ANNUAL REPORT AND
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
STRATEGY AND PERFORMANCE
4
7
Chairman’s Statement
Strategic Report
GOVERNANCE
19
25
28
30
31
Corporate Governance Statement
Compliance with the QCA Code of Practice
Directors’ Report
Statement of Directors’ Responsibilities
Directors’ Remuneration Report
INDEPENDENT AUDITOR’S REPORT
40
Independent Auditor’s Report
FINANCIAL STATEMENTS
48
49
50
51
52
53
Consolidated Statement of Comprehensive Income
Consolidated and Company Statement of Financial Position
Consolidated and Company Statement of Cash Flows
Consolidated Statement of Changes in Equity
Company Statement of Changes in Equity
Notes to the Financial Statements
CONTENTS
1
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020 COMPANY INFORMATION
Directors
Darren Hazelwood (Chief Executive Officer)
Mitchell Patrick Smith (Chief Operating Officer)
Ahmet Kerim Sener (Non-executive Chairman)
Simon Rothschild (Non-executive Director)
Nicholas O’Reilly (Non-executive Director)
Kate Asling (Non-executive Director)
Secretary
Cavendish Secretaries Limited
Company number
009753V (Isle of Man)
Registered office
Auditors
Bankers
Registrars
34 North Quay
Douglas
Isle of Man
IM1 4LB
Keelings Limited
Broad House
The Broadway
Old Hatfield
Hertfordshire
AL9 5BG
Westpac Banking Corporation
275 Kent Street
Sydney
NSW 2000
Australia
Lloyds Bank Plc
1 Bancroft
Hitchin
SG25 1JQ
Computershare Investor Services (Jersey) Limited
Queensway House,
Hilgrove Street
St. Helier
Jersey
JE1 1ES
2
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PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020 CHAIRMAN’S STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2020
While many will look back on 2020 as a year
they would rather forget, Panther Metals
advanced boldly on several fronts, completing
significant new exploration programmes across
its Canadian projects and substantially building
both its Canadian and Australian portfolios.
At the very beginning of the year the Company
successfully completed its transition from NEX to the
Official List of the London Stock Exchange (“LSE”),
raising £823,000 at admission at a price of 6 pence
per share. During the year a further two fundraisings
were completed at incrementally higher prices for
£250,000 at 6.5 pence in July and £300,000 at 10
pence in December. These placings to existing and
new shareholders helped underpin our strategy to
systematically explore and enhance the Canadian
portfolio and provided the Company with the capital
required to complete the purchase of the Merolia Gold
Project in Western Australia, at the end of the year.
Despite the various limitations imposed on our
work programmes as a result of COVID, the team
conducted its efforts admirably and achieved several
advances in understanding of the opportunities at
Big Bear and Dotted Lake in Ontario in Canada.
Airborne geophysical surveys were completed
at both locations providing the Company with
unprecedented datasets in both areas. These are
being used to assist with the identification of new
drilling targets. Although our exploration programmes
in the Northern Territory in Australia were postponed
due to COVID travel restrictions and limitations, a
thorough desk-top review of all publicly available
datasets were completed along with the acquisition
and reprocessing of all historical geophysical
datasets. This work enabled the completion of an
exploration targeting exercise which will enable 2021
exploration activities to be more focused in scope.
Only towards the end of the year was it possible for
initial fieldwork to commence and this assisted with
the identification of focus areas for future work.
we are advancing various
strategies to add value
to the portfolio, such that
component parts may
achieve self-sustainability
We look forward to building upon this strategy
in the coming year and providing shareholders
with a clear vision for the future development
pathway of its now substantially advanced
and mature exploration project pipeline.
Dr. Kerim Sener
Non-Executive Chairman
27 April 2021
With the uncertainties of the past year now hopefully
behind us, we have developed the business
to a point at which the portfolio may be rapidly
commercialised. We are advancing various strategies
to add value to the portfolio, such that component
parts may achieve self-sustainability and in which
Panther will retain a significant position, through
joint ventures, partial divestment in subsidiaries
or even project sales. Your board is committed
to finding ways to add maximum value within the
shortest possible timeframe and accordingly is
forever on the lookout for opportunities to develop
and enhance the project pipeline of the Company.
Importantly, the Company is positioning itself
strategically to focus its activities on orogenic gold
systems in Archaean and Palaeoproterozoic geological
settings. These systems account for the majority
of all gold mined globally and occur across cratons
(ancient continental crust) preserved in places
across the world’s continents. Our efforts in both
Canada and Australia, to date, have incidentally
been successfully focused on such terranes
already. While our remit to explore in such low-risk
jurisdictions will continue, we fully expect to build our
project pipeline in other areas in which the selection
criteria of low jurisdictional risk is matched by the
geological prospectivity of orogenic gold systems
in Archaean and Palaeoproterozoic settings.
4
5
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020 STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2020
Results
The loss for this year after taxation was £668,198
(2019: £749,948) and at company level £611,688
(2019: £728,161).
Review of the Business and Operations
Panther Metals PLC (“the Company” or “Panther
Metals”) was incorporated on 5 June 2013 as
an investment vehicle to focus on investment
opportunities in the upstream palm oil sector in
South East Asia. On 16 February 2018, the then
Directors put proposals to Shareholders for a change
of investment strategy, change of name, a placing to
raise £300,000 before expenses and board changes.
Those proposals were approved by Shareholders on
9 March 2018.
The Company’s new investment strategy was to invest
in and/or acquire companies and/or projects within
the natural resources sector with potential for growth
and value creation, over the medium to long term. In
line with the experience of the Directors, the Company
has sought opportunities in base, precious and energy
metals focussed on Australia and North America.
The Company’s listing moved from the NEX Exchange
(now renamed Aquis Stock Exchange) to the Main
Market of the London Stock Exchange where trading
commenced on 9 January 2020.
In February 2020, the Company strengthened the
board of its Australian subsidiary, Panther Metals Pty.
Ltd., with the appointment of Dr. David Groves, who is
one of the most widely respected economic geologists
in the world.
In early April 2020, the Company acted immediately
to mitigate against the risks presented to our
shareholders and commercial partners as COVID-19
spread across the world. Whilst the situation unfolded
across Panther’s operating jurisdictions and with
governments providing little or no notice concerning
their reactions to the pandemic, the Company decided
to suspend all service provider contracts, where
possible (given that to do otherwise might put the
health of contractors and their families at risk), and
reduced Directors remuneration during the initial period
of uncertainty.
Despite the various COVID related limitations imposed
on our work programmes during the financial year,
the team made several advances in understanding
of the opportunities at Big Bear and Dotted Lake in
Ontario in Canada. Airborne geophysical surveys were
completed at both locations providing the Company
with unprecedented datasets in both areas and are
being used to assist with the identification of new
drilling targets. Although exploration programmes in
the Northern Territory in Australia were postponed
due to COVID travel restrictions and limitations, a
thorough desk-top review of all publicly available
datasets were completed along with the acquisition
and reprocessing of all historical geophysical datasets.
This work enabled the completion of an exploration
targeting exercise which will enable 2021 exploration
activities to be more focused in scope. Initial fieldwork
commenced towards the end of the financial year and
this assisted with the identification of focus areas for
future work.
In May 2020, at the Company’s AGM, all resolutions
were passed by shareholders. This was announced by
the Company on 4 June 2020.
The Company successfully raised £1.37 million in
the year ended 31 December 2020, starting with
£823,000 upon the placing of the Company’s share
on the Main Market of the London Stock Exchange
in January 2020 followed by two further rounds of
fundraising of £250,000 in July 2020 and £300,000
in December 2020.
On 21st April 2021, the Company announced the
completion of a private placing for a total of 1,666,666
Ordinary Shares at a price of 12p following an
unsolicited approach from two high net worth investors
raising a total of £200,000.
The following sections of the review focus on the
developments in Canada and Australia, the primary
geographic segments of the Group:
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7
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020 STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2020
Canada
Big Bear Gold Project
On 18 February 2020 Panther Metals (Canada)
Limited (“Panther Canada”) lodged exploration permit
applications with the Ministry of Energy, Northern
Development and Mines (“ENDM”), to cover the parts
of the Big Bear Gold Project areas which were not
covered by the pre-existing permit. The applications
included details of proposed ground induced
polarisation (“IP”) geophysics, overburden stripping
over areas containing geochemical or geophysical
anomalies, bedrock trenching of targets, the drilling
of up to 20 diamond drill holes and creating access
routes to the work areas and a camp area.
In March 2020, the Company attended the
Prospectors & Developers Association of Canada
(“PDAC”) conference in Toronto and interviewed
potential contractors and service providers for
the planned summer programme at Big Bear. A
Provincial State of Emergency was declared by the
Government of Ontario on 17 March 2020 due to the
emerging COVID-19 pandemic. The ENDM placed
the exploration permitting process on temporary
hold in mid-April; the hold was lifted, in mid-August
with a significant work backlog. The temporary hold
was reinstated on the permit application process in
December 2020 on a rolling monthly renewal basis the
temporary hold on application processing was lifted
on 23 February 2021 but at the time of reporting a
decision on the permit awards is still outstanding.
ONTARIO
CANADA
BIG BEAR
LAKE
Priske
Schreiber
Hays
Lake
AGUASABON
FALLS & GORGE
Lake
Superior
North Shore
Terrace Bay
Copper
Island
8
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2020
On 7 May 2020, with Provincial work
restrictions easing with regards to the
exploration sector, and all necessary
precautions and safe working practices in
place, the Company made the decision
to commence field work, utilising a team
of Ontario based geological contractors.
Field work commenced with a rolling
three-week programme of soil and rock
sampling and mapping designed to build
an understanding of possible drill and
trenching targets.
On 17 June 2020 Panther Metals
announced the commissioning of a
high-resolution airborne time-domain
electromagnetic (“TDEM”) and magnetic
(“Mag”) geophysics survey over Big Bear.
The Prospectair Geosurveys helicopter
flew the 678-line kilometre survey at
100m line spacing with preliminary data
being made available to Panther for
planning purposes before the period
end. At the end of June geochemical soil
sampling was progressing over seven
separate grids which were designed to
test prospective structures interpreted
from regional datasets and preliminary
data from the helicopter survey. The
processed geophysical survey data was
finalised (11 August 2020) and work has
focused on investigating 39 high priority
geophysical anomalies.
Twenty-eight additional mining claims
were staked in September 2020
increasing the footprint of the Big Bear
project to account for prospective
structures identified by the geophysics.
On 23 September 2020 Panther
Metals announced the geochemical
soil sampling, outcrop mapping
and geophysics had delineated five
prospective target areas with two targets,
Cook Lake East (with a strike length of
over 600m) and Big Duck Creek (striking
at least 580m) designated high priority for
further groundwork.
9
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020 STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2020
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2020
Dotted Lake Project
On 16 July 2020 Panther Metals acquired the
Dotted Lake Property located over prospective
ground approximately 20km from the Barrick Gold
Corporation’s renowned Hemlo Gold Mine which has
produced over 21 million oz of gold over 30 years. The
footprint of the Dotted Lake Property was increased
by 346% with the acquisition of 135 additional mining
claims, announced 27 July 2020.
Panther Metals announced the commission of a high-
resolution airborne geophysics survey over the Dotted
Lake Property on 13 October 2020. Prospectair
Geosurveys, the same company who flew the Big
Bear property, were contracted to fly both TDEM and
Mag survey instruments. Using a helicopter, the 818
line-km survey was conducted over a series of seven
flights between 9 -11 December 2020.
Ground fieldwork continued to focus primarily on the
Big Bear geophysics targets through the latter part
of the summer into autumn, with infill sampling and
mapping outlining target areas for future trenching
and drill targeting. The three week-on / three week-off
cycle fieldwork ended on 22 October 2020 when the
first of the winter snow falls signified the start of winter.
On 5 November 2020, the Company announced that
the assay results from verification sampling of historic
trenches had confirmed high grade gold intersections
at Dotted Lake. Panther Canada had submitted a total
of seven samples for analysis at ALS Laboratories,
taken from an area of stripped ground bordering the
most northerly point on the Dotted Lake shoreline.
This area was cleared in 2010, when four trenches
were excavated to investigate gold in soil anomalies
identified within small soil sampling grids conducted
in 2008 and 2009. The 2010 channel sampling in
historical trench Tr-10-4 returned two mineralised
intervals; 1.14 g/t Au over 1.00 m; and 9.02 g/t
Au & 859 ppm Zn over 0.40 m with a further 2010
prospecting sample returning Au 16.95 g/t Au &
7.7 g/t Ag from nearby.
Panther Canada outcrop sampling within Tr-10-4
verified the historical intervals returning 18.9 g/t Au &
0.94 g/t Ag and 9.37 g/t & 1.73 g/t Ag. It was decided
that these grades at surface, which had never been
drilled and which coincided with a prospective sheared
intrusion contact, warranted further investigation through
a short diamond core drilling programme. Preparations
for this work were announced on 14 December 2020
and Panther eagerly awaits the necessary outstanding
drill permit so this work can commence.
Olga Lake Area
DOTTED
LAKE
ONTARIO
Wabikoba Lake Area
White Lake Area
CANADA
m
k
2
5
.
8
1
HEMLO
10
11
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020 STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2020
Australia
Western Australia
During the period, the Australian portfolio was expanded
with the addition of the Merolia Gold Project, near
Laverton in Western Australia. This complements the
strategic focus on orogenic gold systems and provides
the Company with a foothold in one of the most
prolific gold producing areas in the World – the Eastern
Goldfields Province, in the Archaean Yilgarn Craton.
WESTERN
AUSTRALIA
LAVERTON
PERTH
AUSTRALIA
Merolia Gold Project
In December, Panther completed the 100% acquisition
of tenements E38/2552, E28/2693, E38/2847 and
E39/1585, collectively referred to as the Merolia Gold
Project, from White Cliff Minerals. A cash payment of
A$112,500 was made to White Cliffs and a share-
based payment of 734,473 Ordinary Shares was
issued with 50% of the shares subject to a 6-month
lock-in, and the remaining 50% subject to a 12-month
lock-in. An additional payment of A$1.25 per ounce
of gold will be made to WCN in the event that a JORC
Resource is defined. A further five licence areas in the
immediate vicinity, E38/3384, E38/3527, E38/3526,
E38/3553 and E38/3555 were also optioned following
a cash payment of A$25,000 made to Bonanza
Resources Pty Ltd and Bluebrook Nominees Pty Ltd.
The Merolia Gold Project is located largely to the
southeast of the town of Laverton (population:
340) in the Eastern Goldfields Province of Western
Australia. The area around Laverton includes several
major gold mines, including Granny Smith (3 Moz),
Sunrise Dam (8 Moz) and Wallaby (8 Moz), and many
significant gold deposits. It is one of the most prolific
LAVERTON
BURTVILLE EAST
Lake
Carey
COMET WELL
IRONSTONE GOLD
gold producing areas in Western Australia and is
consequently well-serviced by infrastructure and has
a skilled local workforce.
The Archaean greenstone belts in the Laverton region
are dominantly basaltic in composition, containing
ultramafic intercalations, which were subsequently
intruded by dolerite dykes in places, and which are
particularly prospective for gold mineralisation. The
areas under licence are partly obscured by a veneer
of transported cover and exploration in the area has
consequently been limited.
Within the eastern part of Merolia are a series of gold
prospects, notably Burtville East, Comet Well and
Ironstone. Regional magnetic data over this part of
the project identifies several NW-SE trending shear
systems which have potential to host substantial gold
mineralisation. This potential has been confirmed by
surface geochemical sampling along the Comet Well
gold trend, which has identified significant coherent
linear soil gold anomalies at Comet South, Comet
North, Comet West and at Ironstone.
The Comet Well gold trend extends NW over at least
15km from the Comet Well area in the south to the
Burtville East area in the north. In a broader context,
the Comet Well gold trend and associated sub-parallel
structures extend at least 30 kilometres north to the
Stone Resources Australia Limited (ASX: SHK) owned
Bright Star (106,000 ounce) gold deposit. Much of the
Comet Well gold trend and the known gold prospects in
this area are covered by the Merolia project licences.
12
13
Previous drilling across these prospect areas includes
8m at 6.7 g/t Au at Burtville East and 9m at 46.5 g/t
Au at Ironstone. In addition, historic drilling at Burtville
East includes 5m at 27.8 g/t Au and 24m at 8.6
g/t gold at Ironstone. The Comet Well area has not
been drilled to date but contains a series of distinct
sub-parallel 1.25 to 2.5km long NW-trending gold
anomalous zones (gold in soils reaching a peak of 2.6
g/t Au), which have yielded substantial quantities of
angular gold nuggets through surface prospecting.
The angular nature of the gold nuggets suggests a
proximal gold source, which will become the focus of
further work in this area.
The western part of the project area contains the
Red Flag gold prospect. Previous exploration in the
area around Red Flag identified a WNW-trending gold
anomalous zone coinciding with a distinct magnetic
low. The geology of the area is dominated by mafic
volcanic rocks intruded by dolerite dykes, displaying
sheared gold mineralised margins in places. This area
was drilled, yielding a best near surface intercept of
2m at 9.20 g/t Au.
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020 STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2020
Northern Territory
Annaburroo Gold Project
In February 2020, the Annaburroo Gold Project licence
was granted, covering an area of 149.8km2, located
105km to the southeast of Darwin, Northern Territory.
The Company recognises that this licence area is highly
prospective for the discovery of orogenic gold systems.
In July 2020, an open-file desktop review of the
Annaburroo Gold Project was completed. This
highlighted the potential for further delineation of gold
mineralisation within the project area, particularly
at the Donkey Hill Gold Prospect and the broader
Annaburroo Dome, which yielded high grades of
gold mineralisation in rock-chip assays. The licence
remains significantly underexplored, with over 95%
of the current area remaining completely unsampled,
with most of the historic exploration comprising wide-
spaced sampling over the Annaburroo Dome.
The Donkey Hill Gold Prospect yielded high grades of
gold mineralisation, with rock-chip assays ranging up
to 9.4 g/t Au, 33.1 g/t Au, 39.4 g/t Au and 61.2 g/t
Au, with up to 6.5 g/t Ag and 9.0 g/t Ag. Trenching at
Donkey Hill provided results including 5m @ 6.7 g/t
Au and 5m @ 3.5 g/t Au. Historical reverse circulation
drilling results have yielded encouraging gold results
from surface such as 7m @ 1.2 g/t Au including
2m @ 3.1 g/t Au.
Several major structures and linear features area
identified with the same north-east trend as the
doubly-plunging anticlinal structures within the
prospective Annaburroo Dome, which has dimensions
of 8.5km by 4km. An area in the south of the Project
contains a yet untested 3.6km by 0.5km structural
target zone reflecting the same potential controls on
mineralisation as the Donkey Hill Gold Prospect.
DARWIN
AUSTRALIA
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2020
Marrakai Project
On 18 June 2020, the Company announced
the completion of its open-file desktop
review of the wholly owned Marrakai Gold
Project, situated in the Northern Territory,
Australia. This review was completed while the
licence area remained off-limits as a result of
COVID-19 travel restrictions. The high-grade
gold mineralisation identified at surface, along
with historic drilling warrants further extensive
ground exploration in the vicinity of the known
gold prospects and further to the east and
west, which remains underexplored.
Assessment of open-file geophysical data
confirms the presence of a 3.6km by 0.5km
structural zone that may control the location
of mineralisation within the Project. The
Steve’s Hill (not in licence), John’s Reef Gold
and Chins Gully gold prospects are closely
associated to a NE magnetic trend evident in
the ground-based sub-audio magnetic (SAM)
and radiometric data. Previously unrecognised
high-priority magnetic targets are present within
the southern portion of the exploration licence
which show a similar geophysical response to
Steve’s Hill.
Money Shoal Basin
THE ANNABURROO
GOLD PROJECT
A
R
N
H
E
M
H
I
G
H
W
A
Y
Donkey Hill
EL32140
Quest 32
Anomaly G1
Pine Creek Orogen
Quest 31
Quest 33
THE MARRAKAI
GOLD PROJECT
Pine Creek
Orogen
John’s Reef
Gold Prospect
EL32121
Steve’s Hill
OAD
RAKAI R
MAR
JIM JIM R
OAD
Chin Gully
Gold Prospect
14
15
A
R
N
H
E
M
HIG
H
W
A
Y
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2020
Post Year End Developments
Key Performance Indicators
Panther Canada
The receipt of the processed Dotted Lake TDEM
and Mag geophysics data results and report was
announced post period end on 22nd February 2021,
with a total of 138 geophysical anomalies identified
by the survey, to be evaluated and prioritised for
follow-up investigation during the 2021 field season.
Desk based work has continued on both the Big Bear
and Dotted Lake properties with the interpretation
of results and preparation of the 2020 field season
maps and reports necessary for submission to the
authorities and to plan the 2021 field programmes.
The COVID-19 pandemic has continued to impact on
the Canadian exploration sector and in line with other
claim holders in Ontario. Panther Canada has been
granted and taken the option to apply for 12-month
extensions to the expiry date of all claims which have
a renewal date up to and including 31st July 2021.
Panther Australia
In February 2021, Panther Metals Pty. Ltd appointed
Mr. Ranko Matic and Mr. Daniel Tuffin to its board in
Australia and converted Panther Australia to a UPC
called Panther Metals Limited. On 15 April 2021,
the Company announced its intention to pursue
a listing of its Australian assets on the Australian
Securities Exchange with a pre-IPO seed funding
round. The Company will continue to hold a material
position in Panther Metals Limited upon the listing.
Panther Australia also commenced a soil geochemical
sampling programme at the Merolia Gold Project
using Kalgoorlie based drilling and survey company
Gyro Australia Pty Ltd. An airborne magnetic survey
will also be commencing across the Merolia Project
and at the two projects in the Northern Territory.
The key performance indicators are set out below:
31-Dec-20
£
31-Dec-19
£
Change
%
Net Asset value
£1,517,916
£414,226
266%
Market
Capitalisation
Share Price
* value at 9.1.20
(listing date)
£8.68m
£2.90m*
199%
15.00p
6.15p*
144%
Since the Company’s listing on the Main Market of the
London Stock Exchange the share price and market
capitalisation of the Company come into focus and has
formed part of the key performance indicators monitored
by management. At the year-end 2019 the Company
was still listed on NEX.
Principal Risks and Uncertainties
The principal risks and uncertainties of the Group are
outlined below.
A majority of the Group’s operating costs will be
incurred in US, Canadian and Australian dollars,
whilst the Group has raised capital in £ Sterling
The Group will incur exploration costs in US, Canadian
and Australian Dollars but it has raised capital in £
Sterling. Fluctuations in exchange rates of the US
Dollar, Canadian Dollar, and Australian Dollar against
£ Sterling may materially affect the Group’s translated
results of operations. In addition, given the relatively
small size of the Group, it may not be able to effectively
hedge against risks associated with currency exchange
rates at commercially realistic rates. Accordingly, any
significant adverse fluctuations in currency rates could
have a material adverse effect on the Group’s business,
financial condition and prospects to a much greater
extent than might be expected for a larger enterprise.
The Group will need additional financial resources
if it moves into commercial exploitation of any
mineral resource that it discovers
Whilst the Group has sufficient financial resources
to conduct its planned exploration activities, meet its
committed licence obligations and cover its general
operating costs and overheads for at least 12 months,
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2020
the Group will need additional financial resources if it
wishes to commercially exploit any mineral resource
discovered as a result of its exploration activity.
The Group has budget for all near and short-term
activities and plans, however in the longer term the
potential for further exploration, development and
production plans and additional initiatives may arise,
which have not currently been identified and which may
require additional financing which may not be available
to the Group when needed, on acceptable terms, or
at all. If the Group is unable to raise additional capital
when needed or on suitable terms, the Group could
be forced to delay, reduce, or eliminate its exploration,
development and production efforts.
Even if the Group makes a commercially viable
discovery in the future there are significant risks
associated with the ability of such a discovery
generating any operational cashflows
The economics of developing mineral properties
are affected by many factors including the cost of
operations, variations of the grade of ore mined,
fluctuations in the price of the minerals being mined,
fluctuations in exchange rates, costs of development,
infrastructure and processing equipment and such other
factors as government regulations, including regulations
relating to royalties, allowable production, importing
and exporting of minerals and environmental protection.
Given that the Group is at the early exploration stage
of its business many of these factors cannot be
accurately assessed, costed, planned for or mitigated
at the current time. As a result of these uncertainties,
there can be no guarantee that mineral exploration and
subsequent development of any of the Group’s assets
will result in profitable commercial operations.
The Group is not currently generating revenue
and will not do so for in the near term
The Group is an exploration company and will remain
involved in the process of exploring and assessing
its asset base for some time. The Group is unlikely to
generate revenues until such time as it has made a
commercially viable discovery. Given the early stage of
the Group’s exploration business and even if a potentially
commercially recoverable reserve were to be discovered,
there is a risk that the grade of mineralisation ultimately
mined may differ from that indicated by drilling results and
such differences could be material. Accordingly given the
very preliminary stages of the Group’s exploration activity
it is not possible to give any assurance that the Group will
ever be capable of generating revenue at the current time.
Going Concern
As a junior exploration company, the Directors are
aware that the Company must seek funds from the
market in the next 12 months to meet its investment
and exploration plans and to maintain its listing status.
The Group’s reliance on a successful fundraising
presents a material uncertainty that may cast doubt on
the Group’s ability to continue to operate as planned
and to pay its liabilities as they fall due for a period not
less than twelve months from the date of this report.
The Company successfully raised £1.37 million in
the year ended 31 December 2020, starting with
£823,000 upon the placing of the Company’s share
on the Main Market of the London Stock Exchange
in January 2020 followed by two further rounds of
fundraising of £250,000 in July 2020 and £300,000
in December 2020. As at the year-end date the Group
had total cash reserves of £241,194 (2019: £6,328).
On 21st April 2021, the Company announced the
completion of a private placing for a total of 1,666,666
Ordinary Shares at a price of 12p following an
unsolicited approach from two high net worth investors
raising a total of £200,000.
The Directors are aware of the reliance on fundraising
within the next 12 months and the material uncertainty
this presents but having reviewed the Group’s working
capital forecasts they believe the Group is well placed
to manage its business risks successfully providing
the fundraising is successful. The financial statements
have been prepared on a going concern basis and do
not include adjustments that would result if the Group
were unable to continue in operation.
The Company acted quickly to mitigate the short-term
risk presented following the rapid spread of COVID-19
across the globe. The reduction in our cost base,
combined with careful management of spend on
exploration projects, leaves the business in a strong
financial position in cash terms.
The medium to long term effects of the virus is
unknown to us all but the Company will monitor
developments across our portfolio and act accordingly.
We note the positive impact on the gold price, and
we believe we are in a strong position should future
opportunities arise.
16
17
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020 STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2020
CORPORATE GOVERNANCE STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2020
Stakeholder Engagement
Chairman’s Overview
Board of Directors
The Company did not retain any employees during the Reporting Period and therefore this stakeholder
engagement statement does not make reference to how we consider their interests. The Company will monitor
the need to incorporate the interests of employees in its decision making as the Company grows.
The table below acts as our stakeholder engagement statement by setting out the key stakeholder groups, their
interests and how Panther Metals engages with them. Given the importance of stakeholder focus, long-term
strategy and reputation to the Company, these themes are also discussed throughout this Annual Report.
Stakeholder
Investors
Their interests
How we engage
• Comprehensive review of financials
• Regular reports and analysis on
• Business sustainability
• High standard of governance
• Success of the business
• Ethical behaviour
• Awareness of long-term
strategy and direction
investors and shareholders
• Annual Report
• Company website
• Shareholder circulars
• AGM
• RNS announcements
• Press releases
Regulatory Bodies
• Compliance with regulations
• Company website
• Company reputation
• RNS announcements
• Insurance
• Annual Report
• Direct contact with regulators
• Compliance updates at Board
• Meetings
• Consistent risk review
Partners
• Business strategy
• Meetings and negotiations
• Application of acquisition strategy
• Reports and proposals
• Dialogue with third party
stakeholders where appropriate
The stakeholder engagement statement should be read in conjunction with the full Strategic Report and the
Company’s Corporate Governance Statement.
As a junior exploration company, the Directors are
aware that the Company must seek funds from the
market in the next 12 months to meet its investment
and exploration plans and to maintain its listing status.
The Group’s reliance on a successful fundraising
presents a material uncertainty that may cast doubt on
the Group’s ability to continue to operate as planned
and to pay its liabilities as they fall due for a period not
less than twelve months from the date of this report.
The Company successfully raised £1.37 million in
the year ended 31 December 2020, starting with
£823,000 upon the placing of the Company’s share
on the Main Market of the London Stock Exchange
in January 2020 followed by two further rounds of
fundraising of £250,000 in July 2020 and £300,000
in December 2020. As at the year-end date the Group
had total cash reserves of £241,194 (2019: £6,328).
The directors are aware of the reliance on fundraising
within the next 12 months and the material uncertainty
this presents but having reviewed the Group’s working
capital forecasts they believe the Group is well placed
to manage its business risks successfully providing
the fundraising is successful. The financial statements
have been prepared on a going concern basis and do
not include adjustments that would result if the Group
were unable to continue in operation.
The Company acted quickly to mitigate the short-term
risk presented following the rapid spread of COVID-19
across the globe. The reduction in our cost base,
combined with careful management of spend on
exploration projects, leaves the business in a strong
financial position in cash terms.
The medium to long term effects of the virus is
unknown to us all but the Company will monitor
developments across our portfolio and act accordingly.
We note the positive impact on the gold price, and
we believe we are in a strong position should future
opportunities arise.
The primary duty of the Board will be to always
act in the best interests of the Company.
The Company will hold Board meetings
periodically as issues arise which require the
attention of the Board and the Board will be
responsible for the following matters:
• the management of the business of the Company;
• setting the strategic direction of the Company;
• establishing the policies and strategies of
the Company;
• appraising the making of all material investments,
acquisitions and disposals;
• oversee the financial position of the Company
including approval of budgets and financial plans,
changes to the Group’s capital structure,
• approval of financial statements and significant
changes to accounting practices;
• Stock Exchange related issues including the approval
of the Company’s announcements
and communications with shareholders;
• monitor internal control: and
• manage risk assessment.
The Company has also established a remuneration
committee, an audit committee, and a nomination
committee of the Board with formally delegated duties
and responsibilities.
The Remuneration Committee comprises Nicholas
O’Reilly as chair, Simon Rothschild and Kerim
Sener and meets not less than twice each year.
The Remuneration Committee is responsible for
the review and recommendation of the scale and
structure of remuneration for Directors, including any
bonus arrangements or the award of share options
with due regard to the interests of the Shareholders
and other stakeholders.
18
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PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020 CORPORATE GOVERNANCE STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2020
CORPORATE GOVERNANCE STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2020
The Audit Committee, which comprises Simon
Rothschild as chair and Nicholas O’Reilly meets
not less than twice a year. The Audit Committee
is responsible for making recommendations to the
Board on the appointment of auditors and the audit
fee and for ensuring that the financial performance of
the Company is properly monitored and reported. In
addition, the Audit Committee receives, and reviews
reports from management and the auditors relating to
the interim report, the Annual Report and accounts
and the internal control systems of the Company.
The Nomination Committee, which comprises Kerim
Sener as chair, Simon Rothschild and Kate Asling,
and meets normally not less than twice each year. The
Nomination Committee is responsible for reviewing
succession plans for the Directors.
The Company has adopted and will operate a share
dealing code governing the share dealings of the
Directors of the Company and applicable employees
with a view to ensuring compliance with the Market
Abuse Regulation.
The Company has adopted, a share dealing policy
regulating trading in the Company’s shares for the
Directors and other persons discharging managerial
responsibilities (and their persons closely associated)
which contains provisions appropriate for a company
whose shares are admitted to trading on the Official
List (particularly relating to dealing during closed
periods which will be in line with the Market Abuse
Regulation). The Company will take all reasonable steps
to ensure compliance by the Directors and any relevant
employees with the terms of that share dealing policy.
Director Biographies
Darren Hazelwood
Chief Executive Officer
A business career built around sound financial
planning, execution, delivery and value creation.
An entrepreneur and investor who has over 15 years’
experience managing and directing teams focused
on delivering value within organisations, always with
a keen focus on cost controls and great financial
management insuring delivery of value.
Darren’s recognition of the value created by using
and expanding his network, combined with a strong
focus on delivery, has enabled him to deliver on an
enviable track record of business growth. Darren
became Chief Executive Officer of Panther Metals in
January 2019 and the business has since completed
acquisitions in Australia and Canada as it builds its
position in the exploration sector. During the period,
the business reported a considerable reduction in its
reported losses while trebling its asset base.
His pathway to success has been gained using
astute controls and due diligence while managing
fast growth and success. Hazelwood Glass Ltd, a
start-up, headed by Darren, has recorded year on
year growth, and only posting a negative return in its
first year. A keen focus on deal delivery and network
identification laying the foundations for growth.
Mitchell Smith
Chief Operating Officer
Kerim Sener
Non-Executive Chairman
Kerim graduated from the University of Southampton
with a first-class BSc (Hons) degree in Geology in
1997 and from the Royal School of Mines, Imperial
College, with an MSc in Mineral Exploration in 1998.
After working in gold exploration and mining in
Zimbabwe, he completed a PhD at the University of
Western Australia in 2004 and worked on a variety
of projects in Western Australia and the Northern
Territory. Since then he has been responsible for
the discovery of over 3.8 Moz of gold in eastern
Europe. In particular he has been instrumental in the
development of an active gold mine in Turkey with
Ariana Resources PLC. Kerim has a keen interest in
the interface between industry and development of
new technologies and exploration models to enhance
exploration success.
Kerim is a director of a number of companies
including Ariana Resources PLC, the AIM quoted
exploration and development company and
Matrix Exploration Pty. Ltd., a mineral exploration
consultancy. He is also an Adjunct Research
Associate at the Centre for Exploration Targeting,
University of Western Australia. He has previously
been a Non-Executive Director at one ASX and two
TSX(-V) listed gold exploration companies.
Kerim is a Fellow of The Geological Society of
London, Member of The Institute of Materials, Minerals
and Mining, a member of the Society of Economic
Geologists and a member of the Chamber of
Geological Engineers in Turkey.
Prior to being appointed COO and Director of
Panther Metals PLC, Mitchell held increasingly senior
capital market posi tions through his involvement
with various mining groups including Global Cobalt
Corp, International Barytex Resources and Petaquillla
Copper Ltd.
Mitchell is an accomplished executive and business
development professional with deep experience
and proven success developing and executing on
corporate strategies, marketing relationships and
maximising business opportunities for long term
engagement and strategic relationships.
Given his strong tenure in the industry, he has a
profound understanding of the natural resources
sector, capital markets and current market trends and
has been successful in building companies in bull and
bear market conditions. Mitchell was an early adopter
and thought leader in the battery space recognising
the proliferation and mainstream appetite for handheld
smart devices, mobile phones and electrification of
vehicles and understood the importance and critical
role the metals associated with the market play. He
has negotiated and structured off-take agreements for
cobalt material and built relationships with downstream
and intermediary battery manufacturers and facilitated
commerce by arranging joint ventures, marketing and
engineering and procurement construction contracts.
Mitchell maintains a high personal visibility within
the business community and ensures that effective
communication and appropriate relationships are
maintained within associated company’s shareholders
and other stakeholders. Within organisations,
Mitchell is involved with, he has fostered a culture of
clear direct communication and provides strong and
effective leadership establishing and maintaining an
effective means of control and coordination for all
business operations and activities.
Mitchell is also a director of TSXV listed Global
Energy Metals Corporation (GEMC) and Sceptre
Ventures Inc. (SVP).
20
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PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020 CORPORATE GOVERNANCE STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2020
CORPORATE GOVERNANCE STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2020
Nicholas O’Reilly
Non-Executive Director
Simon Rothschild
Non-Executive Director
Kate Asling
Non-Executive Director
Simon studied at the University of St Andrews.
He has been internationally active for over thirty
years in financial public relations and financial
investor relations. He started his career in the
City of London’s financial sector in 1982 at Dewe
Rogerson Ltd and more recently was a Principal
of Bankside Consultants, where he specialized in
supporting natural resources companies. In 2014
he set up Capital Market Consultants Limited, a
financial public relations consultancy. In addition to
being a Non-Executive Director of Panther Metals,
he is also a NED of Quartz Investment Management
Company Limited, a Technology Accelerator Fund,
and Rothschild Diamonds Limited, a private diamond
broking company. He has previously served on the
boards of Stonedragon Limited, a company set up
to establish a digital distribution network in West
Africa and Five Star diamonds, a TSX-V listed mining
company with assets in Brazil.
By order of the Board
Darren Hazelwood
Chief Executive Office
27 April 2021
Kate studied History at University before setting her
sights on a career in Finance. Kate began her career
at PKF Littlejohn (formerly Littlejohn Frazer) in 2001 as
an auditor of SMEs and obtained her accountancy
qualification in 2005 becoming a member of the
Association of Chartered Certified Accountants. In 2006
Kate transitioned from the audit team into Corporate
Finance team and spent a further two years working on
AIM IPOs and due diligence transactions before leaving
to join RSM’s (formerly Baker Tilly) London Transaction
Services Team in January 2008. Kate has worked on
over 30 transactions as reporting accountant or due
diligence provider across a number of different sectors
including natural resources. Kate worked on the AIM
IPO of Greenvale AP, Mountfield Building Group PLC,
Bilby PLC, African Resources PLC and Fox Marble PLC.
Kate was also part of the buy side advisory team in the
sale of HMV to Waterstone’s. In 2017 Kate incorporated
her own consultancy business and currently provides
accounting, financial modelling and consultancy
services across a broad range of sectors including food
manufacturing, retail and natural resources.
Nicholas is an experienced exploration geologist and
consultant having worked for over 15 years on mining
and exploration projects in Africa, North and South
America, the Russian Federation, Asia and Australia.
He specialises in the design and implementation of
exploration and resource projects from grassroots
to pre-feasibility in all terrains and environments,
mobilising multidisciplinary field teams and managing
major programmes.
Nicholas holds a master’s degree in Mineral Project
Appraisal from the Royal School of Mines, Imperial
College and a bachelor’s degree in Applied Geology
from the University of Leicester.
Nicholas has previous experience as a non-executive
on the Board of an AIM listed mining sector
investment vehicle and is currently a director of several
private companies including Mining Analyst Consulting
Ltd and Treasure Island Resources Ltd.
He is currently the Co-Chairman & Treasurer of the
London Mining Club (formerly the Association of
Mining Analysts), a non-profit London City based
organisation representing the broad mining investment
community. Nicholas is also a Member of The
Australasian Institute of Mining and Metallurgy, Member
of The Institute of Materials, Minerals and Mining, a
member of the Society of Economic Geologists and a
Fellow of The Geological Society of London.
22
23
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020 COMPLIANCE WITH THE QCA CODE OF PRACTICE
FOR THE YEAR ENDED 31 DECEMBER 2020
The QCA Code, which the Company has adopted,
contains 10 Principles which are set out below
together with an explanation of how the Company
complies with them.
The Company also provides regular regulatory
announcements and business updates through the
Regulatory News Service (RNS) and copies of such
announcements are posted to the Company’s website.
Shareholders and investors also have access to
information on the Group through the Company’s
website, www.panthermetals.co.uk which is updated
on a regular basis and which also includes the latest
corporate presentation on the Group.
Principle Three: Take into account wider
stakeholder and social responsibilities and
their implications for long-term success.
The Board is very aware of the significance of social,
environmental and ethical matters affecting the
business of the Group.
The Company will engage positively and seek to
develop close relationships with local communities,
regulatory authorities and stakeholders which are
in close proximity to or connected with its overseas
operations and where appropriate the Board will take
steps to safeguard the interests of such stakeholders.
The Board plans, in due course, to adopt appropriate
environmental and corporate responsibility policies
to ensure that the Group’s activities have minimal
environmental impact on the local environment and
communities in which the Group intends to operate in.
Principle One: Establish a strategy and
business model which promote long-term
value for shareholders.
The Company has a clearly defined strategy and
business model which has been adopted and
implemented by the Board and which it believes
will achieve long term value for the shareholders.
The details of the Company’s strategy and the key
challenges are set out in the Strategic Report.
Principle Two: Seek to understand and meet
shareholder needs and expectations.
The Board is committed to maintaining good
communications with its shareholders and with
investors with a view to understanding their needs and
expectations. The Board and, in particular, the Chief
Executive Officer, maintain close contact with many of
the shareholders.
All shareholders are encouraged to attend the
Company’s Annual General Meetings where they
can meet and directly communicate with the Board.
Shareholders and investors are also able to meet with
members of the Board at investor presentations where
up to date corporate presentations may be made after
which members of the Board are available to answer
questions from shareholders and investors.
The Company publishes an Annual Report and
Financial Statements and an Interim Results
Announcement both of which are posted to the
Company’s website. Annual Report and Financial
Statements provides shareholders and investors with
details of the Company’s Financial Statements for the
financial year or period under review together with the
Strategic and Directors’ Reports and other reports.
24
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PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020 COMPLIANCE WITH THE QCA CODE OF PRACTICE
FOR THE YEAR ENDED 31 DECEMBER 2020
COMPLIANCE WITH THE QCA CODE OF PRACTICE
FOR THE YEAR ENDED 31 DECEMBER 2020
Principle Four: Embed effective risk
management, considering both opportunities
and threats, throughout the organisation.
Principle Six: Ensure that between them
the directors have the necessary up to date
experience, skills and capabilities.
The Board regularly reviews its business strategy and,
in particular, identifies and evaluates the risks and
uncertainties which the Group is or may be exposed
to. As a result of such reviews, the Board will take
steps to manage risks or seek to remove or reduce the
Group’s exposure to them as much as possible.
The Directors’ biographies are set out on page 20
to 23. The Board believes that the current balance
of sector, technical, financial, operational and public
markets skills and experience which its members
have is appropriate for the current size and stage of
development of the Company
The risks and uncertainties to which the Group is
exposed at present and in the foreseeable future are
detailed in Principle Risks and Uncertainties in the
Strategic Report.
The Company has a system of financial controls and
reporting procedures in place which are considered to be
appropriate given the size and structure of the Group.
Principle Five: Maintain the Board as a well-
functioning, balanced team led by the Chairman.
Kerim Sener, the Non-Executive Chairman, leads
the Board and is responsible for the effective
performance of the Board through control of the
Board’s agendas and the running of its meetings.
Kerim Sener, in his capacity as Non-Executive
Chairman, also has overall responsibility for the
corporate governance of the Company. The day
to day running of the Group is delegated to Darren
Hazelwood, the Chief Executive Officer.
The Board holds Board meetings periodically, and at
least four times a year, as issues arise which require
the attention of the Board. Prior to such meetings, the
Board’s members receive an appropriate agenda and
relevant information and reports for consideration on all
significant strategic, operational and financial matters
and other business and investment matters which may
be discussed and considered.
The Board is supported by the Remuneration, Audit
and Nominee Committees, details of which are set out
on pages 19 and 20.
The Board regularly reviews its structure and whether
it has the right mix of relevant skills and experience for
the effective management of the Group’s business.
Where appropriate the Board appoints advisors to
assist it in carrying out its strategy including geologists,
mining experts, corporate brokers, accountants and
lawyers. The Company Secretary provides advice
and guidance, as required, to the Board on regulatory
matters, assisted by the Company’s lawyers
On 10 February 2020 Dr David Groves accepted
his appointment to the Board of Panther Australia.
Dr David Groves is Ex-President of the Society of
Economic Geologists (SEG), Geological Society of
Australia (GSA) and Society for Geology Applied to
Mineral Deposits (SGA).
Principle Seven: Evaluate board performance
based on clear and relevant objectives, seeking
continuous improvement.
The Board’s performance is reviewed and considered in
the light of the progress and achievements against the
Group’s long-term strategy and its strategic objectives.
However, given the size and nature of the Group, the
Board does not consider it appropriate to have a formal
performance evaluation procedure in place. The Board
will closely monitor the situation as required.
Principle Eight: Promote a corporate culture that
is based on ethical values and behaviours.
The Company has established corporate governance
arrangements which the Board believes are
appropriate for the current size and stage of
development of the Company.
The Company has adopted a number of policies
applicable to directors, officers and employees and,
in some cases, to suppliers and contractors as
well, which, in addition to the Company’s corporate
governance arrangements set out above, are
designed to provide the Company with a positive
corporate culture. The Company’s policies include a
Share Dealing Policy; an Insider Dealing and Market
Abuse Policy, an Anti-Bribery and Corruption Policy, a
Whistleblowing Policy, a Social Media Policy and the
Company’s Code of Conduct;
The Board recognises that its future exploration
and development activities could impact the local
environment and communities in close proximity to
its licence areas. The Company seeks to engage
positively and to develop close relationships with local
communities, regulatory authorities and stakeholders.
The Board, in response to the rapid and global
spread of COVID-19, has temporarily suspended all
service provider contracts (where possible) to protect
the health of our contractors and their families. In
Australia the licences held are both located in a
region containing vulnerable aboriginal communities,
fieldwork is therefore currently suspended to protect
such communities.
Principle Nine: Maintain governance structures
and processes that are fit for purpose and
support good decision-making by the Board.
Whilst the Board has overall responsibility for all
aspects of the business, Kerim Sener, the Non-
Executive Chairman, is responsible for overseeing the
running of the Board and ensuring that Board focuses
on and agrees the Group’s long-term direction and
its business strategy and reviews and monitors the
general performance of the Group in implementing its
strategic objectives and its achievements.
Darren Hazelwood, the Chief Executive Officer, has
responsibility for implementing the strategy of the
Board and managing the business activities of the
Group on a day-to-day basis.
The Board has established Remuneration, Audit and
Nominee Committees with formally delegated duties
and responsibilities.
This Corporate Governance Statement will be reviewed
at least annually to ensure that the Company’s
corporate governance framework evolves in line with
the Company’s strategy and business plan.
Principle Ten: Communicate how the Company
is governed and is performing by maintaining a
dialogue with shareholders and other relevant
stakeholders.
The Company’s approach to communication with
shareholders and others is set out under Principles 2
and 3 above.
26
27
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020 DIRECTOR’S REPORT
FOR THE YEAR ENDED 31 DECEMBER 2020
The Directors present their report together with the
audited financial statements for the year ended
31 December 2020.
A review of the business and principal risks and
uncertainties has been included in the Strategic Report.
Dividends
The Directors do not recommend a dividend.
Directors
The directors, who served throughout the period and
to the date of this report, are as follows:
Simon Rothschild
Darren Hazelwood
Mitchell Patrick Smith
Nicholas John O’Reilly
Ahmet Kerim Sener
Kate Asling
Future Developments
The future developments of the business are set
out in the Strategic Report under “Post Year End
Developments” and are incorporated into this report
by reference.
Financial Instruments
Details of the Group’s financial instruments are given
in note 17.
Substantial Shareholders
The Directors are aware of the following
shareholdings of 3% or more of the issued share
capital of the Company as of 23 April 2021:
Number of
Ordinary
Shares
% of
Share
Capital
Jim Nominees Limited
11,667,787
19.6%
8.02%
7.45%
7.28%
6.62%
5.01%
Share Nominees Ltd
Richard and Charlotte
Edwards
Adrian Crucefix
Darren Hazelwood
Thomas Grant and Company
Nominees Limited
Hargreaves Lansdown
(Nominees) Limited
4,776,518
4,432,565
4,336,530
3,943,333
2,983,364
2,606,748
4.38%
Ian Russell Bagnall
2,483,076
4.17%
Directors’ remuneration
The remuneration of the Directors has been fixed by
the Board as a whole. The Board seeks to provide
appropriate reward for the skill and time commitment
required to retain the right calibre of Director without
paying more than is necessary.
Details of Directors’ fees and of payments made for
professional services rendered are set out in the
Directors’ Remuneration Report.
Political and Charitable Donations
The Company made a charitable donation of £30
(2019: nil) during the reporting period.
DIRECTOR’S REPORT
FOR THE YEAR ENDED 31 DECEMBER 2020
Financial Risk Management Objectives
and Policies
Details of the Group’s financial risk management
objectives and policies are set out in note 17 to these
financial statements.
The medium to long term effects of the virus is
unknown to us all but the Company will monitor
developments across our portfolio and act accordingly.
We note the positive impact on the gold price, and
we believe we are in a strong position should future
opportunities arise.
Going Concern
As a junior exploration company, the Directors are
aware that the Company must seek funds from the
market in the next 12 months to meet its investment
and exploration plans and to maintain its listing status.
The Group’s reliance on a successful fundraising
presents a material uncertainty that may cast doubt on
the Group’s ability to continue to operate as planned
and to pay its liabilities as they fall due for a period not
less than twelve months from the date of this report.
The Company successfully raised £1.37 million in
the year ended 31 December 2020, starting with
£823,000 upon the placing of the Company’s share
on the Main Market of the London Stock Exchange
in January 2020 followed by two further rounds of
fundraising of £250,000 in July 2020 and £300,000
in December 2020. As at the year-end date the Group
had total cash reserves of £241,194 (2019: £6,328).
On 21st April 2021, the Company announced the
completion of a private placing for a total of 1,666,666
Ordinary Shares at a price of 12p following an
unsolicited approach from two high net worth investors
raising a total of £200,000.
The directors are aware of the reliance on fundraising
within the next 12 months and the material uncertainty
this presents but having reviewed the Group’s working
capital forecasts they believe the Group is well placed
to manage its business risks successfully providing
the fundraising is successful. The financial statements
have been prepared on a going concern basis and do
not include adjustments that would result if the Group
were unable to continue in operation.
The Company acted quickly to mitigate the short-term
risk presented following the rapid spread of COVID-19
across the globe. The reduction in our cost base,
combined with careful management of spend on
exploration projects, leaves the business in a strong
financial position in cash terms.
Internal Control
The Directors acknowledge they are responsible
for the Group’s system of internal control and for
reviewing the effectiveness of these systems. The risk
management process and systems of internal control
are designed to manage rather than eliminate the risk
of the Group failing to achieve its strategic objectives.
It should be recognised that such systems can only
provide reasonable and not absolute assurance
against material misstatement or loss.
The Company and its subsidiaries have well
established procedures which are considered
adequate given the size of the individual businesses.
Disclosure of Information to the Auditor
Each of the persons who is a director at the date of
approval of this Annual Report confirms that:
• so far as the director is aware, there is no relevant
audit information of which the Company’s auditors are
unaware; and
• the director has taken all the steps that he ought to
have taken as a director in order to make himself
aware of any relevant audit information and to
establish that the Company’s auditors are aware of
that information.
Auditors
Keelings Ltd has expressed their willingness to
continue in office. A resolution to reappoint them will be
proposed at the forthcoming Annual General Meeting.
By order of the Board
D Hazelwood
Chief Executive Officer
27 April 2021
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PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020
STATEMENT OF DIRECTOR’S RESPONSIBILITIES
FOR THE YEAR ENDED 31 DECEMBER 2020
DIRECTOR’S REMUNERATION REPORT
FOR THE YEAR ENDED 31 DECEMBER 2020
Statement of Directors’ Responsibilities
The directors are responsible for preparing the Report
and the financial statements in accordance with
applicable law and regulations.
legislation in other jurisdictions. The maintenance and
integrity of the Company’s website is the responsibility
of the directors. The director’s responsibility also
extends to the ongoing integrity of the financial
statements contained therein.
Company law requires the directors to prepare
financial statements for each financial period. Under
that law the directors have elected to prepare the
financial statements in accordance with International
Financial Reporting Standards (IFRSs) as adopted by
the European Union. Under company law the directors
must not approve the financial statements unless they
are satisfied that they give a true and fair view of the
state of affairs of the Company and of the profit or loss
of the Company for that period. In preparing these
financial statements, the directors are required to:
• properly select and apply accounting policies;
• present information, including accounting policies, in
a manner that provides relevant, reliable, comparable
and understandable information;
• provide additional disclosures when compliance
with the specific requirements in IFRSs are
insufficient to enable users to understand the
impact of particular transactions, other events and
conditions on the entity’s financial position and
financial performance; and
• make an assessment of the Group’s ability to
continue as a going concern.
The directors are responsible for keeping adequate
accounting records that are sufficient to show and
explain the Group’s transactions and disclose with
reasonable accuracy at any time the financial position
of the Group.
They are also responsible for safeguarding the assets of
the Group and hence for taking reasonable steps for the
prevention and detection of fraud and other irregularities.
The directors are responsible for the maintenance
and integrity of the corporate and financial information
included on the Company’s website. Legislation
in the Isle of Man governing the preparation and
dissemination of financial statements may differ from
They are further responsible for ensuring that the
Strategic report and the Director’s Report and other
information included in the Annual Report and
Financial Statements is prepared in accordance with
applicable law in the Isle of Man and certain applicable
provisions of the Listing Rules of the UK Financial
Conduct Authority and the Disclosure Guidance and
Transparency Rules.
The directors, after making enquiries, have a
reasonable expectation that the Company has
adequate resources to continue in operational
existence for the foreseeable future. They therefore
continue to adopt the going concern basis in preparing
the accounts.
Auditors
Keelings Ltd has signified its willingness to continue as
independent auditors to the Company.
Website Publication
The maintenance and integrity of the Panther Metals
PLC website is the responsibility of the Directors. The
work carried out by the independent auditors does
not involve the consideration of these matters and,
accordingly, the independent auditors accept no
responsibility for any changes that may have occurred
in the accounts since they were initially presented
on the Panther Metals PLC website. Legislation in
the United Kingdom governing the preparation and
dissemination of the accounts and other information
included in annual reports may differ from legislation in
other jurisdictions.
The Directors’ Remuneration Report comprises
three sections:
Major Decisions on Directors’ Remuneration after
the Financial Year - y/e 31 December 2021
1) The Annual Statement from the Chair of the
Remuneration Committee
2) Remuneration Policy
3) The Annual Report on Remuneration
On 20 January 2021, the Remuneration Committee
met, and the following decisions were taken, effective
from 1 February 2021
1) Darren Hazelwood’s salary was increased from
£55,000 to £75,000
The items included in the Directors’ Remuneration
Report are audited unless otherwise stated.
2) All other director’s remuneration packages would
remain as in place currently
3) It was agreed that the Company would not
commence paying pension amounts in relation to
Directors’ remuneration.
Annual Statement from the Chair of the
Remuneration Committee
The Company has established a Remuneration
Committee which is responsible for reviewing,
determining, and recommending to the Board the
future policy for the remuneration of the directors, the
scale and structure of the directors’ fees, considering
the interests of shareholders and the performance of
the Company and directors.
The Remuneration Committee which comprises Kerim
Sener as Chairman, Nicholas O’Reilly and Simon
Rothschild, will meet at least once a year. Directors’
remuneration is fixed although Board meetings are held
where the remuneration of directors is considered.
Major Decisions on Directors’ Remuneration during
the Financial Year - y/e 31 December 2020
During the year ended 31 December 2020, the following
decisions were taken on Directors’ Remuneration:
1) In April in response to the operational and financial
risks posed by COVID-19 it was agreed that the
Director’s fees would be frozen to conserve cash
in the business. This was reversed from 1 June
2020 when it was considered that the Company
could move ahead with its strategic objectives.
One month of backpay was paid to all directors
paid through payroll.
2) In June 2020 Darren Hazelwood’s salary was
increased from £30,000 to £55,000 following a
Remuneration Committee meeting; and
3) It was agreed that the Company would not
commence paying pension amounts in relation to
Directors’ remuneration.
30
31
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020 DIRECTOR’S REMUNERATION REPORT
FOR THE YEAR ENDED 31 DECEMBER 2020
DIRECTOR’S REMUNERATION REPORT
FOR THE YEAR ENDED 31 DECEMBER 2020
Remuneration Policy
Payment for loss of Office
The Directors’ Remuneration Policy, which is set out on pages 32 and 33 of this report, was submitted to
shareholders for approval at the 2020 AGM and such approval was obtained.
If a service contract is to be terminated, the Company will determine such mitigation as it considers fair and
reasonable in each case.
A key objective of the Directors’ Remuneration Policy is to align the interests of the Directors to the long-term
interests of the shareholders, and it aims to support a high-performance culture with appropriate reward for
superior performance, without creating incentives that will encourage excessive risk taking or unsustainable
company performance. This will be underpinned through the implementation and operation of incentive plans.
The Company reserves the right to make additional payments where such payments are made in good faith in
discharge of an existing legal obligation (or by way of damages for breach of such an obligation); or by way of
settlement or compromise of any claim arising in connection with the termination of an executive director’s office
or employment.
Remuneration Components
Service Agreements and Letters of Appointment
The Company remunerates Directors in line with best market practice in the industry in which it operates. The
components of Director remuneration that are considered by the Board for the remuneration of directors in future
years are likely to consist of:
• Base salaries
• Pension and other benefits
• Annual bonus
• Share Incentive arrangements
Darren Hazelwood, Chief Executive Officer, and Mitchell Smith, Chief Operating Officer, have entered into service
agreements with the Company, which were renewed in January 2020 following the Placing of the Company’s
shares to trading on the Main Market of the London Stock Exchange. Non-executive directors are appointed by
letters of appointment, these were also renewed in January 2020.
All such contracts impose certain restrictions as regards the use of confidential information and intellectual property
and the executive Director’s service contract imposes restrictive covenants which apply following the termination of
the agreements
The Company has established a workplace pension scheme, but it does not presently have any employees
qualifying under the auto-enrolment pension rules who have not opted out of the scheme. It does not currently
pay pension amounts in relation to Directors’ remuneration. The Company has not paid out any excess retirement
benefits to any Directors or past Directors.
The Company does not currently have bonus schemes in place for any of the Directors.
The Company does not currently have any annual or long-term incentive schemes or any other scheme interests in
place for any of the Directors, other than the Company Share Option Plan.
Recruitment Policy
Base salary levels consider market data for the relevant role, internal relativities, their individual experience and their
current base salary. Where an individual is recruited at below market norms, they may be re-aligned over time,
subject to performance in the role. Benefits will generally be in accordance with the approved policy. For external
and internal appointments, the Board may agree that the Company will meet certain relocation and/or incidental
expenses as appropriate.
The terms of all the directors’ appointments are subject to their re-election by the Company’s shareholders at AGM
at which certain of the directors will retire on a rotational basis and offer themselves for re-election.
The Executive Directors’ service agreements are set out in the table below. The agreements are not for a fixed term
and may be terminated by either the Company or the executive director on giving appropriate notice.
Details of the terms of the agreement for each executive director are set out below:
Name
D Hazelwood
M Smith
Date of service
agreement
Notice period by Company
(months)
Notice period by director
(months)
6 January 2020
6 January 2020
3 months
3 months
3 months
3 months
The Non-Executive Directors of the Company have been appointed by letters of appointment. Each Non-Executive
Director’s term of office is expected to run for two three-year periods and thereafter, with the approval of the Board,
will continue subject to periodic retirement and re-election or termination or retirement in accordance with the terms
of the letters of appointment.
The details of each non-executive director’s current terms are set out below
Name
A K Sener
S Rothschild
N O’Reilly
K Asling
Date of letter of
appointment
Current term
(years)
Notice period by Company
(months)
Notice period by director
(months)
6 January 2020
6 January 2020
6 January 2020
6 January 2020
6
6
6
6
3 months
3 months
3 months
3 months
3 months
3 months
3 months
3 months
Consideration of Shareholder Views
The Board considers shareholder feedback received and guidance from shareholder bodies. This feedback,
plus any additional feedback received from time to time, is considered as part of the Company’s annual policy
on remuneration.
32
33
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020 DIRECTOR’S REMUNERATION REPORT
FOR THE YEAR ENDED 31 DECEMBER 2020
DIRECTOR’S REMUNERATION REPORT
FOR THE YEAR ENDED 31 DECEMBER 2020
The Annual Report on Remuneration
Single figure of remuneration for Directors (audited)
The table below sets out a single figure for the total remuneration received for the last two financial years by each
Executive and Non-Executive Director who served in the year ended 31 December 2020:
2020 £
Salaries and short-term benefits
Salary
/Fee
Taxable
Benefits
Bonus
Long Term
Incentive
Awards
Post-
Employment
Benefits
Share
Based
Payment1
Pension
Total
Fixed
Total
Variable
Total
Single
Figure
Total
2019 £
Salaries and short-term benefits
Salary
/Fee
Taxable
Benefits
Bonus
Long Term
Incentive
Awards
Post-
Employment
Benefits
Share
Based
Payment1
Pension
Total
Fixed
Total
Variable
Total
Single
Figure
Total
Executive
Directors
D Hazelwood
M Smith
Total Executive
Non- Executive
Directors
A K Sener
S Rothschild
N O’Reilly
K Asling
Total Non-
Executive
49,248
21,142
70,390
15,529
10,000
12,100
11,500
49,129
Total Directors
119,519
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
30,750
-
30,750
-
-
-
6,150
6,150
36,900
-
-
-
-
-
-
-
-
-
49,248
21,142
70,390
15,529
10,000
12,100
11,500
30,750
-
79,998
21,142
30,750
101,140
-
-
-
6,150
15,529
10,000
12,100
17,650
49,129
6,150
55,279
Executive
Directors
D Hazelwood
M Smith
Total Executive
Non- Executive
Directors
A K Sener
S Rothschild
N O’Reilly
K Asling
Total Non-
Executive
30,000
26,244
56,244
17,748
12,000
12,000
12,000
53,748
119,519
36,900
156,419
Total Directors
109,992
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
42,640
2,562
45,202
-
20,500
5,125
-
25,625
70,827
-
-
-
-
-
-
-
-
-
30,000
26,244
56,244
17,748
12,000
12,000
12,000
42,640
2,562
72,640
28,806
45,202
101,446
-
20,500
5,125
-
17,748
32,500
17,125
12,000
53,748
25,625
79,373
109,992
70,827
180,819
1. Awards are captured in the year that performance periods have ended, ie, when they vest. 2020 figure: relates to 100% of the warrants
granted on 9 January 2020 which vested on the same date. 2019 figure: relates to 100% of the warrants granted on 22 July 2019 which
vested on the same date. 2018 figure: relates to 100% of the warrants granted on 22 July 2019 which vested on the same date. The value
of all of these awards has been calculated using the share price at date of introduction to the Main Market as prior NEX prices are not an
appropriate reflection of value.
34
35
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020 DIRECTOR’S REMUNERATION REPORT
FOR THE YEAR ENDED 31 DECEMBER 2020
DIRECTOR’S REMUNERATION REPORT
FOR THE YEAR ENDED 31 DECEMBER 2020
Directors Beneficial Share Interests – audited
On 14 November 2019 the Company passed a resolution consolidating every 20 old Ordinary Shares (“Old
Ordinary Shares”) into one new ordinary share (“Ordinary Shares”) (the “Share Consolidation”), resulting in
33,513,302 Ordinary Shares being in issue.
The beneficial interests in the Company’s shares of the Directors and their families were as follows:
D Hazelwood
A K Sener
S Rothschild
N O’Reilly
M Smith
K Asling
Held at 31 December 2020
Held at 31 December 2019
Ordinary Shares
No
Ordinary Shares
No
Old Ordinary Shares
No
3,943,333
1,730,795
333,333
333,333
41,667
-
3,943,333
1,730,795
333,333
333,333
41,667
-
68,866,667
34,615,902
6,666,667
6,666,667
833,333
-
The following share options and warrants were issued to directors to subscribe for Ordinary Shares. The number of
share options and warrants are shown after the Share Consolidation.
On 10 May 2018, 20,000,000 options were granted and are exercisable at 0.2 pence per share and became
exercisable six months after their grant. They can be exercised at any time between this date and to the day before
the third anniversary of their grant. Following the Share Consolidation, the number of options issued has reduced to
1,000,000 options and the exercise price has been rebased to 4 pence per Ordinary Share.
On 10 May 2019, the Company issued 10,000,000 Old Ordinary Shares on the exercise of 10,000,000 options
at an exercise price of 0.2p per share. This entitled the option holders to one new bonus option with an exercise
price of 0.5 pence each, expiring at the same date as the original options. As at 31 December 2019 and following
the Share Consolidation the remaining share options held by directors reduced to 1,000,000 options exercisable at
a rebased price of between 4 pence and 10 pence per Ordinary Share.
On 22 July 2019, the Company issued 43,333,332 warrants in connection with a fundraising to acquire Old
Ordinary Shares (“Subscription Warrants”), such warrants being exercisable at a price of 0.3p per Old Ordinary
Shares. Following the Share Consolidation these warrants have reduced in number to 2,166,666 warrants and
the exercise price has been rebased to 6 pence per Ordinary Share. On 9 January 2020, the Placing involved the
issuance of 13,716,666 Ordinary Shares with warrants attached on a one for one basis, resulting in the creation of
13,716,666 warrants (“Placing Warrants”) at an exercisable price of 12 pence per Ordinary Share at any time from
Admission until the second anniversary of Admission. D Hazelwood holds 500,000 Placing Warrants and K Asling
holds 100,000 Placing Warrants.
Share Options (May 2018)
M Smith
Bonus Options (May 2018)
D Hazelwood
N O’Reilly
Subscription Warrants (July 2019)
D Hazelwood
S Rothschild
N O’Reilly
M Smith
Placing Warrants (January 2020)
D Hazelwood
K Asling
Held at
31 December
2020
Held at
31 December
2019
500,000
500,000
250,000
250,000
500,000
693,333
333,333
83,333
41,667
500,000
500,000
250,000
250,000
500,000
693,333
333,333
83,333
41,667
1,151,666
1,151,666
500,000
100,000
600,000
-
-
-
36
37
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020 DIRECTOR’S REMUNERATION REPORT
FOR THE YEAR ENDED 31 DECEMBER 2020
DIRECTOR’S REMUNERATION REPORT
FOR THE YEAR ENDED 31 DECEMBER 2020
Review of past performance- Alignment of reward and Total Shareholder Return:
CEO Pay Ratio
This graph shows a comparison the Company’s total shareholder return (share price growth plus dividends) with
that of the FTSE 350 Mining Index. The FTSE 350 Mining Index was selected as it provides a comparison of the
Company’s performance relative to the other companies in its sector
UK reporting regulations require companies with 250 employees or more to publish information on the pay ratio of
the Group CEO to UK employees. The Company does not have any employees and therefore is not required to
publish this information.
Relative Importance of Spend on Pay
The table below illustrates a comparison between directors’ total remuneration to distributions to shareholders and
loss before tax for the financial period ended 31 December 2020:
Distributions to
shareholders
£
Total
director pay
£
Operational
cash outflow
£
Year ended 31 December 2020
nil
119,519
881,738
Total director remuneration includes fees for directors in continuing operations.
Operational cash outflow has been shown in the table above as cash flow monitoring and forecasting in an
important consideration for the Board when determining cash-based remuneration for directors and employees.
Approved on behalf of the Board of Directors.
Dr. Kerim Sener
Chairman of the Remuneration Committee
27 April 2021
Chief Executive’s single figure of remuneration and variable pay outcomes
The table below shows the Chief Executive’s single figure of remuneration and variable pay outcomes over the
same period as the graph above.
The beneficial interests in the Company’s shares of the Directors and their families were as follows:
2016
2017
2018
2019
2020
M Subramaniam
D Hazelwood
£
£
£
£
£
CEO Single Figure of Remuneration1
27,000
27,000
27,375
72,640
79,998
Annual Bonus
Share Based payments vesting
(% of maximum)
nil
nil
nil
nil
nil
nil
nil
100%
100%
100%
1 Awards within the CEO Single Figure of Remuneration are captured in the year that performance periods have ended, ie, when they vest.
2020 figure: relates to 100% of the warrants granted on 9 January 2020 which vested on the same date. 2019 figure: relates to 100% of the
warrants granted on 22 July 2019 which vested on the same date. 2018 figure: relates to 100% of the warrants granted on 22 July 2019
which vested on the same date. The value of all these awards has been calculated using the share price at date of introduction to the Main
Market as NEX prices are not an appropriate reflection of value.
38
39
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020 INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF PANTHER METALS PLC
FOR THE YEAR ENDED 31 DECEMBER 2020
INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF PANTHER METALS PLC
FOR THE YEAR ENDED 31 DECEMBER 2020
Opinion
Basis for opinion
Our approach to the audit
Key audit matters
Key audit matters are those matters that, in our
professional judgment, were of most significance in
our audit of the financial statements of the current
period and include the most significant assessed risks
of material misstatement (whether or not due to fraud)
that we identified. These matters included those
which had the greatest effect on: the overall audit
strategy, the allocation of resources in the audit; and
directing the efforts of the engagement team. These
matters were addressed in the context of our audit of
the financial statements as a whole, and in forming
our opinion thereon, and we do not provide a separate
opinion on these matters. This is not a complete list of
all risks identified by our audit.
We have audited the financial statements of We have
audited the financial statements of Panther Metals
PLC (the “Parent Company”) and its subsidiaries (the
“Group”) for the year ended 31 December 2020 which
comprise the Group Statement of Comprehensive
Income, the Group and Parent Company Statement
of Financial Position, the Group and Parent Company
Statements of Changes in Equity, the Group and
parent company Statements of Cash flows, the notes
to the financial statements, which include a summary
of significant accounting policies and other explanatory
information. The financial reporting framework that
has been applied in the preparation of the Group and
Parent Company financial statements is applicable law
and International Financial Reporting Standards (IFRSs)
as adopted by the European Union.
In our opinion the financial statements:
- give a true and fair view of the state of the
Group’s and of the Parent Company’s affairs as
at 31 December 2020 and of the Group’s loss for
the year then ended;
- have been properly prepared in accordance with
IFRSs as adopted by the European Union; and
- have been prepared in accordance with the
requirements of the Isle of Man Companies Acts
1931 to 2006 and, as regards the Group financial
statements, Article 4 of the IAS Regulation.
Separate opinion in relation to IFRSs as
issued by the IASB
As explained in note 1.1 to the Group financial
statements, the Group in addition to complying with
its legal obligation to apply IFRSs as adopted by the
European Union, has also applied IFRSs as issued by
the International Accounting Standards Board (IASB).
In our opinion the Group financial statements give
a true and fair view of the consolidated financial
position of the Group as at 31 December 2020 and
of its consolidated financial performance and its
consolidated cash flows for the year then ended in
accordance with IFRSs as issued by the IASB.
We conducted our audit in accordance with
International Standards on Auditing (UK) (ISAs (UK))
and applicable law. Our responsibilities under those
standards are further described in the Auditors’
responsibilities for the audit of the financial statements
section of our report. We are independent of the
Group in accordance with the ethical requirements
that are relevant to our audit of the financial statements
in the UK, including the FRC’s Ethical Standard,
as applied to listed public interest entities, and we
have fulfilled our other ethical responsibilities in
accordance with these requirements. We believe that
the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our opinion.
Material uncertainty related to going
concern
We draw attention to note 1.2 in the financial
statements. We have considered the adequacy of
the going concern disclosures made concerning the
Group’s and the Parent Company’s ability to continue
as a going concern. The Group incurred a loss of
£668,198 (2019 : £749,948) during the year ended
31 December 2020 and is still incurring losses.
As discussed in note 1.2, the Parent Company
will need to raise further funds in order to meet its
budgeted overhead costs. These conditions, along
with other matters discussed in note 1.2 indicate
the existence of a material uncertainty which may
cast significant doubt about the Group’s and the
Parent Company’s ability to continue as a going
concern. The financial statements do not include the
adjustments (such as impairment of assets) that would
result if the Group and the Parent Company were
unable to continue as a going concern.
Our opinion is not modified in respect of this matter.
Our assessment of audit risk, our evaluation of
materiality and our allocation of performance materiality
determine our audit scope for the Group and the
Parent Company. This enabled us to form an opinion
on the consolidated financial statements.
As part of designing our audit, we determined
materiality and assessed the risks of material
misstatement in the financial statements. In
particular, we looked at where the directors made
subjective judgements, for example in respect of
significant accounting estimates that involved making
assumptions and considering future events that are
inherently uncertain.
We tailored the scope of our audit to ensure that we
performed sufficient work to be able to give an opinion
on the financial statements as a whole, taking into
account an understanding of the structure of the Parent
Company, its activities, the accounting processes and
controls, and the industry in which they operate. Our
planned audit testing was directed accordingly and was
focused on areas where we assessed there to be the
highest risk of material misstatement. During the audit
we reassessed and re-evaluated audit risks and tailored
our approach accordingly.
The audit testing includes substantive testing on
significant transactions, balances and disclosures, the
extent of which was based on various factors such
as overall assessment of the control environment,
the effectiveness of controls and the management of
specific risk.
We communicated with those charged with
governance regarding, among other matters, the
planned scope and timing of the audit and significant
findings, including any significant deficiencies in
internal control that we identify during the audit.
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PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020 INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF PANTHER METALS PLC
FOR THE YEAR ENDED 31 DECEMBER 2020
INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF PANTHER METALS PLC
FOR THE YEAR ENDED 31 DECEMBER 2020
Key audit matter
How our scope addressed this matter
Key audit matter
How our scope addressed this matter
Measurement and valuation of Goodwill
Goodwill arising on acquisition included in
the accounts at excess of the cost of the
acquisition over the fair value of the subsidiary’s
identifiable assets and liabilities acquired.
Impairment of goodwill.
We obtained all the relevant documentations
and checked the calculations.
We have discussed the assumptions and
justifications put forward by management in
assessing the value, challenging where appropriate
and considering whether there is any evidence that
the goodwill may be impaired. As explained within
the Strategic Report of the directors, the recoverability
of the goodwill is largely dependent on many factors.
Measurement and valuation of investments
The Parent Company holds investments in
subsidiaries where a judgement is required
when determining the accounting treatment.
These investments cannot be agreed to third party
market data and management has determined
alternative approaches to ensure that these
are appropriately valued at the year end.
We have discussed the assumptions
determined by management in assessing
the value, challenging where appropriate,
as well as considering whether there is any
evidence that investments may be impaired.
Considering the adequacy of the disclosures
made in the financial statements over this
as a significant area of judgement.
Valuation and impairment of exploration and evaluation assets
Exploration and evaluation assets shall be
assessed for impairment when facts and
circumstances suggest that the carrying amount
of an exploration and evaluation asset may
exceed its recoverable amount per IFRS6.
In accordance with IFRS6 we reviewed
the exploration and evaluation (E&E)
assets for indication of impairment.
We reviewed the directors’ assessment that there
were no indicators of impairment present.
We obtained evidence that all claims and licences
remain valid and are in good standing.
We confirmed that there is an ongoing
plan to develop assets.
Based on our review, no indicators of impairment
were identified and, therefore, the facts and
circumstances do not suggest that the carrying
value amount of the E&E assets exceeds
the recoverable amount. Therefore, we are
satisfied that no impairment is required.
Capitalisation of exploration and evaluation assets
An entity shall determine an accounting policy
specifying which expenditures are recognised
as exploration and evaluation assets and
apply the policy consistently. In making this
determination, an entity considers the degree to
which the expenditure can be associated with
finding specific mineral resources per IFRS6.
The Group does not currently generate revenue
and is dependent on further share issues in
order to fund its activities. The directors must
assess the uncertainty surrounding going
concern that it is appropriate to prepare the
accounts on a going concern basis and ensure
that any material uncertainty is adequately
disclosed within the financial statements.
We have reviewed the Group’s accounting policy
and consider it to be consistent with IFRS6. We
have verified a sample of capitalised expenditure
and have sufficient appropriate audit evidence to
conclude that it has been capitalised appropriately.
The Group held £241,194 cash and
cash equivalents at the year end.
We have obtained and reviewed the cash flow
forecasts and working capital projections prepared
by management. They show that the Group
requires continued fundraising, following the
successful fundraising in December 2020, to
continue as a going concern for the foreseeable
future. The ability of the Group to raise capital
may be impacted by the COVID-19 pandemic
and worldwide efforts to reduce the spread of
the virus. As a result, the investment market has
experienced a significant drop in its valuations.
Given this, we consider there to be a material
uncertainty with regard to going concern. We
consider the disclosures in note 1.2 in the
accounts regarding going concern to be
sufficient. We have drawn specific attention
to this in our audit report under “material
uncertainty with regard to going concern”.
42
43
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020 INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF PANTHER METALS PLC
FOR THE YEAR ENDED 31 DECEMBER 2020
INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF PANTHER METALS PLC
FOR THE YEAR ENDED 31 DECEMBER 2020
Our application of materiality
Other information
The other information comprises the information
included in the Annual Report other than the financial
statements and auditor’s report thereon. The directors
are responsible for the other information contained
within the Annual Report. Our opinion on the financial
statements does not cover the other information and,
except to the extent otherwise explicitly stated in our
report, we do not express any form of assurance
conclusion thereon. Our responsibility is to read the
other information and, in doing so, consider whether
the other information is materially inconsistent with
the financial statements or our knowledge obtained
in the course of the audit or otherwise appears to
be materially misstated. If we identify such material
inconsistencies or apparent material misstatements,
we are required to determine whether this gives rise
to a material misstatement in the financial statements
themselves. If, based on the work we have performed,
we conclude that there is a material misstatement of this
other information, we are required to report that fact.
We have nothing to report in this regard.
Matters on which we are required to report
by exception
In the light of the knowledge and understanding of the
Group and the Parent Company and its environment
obtained in the course of the audit, we have not
identified material misstatements in the Strategic
Report or the Report of the Directors.
We apply the concept of materiality in planning
and performing the audit, in evaluating the effect of
identified misstatements on the audit and in forming
our audit opinion.
Materiality
The magnitude of an omission or misstatement that,
individually or in the aggregate, could reasonably be
expected to influence the economic decisions of the
users of the financial statements. Materiality provides
a basis for determining the nature and extent of our
audit procedures.
We determined the materiality for the Group and the
Parent Company to be £30,500 which is based on
the key indicator, being an average of 5% of the loss
before tax. We believe the loss before tax is the most
appropriate benchmark due to the costs incurred in
running the Group.
Performance materiality
The application of materiality at the individual account
or balance level. It is set at an amount to reduce
to an extent appropriately low level the probability
that the aggregate of uncorrected and undetected
misstatements exceeds materiality. On the basis of
our risk assessment, together with our assessment of
the Company’s control environment, our judgement
is that performance materiality for the financial
statements should be 70% of materiality, amounting
to £21,350.
Audit work on components for the purpose of
obtaining audit coverage over significant financial
statement accounts is undertaken based on
a percentage of total Group materiality. The
performance materiality set for each component is
based on the relative scale and risk of the component
to the Group as a whole and our assessment of the
risk of misstatement at that component. In the current
year performance materiality allocated to components
was £281 for Panther Metals (Canada) Ltd, £20,733
for Panther Metals Pty Ltd and £2,366 for Parthian
Resources HK Ltd.
We have nothing to report in respect of the following
matters where the Companies Acts 1931 to 2006
requires us to report to you if, in our opinion:
• adequate accounting records have not been kept, or
returns adequate for our audit have not been received
from branches not visited by us; or
• the Parent Company financial statements are not in
agreement with the accounting records and returns; or
• certain disclosures of directors’ remuneration
specified by law are not made; or
• we have not received all the information and
explanations we require for our audit; or
• a corporate governance statement has not been
prepared by the Parent Company.
Corporate governance statement
The Listing Rules require us to review the directors’
statement in relation to going concern, longer-term
viability and that part of the Corporate Governance
Statement relating to the Group’s compliance with the
provisions of the UK Corporate Governance Statement
specified for our review.
Based on the work undertaken as part of our audit,
we have concluded that each of the following element
of the Corporate Governance Statement is materially
consistent with the financial statements or our
knowledge obtained during the audit:
• Directors’ statement with regards the appropriateness
of adopting the going concern basis of accounting
and any material uncertainties identified as set out on
page 17;
• Board’s confirmation that it has carried out a robust
assessment of the emerging and principal risks as set
out on page 16 and 17;
• The section of the Annual Report that describes
the review of effectiveness of risk management and
internal control systems as set out on page 29; and;
• The section describing the work of the audit
committee as set out on page 20.
Responsibilities of directors
As explained more fully in the Statement of Directors’
Responsibilities set out on page 30, the directors
are responsible for the preparation of the financial
statements and for being satisfied that they give a
true and fair view, and for such internal control as
the directors determine necessary to enable the
preparation of financial statements that are free from
material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors
are responsible for assessing the Company’s ability
to continue as a going concern, disclosing, as
applicable, matters related to going concern and using
the going concern basis of accounting unless the
directors either intend to liquidate the Company or to
cease operations, or have no realistic alternative but to
do so.
Auditors’ responsibilities for the audit of
the financial statements
Our objectives are to obtain reasonable assurance
about whether the financial statements as a whole
are free from material misstatement, whether due to
fraud or error, and to issue a Report of the Auditors
that includes our opinion. Reasonable assurance is
a high level of assurance but is not a guarantee that
an audit conducted in accordance with ISAs (UK) will
always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are
considered material if, individually or in the aggregate,
they could reasonably be expected to influence the
economic decisions of users taken on the basis of
these financial statements.
Irregularities, including fraud, are instances of non-
compliance with laws and regulations. We design
procedures in line with our responsibilities, outlined
above, to detect material misstatements in respect
of irregularities, including fraud. The extent to which
our procedures are capable of detecting irregularities,
including fraud is detailed below:
Extent to which the audit was considered capable
of detecting irregularities, including fraud we identify
and assess the risks of material misstatement of the
financial statements, whether due to fraud or error,
44
45
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020 INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF PANTHER METALS PLC
FOR THE YEAR ENDED 31 DECEMBER 2020
and then design and perform audit procedures
responsive to those risks, including obtaining audit
evidence that is sufficient and appropriate to provide
a basis for our opinion. Identifying and assessing
potential risks related to irregularities In identifying and
assessing risks of material misstatement in respect
of irregularities, including fraud and non-compliance
with laws and regulations, our procedures included
the following: – enquiring of management, the
Group’s Internal Audit function, the Group’s Security
function, the Group’s Compliance Officer, the Group’s
General Counsel and the Audit Committee, including
obtaining and reviewing supporting documentation,
concerning the Group’s policies and procedures
relating to: – identifying, evaluating and complying with
laws and regulations and whether they were aware
of any instances of noncompliance; – detecting and
responding to the risks of fraud and whether they have
knowledge of any actual, suspected or alleged fraud;
and – the internal controls established to mitigate
risks related to fraud or non-compliance with laws
and regulations; – discussing among the engagement
team, including tax, valuations and share options
regarding how and where fraud might occur in the
financial statements and any potential indicators of
fraud. As part of this discussion, we identified potential
for fraud in the following areas: timing of recognition of
commercial income, posting of unusual journals and
complex transactions and manipulating the Group’s
alternative performance profit measures and other
key performance indicators to meet remuneration
targets and externally communicated targets; and –
obtaining an understanding of the legal and regulatory
frameworks that the Group operates in, focusing on
those laws and regulations that had a direct effect
on the financial statements or that had a fundamental
effect on the operations of the Group. The key laws
and regulations we considered in this context included
local licensing laws, Isle of Man Companies Act, Listing
Rules, employment law, health and safety legislation.
A further description of our responsibilities for the audit
of the financial statements is located on the Financial
Reporting Council’s website at www.frc.org.uk/
auditorsresponsibilities. This description forms part of
our Report of the Auditors.
Other matters which we are
required to address
Following the recommendation of the audit
committee, we were appointed by the director Mr D
Hazelwood on 20 March 2020 to audit the financial
statements for the year ending 31 December 2019
and subsequent financial periods. This is our second
year of engagement.
The non-audit services prohibited by the FRC’s Ethical
Standards were not provided to the Group or the Parent
Company and we remain independent of the Group and
the Parent Company in conducting our audit.
Use of our report
This report is made solely to the Company’s members,
as a body, in accordance with Section 15 of the
Companies Act 1982 (Isle of Man). Our audit work
has been undertaken so that we might state to the
Company’s members those matters we are required
to state to them in a Report of the Auditors and for no
other purpose. To the fullest extent permitted by law,
we do not accept or assume responsibility to anyone
other than the Company and the Company’s members
as a body, for our audit work, for this report, or for the
opinions we have formed.
Alfonso Del Basso (Senior Statutory Auditor)
for and on behalf of Keelings Limited, Statutory Auditor
Chartered Tax Advisers and
Chartered Certified Accountants
Broad House
1 The Broadway
Old Hatfield
Herts
AL9 5BG
27 April 2021
46
47
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020 CONSOLIDATED STATEMENT
OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2020
CONSOLIDATED AND COMPANY STATEMENT
OF FINANCIAL POSITION
AS AT 31 DECEMBER 2020
Group
Company
As at
31 December
2020
£
As at
31 December
2019
£
As at
31 December
2020
£
As at
31 December
2019
£
Notes
4
10
11
12
13
14
15
16
553,656
736,567
-
553,656
316,966
-
1,290,223
870,622
93,922
241,194
335,116
1,625,339
8,045
6,328
14,373
884,995
-
-
635,333
635,333
1,013,791
-
1,013,791
1,649,124
-
-
635,333
635,333
231,136
1,582
232,718
868,051
(107,423)
(107,423)
(470,769)
(470,769)
(59,911)
(59,911)
1,517,916
414,226
1,589,213
(439,038)
(439,038)
429,013
3,675,421
1,958,071
3,675,421
1,958,071
397,331
342,793
397,331
342,793
(2,554,836)
(1,886,638)
(2,483,539)
(1,871,851)
1,517,916
414,226
1,589,213
429,013
The financial statements of Panther Metals PLC, registered number 009753V (Isle of Man), were approved by the Board of Directors and
authorised for issue on 27 April 2021. They were signed on its behalf by:
Revenue
Cost of sales
Gross profit
Administrative expenses
Share-based payment charge
IPO costs
Settlement of financial liability through issue of shares
Operating loss
Finance income
Loss on discontinued operations
Loss before taxation
Taxation
Loss for the period
Other comprehensive income
Total comprehensive loss for the period
Loss attributable to:
Equity holders of the Company:
Continuing operations
Discontinuing operations
16
7
2
Year ended
31 December
2020
£
Year ended
31 December
2019
£
Notes
-
-
-
(442,092)
(155,747)
(80,423)
-
-
-
-
(291,307)
(153,524)
(305,134)
-
Non-current assets
Goodwill
Exploration and evaluation assets
Investments
Total non-current assets
Current assets
Receivables
(678,262)
(749,965)
Cash at bank and in hand
10,064
-
17
-
(668,198)
(749,948)
-
-
(668,198)
(749,948)
-
-
(668,198)
(749,948)
(668,198)
(749,948)
-
-
(668,198)
(749,948)
Total current assets
Total assets
Current liabilities
Trade and other payables
Total liabilities
Net assets
Capital and reserves
Called up share capital
Share-based payment reserve
Retained losses
Total equity
Basic and diluted loss per share (pence)
9
(1.32)p
(2.39)p
D Hazelwood
Chief Executive Officer
48
49
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020
CONSOLIDATED AND COMPANY
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2020
CONSOLIDATED STATEMENT
OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2020
Group
Company
Group
As at
31 December
2020
£
As at
31 December
2019
£
As at
31 December
2020
£
As at
31 December
2019
£
Notes
Cash flows from operating activities
Loss for the financial year
(668,198)
(749,948)
(611,688)
(728,161)
Notes
Share
capital
£
Share
based payment
reserve
£
Retained
losses
£
1,184,331
246,878
(1,136,690)
(749,948)
(749,948)
(742,948)
(64)
(17)
-
155,747
153,524
155,747
153,234
-
-
(1,485)
(857)
68,270
-
(10,000)
-
(782,655)
-
345,166
(289,126)
(185,347)
(1,537,722)
17
(41,265)
81,676
-
60,031
-
(10,000)
-
(85,877)
-
(273,345)
(881,737)
64
(359,570)
-
(359,506)
40,428
60,031
-
-
-
41,403
68,270
315,589
(149,665)
-
-
-
-
7
16
16
7
15
7
Adjusted for:
Interest received
Share-based payment charge
Settlement of financial liability through
issue of shares
Grant income
Foreign exchange
(Increase)/decrease in receivables
Increase in cash held by related party
shown as receivables
Increase/(decrease) in payables
Net cash used in operating activities
Investing activities
Interest received
Cash spent on exploration activities
Cash received on acquisition of a subsidiary
Net cash generated from/(used in)
investing activities
Financing activities
Proceeds from issuing shares
Proceeds from conversion of warrants
Grant income received
Proceeds from directors exercising
share options
Net cash generated from
financing activities
Net decrease in cash and
cash equivalents
Cash and cash equivalents at beginning
of year
Cash and cash equivalents at end of year
1,373,000
130,000
1,373,000
130,000
Shares issued
93,109
10,000
-
-
-
20,000
93,109
10,000
-
-
-
20,000
1,476,109
150,000
1,476,109
150,000
234,866
6,328
241,194
5,081
1,247
6,328
(1,582)
1,582
-
335
1,247
1,582
Shares issued for services provided
Shares issued to acquire exploration
and evaluation assets
Other transactions
Placing warrants issued
Shares issued upon exercise of warrants
Forfeited options
Balance at 31 December 2020
Balance at 1 January 2020
Loss for the year
Total comprehensive loss
for the year
Transactions with owners of
the Company
Shares issued
Shares issued to acquire exploration
and evaluation assets
Shares issued to acquire a subsidiary
Shares issued upon directors
exercising share options
Other transactions
Debit relating to equity-settled
share-based payments
Subscription warrants issued
Balance at 31 December 2018
Loss for the year
Total comprehensive loss
for the year
Transactions with owners
of the Company
-
-
130,000
7,647
545,332
90,761
773,740
(29,663)
-
1,958,071
-
-
1,373,000
90,000
92,910
1,555,910
-
161,440
-
3,675,421
15
15
15
15
-
16
15
15
15
16
16
16
-
-
-
-
-
(70,761)
(70,761)
-
-
-
-
-
-
148,989
(61,572)
(32,879)
397,331
-
-
-
-
-
(668,198)
(668,198)
-
-
-
-
-
-
-
-
(29,663)
196,339
342,793
-
(1,886,638)
Total
£
294,519
(742,948)
130,000
7,647
545,332
20,000
702,979
246,878
196,339
414,226
(668,198)
(668,198)
1,373,000
90,000
92,910
1,555,910
148,989
99,868
(32,879)
(2,554,836)
1,517,916
50
51
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020 COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2020
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
Balance at 1 January 2019
Loss for the year
Total comprehensive loss
for the year
Transactions with owners of
the Company
Shares issued
Shares issued to acquire exploration
and evaluation assets
Shares issued to acquire a subsidiary
Shares issued upon directors
exercising share options
Other transactions
Debit relating to equity-settled
share-based payments
Subscription Warrants issued
Balance at 31 December 2019
Loss for the year
Total comprehensive loss
for the year
Transactions with owners
of the Company
Shares issued
Shares issued for services provided
Shares issued to acquire exploration
and evaluation assets
Other transactions
Placing warrants issued
Shares issued upon exercise
of warrants
Forfeited options
Balance at 31 December 2020
Notes
Share
capital
£
Share
based payment
reserve
£
Retained
losses
£
1,184,331
246,878
(1,143,690)
-
-
130,000
7,647
545,332
90,761
773,740
-
-
1,958,071
-
-
1,373,000
90,000
92,910
1,555,910
-
-
-
-
-
(70,761)
(70,761)
(29,663)
196,339
342,793
-
-
-
-
-
-
-
148,989
161,440
-
3,675,421
(61,572)
(32,879)
397,331
15
15
15
15
16
16
15
15
15
16
16
16
(728,161)
(728,161)
-
-
-
-
-
-
-
(1,871,851)
(611,688)
(611,688)
-
-
-
-
-
-
-
Total
£
287,519
(728,161)
(728,161)
130,000
7,647
545,332
20,000
702,979
(29,663)
196,339
429,013
(611,688)
(611,688)
1,373,000
90,000
92,910
1,555,910
148,989
99,868
(32,879)
(2,483,539)
1,589,213
1.3 Basis of consolidation
The consolidated financial statements incorporate the financial
statements of the Company and its subsidiary undertaking. The
results of subsidiaries acquired or disposed of during the year are
included in the consolidated income statement from the effective date
of acquisition or up to the effective date of disposal, as appropriate.
All business combinations are accounted for using the acquisition
method of accounting.
Where necessary, adjustments are made to the financial statements
of subsidiaries to bring their accounting policies into line with those
used by other members of the Group. All intra-group transactions,
balances, income and expenses are eliminated in full on consolidation.
1.4 Foreign currencies
Functional and presentation currency
The consolidated financial statements are presented in Pounds
Sterling, which is the Group’s presentation currency and the
functional currency of the holding company Panther Metals PLC.
Items included in the financial statements of the subsidiaries are
measured using the currency of the primary economic environment
in which the entity operates (the ‘functional currency’).
In the year ended 31 December 2018 the functional currency of the
Company’s subsidiary, Lonnus was the Malaysian Ringgit (RM) which
was the currency of the environment in which the Company principally
operated in during this time. The subsidiary is now dormant.
The functional currency of Panther Canada is the Canadian Dollar
(CAD) which is the currency of the environment in which the
subsidiary operates.
The functional currency of Panther Australia and its wholly owned
non trading subsidiary Parthian Resources (HK) Limited is the
Australian Dollar (AUD) which is the currency of the environment in
which the trading subsidiary operates.
Transactions and balances
The assets and liabilities of the Company’s foreign operations are
translated at exchange rates prevailing on the date of the accounts.
Income and expense items are translated at exchange rates ruling at
the date of the transactions. Exchange differences arising, if any, are
classified as income or as expenses in the period in which they arise.
1. Accounting policies
1.1 Basis of preparation
Panther Metals PLC is a public limited company incorporated in the
Isle of Man.
The consolidated financial statements of Panther Metals PLC and
its subsidiaries (together, “the Group”) are presented as required by
the Companies Act 1982 (Isle of Man). As permitted by that Act,
the financial statements have been prepared in accordance with
International Financial Reporting Standards as adopted by the
European Union.
The financial statements have been prepared on the historical cost
basis. The principal accounting policies that have been adopted by
the Company in the preparation of these financial statements are set
out below and have been consistently applied to all periods presented.
1.2 Going concern
The Company successfully raised £1.37 million in the year ended
31 December 2020, starting with £823,000 upon the placing of the
Company’s share on the Main Market of the London Stock Exchange
in January 2020 followed by two further rounds of fundraising of
£250,000 in July 2020 and £300,000 in December 2020. As a junior
exploration company, the Directors are aware that the Company
must seek funds from the market in the next 12 months to meet its
investment and exploration plans and to maintain its listing status. A
successful fundraising presents a material uncertainty that may cast
doubt on the Group’s ability to continue to operate as planned and
to pay its liabilities as they fall due for a period not less than twelve
months from the date of this report.
As at the year-end date the Group had total cash reserves of £241,194
(2019: £6,328). On 21st April 2021, the Company announced the
completion of a private placing for a total of 1,666,666 Ordinary
Shares at a price of 12p following an unsolicited approach from two
high net worth investors raising a total of £200,000. The directors are
aware of the reliance on fundraising within the next 12 months and
the material uncertainty this presents but having reviewed the Group’s
working capital forecasts they believe the Group is well placed to
manage its business risks successfully providing the fundraising is
successful. The financial statements have been prepared on a going
concern basis and do not include adjustments that would result if the
Group was unable to continue in operation.
The Company has acted quickly to mitigate the short-term
risk presented following the rapid spread of COVID-19 across
the globe. The reduction in our cost base, combined with the
restrictions on movement (directly effecting our ability to access
our exploration property’s) leaves the business in a strong financial
position in cash terms.
The medium to long term effects of the virus are an unknown
to us all but the Company will monitor developments across our
portfolio and act accordingly. We note the positive impact on the
gold price, and we believe we are in a strong position should
future opportunities arise.
52
53
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
1.5 Exploration and evaluation assets
Exploration and evaluation assets represent the cost of acquisitions by the Group of rights and licences. All costs associated with the exploration
and investment are capitalised on a project-by-project basis, pending determination of the feasibility of the project. Costs incurred include
appropriate technical and administrative expenses, but not general overheads and these assets are not amortised until technical feasibility and
commercial viability is established.
If an exploration project is successful, the related expenditures will be transferred to mining assets and amortised over the estimated life of
the reserve. Where a licence is relinquished or a project abandoned, the related costs are written off. The recoverability of all exploration and
development costs is dependent upon the discovery of economically recoverable reserves, the ability of the Group to obtain necessary financing
to complete the development of reserves and future profitable production or proceeds from the disposition thereof.
1.6 Investments
Investments are stated at cost less any provision for impairment.
1.7 Trade and other receivables
Trade and other receivables are carried at original invoice amount less provision made for impairment of these receivables. A provision for
impairment of trade and other receivables is established when there is objective evidence that the Company will not be able to collect all
amounts due according to the original terms of the receivables. The amount of the provision is the difference between the assets’ carrying
amount and the recoverable amount. Provisions for impairment of receivables are included in the income statement.
1.8 Trade and other payables
Trade and other payables represent liabilities for goods and services provided to the Company prior to the financial year, which are unpaid.
Current liabilities represent those amounts falling due within one year.
1.9 Equity instrument
An equity instrument is any contract that evidences a residual interest in the assets of the Group after deducting all its liabilities. Equity
instruments issued by the Group are recognised as the proceeds received, net of direct issue costs.
The costs of an equity transaction are accounted for as a deduction from equity to the extent they are incremental costs directly attributable to
the equity transaction that would otherwise have been avoided.
The Company’s Ordinary Shares are classified as equity instruments and are shown within the share capital and the share premium reserves.
1.10 Share based payments
For such grants of share options, the fair value as at the date of grant is calculated using the Black-Scholes option pricing model, considering
the terms and conditions upon which the options were granted. The amount recognised as an expense is adjusted to reflect the actual number
of share options that are likely to vest.
For cash liabilities settled by issuing shares the fair value as at the date of issue is deemed to be the market value of the shares issued.
The share-based payments reserve is used to recognise the value of equity-settled share-based payments, see to note 16 for further details.
1.11 Other income- Grant income
Income from Government grants, whether capital or revenue grants, is recognised when the Company has entitlement to the funds, any
performance conditions attached to the grants have been met, it is probable that the income will be received, and the amount can be
measured reliably.
1.12 New IFRS standards and interpretations not applied
The following standards and amendments became effective in the year:
- IFRS 16 Leases;
- IFRIC 23 Uncertainty over income tax treatments;
- amendment to IFRS 9 Prepayment features with negative compensation and modifications of financial liabilities; and
- amendments as a result of Annual Improvements 2015-2017 Cycle.
There were no IFRS standards or IFRIC interpretations adopted for the first time in these financial statements that had a material impact on the
Group/Company’s financial statements.
At the date of approval of these financial statements, the following Standards and Interpretations which may be applicable to the Group, but
have not been applied in these financial statements, were in issue but not yet effective
• amendment to IFRS 3 Clarifying the definition of a business;
• amendment to IAS 1 Definition of Material and Classification of liabilities;
• IAS 8 Definition of Material;
• IAS 37 Costs to include when assessing whether a contract is material;
• amendment to IFRS 7, IFRS 9 and IFRS 16 Amendments regarding pre-replacement issues in the context of the IBOR reform; and
• Annual Improvements to IFRS Standards 2018-2020 Cycle.
The Group does not expect that the standards and amendments issued but not yet effective will have a material impact on results or net assets.
2. Critical accounting estimates and judgements
The preparation of financial statements in conformity with International Financial Reporting Standards, as adopted by the EU, requires the use of
accounting estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the
reported amounts of income and expenses during the reporting period. Although these estimates are based on management’s best knowledge
of current events and actions, actual results ultimately may differ from those estimates.
Share-based payments
The Company issued share options to certain Directors and to professional advisers. The Black-Scholes model is used to calculate the
appropriate cost for these options. The use of this model to calculate a cost involves using several estimates and judgements to establish the
appropriate inputs to be entered into the model, covering areas such as the use of an appropriate interest rate and dividend rate, exercise
restrictions and behavioural considerations. A significant element of judgement is therefore involved in the calculation of the cost.
Exploration and evaluation assets
The fair value of the Big Bear Gold Project licences, the Dotted Lake Project licences cannot be reliably estimated. The licence areas are at the
very early stages of exploration and whilst historical data, geophysics, exploration of the surrounding area and other mining operations along
the greenstone belt exist, until any mineral deposits are fully understood the directors cannot determine its fair value reliably. The directors have
therefore chosen to value the licences by reference to the equity instruments granted and measured at the date of acquisition.
The fair value of the Annaburroo Gold Project, Marrakai Gold Project, Laverton Project, and Denny’s Gully Project licences cannot be reliably
estimated. The licence areas are at the very early stages of exploration and whilst historical data, geophysics, exploration of the surrounding
area and other mining operations along the greenstone belt exist, until any mineral deposits are fully understood the directors cannot determine
its fair value reliably. The directors have therefore chosen to value the licences by reference to the equity instruments granted and measured at
the date of acquisition.
The Group determines that exploration costs are capitalised at the point the Group has a valid exploration licence. The future recoverability of
capitalised exploration and evaluation expenditure is dependent on several factors, including the level of potential resources and whether the
Group’s licences remain in good standing.
The directors have considered indicators of impairment as set out in IFRS 6 and do not believe any such conditions exist and therefore they
have not carried out an impairment review.
54
55
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
Where the directors identify indicators of impairment IFRS 6 requires an impairment test to be carried out in accordance with IAS 36. To the
extent that it is determined in the future that this capitalised expenditure should be impaired, this will reduce profits and net assets in the period
in which this determination is made.
The directors believe that there are no other areas that involve a high degree of judgement or complexity, or areas where assumptions and
estimates are significant to these financial statements.
Goodwill on acquisition
The directors have assessed the fair value of the assets and liabilities of Panther Australia at the date of acquisition. In their assessment the directors
have carried out a review of the subsidiaries exploration costs incurred prior to acquisition, that have been expensed to the income statement, and
considered whether those costs should be capitalised in line with the Group’s exploration and evaluation asset accounting policy.
The directors do not consider the exploration work carried out by Panther Australia, prior to acquisition, to be part of the Group’s current exploration
strategy and do not believe these projects to be commercially viable or feasible. Exploration costs expensed to date have not been capitalised as
assets upon acquisition and are therefore not included in the calculation of goodwill arising on acquisition as set out in note 4.
The directors have made a further assessment of the fair value of the goodwill as at 31 December 2020 in order to identify any indicators of
impairment. The assessment referred to recent market transactional data on sites near the Panther Australia assets and with the same geological
features. The directors have satisfied themselves that based on that evaluation and considering the exploration assets currently in development in
Panther Australia, no indications of impairment exist.
3. Segmental information
Continuing activities- Panther Canada
On 10 September 2018 Panther Canada completed its first acquisition of a prospective gold and metals project, known as the Big Bear Gold
Project, located in north-western Ontario, Canada. Throughout the years ended 31 December 2020 and 2019 the Group has acquired additional
land extending the coverage of the Big Bear Gold Project from 69 individual claim units to 171 individual mining claims including the following;
• On 22 May 2019 it acquired additional ground known as Little Bear North immediately to the north of the Big Bear Gold Project
• On 28 May 2019 announced the acquisition of Big Duck Creek
• On 5 June 2019 the Little Bear Mine area, previously a patented claim wholly enclosed by the acquisition made on 22 May 2019, was
transferred into the Company
• On 23 September 2019 acquired four packages of mining claims, the Worthington Property; the Cook Lake Group: the Worthington
Extension Group; and Hays Lake Group.
• On 18 February 2020 Panther Metals (Canada) Limited (“Panther Canada”) lodged exploration permit applications with the Ministry of
Energy, Northern Development and Mines (“ENDM”), to cover the parts of the Big Bear Gold Project areas which were not covered by the
pre-existing permit.
• In June 2020, a helicopter survey (airborne electromagnetic and magnetic geophysics) was undertaken on the project.
• After this, in July 2020,19 additional mining claims were acquired, enlarging the Big Bear Project.
• In September 2020, 28 mining claims were staked on areas bordering and supplementing the Big Bear Project.
• Further geological survey work was undertaken in the year ended 31 December 2020, with a field exploration programme in May 2020,
line cutting in July 2020 and rock sampling between July and 22 October 2020 (when the first of the winter snow falls signified the start
of winter).
On 13 July 2020 Panther Canada acquired licences in the Dotted Lake area, comprising 39 cells located 20km from a successful gold mine.
From this platform:
• On 27 July 2020, 135 mining claims cells were acquired significantly increasing the project area
• Geological survey work was undertaken in September 2020 with a helicopter survey in October 2020 and rock sampling in November
2020, such work sufficient for Panther Canada to be preparing to facilitate diamond drill testing of high property targets on the property
in 2021.
As at 31 December 2020 the exploration and evaluation asset totalled £521,862 (2019: £315,293) relating to project expenditure.
In the financial years to 31 December 2020 and 2019 Panther Canada did not record any turnover and recorded a loss of £576 (2019: £2,453)
attributable to administrative costs. All other expenses were capitalised and held as evaluation and exploration assets in accordance with the
Group’s accounting policy.
Continuing activities- Panther Australia
On 15 March 2019, the Company acquired Panther Australia, a business seeking mining and natural resource opportunities in Australia. Further
details of the acquisition are provided in note 4. Panther Australia has a wholly owned non trading subsidiary, Parthian Resources (HK) Limited
registered and domiciled in Hong Kong. Parthian Resources (HK) Limited did not record any turnover and recorded a loss of £4,308 (2019:
£2,770) due to administrative costs.
On 22 October 2019 Panther Australia was granted its first exploration licence named the Marrakai Project and on 10 February 2020 it was
awarded its second licence, named the Annaburroo Gold Project, both located in the Northern Territory, Australia. Throughout the year ended 31
December 2020, further investment was made in relation to the Annaburroo and Marrakai projects by the Group with geological services being
provided on the project, including desktop reviews, airborne surveys, geomagnetic surveys, mapping, and geophysics services.
In November 2020, Panther Australia acquired five licences in relation to the Laverton Project, in the immediate vicinity of the Merolia Gold
Project. Panther Australia paid an option fee in relation to Bluebrook Bonanza to acquire these tenements. The option agreement expires on 31
July 2021 but can be extended with written agreement from both parties.
In December 2020, Panther Australia completed the acquisition of the exclusive rights to take 2 licences through to a JORC resource in relation
to the Denny’s Gully Project (Queensland).
In December 2020, Panther Australia acquired 100% of the Merolia Gold Project from White Cliffs Limited, with a payment in cash and the issue
of 734,470 shares in Panther Metals PLC. An additional payment of AUD$1.25 per ounce of gold is to be made to White Cliffs Limited if a JORC
resource is defined (not currently provided for due to the inherent uncertainties in defining a JORC resource).
As at 31 December 2020, the exploration and evaluation asset totalled £214,705 (2019: £1,673) relating to project expenditure. Panther
Australia has not recorded any turnover in the period from acquisition to 31 December 2020 and has recorded a loss of £27,035 (2019: £3,465)
attributable to administrative costs.
Geographical segments
The Group’s assets and liabilities are split by geographic location in the table below.
As at 31 December 2020
Total assets
Total liabilities
Net assets
As at 31 December 2019
Total assets
Total liabilities
Net assets
Canada
£
541,865
(543,741)
(1,876)
Canada
£
315,293
(317,745)
(2,452)
Australia
£
789,819
(739,451)
50,368
Hong Kong
£
Isle of Man
£
Group
£
-
1,649,124
1,625,339
(6,130)
(6,130)
(59,911)
(107,423)
1,589,213
1,517,916
Australia
£
Hong Kong
£
Isle of Man
£
81,903
(4,500)
77,403
1,358
(3,180)
(1,822)
868,051
(439,038)
429,013
Group
£
884,995
(470,769)
414,226
56
57
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
4. Acquisition of Panther Australia
The fair value of the assets acquired and liabilities assumed were as follows:
6. Employees
There were no employees of the Group during the year. Director’s remuneration is separately disclosed in the Director’s Remuneration Report
on page 31 to 39.
Goodwill on acquisition
Cash and cash equivalents
Fair value of issue and in-specie distribution
Deferred consideration
£
553,656
81,676
635,332
£
545,332
90,000
635,332
7. Finance and other income
Bank interest received
Grants received
Year ended
31 December
2020
£
Year ended
31 December
2019
£
64
10,000
10,064
17
-
17
Panther Australia was acquired by the Company through the issue and in specie distribution of 99,151,520 Old Ordinary Shares fully paid and deferred
consideration in the form of 1,500,000 Ordinary Shares fully paid and issued on 9 January 2020 as part of the Placing and Admission of the Company’s
shares to trading on the Main Market of the London Stock Exchange. Panther Australia is a 100% wholly owned subsidiary of the Company.
On 15 March 2019, the Old Ordinary Shares issued had a market value of £0.005 per share giving rise to consideration of £545,332. The shares issued
as part of the Placing had a value of £0.06 per share giving rise to deferred consideration of £90,000. The fair value of the consideration totals £635,332
and the net assets of Panther Australia totalled £81,676 resulting in goodwill on acquisition of £553,656.
Goodwill arising on acquisition represents the excess of the cost of the acquisition over the fair value of the subsidiary’s identifiable assets and liabilities
acquired. Further details of the Directors’ assessment of the fair value of the subsidiary’s assets and liabilities are included in note 2.
5. Operating loss
Operating loss has been arrived at after charging:
Loss on foreign exchange
Auditors remuneration – audit fees
Year ended
31 December
2020
£
Year ended
31 December
2019
£
3,003
18,000
1,485
18,000
The Government put together a package of temporary measures to support businesses through this period of disruption caused by the
Coronavirus pandemic. The Company was eligible for a one-off grant of £10,000.
8. Taxation
Current tax
Deferred tax
Year ended
31 December
2020
£
Year ended
31 December
2019
£
-
-
-
-
No reconciliation of the factors affecting the tax charge has been presented as the Company is incorporated in the Isle of Man which has a
corporation tax rate of 0%.
9. Loss per share
The basic loss per share for the period of -1.32p (2019: - 2.39p) is calculated by dividing the loss for the period by the weighted average number
of Ordinary Shares in issue of 50,789,407 (2019: 31,091,275 Ordinary Shares).
Note 15 provides details of the share issues during the year ended 31 December 2020.
There are 16,815,000 potentially issuable shares all of which relate to share options issued to Directors and professional advisers under option
(see note 16), the weighted average number of potential Ordinary Shares in issue is 67,604,407 (2019: 32,341,275 Ordinary Shares). Due to
the losses for the period the diluted loss per share is anti-dilutive and therefore has been kept the same as the basic loss per share of -1.32p
per share.
The basic and diluted loss per share for discontinuing operations for the year is nil (2018: 0.14p rebased following the Share Consolidation).
58
59
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020 NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
10. Exploration and evaluation assets
Group
Net book value
At 1 January 2020
Additions
At 31 December 2020
Canada
£
Australia
£
Total
£
315,293
206,569
521,862
1,673
213,032
214,705
316,966
419,601
736,567
Canada Exploration and Evaluation Assets
On 10 September 2018, the Group completed the acquisition of a prospective gold and base-metals project, known as the Big Bear Gold
Project, located in north-western Ontario, Canada. The total consideration for the acquisition comprised of cash payments totalling CAD$
33,000 and the issuance of 19,146,664 Old Ordinary Shares.
On 22 May 2019, Panther Canada acquired additional mining claims covering ground immediately to the north of the Company’s Big Bear asset
in Ontario, Canada. Part of the consideration for these mining claims was $10,000 of Company shares at the market price prevailing at that time.
1,176,470 Old Ordinary Shares were issued totalling £7,647.
In mid-2020,12 additional mining claims were acquired on the Big Bear Project. Further geological survey work was undertaken with a helicopter
survey in June 2020, line cutting in July 2020 and rock sampling between July and November 2020. Project work amounted to £152,463.
On 13 July 2020 Panther Canada acquired licences in the Dotted Lake area for £15,628. Geological survey work was undertaken in September
2020 with a helicopter survey in October 2020 and rock sampling in November 2020, amounting to £53,106.
Australia Exploration and Evaluation Assets
On 22 October 2019 Panther Australia was granted its first exploration licence named the Marrakai Project and on 10 February 2020 it was
awarded its second licence, named the Annaburroo Gold Project both located in the Northern Territory, Australia. Throughout the year ended
31 December 2020, further investment was made in relation to the Annaburroo and Marrakai projects by the Group with geological services
to the value of £11,851 being provided on the project, including airborne surveys, geomagnetic surveys, mapping, and geophysics services.
11. Fixed asset investments
Company
Movements in fixed asset investments
Cost
At 1 January 2019
Addition
Impairment
At 31 December 2019
Additions
At 31 December 2020
Net book value
At 31 December 2020
At 31 December 2019
Investments
in subsidiaries
£
1
635,332
635,333
-
635,333
635,333
635,333
In November 2020, Panther Australia acquired 5 licences for £1,445 in relation to the Laverton Project. In November 2020, Panther Australia
paid an option fee of AUD$25,000 (£14,000) in relation to Bluebrook Bonanza.
In December 2020, Panther Australia completed the acquisition of the exclusive rights to take 2 licences through to a JORC resource, paying
£27,745 in relation to Denny’s Gully Project (Queensland).
On 15 March 2019, the Company acquired the entire issued share capital of Panther Australia, a company domiciled in Australia and its wholly
owned non-trading subsidiary Parthian Resources (HK) Limited. Panther Australia was acquired through the issue and in-specie distribution of
99,151,250 Old Ordinary Shares. The market price of the shares at that time was 0.55 pence giving rise to consideration of £545,332. Deferred
consideration of £90,000 is also included in the investment total and represents 1,500,000 Ordinary Shares at 6 pence per share issued to
Australian consultants as part of the Placing on 9 January 2020.
In December 2020, Panther Australia acquired the Merolia Gold Project from White Cliffs Limited, with an AUD$112,500 payment in cash and
the issue of 734,473 shares of 12.65p in Panther Metals PLC, a total value in sterling of £155,576.
The fair value of the licences cannot be reliably measured without further exploratory work carried out in the area covered by the licences. As
such the fair value has been determined by reference to the market price of the shares issued at the acquisition date (see note 16). This has
been included within Exploration and Evaluation assets of £736,567 (2018: £316,966) noted above.
None of the Group’s exploration and evaluation assets are owned by the Company.
The technical feasibility and commercial viability of extracting a resource are not yet demonstrable in the above exploration and evaluation assets.
When technical feasibility and commercial viability is established, and the criteria is met they will be transferred to Property, Plant and Equipment.
The Company’s investments at the balance sheet date comprise ownership of the ordinary share capital of the following companies:
Subsidiary
Lonnus (M) Sdn Bhd
Panther Metals (Canada) Ltd
Panther Metals Pty Ltd
Parthian Resources (HK) Ltd
Ownership
Country of Incorporation
Nature of business
100%
100%
100%
100%
Malaysia
Canada
Australia
Hong Kong
Dormant
Exploration
Exploration
Non-trading
The subsidiary companies use the Company’s business address of Eastways Enterprise Centre, 7 Paynes Park, Hitchin, Hertfordshire, SG5 1EH
as their registered office.
60
61
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020 NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
12. Receivables
15. Share capital
Amounts falling due within one period
Amounts due from subsidiaries
Prepayments
Other receivables
Cash held by related party
13. Cash and cash equivalents
Cash and cash equivalents comprise cash held at bank.
14. Trade and other payables
Trade payables
Accruals
Deferred consideration (note 4)
Group
Company
As at
31 December
2020
£
As at
31 December
2019
£
As at
31 December
2020
£
As at
31 December
2019
£
-
71,072
22,850
-
93,922
-
8,045
-
-
990,279
22,512
1,000
-
224,449
6,687
-
-
8,045
1,013,791
231,136
Group
Company
As at
31 December
2020
£
As at
31 December
2019
£
As at
31 December
2020
£
As at
31 December
2019
£
51,481
55,942
-
107,423
89,224
291,545
90,000
470,769
20,909
39,002
-
59,911
77,546
271,492
90,000
439,038
The table below presents the number of Old Ordinary Shares before the Share Consolidation and the new Ordinary Shares after for each equity
transactions that occurred in the year ended 31 December 2020 and the comparative period to 31 December 2019.
Allotted, issued and fully paid:
At 1 January 2019
Share issue on 15 March 2019
Share issue on 9 May 2019
Share issue on 22 May 2019
Share issue on 22 July 2019
As at 31 December 2019
Share issue on 9 January 2020
Share issue to Australian Consultants
Share issue upon exercising Subscription warrants
Share issue on 13 July 2020
Share issue upon exercising Subscription warrants
Share issue upon exercising Bookrunner warrants
Share issue on 9 December 2020
Share issue to acquire Merolia Gold Project
Number of new
Ordinary Shares
No
Share
Capital
£
25,830,250
1,184,331
4,957,563
500,000
58,823
2,166,666
545,332
90,761
7,647
130,000
33,513,302
1,958,071
13,716,666
1,500,000
166,667
3,846,153
166,666
1,218,492
3,000,000
734,473
823,000
90,000
11,917
250,000
11,833
137,690
300,000
92,910
As at 31 December 2020
57,862,419
3,675,421
On 15 March 2019, the Company acquired Panther Australia through the issue and in-specie distribution of 99,151,250 Old Ordinary Shares.
The market price of the shares at that time was 0.55 pence totalling £545,332.
On 9 May 2019, two Directors of the Company converted 5,000,000 0.2 pence options for a cash consideration of £20,000 under the share
option scheme announced on 15 February 2018.
On 22 May 2019, Panther Canada acquired additional mining claims covering ground immediately to the north of the Company’s Big Bear asset
in Ontario, Canada. Part of the consideration for these mining claims was $10,000 of Company shares at the market price prevailing at that time.
1,176,470 Old Ordinary Shares were issue totalling £7,647.
On 22 July 2019, the Company issued 43,333,332 Old Ordinary Shares at a price of 0.3 pence per share in connection with a placing
raising £130,000.
62
63
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020 NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
15. Share capital (continued)
On 9 January 2020, the Company raised £823,000 (before expenses) following the placing of 13,716,666 Ordinary Shares at a price of 6 pence per
share on the Main Market of the London Stock Exchange. A further 1,500,000 Ordinary Shares were issued to Australian consultants in connection
with the acquisition of Panther Metals Pty Limited at Admission.
On 19 June 2020 the Company announced that it has received notice of exercise of 166,667 Subscription Warrants to acquire 166,667 shares of
no par value at a price of 6p per share for a cash consideration of £10,000. The admission of those shares took place on 25 June 2020.
On 13 July 2020, the Company issued 3,846,153 new Ordinary Shares at a price of 6.5 pence per share in connection with a placing raising
£250,000. The admission of those shares took place on 16 July 2020.
On 12 August 2020 the Company announced that it has received notice of exercise of 166,666 Subscription Warrants to acquire 166,667 shares
of no par value at a price of 6p per share for a cash consideration of £10,000. The admission of those shares took place on 17 August 2020.
On 4 November 2020 the Company announced that it has received notice of exercise of 1,218,492 Bookrunner Warrants to acquire
1,218,492 shares of no par value at a price of 6p per share for a cash consideration of £64,580. The admission of those shares took place
on 10 November 2020.
On 4 December 2020, the Company issued 3,000,000 new Ordinary Shares at 10p per share in connection with a placing raising £300,000. The
admission of those shares took place on 9 December 2020.
In December 2020, Panther Australia acquired the Merolia Gold Project from White Cliffs Limited, with an AUD$112,500 payment in cash and the
issue of 734,473 new Ordinary Shares of 12.65p in Panther Metals PLC, a total value in sterling of £155,576, of which £92,910 was represented
by new Ordinary Shares.
16. Share based payment transactions
Equity settled share based payments
The Share Consolidation had the effect of rebasing both the number of share options and warrants in issue at 31 December 2019 and the
exercise prices as detailed below:
Number of
options
no
Weighted average
exercise price
(pence)
Rebased number
of options
no
Rebased Weighted
average exercise price
(pence)
Share Options
May 2018
Bonus options
September 2018
Warrants
10,000,000
10,000,000
5,000,000
25,000,000
0.2
0.5
0.3
0.3
500,000
500,000
250,000
1,250,000
Subscription warrants
43,333,332
0.3
2,166,666
4
10
6
7
6
On 9 March 2018, 20,000,000 share options were awarded to certain directors. The date of grant has been taken as 10 May 2018 being the
date the options were approved at the delayed General Meeting. The options are exercisable at 0.2 pence per share and become exercisable
six months after their grant. They can be exercised at any time between this date and to the day before the third anniversary of their grant.
If the option holders exercised 50% or more of their options before the first anniversary of their grant, the holders received, upon exercise of each
option, one new bonus option with an exercise price of 0.5 pence each, expiring at the same date as the original options.
Following the Share Consolidation, the May 2018 options are rebased to 1,000,000 share options exercisable at 4 pence per share and the
bonus options are rebased to 1,000,000 share options at 10 pence per share. 500,000 options were exercised in the period entitling the holders
to 500,000 bonus options. The remaining 500,000 bonus options were forfeited.
On 17 September 2018, 5,000,000 share options were granted to professional advisers in connection with the acquisition of the Big Bear Gold
Project. The options are exercisable at 0.3 pence per share, vest immediately and expire on 17 September 2020. These options were rebased
to comprise 250,000 options over Ordinary Shares exercisable at a price of 6 pence per share.
On 22 July 2019, the Company issued 43,333,332 warrants (“Subscription Warrants”) in connection with a fundraising to acquire Old Ordinary
Shares, such warrants being exercisable at a price of 0.3 pence per Old Ordinary Shares, vest immediately and are exercisable at any time up
to 22 July 2021. These warrants were rebased to 2,166,666 warrants exercisable at a price of 6 pence per share.
On 9 January 2020, following the Placing, a total of 1,483,492 warrants were issued to the Company’s brokers (“Bookrunner Warrants”)
exercisable at a price of 6 pence per Ordinary Share and at any time from admission until the second anniversary of admission.
A total of 13,716,666 warrants (“Placing Warrants”) were issued to participants in the Placing on a one for one basis. The Placing Warrants are
exercisable at a price of 12 pence per Ordinary Share and at any time from admission until the second anniversary of admission.
Options and warrants issued, cancelled and outstanding at the year end
At 1
January 2020
No of
options
500,000
500,000
250,000
May 2018
Bonus options
September 2018
Issued
Forfeited
Exercised
At
31 Dec
2019
No of options
Weighted
average
exercise
price (pence)
-
(250,000)
-
500,000
500,000
-
Subscription Warrants
2,166,666
Bookrunner Warrants
Placing Warrants
-
-
1,483,492
13,716,666
(333,332)
1,833,334
(1,218,492)
265,000
13,716,666
3,416,666
15,200,158
(250,000)
(1,551,824)
16,815,000
Options and warrants outstanding and exercisable at the year end
No of options, vested
and exercisable
Exercise price
Weighted average contractual life
(years)
May 2018
Bonus options
September 2018
Subscription Warrants
Bookrunner Warrants
Placing Warrants
500,000
500,000
250,000
2,166,666
1,483,492
13,716,666
4
10
6
6
6
12
0.04
0.10
-
0.06
0.06
0.12
0.38
Expiry date
10 May 2021
10 May 2021
0.36
0.36
-
17 Sept 2020
1.56
1.02
1.02
22 July 2022
9 January 2022
9 January 2022
A Black-Scholes model has been used to determine the fair value of the share options and warrants on the date of grant. The model assesses
several factors in calculating the fair value. These include the market price on the date of grant, the exercise price of the share options, the
expected share price volatility of the Company’s share price, the expected life of the options, the risk-free rate of interest and the expected level
of dividends in future periods.
For those options granted where IFRS 2 “Share-Based Payment” is applicable, the fair values were calculated using the Black-Scholes model.
The inputs into the model were as follows:
Date of grant
May 2018
September 2018
Subscription Warrants
Bookrunner Warrants
Placing Warrants
Risk free rate
Share price volatility
Expected life
Share price at grant date
1.30%
1.24%
0.53%
0.66%
0.66%
24.9%
31.0%
33.0%
45.0%
45.0%
3 years
2 years
2 years
2 years
2 years
0.009
0.010
0.008
0.080
0.075
The total charge to the consolidated statement of comprehensive income for the year to 31 December 2020 was £155,747 (2019: £153,524).
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PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020 NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
Liquidity risk
Liquidity risk is the risk the Group will not be able to meet its financial obligations as they fall due. The ultimate responsibility for liquidity risk
management rests with the Board of Directors, which monitor’s the Company’s short-, medium- and long-term funding and liquidity management
requirements. The Company’s liquidity risk arises in supporting the exploration activities of its subsidiaries whilst also having sufficient resources
to maintain the Company’s listing status and overheads.
The Board of Directors maintains detailed working capital forecasts and exploration budgets to ensure sufficient resources exist to fund the
Group’s short-term plans. The Board will seek to raise funds from share capital to fund its medium to long term plans.
The Group’s financial liabilities, consisting of trade and other payables, were settled within four weeks of the year end.
18. Financial commitments
The project licences held by Panther Canada are subject to minimum spend requirements and to retain the licences the Group is committed to
spend CAD$48,591 in the next 12 months.
The project licences held by Panther Australia are subject to minimum spend requirements and to retain the licences the Group is committed
to the following expenditure.
Marrakai Project
Annaburroo Gold Project
Year 1
AUD$
27,000
22,500
49,500
17. Financial instruments
The following financial instruments were held at the balance sheet date:
Financial assets
Amounts due from related parties
Other receivables
Cash and cash equivalents
Financial liabilities
Trade payables
Accruals
Deferred consideration
Group
Company
As at
31 December
2020
£
As at
31 December
2019
£
As at
31 December
2020
£
As at
31 December
2019
£
-
22,850
241,194
264,044
51,481
51,442
-
102,923
-
-
6,328
6,328
89,224
291,545
90,000
470,769
990,279
224,449
1,000
-
-
1,582
991,279
226,031
20,909
39,002
-
59,911
77,546
271,492
90,000
439,038
Financial risk management objectives
In the normal course of its operations the Group is exposed to a variety of risks from both its operating and investing activities. The Group’s risk
management is coordinated by the Board of Directors and focuses on actively securing the Group’s short to medium term cash flows.
The main risks the Group is exposed to through its financial instruments are capital management risk, credit risk, market risk and liquidity risk.
Capital risk management
The Group manages its capital to ensure that it will be able to continue as a going concern while maximizing the return to stakeholders through
the optimisation of the equity balance. The capital structure of the Group consists of equity attributable to equity holders consisting of issued
share capital, reserves and retained losses as disclosed in the Statement of Financial Position.
Credit risk
Credit risk is the risk of financial loss to the Group if a counterparty to a financial instrument fails to meet its contractual obligations. The Company
has borrowings outstanding from its subsidiaries, the ultimate realisation of which depends on the successful exploration and realisation of the
Group’s evaluation and exploration assets.
Market risk
The Group will incur exploration costs in US, Canadian and Australian Dollars but it has raised capital in £ Sterling and its banking facilities are
based in Australia. Fluctuations in exchange rates of the US Dollar, Canadian Dollar, and Australian Dollar against £ Sterling may materially affect
the Group’s translated results of operations.
The Company does not enter forward exchange contracts to mitigate the exposure to foreign currency risk as amounts paid and received in
specific currencies are expected to largely offset one another and the currencies most widely traded are relatively stable.
As the Group’s activities continue to develop the Board of Directors will monitor the exposure to foreign currency risk.
No sensitivity analysis has been prepared on the basis that the effects are minimal.
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PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020 NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
19. Related party transactions
Transactions between the Company and its subsidiaries, which are related parties, have been eliminated on consolidation. The Group has
therefore elected not to disclose transactions between the Company and its subsidiaries, as permitted by IAS 24.
In addition to director’s fees between January and March 2020 included in the table below, KPA Consulting Limited, a company owned by Kate
Asling, charged the Company £12,000 (2019: £12,000) in respect of accounting and consultancy services.
In addition to the director’s fees between January and March 2020 included in the table below, Mining Analyst Consulting Limited, a company
owned by Nicholas O’Reilly, charged Panther Canada £13,404 (2019: £3,500) in respect of geological consultancy services.
Haywood Sener Limited, a company owned by a person connected to a director, charged the Company £3,061 (2019: £3,000) in respect of
website maintenance and development services.
Directors’ remuneration is detailed within the Directors’ Remuneration Report on page 31 to 39. During the year ended 31 December 2020,
Directors’ remuneration has been paid in fees to service companies and to individuals as salaries (through payroll). The fees paid to Directors
were paid to the following service companies (figures include consultancy fees noted above):
Fees paid to Directors’ service companies
Director
D Hazelwood
M Smith
K Sener
K Sener
S Rothschild
N O’Reilly
K Asling
Year ended
31 December
2020
£
Year ended
31 December
2019
£
11,667
21,142
11,647
3,882
3,000
17,004
15,000
83,342
30,000
26,244
17,748
-
12,000
12,000
12,000
109,992
Company Name
Hazelwood Glass Limited
CoMo Investment Solutions
Matrix Exploration Pty
Aslan Capital
Assendon Associates Ltd
Mining Analyst Consulting Limited
KPA Consulting Limited
20. Subsequent events
Panther Metals PLC
On 21st April 2021, the Company announced the completion of a private placing for a total of 1,666,666 Ordinary Shares at a price of 12p
following an unsolicited approach from two high net worth investors raising a total of £200,000.
Panther Australia
In February 2021, Panther Metals Pty. Ltd appointed Mr. Ranko Matic and Mr. Daniel Tuffin to its board in Australia and converted Panther
Australia to a UPC called Panther Metals Limited.
On 15 April 2021, the Company confirmed its intention to make an initial public offering (“IPO”) and listing of its Australian assets on the ASX
Exchange. Panther Metals Limited will undertake a pre-IPO seed funding round to be initiated with immediate effect. The intention is that Panther
Metals Limited is expected to raise a minimum of 5 million Australian dollars in new capital in the IPO and initial discussions have commenced
with potential brokers. All costs related to the Australian business going forward will be funded directly by Panther Metals Limited utilising new
capital raised at the local level.
The option agreement on the Bluebrook and Bonanza mineral exploration licences has been extended until 31 October 2021 on the same terms
as announced on 16 November 2020 at no additional cost. The Bluebrook and Bonanza mineral exploration licences will be integrated into the
new listed vehicle at no direct cost to Panther Metals PLC.
Panther Metals PLC will continue to hold a material position in Panther Metals Limited upon its ASX listing and will continue to consolidate
Panther Metals Limited under the practical ability model in IFRS10.
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PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2020 Panther Metals PLC
Eastways Enterprise Centre
7 Paynes Park, Hitchin, Hertfordshire,
SG5 1EH United Kingdom
+44 (0)1462 429743
info@panthermetals.co.uk
www.panthermetals.co.uk