to $283,317 and capitalised exploration
expenditure increased from $4,509,396 to $9,790,760 as result of expenditure incurred in the acquisition of
the remaining 20% interest in the Thompson Bros. lithium project and the exploration expenditure on the
Thompson Bros. lithium project, the Officer Hill Gold project and the Estelle Gold project.
At 30 June 2019, the Company had total liabilities of $657,681. As a result, the Company had, at 30 June 2019
positive working capital of $656,370 positive working capital (30 June 2018: $2,850,868) and net assets of
$11,119,277 (30 June 2018: $7,428,055).
Cash Flow
During the year, the Company paid $1,658,732 (2018: $1,121,006) for operating activities; paid $2,492,798
(2018: $1,758,802) for investing activities; and received $2,268,402 (2018: 4,632,410) from financing
activities.
8.
Key Business Strategies for FY2020
Nova has a clear focus and strategy for success
Our immediate key milestones and goals:
▪ Delineate our Maiden Inferred JORC Gold resource on the Estelle Gold Project
– Targeting to have our Maiden Inferred JORC resource to market in the September quarter with the view of
expanding the extent of the exploration target area and to move the project to development category as soon as
practical.
▪ Advance Thompson Brothers Lithium Project – working proactively to fast-track our development works at the
Thompson Brothers Lithium Project in line with our low capex, clear path to production and cash flow strategy
▪ Officer Hill Exploration program – Continue exploration and maintain a close working relationship with Newmont
Goldcorp across the Officer Hill Gold Project.
▪ Expand investor reach in Europe, North America and Asia – while meeting these growth objectives, we need to
ensure the capital markets are fully informed of our progress. Therefore, we will be enhancing our engagement
with the investment community to help build our profile and maximize valuations for our shareholders through
this journey.
9.
Key Business Risks
A number of specific risk factors that may impact the business strategies, future performance and financial
position of Nova are described below. It is not possible to identify every risk that could affect Nova’s business,
and whilst the Company implements risk mitigation measures to the extent possible, actions taken by the
Company to mitigate the risks described below cannot provide absolute assurance that a risk will not
materialise.
a.
Title risks and Native Title – The Company’s exploration projects are primarily governed by State- based
legislation and are evidenced by the granting of exploration licenses. Each exploration license is for a
specific term and carries with it annual expenditure and reporting commitments, as well as other conditions
requiring compliance. Nova may lose title to its interest in tenements if license conditions are not met or if
insufficient funds are available to meet expenditure commitments. It is also possible that, in relation to
tenements which Nova has an interest in or will in the future acquire such an interest, there may be areas
over which legitimate native title rights exist. If native title rights do exist, the ability of Nova to gain access
to tenements (through obtaining consent of any relevant landowner), or to progress from the exploration
phase to the development and mining phases of operations, may be adversely affected.
b. Resource and Reserve estimates – There is a risk that the mineral resources and ore reserves of Nova,
which are estimated and published in accordance with ASX Listing Rules and the JORC Code, are incorrect.
15 | P a g e
If those estimates are materially in excess of the recoverable mineral content of the tenements, the
production and financial performance of Nova would be adversely affected.
c. Discovery risk – Any discovery by Nova may not be commercially viable or recoverable: that is no resources
within the meaning of the JORC Code may be able to be established and it may be that consequently no
reserves can be established.
d. Operating risk – The nature of exploration, mining and mineral processing involves hazards which could
result in Nova incurring uninsured losses and liabilities to third parties, for example arising from pollution,
environmental damage or other damage, injury or death. These could include rock falls, flooding,
unfavorable ground conditions or seismic activity, ore grades being lower than expected and the physical
or metallurgical characteristics of the ore being less amenable to mining or treatment than expected.
10.
Events subsequent to balance date
In July 2019, the Company completed a placement of 25,000,000 fully paid ordinary shares at an issue price of
$0.02 per share. The placement raised $500,000 before associated costs. The placement was issued from the
Company’s placement capacity under ASX Listing Rules 7.1 and 7.1A.
In July 2019, the Company undertook a Share Purchase Plan (SPP). The SPP was heavily oversubscribed, whereby
the Company accepted 348 applications for over $3.2 million worth of shares, being over 2.2 times the amount
being initially sought of $1 million, raising $2.05 million by issuing 125,400,000 shares.
On 5 August 2019, 7,500,000 unlisted options exercisable at $0.02 per option were exercised into fully paid
ordinary shares.
On 18 September 2019, the Company held a general meeting of shareholders whereby all resolutions were
passed. Resolutions passed included inventive options to the board of directors and financial assistance
pertaining thereto.
On 18 September the company advised that Mr Ian Pamensky was appointed as the Company’s new Company
Secretary, replacing Mr Adrien Wing.
On 23 September the company advised that Mr Christopher Gerteisen was appointed as a Non-Executive
Director.
On 23 September the company advised that it issued 50,000,000 unquoted Employee Incentive Options (to
Directors), the options are exercisable at $0.04 each on or before 19 September 2022.
On 23 September the company advised that it issued 11,000,000 unquoted Employee Incentive Options (to
Employees and Consultants), the options are exercisable at $0.04 each on or before 19 September 2022.
There are no other item, transaction or event of a material and unusual nature has arisen that is likely, in the
opinion of the Directors, to affect significantly, the operations of the Group, the results of those operations, or
the state of affairs of the Group in future financial years. No other item, transaction or event of a material and
unusual nature has arisen that is likely, in the opinion of the Directors, to affect significantly, the operations of
the Group, the results of those operations, or the state of affairs of the Group in future financial years.
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11.
Dividends
The Directors do not recommend the payment of a dividend and no amount has been paid or declared by way
of dividend since the end of the previous financial year and up to the date of this Annual Report.
12.
Future Developments and Results
There are no likely developments of which the Directors are aware which could be expected to significantly
affect the results of the Company’s operations in subsequent financial years not otherwise disclosed in this
Annual Report.
13.
Options
At the date of this Report, the Company has 437,238,282 listed options and 61,000,000 unlisted options over
fully paid ordinary shares on issue.
During the year and up to the date of this Report, 24,364,756 listed options and nil unlisted options have been
issued. 42,000,000 unlisted options have been lapsed during the year.
14.
Indemnification of Directors, Officers and Auditors
During the financial year, the Company paid a premium in respect of a contract insuring the Directors of the
Company, the Company Secretary and all executive officers of the Company and of any related body corporate
against a liability incurred as a Director, Secretary or executive officer to the extent permitted by the
Corporations Act 2001. The contract of insurance prohibits disclosure of the nature of the liability and the
amount of the premium.
The Company has not otherwise, during or since the financial year, indemnified or agreed to indemnify an officer
or auditor of the Company or of any related body corporate against a liability incurred as an officer or auditor
The insurance premiums relate to:
Cost and expenses incurred by the relevant officers in defending proceedings, whether civil or criminal
and whatever their outcome; and
Other liabilities that may arise from their position, with the exception of conduct involving a willful
breach of duty or improper use of information or position to gain a personal advantage.
This does not include such liabilities that arise from conduct involving a willful breach of duty by the officers or
the improper use by the officers of their position or of information to gain advantage for themselves or someone
else or to cause detriment to the company.
17 | P a g e
15.
Environmental Regulation and Performance
The exploration activities of the Company are conducted in accordance with and controlled principally by
Australian state and territory government legislation as well as those in Manitoba, Canada. The Company has
exploration land holdings in Manitoba (Canada), Western Australia and Northern Territory. The Company
employs a system for reporting environmental incidents, establishing and communicating accountability, and
rating environmental performance. During the year data on environmental performance was reported as part
of the monthly exploration reporting regime. In addition, as required under various state and territory
legislation, procedures are in place to ensure that the relevant authorities are notified prior to the
commencement of ground disturbing exploration activities.
The Company is committed to minimising the impact of its activities on the surrounding environment at the
same time aiming to maximise the social, environmental and economic returns for the local community. To this
end, the environment is a key consideration in our exploration activities and during the rehabilitation of
disturbed areas.
Generally rehabilitation occurs immediately following the completion of a particular phase of exploration. In
addition, the Company continues to develop and maintain mutually beneficial relationships with the local
communities affected by its activities.
16.
Auditor Independence and Non-Audit Services
The auditor’s independence declaration is included immediately after the Directors’ Report.
17.
Non-Audit Services
Details of the amounts paid or payable to the auditor for non-audit services provided during the financial year
by the auditor are outlined in note 22 to the financial statements. The directors are satisfied that the provision
of non-audit services during the financial year, by the auditor (or by another person or firm on the auditor's
behalf), is compatible with the general standard of independence for auditors imposed by the Corporations Act
2001. The directors are of the opinion that the services as disclosed in note 22 to the financial statements do
not compromise the external auditor's independence requirements of the Corporations Act 2001 for the
following reasons:
all non-audit services have been reviewed and approved to ensure that they do not impact the integrity
and objectivity of the auditor; and
none of the services undermine the general principles relating to auditor independence as set out in
APES 110 Code of Ethics for Professional Accountants issued by the Accounting Professional and Ethical
Standards Board, including reviewing or auditing the auditor's own work, acting in a management or
decision-making capacity for the company, acting as advocate for the company or jointly sharing
economic risks and rewards.
18.
Proceedings on Behalf of the Company
No person has applied for leave of a Court to bring proceedings on behalf of the Company or intervene in any
proceedings to which the Company is a party for the purpose of taking responsibility on behalf of the Company
for all or any part of those proceedings. The Company was not a party to any such proceedings during the year.
19.
Remuneration Committee
The Board has not established a formal remuneration committee, having regard to the size of the Company and
its operations. The Board acknowledges that when the size and nature of the Company warrants the necessity
of a formal remuneration committee, such a committee will operate under a remuneration committee charter
to be approved by the Board. Presently, the Board as a whole, excluding any relevant affected director, serves
as a nomination committee to the Company.
18 | P a g e
20.
Remuneration Report - Audited
This Remuneration Report, which forms part of the Directors’ Report, sets out information about the
remuneration of Nova’s directors and its key management personnel for the financial year ended 30 June 2019.
The prescribed details for each person covered by this report are detailed below under the following headings:
(i)
Overview of Remuneration Policies
Key management personnel have authority and responsibility for planning, directing and controlling the
activities of the Company, including Directors of the Company and other Executives.
Remuneration levels for Directors of the Company are competitively set to attract and retain appropriately
qualified and experienced Directors.
The remuneration structures explained below are designed to attract suitably qualified candidates, reward the
achievement of strategic objectives, and achieve the broader outcome of creation of value for shareholders. The
remuneration structures take into account:
the capability and experience of the Directors;
the Directors’ ability to control the Company’s performance;
the Company’s performance including:
the Company’s earnings.
the growth in share price and returns on shareholder wealth.
The Company’s financial performance during the current year and over the past four years has been as follows:
Revenue
Net loss
2019
$
5,572
2018
$
11,850
2017
$
23
2016
$
38
2015
$
-
(3,146,966)
(1,370,786)
(1,637,956)
(2,062,999)
(168,463)
Basic loss per share (cents)
Diluted loss per share (cents)
(0.34)
(0.34)
(0.20)
(0.20)
(0.49)
(0.49)
(1.29)
(1.29)
(0.0002)
(0.0002)
Net assets/(deficiency)
11,119,277
7,428,055
3,900,084
(1,045)
(393,447)
The Directors do not believe the financial or share price performance of the Company is an accurate measure
when considering remuneration structures as the Company is in the mineral exploration industry. Companies in
this industry do not have an ongoing source of revenue, as revenue is normally from ad-hoc transactions.
The more appropriate measure is the identification of exploration targets, identification and/or increase of
mineral resources and reserves and the ultimate conversion of the Company from explorer status to mining status.
Remuneration Report
(ii)
Details of Directors, Executives and Remuneration
The names of the key management personnel in office during the year are as follows:-
A Kimelman – Executive Chairman from 30 April 2016
L Simens – Executive Director from 19 December 2017
A Geller – Non-Executive Director from 19 November 2018
D Fry – Non Executive Director resigned 31 December 2018
O Frederickson – Non-Executive Director resigned 5 September 2018
19 | P a g e
Remuneration Report (Continued)
Details of the nature and amount of each major element of remuneration of each Director of the Company and
each Executive of the Company are:
Short term
Post-
employment
Equity
compensation
Cash
Salary &
fees
$
Non-
monetary
benefits
$
Super-
annuation
benefits
$
Payables
$
Value of
options
$
Total
$
Performance
related %
Option
as
propor-
tion of
remun-
eration
%
-
49.6%
-
61.8%
-
-
-
-
-
-
-
-
-
-
-
-
-
Directors
A Kimelman
2018
195,000
2019
198,000
L Simens
2018
51,000
2019
120,000
A Geller
O Fredreckson
D Fry
2018
2019
2018
2019
2018
2019
-
30,015
10,000
77,000
7,000
35,000
51,000
51,000
-
-
-
Total Directors
2018
374,000
7,000
-
-
-
-
-
-
-
-
-
-
-
18,525
21,525
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
213,525
216,178*
435,703
N/A
51,000
193,968*
313,968
N/A
N/A
N/A
N/A
N/A
N/A
-
40,015
84,000
35,000
51,000
51,000
18,525
-
399,525
-%
-%
-%
-%
-%
-%
-%
-%
-%
-%
-%
-
*Information about the options granted to key management personnel during the financial year is set out in the Share-based compensation section of this
report.
434,015
10,000
2019
21,525
410,146
875,686
-%
Share-based remuneration
Options
The terms and conditions of each grant of options over ordinary shares affecting remuneration of directors and
other key management personnel in this financial year or future reporting years are as follows:
Name
Entity
A Kimelman
A Kimelman
L Simens
L Simens
Nova
Snow Lake
Nova
Snow Lake
Number of
options
granted
3,500,000
800,000
3,500,000
700,000
Grant date
Vesting date
Expiry date
Exercise price
20/09/2018
24/05/2019
20/09/2018
24/05/2019
20/09/2018
24/05/2019
20/09/2018
24/05/2019
21/08/2020
24/09/2023
21/08/2020
24/09/2023
AUD 0.0325
CAD 0.5
AUD 0.0325
CAD 0.5
Fair value
per option
at grant date
AUD0.011*
CAD 0.2221
AUD0.011*
CAD 0.2221
*Listed options (NVAO.ASX) have been valued in reference to last traded price
Options granted carry no dividend or voting rights.
All options were granted over unissued fully paid ordinary shares in the company. The number of options granted
was determined having regard to the satisfaction of performance measures and weightings as described above in
the section 'Consolidated entity performance and link to remuneration'. Options vest based on the provision of
service over the vesting period whereby the executive becomes beneficially entitled to the option on vesting date.
Options are exercisable by the holder as from the vesting date. There has not been any alteration to the terms or
conditions of the grant since the grant date. There are no amounts paid or payable by the recipient in relation to
the granting of such options other than on their potential exercise
20 | P a g e
Remuneration Report (Continued)
(iii)
Non-Executive Directors
Total remuneration for all Non-Executive Directors, last voted upon by shareholders at the 1999 AGM,
is not to exceed $200,000 per annum.
Directors’ fees cover all board activities. Non-Executive Directors do not receive any benefits on
retirement.
(iv)
Performance-Linked Remuneration
Performance linked remuneration focuses on long-term incentives and was designed to reward
key management personnel for meeting or exceeding their objectives.
(v)
Equity instrument disclosures relating to key management personnel
Equity holdings and transactions
The number of ordinary shares in the Company held during the financial year by each director of Nova
Minerals Limited and other key management personnel of the Company, including their personally related
parties are set out below:
Held at
beginning of
year
Purchased
during the
year
Received
On exercise
of options
Disposal during
the year
Held at end of
year / at
resignation
date
Held nominally at
end of year/at
resignation date
30 June 2019
A Geller
A Kimelman
O Frederickson
D Fry
L Simens
9,230,769
-
8,598,461
27,815,385
-
5,000,000
664,250
1,120,000
26,990,001
8,535,274
60,925,386 27,028,754
-
-
-
-
-
-
-
-
3,000,000
-
-
3,000,000
9,230,769
36,413,846
2,000,000
1,784,250
35,525,275
84,954,140
9,230,769
36,413,846
2,000,000
1,784,250
35,525,275
84,954,140
(vi)
Other transactions-
2019
During the 2019 year $15,526 was paid to AK81 Pty Ltd for Office Rental, AK81 Pty Ltd is a
company of which Mr Avi Kimelman is a Director.
2018
During the 2018 year $15,600 was paid to AK81 Pty Ltd for Office Rental, AK81 Pty Ltd is a
company of which Mr Avi Kimelman is a Director.
Directors and their related entities are reimbursed for out-of-pocket expenses incurred in the performance of their
duties.
(vii)
Voting of shareholders at last year’s annual general meeting
Nova Minerals Limited received 100% of “yes” votes on its remuneration report for the 2018 financial year. The
company did not receive any specific feedback at the AGM or throughout the year on its remuneration practices.
End of remuneration report, which has been audited.
21 | P a g e
21.
Auditor
BDO East Coast Partnership continues in office as the Company’s auditor in accordance with section 327
of the Corporations Act 2001 (Cth).
22.
Directors’ Resolution
This Directors’ Report, incorporating the Remuneration Report, is signed in accordance with a resolution of the
Directors made pursuant to section 298(2) of the Corporations Act 2001.
On behalf of the Directors of Nova Minerals Limited
Avi Kimelman
Director
27 September 2019
22 | P a g e
CORPORATE GOVERNANCE STATEMENT
The Company’s Directors and management are committed to conducting the business of Nova Minerals Limited
in an ethical manner and in accordance with the highest standards of corporate governance. The Company has
adopted and complies with where practicable with the ASX Corporate Governance Principles and
Recommendations (Third Edition) (Recommendations) to the extent appropriate to the size and nature of the
Group’s operations.
The Company has prepared a statement which sets out the corporate governance practices that were in operation
throughout the financial year for the Company, identifies any Recommendations that have not been followed,
and provides reasons for not following such Recommendations (Corporate Governance Statement).
In accordance with ASX Listing Rules 4.10.3 and 4.7.4, the Corporate Governance Statement will be available for
review on Nova Minerals Limited’s website (http://www.novaminerals.com.au) (the Website), and will be lodged
together with an Appendix 4G with ASX at the same time that this Annual Report is lodged with ASX.
The Appendix 4G will identify each Recommendation that needs to be reported against by Nova Minerals Limited,
and will provide shareholders with information as to where relevant governance disclosures can be found.
The Company’s corporate governance statement, policies and charters are all available on the Website.
23 | P a g e
Tel: +61 3 9603 1700
Fax: +61 3 9602 3870
www.bdo.com.au
Collins Square, Tower Four
Level 18, 727 Collins Street
Melbourne VIC 3008
GPO Box 5099 Melbourne VIC 3001
Australia
DECLARATION OF INDEPENDENCE BY JAMES MOONEY TO THE DIRECTORS OF NOVA MINERALS
LIMITED
As lead auditor of Nova Minerals Limited for the year ended 30 June 2019, I declare that, to the best of
my knowledge and belief, there have been:
1. No contraventions of the auditor independence requirements of the Corporations Act 2001 in
relation to the audit; and
2. No contraventions of any applicable code of professional conduct in relation to the audit.
This declaration is in respect of Nova Minerals Limited and the entities it controlled during the period.
James Mooney
Partner
BDO East Coast Partnership
Melbourne, 27 September 2019
BDO East Coast Partnership ABN 83 236 985 726 is a member of a national association of independent entities which are all members of BDO Australia Ltd
ABN 77 050 110 275, an Australian company limited by guarantee. BDO East Coast Partnership and BDO Australia Ltd are members of BDO International Ltd,
a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved
under Professional Standards Legislation, other than for the acts or omissions of financial services licensees.
Nova Minerals Limited
Consolidated Statement of Profit or Loss and Other
Comprehensive Income for the year ended
30 June 2019
Note
2019
$
2018
$
Revenue
Interest Income
Expenses
Administration expenses
Contractors & Consultants
Share Based Payments
Fair value movement of other financial assets
Finance expense
Loss before income tax expense
Income tax expense
Loss after income tax expense for the year
Other comprehensive income
Items that mat be reclassified to profit and loss in the future
Foreign Currency Translation
Other comprehensive income for the year net of income tax
Total comprehensive Income for the year
4
15
23
5
3
6
Loss for the half year attributable to:
Non-controlling Interest
Owners of Nova Minerals Limited
Total comprehensive Income for the year attributable to:
Non-controlling Interest
Owners of Nova Minerals Limited
5,572
11,850
(1,244,503)
(585,539)
(1,318,825)
-
(3,671)
(880,634)
(370,597)
(121,000)
(10,039)
(366)
(3,146,966)
(1,370,786)
-
-
(3,146,966)
(1,370,786)
216,333
216,333
-
-
(2,930,633)
(1,370,786)
(527,411)
(2,619,555)
(3,146,966)
-
(1,370,786)
(1,370,786)
(477,981)
-
(2,452,652)
(1,370,786)
(2,930,633)
(1,370,786)
Basic loss per share (cents per share)
Diluted loss per share (cents per share)
7
7
(0.34)
(0.34)
(0.20)
(0.20)
The above statement of profit or loss and other comprehensive income should be read in conjunction with the
accompanying notes
25 | P a g e
Nova Minerals Limited
Consolidated Statement of Financial Position
as at 30 June 2019
Note
30 June 2019
$
30 June 2018
$
Assets
Current Assets
Cash and cash equivalents
Trade & other receivables
Inves
Total current assets
Non-current Assets
Other financial assets
Plant and Equipment
Exploration and evaluation expenditure
Total non-current assets
Total assets
Liabilities
Current Liabilities
Trade and other payables
Total current liabilities
Total liabilities
Net Asset
Equity
Issued capital
Foreign Currency Reserves
Equity Reserves
Accumulated losses
Non-controlling Interest
Total Equity
16
8
23
9
10
11
12
14
13
1,030,734
283,317
1,314,051
52,570
619,577
9,790,760
10,462,907
11,776,958
657,681
657,681
657,681
11,119,277
69,483,015
166,903
1,969,248
(64,743,569)
4,243,680
11,119,277
2,864,367
302,329
3,166,696
67,791
-
4,509,396
4,577,187
7,743,883
315,828
315,828
315,828
7,428,055
68,631,884
-
920,185
(62,124,014)
-
7,428,055
The above statement of financial position should be read in conjunction with the accompanying notes
26 | P a g e
Consolidated Statement of
Changes in Equity for the year
ended 30 June 2019
NOTE
Issued
Capital
$
Option
Reserves
$
Foreign
Currency
Reserve
$
Accumulated
Losses
$
Non
Controlling
Interest
$
Total
Equity
$
Balance at 1 July 2017
Loss for the period
Other comprehensive income for
the period, net of tax
Total comprehensive income for
the period, net of tax
Transactions with owners in their
capacity as owners
Share issue for cash
Shares issued on conversion of
options
Share options granted 15
Share issue expense 12
Balance at 30 June 2018
63,854,127
-
799,185
-
-
4,710,765
325,000
-
(258,008)
68,631,884
-
-
-
121,000
-
920,188
Balance at 1 July 2018
Loss for the period
68,631,884
-
920,185
-
Other comprehensive income for
the period, net of tax
Total comprehensive income for
the period, net of tax
Transactions with owners in their
capacity as owners
Gain of control in subsidiary AKCM
(Aust) Pty Ltd
Decrease of ownership in subsidiary
Snow Lake Resources Limited
without loss of control due to
dilution from capital raising
Share issue for cash
Shares issued to acquire
exploration interests
Share issue expense 12
Share buy back
-
-
-
-
991,040
(11,231)
(128,678)
-
-
-
-
-
-
-
Share options granted 15
-
1,049,063
-
-
-
-
-
-
-
-
-
(60,753,228)
(1,370,786)
-
(1,370,786)
-
-
(62,124,014)
(62,124,014)
-
-
-
-
-
-
-
-
(2,619,555)
(527,411)
(3,900,084)
(1,370,786)
-
(1,370,786)
4,710,765
325,000
121,000
(258,008)
7,428,055
7,428,055
(3,146,966)
166,903
-
49,430
216,333
166,903
(2,619,555)
(477,981)
(2,930,633)
-
-
-
-
-
-
-
-
-
-
-
-
(16,815)
(16,815)
1,335,980
1,335,980
991,040
3,135,452
3,135,452
(70,225)
-
(81,456)
(128,678)
337,269
1,386,332
Balance at 30 June 2019
69,483,015
1,969,248
166,903
(64,743,569)
4,243,680
11,119,277
The above statement of changes in equity should be read in conjunction with the accompanying notes
Consolidated Statement
of Cash Flows for the year
ended 30 June 2019
Cash flows from operating activities
Payments to suppliers and employees (inclusive of
GST)
Interest received
Bank Charges
Refund Received
Note
2019
$
2018
$
(1,672,602)
(1,147,108)
5,575
(2,982)
11,277
11,850
(336)
14,588
Net cash used in operating activities
16b)
(1,658,732)
(1,121,006)
Cash flows from investing activities
Payments for exploration expenditure
AK Minerals Option Fee
Payment for Halcyon Resources
Loans to other entity
Payment for property plant & equipment
Net cash used in investing activities
Cash flows from financing activities
Capital Raising Costs
Proceeds from Issue of Shares
Equity buy back
Net cash from financing activities
Net increase/ (decrease) in cash and cash equivalents
Foreign Exchange Movement
Cash and cash equivalents at the beginning of the
financial year
Cash and cash equivalents at the end of the
financial year
(2,037,943)
-
-
43,650
(498,505)
(2,492,798)
(78,078)
2,478,570
(132,090)
2,268,402
(1,883,128)
49,495
2,864,367
(1,631,572)
(55,000)
(28,580)
(43,650)
-
(1,758,802)
(192,363)
4,824,773
-
4,632,410
1,040,951
-
1,111,765
16(a)
1,030,734
2,864,367
The above statement of cash flows should be read in conjunction with the accompanying notes
28 | P a g e
Nova Minerals Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2019
1.
Summary of significant accounting policies
These financial statements cover Nova Minerals Limited as a consolidated entity consisting of Nova Minerals Limited
and its subsidiaries for the year ended 30 June 2019. The principal accounting policies adopted in preparation of the
financial statements are set out below. These policies have been consistently applied to all years presented, unless
otherwise stated.
The financial statements were authorised for issue by the Board of Directors on 27 September 2019.
a. Basis of preparation
These general purpose financial statements have been prepared in accordance with Australian Accounting Standards
and interpretations issued by the Australian Accounting Standards Board (‘AASB’) and the Corporations Act 2001, as
appropriate for for-profit oriented entities. The financial statements also comply with International Financial
Reporting Standards and interpretations as issued by the International Accounting Standards Board (‘IASB’).
Historical Cost Convention
The financial statements have been prepared on the historical cost basis
New, revised or amending Accounting Standards and Interpretations adopted
The Company has adopted all of the new, revised or amending Accounting Standards and interpretations issued by
the Australian Accounting Standards Board (‘AASB’) that are mandatory for the current reporting period.
The adoption of these Accounting Standards and Interpretations did not have any significant impact on the financial
performance or position of the Company.
Any new, revised or amending Accounting Standards or Interpretations that are not yet mandatory have not been
early adopted.
The following Accounting Standards and Interpretations are most relevant to the consolidated entity:
AASB 9 Financial Instruments
The consolidated entity has adopted AASB 9 from 1 July 2018. The standard introduced new classification and
measurement models for financial assets. A financial asset shall be measured at amortised cost if it is held within a
business model whose objective is to hold assets in order to collect contractual cash flows which arise on specified
dates and that are solely principal and interest. A debt investment shall be measured at fair value through other
comprehensive income if it is held within a business model whose objective is to both hold assets in order to collect
contractual cash flows which arise on specified dates that are solely principal and interest as well as selling the asset
on the basis of its fair value. All other financial assets are classified and measured at fair value through profit or loss
unless the entity makes an irrevocable election on initial recognition to present gains and losses on equity
instruments (that are not held-for-trading or contingent consideration recognised in a business combination) in other
comprehensive income ('OCI'). Despite these requirements, a financial asset may be irrevocably designated as
measured at fair value through profit or loss to reduce the effect of, or eliminate, an accounting mismatch. For
financial liabilities designated at fair value through profit or loss, the standard requires the portion of the change in
fair value that relates to the entity's own credit risk to be presented in OCI (unless it would create an accounting
mismatch). New simpler hedge accounting requirements are intended to more closely align the accounting
treatment with the risk management activities of the entity. New impairment requirements use an 'expected credit
loss' ('ECL') model to recognise an allowance. Impairment is measured using a 12-month ECL method unless the
credit risk on a financial instrument has increased significantly since initial recognition in which case the lifetime ECL
method is adopted. For receivables, a simplified approach to measuring expected credit losses using a lifetime
expected loss allowance is available.
The investment classifications 'Available-for-sale financial assets' are no longer used and 'Financial assets at fair value
through profit and loss' was introduced. The investments in shares in Halcyon Resources and shares in Ashburton
were held as 'Available-for-sale’ as at 30 June 2018 and has been reclassified to financial assets at fair value through
profit and loss accordingly.
29 | P a g e
Nova Minerals Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2019
1.
Summary of significant accounting policies (continued)
AASB 15 Revenue from Contracts with Customers
The consolidated entity has adopted AASB 15 from 1 July 2018. The standard provides a single comprehensive model
for revenue recognition. The core principle of the standard is that an entity shall recognise revenue to depict the
transfer of promised goods or services to customers at an amount that reflects the consideration to which the entity
expects to be entitled in exchange for those goods or services. The standard introduced a new contract-based
revenue recognition model with a measurement approach that is based on an allocation of the transaction price.
This is described further in the accounting policies below. Credit risk is presented separately as an expense rather
than adjusted against revenue. Contracts with customers are presented in an entity's statement of financial position
as a contract liability, a contract asset, or a receivable, depending on the relationship between the entity's
performance and the customer's payment. Customer acquisition costs and costs to fulfil a contract can, subject to
certain criteria, be capitalised as an asset and amortised over the contract period. As the Group does not currently
generate operating revenue, there has been no impact on the adoption of this standard.
Going concern
The Company does not currently have an income generating business. It incurred a loss after tax for the year ended
30 June 2019 of $3,146,966 and had net cash outflows from operating and investing activities of $4,151,530. As at
30 June 2019 the Company had cash and cash equivalents of $1,030,734. These conditions indicate a material
uncertainty that may cast significant doubt about the Company’s ability to continue as a going concern.
The financial statements have been prepared on the basis that the Company is a going concern, which contemplates
the continuity of normal business activity, realisation of assets and settlement of liabilities in the normal course of
business for the following reasons:
i. As disclosed in note 26, subsequent to the end of the reporting period, the Group completed a placement of
25,000,000 fully paid ordinary shares at an issue price of $0.02 per share. The placement raised $500,000
before associated costs. The placement was issued from the Company’s placement capacity under ASX Listing
Rules 7.1 and 7.1A.
ii. In July 2019, the Company undertook a Share Purchase Plan (SPP). The SPP was heavily oversubscribed,
whereby the Company accepted 348 applications for over $3.2 million worth of shares, being over 2.2 times
the amount being initially sought of $1 million, raising $2.05 million by the issue of 125,400,000 shares.
iii. On 5 August 2019, 7,500,000 unlisted options exercisable at $0.02 per option were exercised into fully paid
ordinary shares.
iv. On 23 September 2019, as approved at the general meeting on 18 September 2019, a total of 61,000,000
employee incentive options were issued to employees and Directors of the company. As at that date, the
company has a total of 437,238,282 listed options (ASX: NVAO) on issue. If converted, these options could
raise additional funds.
v. The Directors have prepared budgets which demonstrate that, based on the above factors the Company has
sufficient funds available to meet its commitments for at least twelve months from the date of signing this
report. The key objective of the Board’s review of the Company’s operations and assets is to ascertain the
extent of any changes required to improve the performance of the Company and ensure that the Company is
in a position to maximize or realise value from those assets. The Board intends to achieve growth by way of
strategic acquisitions of suitable business opportunities.
vi. The Board is confident of raising further capital through equity if necessary.
Should the Company not be able to continue as a going concern, it may be required to realise its assets and
extinguish its liabilities other than in the ordinary course of business, and at amounts that differ from those stated in
the financial statements. The financial report does not include any adjustments relating to the recoverability and
classification of recorded asset amounts or liabilities that might be necessary should the Company not continue as a
going concern
30 | P a g e
Nova Minerals Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2019
1.
Summary of significant accounting policies (continued)
Basis of Consolidation
The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of Nova Minerals
Limited ('company' or 'parent entity') as at 30 June 2019 and the results of all subsidiaries for the year then ended.
Nova Limited and its subsidiaries together are referred to in these financial statements as the 'consolidated entity'.
Subsidiaries are all those entities over which the consolidated entity has control. The consolidated entity controls an
entity when the consolidated entity is exposed to, or has rights to, variable returns from its involvement with the
entity and has the ability to affect those returns through its power to direct the activities of the entity. Subsidiaries
are fully consolidated from the date on which control is transferred to the consolidated entity. They are de-
consolidated from the date that control ceases.
Intercompany transactions, balances and unrealised gains on transactions between entities in the consolidated entity
are eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of the impairment of
the asset transferred. Accounting policies of subsidiaries have been changed where necessary to ensure consistency
with the policies adopted by the consolidated entity.
Non-controlling interest in the results and equity of subsidiaries are shown separately in the statement of profit or
loss and other comprehensive income, statement of financial position and statement of changes in equity of the
consolidated entity. Losses incurred by the consolidated entity are attributed to the non-controlling interest in full,
even if that results in a deficit balance.
Where the consolidated entity loses control over a subsidiary, it derecognises the assets including goodwill, liabilities
and non-controlling interest in the subsidiary together with any cumulative translation differences recognised in
equity. The consolidated entity recognises the fair value of the consideration received and the fair value of any
investment retained together with any gain or loss in profit or loss.
Parent entity information
In accordance with the Corporations Act 2001, these financial statements present the results of the consolidated
entity only. Supplementary information about the parent entity is disclosed in the notes to the financial statements.
Foreign currency translation
Functional and presentation currency
These financial statements are presented in Australian dollars, which is the Company’s functional currency. The
functional and presentation currency of AKCM (Aust) Pty Ltd is the US Dollar. The functional and presentation
currency of Snow Lake Resources Ltd is the Canadian Dollar.
During the year, the Company assessed Thompson Bros Lithium Pty Ltd’s (Formerly “Manitoba Minerals Pty Ltd”)
operating environment and concluded its functional currency should be the Canadian Dollar. The main factor for
change were the tendency of the entity to incur exploration expenditure in the Canadian Dollar rather than the
Australian Dollar. The Company identified 7 March 2019 to be the date of transition.
Foreign currency transactions
Foreign currency transactions are translated into Australian dollars using the exchange rates prevailing at the dates
of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from
the translation at financial year-end exchange rates of monetary assets and liabilities denominated in foreign
currencies are recognised in profit or loss.
Foreign operations
The assets and liabilities of foreign operations are translated into Australian dollars using the exchange rates at the
reporting date. The revenues and expenses of foreign operations are translated into Australian dollars using the
average exchange rates, which approximate the rates at the dates of the transactions, for the period. All resulting
foreign exchange differences are recognised in other comprehensive income through the foreign currency reserve
in equity. The foreign currency reserve is recognised in profit or loss when the foreign operation or net investment
is disposed of.
31 | P a g e
Nova Minerals Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2019
2.
Summary of significant accounting policies (continued)
Impairment of assets
Assets that have an indefinite useful life are not subject to amortisation and are tested annually for impairment.
Assets that are subject to amortisation are reviewed for impairment whenever events or changes in circumstances
indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which
the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair
value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest
levels for which there are separately identifiable cash generating units.
Operating segments
Operating segments are presented using the 'management approach', where the information presented is on the
same basis as the internal reports provided to the Chief Operating Decision Makers ('CODM'). The CODM is
responsible for the allocation of resources to operating segments and assessing their performance.
Share-based payments
During the year the Company issued shares and share options to advisors as compensation for their services. The
shares and share options constitute equity-settled transactions in accordance with AASB 2 Share Based Payments.
The fair value of the equity-settled transactions (shares and share options) is determined by their fair value at the
date when the grant was approved using an appropriate valuation model for the options issued respectively in
accordance with AASB 2. The cost is recognised together with a corresponding increase in equity over the period in
which the services were received.
Fair value measurement
When an asset or liability, financial or non-financial, is measured at fair value for recognition or disclosure purposes,
the fair value is based on the price that would be received to sell an asset or paid to transfer a liability in an orderly
transaction between market participants at the measurement date; and assumes that the transaction will take place
either: in the principal market; or in the absence of a principal market, in the most advantageous market.
Fair value is measured using the assumptions that market participants would use when pricing the asset or liability,
assuming they act in their economic best interests. For non-financial assets, the fair value measurement is based on
its highest and best use. Valuation techniques that are appropriate in the circumstances and for which sufficient data
are available to measure fair value, are used, maximising the use of relevant observable inputs and minimising the
use of unobservable inputs.
Assets and liabilities measured at fair value are classified into three levels, using a fair value hierarchy that reflects
the significance of the inputs used in making the measurements. Classifications are reviewed at each reporting date
and transfers between levels are determined based on a reassessment of the lowest level of input that is significant
to the fair value measurement.
For recurring and non-recurring fair value measurements, external valuers may be used when internal expertise is
either not available or when the valuation is deemed to be significant. External valuers are selected based on market
knowledge and reputation. Where there is a significant change in fair value of an asset or liability from one period to
another, an analysis is undertaken, which includes a verification of the major inputs applied in the latest valuation
and a comparison, where applicable, with external sources of data.
32 | P a g e
Nova Minerals Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2019
1.
Summary of significant accounting policies (continued)
Property, plant and equipment
Plant and equipment is stated at historical cost less accumulated depreciation and impairment. Historical cost
includes expenditure that is directly attributable to the acquisition of the items.
Depreciation is calculated on a straight-line basis to write off the net cost of each item of property, plant and
equipment (excluding land) over their expected useful lives as follows:
Plant and equipment
5-10 years
The residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each
reporting date.
An item of property, plant and equipment is derecognised upon disposal or when there is no future economic
benefit to the consolidated entity. Gains and losses between the carrying amount and the disposal proceeds are
taken to profit or loss.
Exploration, evaluation and development assets
Exploration and evaluation expenditure is charged against earnings as incurred and included as part of cash flows
from operating activities.
Exploration for and evaluation of mineral resources is the search for mineral resources after the entity has obtained
legal rights to explore in a specific area, as well as the determination of the technical feasibility and commercial
viability of extracting the mineral resource.
Accounting for exploration and evaluation expenditures is assessed separately for each ‘area of interest’ to
determine whether expenditure is expensed as incurred or capitalised as an asset. An ‘area of interest’ is an
individual geological area which is considered to constitute a favourable environment for the presence of a mineral
deposit or has been proved to contain such a deposit.
Pre-production costs are deferred as development costs until such time as the asset is capable of being operated in
a manner intended by management. Capitalised expenses then becomes active asset and is depreciated. Post-
production costs are recognised as a cost of production.
Capitalisation of development expenditure ceases once the mining property is capable of commercial production,
at which point it is transferred into a separate mining asset.
Any development expenditure incurred once a mine property is in production is immediately expensed to the
Statement of Profit or Loss and Other Comprehensive Income except where it is probable that future economic
benefits will flow to the entity, in which case it is capitalised as property, plant and equipment.
Current and non-current classification
Assets and liabilities are presented in the statement of financial position based on current and non-current
classification.
An asset is classified as current when: it is either expected to be realised or intended to be sold or consumed in the
consolidated entity's normal operating cycle; it is held primarily for the purpose of trading; it is expected to be
realised within 12 months after the reporting period; or the asset is cash or cash equivalent unless restricted from
being exchanged or used to settle a liability for at least 12 months after the reporting period. All other assets are
classified as non-current.
A liability is classified as current when: it is either expected to be settled in the consolidated entity's normal operating
cycle; it is held primarily for the purpose of trading; it is due to be settled within 12 months after the reporting period;
or there is no unconditional right to defer the settlement of the liability for at least 12 months after the reporting
period. All other liabilities are classified as non-current.
33 | P a g e
Nova Minerals Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2019
1.
Summary of significant accounting policies (continued)
Income tax
The income tax expense or benefit for the year is the tax payable on the current year’s taxable income based on the
income tax rate adjusted for changes in deferred tax assets and liabilities attributable to temporary differences,
unused tax losses and adjustments for prior periods, where applicable.
Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected to apply when
the assets are recovered or liabilities are settled, based on those tax rates that are enacted or substantively enacted,
except for when the deferred income tax asset or liability arises from initial recognition of goodwill or an asset or
liability in a transaction other than a business combination and that, at the time of the transaction, affects neither
accounting nor taxable profits. Deferred income tax is determined using tax rates (and laws) that have been enacted
or substantially enacted by the reporting date and expected to apply when the related deferred tax asset is realised
or the deferred tax liability is settled.
Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable
that future taxable amounts will be available to utilise those temporary differences and losses.
Current and deferred tax balances attributable to amounts recognised directly in equity are also recognised directly
in equity.
Goods and services tax (GST)
Revenues, expenses and assets are recognised net of the amount of associated GST unless the GST incurred is not
recoverable from the taxation authority. In this case it is recognised as part of the cost of the acquisition of the asset
or as part of the expense.
Receivables and payables are stated inclusive of the amount of GST receivable or payable. The net amount of GST
recoverable from, or payable to, the tax authority is included with other receivables or payables in the Statement of
Financial Position.
Cash flows are presented on a gross basis. The GST components of cash flows arising from investing or financing
activities which are recoverable from, or payable to the taxation authority, are presented as operating cash flows.
Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the tax
authority.
Earnings per share
Basic earnings per share
Basic earnings per share is calculated by dividing operating loss attributable to the owners of the Company, excluding
any costs of servicing equity other than ordinary shares, by the weighted average number of ordinary shares
outstanding during the financial year.
Diluted earnings per share
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into
account the after income tax effect of interest and other financing costs associated with dilutive potential ordinary
shares and the weighted average number of shares assumed to have been issued for no consideration in relation to
dilutive potential ordinary shares.
Trade and other payables
These amounts represent liabilities for goods and services provided to the Company prior to the end of the financial
year and which are unpaid. Due to their short-term nature they are initially recognised at fair value and subsequently
at amortised cost. The amounts are unsecured and are usually paid within 30 days of recognition.
Issued capital
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.
34 | P a g e
New Accounting Standards and Interpretations not yet mandatory or early adopted
Australian Accounting Standards and Interpretations that have recently been issued or amended but are not yet
mandatory, have not been early adopted by the Company for the annual reporting period ended 30 June 2018. The
Company's assessment of the impact of these new or amended Accounting Standards and Interpretations, most
relevant to the Company, are set out below.
AASB 16 Leases
This standard is applicable to annual reporting periods beginning on or after 1 January 2019. The standard replaces
AASB 117 'Leases' and for lessees will eliminate the classifications of operating leases and finance leases. Subject to
exceptions, a 'right-of-use' asset will be capitalised in the statement of financial position, measured at the present
value of the unavoidable future lease payments to be made over the lease term. The exceptions relate to short-
term leases of 12 months or less and leases of low-value assets (such as personal computers and small office
furniture) where an accounting policy choice exists whereby either a 'right-of-use' asset is recognised or lease
payments are expensed to profit or loss as incurred. A liability corresponding to the capitalised lease will also be
recognised, adjusted for lease prepayments, lease incentives received, initial direct costs incurred and an estimate
of any future restoration, removal or dismantling costs. Straight-line operating lease expense recognition will be
replaced with a depreciation charge for the leased asset (included in operating costs) and an interest expense on
the recognised lease liability (included in finance costs). For classification within the statement of cash flows, the
lease payments will be separated into both a principal (financing activities) and interest (either operating or
financing activities) component. For lessor accounting, the standard does not substantially change how a lessor
accounts for leases. The Group will adopt this standard from financial year beginning 1 July 2019 and believes the
application of AASB 16 would not have a material impact on the financial statements as the company does not have
material long term leases at 30 June 2019.
Critical accounting estimates
The preparation of financial statements in conformity with AASBs requires management to make judgements,
estimates and assumptions that affect the application of accounting policies and the reported amounts of assets,
liabilities, income and expenses.
Estimates and judgements are continually evaluated and based on historical experience and other factors, including
expectations of future events that may have a financial impact on the entity and that are believed to be reasonable
under the circumstances.
The resulting accounting judgements and estimates will seldom equal the related actual results. The judgements,
estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of
assets and liabilities (refer to the respective notes) within the next financial year are discussed below. Disclosures
areas involving significant accounting judgements and estimates are found in the following notes.
Note 10 Exploration and evaluation expenditure
Note 15 Share based payments
35 | P a g e
Nova Minerals Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2019
2.
Segment Reporting
Operating segment information is disclosed on the same basis as information used for internal reporting purposes
by the Board of Directors. At regular intervals, the board is provided management information for the Company’s
cash position, the carrying values of exploration permits and Company cash forecast for the next twelve months of
operation. On this basis, the board considers the Group operates in one segment being exploration of minerals and
three geographical areas, being Australia, Canada and United States.
Geographical Information
Interest Income
Geographical non-current asset
2019
$
5,549
-
23
5,572
2018
$
11,850
-
-
11,850
2019
$
277,640
8,732,592
1,452,675
10,462,907
2018
$
-
4,179,874
329,522
4,509,396
Australia
Canada
United States
Total
3.
Expenses
Loss before tax includes the following specific items:
Depreciation
Superannuation
4.
Contractors and Consultants
Corporate and Consultants
5.
Finance Expenses
Bank charges
Total Finance Expense
2019
$
65,113
23,275
2019
$
585,539
585,539
2019
$
3,671
3,671
2018
$
-
20,519
2018
$
370,597
370,597
2018
$
366
366
36 | P a g e
Nova Minerals Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2019
6.
Income tax
Total tax expense comprises
Current tax expense
Deferred tax expense
2019
$
-
-
-
2018
$
-
-
-
Reconciliation between tax credit expense and pre-tax accounting loss
Loss before tax
Income tax benefit on loss at Australian tax
rate of 27.5% (2018: 27.5%)
Tax Effect on non-deductible items
Share Based Payments
Over/Under provision
Other
Current year losses for which no deferred
tax asset was recognised
Income tax
Tax losses
Unused tax losses for which no deferred
tax asset has been recognized
Potential tax benefit @ 27.5% (2018: 27.5%)
2019
$
(3,146,966)
2018
$
(1,370,786)
(865,416)
(376,966)
362,677
-
-
(502,739)
502,739
-
33,275
772
(10,054)
(352,973)
352,973
-
2019
$
2018
$
26,412,476
25,093,814
7,263,431
6,900,799
The tax losses do not expire under current tax legislation. Deferred tax assets have not been recognised in
respect of/ these items because it is not probable that future taxable profit will be available against which
the Company can utilise the benefits.
These tax losses are also subject to final determination by the taxation authorities when the company
derives taxable income.
The tax losses are subject to further review to determine if they satisfy the necessary legislative
requirements under Income Tax legislation for carry forward and recoupment of tax losses.
37 | P a g e
Nova Minerals Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2019
7.
Loss per share
Basic loss per share (cents)
Diluted loss per share (cents)
2019
(0.34)
(0.34)
2018
(0.20)
(0.20)
The loss used for the purposes of calculating basic and diluted loss per share are as follows:
Loss attributable to ordinary shareholders (basic)
Loss attributable to ordinary shareholders (diluted)
2019
$
2018
$
(2,619,555)
(1,370,786)
(2,619,555)
(1,370,786)
The weighted average number of shares used for the purposes of calculating diluted loss per share
reconciles to the number used to calculate basic loss per share as follows:
Weighted average number of shares
Basic loss per ordinary share denominator
Diluted loss per ordinary share denominator
8.
Trade & other receivables
BAS Receivables
Placement Funds (a)
Loans (b)
Capital raising funds receivable (c)
Prepayment (d)
2019
Shares
2018
Shares
773,260,487
773,260,487
677,332,554
444
677,332,554
30 June 2019
$
112,322
78,267
-
21,432
71,296
30 June 2018
$
42,018
216,661
43,650
-
-
283,317
302,329
The Company’s exposure to credit risk related to trade and other receivables are disclosed in note 19.
a. The amounts relate to funds not yet received from the December 2017 and June 2018 Placements.
$138,394 was received during the year.
b. The balance relates to $43,650 loaned to MG Gold Pty Ltd. The loan is non-interest bearing, un-
secured and without terms of repayment. The amount was received in full during the year.
c. The $21,432 relates to funds received from capital raising of Snow Lake held in legal trust account.
d. The $71,286 relates to prepaid exploration expenditure.
38 | P a g e
Nova Minerals Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2019
9.
Property Plant & Equipment
Plant and equipment – at cost
Less: accumulated depreciation
Carrying amount at end of period
Reconciliations:
Plant and equipment
Balance at 1 July 2018
Additions
Depreciation
Carrying amount at end of period
10.
Exploration and evaluation expenditure
Balance at beginning of year
Reduction due to increase in ownership in AKCM
Expenditure incurred
Acquisition of remaining 20% interests in Thomson Bros.
Cash call paid for Officer Hill project
Carrying amount at end of year
11.
Trade and other payables
Trade and other payables
30 June 2019
$
30 June 2018
$
684,689
(65,113)
619,577
2019
$
-
684,690
(65,113)
619,577
2019
$
4,509,396
(196,020)
1,576,803
3,623,188
277,393
9,790,760
-
-
-
2018
$
-
-
-
-
2018
$
2,804,546
-
1,704,850
-
-
4,509,396
2019
$
657,681
657,681
2018
$
315,828
315,828
39 | P a g e
Nova Minerals Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2019
12.
Issued Capital
Issued Capital
2019
$
2018
$
69,483,015
68,631,884
69,483,015
68,631,884
Ordinary share - issued and fully paid
30-Jun-19
$
30-Jun-18
$
At the beginning of the period
749,765,436 68,631,884
510,934,644 63,854,127
No.
$
No.
$
Shares issued during the period
- Contributions of equity
30,729,589
991,040
228,830,792
4,710,765
-Shares issued on conversion of options
-
-
10,000,000
325,000
Share buy back
Share issue costs
(6,360,874)
(128,678)
-
(11,231)
-
-
-
(258,008)
At the end of the period
774,134,151 69,483,015
749,765,436 68,631,884
Ordinary shares entitle the holder to participate in dividends and the proceeds on winding up of the Company in
proportion to the number of and amounts paid on the shares held.
On a show of hands every holder of ordinary shares present at a meeting in person or by proxy, is entitled to one
vote, and upon a poll each share is entitled to one vote.
Ordinary shares have no par value and the Company does not have a limited amount of authorised capital.
At shareholder meetings each ordinary share is entitled to one vote in proportion to the paid up amount of share
when a poll is called, otherwise each shareholder has one vote on a show on hands:
Set out below is movements in options on issue over ordinary shares of Nova Minerals Limited:
Exercise period
Exercise
price
Beginning
balance
Issued
Lapsed
Ending
balance
Listed options:
On or before 31 August 2020
Unlisted options:
On or before 31 August 2019
On or before 17 November 2018
3.25 cents
412,873,526
24,364,756
-
437,238,282
2 cents
3.25 cents
7,500,000
42,000,000
-
-
-
(42,000,000)
7,500,000
-
40 | P a g e
Nova Minerals Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2019
13.
Equity – Non Controlling Interest
Issued Capital
Reserves
Foreign Currency Reserve
Retained Profits
14.
Equity Reserve
30 June
2019
$
4,401,207
337,269
49,430
(544,226)
4,243,680
30 June
2018
$
-
-
-
-
-
The reserves are used to record the value of equity instruments issued to advisors and key management
personnel as part of compensation for their services. Details of the share based payments are in Note 15.
Share Based Payment (1)
Option Reserve (2) (Note 15)
30 June
2019
$
240,000
1,729,248
1,969,248
30 June
2018
$
240,000
680,185
920,185
(1) The reserve is used to record the value of 2.5 million NVA shares per year for 5 years issued to Bull Run
Capital Inc. upon, or before, the annual anniversary of the execution of the Option (i.e. a total of up to
12.5 million NVA shares) under the terms of its arrangement with Bull Run Capital which was entered into
in April 2016. If Nova Minerals withdraws from the project and elects not to pursue its earn-in rights its
obligation to issue any unissued tranches of shares to Bull Run shall terminate.
The shares to be issued to Bull Run Capital have been valued in accordance with the requirements of
AASB2 Share Based Payments. The shares have been valued using the spot rate of $0.024 per share being
the fair value of the shares at the date of settlement and completion of the service. In February 2019 Nova
Minerals entered into an agreement with Bull Run Capital where instead of issuing shares would pay Bull
Run Capital $90,000.
(2) The value of options issued to the Directors of the Company and advisors of Snow Lake Resources Limited
(subsidiary) as part of compensation for their services. Details of the share based payments are in Note 15
41 | P a g e
Nova Minerals Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2019
15.
Share Based Payments
Options Granted Snow Lake Resources (see below)
Options Granted Snow Lake Resources (see below)
Options Granted Nova Minerals (see below)
Granted Options (1)
Granted Options (2)
Granted Options (3)
Granted Options (4)
Granted Options (5)
Granted Options (6)
Granted Options (7)
2019
$
28,855
1,219,825
99,000
1,347,680
2019
$
-
-
-
28,855
77,000
22,000
1,219,825
1,347,680
2018
$
121,000
-
-
121,000
2018
$
40,000
45,000
36,000
-
-
-
-
121,000
(1) On 1 March 2018 5,000,000 Options issued to advisors in lieu of fees. The transactional value of the invoice
was $40,000.
(2) On 1 March 2018 15,000,000 Options issued to advisors in lieu of fees. The transactional value of the
invoice was $45,000.
(3) On 26 March 2018 2,000,000 Options issued to advisors in lieu of fees. The last trading market price for
the day was $0.018 per option giving rise to transactional value of services a value of $36,000.
(4) On 3 December 2018 in Snow Lake Resources Limited, 160,000 Warrants were issued to advisors in lieu of
fees for services related to capital raising. Estimated at the date of grant, being 3 December 2018, using
the Black Scholes pricing method, taking into account the terms and conditions under which the options
were granted. The warrants can be exercised at any time until the earlier of:
- 60 months from the Closing Date of 3 December 2018; or
- 24 months from the completion of a listing on a Canadian stock exchange or quotation system
The grant date fair value of the options granted was CAD$0.17 per option giving rise to total transactional
value of $28,855 $AUD (CAD$27,200).
-The option reserve movement arising from the issue of options is recorded as share issue costs (equity)
and it forms part of the non-controlling interest.
42 | P a g e
Nova Minerals Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2019
15.
Share Based Payments (Continued)
The fair value of options granted during the period was estimated using the following assumptions:
Grant date
Strike price ($)
Market rate ($)
Expected volatility (%)
Risk-free interest rate (%)
Days to expiration (days)
Fair value
3/12/2018
CAD 0.25
CAD 0.25
100
2.14
1353
CAD 0.17
(5) On 20 September 2018 7,000,000 listed options (NVAO:ASX) were issued to directors. The options have
been valued in reference to the last traded price at $0.011 per option giving rise to transactional value of
$77,000.
(6) On 20 September 2018 2,000,000 listed options (NVAO:ASX) were issued to advisors. The options have
been valued in reference to the last traded price at $0.011 per option giving rise to transactional value of
$22,000
(7) On 24 May 2019 in Snow Lake Resources Limited, 5,200,000 Warrants were issued to Directors, Officers
and Consultants of Snow Lake as part of an employee stock option plan. Estimated at the date of grant,
being 24 May 2019 , using the Black Scholes pricing method, taking into account the terms and conditions
under which the options were granted. The warrants can be exercised at any time until the earlier of:
- 60 months from the Closing Date of 3 December 2018; or
- 24 months from the completion of a listing on a Canadian stock exchange or quotation system
The grant date fair value of the options granted was $0.22 per option giving rise to total transactional
value of $1,219,825 $AUD ($1,154,904 CAD)
-The option reserve movement arising from the issue of options is recorded as part of the non-controlling
interest.
The following table summarizes the stock options issued as part Snow Lake Resources Employee Stock Option Plan
Exercise
Balance
Expired /
Balance
Grant Date
Price
June 30, 2018
Granted
Exercised
Terminated
June 30, 2019
May 24, 2019 (1)
$0.50
Total
-
-
5,200,000
5,200,000
-
-
-
-
5,200,000
5,200,000
Weighted Average Exercise Price
-
$0.50
-
-
$0.50
The options vested on issuance and have an expiry date of May 24, 2023.
As at June 30, 2019, the weighted average remaining contractual life of the stock options is 3.90 years
Using the Black Scholes valuation model, the Company determined that the fair value of the 5,200,000 stock options
issued was $1,258,478 $AUD, ($1,154,905 CAD) based on the following assumptions: expected life: 4.0 years;
volatility: 100%; dividend yield: nil; risk-free rate: 1.55%, market price: $0.35; and exercise price of $0.50.
43 | P a g e
Nova Minerals Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2019
16.
Cash flow information and cash equivalent
a) Reconciliation of cash
Cash at the end of the financial year as shown in the statement of cash flows is reconciled to the related
items in the statement of financial position as follows:
Cash at bank and on hand
Cash and cash equivalents
The Company’s exposure to interest rate risk is disclosed in note 19.
b) Reconciliation of cash flows from operating activities
2019
$
1,030,734
1,030,734
2018
$
2,864,367
2,864,367
Loss for the year
Adjustments for
Loss on Revaluation available for sale
for sale investments
Depreciation
Share based payments (Note 15)
Net cash used in operating activities before
change in assets and liabilities
Change in trade and other receivables
Change in trade and other payables
Change in other financial assets
Net cash used in operating activities
Note
2019
$
(3,146,966)
-
65,113
1,318,825
(1,763,028)
(19,012)
108,086
15,222
(1,658,732)
2018
$
(1,370,786)
10,039
-
121,000
(1,239,381)
(3,580)
121,955
-
(1,121,006)
17.
Commitment
Exploration
Under the terms of the agreement with Manitoba Minerals Pty Ltd and Ashburton Ventures Inc, Nova
Minerals has the following commitments:
No later than 12 Months
Between 12 months and 5 years
Later than 5 years
2019
$
-
-
-
-
2018
$
98,542
320,260
-
418,802
The above amounts are denoted in AUD translated from Canadian dollars at the closing rate 30 June 2019.
Nova under the terms of the agreement with AK Minerals Pty Ltd, Nova Minerals has a working capital
commitment in the Joint Venture Vehicle AKCM (Aust) Pty Ltd, of $3,300,000 to earn up to 70%. There is no
set schedule in relation to the spend.
44 | P a g e
Nova Minerals Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2019
18.
Contingencies
There are no contingent liabilities that the Company has become aware of at 30 June 2019 and 30 June
2018.
19.
Financial instruments
The Company’s activities expose it to a variety of financial risks, market risk, credit risk and liquidity risk. The
Company’s overall risk management program focuses on the unpredictability of financial markets and seeks
to minimize potential adverse effects of the financial performance of the entity.
Market risk
Market risk is the risk that changes in market prices, such as foreign exchange risk, interest rates and equity
prices will affect the Company’s income or the value of its holdings of financial instruments. The objective
of market risk management is to manage and control market risk exposures within acceptable parameters,
while optimizing the return.
The Company operates internationally and therefore there is exposure to foreign exchange risk arising from
currency exposures. The Company is not exposed to equity security price risk and holds no equity
investments. The Company is not exposed to commodity price risk as the Company is still carrying out
exploration.
Interest rate risk
Interest rate risk arises from investment of cash at variable rates. The Company’s income and operating
cash flows are not materially exposed to changes in market interest rates.
At the reporting date, the interest rate profile of the Company’s interest bearing financial instruments was:
Variable rate instruments
Cash and cash equivalents
Carrying amount
2019
$
1,030,734
1,030,734
2018
$
2,864,367
2,864,367
Interest rate risk arises from investment of cash at variable rates. The Company’s income and operating
cash flows are not materially exposed to changes in market interest rates.
An increase of 100 basis points (decrease of 100 basis points) in interest rates at the reporting date would
have increased (decreased) equity and profit or loss by the amounts presented below. This analysis
assumes that all other variables remain constant. The analysis was performed on the same basis for 2018.
The following table summarises the sensitivity of the Company’s financial assets (cash) to interest rate risk:
30 June 2019
Variable rate instruments
Cash and cash equivalents
Profit or loss
Equity
Carrying
amount
$
100 bp
increase
$
100 bp
decrease
$
100 bp
increase
$
100 bp
decrease
$
1,030,734 10,307
1,030,734 10,307
(10,307)
(10,307)
10,307
10,307
(10,307)
(10,307)
45 | P a g e
Nova Minerals Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2019
19.
Financial instruments (Continued)
30 June 2018
Variable rate instruments
Cash and cash equivalents
Carrying
amount
$
Profit or loss
100 bp
increase
$
100 bp
decrease
$
Equity
100 bp
increase
$
100 bp
decrease
$
2,864,367
2,864,367
28,644
28,644
(28,644)
(28,644)
(28,644)
28,644
28,644
(28,644)
(28,644)
Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument
fails to meet its contractual obligations.
The Company has no significant concentration of credit risk. Credit risk arises from cash and cash
equivalents held with the bank and financial institutions and receivables due from other entities. For banks
and financial institutions, only independently rated parties with a minimum rating of ‘A’ are accepted.
The maximum exposure to credit risk is the carrying amount of the financial asset. The maximum exposure
to credit risk at the reporting date was:
Cash and cash equivalents
BAS Receivables
Impairment loss
2019
$
1,030,734
112,322
1,143,056
2018
$
2,864,367
42,018
2,906,385
The aging of the Company’s current receivables at the reporting date was:
Current
31 – 60 days
61 – 90 days
91 days and over
At 30 June 2019
At 30 June 2018
Gross
$
112,322
-
-
-
112,322
Impairment
$
-
-
-
-
-
Gross
$
42,018
-
-
-
42,018
Impairment
$
-
-
-
-
-
46 | P a g e
Nova Minerals Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2019
19.
Financial instruments (Continued)
Liquidity risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated
with its financial liabilities that are settled by delivering cash or another financial asset. The Company’s
liquidity risk arises from operational commitments. Prudent liquidity risk management implies maintaining
sufficient cash and marketable securities. Management aims at maintaining flexibility in funding by
regularly reviewing cash requirements and monitoring forecast cash flows.
The following are the contractual maturities of financial liabilities:
30 June 2019
Financial liabilities
Current
Trade and other payables
30 June 2018
Financial liabilities
Current
Trade and other payables
Carrying
amount
$
Total
contractual
cash flows
$
6 months
or less
$
6 to 12
months
$
Greater
than 12
months
$
657,681
657,681
-
-
657,681
657,681
-
-
-
-
Carrying
amount
$
Total
contractual
cash flows
$
6 months
or less
$
6 to 12
months
$
Greater
than 12
months
$
315,828
315,828
-
-
315,828
315,828
-
-
-
-
Fair value
The carrying amount of financial assets and financial liabilities recorded in the financial statements
represent their respective net fair value determined in accordance with the accounting policies.
Capital management
The Company’s policy in relation to capital management is for management to regularly and consistently
monitor future cash flows against expected expenditures for a rolling period of up to 12 months in
advance. The Board determines the Company’s need for additional funding by way of either share
placements or loan funds depending on market conditions at the time. Management defines working
capital in such circumstances as its excess liquid funds over liabilities, and defines capital as being the
ordinary share capital of the Company. There were no changes in the Company’s approach to capital
management during the year. The Company is not subject to externally imposed capital requirements.
47 | P a g e
Nova Minerals Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2019
20.
Key management personnel compensation
The aggregate compensation made to directors and other members of key management personnel
compensation of the Company is set out below:
Short-term employee Benefits
Value of options
Post-employment
Total
21.
Related party transactions
Key management personnel
2019
$
444,015
410,146
21,525
875,686
2018
$
374,000
-
21,525
399,525
Disclosures relating to key management personnel are set out in the Remuneration Report of the
Directors’ Report.
Transactions with other entities
2019
During the 2019 year $15,526 was paid to AK81 Pty Ltd for Office Rental, AK81 Pty Ltd is a
company of which Mr Avi Kimelman is a Director.
2018
During the 2018 year $15,600 was paid to AK81 Pty Ltd for Office Rental, AK81 Pty Ltd is a
company of which Mr Avi Kimelman is a Director.
Directors and their related entities are reimbursed for out-of-pocket expenses incurred in the performance
of their duties.
22.
Auditors remuneration
Audit services
BDO East Cost Partnership
Taxation services
BDO East Cost Partnership
Total Auditors remuneration
2019
$
2018
$
60,710
53,500
60,710
53,500
31,023
31,023
91,733
10,950
10,950
64,450
48 | P a g e
Nova Minerals Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2019
23.
Other financial assets
Investments in Halycon Resources at fair value
Shares in Ashburton*
Total
2019
$
52,569
-
52,569
2018
$
52,570
15,221
67,791
Other financial assets relate to equity investment reclassified as other financial assets at fair value through profit or loss.
Reconciliation
Reconciliation of the fair values at the beginning and end of the current and previous year are set out
below:
Opening balance
Addition
Loss on disposal of Shares
Movement in fair value
Closing fair value
2019
$
67,791
-
(15,222)*
-
52,569
2018
$
25,260
52,570
-
(10,039)
67,791
*In 2017, the Group acquired 250,000 shares in Progressive Planet Solutions Inc (“PLAN”, formerly
“Ashburton Ventures Inc”) upon the acquisition of Manitoba Minerals Pty Ltd (Name changed to Thomson
Bros Lithium Pty Ltd). On 3 August 2018 the shares were transferred to Strider Resources Limited under an
agreement with PLAN to transfer the shares to Strider Resources Limited, a loss on disposal has been
recognised upon the completion of the share transfer.
24.
Fair value measurement
Fair value hierarchy
The following tables detail the Consolidated Entity's assets and liabilities, measured or disclosed at fair value,
using a three level hierarchy, based on the lowest level of input that is significant to the entire fair value
measurement, being:
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can
access at the measurement date.
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability,
either directly or indirectly.
Level 3: Unobservable inputs for the asset or liability.
Assets
Investments at fair value
Total
Level 1
$
-
-
Level 2
$
52,569
52,569
Level 3
$
-
-
Total
$
-
-
Assets and liabilities held for sale are measured at fair value on a non-recurring basis. There were no
transfers between levels during the financial year.
49 | P a g e
Nova Minerals Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2019
25.
Controlled entities
Country of
Incorporation
Class of
Shares
Subsidiary Entities
Consolidated
Percentage
Owned
2019
73.80%
Snow Lake Resources Ltd^
100%
Snow Lake (Crowduck) Ltd
Snow Lake Exploration Ltd
100%
100%
Thompson Bros Lithium Pty Ltd
51%
AKCM (Aust) Pty Ltd*
100%
AK Operations LLC
100%
AK Mining LLC
Canada
Ordinary
Canada
Ordinary
Canada
Ordinary
Ordinary
Australia
Australia Ordinary
Ordinary
USA
Ordinary
USA
Percentage
Owned
2018
100%
100%
100%
100%
-
-
-
^ Snow Lake Resources Ltd is the immediate parent of Snow Lake (Crowduck) Ltd, Snow Lake Exploration Ltd and
Thompson Bros Lithium Pty Ltd (Formerly “Manitobal Minerals Pty Ltd”)
*ACKM (AUS) Pty Ltd is the immediate parent of AK Operations LLC and Ak Mining LLC
26.
Subsequent events
In July 2019, the Company completed a placement of 25,000,000 fully paid ordinary shares at an issue price
of $0.02 per share. The placement raised $500,000 before associated costs. The placement was issued from
the Company’s placement capacity under ASX Listing Rules 7.1 and 7.1A.
In July 2019, the Company undertook a Share Purchase Plan (SPP). The SPP was heavily oversubscribed,
whereby the Company accepted 348 applications for over $3.2 million worth of shares, being over 2.2 times
the amount being initially sought of $1 million, raising $2.05 million by issuing 125,400,000 shares.
On 5 August 2019, 7,500,000 unlisted options exercisable at $0.02 per option were exercised into fully paid
ordinary shares.
On 18 September 2019, the Company held a general meeting of shareholders whereby all resolutions were
passed. Resolutions passed included inventive options to the board of directors and financial assistance
pertaining thereto.
On 18 September the company advised that Mr Ian Pamensky was appointed as the Company’s new
Company Secretary, replacing Mr Adrien Wing.
On the 23 September the company advised that Mr Christopher Gerteisen was appointed as a Non-Executive
Director
On the 23 September the company advised that it issued 50,000,000 Unquoted Employee Incentive Options
– Directors - Exercisable at $0.04 each on or before 19 September 2022.
On the 23 September the company advised that it issued 11,000,000 Unquoted Employee Incentive Options -
Employees and Consultants - Exercisable at $0.04 each on or before 19 September 2022.
There are no other item, transaction or event of a material and unusual nature has arisen that is likely, in the
opinion of the Directors, to affect significantly, the operations of the Group, the results of those operations,
or the state of affairs of the Group in future financial years. No other item, transaction or event of a material
and unusual nature has arisen that is likely, in the opinion of the Directors, to affect significantly, the
operations of the Group, the results of those operations, or the state of affairs of the Group in future
financial years.
50 | P a g e
Nova Minerals Limited
Directors’ Declaration
for the year ended 30 June 2019
DIRECTORS’ DECLARATION
The Directors of Nova Minerals Limited declare that:
(a)
In the Directors’ opinion the financial statements and notes set out on pages 25 to 50 and the
Remuneration report in the Directors Report set out on pages 19 to 21, are in accordance with the
Corporations Act 2001, including:
(i)
(ii)
giving a true and fair view of the Consolidate Entity’s financial position as at 30 June 2018 and
of its performance, for the financial year ended on that date; and
complying with Australian Accounting Standards (including the Australian Accounting
Interpretations) and Corporations Regulations 2001.
the financial report also complies with International Financial Reporting Standards adopted by the
International Accounting Standards Board (IASB) as disclosed in note 1(b); and
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)
The Directors have been given the declarations required by Section 295A of the Corporations Act 2001 by the
Chief Executive Officer and Chief Financial Officer for the financial year ended 30 June 2019.
Signed in accordance with a resolution of the Directors.
Dated at Melbourne this 27th day of September 2019
Avi Kimelman
Director
51 | P a g e
Tel: +61 3 9603 1700
Fax: +61 3 9602 3870
www.bdo.com.au
Collins Square, Tower Four
Collins Square, Tower Four
Level 18, 727 Collins Street
Level 18, 727 Collins Street
Melbourne VIC 3008
Melbourne VIC 3008
GPO Box 5099 Melbourne VIC 3001
Australia
GPO Box 5099 Melbourne VIC 3001
Australia
INDEPENDENT AUDITOR'S REPORT
To the members of Nova Minerals Limited
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of Nova Minerals Limited (the Company) and its subsidiaries (the
Group), which comprises the consolidated statement of financial position as at 30 June 2019, the
consolidated statement of profit or loss and other 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 report, 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 2019 and of its
financial performance for the year ended on that date; 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 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 1 in the financial report which describes the events and/or conditions which
give rise to the existence of a material uncertainty that may cast significant doubt about the group’s
ability to continue as a going concern and therefore the group may be unable to realise its assets and
discharge its liabilities in the normal course of business. Our opinion is not modified in respect of this
matter.
BDO East Coast Partnership ABN 83 236 985 726 is a member of a national association of independent entities which are all members of BDO Australia Ltd
ABN 77 050 110 275, an Australian company limited by guarantee. BDO East Coast Partnership and BDO Australia Ltd are members of BDO International Ltd,
a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved
under Professional Standards Legislation.
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.
Key audit matter
How the matter was addressed in our audit
The company has incurred significant exploration and
evaluation expenditures which have been capitalised.
As the carrying value of exploration and evaluation
expenditures represents a significant asset of the
company, we considered it necessary to assess whether
facts and circumstances existed to suggest that the
carrying amount of this asset may exceed its
recoverable amount.
AASB 6 Exploration for and Evaluation of Mineral
Resources contains detailed requirements with respect
to both the initial recognition of such assets and
ongoing requirements to continue to carry forward the
assets.
Note 1 to the financial statements contains the
accounting policy and note 10 disclosures in relation to
exploration and evaluation expenditures.
Our procedures included:
Obtaining evidence that the Group has valid
rights to explore in the areas represented by the
capitalised exploration and evaluation
expenditure
Confirming whether the rights to tenure of the
areas of interest remained current at the
reporting date as well as confirming that rights to
tenure are expected to be renewed
Reviewing the directors’ assessment of the
carrying value of the exploration and evaluation
costs, ensuring that management have considered
the effect of impairment indicators, commodity
prices and the stage of the Group’s project
Reviewing budgets and challenging assumptions
made by the entity to ensure that substantive
expenditure on further exploration for and
evaluation of the mineral resources in the areas
of interest were planned
Reviewing ASX announcements and minutes of
directors’ meetings to ensure that the company
had not decided to discontinue activities in any
of its areas of interest.
Other information
The directors are responsible for the other information. The other information comprises the
information in the Group’s annual report for the year ended 30 June 2019, 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 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 has no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free
from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with the Australian Auditing Standards will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered material
if, individually or in the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of this financial report.
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/ar1.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 in pages 19 to 21 of the directors’ report for the
year ended 30 June 2019.
In our opinion, the Remuneration Report of Nova Minerals Limited, for the year ended 30 June 2019,
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.
BDO East Coast Partnership
James Mooney
Partner
Melbourne, 27 September 2019
Nova Minerals Limited
Australian Securities Exchange Information
ADDITIONAL SECURITIES EXCHANGE INFORMATIONIn accordance with ASX Listing Rule 4.10, the Company
provides the following information to shareholders not elsewhere disclosed in this Annual Report. The
information provided is current as at 25 September 2019 (Reporting Date).
1.
Corporate Governance Statement
The Company has prepared a Corporate Governance Statement which sets out the corporate governance practices
that were in operation throughout the financial year for the Company. In accordance with ASX Listing Rule 4.10.3,
the Corporate Governance Statement will be available
the Company’s website
(www.novaminerals.com.au),and will be lodged with ASX at the same time that this Annual Report is lodged with
ASX.
review on
for
2.
Substantial Shareholders
As at the Reporting Date, there are no substantial shareholders.
3.
Securities on Issue and Number of Holders
As at the Reporting Date, there are 932,034,151 fully paid ordinary shares on issue in the Company. There are no
other classes of equity securities on issue in the Company.
The number of holders of fully paid ordinary shares in the Company is 1,971.
4.
Voting Rights
The voting rights of the ordinary shares are as follows:
(a)
(b)
(c)
at meetings of members each member entitled to vote may vote in person or by proxy or attorney;
on a show of hands each person present who is a member has one vote; and
on a poll each person present in person or by proxy or by attorney has one vote for each ordinary share
held.
There are no voting rights attached to any of the options that the Company currently has on issue. Upon exercise
of these options, the shares issued will have the same voting rights as existing ordinary shares.
5.
Distribution of Holders
The distribution of holders of fully paid ordinary shares is as follows:
Category
Shares
%
Number of
Shareholders
`Holding between
100,001 and Over
885,313,075
94.99
Holding between
10,001 to 100,000
Holding between
5,001 to 10,000
Holding between
1,001 to 5,000
Holding more than
1 to 1,000
46,216,470
441,360
55,798
7,448
4.96
0.05
0.01
0.00
816
979
50
28
98
%
41.40
49.67
2.54
1.42
4.97
6.
Unmarketable Parcels
The number of holders with less than a marketable parcel of fully paid ordinary shares is 213.
56 | P a g e
Nova Minerals Limited
Australian Securities Exchange Information
7.
Twenty Largest Shareholders
The top 20 shareholders are as follows:
Rank
Name
No of fully paid shares
%
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
BNP PARIBAS NOMINEES PTY LTD
SL INVESTORS PTY LTD
J P MORGAN NOMINEES AUSTRALIA PTY LIMITED
KUSHKUSH INVESTMENTS PTY LTD
MR PETER ANDREW PROKSA
SWIFT GLOBAL LTD
MR NIKOLA NAJDOSKI
CITICORP NOMINEES PTY LIMITED
LETTERED MANAGEMENT PTY LTD
MURTAGH BROS VINEYARDS PTY LTD
MR DAVID FAGAN
MR ITZCHAK BENEDIKT & MRS ROZETTE BENEDIKT
PATRON PARTNERS PTY LTD
TORNADO NOMINEES PTY LTD
MR CONOR JOHN MCNEILL
HERSHAM HOLDINGS PTY LTD
LEONITE CAPITAL LLC
M & T K PTY LTD
LAUNCHPAD (AUS) PTY LTD
MURTAGH BROS VINEYARDS PTY LTD
37,905,060
33,551,389
32,432,128
30,303,750
24,091,209
22,021,303
19,238,557
17,492,458
15,462,500
12,841,665
12,000,000
11,959,693
11,600,000
10,183,035
10,000,000
9,968,750
9,230,769
8,401,682
8,171,429
8,100,000
4.07
3.60
3.48
3.25
2.58
2.36
2.06
1.88
1.66
1.38
1.29
1.28
1.24
1.09
1.07
1.07
0.99
0.90
0.88
0.87
Total
Balance of register
344,955,377
587,078,774
37.01
62.99
Grand total
932,034,151
100.00
57 | P a g e
Nova Minerals Limited
Australian Securities Exchange Information
8.
Twenty Largest Listed Option Holders
The top 20 Option holders are as follows:
Rank
Name
No of fully paid shares
%
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
KUSHKUSH INVESTMENTS PTY LTD
MR PETER ANDREW PROKSA
MR DAVID FAGAN
SL INVESTORS PTY LTD
BNP PARIBAS NOMINEES PTY LTD
SWIFT GLOBAL LTD
MR NIKOLA NAJDOSKI
MR DARRYL REECE CARSON & MRS LISA ANN CARSON
PATRON PARTNERS PTY LTD
NORTHERN STAR NOMINEES PTY LTD
KREN ENTERPRISE PTY LTD
SARLU PTY LTD
HALEVI PTY LTD
MR MARTIN ALEXANDER ZIEGLER
MR AARON JERMAINE PROKSA
MR DARREN JEFFERY HARGREAVES
MR GRAEME KENNETH PERKES
LETTERED MANAGEMENT PTY LTD
LEONITE CAPITAL LLC
MR JEREMY MARK GILES
32,391,875
31,181,320
22,000,000
20,333,494
17,050,117
13,500,000
10,588,778
9,982,073
8,232,143
8,125,000
7,425,500
7,000,000
6,954,128
6,404,300
6,250,000
6,077,285
5,000,000
5,000,000
4,615,385
4,561,497
7.41
7.13
5.03
4.65
3.90
3.09
2.42
2.28
1.88
1.86
1.70
1.60
1.59
1.46
1.43
1.39
1.14
1.14
1.06
1.04
Total
Balance of register
237,198,735
200,039,547
54.25
45.75
Grand total
437,238,282
100.00
58 | P a g e
Nova Minerals Limited
Australian Securities Exchange Information
9.
Unquoted Securities
As at 25 September 2019 the following securities are on issue:
61,000,000 Unquoted Options Expiring 19/09/2022 @ $0.04 – 6 Holders
Holders with more than 20%
Holder Name
KIKCETO PTY LTD
KUSHKUSH INVESTMENTS PTY LTD
Holding
20,000,000
20,000,000
% IC
32.79
32.79
10.
On-Market Buy-Back
The Company is not currently conducting an on-market buy-back
11.
Item 7, Section 611 Issues of Securities
There are no issues of securities approved for the purposes of item 7 of section 611 of the Corporations Act 2001
(Cth) which have not yet been completed.
12.
On-Market Purchase of Securities under Employee Incentive Scheme
No securities were purchased on-market during the reporting period under or for the purposes of an employee
incentive scheme; or to satisfy the entitlements of the holders of options or other rights to acquire securities
granted under an employee incentive scheme.
59 | P a g e
Nova Minerals Limited
Australian Securities Exchange Information
Corporate Directory
CORPORATE DIRECTORY
Directors
Avi Kimelman
Louie Simens
Avi Gelller
Christopher Gerteisen
Company Secretary
Ian Pamensky
Registered Office
and Domicile
Level 17
500 Collins Street
Melbourne Victoria 3000
Australia
Telephone:
+61 3 9537 1238
Facsimile:
Internet:
Legal Form
+61 3 9614 0550
http://www.novaminerals.com.au
A public company limited by shares
Country of
Incorporation
Australia
Share Registry
Link Market Services Limited
Level 1, 333 Collins Street
Melbourne Victoria 3000
Australia
Telephone:
Facsimile:
Email:
1300 554 474 or +61 3 9615 9800
+61 2 9287 0303
registrars@linkmarketservices.com.au
Nova Minerals Ltd. Level 17, 500 Collins Street, Melbourne, VIC, 3000. Phone: +61 3 9614 0600 Fax: + 61 3 9614 0550
Nova Minerals Limited
Australian Securities Exchange Information
Auditors
BDO East Coast Partnership
Level 18, 727 Collins Street
Melbourne Victoria 3008
Australia
Australian
Securities
Exchange Listing
Code
NVA
Bankers
Westpac
Level 6, 360 Collins Street
Melbourne Victoria 3000
Australia
Nova Minerals Ltd. Level 17, 500 Collins Street, Melbourne, VIC, 3000. Phone: +61 3 9614 0600 Fax: + 61 3 9614 0550