Annual Report 2023
Corporate Directory
Directors
Louie Simens
Executive Chairman
Christopher Gerteisen CEO & Executive Director
Craig Bentley
Director of Finance & Compliance
Rodrigo Pasqua
Non-Executive Director
Avi Geller
Non-Executive Director
Company Secretary
Ian Pamensky
Registered Office and Domicile
Main Operations:
Whiskey Bravo Airstrip
Matanuska-Susitna Borough,
Alaska, USA
1150 S Colony Way Suite 3-440,
Palmer, AK 99645
Corporate:
Suite 5
242 Hawthorn Road
Caulfield VIC 3161 Australia
Telephone: +61 3 9537 1238
Internet: http://www.novaminerals.com.au
Share Registry
Automic Group
Level 5
126 Phillip Street
Sydney NSW 2000
Australia
ASX: NVA | OTC: NVAAF | FRA: QM3
Auditors
RSM Australia Partners
Level 21, 55 Collins Street
Melbourne VIC 3000
Australia
Developing
North America’s
next major gold
trend in Alaska
to become a tier
one global gold
producer
Nova Minerals Ltd | Annual Report 2023 1
Nova
About Nova Minerals
Nova Minerals Limited (ASX: NVA) vision is developing North America’s next major gold
trend, Estelle, to become a world-class, tier-one, global gold producer. Its flagship Estelle
Gold Project contains multiple mining resources across a 35km long mineralized corridor
of over 20 identified gold prospects, including two already defined multi-million ounce
resources across 4 deposits containing a combined 9.9 Moz Au. The project is situated on
the Estelle Gold Trend in Alaska’s prolific Tintina Gold Belt, a province which hosts a 220
million ounce (Moz) documented gold endowment and some of the world’s largest gold
mines and discoveries including Victoria Gold’s Eagle Mine and Kinross Gold Corporation’s
Fort Knox Gold Mine.
Additionally, Nova holds a substantial 37% interest in NASDAQ-listed lithium explorer Snow
Lake Resources Ltd (NASDAQ: LITM), an 8.76% holding in Asra Minerals Limited (ASX:
ASR), a gold and rare earths exploration company based in Western Australia and a 9.9%
interest in privately owned RotorX Aircraft Manufacturing (www.rotorxaircraft.com) who are
seeking to list in the USA in the near future.
Contents
Message from the CEO
Highlights
Review of Operations
Directors’ Report
Remuneration Report
Auditors Independence Declaration
Financial Statements
Notes to the Financial Statements
Director’s Declaration
Independent Auditor’s Report
ASX Additional Information
3
4
5
14
27
35
36
43
75
76
80
2 Nova Minerals Ltd | Annual Report 2023
Message from the CEO, Christopher Gerteisen
Fellow Shareholders,
Sitting down to write a CEO letter for the annual report
requires reflection on the year just past, and to contemplate
what the company can achieve in the year ahead. 2023 has
been another milestone year for Nova as we continue to
further establish the potential of a tier 1 gold project at Estelle,
with more to come, at what is possibly one of the most exciting
gold development projects globally, within a mining friendly
and safe jurisdiction.
Our resource inventory was expanded with the 2022 drill
program resulting in the definition of two new large deposits at
Cathedral and RPM South, and importantly, more of the global
resource being upgraded to the higher indicated category,
with some measured as well for a potential starter pit at RPM.
This was followed by a solid scoping study update in May which confirmed the potential for a
commercially robust mining operation at Estelle, with improved mining and economic metrics
including, a US$654M NPV5%, fast capital payback period of under 1 year, average annual
production of 132 Koz gold pa, and an extended LOM of 17+ years. With the early stage studies
now complete, and the defined deposits representing only 4 of the over 20 high priority prospects
across the project area, we have only just begun to scratch the surface at Estelle as we now move
into the pre-feasibility study phase, with further resource drilling programs designed to increase
both the size and confidence of the already defined 9.9 Moz’s of gold, and next level test work, now
under way.
Community engagement is also a critical part of the company’s culture as we seek now and, in the
future, all necessary approvals for the project’s development. Throughout the year we have
continued to work strongly with local Alaskan businesses and communities, as well as with all the
mutual stakeholders in the West Susitna Access Road, and we thank them for their ongoing
support.
I would also like to thank our investors and brokers who have continued to support the company
throughout the year. In particular we have forged strong relationships with some US bankers and
we look forward to continuing our works with them as we progress our options for a potential listing
on a major exchange in the US.
A company is only as strong as its people, and we are very fortunate to have an outstanding team
at Nova, all of whom are passionately committed to take the Estelle Gold Project from the current
resource growth stage through to production. I have been extremely impressed with the skill,
dedication, and commitment of our people and the teamwork displayed in managing a dynamic
world class project and I would like to acknowledge their exceptional performances.
And lastly to our shareholders who have financed our activities, I express my sincere gratitude for
your loyal support. It has been a privilege to be CEO of the company during this exciting stage in
Nova’s history, with an interest in company-making assets in both the gold and lithium sectors
which have catalysts to create true value over the long term, and I look forward to what we will
achieve in the year ahead.
Christopher Gerteisen
CEO and Executive Director
Nova Minerals Ltd | Annual Report 2023 3
Highlights – Continuing to deliver on our vision to develop the district scale
Estelle Gold Project to become a tier one global gold producer
33,000m highly targeted drill program completed,
including maiden drilling of RPM South and
Cathedral
More world class, thick, high-grade intercepts
reported at RPM North
New discovery made in the Train area – Trumpet
Geological observations indicating another
potentially large IRGS in the area
Further grew the gold resource to 9.9 Moz
including, 0.2 Moz Measured, 3.2 Moz Indicated
and 6.5 Moz Inferred
Maiden gold Inferred resources of 2 Moz
established at Cathedral and 0.4 Moz at RPM
South
Delivered a very robust phase 2 scoping study
with an NPV5% of US$654M, IRR 53% and very fast
capital payback of just 11 months, significantly
de-risking the project
West Susitna Access Road progressed to
permitting
4 Nova Minerals Ltd | Annual Report 2023
Review of Operations
Robust Phase 2 Scoping Study Delivered for the Estelle Gold Project
With the completion of the Phase 2 Scoping Study in May 2023 confirming the potential for Estelle
to support a commercially robust mining operation with a very quick 11 month payback period,
Nova essentially de-risked the project and took a step closer to its vision of developing the Estelle
Gold Project to become a word class, tier one, global gold producer. The study, which excludes the
2 Moz Au Inferred Cathedral resource, envisages a large open pit mining operation, using truck
and shovel mining methods and conventional processing using a proven flowsheet, with ideal ore
body geometry that allows the mining of the high-grade RPM ore in the early years for a quick
payback, and bulk tonnage mining from Korbel at a low strip ratio in the later years.
Key highlights from the Scoping Study include:
• Financial Metrics
Internal Rate of Return (IRR) of 53% pre-tax
o Net Present Value (NPV5%) of US$654M (~ A$981M) pre-tax
o
o Rapid 11 month capital payback period
o Undiscounted net free cashflow of US$945M pre-tax
o Annual free cash flow after the payback period of ~ US$56M pre-tax
o All in Sustaining Costs (AISC) 1st year US$510/oz and Life of Mine (LOM) US$1,149/oz
o Pre-production capital of US$385M for a 6mtpa central processing plant and infrastructure
• Mining Metrics
o Annual production 1st year 363 Koz Au and LOM average of 132 Koz pa
o Total production 2.25 Moz Au over a LOM of 17+ years
o Early production driven by the higher grade RPM resources with 2.02 g/t Au material
+10% = Gold price of
US$1,980 (Current spot gold
price ~ US$2,000)
10% increase in mill grade to 0.80
g/t Au increases NPV to ~
US$0.93B
Core focus to now target
resources that will increase the
LOM average mill feed grade
above the current 0.73 g/t Au to
continue to improve the project
economics for the PFS. We
already know where to target –
RPM, Train & Cathedral
Figure 1. Sensitivity analysis shows the project’s economics are highly sensitive to grade
Nova Minerals Ltd | Annual Report 2023 5
Importantly, the sensitivity analysis showed that the project’s overall economics is highly sensitive
to mill feed grade, with just a 10% increase in the LOM mill feed grade from the current 0.73 g/t Au
to 0.8 g/t Au potentially increasing the project’s NPV by US$277M to US$931M. As a result Nova’s
core focus now is to define more minable resources above this grade to potentially improve the
project economics further in the PFS. We already know where to look with targets established at:
• RPM
o 2023 drill program focused on infill and expansion of the high-grade resource
o 600m high priority continuous target area linking RPM North to RPM South which
intersected a 2nd large mineralized intrusive in the lower part of holes RPM-037 (ASX
Announcement: 21 December 2022) and RPM-025 (ASX Announcement: 4 October
2022), with results including:
-
-
-
RPM-037: 103m @1.0 g/t Au, incl 30m @ 1.9 g/t Au, 21m @ 2.5 g/t Au from 325m
RPM-037: 79m @ 1.0 g/t Au from 471m, incl. 30m @ 2.0 g/t Au from 501m
RPM-025: 76m @ 1.2 g/t Au from 440m, incl 43m @ 1.5 g/t Au from 474m
• Train
o 2023 drill program focused on exploration and resource definition drilling to target the
RPM-style mineralization at both Train and Trumpet (ASX Announcement: 16 January
2023), and in the 1.5 km strike length between the 2 prospects, with the aim to define a 3rd
gold resource in the area in 2023
• Cathedral
o Cathedral 2.01 Moz Au Inferred resource was not included in the Phase 2 Scoping Study
with a potential high-grade target zone remaining to be drill tested (ASX Announcement:
9 March 2023)
• Advanced exploration programs in 2023 to be focused on the RPM and Train areas, as well as
at the highly prospective 3km long polymetallic Au-Ag-Cu system at the Stoney prospect
• PFS level trade-off and optimization studies
Figure 2. RPM pit shell and resource block model
6 Nova Minerals Ltd | Annual Report 2023
Figure 3. Korbel pit shell and resource block model
Drill Program Results and Resource Upgrade
During the 1st half of the 2023 financial year, Nova undertook a transformational ~33,000m highly
targeted diamond drill program. The aim of this program was to increase both the size and
confidence of the deposits across the Estelle Gold Project and to derive maiden mineral resource
estimates (MRE) at both the RPM South and Cathedral prospects.
Figure 4. RPM North and RPM South drill results (Note: RPM-005 was drilled in 2021)
Nova Minerals Ltd | Annual Report 2023 7
Figure 5. Korbel Main and Cathedral drill results (Note: All the Korbel Main results shown on here
were drilled prior to 2022)
The targeted diamond drill program comprised of:
•
•
•
•
•
~7,000m (24 holes) of close spaced infill and step out drilling at the RPM North deposit
~3,000m (8 holes) maiden drilling at the RPM South prospect
~17,000m (21 holes) infill drilling at Korbel Main
~5,000m (11 holes) maiden drilling at the Cathedral prospect
~1,000m (12 holes) for hydro wells for ground water monitoring as part of the environmental
studies currently underway.
As a result of this drilling program, the global gold resource was increased to 9.9 Moz Au (1,102Mt
@ 0.3 g/t Au) across the project, including a new super high-grade Measured component from
surface of 180,000 oz @ 4.1 g/t Au at RPM North and maiden Inferred resources of 2 Moz Au
(240Mt @ 0.3 g/t Au) at Cathedral and 0.4 Moz Au (31Mt @ 0.4 g/t Au) at RPM South (Table 1 and
Figure 6).
Table 1. Estelle Gold Project – Global Mineral Resource Estimate, April 2023
8 Nova Minerals Ltd | Annual Report 2023
Figure 6. Resource Growth
New Discoveries in the Train Area
Geological observations from exploration undertaken during the year has indicated another
potentially massive IRGS located 7km North of the high-grade RPM deposit in the Train area. Train
is an exposed at surface large IRGS with a 1km strike length and 500m width. The newly discovered
Trumpet located 1.5km Northwest of Train is a broad zone of gold mineralization with high-grade
sheeted vein RPM style gold mineralization indicating the 2 systems are genetically linked.
The 2023 drill program will drill focus on exploration and resource definition drilling at both Train
and Trumpet, and the 1.5km strike length between the 2 prospects, with the aim to define a 3rd
major resource area (Korbel, RPM and Train) and 5th large gold deposit on the Estelle Gold Project
in 2023.
Figure 7. Dense RPM style mineralized vein system outcrops observed at Train
Nova Minerals Ltd | Annual Report 2023 9
Figure 8. Train area exploration and drilling targets
Figure 9. The Estelle Gold Project, a 450km2 district scale project on State Alaska mining claims
with over 20 prospects advancing at varying stages. And not just gold, with future targets including
potentially polymetallic and porphyry copper-gold systems in the central area of the claim block to
expand the exploration pipeline for longer term opportunity
10 Nova Minerals Ltd | Annual Report 2023
Significant Subsequent Events
US Listing Options
•
The Company is very aware of the discrepancy between Nova's current valuation and the much
higher valuations its peers with similar gold assets in North America, including companies like
it’s newly listed neighbor US Gold Mining Inc (NASDAQ : USGO), Snowline Gold Corp (TSX-
V: SGD), Rupert Resources (TSX: RUP), New Found Gold Corp (NYSE: NFGC) and Dakota
Gold (NYSE: DC) are receiving on major North American exchanges.
• Consequently, the Company is currently in the process of looking into its potential listing
options on a major US stock exchange as soon as possible.
Snow Lake Lithium Initial Assessment (IA) Report
• Subsequent to the year-end, 37% owned Snow Lake Lithium reported a robust IA (commonly
known in the industry as a Preliminary Economic Assessment (PEA)) technical summary report
with economic metrics including a pre-tax NPV of US$1.76B, IRR of 208%, CAPEX of US$50M
for a 9 year mine life and a payback period of 14 months. Please refer to the Snow Lake Lithium
website for full details of this report.
2024 Financial Year Next Steps
• Commencement of maiden drilling at Train
• Snow Lake Lithium PEA
• Update on potential US listing options
• Material PFS test work results and trade-off studies as they become available
• Drilling and assay results at the RPM area
• Drilling and assay results at the Train area
• Updated global MRE following the assay results return (Improvements on mill feed grade
being the focus)
• Results and potential new discoveries from the ongoing surface exploration mapping and
sampling program
• Metallurgical test work ongoing
• Environmental test work ongoing
• West Susitna access road update
Nova Minerals Ltd | Annual Report 2023 11
Strategic Investments
In addition to its flagship Estelle Gold Project in Alaska, Nova also owns investments in the following
strategic assets which it will monetize over time to provide funding for the Estelle project.
Snow Lake Resources Ltd
6.6 million shares | 37% owned | NASDAQ: LITM
Snow Lake Resources Ltd, is engaged in lithium exploration at the Thompson Brothers Lithium
Project, located in Manitoba, Canada, which comprises of a dominant 56 km2 position located on
Crown land and encompasses two lithium rich spodumene clusters known as the Thompson
Brothers and Sherritt Gordan pegmatite dykes. The project presently has an SK-1300 compliant
lithium mineral resource estimate of 9.08 Mt @ 1.00% Li2O indicated, and 1.97 Mt @ 0.98% Li2O
inferred. Snow Lake is currently undertaking resource expansion drilling to significantly increase
both the resource size and confidence and has initiated its feasibility studies, with an aim to be
mining by 2024/25.
For more information, see www.snowlakelithium.com
Asra Minerals Ltd
117.3 million shares | 8.75% owned | ASX: ASR
Asra Resources Ltd is a highly active gold and rare earths exploration and development company
with an extensive and strategic land holding comprising of six projects and over 400km² of tenure
in the Goldfields Region of Western Australia. All projects are nearby to excellent infrastructure and
lie within 50km of major mining towns. The Company is entering an exciting phase in its
development as its exploration to date has already resulted in several gold discoveries, including
its flagship Mt Stirling Project which neighbours Red 5’s King of the Hills mine.
For more information, see www.asraresources.com.au
Rotor X Aircraft Manufacturing
9.9% owned | Pre-Listing
Rotor X Aircraft Manufacturing is a helicopter kit manufacturing company that produces the world’s
most affordable and reliable 2 seat personal helicopter. Recently Rotor X also announced that it has
entered the electric vertical take-off and landing (eVTOL) market, with the aim of developing
innovative, low operating cost, heavy-lift electric helicopters and drones, to support mining and
other industries, as well as the growing urban air taxi market. The unprecedented potential benefits
for Nova’s mining operations through the innovative application of clean aircraft technology, which
are expected to lower Nova’s estimated logistics costs by a third, have been the primary motive
behind the Company’s investment in aerospace company Rotor X.
For more information, see www.rotorxaircraft.com
12 Nova Minerals Ltd | Annual Report 2023
Financial Report
Directors’ Report
Remuneration Report
Auditors Independence Declaration
Consolidated Statement of Profit or Loss and Other
Comprehensive Income
Consolidated Balance Sheet
Consolidated Statement of Changes in Equity
Consolidated Statement of Cash Flows
Notes to the Financial Statements
Director’s Declaration
Independent Auditor’s Report
14
27
35
38
39
40
42
43
75
76
Nova Minerals Ltd | Annual Report 2023 13
Directors’ Report
The directors present their report, together with the financial statements, on the consolidated entity (referred
to hereafter as the 'consolidated entity') consisting of Nova Minerals Limited (referred to hereafter as the
'company' or 'parent entity') and the entities it controlled at the end of, or during, the year ended 30 June
2023.
Directors
The following persons were directors of Nova Minerals Limited during the whole of the financial year and up
to the date of this report, unless otherwise stated:
Louie Simens
Christopher Gerteisen
Craig Bentley
Rodrigo Capel Pasqua
Avi Geller
Anna Ladd-Kruger (resigned 29 April 2023)
Dividends
There were no dividends paid, recommended, or declared during the current or previous financial year.
Review of Operations
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 interest received on cash at bank. Administration expenses decreased from $2,980,714 in 2022 to
$2,721,273 in 2023 primarily due to decrease in director fees, marking costs, legal costs. Share-based
expense was $1,200,053 in 2022 compared to $780,235 in 2023. As a result the loss for the consolidated
entity after providing for income tax and non-controlling interest amounted to $11,571,240 (2022: Gain of
$34,402,821)
Statement of Financial Position
At 30 June 2023, the Company had cash at bank of $19,240,707 (2022: $21,278,936).During the year, trade
and other receivables increased from $242,481 to $495,186 and capitalised exploration expenditure
increased from $56,702,626 to $81,070,075 as result of expenditure incurred on the Estelle Gold project.
At 30 June 2023, the Company had total liabilities of $8,946,817 (30 June 2022: $3,999,582). As a result, the
Company had net assets of $113,389,965 on the 30 June 2023 (2022: $104,329,326).
Cashflow
During the year, the Company paid $3,083,677 (2022: $2,855,761) for operating activities; paid $24,139,677
(2022: $3,957,726) for investing activities; and received $25,158,558 (2022: $11,153,036) from financing
activities.
Significant Changes in the State of Affairs
There were no significant changes in the state of affairs of the consolidated entity during the financial year.
Matters Subsequent to the End of the Financial Year
The following events have occurred subsequent to the period end:
The Company announced visible gold at the high-grade RPM Deposit, within the Company's flagship Estelle
Gold Project, located in the prolific Tintina Gold Belt in Alaska.
14 Nova Minerals Ltd | Annual Report 2023
The Company announced that on 3 August 2023 Alaska’s State Governor, Mike Dunleavy, along with the
Alaska Department of Transportation and Public Facilities (“DOT&PF”) Commissioner, Ryan Anderson visited
the Company’s Estelle Gold Project located in the West Susitna Mining District, Alaska, USA. The Governor
and Commissioner’s visit comprised part of an overview tour of the mining district and the proposed West
Susitna Access Road (“WSAR”), for which some significant advancements have been announced recently,
and will potentially provide direct all year and all weather access to the Estelle project site.
The Company announced that the Rotor X Aircraft Manufacturing Company of Chandler Arizona (in which
Nova holds a 9.9% investment stake), in partnership with US defense contractor Advanced Tactics, has now
completed a major milestone with the development and hundreds of unmanned test flights of its new fully
electric eVTOL DRAGON Personal Air Vehicle (PAV). With this major milestone achieved manned flights will
now commence, with commercial delivery of the PAV beginning in September 2023.
No other matters or circumstance has arisen since 30 June 2023 that has significantly affected, or may
significantly affect the consolidated entity's operations, the results of those operations, or the consolidated
entity's state of affairs in future financial years.
Likely Developments and Expected Results of Operations
Information on likely developments in the operations of the consolidated entity and the expected results of
operations have not been included in this report because the directors believe it would be likely to result in
unreasonable prejudice to the consolidated entity.
Environmental Regulation
The exploration activities of the Company are conducted in accordance with and controlled principally by
government legislation in Alaska, United States of America.
The Company has exploration land holdings in Alaska (USA) and Manitoba (Canada). The Company employs
a system for reporting environmental incidents, establishing and communicating accountability, and rating
environmental performance. During the year, data on environmental performance was reported as part of the
monthly exploration reporting regime. In addition, as required under various state and territory legislation,
procedures are in place to ensure that the relevant authorities are notified prior to the commencement of
ground disturbing exploration activities.
the same
The Company is committed to minimising the impact of its activities on the surrounding environment, while
local
time aiming to maximise the social, environmental and economic returns
at
community. To this end, the environment is a key consideration in our exploration activities and during the
rehabilitation of disturbed areas. Generally, rehabilitation occurs immediately following the completion of
a particular phase of exploration. In addition, the Company continues to develop and maintain mutually
beneficial relationships with the local communities affected by its activities.
the
for
Material Business Risks
The key risk factors affecting the Company are set out below. The occurrence of any of the risk below
could adversely impact the Company’s operating or financial performance.
There are specific risks which relate directly to the Company’s business. In addition, there are other
general risks, many of which are largely beyond the control of the Company and the Directors. The risks
identified in this section, or other risk factors, may have a material impact on the financial performance of
the Company and the market price of the Shares.
The following is not intended to be an exhaustive list of the risk factors to which the Company is
exposed.
1. Company Specific
(a) General risks associated with operating overseas
The Company conducts and has interests in operations in the USA and Canada. Consequently, the
Company will be subject to the risks associated with operating in such countries. Such risks can
include economic, social or political instability or change, hyperinflation, currency non-convertibility
or instability and changes of law affecting foreign ownership, government participation, taxation,
working conditions, rates of exchange, exchange control, exploration licensing, export duties,
Nova Minerals Ltd | Annual Report 2023 15
repatriation of income or return of capital, environmental protection, mine safety, labour relations as
well as government control over mineral properties or government regulations.
Changes to mining or investment policies and legislation or a shift in political attitude may adversely
affect the Company’s operations and profitability.
(b) Future capital requirements
The Company believes its available cash should be adequate to fund its exploration and corporate
activities and other Company objectives in the short-to medium-term.
However, in order to successfully develop its lithium projects and for production to commence, the
Company may require additional financing in the future. Any additional equity financing may be
dilutive to Shareholders, may be undertaken at lower prices than the then market price or may involve
restrictive covenants which limit the Company's operations and business strategy. Debt financing, if
available, may involve restrictions on financing and operating activities.
Although the Directors believe that additional capital can be obtained as and when required, no
assurances can be made that appropriate capital or funding, if and when needed, will be available on
terms favourable to the Company or at all. If the Company is unable to obtain additional financing as
needed, it may be required to reduce the scope of its activities and this could have a material adverse
effect on the Company.
(c) Title risks
The mineral claims in which the Company will, or may, acquire an interest in the future are subject to
the applicable local laws and regulations.
Mineral claims in which the Company has an interest are subject to the relevant conditions applying
in each jurisdiction. Failure to comply with these conditions may render the mineral claims liable for
forfeiture.
The mineral claims will be subject to application for renewal from time to time. Renewal of the term
of each mineral claim is subject to applicable legislation. If the mineral claim is not renewed for any
reason, the Company may suffer significant damage through loss of the opportunity to develop and
discover any mineral resources on that mineral claim.
(d) Sovereign risk
Overseas jurisdictions are subject to differing legal and political systems, when compared with the
systems in place in Australia.
Possible risks include, without limitation, changes in the terms of mining legislation, changes to royalty
arrangements, changes to taxation rates and concessions and changes in the ability to enforce legal
rights. Any of these factors may, in the future, adversely affect the financial performance of the
Company and the market price of its Shares.
(e) First Nations
In relation to the Company’s projects in Canada, there may be areas over which First Nations land
claims exist at present or in the future. The impact of any such claim on the Company’s Canadian
projects cannot be foreseen with any degree of certainty and no assurance can be given that a broad
recognition of First Nations rights in the areas in which the Canadian Projects are located would not
have an adverse effect on the Company’s activities. Even in the absence of such recognition, the
Company may at some point be required to negotiate with and seek the approval of holders of First
Nations interests in order to facilitate exploration and development work on the Company’s mineral
properties. It cannot be assured that the Company will be able to establish practical working
relationships with the First Nations in the area which would allow it to ultimately develop the
Company’s Canadian projects.
(f) Royalties
The Company is required to pay royalties on some or all minerals derived from its projects.
16 Nova Minerals Ltd | Annual Report 2023
There is a risk that the royalties will have an impact on the economics of progressing any proposed
mining operations. However, the Company has no control over the incurrence of these costs and is
unable to predict the magnitude of such costs.
(g) Exploration and operating costs
The proposed exploration expenditure of the Company is based on certain assumptions with respect
to the method and timing of exploration and feasibility work. By their nature, these estimates and
assumptions are subject to significant uncertainties and, accordingly, the actual costs may materially
differ from these estimates and assumptions. Accordingly, no assurance can be given that the cost
estimates and the underlying assumptions will be realised in practice.
(h) Unforeseen expenses
The Company is not aware of any expenses that may need to be incurred that have not been taken
into account. However, if such unforeseen expenses were subsequently incurred, the expenditure
proposals of the Company may be adversely affected.
(i) Access arrangements
The Company may need to seek various Federal, state or local permits and approvals to undertake
exploration or mining activities on the Mineral Claims. This could result in unforeseen delay in the
undertaking of such activities.
The Company is of the view however that the exploration activities as outlined in this Prospectus can
be undertaken in the timeframes contemplated.
(j) Potential acquisitions
As part of its business strategy, the Company may make acquisitions of, or significant investments
in, other resource projects. Any such future transactions would be accompanied by the risks
commonly encountered in making acquisitions of resource projects.
(k) Contractual risks
The ability of the Company to achieve its objectives will depend on the performance by the
counterparties to any agreements that the Company may enter into. If any counterparty defaults in
the performance of their obligations, it may be necessary for the Company to approach a court to
seek a legal remedy. Legal action can be costly.
Furthermore, certain contracts to which the Company is a party are governed by laws of jurisdictions
outside Australia - namely the United States and Canada. There is a risk that the Company may not
be able to seek the legal redress that it could expect under Australian law and generally there can
be no guarantee that a legal remedy will ultimately be granted on the appropriate terms.
(l) Health, safety and the environment
The conduct of business in the resources sector involves a variety of risks to the health and safety of
personnel and to the environment. If it is conceivable that an incident may occur which might
negatively impact on the Company’s business.
(m) International operations
International sales and operations are subject to a number of risks, including:
i. Potential difficulties in enforcing agreements (including joint venture agreements) and collecting
receivables through foreign local systems;
ii. Potential difficulties in protecting intellectual property;
Increases in costs for transportation and shipping; and
iii.
iv. Restrictive governmental actions, such as imposition of trade quotas, tariffs and other taxes.
These factors (or others) could materially and adversely affect the Company’s business, results of
operations and financial condition.
Nova Minerals Ltd | Annual Report 2023 17
(n) Commodity prices
Increases in commodity prices may encourage increases in exploration, development and
construction activities, which can result in increased demand for, and cost of, exploration,
development and construction services and equipment. Increased demand for services and
equipment could cause exploration and project costs to increase materially, resulting in delays if
services cannot be obtained in a timely manner due to inadequate availability, and could increase
potential scheduling difficulties and costs due to the need to co-ordinate the availability of services
or equipment, any of which could materially increase project exploration, development or
construction costs or result in project delays or both. Any such material increase in costs would
adversely affect the Company’s financial condition.
A decrease in commodity prices may render mineral properties uneconomic or may result in material
reductions in the value of exploration, development or developed mineral properties.
(o) Risk of adverse publicity
The projects which the Company aims to develop involves exploration and ore processing within the
relevant local communities. Any failure to adequately manage community expectations with respect
to compensation for land access, artisanal mining activity, employment opportunities, impact on local
business and any other expectations may lead to local dissatisfaction. The political and social
pressures resulting from local dissatisfaction and adverse publicity could lead to delays in approval
of, and increased expenses in the Company’s proposed exploration programme.
2. Mining Industry Risks
(a) Exploration and evaluation risks
The Company’s mineral claims are at various stages of exploration, and potential investors should
understand that mineral exploration and development are high-risk undertakings. There can be no
assurance that exploration of these mineral claims, or any other mineral claims that may be acquired
in the future, will result in the development of an economic ore deposit. Even if an apparently viable
deposit is identified, there is no guarantee that it can be economically exploited.
The future exploration activities of the Company may be affected by a range of factors including
geological conditions, limitations on activities due to permitting conditions, seasonal weather
patterns, unanticipated operational and technical difficulties, industrial and environmental accidents,
changing government regulations and many other factors beyond the control of the Company.
The success of the Company will also depend upon the Company having access to sufficient
development capital, being able to maintain title to its mineral claims and obtaining all required
approvals for its activities and so doing in a timely manner considering constraints associated with
the presence of special management areas, the absence of existing or suitable physical access or
seasonal road closures. In the event that exploration programs prove to be unsuccessful this could
lead to a diminution in the value of the mineral claims and possible relinquishment or sale of the
mineral claims.
The exploration costs of the Company are based on certain assumptions with respect to the method
and timing of exploration. By their nature, these estimates and assumptions are subject to significant
uncertainties and, accordingly, the actual costs may materially differ from these estimates and
assumptions. Accordingly, no assurance can be given that the cost estimates and the underlying
assumptions will be realised in practice, which may materially and adversely affect the Company’s
viability.
(b) Resource estimates
Resource estimates are expressions of judgement based on knowledge, experience and industry
practice. Estimates which were valid when originally calculated may alter significantly when new
information or techniques become available. In addition, by their very nature, resource estimates are
imprecise and depend to some extent on interpretations, which may prove to be inaccurate. As
further information becomes available through additional fieldwork and analysis, the estimates are
likely to change. This may result in alterations to development and mining plans which may, in turn,
adversely affect the Company’s operations.
18 Nova Minerals Ltd | Annual Report 2023
(c) Ability to exploit successful discoveries
It may not always be possible for the Company to exploit successful discoveries which may be made
in areas in which the Company has an interest. Such exploration would involve obtaining the
necessary licences or clearances from the relevant authorities that may require conditions to be
satisfied and/or the exercise of discretions by such authorities. It may or may not be possible for such
conditions to be satisfied. Further, the decision to proceed to further exploration may require
participation of other companies whose interests and objectives may not be the same as the
Company’s.
(d) Development risks and costs
Possible future development of mining operations at any of the Company’s projects is dependent on
a number of factors and avoiding various risks including, but not limited to, failure to acquire and/or
delineate economically recoverable ore bodies, unfavourable geological conditions, failing to
receive the necessary approvals from all relevant authorities and parties, failure to withstand legal
challenges to Federal and state agency permit approvals, unseasonal weather patterns, excessive
seasonal weather patterns, fire, flooding, unanticipated challenges related to background conditions
or area soil or water quality, access and utilities, unanticipated technical and operational difficulties
encountered in extraction and production activities, mechanical failure of operating plant and
equipment, unexpected shortages or increases in the price of consumables, spare parts and plant
and equipment, cost overruns, risk of access to the required level of funding and contracting risk from
third parties providing essential services.
In addition, the exploration and pre-development Federal and state approvals prior to construction of
any proposed development may exceed the expected timeframe or cost for a variety of reasons out
of the Company’s control, including but not limited to Federal and state agency approvals being
subject to administrative and judicial appeals. Any delays to project development could adversely
affect the Company’s operations and financial results and may require the Company to raise further
funds to complete resource delineation, project development and commence operations.
(e) Operating risks
There can be no assurance that the Company’s intended goals will lead to successful exploration,
mining and/or production operations. Further, no assurance can be given that the Company will be
able to initiate or sustain minerals production, or that future operations will achieve commercial
viability.
When additional exploration is undertaken and if a JORC compliant resource or reserve is not
defined, then it may have a negative impact on the Company.
Future operations of the Company may be affected by various factors including:
Limitations on activities due to seasonal weather patterns and monsoon activity;
i. Geological and hydrogeological conditions;
ii.
iii. Delays associated with the obtaining of permits and approvals to undertake exploration activity
including allowing ground disturbing activity associated with operations in Canada and the
United States;
iv. Unanticipated operational and technical difficulties encountered in survey, drilling and
production activities;
v. Electrical and/or mechanical failure of operating plant and equipment, industrial and
environmental accidents, industrial disputes and other force majeure events;
vi. Equipment failure, fires, spills or industrial and environmental accidents;
vii. Unavailability of aircraft or equipment to undertake airborne surveys and other geological and
geophysical investigations;
viii. Risk that exploration, appraisal, development, plant or operating costs prove to be greater than
expected or that the proposed timing of exploration, development or production may not be
achieved;
Failure to achieve exploration success;
ix.
x. The supply and cost of skilled labour;
xi. Unexpected shortages or increases in the costs of consumables, diesel fuel, spare parts, plant
and equipment; and
Nova Minerals Ltd | Annual Report 2023 19
xii. Prevention and restriction of access by reason of political unrest, outbreak of hostilities and
inability to obtain consents or approvals.
No assurances can be given that the Company’s operations will achieve commercial viability through
successful exploration and/or mining.
(f) Environmental
The proposed activities of the Company are subject to the laws and regulations of Australia, USA and
Canada concerning the environment. As with most exploration projects, the Company’s activities are
expected to have an impact on the environment, particularly during advanced exploration and future
mining activities. It is the Company’s intention to conduct its activities to the highest standard of
environmental obligation, including compliance with all environmental laws.
Mining operations have inherent risks and liabilities associated with safety and damage to the
environment and the disposal of waste products occurring as a result of mineral exploration,
development and production. The occurrence of any such safety or environmental incident could
delay production or increase costs. Events such as unpredictable rainfall or bushfires may impact on
the Company’s ongoing compliance with environmental laws, regulations and licences. Significant
liabilities could be imposed on the Company for damages, clean-up costs or penalties in the event of
certain discharges into the environment, environmental damage caused by previous operations or
non-compliance with environmental laws or regulations.
The disposal of mining and process waste and mine water discharge and air emissions discharge are
under constant legislative scrutiny and regulation. There is a risk that environmental laws and
regulations become more onerous, which could delay the Company’s activities and make its
operations more expensive.
(g) Occupational Health and Safety
The exploration and mining industry is subject to increasing occupational health and safety
responsibility and liability. The Company may become liable for past and current conduct which
violates such laws and regulations, which may be amended by the relevant authorities. Penalties for
breaching health and safety laws can be significant and victims of workplace accidents may also
commence civil proceedings against the Company. These events may not be insured, or may be
uninsurable.
Changes to health and safety laws and regulations may also increase compliance costs for the
Company, which would negatively impact the financial results of the Company.
(h) Government regulation
The mining, processing, development and mineral exploration activities of the Company are subject
to various Federal and state laws governing prospecting, development, production, taxes, labour
standards and occupational health, mine safety, toxic substances, land use authorisations, water use
protection of water quality, sensitive, threatened and endangered species and cultural resources and
other matters. Although the Company’s activities are and will be currently carried out in accordance
with all applicable rules and regulations, no assurance can be given that new statutes, regulations,
executive orders, agency directives or policies or judicial decisions will not be adopted or that existing
statutes, regulations or policies will not be applied in a manner which could limit exploration efforts
or preclude or curtail future development or production. Amendments to current laws and regulations
governing exploration and operations or more stringent implementation thereof could have a
substantial adverse impact on the Company’s ability to further delineate and develop the resource.
(i)
Inherent mining risks
The Company’s business operations are subject to risks and hazards inherent in the mining industry.
The exploration for and the development of mineral deposits involves significant risks, including
environmental hazards; industrial accidents; metallurgical and other processing problems; unusual
or unexpected rock formations; structure cave-in or slides; flooding; fires and interruption due to
inclement or hazardous weather conditions. These risks could result in damage to, or destruction of,
mineral properties, production facilities or other properties, personal injury or death, environmental
damage, delays in mining, increased production costs, monetary losses and possible legal liability.
20 Nova Minerals Ltd | Annual Report 2023
Whether income will result from projects undergoing exploration and development programs
depends on the successful establishment of mining operations. Factors including costs, actual
mineralisation, consistency and reliability of ore grades and commodity prices affect successful
project development.
(j) Exchange rate risks
The Company operates in multiple currencies and exchanges rates are constantly fluctuating.
International prices of various commodities as well as the exploration expenditure of the Company
are denominated in United States or Canadian dollars, whereas the Company will rely principally on
funds raised and accounted for in Australian currency, exposing the Company to the fluctuations and
volatility of the rate of exchange between the United States or Canadian dollar and the Australian
dollar as determined in international markets.
(k) Climate risk
There are a number of climate-related factors that may affect the operations and proposed activities
of the Company. The climate change risks particularly attributable to the Company include:
i. The emergence of new or expanded regulations associated with the transitioning to a lower-
carbon economy and market changes related to climate change mitigation. The Company may
be impacted by changes to local or international compliance regulations related to air quality
emissions and/or climate change mitigation efforts, or by specific taxation or penalties for carbon
emissions or environmental damage. These examples sit amongst an array of possible restraints
on industry that may further impact the Company and its profitability. While the Company will
endeavor to manage these risks and limit any consequential impacts, there can be no guarantee
that the Company will not be impacted by these occurrences; and
ii. Climate change may cause certain physical and environmental risks that cannot be predicted
by the Company, including events such as increased severity of weather patterns and incidence
of extreme weather events and longer term physical risks such as shifting climate patterns. All
these risks associated with climate change may significantly change the industry in which the
Company operates.
3. General Investment Risks
(a) Economic
General economic conditions, introduction of tax reform, new legislation, movements in interest rates,
inflation and currency exchange rates may have an adverse effect on the Company’s exploration,
development and production activities, as well as on its ability to fund those activities.
(b) Reliance on key management personnel
The responsibility of overseeing the day-to-day operations and the strategic management of the
Company and its controlled entities depends substantially on its senior management and its key
personnel. There can be no assurance given that there will be no detrimental impact on the Company
if one or more of these senior management, key personnel or employees cease their involvement or
employment with the Company or its controlled entities.
(c) Market risk and interest rate volatility
From time to time, the Company may borrow money and accordingly will be subject to interest rates
which may be fixed or floating. A change in interest rates would be expected to result in a change in
the interest rate to the Company and, hence, may affect its profit.
(d) Competition risk
The industry in which the Company will be involved is subject to global competition. While the
Company will undertake all reasonable due diligence in its business decisions and operations, the
Company will have no influence or control over the activities or actions of its competitors, whose
activities or actions may, positively or negatively, affect the operating and financial performance of
the Company’s Projects and business. The potential also exists for the nature and extent of the
competition to change rapidly, which may cause loss to the Company.
Nova Minerals Ltd | Annual Report 2023 21
(e) Market risk
There are general risks associated with an investment and the share market. The price of the
Company’s securities on ASX may rise and fall depending on a range of factors beyond the
Company’s control and which are unrelated to the Company’s financial performance. These factors
may include movements on international stock markets, interest rates and exchange rates, together
with domestic and international economic conditions, inflation rates, investor perceptions, changes
in government policy, commodity supply and demand, government taxation and royalties, war, global
hostilities and acts of terrorism.
Neither the Company nor the Directors warrant the future performance of the Company or any return
on an investment in the Company.
(f) Liquidity risk
There is no guarantee that there will be an ongoing liquid market for the Company’s securities.
Accordingly, there is a risk that, should the market for the securities become illiquid, Shareholders
will be unable to realise their investment in the Company.
(g)
Insurance and uninsured risks
The Company, where economically feasible, may insure its operations in accordance with industry
practice. However, even if insurance is taken out, in certain circumstances the Company’s insurance
may not be of a nature or level to provide adequate insurance cover. The occurrence of an event that
is not covered, or fully covered, by insurance could have a material adverse effect on the business,
financial condition and results of the Company. Insurance of all risks associated with mineral
exploration and production is not always available and, where available, the costs can be prohibitive.
(h)
Infectious disease pandemics
Infectious disease pandemics such as the coronavirus, whilst opening up various new opportunities
for the deployment of the Company's technology, have the potential to interrupt the Company's
operations, impair deployment of its products to customers and prevent suppliers or distributors from
honouring their contractual obligations. Such pandemics could also cause hospitalisation or death of
the Company's existing and potential customers and staff.
(i) Force majeure
The Company’s projects now or in the future may be adversely affected by risks outside the control
of the Company including labour unrest, civil disorder, war, subversive activities or sabotage, fires,
floods, explosions or other catastrophes, epidemics, pandemics or quarantine restrictions.
(j)
Investment speculative
The above list of risk factors ought not to be taken as exhaustive of the risks faced by the Company
or by investors in the Company. The above factors, and others not specifically referred to above may,
in the future, materially affect the financial performance of the Company and the value of the new
Shares offered under this Prospectus.
Therefore, the new Shares to be issued pursuant to this Prospectus carry no guarantee with respect
to the payment of dividends, returns of capital or the market value of those new Shares.
Potential investors should consider that an investment in the Company is highly speculative and
should consult their professional advisers before deciding whether to apply for new Shares pursuant
to this Prospectus.
(k) Cyber risks and security breaches
The Company stores data in its own systems and networks and also with a variety of third-party
service providers. A malicious attack on the Company’s systems, processes or people, from external
or internal sources, could put the integrity and privacy of customers’ data and business systems at
risk. It could prevent customers from using the products for a period of time, put its users’ premises
at risk and could also lead to unauthorised disclosure of data.
22 Nova Minerals Ltd | Annual Report 2023
4. Other Risks
Other risk factors include those normally found in conducting business, including litigation through breach
of agreements or in relation to employees (through personal injuries, industrial matters or otherwise) or
any other cause, strikes, lockouts, loss of service of key management or operational personnel and other
matters that may interfere with the Company’s business or trade.
Nova Minerals Ltd | Annual Report 2023 23
Information on Directors
Name:
Title:
Age:
Experience and expertise:
Louie Simens
Chairman / Executive Director
41
Louie Simens has been an Executive Director of Nova since 2017. Mr.
Simens is responsible for managing the company’s core business
operations which
requires oversight of company-wide operational
efficiencies and working with management and the board to review and
implement strategic plans to facilitate growth. He has extensive experience
in capital markets and running businesses, as well as in corporate
restructuring, due diligence and mergers & acquisitions, where he utilizes
his knowledge of corporate governance and project management. Mr.
Simens has a successful track record spanning more than a decade, owning
and operating contracting businesses in the fields of both civil and building
construction. Mr. Simens is currently director of his family construction
group. Mr Simens has also been a Director and Non-Executive Chairman of
Snow Lake Resources Ltd. He has also served as Non-Executive Chairman
of Asra Minerals Limited , and during his time at Asra, Mr. Simens was
instrumental in the company’s recapitalization and turnaround.
None
Other current directorships:
Former directorships (last 3 yr): Asra Minerals Limited (ASX: ASR), Snow Lake Resources Ltd (NASDAQ:
Interests in shares:
Interests in options:
Interests in rights:
LITM)
8,199,866
2,478,616
800,000
Name:
Title:
Age:
Experience and expertise:
Christopher Gerstein
Executive Director & CEO
50
Mr. Christopher Gerteisen as CEO controls all aspects of the Estelle Gold
project while implementing efficiencies and savings to keep cost per
discovery ounce well below industry average. Mr. 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 from discovery through to production
stage and other projects with a focus on commodities including gold and
copper. He worked as a geologist on the Carlin Trend in Nevada and on
exploration in Alaska with Newmont. He has held senior positions within
several projects throughout the goldfields of Western Australia.
As a research geologist with Newmont he worked on the Batu Hijau Porhryry
Cu-Au deposit
technical
contributions and management skills, Mr. Gerteisen played a significant role
in the successful start-up, operations, and exploration which resulted in
further mine-life extending discoveries at several prominent projects in the
Australasian region, including Oxiana’s Sepon and PanAust’s Phu Bia in
Laos. Mr. Gerteisen holds a Bachelor of Geology from the University of Idaho
and a Master’s Degree in Economic Geology from the Western Australia
School of Mines. He is a dual USA and Australia Citizen based in Alaska and
a member of the Australian Institute of Geoscientists.
Viridis Mining and Minerals Limited (ASX: VMM)
Indonesia. Most recently,
through his
in
Other current directorships:
Former directorships (last 3 yr): None
Interests in shares:
Interests in options:
Interests in rights:
930,281
2,579,178
800,000
24 Nova Minerals Ltd | Annual Report 2023
Name:
Title:
Age:
Qualifications:
Experience and expertise:
Craig Bentley
Director of Finance and Compliance
53
Bachelor of Commerce and Administration (BCA) degree, majoring in
accountancy and commercial law.
Mr Craig Bentley holds a Bachelor of Commerce and Administration degree,
majoring in accountancy and commercial law. Mr Bentley held positions at
Ernst and Young and worked internationally, including on the audit of the
Bank of America and a special audit for an insurance company prior to IPO
listing in the USA amongst others. In addition, he has over 30 years
commercial and finance experience working in senior roles in multinational
private enterprises. As part of his role with Nova, Mr Bentley will also be
tasked with compliance and risk management, as well as assisting with the
company’s strategy during Nova’s forecasted rapid growth period.
Other current directorships:
None
Former directorships (last 3 yr): None
Interests in shares:
Interests in options:
Interests in rights:
3,000,002
1,094,358
0
Name:
Title:
Age:
Qualifications:
Experience and expertise:
Rodrigo Capel Pasqua
Non-Executive Director
34
BEng in Mining Engineering
Mr Rodrigo Capel Pasqua is a Member of the AusIMM, holds a BEng in
Mining Engineering from the University of São Paulo, a Western Australia
First Class Mine Managers Certificate and specialisations in Corporate
Leadership (University of Oxford), Corporate Strategy (London University)
and Finance (University of Illinois and Harvard University).
Technically, Mr Capel Pasqua skills encompass most aspects of
underground and open pit engineering, going from mining studies, financial
technology
valuations and project execution
implementation, operations management, and technical teams’ supervision.
He has vast experience in unlocking the value of mining projects across the
world, including specific expertise in large tonnage bulk mining operations
and at his tenure at Evolution Mining Limited, as Group Head of Mining and
Transformation, amongst many other projects and sites Mr Capel Pasqua
was involved with the Cowal Open Pit project and was also instrumental in
the Red Lake mine turnaround
At Nova Mr Capel Pasqua will provide technical and corporate advice as the
Company progresses the development of its flagship Estelle Gold Project in
Alaska.
Other current directorships:
None
Former directorships (last 3 yr): None
Interests in shares:
Interests in options:
Interests in rights:
28,500
265,200
0
to systems and new
Nova Minerals Ltd | Annual Report 2023 25
Name:
Title:
Age:
Experience and expertise:
Avi Geller
Non-Executive Director
35
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. He previously served as
chairman of Axios Mobile Assets.
Parkit Enterprise Inc (TSX-V: PKT | OTCQX: PKTEF)
Other current directorships:
Former directorships (last 3 yr):
Interests in shares:
Interests in options:
Interests in rights:
2,290,177
626,340
0
'Other current directorships' quoted above are current directorships for listed entities only and excludes
directorships of all other types of entities, unless otherwise stated.
'Former directorships (last 3 years)' quoted above are directorships held in the last 3 years for listed entities
only and excludes directorships of all other types of entities, unless otherwise stated.
Company Secretary
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.
Meetings of Directors
The number of meetings of the company's Board of Directors ('the Board') held during the year ended 30
June 2023, and the number of meetings attended by each director were:
C Bentley
R Pasqua
A Geller
A Ladd-Kruger
L Simens
C Gerteisen
Full Board
Held
Attended
7
5
6
5
7
7
Audit and Risk
Committee
Held
Nomination and
Remuneration Committee
Attended
-
-
-
-
-
-
-
-
-
-
-
-
7
7
7
5
7
7
Attended
-
-
-
-
-
-
Held
-
-
-
-
-
-
Held: represents the number of meetings held during the time the director held office.
26 Nova Minerals Ltd | Annual Report 2023
Remuneration Report (Audited)
The remuneration report details the key management personnel remuneration arrangements for the
consolidated entity, in accordance with the requirements of the Corporations Act 2001 and its Regulations.
Key management personnel are those persons having authority and responsibility for planning, directing and
controlling the activities of the entity, directly or indirectly, including all directors.
The remuneration report is set out under the following main headings:
●
●
●
●
●
Principles used to determine the nature and amount of remuneration
Details of remuneration
Service agreements
Additional information
Additional disclosures relating to key management personnel
Principles Used to Determine the Nature and Amount of Remuneration
The objective of the consolidated entity's executive reward framework is to ensure reward for performance is
competitive and appropriate for the results delivered. The framework aligns executive reward with the
achievement of strategic objectives and the creation of value for shareholders, and it is considered to conform
to the market best practice for the delivery of reward. The Board of Directors ('the Board') ensures that
executive reward satisfies the following key criteria for good reward governance practices:
●
●
●
●
Competitiveness and reasonableness
Acceptability to shareholders
Performance linkage / alignment of executive compensation
Transparency
The Board has not established a formal remuneration committee, having regard to the size of the consolidated
entity 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.
The reward framework is designed to align executive reward to shareholders' interests. The Board have
considered that it should seek to enhance shareholders' interests by:
●
Having economic profit as a core component of plan design
●
Focusing on sustained growth in shareholder wealth, consisting of dividends and growth in share price,
and delivering constant or increasing return on assets as well as focusing the executive on key non-
financial drivers of value
Attracting and retaining high calibre executives
●
Additionally, the reward framework should seek to enhance executives' interests by:
●
●
●
Rewarding capability and experience
Reflecting competitive reward for contribution to growth in shareholder wealth
Providing a clear structure for earning rewards
In accordance with best practice corporate governance, the structure of non-executive director and executive
director remuneration is separate.
Non-Executive Directors Remuneration
Fees and payments to non-executive directors reflect the demands and responsibilities of their role. Non-
executive directors' fees and payments are reviewed annually by the Nomination and Remuneration
Committee. The Nomination and Remuneration Committee may, from time to time, receive advice from
independent remuneration consultants to ensure non-executive directors' fees and payments are appropriate
and in line with the market. The chairman's fees are determined independently to the fees of other non-
executive directors based on comparative roles in the external market. The chairman is not present at any
discussions relating to the determination of his own remuneration. Non-executive directors do receive share
options or other incentives
Nova Minerals Ltd | Annual Report 2023 27
ASX listing rules require the aggregate non-executive directors' remuneration be determined periodically by
a general meeting. The most recent determination was at the Annual General Meeting held on 29 November
2022, where the shareholders approved a maximum annual aggregate remuneration for non-executive
directors of $500,000.
Executive Remuneration
The consolidated entity aims to reward executives based on their position and responsibility, with a level and
mix of remuneration which has both fixed and variable components.
The executive remuneration and reward framework has four components:
●
●
●
●
Base pay and non-monetary benefits
Short-term performance incentives
Share-based payments
Other remuneration such as superannuation and long service leave
The combination of these comprises the executive's total remuneration.
Voting and comments made at the company's 29 November 2022 Annual General Meeting ('AGM')
At the 29 November 2022 AGM, 93.90% of the votes received supported the adoption of the remuneration
report for the year ended 30 June 2022. The company did not receive any specific feedback at the AGM
regarding its remuneration practices.
Details of Remuneration
Amounts of remuneration
Details of the remuneration of key management personnel of the consolidated entity are set out in the
following tables.
Short-Term Benefits
Post-
Employ-
ment
Long-
Term
Benefits
Share-
Based
Payments
Cash
Salary
Cash
and Fees Bonus
Long
Service
monetary annuation Leave
Super-
Non-
30 June 2023
$
$
$
$
$
Equity-
Settled
$
Total
$
Non-Executive Directors:
R Capel Pasqua
A Geller
A Ladd-Kruger
Executive Directors:
L Simens
C Gerteisen
C Bentley
59,545
60,000
50,684
268,000
374,208
112,000
924,437
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
16,195
28,918
-
75,740
88,918
50,684
- 115,673 383,673
- 115,673 489,881
44,650 156,650
-
- 321,109 1,245,546
28 Nova Minerals Ltd | Annual Report 2023
Short-Term Benefits
Post-
Employ-
ment
Long-
Term
Benefits
Share-
Based
Payments
Cash
salary
Cash
and fees bonus
Non-
Super-
monetary annuation
30 June 2022
$
$
$
$
Long
service
leave
$
Equity-
settled
$
Total
$
Non-Executive Directors:
C Bentley
R Capel Pasqua
A Geller
D Hersham
A Ladd-Kruger
18,000
10,000
60,000
54,000
-
Executive Directors:
L Simens
C Gerteisen
229,400
226,273
597,673
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
48,550
46,705
-
-
25,320
66,550
56,705
60,000
54,000
25,320
54,351 283,751
-
-
54,351 280,624
- 229,277 826,950
The proportion of remuneration linked to performance and the fixed proportion are as follows:
Name
Non-Executive Directors:
R Capel Pasqua
A Geller
D Hersham
A Ladd-Kruger
Executive Directors:
L Simens
C Gerteisen
C Bentley
Service Agreements
Percentage Fixed
Remuneration
Percentage Share-Based
Payments
30 June
30 June
30 June
30 June
2023
2022
2023
2022
42%
29%
-
100%
18%
100%
100%
-
58%
71%
-
-
82%
-
-
100%
31%
38%
33%
81%
81%
27%
69%
62%
67%
19%
19%
73%
Remuneration and other terms of employment for key management personnel are formalised in service
agreements. Details of these agreements are as follows:
Name:
Title:
Agreement commenced:
Term of agreement:
Anna Ladd Kruger
Non-Executive Chairman
29 June 2022 (Resigned 29 April 2023)
The Company has entered into a Non-Executive Director letter agreement
with Ms Ladd Kruger on ~ 20 June 2022 . The Company has agreed to pay
Ms Ladd Kruger an annual fee of CAD$60,000 (inclusive of superannuation
contributions, if applicable) for up to 20 hours per month.
Any excess hours will be charged at AUD$185 per hour.
Nova Minerals Ltd | Annual Report 2023 29
Name:
Title:
Agreement commenced:
Term of agreement:
Rodrigo Capel Pasqua
Non-Executive Director
1 May 2022
The Company has entered into a Non-Executive Director letter agreement
with Mr Pasqua on ~ 2 May 2022 . The Company has agreed to pay Mr
(inclusive of superannuation
Pasqua an annual
contributions, if applicable) for up to 20 hours per month.
Any excess hours will be charged at AUD$300 per hour.
fee of A$60,000
Name:
Title:
Agreement commenced:
Term of agreement:
Craig Bentley
Director of Finance and Compliance
18 February 2022
On 9 September 2022 the Company entered into an updated agreement to
pay Mr Bentley $120,000 pa (inclusive of superannuation contributions, if
applicable), effective 1 September 2022 as his role changed from Non-
Executive Director to Director of Finance and Compliance.
Termination by Company:
The Company must either give Mr Bentley twelve months’ written notice and,
at the end of that notice period, make a payment to Mr Bentley equal to his
salary over a twelve month period; or otherwise may terminate Mr Bentley's
employment with immediate effect by paying him the equivalent of his salary
over a twelve month period.
Termination by Mr Bentley
Mr Bentley may terminate his employment if the Company commits a
serious breach of the agreement and does not remedy that breach; or,
otherwise, by providing twelve months written notice to the Company
Name:
Title:
Agreement commenced:
Term of agreement:
Avi Gellar
Non-Executive Director
23 July 2020
The Company has entered into a Non-Executive Director letter agreement
with Mr Gellar on ~ 23 July 2020. The Company has agreed to pay Mr Gellar
an annual fee of A$60,000 (inclusive of superannuation contributions, if
applicable).
Name:
Title:
Agreement commenced:
Term of agreement:
Chris Gerteisen
Executive Director and CEO
20 April 2022
On 22 June 2022 the Company entered into an updated agreement to pay
Mr Gerteisen USD$252,000 pa (inclusive of superannuation contributions,
if applicable), effective 1 July 2022.
Termination by Company:
The Company must either give Mr Gerteisen's twelve months’ written notice
and, at the end of that notice period, make a payment to Mr Gerteisen's equal
to his salary over a twelve month period; or. otherwise may terminate Mr
Gerteisen's employment with immediate effect by paying him the equivalent
of his salary over a twelve month period.
Termination by Mr Gerteisen:
Mr Gerteisen may terminate her employment if the Company commits a
serious breach of the agreement and does not remedy that breach; or,
otherwise, by providing twelve months written notice to the Company.
30 Nova Minerals Ltd | Annual Report 2023
Name:
Title:
Agreement commenced:
Term of agreement:
Louie Simens
Chairman and Executive Director
20 April 2022
On 9 September 2022 the Company entered into an updated agreement to
pay Mr Simens $276,000 pa (inclusive of superannuation contributions, if
applicable), effective 1 September 2022
Termination by Company
The Company must either give Mr Simens twelve months’ written notice and,
at the end of that notice period, make a payment to Mr Simens equal to his
salary over a twelve month period; or otherwise may terminate Mr Simens
employment with immediate effect by paying him the equivalent of his salary
over a twelve month period.
Termination by Mr Simens
Mr Simens may terminate her employment if the Company commits a
serious breach of the agreement and does not remedy that breach; or,
otherwise, by providing twelve months written notice to the Company.
Key management personnel have no entitlement to termination payments in the event of removal for
misconduct.
Additional Information
The earnings of the consolidated entity for the five years to 30 June 2023 are summarised below:
2023
$
2022
$
2021
$
2020
$
2019
$
Revenue
Net assets
Net profit/(loss)
12,027
5,572
113,389,965 104,329,326 52,580,191 18,036,550 11,119,277
(3,146,996)
(3,343,467) (4,276,995)
(9,629,678)
38,097,293
104,662
20,000
2,145
The factors that are considered to affect total shareholders return are summarised below:
Basic earnings per share (cents per share)
Diluted earnings per share (cents per share)
(5.77)
(5.77)
19.61
18.35
(0.20)
(0.20)
(0.43)
(0.43)
(0.34)
(0.34)
2023
2022
2021
2020
2019
Additional Disclosures Relating to Key Management Personnel
Shareholding
The number of shares in the company held during the financial year by each director and other members of
key management personnel of the consolidated entity, including their personally related parties, is set out
below:
Ordinary shares
C Bentley
R Pasqua
A Geller
A Ladd-Kruger *
L Simens
C Gerteisen
Balance at
the Start of
the year
Received as
Part of
Remuneration
Additions
Disposals/
Other
Balance at
the End of
the Year
1,720,780
-
1,618,985
-
6,534,970
400,000
10,274,735
- 1,279,222
28,500
-
671,192
-
-
35,715
- 1,664,896
530,281
-
- 4,209,806
- 3,000,002
-
28,500
- 2,290,177
-
35,715
- 8,199,866
-
930,281
- 14,484,541
Nova Minerals Ltd | Annual Report 2023 31
Option Holding
The number of options over ordinary shares in the company held during the financial year by each director
and other members of key management personnel of the consolidated entity, including their personally
related parties, is set out below:
Balance at
the Start of
the Year
Granted
Balance at
Expired/
Forfeited/ the End of
Exercised Other
the Year
Options over ordinary shares
C Bentley
R Pasqua
A Geller
A Ladd-Kruger *
L Simens
C Gerteisen
Performance Rights Holding
200,000
250,000
1,000,000
250,000
-
821,429
264,250
-
550,000 (1,000,000)
-
267,858
2,000,000 2,214,286 (2,000,000)
(500,000)
4,200,000 6,667,823 (3,500,000)
500,000 2,550,000
(249,050)
76,340
(250,000)
72,929 1,094,358
265,200
626,340
267,858
273,330 2,487,616
29,178 2,579,178
(47,273) 7,320,550
The number of performance rights over ordinary shares in the company held during the financial year by each
director and other members of key management personnel of the consolidated entity, including their
personally related parties, is set out below:
Balance at
the start of
the year
Granted
Expired/
Balance at
forfeited/ the end of
Vested
other
the year
Performance rights over ordinary shares
L Simens
C Gerteisen
Colin Belshaw *
800,000
800,000
800,000
2,400,000
-
-
-
-
-
-
-
-
800,000
-
800,000
-
800,000
-
- 2,400,000
*
At resignation
This concludes the remuneration report, which has been audited.
Shares Under Option
There were no unissued ordinary shares of Nova Minerals Limited under option outstanding at the date of this
report.
Shares Under Performance Rights
There were no unissued ordinary shares of Nova Minerals Limited under performance rights outstanding at
the date of this report.
Shares Issued on the Exercise of Options
1,926,967 ordinary shares of Nova Minerals Limited were issued on the exercise of 3,500,000 options using
cash-less exercise during the year ended 30 June 2023 and up to the date of this report.
Shares Issued on the Exercise of Performance Rights
There were no ordinary shares of Nova Minerals Limited issued on the exercise of performance rights during
the year ended 30 June 2023 and up to the date of this report.
32 Nova Minerals Ltd | Annual Report 2023
Indemnity and Insurance of Officers
The company has indemnified the directors and executives of the company for costs incurred, in their capacity
as a director or executive, for which they may be held personally liable, except where there is a lack of good
faith.
During the financial year, the company paid a premium in respect of a contract to insure the directors and
executives of the company against a liability to the extent permitted by the Corporations Act 2001. The
contract of insurance prohibits disclosure of the nature of the liability and the amount of the premium.
Indemnity and Insurance of Auditor
The company has not, during or since the end of the financial year, indemnified or agreed to indemnify the
auditor of the company or any related entity against a liability incurred by the auditor.
During the financial year, the company has not paid a premium in respect of a contract to insure the auditor
of the company or any related entity.
Proceedings on Behalf of the Company
No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring
proceedings on behalf of the company, or to 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 part of those proceedings.
Non-Audit Services
Details of the amounts paid or payable to the auditor for non-audit services provided during the financial year
by the auditor are outlined in note 19 to the financial statements.
The directors are satisfied that the provision of non-audit services during the financial year, by the auditor (or
by another person or firm on the auditor's behalf), is compatible with the general standard of independence
for auditors imposed by the Corporations Act 2001.
The directors are of the opinion that the services as disclosed in note 19 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.
●
Officers of the Company Who are Former Partners of RSM Australia Partners
There are no officers of the company who are former partners of RSM Australia Partners.
Auditor's Independence Declaration
A copy of the auditor's independence declaration as required under section 307C of the Corporations Act
2001 is set out immediately after this directors' report.
Auditor
RSM Australia Partners continues in office in accordance with section 327 of the Corporations Act 2001.
Nova Minerals Ltd | Annual Report 2023 33
This report is made in accordance with a resolution of directors, pursuant to section 298(2)(a) of the
Corporations Act 2001.
On behalf of the directors
___________________________
Louie Siemens
Executive Chairman
11 September 2023
34 Nova Minerals Ltd | Annual Report 2023
Auditor’s Independence Declaration
Nova Minerals Ltd | Annual Report 2023 35
Financial Statements
Consolidated Statement of Profit or Loss and Other
Comprehensive Income
Consolidated Statement of Financial Position
Consolidated Statement of Changes in Equity
Consolidated Statement of Cash Flows
Notes to the Financial Statements
Director’s Declaration
Independent Auditor’s Report
38
39
40
42
43
75
76
36 Nova Minerals Ltd | Annual Report 2023
General Information
The financial statements cover Nova Minerals Limited as a consolidated entity consisting of Nova Minerals
Limited and the entities it controlled at the end of, or during, the year. The financial statements are presented
in Australian dollars, which is Nova Minerals Limited's functional and presentation currency.
Nova Minerals Limited is a listed public company limited by shares, incorporated and domiciled in Australia.
Its registered office and principal place of business is:
Suite 5 242 Hawthorn Road
Caulfield Victoria 3161 Australia
A description of the nature of the consolidated entity's operations and its principal activities are included in
the directors' report, which is not part of the financial statements.
The financial statements were authorised for issue, in accordance with a resolution of directors. The directors
have the power to amend and reissue the financial statements.
Nova Minerals Ltd | Annual Report 2023 37
Consolidated Statement of Profit or Loss
and Other Comprehensive Income
For the Year Ended 30 June 2023
Revenue
Interest income
Other income, gains, and losses
Foreign exchange movement on financial liability
Gain from sale of property plant and equipment
Management fee
Fair value (loss)/gain on investments
Gain from sale of investment
Gain from deconsolidation of Snow Lake Resources
Loss on disposal on Snow Lake Resources
Loss on derivative liabilities
Impairment of Investment in Snow Lake Resources
Foreign exchange gain
Share of profits(losses) of associate accounted for using equity method
Total revenue
Expenses
Administration expenses
Contractors & consultants
Share based payments
Amortisation of financial liability
Finance costs
Total expenses
Consolidated
30 June
30 June
Note
2023
$
2022
$
12,027
20,000
(24,883)
16,137
47,423
(2,577,419)
-
-
-
1,870,042
-
868,392
(6,254,759)
(6,043,040)
-
-
-
565,317
232,596
91,778,097
(9,102,187)
133,649
(45,556,885)
1,533,601
29,088
39,633,276
(2,721,273)
(739,380)
(780,235)
(928,281)
(359,031)
(5,528,200)
(2,980,714)
(907,623)
(1,200,053)
-
(142,065)
(5,230,455)
9
9
8
8
8
8
4
4
26
4
Profit/(Loss) Before Income Tax Expense
Income tax expense
(11,571,240)
34,402,821
5
-
-
Profit/(Loss) After Income Tax Expense for the Year
(11,571,240)
34,402,821
Other Comprehensive Income
Items that may be reclassified subsequently to profit or loss
Foreign currency translation
1,941,562
3,694,472
Other comprehensive income for the year, net of tax
1,941,562
3,694,472
Total Comprehensive Income/(Loss) for the Year
(9,629,678)
38,097,293
Profit/(loss) for the year is attributable to:
Non-controlling interest
Owners of Nova Minerals Limited
Total comprehensive income/(loss) for the year is attributable to:
Non-controlling interest
Owners of Nova Minerals Limited
Basic earnings/(loss) per share
Diluted earnings/(loss) per share
(87,149)
(11,484,091)
(281,733)
34,684,554
(11,571,240)
34,402,821
205,159
(9,834,837)
272,558
37,824,735
(9,629,678)
38,097,293
Cents
Cents
25
25
(5.77)
(5.77)
19.61
18.35
The above consolidated statement of comprehensive income should be read in conjunction with the
accompanying notes
38 Nova Minerals Ltd | Annual Report 2023
Consolidated Statement of Financial Position
For the Year Ended 30 June 2023
Assets
Current Assets
Cash and cash equivalents
Trade and other receivables
Total current assets
Non-Current Assets
Investment in associate
Other financial assets
Property, plant and equipment
Exploration and evaluation
Total non-current assets
Total Assets
Liabilities
Current Liabilities
Trade and other payables
Convertible notes
Total current liabilities
Non-Current Assets
Convertible notes
Total non-current liabilities
Total Liabilities
Net Assets
Equity
Issued capital
Foreign currency reserves
Share based-payment reserves
Accumulated losses
Equity attributable to the owners of Nova Minerals Limited
Non-controlling interest
Consolidated
30 June
30 June
Note
2023
$
2022
$
6 19,240,707
495,186
7
19,735,893
21,278,936
242,481
21,521,417
8 16,767,507
1,738,137
9
10
3,025,170
11 81,070,075
102,600,889
23,022,266
3,963,791
3,118,808
56,702,626
86,807,491
122,336,782 108,328,908
12
2,414,485
1,179,788
3,594,273
3,999,582
-
3,999,582
12
5,352,544
5,352,544
-
-
8,946,817
3,999,582
113,389,965 104,329,326
13
3,875,305
8,726,228
13 142,986,671 125,713,259
2,226,051
7,309,323
(49,985,023) (38,500,932)
105,603,181 96,747,701
7,581,625
7,786,784
15
Total Equity
113,389,965 104,329,326
The above consolidated statement of financial position should be read in conjunction with the accompanying
notes
Nova Minerals Ltd | Annual Report 2023 39
Consolidated Statement of Changes in Equity
For the Year Ended 30 June 2023
Share
Based
Payments
Foreign
Currency
Reserves Reserves
Issued
Capital
Consolidated
$
$
$
Accumulate
d
Losses
$
Non-
Controll-
ing
Interest
$
Total Equity
$
Balance at 1 July 2021
114,922,698 6,733,118
(816,390) (74,055,061) 5,795,826 52,580,191
Profit/(loss) after income tax
expense for the year
Other comprehensive
income for the year, net of
tax
Total comprehensive
income for the year
Movement in non-
controlling interest due to
increase in issued capital of
AKCM Pty Ltd
Movement in equity of
Snow Lake Resources due
to loss of control
-
-
-
-
-
-
34,684,554
(281,733)
34,402,821
-
3,140,181
-
554,291
3,694,472
-
3,140,181
34,684,554
272,558
38,097,293
-
144,086
(3,029,107)
2,897,325
12,304
-
(1,043,848)
(241,826)
3,898,683
(1,384,085)
1,228,924
12,000,000
Transactions with owners in
their capacity as owners:
Issue of shares for cash
(Note 13)
Exercise of performance
rights (Note 13)
Share issue costs (Note 13)
Share options expense for
period (Note 26)
Performance rights granted
(Note 26)
312,000
(1,521,439)
-
-
1,457,000
163,053
-
-
-
-
-
-
-
-
-
-
-
12,000,000
312,000
(1,521,439)
1,457,000
163,053
-
-
-
Balance at 30 June 2022
125,713,259 7,309,323 2,226,051 (38,500,931) 7,581,624 104,329,326
The above consolidated statement of changes in equity should be read in conjunction with the accompanying
notes
40 Nova Minerals Ltd | Annual Report 2023
Consolidated Statement of Changes in Equity (Continued)
For the Year Ended 30 June 2023
Share
Based
Payments
Foreign
Currency
Reserves Reserves
$
$
Non-
Controll-
ing
Interest
$
Accumulated
Losses
$
Issued
Capital
$
Total Equity
$
Consolidated
Balance at 1 July 2022
125,713,259 7,309,323 2,226,051
(38,500,932) 7,581,625 104,329,326
Profit/(loss) after income tax
expense for the year
Other comprehensive
income/(loss) for the year,
net of tax
Total comprehensive
income/(loss) for the year
-
-
-
-
-
(11,484,091)
(87,149)
(11,571,240)
-
1,649,254
-
292,308
1,941,562
-
1,649,254
(11,484,091)
205,159
(9,629,678)
19,059,988
Transactions with owners in
their capacity as owners:
Issue of shares for cash
(Note 13)
Exercise of performance
rights (Note 13)
Share issue costs (Note 13)
Share options expense for
period (Note 26)
Performance rights granted
(Note 26)
40,130
(1,826,706)
-
-
-
-
1,116,829
300,076
-
-
-
-
-
-
-
-
-
19,059,988
40,130
(1,826,706))
1,116,829
300,076
-
-
-
Balance at 30 June 2023
142,986,671 8,726,228 3,875,305
(49,985,023) 7,786,784 113,389,965
The above consolidated statement of changes in equity should be read in conjunction with the accompanying
notes
Nova Minerals Ltd | Annual Report 2023 41
Consolidated Statement of Cash Flows
For the Year Ended 30 June 2023
Consolidated
30 June
30 June
Note
2023
$
2022
$
Cash Flows from Operating Activities
Payments to suppliers and employees (inclusive of GST)
Interest received
Interest and other finance costs paid
(3,095,422) (2,849,722)
-
(6,039)
13,530
(1,785)
Net cash used in operating activities
24
(3,083,677) (2,855,761)
Cash Flows from Investing Activities
Payments for property, plant and equipment
Payments for exploration and evaluation
Loans to Snow Lake Resources
Loans to other entity
Loans to related party
Payments to acquire investments
Proceeds from disposal of Investments
Loss of cash due to deconsolidation of Snow Lake Resources
Convertible note Asra Minerals
Proceeds from disposal of property, plant and equipment
(213,299)
100,000
-
103,813
(271,182)
(1,055,878)
(23,647,509) (24,799,177)
274,342
10,000
41,814
(648,988)
- 22,279,880
(59,719)
-
-
(250,000)
-
38,500
Net cash used in investing activities
(24,139,677)
(3,957,726)
Cash Flows from Financing Activities
Proceeds from issue of shares
Proceeds from Issue of derivative financial liability
Proceeds from exercise of options
Share issue transaction costs
Net cash from financing activities
Net increase(decrease) in cash and cash equivalents
Cash and cash equivalents at the beginning of the financial year
Effects of exchange rate changes on cash and cash equivalents
13
19,059,988 12,000,000
-
7,449,210
39,871
-
(846,964)
(1,390,454)
25,158,615 11,153,036
(2,064,739) 4,339,549
21,278,936 15,516,112
1,423,275
26,510
Cash and Cash Equivalents at the End of the Financial Year
6
19,240,707 21,278,936
The above consolidated statement of cash flows should be read in conjunction with the accompanying notes
42 Nova Minerals Ltd | Annual Report 2023
Notes to the Financial Statements
Note 1: Significant Accounting Policies
Note 2: Critical Accounting Judgements, Estimates and Assumptions
Note 3: Operating Segments
Note 4: Expenses
Note 5: Income Tax Expense
Note 6: Current Assets – Cash and Cash Equivalents
Note 7: Current Assets – Trade and Other Receivables
Note 8: Non-Current Assets – Investment in Associate
Note 9: Non-Current Assets – Other Financial Assets
Note 10: Non-Current Assets – Property, Plant and Equipment
Note 11: Non-Current Assets – Exploration and Evaluation
Note 12: Convertible Notes
Note 13: Equity – Issued Capital
Note 14: Equity – Share Based-Payment Reserves
Note 15: Equity – Non-Controlling Interest
Note 16: Financial Instruments
Note 17: Fair Value Measurements
Note 18: Key Management Personnel Disclosures
Note 19: Remuneration of Auditors
Note 20: Contingent Liabilities
Note 21: Related Party Transactions
Note 22: Parent Entity Information
Note 23: Interests in Subsidiaries
Note 24: Reconciliation of Profit/(Loss) After Income Tax to Net Cash
Used in Operating Activities
Note 25: Earnings/(Loss) Per Share
Note 26: Share-Based Payments
44
52
53
54
54
55
55
55
56
57
58
59
60
60
61
61
64
64
65
65
65
66
67
69
69
70
Note 27: Events After the Reporting Period
73
Nova Minerals Ltd | Annual Report 2023 43
Notes to the Consolidated Financial Statements
For the Year Ended 30 June 2023
Note 1 Significant Accounting Policies
The principal accounting policies adopted in the preparation of the financial statements are set out below.
These policies have been consistently applied to all the years presented, unless otherwise stated.
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 current reporting
period.
Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early
adopted
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. These financial statements also comply
with International Financial Reporting Standards 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 financial assets and liabilities at fair value through profit or loss, financial assets
at fair value through other comprehensive income, investment properties, certain classes of property, plant
and equipment and derivative financial instruments.
Critical Accounting Estimates
The preparation of the financial statements requires the use of certain critical accounting estimates. It also
requires management to exercise its judgement in the process of applying the consolidated entity's
accounting policies. The areas involving a higher degree of judgement or complexity, or areas where
assumptions and estimates are significant to the financial statements, are disclosed in note 2.
Parent Entity Information
In accordance with the Corporations Act 2001, these financial statements present the results of the
consolidated entity only. Supplementary information about the parent entity is disclosed in note 20.
Principles 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 2023 and the results of all subsidiaries for the year then
ended. Nova Minerals Limited and its subsidiaries together are referred to in these financial statements as the
'consolidated entity'.
Subsidiaries are all those entities over which the consolidated entity has control. The consolidated entity
controls an entity when the consolidated entity is exposed to, or has rights to, variable returns from its
involvement with the entity and has the ability to affect those returns through its power to direct the activities
of the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the
consolidated entity. They are de-consolidated from the date that control ceases.
Intercompany transactions, balances, and unrealised gains on transactions between entities in the
consolidated entity are eliminated. Unrealised losses are also eliminated unless the transaction provides
evidence of the impairment of the asset transferred. Accounting policies of subsidiaries have been changed
where necessary to ensure consistency with the policies adopted by the consolidated entity.
44 Nova Minerals Ltd | Annual Report 2023
The acquisition of subsidiaries is accounted for using the acquisition method of accounting. A change in
ownership interest, without the loss of control, is accounted for as an equity transaction, where the difference
between the consideration transferred and the book value of the share of the non-controlling interest acquired
is recognised directly in equity attributable to the parent.
Non-controlling interest in the results and equity of subsidiaries are shown separately in the statement of profit
or loss and other comprehensive income, statement of financial position and statement of changes in equity
of the consolidated entity. Losses incurred by the consolidated entity are attributed to the non-controlling
interest in full, even if that results in a deficit balance.
Where the consolidated entity loses control over a subsidiary, it derecognises the assets including goodwill,
liabilities, and non-controlling interest in the subsidiary together with any cumulative translation differences
recognised in equity. The consolidated entity recognises the fair value of the consideration received and the
fair value of any investment retained together with any gain or loss in profit or loss.
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.
Foreign Currency Translation
The financial statements are presented in Australian dollars, which is Nova Minerals Limited's functional and
presentation currency.
Foreign Currency Transactions
Foreign currency transactions are translated into Australian dollars using the exchange rates prevailing at the
dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such
transactions and from the translation at financial year-end exchange rates of monetary assets and liabilities
denominated in foreign currencies are recognised in profit or loss.
Foreign Operations
The assets and liabilities of foreign operations are translated into Australian dollars using the exchange rates
at the reporting date. The revenues and expenses of foreign operations are translated into Australian dollars
using the average exchange rates, which approximate the rates at the dates of the transactions, for the period.
All resulting foreign exchange differences are recognised in other comprehensive income through the foreign
currency reserve in equity.
The foreign currency reserve is recognised in profit or loss when the foreign operation or net investment is
disposed of.
Revenue Recognition
The consolidated entity recognises revenue as follows:
Interest
Interest revenue is recognised as interest accrues using the effective interest method. This is a method of
calculating the amortised cost of a financial asset and allocating the interest income over the relevant period
using the effective interest rate, which is the rate that exactly discounts estimated future cash receipts through
the expected life of the financial asset to the net carrying amount of the financial asset.
Income Tax
The income tax expense or benefit for the period is the tax payable on that period's taxable income based on
the applicable income tax rate for each jurisdiction, adjusted by the changes in deferred tax assets and
liabilities attributable to temporary differences, unused tax losses and the adjustment recognised for prior
periods, where applicable.
Nova Minerals Ltd | Annual Report 2023 45
Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected to be
applied 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 the initial recognition of goodwill or an asset
or liability in a transaction that is not a business combination and that, at the time of the transaction,
affects neither the accounting nor taxable profits; or
When the taxable temporary difference is associated with interests in subsidiaries, associates or joint
ventures, and the timing of the reversal can be controlled, and it is probable that the temporary difference
will not reverse in the foreseeable future.
●
Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is
probable that future taxable amounts will be available to utilise those temporary differences and losses.
The carrying amount of recognised and unrecognised deferred tax assets are reviewed at each reporting
date. Deferred tax assets recognised are reduced to the extent that it is no longer probable that future taxable
profits will be available for the carrying amount to be recovered. Previously unrecognised deferred tax assets
are recognised to the extent that it is probable that there are future taxable profits available to recover the
asset.
Deferred tax assets and liabilities are offset only where there is a legally enforceable right to offset current tax
assets against current tax liabilities and deferred tax assets against deferred tax liabilities; and they relate to
the same taxable authority on either the same taxable entity or different taxable entities which intend to settle
simultaneously.
Nova Minerals Limited (the 'head entity') and its wholly owned Australian subsidiaries have formed an income
tax consolidated group under the tax consolidation regime. The head entity and each subsidiary in the tax
consolidated group continue to account for their own current and deferred tax amounts. The tax consolidated
group has applied the 'separate taxpayer within group' approach in determining the appropriate amount of
taxes to allocate to members of the tax consolidated group.
In addition to its own current and deferred tax amounts, the head entity also recognises the current tax
liabilities (or assets) and the deferred tax assets arising from unused tax losses and unused tax credits
assumed from each subsidiary in the tax consolidated group.
Assets or liabilities arising under tax funding agreements with the tax consolidated entities are recognised as
amounts receivable from or payable to other entities in the tax consolidated group. The tax funding
arrangement ensures that the intercompany charge equals the current tax liability or benefit of each tax
consolidated group member, resulting in neither a contribution by the head entity to the subsidiaries nor a
distribution by the subsidiaries to the head entity.
Current and Non-Current Classification
Assets and liabilities are presented in the statement of financial position based on current and non-current
classification.
An asset is classified as current when: it is either expected to be realised or intended to be sold or consumed
in the consolidated entity's normal operating cycle; it is held primarily for the purpose of trading; it is expected
to be realised within 12 months after the reporting period; or the asset is cash or cash equivalent unless
restricted from being exchanged or used to settle a liability for at least 12 months after the reporting period.
All other assets are classified as non-current.
A liability is classified as current when: it is either expected to be settled in the consolidated entity's normal
operating cycle; it is held primarily for the purpose of trading; it is due to be settled within 12 months after the
reporting period; or there is no unconditional right to defer the settlement of the liability for at least 12 months
after the reporting period. All other liabilities are classified as non-current.
Deferred tax assets and liabilities are always classified as non-current.
46 Nova Minerals Ltd | Annual Report 2023
Cash and Cash Equivalents
Cash and cash equivalents include cash on hand, deposits held at call with financial institutions, other short-
term, highly liquid investments with original maturities of three months or less that are readily convertible to
known amounts of cash and which are subject to an insignificant risk of changes in value. For the statement
of cash flows presentation purposes, cash and cash equivalents also includes bank overdrafts, which are
shown within borrowings in current liabilities on the statement of financial position.
Cash and cash equivalents include cash on hand, deposits held at call with financial institutions, other short-
term, highly liquid investments with original maturities of three months or less that are readily convertible to
known amounts of cash and which are subject to an insignificant risk of changes in value.
Trade and Other Receivables
Trade receivables are initially recognised at fair value and subsequently measured at amortised cost using
the effective interest method, less any allowance for expected credit losses. Trade receivables are generally
due for settlement within 30 days.
Other receivables are recognised at amortised cost, less any allowance for expected credit losses.
Derivative Financial Instruments
Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are
subsequently remeasured to their fair value at each reporting date. The accounting for subsequent changes
in fair value depends on whether the derivative is designated as a hedging instrument, and if so, the nature
of the item being hedged.
Associates
Associates are entities over which the consolidated entity has significant influence but not control or joint
control. Investments in associates are accounted for using the equity method. Under the equity method, the
share of the profits or losses of the associate is recognised in profit or loss and the share of the movements
in equity is recognised in other comprehensive income. Investments in associates are carried in the statement
of financial position at cost plus post-acquisition changes in the consolidated entity's share of net assets of
the associate. Goodwill relating to the associate is included in the carrying amount of the investment and is
neither amortised nor individually tested for impairment. Dividends received or receivable from associates
reduce the carrying amount of the investment.
When the consolidated entity's share of losses in an associate equal or exceeds its interest in the associate,
including any unsecured long-term receivables, the consolidated entity does not recognise further losses,
unless it has incurred obligations or made payments on behalf of the associate.
The consolidated entity discontinues the use of the equity method upon the loss of significant influence over
the associate and recognises any retained investment at its fair value. Any difference between the associate's
carrying amount, fair value of the retained investment and proceeds from disposal is recognised in profit or
loss.
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.
Nova Minerals Ltd | Annual Report 2023 47
Financial Assets at Amortised Cost
A financial asset is measured at amortised cost only if both of the following conditions are met: (i) it is held
within a business model whose objective is to hold assets in order to collect contractual cash flows; and (ii)
the contractual terms of the financial asset represent contractual cash flows that are solely payments of
principal and interest.
Financial Assets at Fair Value Through Profit or Loss
Financial assets not measured at amortised cost or at fair value through other comprehensive income are
classified as financial assets at fair value through profit or loss. Typically, such financial assets will be either:
(i) held for trading, where they are acquired for the purpose of selling in the short-term with an intention of
making a profit, or a derivative; or (ii) designated as such upon initial recognition where permitted. Fair value
movements are recognised in profit or loss.
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.
Where there has not been a significant increase in exposure to 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
has become credit impaired or where it is determined that credit 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.
Property, Plant and Equipment
Plant and equipment is stated at historical cost less accumulated depreciation and impairment. Historical cost
includes expenditure that is directly attributable to the acquisition of the items.
Depreciation is calculated on a straight-line basis to write off the net cost of each item of property, plant and
equipment (excluding land) over their expected useful lives as follows:
Plant and equipment
5-10 years
The residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each
reporting date.
An item of property, plant and equipment is derecognised upon disposal or when there is no future economic
benefit to the consolidated entity. Gains and losses between the carrying amount and the disposal proceeds
are taken to profit or loss.
Exploration and Evaluation
Exploration and evaluation expenditure in relation to separate areas of interest for which rights of tenure are
current is carried forward as an asset in the statement of financial position where it is expected that the
expenditure will be recovered through the successful development and exploitation of an area of interest, or
by its sale; or exploration activities are continuing in an area and activities have not reached a stage which
permits a reasonable estimate of the existence or otherwise of economically recoverable reserves. Where a
project or an area of interest has been abandoned, the expenditure incurred thereon is written off in the year
in which the decision is made.
48 Nova Minerals Ltd | Annual Report 2023
When production commences, the accumulated costs for the relevant area of interest are amortised over the
life of the area according to the rate of depletion of the economically recoverable reserves.
A regular review is undertaken of each area of interest to determine the appropriateness of continuing to
carry forward costs in relation to that area of interest.
Trade and Other Payables
These amounts represent liabilities for goods and services provided to the consolidated entity prior to the end
of the financial year and which are unpaid. Due to their short-term nature they are measured at amortised
cost and are not discounted.
Borrowings
Loans and borrowings are initially recognised at the fair value of the consideration received, net of transaction
costs. They are subsequently measured at amortised cost using the effective interest method.
The component of the convertible notes that exhibits characteristics of a liability is recognised as a liability in
the statement of financial position, net of transaction costs.
On the issue of the convertible notes the fair value of the liability component is determined using a market
rate for an equivalent non-convertible bond and this amount is carried as a non-current liability on the
amortised cost basis until extinguished on conversion or redemption. The increase in the liability due to the
passage of time is recognised as a finance cost. The remainder of the proceeds are allocated to the
conversion option that is recognised and included in shareholders equity as a convertible note reserve, net
of transaction costs. The carrying amount of the conversion option is not remeasured in the subsequent years.
The corresponding interest on convertible notes is expensed to profit or loss.
Finance Costs
Finance costs attributable to qualifying assets are capitalised as part of the asset. All other finance costs are
expensed in the period in which they are incurred.
Employee Benefits
Short-Term Employee Benefits
Liabilities for wages and salaries, including non-monetary benefits, annual leave, long service leave and
accumulating sick leave expected to be settled wholly within 12 months of the reporting date are measured
at the amounts expected to be paid when the liabilities are settled. Non-accumulating sick leave is expensed
to profit or loss when incurred.
Other Long-Term Employee Benefits
The liability for annual leave and long service leave not expected to be settled within 12 months of the
reporting date are measured at the present value of expected future payments to be made in respect of
services provided by employees up to the reporting date using the projected unit credit method.
Consideration is given to expected future wage and salary levels, experience of employee departures and
periods of service. Expected future payments are discounted using market yields at the reporting date on
high quality corporate bonds with terms to maturity and currency that match, as closely as possible, the
estimated future cash outflows.
Termination Benefits
Termination benefits are recognised when a detailed plan of termination has been communicated to affected
employees. They are measured as short-term employee benefits when expected to be settled wholly within
12 months of the reporting date or as long-term benefits when not expected to be settled within 12 months
of the reporting date.
Nova Minerals Ltd | Annual Report 2023 49
Retirement Benefit Obligations
All employees of the consolidated entity are entitled to benefits from the consolidated entity's superannuation
plan on retirement, disability or death. The consolidated entity has a defined benefit section and a defined
contribution section within its plan. The defined benefit section provides defined lump sum benefits based on
years of service and final average salary. The defined contribution section receives fixed contributions from
entities in the consolidated entity and the consolidated entity's legal or constructive obligation is limited to
these contributions.
A liability or asset in respect of defined benefit superannuation plans is recognised in the statement of financial
position, and is measured at the present value of the defined benefit obligation at the reporting date less the
fair value of the superannuation fund's assets at that date and any unrecognised past service cost. The present
value of the defined benefit obligation is based on expected future payments which arise from membership
of the fund to the reporting date, calculated annually by independent actuaries using the projected unit credit
method. Consideration is given to expected future wage and salary levels, experience of employee departures
and periods of service.
Expected future payments are discounted using market yields at the reporting date on high quality corporate
bonds with terms to maturity and currency that match, as closely as possible, the estimated future cash
outflows.
Actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions are
recognised, in the period in which they occur, in other comprehensive income.
Past service costs are recognised immediately in profit or loss, unless the changes to the superannuation
fund are conditional on the employees remaining in service for a specified period of time ('the vesting period').
In this case, the past service costs are amortised on a straight-line basis over the vesting period.
Share-Based Payments
Equity-settled and cash-settled share-based compensation benefits are provided to employees and advisors.
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.
The cost of equity-settled transactions are recognised as an expense with a corresponding increase in equity
over the vesting period. The cumulative charge to profit or loss is calculated based 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 the
vesting period. The amount recognised in profit or loss for the period is the cumulative amount calculated at
each reporting date less amounts already recognised in previous periods.
The cost of cash-settled transactions is initially, and at each reporting date until vested, determined by
applying either the Binomial or Black-Scholes option pricing model, taking into consideration the terms and
conditions on which the award was granted. The 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.
50 Nova Minerals Ltd | Annual Report 2023
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
transaction will take place either: in the principal market; or in the absence of a principal market, in the most
advantageous market.
Fair value is measured using the assumptions that market participants would use when pricing the asset or
liability, assuming they act in their economic best interests. For non-financial assets, the fair value
measurement is based on its highest and best use. Valuation techniques that are appropriate in the
circumstances and for which sufficient data are available to measure fair value, are used, maximising the use
of relevant observable inputs and minimising the use of unobservable inputs.
Assets and liabilities measured at fair value are classified into three levels, using a fair value hierarchy that
reflects the significance of the inputs used in making the measurements. Classifications are reviewed at each
reporting date and transfers between levels are determined based on a reassessment of the lowest level of
input that is significant to the fair value measurement.
For recurring and non-recurring fair value measurements, external valuers may be used when internal
expertise is either not available or when the valuation is deemed to be significant. External valuers are selected
based on market knowledge and reputation. Where there is a significant change in fair value of an asset or
liability from one period to another, an analysis is undertaken, which includes a verification of the major inputs
applied in the latest valuation and a comparison, where applicable, with external sources of data.
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.
Earnings per share
Basic Earnings Per Share
Basic earnings per share is calculated by dividing the profit attributable to the owners of Nova Minerals
Limited, excluding any costs of servicing equity other than ordinary shares, by the weighted average number
of ordinary shares outstanding during the financial year, adjusted for bonus elements in ordinary shares
issued during the financial year.
Nova Minerals Ltd | Annual Report 2023 51
Diluted Earnings Per Share
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take
into account the after income tax effect of interest and other financing costs associated with dilutive potential
ordinary shares and the weighted average number of shares assumed to have been issued for no
consideration in relation to dilutive potential ordinary shares.
Goods and Services Tax ('GST') and Other Similar Taxes
Revenues, expenses and assets are recognised net of the amount of associated GST, unless the GST incurred
is not recoverable from the tax authority. In this case it is recognised as part of the cost of the acquisition of
the asset or as part of the expense.
Receivables and payables are stated inclusive of the amount of GST receivable or payable. The net amount
of GST recoverable from, or payable to, the tax authority is included in other receivables or other payables in
the statement of financial position.
Cash flows are presented on a gross basis. The GST components of cash flows arising from investing or
financing activities which are recoverable from, or payable to the tax authority, are presented as operating
cash flows.
Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the
tax authority.
New Accounting Standards and Interpretations Not Yet Mandatory or Early Adopted
Australian Accounting Standards and Interpretations that have recently been issued or amended but are not
yet mandatory, have not been early adopted by the consolidated entity for the annual reporting period ended
30 June 2023. The consolidated entity has not yet assessed the impact of these new or amended Accounting
Standards and Interpretations.
Note 2. Critical Accounting Judgements, Estimates and Assumptions
The preparation of the financial statements requires management to make judgements, estimates and
assumptions that affect the reported amounts in the financial statements. Management continually evaluates
its judgements and estimates in relation to assets, liabilities, contingent liabilities, revenue and expenses.
Management bases its judgements, estimates and assumptions on historical experience and on other various
factors, including expectations of future events, management believes 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.
Share-Based Payment Transactions
The consolidated entity measures the cost of equity-settled transactions with employees by reference to the
fair value of the equity instruments at the date at which they are granted. The fair value is determined by using
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.
The allowance for expected credit losses assessment requires a degree of estimation and judgement. It is
based on the lifetime expected credit loss, grouped based on days overdue, and makes assumptions to
allocate an overall expected credit loss rate for each group. These assumptions include recent sales
experience and historical collection rates.
52 Nova Minerals Ltd | Annual Report 2023
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.
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.
Exploration and Evaluation Costs
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.
Note 3. Operating Segments
Operating segment information is disclosed on the same basis as information used for internal reporting
purposes
At regular intervals, the board is provided management information for the Company’s cash position, the
carrying values of exploration permits and Company cash forecast for the next twelve months of operation.
On this basis, the board considers the consolidated entity operates in one segment being exploration
of minerals and two geographical areas, being Australia and United States. For the financial year ended 30
June 2023 the Canadian assets relate to the investment in associate and the exploration asset has been
eliminated due to the deconsolidation.
Geographical Information
Australia
Canada
United States
Interest Income
30 June
2023
$
30 June
2022
$
Geographical Non-Current
Assets
30 June
30 June 2023
$
2022
$
7,397 20,000
-
-
-
4,630
1,470,024 4,527,957
17,280,200 23,022,266
84,363,356 59,257,269
12,027 20,000 103,113,580 86,807,492
Nova Minerals Ltd | Annual Report 2023 53
Note 4. Expenses
Profit/(loss) before income tax includes the following specific expenses:
Depreciation
Superannuation
Corporate and Consultants
Finance Charges
Note 5. Income Tax Expense
Consolidated
30 June
30 June
2023
$
2022
$
456,904
1,151
739,380
359,031
346,828
2,291
907,623
142,065
1,556,466 1,398,807
Consolidated
30 June
2023
$
30 June 2022
$
Numerical reconciliation of income tax expense and tax at the statutory rate
Profit/(loss) before income tax expense
(11,571,240) 34,402,821
Tax at the statutory tax rate of 25% (2022: 25%)
(2,892,810) 8,600,705
Tax effect amounts which are not deductible/(taxable) in calculating taxable
income:
Share-based payments
Share of profits(losses) - associates
Current year temporary differences not recognised
195,059 300,013
(7,272)
1,563,690
(1,134,061) 8,893,446
1,134,061 (8,893,446)
Income tax expense
-
-
Tax losses not recognised
Unused tax losses for which no deferred tax asset has been recognised
Potential tax benefit @ 25%
Consolidated
30 June
30 June
2023
$
2022
$
20,942,089 19,808,028
5,235,522 4,952,007
The tax losses do not expire under current tax legislation. Deferred tax assets have not been recognised in
respect of these items because it is not probable that future taxable profit will be available against which the
Company can utilise the benefits.
These tax losses are also subject to final determination by the taxation authorities when the company derives
taxable income.
54 Nova Minerals Ltd | Annual Report 2023
The tax losses are subject to further review to determine if they satisfy the necessary legislative requirements
under Income Tax legislation for carry forward and recoupment of tax losses.
Note 6. Current Assets – Cash and Cash Equivalents
Cash at bank
Note 7. Current Assets - Trade and Other Receivables
Other receivable
Rent bond
Prepayments
GST receivable
Consolidated
30 June
30 June
2023
$
2022
$
19,240,707 21,278,936
Consolidated
30 June
2023
$
30 June
2022
$
264,705
5,830
217,351
7,300
29,216
5,830
64,575
142,860
495,186
242,481
The Company’s exposure to credit risk related to trade and other receivables are disclosed in note 16.
Note 8. Non-Current Assets - Investment in Associate
Consolidated
30 June
2023
$
30 June
2022
$
Investment in Snow Lake Resources
16,767,507 23,022,266
Reconciliation
Reconciliation of the carrying amounts at the beginning and end of the current
and previous financial year are set out below:
Opening carrying amount
Fair value of Snow Lake Resources investment at date of deconsolidation
Disposals
Loss on disposal on Snow Lake Resources
Share of Snow Lake Resources profits(losses) for period
Impairment of investment in Snow Lake Resources
23,022,266
-
- 99,709,182
- (22,056,932)
(9,102,187)
-
29,088
(6,254,759)
- (45,556,885)
Closing carrying amount
16,767,507 23,022,266
Nova Minerals Ltd | Annual Report 2023 55
Consolidated
30 June
2023
$
30 June
2022
$
Gain on deconsolidation of Snow Lake Resources
Fair value of Snow Lake Resources investment at date of deconsolidation
Less carrying value of net assets on deconsolidation
-
- 99,709,182
(7,931,084)
Gain on deconsolidation of Snow Lake Resources
- 91,778,098
On the 23 November 2021 Nova Minerals’ 73.8% owned subsidiary Snow Lake Resources completed an
initial public offering on the NASDAQ stock exchange. Following the flotation Nova’s shareholding in Snow
Lake Resources was reduced to 54.5% and 46.1% on a fully diluted basis.
As a result of the shareholding dilution, as well as the company having limited oversight in management of
Snow Lake Resources, the directors of Nova Minerals determined the company had lost control of its
subsidiary as at 23 November 2021.
In line with AASB 10 Consolidated Financial Statements Nova Minerals therefore derecognised the assets
and liabilities of the Snow Lake Resources group in its consolidated statement of financial position as at 23
November 2021, generating a loss on deconsolidation recognised in the consolidated profit and loss
statement of the group in the period.
Nova Minerals was determined by the directors to retain significant influence over Snow Lake Resources and
therefore Nova Mineral’s remaining interest in Snow Lake Resources has been recognised as an investment
in an associate at fair value as at the date of control loss and the equity method of investment accounting
applied.
Note 9. Non-Current Assets - Other Financial Assets
Investments in Asra Minerals Limited at fair value
Investment in Alaska Asia Clean Energy Corp at fair value
Loans granted to related parties note 21
Convertible note in ASRA Minerals Limited
Consolidated
30 June
30 June
2023
$
2022
$
1,220,024 3,797,443
-
166,348
-
205,887
62,226
250,000
1,738,137 3,963,791
56 Nova Minerals Ltd | Annual Report 2023
Reconciliation Investments at fair value
Reconciliation of the carrying amounts at the beginning and end of the current
and previous financial year are set out below:
Opening balance
Addition
Alaska Asia Clean Energy Corp
Aara Minerals Shares
Asra Minerals Options
Disposal
Asra Minerals Shares
Gain on disposal
Asra Minerals shares
Movement in fair value
Asra Minerals Shares
Asra Minerals ASROB options
Closing fair value
Consolidated
30 June
30 June
2023
$
2022
$
3,797,443 2,734,349
205,867
-
-
495,590
46,509
-
(238,927)
-
232,596
(2,112,330)
(465,089)
62,238
465,088
1,425,891 3,797,443
The Investment in Asra Minerals Limited comprises shares and options held by the group measured at fair
value. The group shareholding in Asra Minerals comprises 8.15% ownership.
Note 10. Non-Current Assets - Property, Plant and Equipment
Plant and equipment - at cost
Less: Accumulated depreciation
Reconciliations
Opening balance
Additions
Foreign exchange movement
Depreciation expense
Disposals
Carrying amount at end of period
Consolidated
30 June
30 June
2023
$
2022
$
4,206,168 3,854,410
(735,602)
(1,180,998)
3,025,170 3,118,808
Consolidated
30 June
30 June
2023
$
2022
$
3,118,808 2,370,972
937,981
156,683
(346,828)
-
283,655
98,474
(456,904)
(18,863)
3,025,170 3,118,808
Nova Minerals Ltd | Annual Report 2023 57
Note 11. Non-Current Assets - Exploration and Evaluation
Exploration and evaluation expenditure
81,070,075 56,702,626
Reconciliations
Consolidated
30 June
30 June
2023
$
2022
$
Opening balance
Additions
Deconsolidation of Snow Lake Resources
Revaluation due to foreign exchange
Carrying amount at end of year
Consolidated
30 June
30 June
2023
$
2022
$
56,702,626 35,843,069
22,157,270 26,910,709
- (8,532,572)
2,481,420
2,210,179
81,070,075 56,702,626
58 Nova Minerals Ltd | Annual Report 2023
Note 12. Convertible Notes
Current liabilities
Financial derivative liability
Financial liability
Non-current liabilities
Financial liability
Consolidated
30 June
30 June
2023
$
2022
$
250,921
928,867
1,179,788
5,352,544
6,532,332
Reconciliations
Reconciliation of convertible note since inception to 30 June 2023 is set out below:
The initial recognition of the financial liability and derivative was:
Financial derivative liability
Financial liability
Movement to 30 June 2023
Loss on financial derivative
Amortisation of financial liability
Consolidated
30 June
30 June
2023
$
2022
$
2,120,963
5,328,247
7,449,210
(1,870,042)
953,164
6,532,332
-
-
-
-
-
-
-
-
-
-
-
The financial liability and corresponding derivative represent the fair value of the loan facility Nova entered
into on 27 October 2022 up to USD$7 million with an interest payable of 6.05% adjusted by the delta over a
3% SOFR floor. This was subsequently drawn down on 21 November 2022 and has a maturity of 24 months
from draw down.
The facility has a conversion option which gives the lender the right to convert the principal plus any accrued
interest into a variable number of shares. If Nova’s share price is greater than 150% of the conversion price,
then Nova at its option may elect to force Nebari to convert the conversion amount, at the conversion price.
Given the lender has the right to a variable number of shares and in accordance with AASB 9 this constitutes
a compound financial instrument which requires both a financial liability and derivative to be recognised.
The derivative is recognised first at fair value and subsequently remeasured at each reporting period with the
corresponding gain or loss recognised through the profit and loss. The remaining value is recognised as a
financial liability and amortised over the life of the loan based on a 25.32% effective interest rate in accordance
with AASB 9.
Nova may repay up to 50% of the outstanding principal in discounted shares (10% discount to the 15 day
VWAP proceeding the prepayment date). In the event of a voluntary prepayment, Nova will also issue Nebari
options to subscribe for Nova shares, with a 2 year expiry period from the date of the options issuance, at a
strike price equal to a 40% premium to the VWAP of the Company’s shares for the 15 days preceding the
earlier of the documentation completion date and the date at which the financing facility is announced to the
public, converted at the AUD:USD exchange rate on the day preceding the conversion date (“Strike Price”)
and in the amount of 80% of the Prepayment Amount divided by the Strike Price.
Nova Minerals Ltd | Annual Report 2023 59
Note 13. Equity - Issued Capital
Consolidated
30 June 2023 30 June 2022 30 June 2023 30 June 2022
Shares
Shares
$
$
Issued capital
Share issue costs
210,889,961
-
180,202,285
-
149,346,415
(6,559,744)
130,246,297
(4,533,038)
210,889,961
180,202,285
142,986,671
125,713,259
Ordinary share - issued and fully paid
June 2023
No
June 2023 June 2022
$
No
June 2022
$
At the beginning of the period
- Contributions of equity
- Shares issued on conversion of options
- Shares issued on conversion of conversion
of cashless options
- Share buy back
- Performance rights exercised Note 26
- Consolidation of shares adjustment (a)
- Share issue costs - share based payments
note 25
- Share issue costs - cash payments
180,202,285 125,713,259 1,680,946,647
109,090,910
-
27,228,501 19,059,988
40,130
100,185
114,922,698
12,000,000
-
3,358,990
-
-
-
-
-
-
-
-
12,000,000
- (1,621,835,272)
-
-
312,000
-
-
-
(636,670)
(1,190,036)
-
-
(732,000)
(789,439)
Closing balance
210,889,961 142,986,671
180,202,285
125,713,259
(a) On the 29 November 2021 the company completed share consolidation on a 10:1 basis
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.
Note 14. Equity - Share Based-Payment Reserves
Share-based payments reserve
Consolidated
30 June
30 June
2023
$
2022
$
8,726,228 7,309,323
Share-based payments reserve
The reserve is used to recognise the value of equity benefits provided to employees and directors as part of
their remuneration, and other parties as part of their compensation for services.
60 Nova Minerals Ltd | Annual Report 2023
Note 14. Equity - Share based-payment reserves (continued)
Movements in reserves
Movements in each class of reserve during the financial years are set out below:
Consolidated
30 June
30 June
2023
$
2022
$
Opening balance
Movement in reserve due to deconsolidation of Snow Lake Resources (note 8)
Options expense in period (note 26)
Performance rights granted (note 26)
7,309,323 6,733,118
- (1,043,848)
1,116,829 1,457,000
163,053
300,076
Closing balance
8,726,228 7,309,323
Note 15. Equity - Non-Controlling Interest
Issued capital
Reserves
Accumulated losses
Consolidated
30 June
30 June
2023
$
2022
$
7,357,911 7,357,911
392,832
(169,118)
685,141
(256,268)
7,786,784 7,581,625
As of the 30 June 2023 the non-controlling interest is 15% equity holding in AKCM Pty Ltd (2022: 15%).
Note 16. Financial Instruments
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:
Nova Minerals Ltd | Annual Report 2023 61
Variable Rate Instruments
Cash and cash equivalents
Consolidated
30 June
30 June
2023
$
2022
$
19,240,707 21,278,936
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 2022. The
following table summarises the sensitivity of the Company’s financial assets (cash) to interest rate risk:
Carrying
Amount
$
Profit or Loss Profit or Loss Equity
100 bp
100 bp
100 bp
Increase
Decrease
Increase
$
$
$
Equity
100 bp
Decrease
$
30 June 2023
Variable rate instruments
Cash and cash equivalents 19,240,707
192,407
(192,407)
192,407
(192,407)
Carrying
Amount
$
Profit or Loss Profit or Loss Equity
100 bp
100 bp
100 bp
Increase
Decrease
Increase
$
$
$
Equity
100 bp
Decrease
$
30 June 2022
Variable rate instruments
Cash and cash equivalents
Credit Risk
21,278,936 212,789
(212,789)
212,789
(212,789)
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:
Consolidated
30 June
30 June
2023
$
2022
$
19,240,707 21,278,936
142,860
7,300
19,248,007 21,421,796
Cash and cash equivalents
BAS Receivables
62 Nova Minerals Ltd | Annual Report 2023
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:
Weighted
Average
Interest
Rate
%
Consolidated - 30 June 2023
6 Months
or Less
$
6 to 12
Months
$
Between
2 and 5
Years
$
Over 5
Years
$
Total
Contractual
Cash Flows
$
Non-derivatives
Non-interest bearing
Trade payables
Interest-bearing
Financial liability
Total non-derivatives
Derivatives
Financial derivative liability
Total non-derivatives
-
2,414,485
-
-
-
2,414,485
-
-
- 928,867 5,352,544
2,414,485 928,867 5,352,544
-
-
6,281,411
8,695,896
- 250,921
- 250,921
-
-
-
-
-
-
Weighted
Average
Interest
Rate
%
Consolidated - 30 June 2022
6 Months
or Less
$
6 to 12
Months
$
Between
2 and 5
Years
$
Over 5
Years
$
Total
Contractual
Cash Flows
$
Non-derivatives
Non-interest bearing
Trade payables
Total non-derivatives
Fair Value
-
3,999,852
3,999,852
-
-
-
-
-
-
3,999,852
3,999,852
The carrying amount of the 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.
Nova Minerals Ltd | Annual Report 2023 63
Note 17. Fair Value Measurement
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
Consolidated - 30 June 2023
Assets
Investments at fair value
Convertible note in Asra Minerals
Total assets
Liabilities
Financial derivative liability
Financial liability – Current
Financial liability – Non-current
Total assets
Consolidated - 30 June 2022
Assets
Investments at fair value
Total assets
Level 1
Level 2
Level 3
$
$
$
Total
$
1,425,000
-
1,425,000
-
250,000
250,000
- 1,425,000
-
250,000
- 1,675,000
250,921
928,867
5,352,544
6,532,332
-
-
-
-
250,921
-
928,867
-
- 5,352,544
- 6,532,332
Level 1
Level 2
Level 3
$
$
$
Total
$
3,797,443
3,797,443
-
-
- 3,797,443
- 3,797,443
Note 18. Key Management Personnel Disclosures
The aggregate compensation made to directors and other members of key management personnel of the
consolidated entity is set out below:
Consolidated
30 June
30 June
2023
$
2022
$
924,437
321,109
597,673
229,277
1,245,546
826,950
Short-term employee benefits
Share-based payments
64 Nova Minerals Ltd | Annual Report 2023
Note 19. Remuneration of Auditors
During the financial year the following fees were paid or payable for services provided by RSM Australia
Partners, the auditors of the company:
Audit services - RSM Australia Partners
Audit or review of the financial statements
Other services - RSM Australia Partners
Preparation of the tax return
Other services - RSM USA
Preparation of the tax return
Note 20. Contingent Liabilities
Consolidated
30 June
30 June
2023
$
2022
$
81,000
77,500
38,849
3,656
52,730
-
172,579
81,156
There are no contingent liabilities that the consolidated entity has become aware of at 30 June 2023 and 30
June 2022.
Note 21. Related Party Transactions
Parent entity
Nova Minerals Limited is the parent entity.
Subsidiaries
Interests in subsidiaries are set out in Note 23.
Key management personnel
Disclosures relating to key management personnel are set out in Note 18 and the remuneration report
included in the directors' report.
The following transactions occurred with related parties:
Consolidated
30 June
30 June
2023
$
2022
$
Payment for goods and services:
Payment to Benison Contractors Pty Ltd a company of Louie Siemens for Snow
Lake Resources director fee
Payment to Christopher Gerteisen for Snow Lake Resources consulting fees
Payment to Speedy Investments Pty Ltd a company of Craig Bentley for
consulting fees
Payment to Harpia Group AG a company of Rodrigo Pasqua for consulting fees
-
-
-
-
33,066
6,533
1,700
12,160
56 Nova Minerals Ltd | Annual Report 2022
Nova Minerals Ltd | Annual Report 2023 65
Loans to/from related parties
The following balances are outstanding at the reporting date in relation to loans with related parties:
Current Receivables:
Snow Lake Resources other receivable
Non-Current Receivables:
Loan to Rotor X
Consolidated
30 June
30 June
2023
$
2022
$
150,207
29,216
62,226
166,348
Terms and conditions
All transactions were made on normal commercial terms and conditions and at market rates
Note 22. Parent Entity Information
Set out below is the supplementary information about the parent entity.
Statement of profit or loss and other comprehensive income
Profit/(loss) after income tax
Total comprehensive income/(loss)
Statement of financial position
Total current assets
Total assets
Total current liabilities
Total liabilities
Equity
Issued capital
Share-based payments reserve
Accumulated losses
Total equity
Parent
30 June
2023
$
30 June
2022
$
(10,534,690) 39,569,245
(10,534,690) 39,569,245
Parent
30 June
30 June
2023
$
2022
$
17,352,971
6,338,838
118,145,995 103,094,398
1,799,920
256,494
7,152,464
256,494
142,986,671 125,713,259
7,309,323
(40,719,368) (30,184,678)
8,726,228
110,993,531 102,837,904
Contingent liabilities
The parent entity had no contingent liabilities as at 30 June 2023 and 30 June 2022.
66 Nova Minerals Ltd | Annual Report 2023
Capital commitments - Property, plant and equipment
The parent entity had no capital commitments for property, plant and equipment as at 30 June 2023 and 30
June 2022.
Significant accounting policies
The accounting policies of the parent entity are consistent with those of the consolidated entity, as disclosed
in note 1.
Note 23. Interests in Subsidiaries
The consolidated financial statements incorporate the assets, liabilities and results of the following
subsidiaries with non-controlling interests in accordance with the accounting policy described in note 1:
Parent
Non-Controlling
Interest
Principal Place
of Business /
Country of
Incorporation
Ownership
Interest
30 June
Ownership
Interest
30 June
Ownership
Interest
30 June
Ownership
Interest
30 June
Class of Shares
2023
%
2022
%
2023
%
2022
%
Australia
Ordinary
85.00%
85.00%
15.00%
15.00%
USA
USA
USA
Ordinary
100.00%
100.00%
Ordinary
100.00%
100.00%
Ordinary
100.00%
-
-
-
-
-
-
-
Name
AKCM (Aust) Pty
Ltd*
AK Operations
LLC
AK Custom
Mining LLC
Alaska Range
Resources LLC
*AKCM (Aust) Pty Ltd is the immediate parent of AK Operations LLC and AK Custom Mining LLC.
Nova Minerals Ltd | Annual Report 2023 67
Summarised financial information
Summarised financial information of subsidiaries with non-controlling interests that are material to the
consolidated entity are set out below:
AKCM (Aust) Pty Ltd
Snow Lake Resources Ltd
Alaska
Range
Resources
LLC
30 June 2023 30 June 2022 30 June 2023 30 June 2022 30 June 2023
$
$
$
$
$
Summarised statement of
financial position
Current assets
Non-current assets
1,827,323
83,964,996
15,182,579
59,691,189
Total assets
85,792,319
74,873,768
Current liabilities
141,459
3,743,091
Total liabilities
141,459
3,743,091
Net assets/(liabilities)
85,650,860
71,130,677
Summarised statement of profit
or loss and other comprehensive
income
Revenue
Expenses
20,697
(495,779)
-
(450,134)
Loss before income tax expense
Income tax expense
(475,082)
-
(450,134)
-
Loss after income tax expense
(475,082)
(450,134)
Other comprehensive
income/(loss)
Total comprehensive
income/(loss)
-
-
(475,082)
(450,134)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
555,600
-
555,600
1,652,893
1,652,893
(1,097,293)
-
(817,608)
70
(561,538)
(817,608)
-
(561,468)
-
(817,608)
(561,468)
-
-
(817,608)
(561,468)
(274,751)
(394,604)
(11,149)
-
(10,331,271)
11,349,211
Statement of cash flows
Net cash used in operating
activities
Net cash from/(used in) investing
activities
Net cash from 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
68 Nova Minerals Ltd | Annual Report 2023
(238,904)
(9,139,831)
(13,239,174)
-
19,980,149
-
(13,478,078)
10,840,318
-
(285,900)
623,336
(71,262)
(67,520)
(308,974)
(237,712)
-
-
(214,213)
(868,653)
-
-
Note 24. Reconciliation of (loss)/profit after income tax to net cash used in operating
activities
(Loss)/profit after income tax expense for the year
(11,571,240)
34,402,821
Consolidated
30 June 2023 30 June 2022
$
$
Adjustments for:
Gain from sale of equipment
Fair value gain on investments
Amortisation of financial liability
Depreciation
Management fee
Share based payments (Note 26)
Non-cash finance costs
Gain from deconsolidation of Snow Lake Resources
Loss on disposal on Snow Lake Resources
Foreign exchange movement on financial liability
Interest income
Impairment of Investment in Snow Lake Resources
Share of loss - associates
Foreign exchange gain intercompany loans
Change in operating assets and liabilities:
Increase in trade and other receivables
Increase in trade and other payables
(16,137)
2,577,419
928,281
456,904
(47,423)
780,235
(1,870,042)
-
-
24,883
-
-
6,254,759
(868,392)
-
(565,317)
-
346,828
-
1,200,053
(133,649)
(91,778,097)
9,102,187
-
(20,000)
45,556,885
29,088
(1,533,601)
(96,579)
363,655
(47,469)
584,510
Net cash used in operating activities
(3,083,677)
(2,855,761)
Note 25. Earnings/(Loss) per share
(Loss)/profit after income tax
Non-controlling interest
(Loss)/profit after income tax
Consolidated
30 June 2023 30 June 2022
$
$
(11,571,240)
87,149
34,402,821
281,733
(11,484,091)
34,684,554
Number
Number
Weighted average number of ordinary shares used in calculating basic
earnings per share
Adjustments for calculation of diluted earnings per share:
Options over ordinary shares
198,977,884
176,847,043
-
12,150,000
Weighted average number of ordinary shares used in calculating diluted
earnings per share
198,977,884
188,997,043
Nova Minerals Ltd | Annual Report 2023 69
Basic earnings/(loss) per share
Diluted earnings/(loss) per share
Cents
Cents
(5.77)
(5.77)
19.61
18.35
As of the 30 June 2023 there were 33,572,158 (2022: 12,150,000) outstanding unlisted options that would be included in
the diluted calculation.
Note 26. Share-based payments
From time to time, the Group provides Incentive Options and Performance Rights to officers, employees,
consultants and other key advisors as part of remuneration and incentive arrangements. The number of
options or rights granted, and the terms of the options or rights granted are determined by the Board.
Shareholder approval is sought where required. During the period the following share-based payments have
been recognised:
Share-based payments
During the period, the following share-based payments have been granted:
Consolidated
30 June 2023 30 June 2022
$
$
332,560
144,591
3,009
-
-
480,160
-
-
-
395,000
330,000
725,000
-
300,076
300,076
312,000
163,053
475,053
780,236
1,200,053
Consolidated
30 June 2023 30 June 2022
$
$
636,670
-
-
732,000
636,670
732,000
Recognised in profit & loss :
Director options 1
Consultant options 2
Director options 3
Advisor options 6
Advisor options 7
Total options granted
Performance Rights
Performance rights exercised note 13
Performance rights granted
Total performance rights
Total
Recognised in equity:
Options issued to brokers 4
Options issued to brokers 5
70 Nova Minerals Ltd | Annual Report 2023
Options granted
For the options granted during the June 2023 financial year, the valuation model inputs used to determine
the fair value at the grant date, are as follows:
Recognised in
Grant date
Number of options issued
Expiry date
Vesting date
Share price at grant date
Exercise Price
Expected Volatility
Risk-Free Interest Rate
Trinomial step
Early exercise factor
Underlying fair value at grant date
The total share-based payment expense recognised
form the amortisation as of the 30 June 2023 for the
issued options
Vesting terms
1 Director Options
2 Consultants Options
Profit & Loss
29/11/2022
5,750,000
30/11/2025
30/11/2025
0.66
1.20
90%
3.24%
200
2.50
0.299
332,560
Profit & Loss
29/11/2022
2,500,000
30/11/2025
30/11/2025
0.66
1.20
90%
3.24%
200
2.50
0.299
144,591
Continuous
employment and, $1bn
project valuation
Continuous
employment and, $1bn
project valuation
Recognised in
Grant date
Number of options issued
Expiry date
Vesting date
Share price at grant date
Exercise Price
Expected Volatility
Risk-Free Interest Rate
Trinomial step
Early exercise factor
Underlying fair value at grant date
Fair Value
Recognised in
Grant date
Issued date
Number of options issued
Expiry date
Vesting date
Share price at grant date
Exercise Price
Expected Volatility
Risk-Free Interest Rate
Underlying fair value at grant date
Fair Value
3. Director
Options
4. Broker
Options
Profit & Loss
29/11/2022
200,000
7/10/2023
29/11/2022
0.66
2.20
90%
3.18%
200
2.5
0.0329
3,009
Equity
16/09/2022
1,714,286
16/09/2025
16/09/2022
0.78
0.91
90%
3.45%
200
2.5
0.3714
636,670
5 Broker options
6 Advisor options 7 Advisor options
Equity note 13
27/09/2021
27/09/2021
1,200,000
27/09/2023
27/09/2021
1.45
2.200
100%
0.26%
0.61
732,000
P&L
20/10/2021
20/10/2021
500,000
20/05/2023
20/10/2021
1.55
1.350
100%
0.26%
0.79
395,000
P&L
20/10/2021
20/10/2021
500,000
7/10/2023
20/10/2021
1.55
2.200
100%
0.26%
0.66
330,000
Nova Minerals Ltd | Annual Report 2023 71
Option movement June 2023
Set out below are movements in options on issue over ordinary shares of Nova Minerals Limited during the
30 June 2023 financial year:
Exercise period
Exercise
price
Beginning
balance
Issued
Exercised
Lapsed
Ending
balance
On or before 19 September 2022
On or before 28 October 2022
On or before 28 January 2023
On or before 2 December 2022
On or before 29 December 2023
On or before 20 May 2023
On or before 23 Sept 2023
On or before 30 November 2024
On or before 30 November 2025
On or before 16 January 2026
On or before 30 April 2024
Total
0.40 6,100,000
150,000
0.56
0.60
750,000
3.00 1,050,000
0.75 1,100,000
1.35 1,100,000
2.20 1,700,000
1.10
1.20
0.91
0.70
-
- (6,100,000)
-
(150,000)
-
-
-
(750,000)
- (1,050,000)
-
-
-
-
- (1,600,000)
500,000
-
-
200,000
-
-
- 13,614,264
-
-
- 8,250,000
-
- 1,714,286
-
-
(185)
- 6,993,793
11,950,000 31,272,343 (6,250,185) (3,400,000)
-
-
-
-
1,100,000
-
1,900,000
13,614,264
8,250,000
1,714,286
6,993,608
33,572,158
Option movement June 2022
Set out below are movements in options on issue over ordinary shares of Nova Minerals Limited during the
30 June 2022 financial year:
Exercise period
Exercise
price
Beginning
balance
Issued
Exercised
Lapsed
Ending
balance
On or before 19 September 2022
On or before 28 October 2022
On or before 28 January 2023
On or before 2 December 2022
On or before 29 December 2023
On or before 20 May 2023
On or before 27 September 2023
On or before 20 May 2023
On or before 7 October 2023
Total
0.40
0.56
0.60
3.0
0.75
1.35
2.20
1.40
2.20
6,100,000
150,000
750,000
1,050,000
1,100,000
600,000
-
-
-
-
-
-
- 1,200,000
- 500,000
- 500,000
9,750,000 2,200,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
6,100,000
150,000
750,000
1,050,000
1,100,000
600,000
1,200,000
500,000
500,000
11,950,000
On the 29 November 2021 the company completed share consolidation on a 10:1 basis
The weighted average year remaining contractual life
The weighted average number of years remaining for the contractual life for share-based payment options
outstanding as of the 30 June 2023 was 1.51 years (2022: 0.60 years).
Performance rights
During the period the Company issued 24 million performance rights (2.4 million post-consolidation) to three
directors. The terms of the performance rights issued were disclosed in the annual general meeting notice
announced 22 October 2021. The performance rights are long-term incentives to offer conditional rights to
fully paid ordinary shares in the Company upon satisfaction of vesting criteria over the vesting periods for no
cash consideration. Fair value has been measured using the share price at grant date.
72 Nova Minerals Ltd | Annual Report 2023
Vesting conditions for the rights are set out in the table below:
Class of Performance
Rights
Applicable
Milestone
Lapse
Date
5 years from issue
Class A Performance
Rights
Class B Performance
Rights
Class C Performance
Rights
Completion of either a pre-feasibility study or a
definitive feasibility study of the Korbel Main deposit
that demonstrates at the time of reporting that
extraction is reasonably justified and economically
mineable indicating an internal rate of return to the
Company of greater than 20% and an
independently verified JORC classified mineral
reserve equal to or greater than 1,500,000 oz Au
with an average grade of not less than 0.4g/t for not
less than 116Mt.
Completion of the first gold pour (defined as a
minimum quantity of 500 oz.) from the Korbel Main
deposit.
Achievement of an EBITDA of more than $20m in
the second half-year reporting period following the
commencement of commercial operations at the
Korbel Main deposit.
Rights
Issued
600,000
600,000
5 years from issue
5 years from issue 1,200,000
30 June 2023 performance rights
The performance rights were valued as the closing share price $1.30 on the grant date 24 November 2021.
The total share-based payment expense recognised from the amortisation of the 2022 issued performance
rights was $300,076 for the 30 June 2023 financial year
30 June 2022 performance rights
The performance rights were valued as the closing share price $1.30 on the grant date 24 November 2021.
The total share-based payment expense recognised from the amortisation of the 2022 issued performance
rights was $163,053 for the 30 June 2022 financial year
Set out below are the summaries of Performance rights granted during period as share based payments
Grant date
Expiry date
Class
Granted
Price at
grant
date
Expired/
Lapsed/
Exercised
other
Balance at
the end of
the year
24/11/2021
24/11/2021
24/11/2021
24/11/2026
24/11/2026
24/11/2026
A
B
C
$1.30
$1.30
$1.30
600,000
600,000
1,200,000
-
-
-
-
-
-
600,000
600,000
1,200,000
Note 27. Events after the reporting period
The following events have occurred subsequent to the period end:
The Company announced visible gold at the high-grade RPM Deposit, within the Company's flagship Estelle
Gold Project, located in the prolific Tintina Gold Belt in Alaska.
Nova Minerals Ltd | Annual Report 2023 73
The Company announced that on 3 August 2023 Alaska’s State Governor, Mike Dunleavy, along with the
Alaska Department of Transportation and Public Facilities (“DOT&PF”) Commissioner, Ryan Anderson
visited the Company’s Estelle Gold Project located in the West Susitna Mining District, Alaska, USA. The
Governor and Commissioner’s visit comprised part of an overview tour of the mining district and the
proposed West Susitna Access Road (“WSAR”), for which some significant advancements have been
announced recently, and will potentially provide direct all year and all weather access to the Estelle project
site.
The Company announced that the Rotor X Aircraft Manufacturing Company of Chandler Arizona (in which
Nova holds a 9.9% investment stake), in partnership with US defense contractor Advanced Tactics, has now
completed a major milestone with the development and hundreds of unmanned test flights of its new fully
electric eVTOL DRAGON Personal Air Vehicle (PAV). With this major milestone achieved manned flights will
now commence, with commercial delivery of the PAV beginning in September 2023.
No other matters or circumstance has arisen since 30 June 2023 that has significantly affected, or may
significantly affect the consolidated entity's operations, the results of those operations, or the consolidated
entity's state of affairs in future financial years.
74 Nova Minerals Ltd | Annual Report 2023
Director’s Declaration
In the Directors' opinion:
●
●
●
●
The attached financial statements and notes comply with the Corporations Act 2001, the Accounting
Standards, the Corporations Regulations 2001 and other mandatory professional reporting requirements;
The attached financial statements and notes comply with International Financial Reporting Standards as
issued by the International Accounting Standards Board as described in note 1 to the financial
statements;
The attached financial statements and notes give a true and fair view of the consolidated entity's financial
position as at 30 June 2023 and of its performance for the financial year ended on that date; and
There are reasonable grounds to believe that the company will be able to pay its debts as and when they
become due and payable.
The directors have been given the declarations required by section 295A of the Corporations Act 2001.
Signed in accordance with a resolution of directors made pursuant to section 295(5)(a) of the Corporations
Act 2001.
On behalf of the directors
___________________________
Louie Simens
Executive Chairman
11 September 2023
Nova Minerals Ltd | Annual Report 2023 75
Independent Auditor’s Report
76 Nova Minerals Ltd | Annual Report 2023
Nova Minerals Ltd | Annual Report 2023 77
78 Nova Minerals Ltd | Annual Report 2023
Nova Minerals Ltd | Annual Report 2023 79
80 Nova Minerals Ltd | Annual Report 2023
ASX Additional Information
Additional Information for ASX Listed Companies
In accordance with ASX Listing Rule 4.10, the Company provides the following information to
shareholders not elsewhere disclosed in this Annual Report. The following additional information is
required under the ASX Listing Rules and is current as of 28 August 2023. (Reporting Date)
Corporate Governance Statement
The Company has prepared a Corporate Governance Statement which sets out the corporate
governance practices that were in operation throughout the financial year for the Company. In
accordance with ASX Listing Rule 4.10.3, the Corporate Governance Statement will be available 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.
Capital Structure
Security
Fully Paid Ordinary Shares
Unlisted - Unl Bonus Opt @ $1.00 Exp 30/06/2025
Unlisted - Unl Opt @ $2.20 Exp 7/10/2023
Unlisted - Unl Opt @ $1.10 Exp 30/11/2024
Unlisted - Unl Opt @ $0.91 Exp 16/01/2026
Unlisted - Unl Opt @ $1.20 Exp 30/11/2025
Unlisted - Unl Opt @ $2.35 Exp 7/10/2023
Unlisted - Unl Opt @ $0.75 Exp 29/12/2023
Unlisted - Unl Opt @ $0.70 Exp 30/04/2024
Performance Rights – Various Vesting Conditions
Number
210,889,961
92
1,700,000
13,614,264
1,714,286
8,250,000
200,000
1,100,000
6,993,608
2,400,000
Distribution Schedule
Fully paid ordinary shares
Holding Ranges
1 to 1,000
1,000 to 5,000
5,000 to 10,000
10,000 to 100,000
Over100,000
Totals
Unmarketable Parcels
Securities
830,418
5,566,738
6,405,515
43,527,856
154,559,434
210,889,961
% of Share
Capital
No. of holders
% Issued of
Holders
0.39%
2.64%
3.04%
20.64%
73.29%
100.00%
1,540
2,122
825
1,293
267
6,047
25.47%
35.09%
13.64%
21.38%
4.42%
100.00%
Based on the price per security of $0.29, number of holders with an unmarketable holding: 2,246,
with total 1,644,095, amounting to 0.78% of Issued Capital.
Nova Minerals Ltd | Annual Report 2023 81
Top Holders
The 20 largest registered holders of fully paid ordinary shares were:
Name
Shares Held at 28 August 2023 % Held
1
2
3
4
5
6
BNP PARIBAS NOMS PTY LTD
BNP PARIBAS NOMINEES PTY LTD ACF CLEARSTREAM
SL INVESTORS PTY LTD
SWIFT GLOBAL LTD
KUSHKUSH INVESTMENTS PTY LTD
BNP PARIBAS NOMINEES PTY LTD
7 CITICORP NOMINEES PTY LIMITED
8 HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
9 NEBARI GOLD FUND 1 LP
10 MR JAGDISH MANJI VARSANI
11 KAOS INVESTMENTS PTY LIMITED
12
MR JUSTIN BRUCE GARE & MRS KRISTIN DENISE PHILLIPS
13 MR MAHMOUD EL HORR
14 MURTAGH BROS VINEYARDS PTY LTD
15
MURTAGH BROS VINEYARDS PTY LTD
16 LETTERED MANAGEMENT PTY LTD
17 PATRON PARTNERS PTY LTD
18 KIKCETO PTY LTD
19 MR CRAIG EDWIN BENTLEY
20
KUSHKUSH INVESTMENTS PTY LTD
Total of Top 20
Balance of Register
Grand Total
Substantial Shareholders
As at the Reporting Date, there are no substantial shareholders.
13,972,056
6.63%
6,639,396
3.15%
5,817,060
2.76%
5,669,833
2.69%
5,300,000
2.51%
4,094,407
1.94%
4,020,571
1.91%
3,511,664
1.67%
3,198,294
1.52%
3,000,000
1.42%
2,750,000
1.30%
2,505,758
1.19%
2,500,000
1.19%
2,440,000
1.16%
2,167,380
1.03%
2,050,000
0.97%
1,983,214
0.94%
1,819,924
0.86%
1,743,002
0.83%
1,651,124
0.78%
76,833,683
36.43%
134,056,278
63.57%
210,889,961 100.00%
82 Nova Minerals Ltd | Annual Report 2023
Unquoted Securities
Unquoted securities on issue were:
Class
Expiry Date
Exercise
Price
Number of
Options
Number of
holders
Unlisted – Unl Bonus Opt @$1.00
Exp 20/05/2025
Unlisted - Unl Opt @ $2.20 Exp
7/10/023
Unlisted - Unl Opt @ $1.10 Exp
30/11/2024
Unlisted - Unl Opt @ $0.91 Exp
16/01/2026
Unlisted - Unl Opt @ $1.20 Exp
30/11/2025
Unlisted - Unl Opt @ $2.35 Exp
7/10/2023
Unlisted - Unl Opt @ $0.75 Exp
29/12/2023
Unlisted - Unl Opt @ $0.70 Exp
30/04/2024
NVAAT
(NVAAT)
NVAOP2
(NVAAL)
NVAOP3
(NVAAN)
NVAOP4
(NVAAO)
NVAOP5
(NVAAP)
NVAOP6
NVAOP7
(NVAAH)
NVAOP8
(NVAAS)
30 Jun 2052
$1.00
92
7 Oct 2023
$2.20
1,700,000
2
4
30 Nov 2024
$1.10
13,614,264
74
16 Jan 2026
$0.91
1,714,286
30 Nov 2025
$1.20
8,250,000
7 Oct 2023
$2.35
200,000
29 Dec 2023
$0.75
1,100,000
2
9
1
3
30 Apr 2024
$0.70
6,993,608
6,214
NVAOP2 [Unlisted Options @ $2.20 Exp 7/10/2023] – 4 Holders (Holders with more than 20% shown)
Name
Held at 28 August 2023 % Held
1
2
EVOLUTION CAPITAL PTY LTD
LEDGER HOLDINGS PTY LTD
1,050,000
500,000
61.8
29.4
NVAOP3 [Unlisted Options @ $1.10 Exp 30/11/2024] – 74 Holders (Holders with more than 20% shown)
Name
1 CITICORP NOMINEES PTY LIMITED
Held at 28 August 2023 % Held
2,895,234
21.3
NVAOP4 [Unlisted Options @ $0.91 Exp 16/01/2026] – 2 Holders (Holders with more than 20% shown)
Name
Held at 28 August 2023 % Held
1 CIRCUMFERENCE CAPITAL CT PTY LTD
2
JETT CAPITAL ADVISORS HOLDINGS LLC
857,143
857,143
50.0
50.0
NVAOP5 [Unlisted Options @ $1.20 Exp 30/11/2025] – 9 Holders (Holders with more than 20% shown)
Name
Held at 28 August 2023 % Held
1 CHRISTOPHER GERTEISEN
2 KIKCETO PTY LTD A/C>
3
KUSHKUSH INVESTMENTS PTY LTD
2,000,000
2,000,000
2,000,000
24.2
24.2
24.2
Nova Minerals Ltd | Annual Report 2023 83
NVAOP6 [Unlisted Options @ $2.35 Exp 7/10/2023] – 1 Holder (Holders with more than 20% shown)
Name
1 CRAIG EDWIN BENTLEY
Held at 28 August 2023 % Held
200,000
100.0
NVAOP7 [Unlisted Options @ $0.75 Exp 29/12/2023] – 3 Holders (Holders with more than 20% shown)
Name
Held at 28 August 2023 % Held
1 AJ HOLDINGS INTERNATIONAL LIMITED
2
HERSHAM HOLDINGS PTY LTD
500,000
500,000
45.5
45.5
NVAOP8 [Unlisted Options @ $0.70 Exp 30/04/2024] – 6,214 Holders (Holders with more than 20% shown)
Held at 28 August 2023 % Held
Name
1 N/A
Restricted Securities
Not applicable
Voting Rights
The voting rights attached to each class of equity security are as follows:
• Ordinary shares: each ordinary share is entitled to one vote when a poll is called, otherwise
each member present at a meeting or by proxy has one vote on a show of hands.
• Options: options do not entitle the holders to vote in respect of that equity instrument, nor
participate in dividends, when declared, until such time as the options are exercised and
subsequently registered as ordinary shares.
• Performance rights: performance rights do not entitle the holders to vote in respect of that
equity instrument, nor participate in dividends, when declared, until such time as the
performance rights are vested and converted and subsequently registered as ordinary shares.
ASX Admission Statement
During the financial year, the Company applied its cash in a way that is consistent with its business
objectives.
On-Market Buy-Back
There is no current on-market buy-back.
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
84 Nova Minerals Ltd | Annual Report 2023
Competent Person Statement
Mr Vannu Khounphakdee P.Geo., who is an independent consulting geologist of a number of mineral
exploration and development companies, reviewed and approves the technical information in this
report and is a member of the Australian Institute of Geoscientists (AIG), which is ROPO accepted
for the purpose of reporting in accordance with ASX listing rules. Mr Vannu Khounphakdee has
sufficient experience relevant to the gold deposits under evaluation 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 Vannu Khounphakdee is also a Qualified Person as defined by S-
K 1300 rules for mineral deposit disclosure. Mr Vannu Khounphakdee consents to the inclusion in
the report of the matters based on information in the form and context in which it appears.
Schedule of Interests in Mining Tenements as at 30 June 2023
Tenement/Claim/ADL Number
725940 - 725966
726071 - 726216
727286 - 727289
728676 - 728684
730362 - 730521
737162 - 737357
Location
Alaska, USA
Alaska, USA
Alaska, USA
Alaska, USA
Alaska, USA
Alaska, USA
Beneficial % Held
85%
85%
85%
85%
85%
85%
Nova Minerals Ltd | Annual Report 2023 85
Main Operations:
Whiskey Bravo Airstrip
Matanuska-Susitna Borough,
Alaska, USA
1150 S Colony Way Suite 3-440,
Palmer, AK 99645
Corporate:
Suite 5
242 Hawthorn Road,
Caulfield VIC 3161 Australia
Telephone: +61 3 9537 1238
www.novaminerals.com.au