Nova Minerals Limited
Annual Report 2021

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ANNUAL REPORT 2021 CONTENTS EXECUTIVE SUMMARY DIRECTORS REPORT 1. Directors 2. Meetings of Directors 3. Directors' Interests in Securities 4. Remuneration of Directors and Key Management Personnel 5. Share Based Payments to Directors and Senior Management 6. Securities On Issue 7. Financial Results 8. Key Business Strategies for FY2021 9. Key Business Risks 10. Events Subsequent to Balance Date 11. Dividends 12. Future Developments and Results 13. Options 4 10 12 13 13 14 14 17 19 21 23 24 25 25 25 14. Indemnification of Directors, Officers and Auditors 26 15. Environmental Regulation and Performance 16. Auditor Independence and Non-Audit Services 17. Non-Audit Services 18. Proceedings on Behalf of the Company 19. Remuneration Committee 20. Remuneration Report - Audited 21. Auditor 22. Directors’ Resolution Corporate Governance Statement AUDITORS’ DECLARATION CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME CONSOLIDATED STATEMENT OF FINANCIAL POSITION CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR 26 27 27 27 28 29 34 35 35 36 40 41 43 45 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 1. Summary of Significant Accounting Policies 2. Segment Reporting 3. Expenses 4. Contractors and Consultants 5. Finance Expenses 6. Income Tax 7. Loss per Share 8. Trade & Other Receivables 9. Current Other Financial Assets 10. Plant & Equipment 11. Exploration and Evaluation Expenditure 12. Trade and Other Payables 13. Derivative Financial Liabilities 14. Convertible Notes 15. Issued Capital 16. Equity - Non Controlling Interest 17. Parent Entity & Controlled Entities 18. Equity Reserve 19. Share Based Payments 20. Contingencies 21. Cash Flow Information and Cash Equivalent 22. Financial Instruments 23. Key Management Personnel Compensation 24. Related Party Transactions 25. Auditors Remuneration 26. Non-Current Other Financial Assets 27. Fair Value Measurement 28. Subsequent Events DIRECTORS’ DECLARATION INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF NOVA MINERALS LIMITED ADDITIONAL SECURITIES EXCHANGE INFORMATION 1. Corporate Governance Statement 2. Substantial Shareholders 3. Securities on Issue and Numbers of Holders 4. Voting Rights 5. Distribution of Holders 6. Unmarketable Parcels 7. Twenty Largest Shareholders 8. Unquoted Securities 9. On-Market Buy-Back 10. Item 7, Section 611 Issues of Securities 11. On-Market Purchase of Securities Under Employee Incentive Scheme CORPORATE DIRECTORY 46 47 53 53 53 54 54 55 56 58 59 60 60 62 62 63 64 65 69 71 73 74 75 80 80 81 82 83 84 85 87 91 92 92 92 93 93 93 94 95 96 96 96 97 2 3 Annual Report 2021Nova Minerals Limited EXECUTIVE SUMMARY "OUR MISSION IS TO UNLOCK THE ESTELLE GOLD DISTRICT AND DEVELOP A PIPELINE OF DEPOSITS" ESTELLE GOLD PROJECT Nova Minerals Limited (“Nova” or the “Company”) has increased the size of its Estelle Gold resource during the course of the 20/21 year. Currently standing at 4.7Moz, Estelle is being explored extensively, Four diamond drill rigs are operating on both the Korbel and RPM prospects. The Estelle Gold project, which is 85% owned by Nova Minerals, is located 185km northwest of Anchorage, and is currently accessible by helicopter and winter road from Nova's Whiskey Bravo Camp. Estelle Gold is situated within the Tintina Gold Province which spans portions of Alaska and Western Canada, containing some of the largest gold deposits in the world. Over the last 3 years, Nova has focused on developing the Korbel prospect at the northern end of the tenement. Drilling to date has revealed a convergence of the initially separate Blocks A-D, into Korbel Main. Nova’s drilling at Korbel Main has revealed an extensive high- grade feeder zone in the Southeast portion of the deposit, which remains wide open. Step out drilling has uncovered extensive mineralisation, increasing the length of strike at Korbel Main to 3.3km. Concurrently, the Company has been conducting infill drilling to increase the confidence of the resource. During FY20/21 alone, Nova increased the size of the resource at Korbel Main from 2.5Moz to 4.7Moz. Drilling is ongoing, and the Company plans to release a resource update for Korbel Main in late 2021, accompanied by a maiden resource for the RPM prospect. During the year, Nova was able to complete the majority of its first scoping study for Korbel Main, from a technical perspective. Nova intends to release it alongside the resource upgrade in late 2021. Figure 1. Estelle Location Map Figure 2. Estelle Within the Tintina Gold Belt SIGNIFICANT DRILL INTERCEPT HIGHLIGHTS INCLUDE (ASX:16 FEB 2021, 8 JUNE 2021 AND 19 JULY 2021) KBDH-072 • 113m @ 1.0 g/t Au • 49m @ 1.5 g/t Au • 30m @ 1.9 g/t Au • 21m @ 2.5 g/t Au • 3m @ 11.7 g/t Au KBDH-080 • 110m @ 0.5 g/t Au • 21 m @ 1.2 g/t Au • 6m @ 2.3 g/t Au • 3m @ 2.8 g/t Au • 3m @ 3.7 g/t Au KBDH-066 • 67m @ 1.0 g/t Au • 44m @ 1.5 g/t Au • 13m @ 3.9 g/t Au • 6m @ 8.0 g/t Au • 3m @ 12.3 g/t Au KBDH-047 • 287m @ 0.4 g/t Au from 5m Includes • 3m @ 1.3 g/t Au from 79m • 43m @ 0.9 g/t Au from 210m • 3m @ 5.8 g/t Au from 243m KBDH-050 • 439m @ 0.3 g/t Au from 54m Includes • 168m @ 0.6 g/t Au from 76m • 12m @ 0.9 g/t Au from 109m • 6m @ 3.1 g/t Au from 179m • 3m @ 5.2 g/t Au from 179m • 15m @ 1.5 g/t Au from 228m • 3m @ 2.5 g/t Au from 231m KBDH-060 • 521m @ 0.3 g/t Au from 30m Includes • 3m @ 1.1 g/t Au from 103m • 12m @ 0.8 g/t Au from 252m • 3m @ 2.0 g/t Au from 258m • 24m @ 0.9 g/t Au from 329m • 3m @ 3.1 g/t Au from 332m INFERRED RESOURCE - KORBEL (ASX 7 APRIL 2021) Cut-Off Au g/t Tonnes (Millions) Grade Au g/t Gold Ounces (Millions) 0.10 0.15 0.25 0.35 0.45 748 518 234 112 57 0.2 0.3 0.4 0.5 0.6 5.6 4.7 3.0 1.8 1.1 Table 1. Mineral Resource Statement, Korbel deposit, Estelle property 4 Figure 3. Current Strike Length at Korbel 5 Annual Report 2021Nova Minerals Limited METALLURGICAL TEST WORK Metallurgical test work to date has established the outline of what Metallurgical test work conducted over the last year has hence the future detailed flow sheet is likely to be based upon. Initial test been aimed at compiling sufficient metallurgical information to work was reasonably aimed at the viability of heap leach and/or enable the circuit outline to be determined for the purpose of whole ore cyanide leaching options, as well as the gravity option. preparing a Scoping Study. Further work will be then be conducted The results obtained from this work guided the flow sheet towards in preparation of a Pre-Feasibility Study (PFS), and refined yet again establishing of a treatment circuit based upon pre-concentration for the purpose of establishing a Definitive Feasibility Study (DFS). through XRT ore sorting, followed by flotation, fine grinding of Refer to ASX announcement: 5 May 2021 flotation concentrates, and intensive cyanide leaching of final concentrates. Figure 4. Simplified process flow sheet TOMRA XRT ORE SORTING With what is likely to be a very large gold resource, (current Inferred cost and reduced long-term operating costs for these downstream Resource of 4.7Moz Au at a cut-off grade of 0.15gpt), it was logical sections. And a distinct advantage of XRT ore sorting technology is to determine whether XRT ore sorting would be effective in pre- its flexibility – the ore sorting machines can be quickly re-calibrated concentrating Run of Mine (ROM) ore prior to it being delivered to to handle different types of ores in terms of grade, mineralogy, and the mill for grinding and downstream treatment. dilution, such that an optimum and steady-state product can be delivered to downstream sections of the mill. To this end, test work was conducted by TOMRA (world leader in XRT ore sorting technology and equipment) on samples selected from several recent diamond drill holes from the Korbel Main deposit. The results received have been positive and indicate the following: After primary and secondary crushing of ROM material, and after processing through the ore sorting installation, a quantity of ROM tonnage, as yet to be determined, will be rejected as waste, with a substantial portion of the ROM tonnage of significantly elevated gold grade being delivered to the grinding section of the mill. Some gold will be lost with ore sorting rejects. However, in that ROM rejected tonnage will be delivered to downstream sections, this loss is likely to be far outweighed by considerable economic benefits gained through reduced initial capital costs, environmental Figure 5. TOMRA XRT Ore Sorter FLOTATION, FINE GRINDING AND INTENSIVE CYNANIDE LEACH Running in parallel with the ore sorting tests conducted by TOMRA in Australia, and using samples from the same source, flotation tests were conducted by Bureau Veritas in Vancouver on material ground to 75 microns. Flotation concentrates were then ground to 22 microns and subject to intensive cyanide leaching. The stage gold recovery of the flotation process was 95.4% of flotation feed grade within concentrates now 2% of ROM feed tonnage, and the stage recovery of the intensive cyanide leach section was 92.4%. FLOW SHEET DEVELOPMENT The flow sheet developed is an optimal design based on the scoping level test work, which incorporates two stages of pre- concentration prior to fine grinding and intensive cyanidation of flotation concentrates. Further test work is aimed at greater flowsheet definition prior to the PFS Study. An immediate focus will be to determine if Dense Media Separation (DMS) will be effective for pre-concentration of fines which by-pass the XTR ore sorting section and, if so, DMS inclusion at this stage would further reduce the tonnage reporting to the grinding and flotation sections downstream, with a commensurate reduction in the expensive operating costs of these sections – power and reagents particularly. Further work will also be conducted to determine the grind size required for optimum economic flotation performance – there is the possibility that a grind size coarser than 75 microns may not compromise recovery and thereby reduce grinding power consumption. And further work will be conducted on determining the optimum grind size for the fine grinding of flotation concentrates in order to maximise the stage recovery of this section. 6 6 7 Annual Report 2021Nova Minerals Limited PREPARATION LAB AT ESTELLE On 26 July 2021, Nova announced the completion of its on- site sample preparation lab at the Estelle Gold project. With a capacity to process up to 7,500 samples per month, the prep lab is expected to reduce costs and improve assay turnaround times. The prep lab forms part of the Whiskey Bravo Camp, which enables the Company to continue exploration throughout the year. RPM PROSPECT Nova's next target at the Estelle Gold project is the southern RPM prospect. Exploration has commenced at RPM, and a maiden resource for the prospect is expected in late 2021. Previously, sampling of high-grade reconnaissance rock chips have defined an expanded footprint of high priority targets within the prospect, that have formed the basis for the current exploration program. Rock samples returned high grade gold results, including: 291 g/t, 103 g/t, 13.1 g/t, 9.3 g/t, 9.0 g/t, 8.8 g/t and 5 g/t Figure 6. Estelle Gold Prep Lab Figure 7. Estelle Gold Prep Lab 8 Figure 8. Estelle Gold Prep Lab THOMPSON BROS. LITHIUM PROJECT – MANITOBA, CANADA (73.8% Interest in Snow Lake Resources Ltd) years ago, the records of which are intact. Snow Lake will begin the environmental studies process during late 2021, and sometime in 2022 Snow Lake will begin the permitting for the start of future mining operations. Nova Minerals Limited 73.8% held subsidiary, Snow Lake Resources Ltd. (“Snow Lake”), owns 100% of the Thompson Bros. Lithium LISTING UPDATE Property in Wekusko Lake, Manitoba. Snow Lake is committed to being the first fully renewable energy powered electric mine in the world that can deliver a completely traceable, conflict free, net zero carbon, battery grade lithium to the electric vehicle, or EV, consumer market. Snow Lake aspires to not On 30 March 2021, Snow Lake Resources filed a registration statement on Form F-1 with the Securities and Exchange Commission (SEC) to raise up to $23 million in an initial public offering (IPO). On 30 July 2021, Snow Lake filed its Amendment No 2 to Form F-1 with the SEC. ThinkEquity, a division of Fordham Financial Management only set the standard for responsible lithium battery manufacturing Inc. is the sole bookrunner for the offering. but intends to be the first lithium producer in the world to achieve Certified B Corporation status in the process. As a Certified B Memorandums of Understanding Corporation (defined on page 3 of F1 Filling), Snow Lake would hope to participate in accelerating the global culture shift to redefine success in business and help to build a more inclusive and sustainable economy. During the 20/21 year, Snow Lake has entered into a number of MOUs, with the intention of achieving an environmentally friendly and sustainable strategy in producing lithium. ABOUT THE THOMPSON BROS. LITHIUM PROJECT The Thompson Bros. Lithium Project is located 20 kilometres east of the mining community of Snow Lake, Manitoba. 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. • Snow Lake has entered into a MOU with Meglab Electronique Inc. for Meglab’s delivery to of the first all-electric lithium mine in the world. • Snow Lake has also entered into a MOU with CentrePort Canada Inc., designating CentrePort as the potential location to build a hydroxide plant. • In April 2021, Snow Lake entered into a MOU with IMG Investitions- und Marketinggesellschaft Sachsen-Anhalt mbH, the economic development agency for the state of Saxony- Anhalt, to consider investment in a lithium hydroxide plant in the Saxony-Anhalt region for final processing. On 3 June 2021, Nova announced a resource upgrade for the Thompson Bros Lithium project. Snow Lake cannot guarantee however, that the above non-binding MOUs will lead to definitive agreements. Mineral Resource Estimate (ASX: 3 June 2021): • • Indicated Resource Estimate of 9.08 Mt @ 1.00 % Li2O using a 0.3 % Li2O cut-off grade and; Inferred Resource Estimate of 1.97 Mt @ 0.98 % Li2O using a 0.3 % Li2O cut-off grade. OPERATIONAL UPDATE Snow Lake has launched a PEA, which will include in depth metallurgy analysis, resource definition, engineering assessment and ore sorting optimization, among other studies, during the third calendar quarter of 2021. During the third or fourth quarter of 2021, Snow Lake plans to begin an additional drilling program to further expand the existing resource, as well as a planned mag drone survey that will be partially financed by a grant from the Manitoba Government. In 2022, Snow Lake intends to initiate a PFS with additional drilling exploration programs on the TBL property to survey historic drilling holes from Sherritt Gordon’s lithium discoveries more than 50 Figure 9. Thompson Brothers Tenement Map 9 Annual Report 2021Nova Minerals Limited The Directors of Nova Minerals Limited present their report for the year ended 30 June 2021. TORIAN RESOURCES LIMITED Nova owns 12.99% of Torian Resources Limited (ASX:TNR) a gold exploration company that is currently drilling at its Mt Stirling project. TNR has recently acquired Tarmoola Station, which includes Carhill Contracting, a mining services business. The station purchase agreement included cash flow positive businesses with an unaudited cumulative free cash flow of ~$1,000,000 p.a. ROTORX AIRCRAFT MANUFACTURING CO. Nova acquired a 9.9% interest in RotorX Aircraft Manufacturing Co, which manufactures and sells helicopter kits and parts. RotorX's main product offering is the Phoenix A600 Turbo, an advanced, high quality, two-seat helicopter, with a range of 170 miles. As of April 2021, RotorX is developing an electric version of the Phoenix A600 helicopter and hybrid versions of the Transporter A and B, which are autonomous flying vehicles designed to carry payload at range. RotorX aims to revolutionise the electric air taxi industry, by developing vehicles that outperform competition in reliability, performance, maintainability and cost. Nova's vision includes the use of the RX eTransporter eVTOLs at the Estelle Gold project, to facilitate cargo and personnel flights. STREAMLINED COMPETENT PERSON STATEMENT The information that relates to Exploration Results, Exploration target and JORC Resource estimate is based on information compiled by Mr Dale Schultz. Mr Dale Schultz, Principle of DjS Consulting, who is Nova Group’s Chief Geologist and COO of Nova Minerals subsidiary Snow Lake Resources Ltd., compiled 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 which 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. The Exploration results were reported in accordance with Clause 18 of the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (2012 Edition) (JORC Code). Nova Minerals confirms in the subsequent public report that it is not aware of any new information or data that materially affects the information included in this report, and, in the case of the exploration results, that all material assumptions and technical parameters underpinning the results in the relevant market announcement continue to apply and have not materially changed. Figure 10. The Phoenix A600 Turbo (currently manufactured by RotorX) Figure 11. The RX eTransporter (eVTOL concept) Figure 12. The RX eTransporter (eVTOL concept) 10 11 Annual Report 2021Nova Minerals Limited 01 DIRECTORS 02 MEETINGS OF DIRECTORS The Directors in office at any time during or since the end of the AVI GELLER (Non-Executive Director) year to the date of this report are: CURRENT DIRECTORS November 2018. Mr Geller was appointed as a Director of the Company on 19 CHRISTOPHER GERTEISEN (Executive Director / CEO) Mr Gerteisen was appointed as a Director of the Company on 23 September 2019 and CEO on 27 February 2020. 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, focused on a wide range of commodities, including gold and copper. Most 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 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. COLIN BELSHAW (Non-Executive Director) recently, through his technical contributions and management Mr Belshaw was appointed as a Director of the Company on 7 skills, Mr Gerteisen played a significant role at several prominent December 2020. projects in the Australasian region, including Oxiana’s Sepon and PanAust’s Phu Bia in Laos, overseeing the successful start-up, Colin Belshaw studied mining engineering at the Camborne School operations, and exploration which resulted in further mine-life of Mines in Cornwall, UK, graduating in 1979 with the Dip.CSM extending discoveries. Mr Gerteisen also worked as a geologist (First Class). Colin is a Fellow of the Institute of Materials Minerals on the Carlin Trend in Nevada and on exploration in Alaska and Mining (FIMMM), he is registered as an Incorporated Engineer with Newmont. He has held senior positions at several projects (IEng) with the Engineering Council of the UK, and holds the Mine throughout the goldfields of Western Australia. As a research Managers Certificate (Ghana). Colin’s formative years were spent geologist with Newmont, he worked on the Batu Hijau Porhryry Cu- on the Zambian Copperbelt at the Nkana Division and at the South Au deposit in Indonesia. Mr Gerteisen holds a BSc. Geology from Crofty Mine in Cornwall, and subsequently held senior operating the University of Idaho and a MSc. Economic Geology from the and corporate positions worldwide, including: Navan Mining’s Western Australia School of Mines. DAVID HERSHAM (Non Executive Chairman) Mr Hersham was appointed Chairman on 18 June 2020. David Hersham was born in the UK and educated at Oxford University. He is an established corporate manager and entrepreneur with a successful history of developing and transforming small- Director of Operations, Bulgaria and Spain; Managing Director of Kinross Gold’s Russian subsidiary, Omolon Gold, Magadan region; Kinross Gold’s Group Consulting Mining Engineer, Nevada, USA; Vice President Operations with Golden Star Resources, Ghana; Chief Operating Officer with Banro Corporation in the DRC; and Non-Executive Director of Highland Gold, where he was Chairman of the HSE Committee and sat on the Remuneration Committee. cap companies, particularly in the international real estate and COMPANY SECRETARIES technology sectors. He started his career with diamond miner De Beers and mining remains his original passion. Mr Ian Pamensky was appointed on 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. Mr Romy Hersham was appointed on 1 June 2020, having worked with Nova Minerals for 4 years. He is also a Non-Executive Director of Monger Gold Limited. He holds a Bachelor of Law (Hons) and Arts at Monash University. LOUIE SIMENS (Executive Director) Mr Louie Simens has almost a decade of experience in micro- cap equities and startup investing and 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 fulfillment of safety regulatory requirements. 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 David Hersham Christopher Gerteisen Louie Simens Avi Geller Colin Belshaw 6 6 6 6 4 5 6 6 5 4 03 DIRECTORS’ INTERESTS IN SECURITIES The following table sets out the relevant interests in shares and options over unissued shares in the Company which are held by each Director. This information is current at the date of this report or, in the case of former directors, as at the date of resignation. Directors Fully Paid Ordinary Shares Options Louie Simens 58,943,712 Avi Geller 14,046,154 Christopher Gerteisen 1,000,000 David Hersham 14,903,125 Colin Belshaw - - - - - - Incentive Employee Options Class A Class 8 Performance Performance Rights Rights 20,000,000 5,000,000 10,000,000 10,000,000 - - 10,000,000 2,000,000 4,000,000 5,000,000 - - - - - 12 13 Annual Report 2021Nova Minerals Limited 04 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. 05 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. 14 15 Annual Report 2021Nova Minerals Limited 06 SECURITIES ON ISSUE As at the end of the financial year on 30 June 2021, the following securities were on issue: Fully Paid Ordinary Shares Unlisted Options Unlisted Options Unlisted Options Unlisted Options Unlisted Options Unlisted Options Class A and B Performance Shares 1,680,946,647 61,000,000 (Exercisable at $0.04 and expiring 19 September 2022) 1,500,000 (Exercisable at $0.056 and expiring 28 October 2022) 10,500,000 (Exercisable at $0.30 and expiring on 2 December 2022) 6,000,000 (Exercisable at $0.135 and expiring on 20 May 2023) 11,000,000 (Exercisable at $0.075 and expiring on 29 December 2023) 7,500,000 (Exercisable at $0.06 and expiring on 28 January 2023) 36,000,000 16 17 Annual Report 2021Nova Minerals Limited 07 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 $1,531,479 in 2020 to $1,693,195 in 2021 primarily due to an increase in legal, personal and share registry costs. Share based expense was $1,878,750 in 2020 compared to $1,470,936 in 2021. As a result, the Company made a net loss after tax of $3,343,467 in 2021 compared to a net loss after tax of $4,276,995 in 2020. STATEMENT OF FINANCIAL POSITION At 30 June 2021, the Company had cash at bank of $15,516,112 (2020: $4,197,221). During the year, trade and other receivables decreased from $399,634 to $195,012 and capitalised exploration expenditure increased from $15,033,203 to $35,843,069 as result of expenditure incurred on the Estelle Gold project. At 30 June 2021, the Company had total liabilities of $4,287,061. As a result, the Company had net assets of $52,580,191 on 30 June 2021 (30 June 2020: $18,036,850). CASH FLOW During the year, the Company paid $2,138,336 (2020: $2,213,021) for operating activities; paid $21,055,527 (2020: $5,415,678) for investing activities; and received $34,883,982 (2020: $10,852,785) from financing activities. 18 19 Annual Report 2021Nova Minerals Limited 08 KEY BUSINESS STRATEGIES FOR FY2021 NOVA HAS A CLEAR FOCUS AND STRATEGY FOR SUCCESS. Our immediate key milestones and goals: Continuous upgrade of the JORC Gold resource in the Estelle Gold district Nova is targeting an announcement to the market in the short-term of an expanded global JORC resource across the Estelle Gold District by: • Increasing Korbel Main in size and confidence beyond the current 4.7Moz inferred resource; • Maiden inferred resource for the RPM Prospect Overall Nova is focusing on increasing tonnage and confidence towards the Indicated category at Korbel Main. Nova is continuing exploration, releasing results and expanding resources beyond the 15th October 2021 data cut-off date. Ore sorting, feasibility and baseline environmental studies have commenced and will feed into scoping study and PFS upon scoping study completion. Nova intends to unlock the project pipeline with a view to increasing gold discovery across the Estelle Gold district with an initial focus on the RPM, Stoney, T5, Discovery, Shadow, Train, Shoeshine and Revelation prospects with field crews completing first pass activities. Listing Snow Lake Resources Ltd on NASDAQ Expanding 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. We will therefore be enhancing our engagement with the investment community to help build our profile and maximize valuations for our shareholders through this journey. 20 21 Annual Report 2021Nova Minerals Limited 09 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. 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. 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. 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. 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. 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. 22 23 Annual Report 2021Nova Minerals Limited 10 EVENTS SUBSEQUENT TO BALANCE DATE The following events have occurred subsequent to the period end: On 27 September 2021 a capital raising was announced. The Company is in the process of finalising a raise of AUD 12 million at a price of 11c per share. The Company is to issue Broker Options as part of the raise. On 19 July 2021 further drill results were announced at the Korbel Main prospect, with respect to drill holes KBDH-072 and KBDH-080. On 21 July 2021, mineralisation at RPM was announced to have a strong correlation to historic drill data at the prospect. On 26 July 2021, Nova announced that a prep lab had been successfully commissioned at the Estelle Gold project. On 2 August 2021, Nova announced that Snow Lake Resources Ltd had filed its Amendment No 2 to Form F-1 (on 30 July 2021) with the SEC, with respect to its intended IPO. On 1 September 2021, infill drilling results were announced at the Korbel Main prospect, with respect to drill holes KBDH-075 (average grade of 0.5 g/t Au over 216m) and KBDH-077 (average grade of 0.4 g/t Au over 219m). On 3 September 2021, further infill drilling results were announced at the Korbel Main prospect, with respect to drill holes KBDH-082 (average grade of 0.4 g/t Au over 324m), KBDH-076 (average grade of 0.3 g/t Au over 349m) and KBDH- 073 (average grade of 0.3 g/t Au over 211m). On 9 September 2021, Nova confirmed gold discovery at RPM. Drill results were announced for RPM-002 (average grade of 0.6 g/t Au over 274m) and RPM-001 (average grade of 0.3 g/t Au over 326m). Other than what is noted above and as disclosed elsewhere in this report, there has not arisen in the interval between the end of the full year to 30 June 2021 and the date of this report any matter or circumstance that has significantly affected, or may significantly affect, the Group’s operations, the results of those operations, or the Group’s state of affairs, in future financial years. 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 97,500,000 unlisted options over fully paid ordinary shares on issue. During the year and up to the date of this Report, 27,500,000 unlisted options have been issued. 435,476,481 listed options were exercised and 3,296,099 were cancelled. 18,000,000 unlisted options have been exercised during the year. 24 25 Annual Report 2021Nova Minerals Limited 14 INDEMNIFICATION OF DIRECTORS, OFFICERS AND AUDITORS 16 AUDITOR INDEPENDENCE AND NON-AUDIT SERVICES During the financial year, the Company paid a premium in The insurance premiums relate to: respect of a contract insuring the Directors of the Company, the Company Secretaries and all executive officers of the Company • Cost and expenses incurred by the relevant officers in defending and of any related body corporate against a liability incurred as proceedings, whether civil or criminal and whatever their a Director, Secretary or executive officer to the extent permitted outcome; and by the Corporations Act 2001. The contract of insurance prohibits • Other liabilities that may arise from their position, with the disclosure of the nature of the liability and the amount of the exception of conduct involving a willful breach of duty or premium. improper use of information or position to gain a personal The Company has not otherwise, during or since the financial advantage. The auditor’s independence declaration is included immediately after the Directors’ Report. 17 NON-AUDIT SERVICES year, indemnified or agreed to indemnify an officer or auditor of This does not include such liabilities that arise from conduct the Company or of any related body corporate against a liability involving a willful breach of duty by the officers or the improper Details of the amounts paid or payable to the auditor for non- audit services provided during the financial year by the auditor are incurred as an officer or auditor. use by the officers of their position or of information to gain outlined in note 25 to the financial statements. advantage for themselves or someone else or to cause detriment to the company. 15 ENVIRONMENTAL REGULATION AND PERFORMANCE The exploration activities of the Company are conducted in The Company is committed to minimising the impact of its accordance with and controlled principally by Australian state activities on the surrounding environment at the same time and territory government legislation as well as those in Manitoba, aiming to maximise the social, environmental and economic Canada. returns for the local community. To this end, the environment is a key consideration in our exploration activities and during the The Company has exploration land holdings in Alaska (USA) and rehabilitation of disturbed areas. Manitoba (Canada). The Company employs a system for reporting environmental incidents, establishing and communicating Generally rehabilitation occurs immediately following the accountability, and rating environmental performance. During completion of a particular phase of exploration. In addition, the the year data on environmental performance was reported as Company continues to develop and maintain mutually beneficial part of the monthly exploration reporting regime. In addition, as relationships with the local communities affected by its activities. 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 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 25 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. 26 27 Annual Report 2021Nova Minerals Limited 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. 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 2021. The prescribed details for each person covered by this report are detailed below under the following headings: 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. 28 29 Annual Report 2021Nova Minerals Limited The Company’s financial performance during the current year and over the past four years has been as follows: 2021 $ 2,145 2020 $ 104,662 2019 $ 5,572 Revenue 2018 $ 2017 $ REMUNERATION REPORT DETAILS OF DIRECTORS, EXECUTIVES AND REMUNERATION 11,850 23 year are as follows: The names of the key management personnel in office during the Net loss (3,343,467) (4,276,995) (3,146,966) (1,370,786) (1,637,956) Basic loss per share (cents) Diluted loss per share (cents) Net assets/ (deficiency) (0.20) (0.43) (0.34) (0.20) (0.49) (0.20) (0.43) (0.34) (0.20) (0.49) 52,580,191 18,036,550 11,119,277 7,428,055 3,900,084 • L Simens – Executive Director from 19 December 2017 • C Gerteisen – Executive Director from 23 September 2019 • A Geller – Non-Executive Director from 19 November 2018 • D Hersham – Non-Executive Chairman from 18 June 2020 • C Belshaw – Non-Executive Director from 7 December 2020 • A Kimelman – Resigned as Executive Chairman on 18 June 2020 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: 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. 30 Short term Post- Equity employment compensation Cash Non- Super- Salary & Payables $ monetary annuation fees $ benefits $ benefits $ Value of options $ Total $ Options as Performance proportion related % of remun- eration % Directors A Kimelman 2020 197,500 2021 - L Simens 2020 162,000 2021 176,000 - - - - C Gerteisen 2020 93,301 6,650 2021 182,804 C Belshaw 2020 - 2021 45,380 D Hersham 2020 - 2021 62,000 - - - - - A Geller 2020 15,000 45,000 2021 10,000 50,000 Total Directors 2020 467,801 51,650 2021 476,184 50,000 - - - - - - - - - - - - - - 10,806 620,000* 828,306 - N/A - - - - - - - N/A - - - 620,000* 782,000 - 176,000 75,000* 174,951 487,894 670,698 - - - - 45,380 - 487,894 549,894 310,000 370,000 - 60,000 10,806 1,625,000 2,155,257 - 975,788 1,501,972 -% - -% -% -% -% -% -% -% -% -% -% -% *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. 74.9% - 79.3% 0.0% 42.9% 72.7% - 0.0% - 88.7% 83.8% 0.0% - - 31 Annual Report 2021Nova Minerals Limited 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 of options Grant date Number granted Vesting date Expiry date Fair value Exercise per option price at grant date 2021 D Hersham Nova 5,000,000 29/12/2020 29/12/2020 29/12/2023 AUD 0.075 AUD 0.098 C Gerteisen Nova 5,000,000 29/12/2020 29/12/2020 29/12/2023 AUD 0.075 AUD 0.098 2020 L Simens Nova 20,000,000 19/09/2019 19/09/2019 19/09/2022 AUD 0.04 AUD 0.031 A Kimelman Nova 20,000,000 19/09/2019 19/09/2019 19/09/2022 AUD 0.04 AUD 0.031 A Geller Nova 10,000,000 19/09/2019 19/09/2019 19/09/2022 AUD 0.04 AUD 0.031 C Gerteisen Nova 5,000,000 06/08/2019 06/08/2019 06/08/2022 AUD 0.04 AUD 0.015 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. 32 33 Annual Report 2021Nova Minerals Limited NON-EXECUTIVE DIRECTORS OTHER TRANSACTIONS Directors’ fees cover all board activities. Non-Executive Directors 2021 do not receive any benefits on retirement. There were no related party transactions in the 2021 year. PERFORMANCE-LINKED REMUNERATION 2020 Performance linked remuneration focuses on long-term incentives and was designed to reward key management During the 2020 year $10,271 was paid to AK81 Pty Ltd for Office Rental, AK81 Pty Ltd is a company of which Mr Avi Kimelman is personnel for meeting or exceeding their objectives. a Director. EQUITY INSTRUMENT DISCLOSURES RELATING TO KEY MANAGEMENT PERSONNEL Directors and their related entities are reimbursed for out-of- pocket expenses incurred in the performance of their duties. 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 VOTING OF SHAREHOLDERS AT LAST YEAR’S ANNUAL GENERAL MEETING Nova Minerals Limited received 93.32% of “yes” votes on its remuneration report for the 2020 financial year. The company their personally related parties are set out below: 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. 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 David Hersham Chairman 27 September 2021 CORPORATE GOVERNANCE STATEMENT The Company’s Directors and management are committed to shareholders with information as to where relevant governance conducting the business of Nova Minerals Limited in an ethical disclosures can be found. manner and in accordance with the highest standards of corporate Held at beginning of year Purchased during the year Received On exercise of options Disposal of year / at at end of year/ during the year resignation at resignation date date Held at end Held nominally governance. 30 June 2021 A Geller 9,430,769 D Hersham 12,203,125 C Gerteisen 1,000,000 L Simens 42,725,275 C Belshaw - - - - - - 4,615,385 2,700,000 - 16,218,437 - 65,159,169 200,000 23,533,822 - - - - - - 21 AUDITOR RSM Australia Partners commenced in office as the Company’s auditor in accordance with section 327 of the Corporations Act 2001 (Cth). 34 14,046,154 14,046,154 14,903,125 14,903,125 1,000,000 1,000,000 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 58,943,712 58,943,712 such Recommendations (Corporate Governance Statement). - - 88,892,991 88,892,991 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 The Company’s corporate governance statement, policies and charters are all available on the Website. 35 Annual Report 2021Nova Minerals Limited AUDITOR’S INDEPENDENCE DECLARATION As lead auditor for the audit of the financial report of Nova Minerals Limited for the year ended 30 June 2021, I declare that, to the best of my knowledge and belief, there have been no contraventions of: (i) the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and (ii) any applicable code of professional conduct in relation to the audit. RSM AUSTRALIA PARTNERS J S CROALL Partner Dated: 27 September 2021 Melbourne, Victoria 36 37 Annual Report 2021Nova Minerals Limited 38 39 Annual Report 2021Nova Minerals Limited CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE YEAR ENDED 30 JUNE 2021 CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2021 Note 13 4 18 5 3 6 Revenue Interest Income Other Income Gain from sale of investment Fair value gain on investments Fair value loss on derivative liabilities Expenses Administration expenses Contractors & Consultants Share based payments Recovery of Flow Through Share Liability Finance expense Reclassification of exploration and evaluation assets Loss before income tax expense Income tax expense Loss after income tax expense for the year Other comprehensive loss Items that mat be reclassified to profit and loss in the future Foreign currency translation Other comprehensive loss for the year net of income tax Total comprehensive income/loss for the year Loss for the year attributable to: Non-controlling Interest Owners of Nova Minerals Limited Total comprehensive Income/loss for the year attributable to: Non-controlling Interest Owners of Nova Minerals Limited Basic loss per share (cents per share) Diluted loss per share (cents per share) 7 7 2021 $ 2,145 376,507 2,108,624 (1,828,857) (1,693,195) (637,524) (1,470,936) - (102,010) (98,221) (3,343,467) - (3,343,467) (957,107) (957,107) 2020 $ 104,662 - - - (1,531,479) (519,040) (1,878,750) 78,972 (4,705) (526,655) (4,276,995) - (4,276,995) (194,738) (194,738) (4,300,574) (4,471,733) (215,597) (3,127,870) (3,343,467) (357,376) (3,943,198) (4,300,574) (0.20) (0.20) (81,606) (4,195,388) (4,276,995) (89,090) (4,382,643) (4,471,733) (0.43) (0.43) The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes. 40 Note 30 June 2021 $ 30 June 2020 $ Assets Current Assets Cash and cash equivalents Other financial assets Trade & other receivables 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 Derivative financial liabilities Convertible notes Total current liabilities Total liabilities Net Asset Equity Issued capital Foreign Currency Reserves Reserves Accumulated losses Non-controlling interest Total Equity 21 9 8 26 10 11 12 13 14 15 18 16 The above consolidated statement of financial position should be read in conjunction with the accompanying notes 15,516,112 - 195,012 15,711,124 2,942,087 2,370,972 35,843,069 41,156,128 56,867,252 3,424,690 - 862,371 4,287,061 4,287,061 52,580,191 114,922,698 (816,390) 6,733,118 (74,055,061) 5,795,826 52,580,191 4,197,221 413,325 399,634 5,010,180 30,719 1,258,034 15,033,203 16,321,956 21,332,136 1,981,286 1,314,000 - 3,295,286 3,295,286 18,036,850 78,401,191 25,854 4,468,607 (67,386,819) 2,528,017 18,036,850 41 Annual Report 2021Nova Minerals Limited CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 JUNE 2020 Note Issued Reserves Capital $ $ Foreign Currency Reserve $ Accumulated Losses $ Non Controlling Total Equity Interest $ $ 69,483,015 1,969,248 166,903 (62,905,896) 2,406,007 11,119,277 - - - - 9,137,883 200,000 (419,707) - - - - - - - - 2,499,359 15 17 - (4,195,388) (81,606) (4,276,994) (187,255) - (7,483) (194,738) (187,255) (4,195,388) (89,089) (4,471,732) 46,206 (285,535) 211,100 (28,230) - - - - - - - - - - - - 9,137,883 200,000 (419,707) 2,499,359 78,401,191 4,468,607 25,854 (67,386,819) 2,528,017 18,036,850 Balance at 1 July 2019 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 Movement in non- controlling interest due to increase of ownership of AKCM Pty Ltd Share issue for cash Issue of shares as part of derivative security Share issue expense Share options granted Balance at 30 June 2020 42 43 Annual Report 2021Nova Minerals Limited Note Issued Capital $ Option Reserves $ Foreign Currency Reserve $ Accumulated Losses $ Non Controlling Total Equity Interest $ $ 78,401,191 4,468,607 28,854 (67,386,819) 2,528,017 18,039,850 - (3,127,870) (215,597) (3,343,467) CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2021 Cash flows from operating activities Payments to suppliers and employees (inclusive of GST) Interest received Bank charges Refund received Note June 2021 $ June 2020 $ (2,161,971) (2,260,397) 26,957 (3,322) - 22,675 (4,705) 29,406 (815,328) - (141,779) (957,107) Net cash used in operating activities 21b (2,138,336) (2,213,021) (815,328) (3,127,870) (357,376) (4,300,574) Convertible note issued to Torian Resources Cash flows from investing activities Payments for exploration expenditure Loans to other entity Investments in other entities Proceeds from disposal of Investments Payment for plant & equipment Net cash used in investing activities Cash flows from financing activities (29,916) (3,540,372) 3,625,185 54,897 Capital Raising Costs - - - - - - - - - - - - - - - - - - - - - 21,000,000 15,441,257 3,142,857 (997,018) (2,065,589) 2,183,480 81,031 Proceeds from Issue of derivative financial liability Proceeds from issue of shares Proceeds from exercise of options Equity buy back Net cash from financing activities Net increase 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 (20,015,645) - (219,052) (200,000) 407,225 (1,028,055) (21,055,527) (1,481,130) 805,000 21,110,883 15,446,247 (997,018) 34,883,982 11,690,119 (371,227) 4,197,220 (4,273,316) (413,325) - - - (729,037) (5,415,678) (285,098) 2,000,000 7,308,002 1,829,881 10,852,785 3,224,086 (57,600) 1,030,734 19(a) 15,516,112 4,197,221 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR (CONTINUED) ENDED 30 JUNE 2021 Balance at 1 July 2020 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 Movement in non- controlling interest due to increase in issued capital of AKCM Pty Ltd Issue of shares for cash - - - - 21,000,000 Options converted 15 15,441,257 Derivative security converted 3,142,857 Share buy back (997,018) (2,065,589) 14 19 19 Share issue expense Share options granted Convertible note reserve Balance at 30 June 2021 - - 2,183,480 81,031 - - - - - - - - - 114,922,698 6,733,118 (816,390) (74,055,061) 5,795,826 52,580,191 The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes The above consolidated statement of cash flows should be read in conjunction with the accompanying notes 44 45 Annual Report 2021Nova Minerals Limited Notes to the Consolidated Financial Statements for the year ended 30 June 2021 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 2021. 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. 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 The financial statements were authorised for issue by the Board of transaction provides evidence of the impairment of the asset Directors on 25 September 2021. 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 under the historical cost convention, except for, where applicable, the revaluation of 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 financial assets and liabilities at fair value through profit or loss and loss in profit or loss. derivative financial instruments. 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 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. current reporting period. FOREIGN CURRENCY TRANSLATION The adoption of these Accounting Standards and Interpretations Functional and presentation currency did not have any significant impact on the financial performance or position of the Company. Any new, revised or amending Accounting Standards or 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 Interpretations that are not yet mandatory have not been is the Canadian Dollar. early adopted. 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 2021 and the results of all subsidiaries for the year then ended. Nova Limited and its subsidiaries together 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 46 47 Annual Report 2021Notes to the Consolidated Financial Statements for the year ended 30 June 2021Nova Minerals Limited The cost of equity-settled transactions are recognised as an exchange rates of monetary assets and liabilities denominated in expense with a corresponding increase in equity over the vesting foreign currencies are recognised in profit or loss. period. The cumulative charge to profit or loss is calculated based Foreign operations The assets and liabilities of foreign operations are translated into on the grant date fair value of the award, the best estimate of the number of awards that are likely to vest and the expired portion of Australian dollars using the exchange rates at the reporting date. the vesting period. The amount recognised in profit or loss for the The revenues and expenses of foreign operations are translated period is the cumulative amount calculated at each reporting date into Australian dollars using the average exchange rates, which less amounts already recognised in previous periods. approximate the rates at the dates of the transactions, for the period. All resulting foreign exchange differences are recognised in The cost of cash-settled transactions is initially, and at each reporting other comprehensive income through the foreign currency reserve date until vested, determined by applying either the Binomial or in equity. The foreign currency reserve is recognised in profit or loss Black-Scholes option pricing model, taking into consideration when the foreign operation or net investment is disposed of. the terms and conditions on which the award was granted. The 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 Equity-settled and cash-settled share-based compensation benefits are provided to employees. Equity-settled transactions are awards of shares, or options over shares, that are provided to employees in exchange for the rendering of services. Cash-settled transactions are awards of cash for the exchange of services, where the amount of cash is determined by reference to the share price. The cost of equity-settled transactions are measured at fair value on grant date. Fair value is independently determined using either the Binomial or Black-Scholes option pricing model that takes into account the exercise price, the term of the option, the impact of dilution, the share price at grant date and expected price volatility of the underlying share, the expected dividend yield and the risk free interest rate for the term of the option, together with non- vesting conditions that do not determine whether the consolidated entity receives the services that entitle the employees to receive payment. No account is taken of any other vesting conditions. cumulative charge to profit or loss until settlement of the liability is calculated as follows: • during the vesting period, the liability at each reporting date is the fair value of the award at that date multiplied by the expired portion of the vesting period. • from the end of the vesting period until settlement of the award, the liability is the full fair value of the liability at the reporting date. All changes in the liability are recognised in profit or loss. The ultimate cost of cash-settled transactions is the cash paid to settle the liability. Market conditions are taken into consideration in determining fair value. Therefore any awards subject to market conditions are considered to vest irrespective of whether or not that market condition has been met, provided all other conditions are satisfied. If equity-settled awards are modified, as a minimum an expense is recognised as if the modification has not been made. An additional expense is recognised, over the remaining vesting period, for any modification that increases the total fair value of the share-based compensation benefit as at the date of modification. If the non-vesting condition is within the control of the consolidated entity or employee, the failure to satisfy the condition is treated as a cancellation. If the condition is not within the control of the consolidated entity or employee and is not satisfied during the vesting period, any remaining expense for the award is recognised over the remaining vesting period, unless the award is forfeited. If equity-settled awards are cancelled, it is treated as if it has vested on the date of cancellation, and any remaining expense is recognised immediately. If a new replacement award is substituted for the cancelled award, the cancelled and new award is treated as if they were a modification. 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 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 transaction will take place either: in the principal market; or in the activities. 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, 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 the fair value measurement is based on its highest and best use. mineral resource. 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. 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 For recurring and non-recurring fair value measurements, external of production. 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 Capitalisation of development expenditure ceases once the mining property is capable of commercial production, at which point it is there is a significant change in fair value of an asset or liability from transferred into a separate mining asset. 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. 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 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. INVESTMENTS AND OTHER FINANCIAL ASSETS Investments and other financial assets are initially measured at fair value. Transaction costs are included as part of the initial measurement, except for financial assets at fair value through profit or loss. Such assets are subsequently measured at either amortised cost or fair value depending on their classification. Classification is determined based on both the business model within which such assets are held and the contractual cash flow characteristics of the financial asset unless an accounting mismatch is being avoided. Financial assets are derecognised when the rights to receive cash flows have expired or have been transferred and the consolidated entity has transferred substantially all the risks and rewards of ownership. When there is no reasonable expectation of recovering part or all of a financial asset, it's carrying value is written off. 48 49 Annual Report 2021Nova Minerals LimitedNotes to the Consolidated Financial Statements for the year ended 30 June 2021Notes to the Consolidated Financial Statements for the year ended 30 June 2021 Financial assets at fair value through profit or loss Financial assets not measured at amortised cost or at fair value 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 Commitments and contingencies are disclosed net of the amount Conceptual Framework for Financial Reporting (Conceptual through other comprehensive income are classified as financial primarily for the purpose of trading; it is due to be settled within of GST recoverable from, or payable to, the tax authority. Framework) assets at fair value through profit or loss. Typically, such financial 12 months after the reporting period; or there is no unconditional assets will be either: (i) held for trading, where they are acquired right to defer the settlement of the liability for at least 12 months for the purpose of selling in the short-term with an intention of after the reporting period. All other liabilities are classified as non- making a profit, or a derivative; or (ii) designated as such upon current. initial recognition where permitted. Fair value movements are recognised in profit or loss. INCOME TAX Financial assets at fair value through other comprehensive income Financial assets at fair value through other comprehensive income include equity investments which the consolidated entity intends to hold for the foreseeable future and has irrevocably elected to classify them as such upon initial recognition. 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. Impairment of financial assets The consolidated entity recognises a loss allowance for expected credit losses on financial assets which are either measured at amortised cost or fair value through other comprehensive income. The measurement of the loss allowance depends upon the consolidated entity's assessment at the end of each reporting period as to whether the financial instrument's credit risk has increased significantly since initial recognition, based on reasonable and supportable information that is available, without undue cost or effort to obtain. 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 Where there has not been a significant increase in exposure to liability is settled. credit risk since initial recognition, a 12-month expected credit loss allowance is estimated. This represents a portion of the asset's lifetime expected credit losses that is attributable to a default event that is possible within the next 12 months. Where a financial asset 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 has become credit impaired or where it is determined that credit differences and losses. risk has increased significantly, the loss allowance is based on the asset's lifetime expected credit losses. The amount of expected credit loss recognised is measured on the basis of the probability weighted present value of anticipated cash shortfalls over the life of the instrument discounted at the original effective interest rate. For financial assets mandatorily measured at fair value through other comprehensive income, the loss allowance is recognised in other comprehensive income with a corresponding expense through profit or loss. In all other cases, the loss allowance reduces the asset's carrying value with a corresponding expense through profit or loss. 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. LOSS PER SHARE Basic loss per share Basic loss per share is calculated by dividing operating loss The consolidated entity has adopted the revised Conceptual Framework from 1 July 2020. The Conceptual Framework contains new definition and recognition criteria as well as new guidance on measurement that affects several Accounting Standards, but it has not had a material impact on the consolidated entity’s financial attributable to the owners of the Company, excluding any costs statements. of servicing equity other than ordinary shares, by the weighted average number of ordinary shares outstanding during the financial CRITICAL ACCOUNTING ESTIMATES year. Diluted loss per share The preparation of financial statements in conformity with AASBs requires management to make judgements, estimates and Diluted loss per share adjusts the figures used in the determination assumptions that affect the application of accounting policies and of basic earnings per share to take into account the after income tax the reported amounts of assets, liabilities, income and expenses. effect of interest and other financing costs associated with dilutive potential ordinary shares and the weighted average number of Estimates and judgements are continually evaluated and based on shares assumed to have been issued for no consideration in relation historical experience and other factors, including expectations of 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. NEW OR AMENDED ACCOUNTING STANDARDS AND INTERPRETATIONS ADOPTED The consolidated entity has adopted all of the new or amended Accounting Standards and Interpretations issued by the Australian Accounting Standards Board (‘AASB’) that are mandatory for the 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: Exploration and evaluation expenditure Exploration and evaluation costs have been capitalised on the basis that the consolidated entity will commence commercial production in the future, from which time the costs will be amortised in proportion to the depletion of the mineral resources. Key judgements are applied in considering costs to be capitalised which includes determining expenditures directly related to these activities and allocating overheads between those that are expensed and capitalised. In addition, costs are only capitalised that are expected to be recovered either through successful development or sale of the relevant mining interest. Factors that could impact the future commercial production at the mine include the level of reserves and resources, future technology changes, which could impact the cost of mining, future legal changes and changes in commodity prices. To the extent that capitalised costs are determined not to be recoverable in the future, they will be written off in the period in which this determination is made. Receivables and payables are stated inclusive of the amount of GST current reporting period. receivable or payable. The net amount of GST recoverable from, or CURRENT AND NON-CURRENT CLASSIFICATION payable to, the tax authority is included with other receivables or Any new or amended Accounting Standards or Interpretations that payables in the Statement of Financial Position. are not yet mandatory have not been early adopted. Assets and liabilities are presented in the statement of financial position based on current and non-current classification. Cash flows are presented on a gross basis. The GST components The following Accounting Standards and Interpretations are most Share-based payment transactions of cash flows arising from investing or financing activities which relevant to the consolidated entity: The consolidated entity measures the cost of equity-settled An asset is classified as current when: it is either expected to be are recoverable from, or payable to the taxation authority, are realised or intended to be sold or consumed in the consolidated presented as operating cash flows. 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. 50 51 Annual Report 2021Nova Minerals LimitedNotes to the Consolidated Financial Statements for the year ended 30 June 2021Notes to the Consolidated Financial Statements for the year ended 30 June 2021 transactions with employees by reference to the fair value of the equity instruments at the date at which they are granted. The fair value is determined by using either the Binomial or Black-Scholes model taking into account the terms and conditions upon which the instruments were granted. The accounting estimates and assumptions relating to equity-settled share-based payments would have no impact on the carrying amounts of assets and liabilities within the next annual reporting period but may impact profit or loss and equity. Refer to note 16 for further information. Estimation of useful lives of assets The consolidated entity determines the estimated useful lives and related depreciation and amortisation charges for its property, plant and equipment and finite life intangible assets. The useful lives could change significantly as a result of technical innovations or some other event. The depreciation and amortisation charge will increase where the useful lives are less than previously estimated lives, or technically obsolete or non-strategic assets that have been abandoned or sold will be written off or written down. Fair value measurement hierarchy The consolidated entity is required to classify all assets and liabilities, measured 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; and Level 3: Unobservable inputs for the asset or liability. Considerable judgement is required to determine what is significant to fair value and therefore which category the asset or liability is placed in can be subjective. The fair value of assets and liabilities classified as level 3 is determined by the use of valuation models. These include discounted cash flow analysis or the use of observable inputs that require significant adjustments based on unobservable inputs. Refer to note 20 for further information. Coronavirus (COVID-19) pandemic Judgement has been exercised in considering the impacts that the Coronavirus (COVID-19) pandemic has had, or may have, on the consolidated entity based on known information. This consideration extends to the nature of the products and services offered, customers, supply chain, staffing and geographic regions in which the consolidated entity operates. Other than as addressed in specific notes, there does not currently appear to be either any significant impact upon the financial statements or any significant uncertainties with respect to events or conditions which may impact the consolidated entity unfavourably as at the reporting date or subsequently as a result of the Coronavirus (COVID-19) pandemic. 2 SEGMENT REPORTING Operating segment information is disclosed on the same basis of exploration permits and Company cash forecast for the next as information used for internal reporting purposes by the Board twelve months of operation. On this basis, the board considers the of Directors. consolidated entity operates in one segment being exploration of minerals and three geographical areas, being Australia, Canada At regular intervals, the board is provided management and United States. information for the Company’s cash position, the carrying values GEOGRAPHICAL INFORMATION Australia Canada United States Total 3 EXPENSES 2021 $ 1,800 - 345 2,145 Interest Income Geographical non-current asset 2020 $ 65,359 - 103 2021 $ 2,734,349 8,674,651 29,747,129 2020 $ 30,179 8,160,439 8,130,799 65,462 41,156,128 16,321,417 Loss before tax includes the following specific items: Depreciation Superannuation 2021 $ 205,738 7,270 4 CONTRACTORS AND CONSULTANTS Corporate and Consultants 2021 $ 637,524 637,524 2020 $ 90,580 10,806 2020 $ 519,040 519,040 52 53 Annual Report 2021Nova Minerals LimitedNotes to the Consolidated Financial Statements for the year ended 30 June 2021Notes to the Consolidated Financial Statements for the year ended 30 June 2021 5 FINANCE EXPENSES 7 LOSS PER SHARE Finance charges Total Finance Expense 2021 $ 102,010 102,010 6 INCOME TAX Reconciliation between tax credit expense and pre-tax accounting loss Loss before tax Income tax benefit on loss at Australian tax rate of 26% (2020: 27.5%) Tax Effect on non-deductible items Reclassification of Exploration and Evaluation Assets Share Based Payments Over/Under provision Other Current year losses for which no deferred tax asset was recognized Income tax Tax losses 2020 $ 4,705 4,705 2020 $ (4,276,995) (1,176,174) 144,830 516,656 - - 2021 $ (3,343,467) (869,301) 25,537 382,443 - - Basic loss per share (cents) Diluted loss per share (cents) 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) 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: 2021 (0.20) (0.20) 2021 $ (3,127,870) (3,127,870) 2020 (0.43) (0.43) 2020 $ (4,195,388) (4,195,388) (461,321) (514,687) 461,321 - 514,687 - 2021 Shares 2020 Shares Weighted average number of shares Basic loss per ordinary share denominator 1,554,605,632 965,739,107 Adjustments for calculation of diluted earnings per share: Unused tax losses for which no deferred tax asset has been recognized 28,701,474 26,927,163 Diluted loss per ordinary share denominator 1,652,105,632 1,492,511,687 2021 $ 2020 $ Options outstanding 97,500,000 526,772,580 Potential tax benefit @ 26% (2020: 27.5%) 7,462,383 7,404,970 The tax losses do not expire under current tax legislation. Deferred tax assets have not been recognised in respect of these items The tax losses are subject to further review to determine if they satisfy the necessary legislative requirements under Income Tax because it is not probable that future taxable profit will be available legislation for carry forward and recoupment of tax losses. 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. 54 55 Annual Report 2021Nova Minerals LimitedNotes to the Consolidated Financial Statements for the year ended 30 June 2021Notes to the Consolidated Financial Statements for the year ended 30 June 2021 8 TRADE & OTHER RECEIVABLES 30 June 2021 $ 30 June 2020 $ GST (Payable)/Receivable Placement Funds (a) Placement Funds (b) Placement Funds (c) Prepaid Insurance Prepayments (d) Prepayments (e) Rent Bond Receivables Interest Receivable (18,609) 44,987 - 10,037 - 86,172 66,595 5,830 - - 195,012 171,459 78,267 88,048 - 15,933 - - 6,880 1,848 37,199 399,634 The Company’s exposure to credit risk related to trade and other receivables are disclosed in note 22. a. The amounts relate to funds not yet received from the December 2017 and June 2018 and 2019 Placements. b. The amounts relate to funds not yet received from the January 2020 Placements. c. The amounts relate to funds not yet received from the November 2020 Placement. d. The amount relates to prepaid Administration Expenses and Exploration Expenses. e. The amount relates to prepaid Insurance Premiums 56 57 Annual Report 2021Nova Minerals LimitedNotes to the Consolidated Financial Statements for the year ended 30 June 2021 9 CURRENT OTHER FINANCIAL ASSETS 10 PLANT & EQUIPMENT Convertible Note Total 2021 $ - - 2020 $ 413,325 413,325 On 25 March 2020 Nova signed a Convertible Note Deed to invest in and will, as part of their terms of issue, require the Company to Torian Resources Limited, an ASX gold exploration and development seek approvals from shareholders necessary for conversion of entity with operations in WA. the Options (if any); and • The Conversion Price $0.0045 (0.45 cents) per ordinary share The key terms of the convertible note between Torian Resources (“Issue Price”), with fractional entitlements rounded up. and Nova are as follows: • The convertible note was converted to 91,850,000 ordinary shares subsequent to year end. • Torian Resources Limited issued 413, 325 of notes with a face value of $1 to Nova; • The Interest rate 12% per annum payable in cash monthly or, at the election of the Investor, capitalised monthly and payable in cash on conversion or redemption of the Notes.; • The term of the note 365 days; • Torian, within 2 business days of the date of this Deed, issue the Investor (or its nominee) with 45,925,000 options which have an exercise price of $0.02 (2 cents), expire on 7 February 2022 and, upon exercise, will entitle the holder to one ordinary share in the Company. The Options will be issued by the Company under the Company’s capacity under the ASX Listing Rule 7.1 Plant and equipment – at cost Less: accumulated depreciation Carrying amount at end of period Reconciliations: Plant and equipment Balance at 1 July 2020 Additions Depreciation Foreign Exchange 30 June 2021 $ 2,729,709 (358,737) 2,370,972 2021 $ 1,258,034 1,379,500 (205,738) (60,824) 30 June 2020 $ 1,413,726 (155,692) 1,258,034 2020 $ 619,577 729,037 (90,580) - Carrying amount at end of period 2,370,972 1,258,034 58 59 Annual Report 2021Nova Minerals LimitedNotes to the Consolidated Financial Statements for the year ended 30 June 2021Notes to the Consolidated Financial Statements for the year ended 30 June 2021 11 EXPLORATION AND EVALUATION EXPENDITURE Balance at beginning of year Revaluation due to Foreign Exchange Expenditure incurred Cash call paid for Officer Hill Project Reclassification of exploration expenditure to profit and loss 2021 $ 15,033,203 (531,111) 21,439,198 - (98,221) 2020 $ 9,790,760 (97,244) 5,617,080 249,262 - Impairment of Officer Hill Project (a) - (526,655) Carrying amount at end of year 35,843,069 15,033,203 a. The amount was been impaired as Nova Minerals decided to no longer commit to the funding contributions required under the Joint Venture Agreement. As a result, Nova no longer owns these tenements. 12 TRADE AND OTHER PAYABLES Trade and other payables 2021 $ 3,424,690 3,424,690 2020 $ 1,981,286 1,981,286 60 61 Annual Report 2021Nova Minerals LimitedNotes to the Consolidated Financial Statements for the year ended 30 June 2021Notes to the Consolidated Financial Statements for the year ended 30 June 2021 13 DERIVATIVE FINANCIAL LIABILITIES Opening Balance Fair value loss on conversion Funding Facility Options Issued Shares Issued Total • On 1 Oct 2020, Collins St Asset Management Pty Ltd ATF Collins St Value Fund (CSVF) notified Nova Minerals that they wished to convert the note into 31,428,572 NVA shares. • The derivative security has been recognised at its fair value on the issue of shares and revalued at the date of conversion. • On 1 Oct 2020, Nova Minerals’ share price was 0.10c and the value of the Shares issued to CSVF was $3,142,857, Resulting in a fair value loss on derivative financial liability of $1,828,857. 14 CONVERTIBLE NOTES However, because this instrument also contains an equity component, further consideration is necessary because IAS 32 defines equity as a residual amount, and where an instrument contains a liability and an equity component, the liability component should be determined first, and the residual amount is equity. 15 ISSUED CAPITAL 2021 $ 1,314,000 1,828,857 - - (3,142,857) 2020 $ - - 2,000,000 (486,000) (200,000) - 1,314,000 Issued Capital Ordinary share - issued and fully paid 2021 $ 114,922,698 114,922,698 30-Jun-21 $ 2020 $ 78,401,191 78,401,191 30-Jun-20 $ Convertible Notes Total 2021 $ 862,371 862,371 2020 $ - - During the year ended 30 June 2021, Snow Lake Inc (a Canadian Other terms included: subsidiary of Nova Minerals), raised funds by issuing $865k (CAD) The issuer may prepay the entire principal amount of the debenture of convertible loan notes. + interest at 110% of the current principal of the debenture and The transaction is the issue of Convertible Debentures in Canadian accrued interest. Dollars, at a 5% discount, to a number of holders. The maturity date is the earlier of December 23, 2022; the date of In exchange for giving the company cash, each holder of the notes an IPO, or any earlier date by mutual agreement. receives: Commission costs of CAD15,000 were paid as a transaction cost Interest, which accrues on the notes, at the higher of 12% or the 75,000 warrants were issued to bankers in compensation for WSJ prime rate + 7%, and is payable on maturity. entering the agreement. Warrants (issued at the date of issue of the debenture note), which The instrument contains the following features: give the holder the right to convert them to a fixed number of There is an underlying loan representing the obligation to pay cash shares at CAD0.30 per warrant, for 2 years from the date the entity achieves a public offering. if the holder does not elect to exercise the conversion option, plus the interest. The right to convert the principal and interest to a variable number There is conversion feature, which does not meet the fixed-for-fixed of shares (because the number of shares to be issued is based on a test, so is a derivative financial liability. variable conversion price) There is an equity component of the instrument, being the warrants The initial conversion price is the lesser of CAD0.25 per share, and issued on day 1. 20% discount on the issue price upon sale or conversion of offered In such circumstances, AASB 9 requires the fair value of the securities issued in a “qualified financing” (defined as any capital embedded derivative to be determined first, and the residual raise or sale of securities after the date of the debenture). amount be allocated to the host liability. At the beginning of the period 1,079,512,182 78,401,191 774,134,151 69,483,015 No. $ No. $ Shares issued during the period - Contributions of equity 123,529,412 21,000,000 246,189,377 7,508,002 - Shares issued on conversion of options 453,476,481 15,441,257 59,188,654 1,829,881 - Shares issued on conversion of derivative security 31,428,572 3,142,857 Share buy back (7,000,000) (997,018) Share issue costs - (2,065,589) - - - (419,707) At the end of the period 1,680,946,647 114,922,698 1,079,512,182 78,401,191 Ordinary shares Ordinary shares entitle the holder to participate in dividends and the proceeds on the winding up of the company in proportion to the number of and amounts paid on the shares held. The fully paid ordinary shares have no par value and the company does not have a limited amount of authorised capital. On a show of hands every member present at a meeting in person or by proxy shall have one vote and upon a poll each share shall have one vote. Capital risk management The consolidated entity’s objectives when managing capital is to safeguard its ability to continue as a going concern, so that it can provide returns for shareholders and benefits for other stakeholders and to maintain an optimum capital structure to reduce the cost of capital. 62 63 Annual Report 2021Nova Minerals LimitedNotes to the Consolidated Financial Statements for the year ended 30 June 2021Notes to the Consolidated Financial Statements for the year ended 30 June 2021 17 PARENT ENTITY & CONTROLLED ENTITIES Set out below are movements in options on issue over ordinary shares of Nova Minerals Limited: PARENT INFORMATION Exercise period Exercise price Beginning balance Issued Exercised Lapsed Ending balance Listed options: On or before 31 August 2020 Unlisted options: On or before 19 September 2022 On or before 28 October 2022 On or before 28 January 2023 On or before 2 June 2022 On or before 25 November 2022 On or before 2 Dec 2023 On or before 20 May 2023 Total 3.25 cents 438,772,580 (435,476,481) (3,296,099) - 4 cents 61,000,000 5.6 cents 1,500,000 6 cents 7,500,000 - - - 7 cents 18,000,000 (18,000,000) 30 cents 8 cents 10,500,000 11,000,000 13.5 cents 6,000,000 - - - - 61,000,000 - - - - - - 1,500,000 7,500,000 - 10,500,000 11,000,000 6,000,000 526,772,580 27,500,000 (453,476,481) (3,296,099) 97,500,000 16 EQUITY – NON CONTROLLING INTEREST Parent entity information Set out below is the supplementary information about the parent entity. Statement of profit or loss and other comprehensive income Loss after income tax Other comprehensive income Statement of financial position Current assets Non-current assets Total assets Current liabilities Non-current liabilities Total liabilities Net assets Equity Issued Capital Equity Reserves Accumulated losses Foreign Exchange Reserve Total Equity Issued capital Reserves Foreign currency reserve Retained (loss) 30 June 2021 $ 6,326,959 370,576 (147,793) (753,916) 5,795,826 30 June 2020 $ 2,737,493 337,281 (4,258) (542,499) 2,528,017 Contingent liabilities The parent entity had no contingent liabilities as at 30 June 2021 and 30 June 2020. Capital commitments - Property, plant and equipment The parent entity had no capital commitments for property, plant and equipment as at 30 June 2021 and 30 June 2020. Significant accounting policies The accounting policies of the parent entity are consistent with those of the consolidated entity, as disclosed in note 1. The non-controlling interest has a 26.20% (2020: 26.20%) equity holding in Snow Lake Resources, and a 15% (2020: 15%) in AKCM Pty Ltd. Parent 2021 (2,397,161) - 12,398,226 38,561,878 50,960,105 101,595 - 101,595 50,858,509 114,922,698 5,689,270 (69,753,459) 2020 (3,900,411) (293,955) 937,251 7,212,499 8,149,750 942,557 - 942,557 7,207,193 78,535,800 3,518,544 (67,650,252 50,858,509 14,404,092 64 65 Annual Report 2021Nova Minerals LimitedNotes to the Consolidated Financial Statements for the year ended 30 June 2021Notes to the Consolidated Financial Statements for the year ended 30 June 2021 CONTROLLED ENTITIES INFORMATION AKCM (AUST) PTY LTD Subsidiary Entities Consolidated Country of Incorporation Class of Shares Parent Ownership Non-Controlling interest Ownership Ownership Ownership Ownership Interest Interest Interest Interest 2021 % 2020 % 2021 % 2020 % Snow Lake Resources Ltd^ Canada Ordinary 73.80% 73.80% 26.2% 26.2% Snow Lake (Crowduck) Ltd Canada Ordinary 100% 100% SnowLake Exploration Ltd Canada Ordinary 100% 100% Thompson Bros Lithium Pty Ltd Australia Ordinary 100% 100% AKCM (Aust) Pty Ltd* Australia Ordinary 85% 85% 15% 15% AK Operations LLC USA Ordinary 100% 100% AK Mining LLC USA Ordinary 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 “Manitoba Minerals Pty Ltd”) *ACKM (AUS) Pty Ltd is the immediate parent of AK Operations LLC and Ak Mining LLC In December 2017 Nova entered into a JV agreement with AK Minerals Pty Ltd, a private company registered in NSW, comprising a farm-in for a number of exploration projects. As part of the agreement the JV entity AKCM (AUST) Pty Ltd was formed, with tenements transferred from AK Minerals to the JVCo. Based on a number of stages of expenditure as set out per the agreement Nova is entitled to increasing shareholding in the entity, acquiring 51% of shares after Stage 2 and 70% after Stage 3 per the original agreement. Nova now has a 85% interest in the Estelle Gold Camp through surpassing ongoing expenditure requirements. The consolidated financial statements incorporate the assets, liabilities and results of the following subsidiary with non-controlling interests in accordance with the accounting policy described in Note 1: AKCM (Aust) Pty Ltd Summarised statement of financial position Current assets Non-current assets Total assets Current liabilities Non-current liabilities Total liabilities Net assets Summarised statement of profit or loss and other comprehensive income Revenue Expenses Loss before income tax expense Other comprehensive income Total comprehensive income Statement of cash flows Net cash from operating activities Net cash used in investing activities Net cash used in financing activities Net increase/(decrease) in cash and cash equivalents Other financial information Loss attributable to non-controlling interests Accumulated non-controlling interests at the end of reporting period 2021 $ 3,081,182 29,764,042 32,845,224 2,978,781 - 2,978,781 29,866,443 345 (289,051) (288,706) - 577,414 (7,944,812) 10,316,343 - 2,371,531 (43,306) (170,192) 2020 $ 937,251 7,212,499 8,149,750 942,557 - 942,557 7,207,193 103 152,391 (152,288) - 304,576 (71,684) 1,002,158 - 930,474 (22,843) (126,886) 66 67 Annual Report 2021Nova Minerals LimitedNotes to the Consolidated Financial Statements for the year ended 30 June 2021Notes to the Consolidated Financial Statements for the year ended 30 June 2021 SNOW LAKE RESOURCES LTD The consolidated financial statements incorporate the assets, liabilities and results of the following subsidiary with non-controlling interests in accordance with the accounting policy described in Note 1. Snow Lake Resources Ltd Summarised statement of financial position Current assets Non-current assets Total assets Current liabilities Non-current liabilities Total liabilities Net assets Summarised statement of profit or loss and other comprehensive income Revenue Expenses Loss before income tax expense Other comprehensive income Total comprehensive income Statement of cash flows Net cash from operating activities Net cash used in investing activities Net cash used in financing activities Net increase/(decrease) in cash and cash equivalents Other financial information Loss attributable to non-controlling interests Accumulated non-controlling interests at the end of reporting period 2021 $’000 439,453 6,120,100 6,559,553 662,987 862,370 1,525,357 5,034,196 - (657,599) (657,599) - 2020 $’000 165,953 5,735,889 5,901,842 378,551 - 378,551 5,523,291 - (224,295) (224,295) - (657,599) (224,295) (660,456) - 825,235 (164,779) (172,291) (654,440) (254,193) (178,770) 127 (432,836) (58,765) (482,149) 18 EQUITY RESERVE 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 5. RESERVES Equity Reserves Convertible Notes EQUITY RESERVES Share Based Payment (1) Option Reserve (2) Option Reserve (Recognised in equity) (3) Option Reserve (4) Option Reserve (5) Option Reserve (6) Option Reserve (Recoginsed in equity) (7) Option Reserve (8) Option Reserve (Recognised in equity) (9) 2021 $ 6,652,087 81,031 6,733,118 2020 $ 4,468,607 - 4,468,607 30 Jun 2021 30 June 2020 240,000 3,607,998 134,609 486,000 240,000 3,607,998 134,609 486,000 975,788 97,579 699,790 397,569 12,754 6,652,087 4,468,607 1. The reserve is used to record the value of 2.5 million NVA shares February 2019 Nova Minerals entered into an agreement with Bull per year for 5 years issued to Bull Run Capital Inc. upon, or before, Run Capital where instead of issuing shares would pay Bull Run the annual anniversary of the execution of the Option (i.e. a total of Capital $90,000. up to 12.5 million NVA shares) under the terms of its arrangement 2. The reserve is used to record the value of options issued to with Bull Run Capital which was entered into in April 2016. If Nova the Directors of the Nova Minerals and advisors of Snow Lake Minerals withdraws from the project and elects not to pursue Resources Limited (subsidiary) as part of compensation for their its earn-in rights its obligation to issue any unissued tranches of services. Details of the share-based payments are in Note 19. shares to Bull Run shall terminate. The shares to be issued to Bull 3. The reserve is used to record 7,478,260 listed options that were Run Capital have been valued in accordance with the requirements issued on 15th January 2020 to advisors as part of capital raising of AASB2 Share Based Payments. The shares have been valued costs . The options have been valued in reference to the last traded using the spot rate of $0.024 per share being the fair value of the price at $0.018 per option giving rise to transactional value of shares at the date of settlement and completion of the service. In $134,609. 68 69 Annual Report 2021Nova Minerals LimitedNotes to the Consolidated Financial Statements for the year ended 30 June 2021Notes to the Consolidated Financial Statements for the year ended 30 June 2021 4. The reserve is used to record 18,000,000 unlisted options that 8. The reserve is used to record the value of options issued to were issued on the 2 June 2020 to Collins St Asset Management the Advisors of the company as part of compensation for their Pty Ltd as part of the Convertible Note Agreement. These were services. Details of the share-based payments are in Note 19. estimated at the date of grant, being 28 May 2020, using the 9. Balance comprises options issued to advisors of Snow Lake Black Scholes pricing method, taking into account the terms and Resources as part of capital raising costs. 19 SHARE BASED PAYMENTS conditions under which the options were granted. The Options can be exercised at any time until 24 months from the Closing Date of 28 May 2020. The grant date fair value of the options granted was $0.027 per option giving rise to total transactional value of $486,000. 5. The reserve is used to record the value of options issued to the Directors of the company as part of compensation for their services. Details of the share-based payments are in Note 19. 6. The reserve is used to record the value of options issued to the Advisors of the company as part of compensation for their services. Details of the share-based payments are in Note 19. 7. The reserve is used to record 10,500,000 Unlisted options that were issued to advisors as part of capital raising costs. The fair value arising from the issue of the Options has been assessed as $699,790. The Options have been valued using a Trinomial Valuation pricing model based on the fair value of a Company share at the grant date, using the following assumptions: 2/12/2020 2/12/2022 0.30 0.18 100% 1% - 2.50 200.00 0.067 Grant date Expiry date ($) Exercise price ($) Share price at grant Volatility (%) Risk free rate Dividend yield Early exercise factor Trinomial step Fair value at grant date CONVERTIBLE NOTE RESERVES Convertible note reserve The Convertible Note reserve relates to the portion of convertible notes issued by Snow Lake Resources. 2021 $ 81,031 81,031 2020 $ - - Options Granted Director Stock Option Employee Stock Options Employee Stock Options Consultant Options Consultant Options Employee Stock Options (1) Director Stock Option (2) Consultant Options (3) 30 June 2020 $ 1,898,750 1,878,750 30 June 2020 $ 1,550,000 165,000 31,500 51,750 80,500 30 June 2021 $ 1,470,936 1,470,936 30 June 2021 $ 97,579 975,788 397,569 1,470,936 1,878,750 The share based payment does not include $12,754 broker option Table 1 reserves and 699,790 broker options as they have been recognised in equity. These are transaction costs related to the convertible note Grant date in Snow Lake Resources and the capital raising for Nova and are recognised in issued capital. Expiry date ($) 1) On 29 December 2020, 1,000,000 unlisted options were issued Exercise price ($) to Consultants of Nova Minerals as part of an employee stock option plan. The fair value arising from the issue of the Options has Share price at grant been assessed as $97,579. The Options have been valued using a Trinomial Valuation pricing model based on the fair value of a Company share at the grant date, using the following assumptions in Table 1: Volatility (%) Risk free rate 2 ) On 29 December 2020 the Company issued 10,000,000 Unlisted Options to directors as part of compensation for their services. The Dividend yield fair value arising from the issue of the Options has been assessed as $975,788. The Options have been valued using a Trinomial Valuation pricing model based on the fair value of a Company share at the grant date, using the following assumptions in Table 1: Early exercise factor Trinomial step Fair value at grant date 29/12/2020 29/12/2023 .075 .17 100% 1% 0.00 2.50 200 0.10 70 71 Annual Report 2021Nova Minerals LimitedNotes to the Consolidated Financial Statements for the year ended 30 June 2021Notes to the Consolidated Financial Statements for the year ended 30 June 2021 20 CONTINGENCIES There are no contingent liabilities that the consolidated entity has become aware of at 30 June 2021 and 30 June 2020. 3) On 20 May 2021, 6,000,000 unlisted options were issued to a consultant in connection with investor relations and marketing services. Table 2 The fair value of the Options has been assessed as $397,569. The Grant date options have been valued using Trinomial Valuation pricing model, based on the fair value of the Company's share at the grant date, using Expiry date ($) the following assumptions in Table 2: Exercise price ($) Share price at grant Volatility (%) Risk free rate Dividend yield Early exercise factor Trinomial Step Fair value at grant date 20/05/2021 20/05/2023 .135 .14 100% .26% 0.00 2.50 200 0.066 The following table summarizes the options issued as part of Nova Minerals’ Employees Stock Option Plan: Grant Date Exercise Price Granted Exercised Expired / Balance Terminated 30 June 2021 September 19, 2019 (a) $0.04 50,000,000 August 6, 2019 (b) $0.04 11,000,000 October 28, 2019 (c) $0.056 1,500,000 December 29, 2020 (d) $0.075 11,000,000 Total 73,500,000 - - - - - - - - 50,000,000 11,000,000 1,500,000 11,000,000 73,500,000 a. The options vested on issuance and have an expiry date of 19 September 2022. Using the Black Scholes valuation model, the d. The options vested on issuance and have an expiry date of 29 December 2023. Using the Trinomial Valuation pricing model, Company determined the fair value of the options based on the the Company determined the fair value of the options based following assumptions: expected life: 3 years; volatility: 100%; on the following assumptions: expected life 3 years; volatility: dividend yield: nil; risk-free rate: 0.7%, market price: $0.048; and 100%; dividend yield: nil; risk-free rate: 1%, market price: $0.17; exercise price of $0.04. and exercise price of $0.075. b. The options vested on issuance and have an expiry date of 19 September 2022. Using the Black Scholes valuation model, the Company determined that the fair value of the options based on the following assumptions: expected life: 3 years; volatility: 100%; dividend yield: nil; risk-free rate: 0.7%, market price: $0.028; and exercise price of $0.04. c. The options vested on issuance and have an expiry date of 28 October 2022. Using the Black Scholes valuation model, the Company determined the fair value of the options based on the following assumptions: expected life: 3 years; volatility: 100%; dividend yield: nil; risk-free rate: 0.7%, market price: $0.038; and exercise price of $0.056. 72 73 Annual Report 2021Nova Minerals LimitedNotes to the Consolidated Financial Statements for the year ended 30 June 2021Notes to the Consolidated Financial Statements for the year ended 30 June 2021 21 CASH FLOW INFORMATION AND CASH EQUIVALENT 22 FINANCIAL INSTRUMENTS 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 B. RECONCILIATION OF LOSS AFTER INCOME TAX TO NET CASH FROM OPERATING ACTIVITIES Note Loss for the year Adjustments for Gain from sale of investment Fair value gain on investments Exploration costs reclassified Depreciation 2021 $ 15,516,112 15,516,112 2020 $ 4,197,221 4,197,221 2021 $ 2020 $ (3,343,467) (4,276,995) 376,507 (2,108,624) - - 98,222 526,655 205,739 90,580 The consolidated entity 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 consolidated entity 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: Fair value loss on derivative liabilities 1,828,857 - Share based payments (Note 19) 1,470,936 1,878,750 Non-Cash Finance Costs 102,010 - Variable rate instruments Carrying amount 2021 $ 2020 $ Net cash used in operating activities before change in assets and liabilities (2,122,834) (1,781,040) Cash and cash equivalents 15,516,112 4,197,221 Change in trade and other receivables 15,502 116,318 Change in trade and other payables Change in other financial assets - - (939,773) 391,474 Net cash used in operating activities (2,138,336) 2,213,021 15,516,112 4,197,221 74 75 Annual Report 2021Nova Minerals LimitedNotes to the Consolidated Financial Statements for the year ended 30 June 2021Notes to the Consolidated Financial Statements for the year ended 30 June 2021 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 June 2020. The following table summarises the sensitivity of the Company’s financial assets (cash) to interest rate risk: Profit or loss Equity Carrying amount $ 100 bp increase $ 100 bp decrease $ 100 bp increase $ 100 bp decrease $ 30 June 2021 Variable rate instruments Cash and cash equivalents 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 15,516,112 4,197,221 2021 $ 2020 $ 15,516,112 155,161 (155,161) 155,161 (155,161) BAS Receivables Interest Receivable - - 171,459 - 15,516,112 4,368,680 Profit or loss Equity Carrying amount $ 100 bp increase $ 100 bp decrease $ 100 bp increase $ 100 bp decrease $ 30 June 2020 Variable rate instruments Cash and cash equivalents 4,197,221 41,972 (41,972) 41,927 (41,927) 4,197,221 41,972 (41,972) 41,927 (41,927) 76 77 Annual Report 2021Nova Minerals LimitedNotes to the Consolidated Financial Statements for the year ended 30 June 2021Notes to the Consolidated Financial Statements for the year ended 30 June 2021 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. LIQUIDITY RISK Liquidity risk is the risk that the consolidated entity 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: Interest Rate Carrying amount $ Total contractual cash flows $ 6 months or less $ 6 to 12 Greater than months 12 months $ $ 30 June 2021 Financial liabilities Current Trade and other payables 3,424,690 3,424,690 Convertible Note 12% 862,371 862,371 2,143,531 3,424,690 862,371 Interest Rate Carrying amount $ Total contractual cash flows $ 6 months or less $ 6 to 12 Greater than months 12 months $ $ 30 June 2020 Financial liabilities Current Financial derivative liability 15% 1,314,000 1,314,000 1,314,000 Trade and other payables 1,981,286 - 1,981,286 3,295,286 1,314,000 3,295,286 - - - - - - 78 79 Annual Report 2021Nova Minerals LimitedNotes to the Consolidated Financial Statements for the year ended 30 June 2021Notes to the Consolidated Financial Statements for the year ended 30 June 2021 23 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 2021 $ 526,184 975,788 - 1,501,973 2020 $ 519,451 1,625,000 10,806 2,155,257 24 RELATED PARTY TRANSACTIONS 25 AUDITORS REMUNERATION Audit services BDO East Coast Partnership RSM Australia Partners Snow Lake Audit Taxation services BDO East Coast Partnership Total Auditors remuneration 2021 $ - 61,000 34,920 95,920 6,500 6,500 102,420 2020 $ 18,025 26,000 11,787 55,812 6,352 6,352 62,164 KEY MANAGEMENT PERSONNEL Disclosures relating to key management personnel are set out in the Remuneration Report of the Directors’ Report. TRANSACTIONS WITH OTHER ENTITIES 2021 • During the 2021 year there were no related party transactions. 2020 • During the 2020 year $10,271 was paid to AK81 Pty Ltd for Office Rental, AK81 Pty Ltd is a company of which Mr Avi Kimelman is a Director. Loans to/from related parties There were no loans to or from related parties at the current and previous reporting date. Terms and conditions All transactions were made on normal commercial terms and conditions and at market 80 81 Annual Report 2021Nova Minerals LimitedNotes to the Consolidated Financial Statements for the year ended 30 June 2021Notes to the Consolidated Financial Statements for the year ended 30 June 2021 26 NON-CURRENT OTHER FINANCIAL ASSETS 27 FAIR VALUE MEASUREMENT 2021 $ 2,734,348 207,738 - 2020 $ 30,719 - - 2,942,087 30,719 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 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. Investments at fair value through profit or loss Loans granted Deferred charges Total RECONCILIATION Reconciliation of the fair values at the beginning and end of the current and previous year are set out below: Opening balance Addition Loans Granted Deferred Charges Conversion of Torian Resources Convertible Note and Interest (1) Torian Resources Shares (2) Disposal AX8 Shares (3) Gain on Disposal of Shares: AX8 Shares (3) Loss on disposal of shares Movement in fair value: AX8 Shares Torian Resources Shares (4) Closing fair value JUNE 2021 Assets Investments at fair value Total JUNE 2021 Liabilities Convertible Note Total JUNE 2020 Assets Total JUNE 2020 Liabilities Derivative Financial Liability 2021 $ 30,719 - 207,738 - 425,725 200,000 - (93,623) - 62,904 - - - 2,108,624 2,942,087 2020 $ 52,569 - - - - - - - - - - (21,850) - - 1 ) On 1 July 2020 the convertible note was converted to 2) On 30 October 2020 , Nova Minerals invested $200,000 being 91,850,000 ordinary shares being the face value of the Notes of 6,666,667 Shares at $0.03 in Torian Resources as part of a private $413,325 , divided by conversion price of 0.45 cents. In addition placement. 2,755,500 TNR shares were issued in lieu of $12,399. 75 interest 3) In September 2020 Nova Minerals disposed of its AX8 Shares payments for the months of July , August and September 2020. 4) The Torian Resources shares were fair valued at the 30 June Total Value $425,725. closing price ($0.028 per share), resulting in a change in fair value 82 of $2,835,621. 30,719 Total Level 1 $ Level 2 $ Level 3 $ Total $ 2,734,349 2,734,349 - - - - - - Level 1 $ Level 2 $ Level 3 $ Total $ 862,371 862,371 - - - - - - Level 1 $ Level 2 $ Level 3 $ Total $ Level 1 $ Level 2 $ Level 3 $ Total $ 1,314,000 1,314,000 - - - - - - 83 Investments at fair value - 30,719 Convertible Note 413,325 - 52,569 - - - - Annual Report 2021Nova Minerals LimitedNotes to the Consolidated Financial Statements for the year ended 30 June 2021Notes to the Consolidated Financial Statements for the year ended 30 June 2021 28 SUBSEQUENT EVENTS DIRECTORS’ DECLARATION The following events have occurred subsequent to the period end: On 27 September 2021 a capital raising was announced. The Company is in the process of finalising a raise of AUD 12 million at a price of 11c per share. The Company is to issue Broker Options as part of the raise. On 19 July 2021 further drill results were announced at the Korbel Main prospect, with respect to drill holes KBDH-072 and KBDH-080. On 21 July 2021, mineralisation at RPM was announced to have a strong correlation to historic drill data at the prospect. On 26 July 2021, Nova announced that a prep lab had been successfully commissioned at the Estelle Gold project. On 2 August 2021, Nova announced that Snow Lake Resources Ltd had filed its Amendment No 2 to Form F-1 (on 30 July 2021) with the SEC, with respect to its intended IPO. On 1 September 2021, infill drilling results were announced at the Korbel Main prospect, with respect to drill holes KBDH-075 (average grade of 0.5 g/t Au over 216m) and KBDH-077 (average grade of 0.4 g/t Au over 219m). On 3 September 2021, further infill drilling results were announced at the Korbel Main prospect, with respect to drill holes KBDH-082 (average grade of 0.4 g/t Au over 324m), KBDH-076 (average grade of 0.3 g/t Au over 349m) and KBDH-073 (average grade of 0.3 g/t Au over 211m). On 9 September 2021, Nova confirmed gold discovery at RPM. Drill results were announced for RPM-002 (average grade of 0.6 g/t Au over 274m) and RPM-001 (average grade of 0.3 g/t Au over 326m). Other than what is noted above and as disclosed elsewhere in this report, there has not arisen in the interval between the end of the full year to 30 June 2021 and the date of this report any matter or circumstance that has significantly affected, or may significantly affect, the Group’s operations, the results of those operations, or the Group’s state of affairs, in future financial years. The Directors of Nova Minerals Limited declare that: a. In the Directors’ opinion the financial statements and notes set out on pages 40-84 and the Remuneration report in the Directors Report set out on pages 29-34, are in accordance with the Corporations Act 2001, including: i. giving a true and fair view of the Consolidate Entity’s financial position as at 30 June 2021 and of its performance, for the financial year ended on that date; and ii. complying with Australian Accounting Standards (including the Australian Accounting Interpretations) and Corporations Regulations 2001. b. 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 c. there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable. 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 2021. Signed in accordance with a resolution of directors made pursuant to section 295(5)(a) of the Corporations Act 2001. Dated at Melbourne this 27th day of September 2021 David Hersham Non-Executive Chairman 84 85 Annual Report 2021Nova Minerals LimitedNotes to the Consolidated Financial Statements for the year ended 30 June 2021 INDEPENDENT AUDITOR’S REPORT To the Members of Nova Minerals Limited 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 2021, 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 statements, including a summary of significant accounting policies, and the directors' declaration. In our opinion the accompanying financial report of the Group is in accordance with the Corporations Act 2001, including: (i) giving a true and fair view of the Group's financial position as at 30 June 2021 and of its financial performance for the year then ended; and (ii) complying with Australian Accounting Standards and the Corporations Regulations 2001. Basis for Opinion We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Financial Report section of our report. We are independent of the Group in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board's APES 110 Code of Ethics for Professional Accountants (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code. We confirm that the independence declaration required by the Corporations Act 2001, which has been given to the directors of the Company, would be in the same terms if given to the directors as at the time of this auditor's report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. 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. 86 87 Annual Report 2021Nova Minerals Limited Key Audit Matter How our audit addressed this matter Exploration and Evaluation Expenditure Refer to Note 11 in the financial statements the Group held capitalised At 30 June 2021 exploration and evaluation assets (“E&E Asset”) of $35,843,071. This represents 63% of the total assets of the Group at that date. We consider the carrying amount of these assets to be a key audit matter, under AASB 6 Exploration for and Evaluation of Mineral Resources, due to the involved, significant management including: judgments  whether the exploration and evaluation spend can finding specific mineral that be associated with resources, and expenditure is allocated to an area of interest; the basis on which  the Group's ability and intention to continue to explore the area;  which costs should be capitalised;  the existence of any impairment indicators, and if so, those applied to determine and quantify any impairment loss; and  whether exploration activities have reached the stage at which the existence of an economically recoverable reserve may be determined. Our audit procedures included, among others:  Obtaining evidence that the Group has valid rights to explore in the specific areas of interest;  Critically assessing and evaluating management’s assessment that no indicators of impairment existed;  Agreeing a sample of the additions to capitalised exploration assets to supporting documentation, to confirm they were capitalised in line with the measurement and other criteria of the Group's policy and Australian Accounting Standards;  Holding discussions with, and making enquiries of, the Group’s management team, reviewing of the Group’s ASX announcements, and other relevant documentation;  Confirming the existence of plans to determine that the Group will incur substantive expenditure on further exploration for and evaluation of mineral resources in the specific areas of interest;  Confirming the Group's intention to carry out significant exploration and evaluation activity in the relevant exploration area, through enquiries, and by assessing the Group's future cashflow forecasts, and reviewing the Group's business and financial strategy; and  Confirming that management has not resolved to discontinue activities in the specific area of interest. Responsibilities of the Directors for the Financial Report The directors of the Company are responsible for the preparation of the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error. In preparing the financial report, the directors are responsible for assessing the ability of the Group to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or to cease operations, or have no realistic alternative but to do so. 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: https://www.auasb.gov.au/admin/file/content102/c3/ar1_2020.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 the directors' report for the year ended 30 June 2021. In our opinion, the Remuneration Report of Nova Minerals Limited, for the year ended 30 June 2021, 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. Other Information The directors are responsible for the other information. The other information comprises the information included in the Group's annual report for the year ended 30 June 2021, but does not include the financial report and the auditor's report thereon. Our opinion on the financial report does not cover the other information and accordingly we do not express any form of assurance conclusion thereon. In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial report or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. RSM AUSTRALIA PARTNERS J S CROALL Partner Dated: 27 September 2021 Melbourne, Victoria 88 89 Annual Report 2021Nova Minerals Limited ADDITIONAL SECURITIES EXCHANGE INFORMATION In accordance with ASX Listing Rule 4.10, the the Company provides following information to shareholders not elsewhere disclosed in this Annual Report. The information provided is current as at 17 September 2021 (Reporting Date). 90 91 Annual Report 2021Nova Minerals Limited 1 CORPORATE GOVERNANCE STATEMENT 4 VOTING RIGHTS 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 for review on 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. 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 1,680,946,647 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 6,758. The voting rights of the ordinary shares are as follows: a. at meetings of members each member entitled to vote may vote in person or by proxy or attorney; b. on a show of hands each person present who is a member has one vote; and c. 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 and performance shares 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 1,540,107,056 91.62 Holding between 10,001 to 100,000 130,621,244 Holding between 5,001 to 10,000 7,542,227 Holding between 1,001 to 5,000 2,659,437 Holding more than 1 to 1,000 16,683 Total 1,680,946,647 7.77 0.45 0.16 0.00 100 1,530 3,302 1,003 748 175 6,758 % 22.64 48.86 14.84 11.07 2.59 100 6 UNMARKETABLE PARCELS The number of holders with less than a marketable parcel of fully paid ordinary shares is 536. The total number of shares is 1,017,060 shares. 92 93 Annual Report 2021Nova Minerals Limited 7 TWENTY LARGEST SHAREHOLDERS 8 UNQUOTED SECURITIES The top 20 shareholders are as follows: As at 17 September 2021 the following securities are on issue: 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 SIX SIS LTD 81,145,895 SL INVESTORS PTY LTD BNP PARIBAS NOMINEES PTY LTD ACF CLEARSTREAM KUSHKUSH INVESTMENTS PTY LTD SWIFT GLOBAL LTD MR PETER ANDREW PROKSA BNP PARIBAS NOMINEES PTY LTD MURTAGH BROS VINEYARDS PTY LTD MURTAGH BROS VINEYARDS PTY LTD MRS KRISTIN PHILLIPS & MR JUSTIN GARE 53,884,883 51,519,776 48,000,000 45,948,625 36,000,000 31,454,570 24,400,000 21,673,808 20,171,057 PATRON PARTNERS PTY LTD 19,832,143 LETTERED MANAGEMENT PTY LTD BALMORAL FAMILY CITICORP NOMINEES PTY LIMITED MR MAHMOUD EL HORR HERSHAM HOLDINGS PTY LTD MR DAVID FAGAN LEONITE CAPITAL LLC M & T K PTY LTD HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED MR DARRYL REECE CARSON & MRS LISA ANN CARSON 18,000,000 16,304,977 15,500,000 14,903,125 14,000,000 13,846,154 13,000,000 12,382,727 10,530,906 % 4.83 3.21 3.06 2.86 2.73 2.14 1.87 1.45 1.29 1.20 1.18 1.07 0.97 0.92 0.89 0.83 0.82 0.77 0.74 0.63 Total 562,498,646 Balance of register 1,118,448,001 33.46 66.54 Grand total 1,680,946,647 100.00 12,000,000 PERFORMANCE RIGHTS CLASS A – 3 HOLDERS1 HOLDERS WITH MORE THAN 20% Holder Name KIKCETO PTY LTD KUSHKUSH INVESTMENTS PTY LTD 24,000,000 PERFORMANCE RIGHTS CLASS B – 3 HOLDERS2 HOLDERS WITH MORE THAN 20% Holder Name KIKCETO PTY LTD KUSHKUSH INVESTMENTS PTY LTD Holding 5,000,000 5,000,000 Holding 10,000,000 10,000,000 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 1,500,000 UNQUOTED OPTIONS EXPIRING 28/10/2022 @ $0.056 – 1 HOLDER HOLDERS WITH MORE THAN 20% Holder Name IAN CRAIG PAMENSKY Holding 1,500,000 6,000,000 UNQUOTED OPTIONS EXPIRING 20/05/2023 @ $0.13 – 1 HOLDER HOLDERS WITH MORE THAN 20% Holder Name INTERNATIONAL MARKETING CORP LLC Holding 6,000,000 1Details on the performance conditions surrounding the Performance Shares are contained in the Directors’ Report. 2Details on the performance conditions surrounding the Performance Shares are contained in the Directors’ Report. % IC 41.67 41.67 % IC 41.67 41.67 % IC 32.79 32.79 % IC 100.00 % IC 100.00 94 95 Annual Report 2021Nova Minerals Limited 11,000,000 UNQUOTED OPTIONS EXPIRING 29/12/2023 @ $0.075 – 3 HOLDERS HOLDERS WITH MORE THAN 20% CORPORATE DIRECTORY % IC 45.45 45.45 % IC 80.95 % IC 100 Holder Name HERSHAM HOLDINGS PTY LTD AJ HOLDINGS INTERNATIONAL LTD Holding 5,000,000 5,000,000 10,500,000 UNQUOTED OPTIONS EXPIRING 29/12/2023 @ $0.30 – 4 HOLDERS HOLDERS WITH MORE THAN 20% Holder Name LTL CAPITAL PTY LTD Holding 8,500,000 7,500,000 UNQUOTED OPTIONS EXPIRING 29/12/2023 @ $0.30 – 4 HOLDERS HOLDERS WITH MORE THAN 20% Holder Name DALE JOEL SCHULTZ Holding 7,500,000 9 ON-MARKET BUY-BACK The Company is not currently conducting an on-market buy-back 10 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. 11 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. 12 ASX ADMISSION STATEMENT During the financial year, the Compamy applied its cash in a way that is consistent with its business objectives. 96 AUDITORS RSM Australia Pty Ltd Level 21, 55 Collins Street Melbourne Victoria 3000 Australia ASX: NVA OTC: NVAAF BANKERS Westpac Level 6, 360 Collins Street Melbourne Victoria 3000 Australia DIRECTORS Christopher Gerteisen David Hersham Louie Simens Avi Geller Colin Belshaw COMPANY SECRETARIES Ian Pamensky Romy Hersham REGISTERED OFFICE AND DOMICILE Suite 602 566 St Kilda Road Melbourne Victoria 3004 Australia Telephone: +61 3 9537 1238 Internet: http://www.novaminerals.com.au LEGAL FORM A public company limited by shares COUNTRY OF INCORPORATION Australia SHARE REGISTRY Link Market Services Limited Level 13, Tower 4 727 Collins Street Melbourne Victoria 3000 Australia Telephone: 1300 554 474 or +61 3 9067 2005 Facsimile: Email: registrars@linkmarketservices.com.au +61 2 9287 0303 97 Annual Report 2021Nova Minerals Limited 98 Nova Minerals Limited

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