ANNUAL REPORT AND
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
CONTENTS
STRATEGY AND PERFORMANCE
2
6
Chairman’s Statement
Strategic Report
GOVERNANCE
25
29
30
32
34
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
1
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 CHAIRMAN’S STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2022
2022 has been an exciting time for Panther.
Following the work and travel restrictions in
Canada and Australia imposed in response to
the COVID-19 pandemic a busy last half of 2021
with two drill programmes and the initial public
offering (“IPO”) on the ASX of Panther’s Australian
interests culminated in a great start to 2022.
With assay results coming in from the two Canadian
diamond drilling programmes at the Wishbone
Prospect on the Obonga Project and Dotted Lake
Property in early January 2022, the year started
with much data analysis and interpretation work.
In a very significant development for the Company,
these results confirmed the discovery of a volcanogenic
massive sulphide (“VMS”) mineral system at Wishbone.
Importantly it is well known that VMS type deposits
typically occur in clusters, and a geological analysis
of the drill programme data in collaboration with
academic VMS specialists, confirmed the western part
of the Obonga Greenstone belt as a very favourable
geological environment, and permissive tract, for
the development of further volcanic associated
mineralising systems. Our partner Broken Rock
Resources presented the results from Wishbone at the
important Prospectors and Developers Association of
Canada (“PDAC”) conference in Toronto, generating
significant interest from mining industry practitioners.
Also, at Obonga, planning work for drilling the
Awkward nickel intrusive conduit prospect to the east
of Wishbone saw Panther agree the acquisition of the
claims covering the eastward anomaly in March.
On 21 July 2022 the Company announced the grant
of Exploration Permit application PR-22-000116 for
three drill prospects at the Company’s Obonga Project
located on the Obonga Greenstone Belt in northern
Ontario. The application was submitted in collaboration
with Broken Rock Resources Ltd, and concerns planned
work within 45 Single Cell Mining Claims (“Claims”) in the
Puddy Lake administrative area. The application covers
diamond core drilling of up to 10 holes and associated
down-hole electromagnetic geophysics surveys spread
across three named prospects: Silver Rim; Ottertooth;
and Survey, which are respectively located in the north,
centre-east and centre-west of the Obonga area. The
three prospects are targeting volcanogenic massive
sulphide base metal mineralisation and intrusion related
nickel in association with compelling, coincident,
geophysical anomalies and historical work results.
On 2 February 2023, the Company reported that the
results from the latest round of diamond drilling confirmed
the discovery of an additional volcanogenic massive
sulphide (“VMS”) mineral system at the Obonga Project.
The Survey Prospect is confirmed as a new VMS. In
addition, at the Wishbone VMS System, drilling has
given further wide massive sulphide intersections and
high-grade zinc (“Zn”) intersections of up to 11.65% Zn.
The Survey VMS discovery, together with the Wishbone
VMS System, located 6.8km to the east, confirms the
Obonga Greenstone belt as a new emerging VMS
Camp, located advantageously close to national railroad
transport links and the industrial port city of Thunder Bay,
also approximately 75km east of the former Mattabi/
Sturgeon Lake Mining Camp on the Sturgeon Lake
2
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 CHAIRMAN’S STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2022
Greenstone Belt, where five past producing mines were
operated by Noranda Minerals between 1972 to 1991.
Like Wishbone, the drill core assay results from
Dotted Lake also proved a significant development for
Panther. The initial objective of the drilling the single
402m deep diamond drill hole was to understand the
stratigraphy linked to the airborne geophysics survey
and trench sample anomalies. With the core assay
results delineating a total five gold intersections above
1 g/t Au and gold mineralisation widely dispersed
between 47m and 391m, this hole is considered
very encouraging for follow-up investigation especially
given the structural setting and highly anomalous
soil survey results immediately along strike.
On 7 April 2022 the Company announced the
signing of a sale agreement for the transfer of the
Big Bear Project (“Big Bear”) to Fulcrum Metals Ltd
who were seeking an initial public offering (“IPO”)
on London’s AIM Market. Upon successful listing,
this deal should see Panther hold a 20% share in
Fulcrum together with cash and a royalty and will
give Panther exposure to a further 6 gold exploration
properties and two uranium exploration projects.
On 10 February 2023 the Company noted that
Fulcrum Metals PLC announced the successful
pricing of the IPO and conditional placing (the
“Placing”) of 17,142,857 Shares at 17.5 pence
per ordinary share (the “Placing Price”) to raise
gross proceeds of approximately £3 million.
Fulcrum’s Admission to AIM and dealings in its
Ordinary Shares on the AIM market of the London
Stock Exchange plc commenced at 8:00am on 14
February 2023 under the TIDM “FMET” with a market
capitalisation at the Placing Price of £8.725 million.
Panther holds a total of 9,971,839 Ordinary
Shares in Fulcrum representing a 20% interest in
the entire issued share capital of Fulcrum, valuing
Panther’s interest at £1.745m at the Placing Price. In
addition, Panther holds a total of 714,286 warrants
exercisable at 17.5p with a two-year life from the
date of Admission and a further 476,190 warrants
exercisable at 26.25p with a three-year life.
The Admission of Fulcrum concludes the sale of
the Big Bear Project as announced on 7 April 2022.
Panther retains a 2% net smelter return (“NSR”)
royalty over the Big Bear Project and is in receipt
of a £200,000 cash payment from Fulcrum.
In a balancing transaction to the Fulcrum deal on 7
April 2022, Panther entered into an option and sale
and purchase agreement with Shear Gold Exploration
Corporation to purchase a substantial claim holding
comprising the Manitou Lakes Project upon the Eagle
- Manitou Lakes Greenstone Belt in the gold endowed
Kenora Mining District, approximately 300km east of
Thunder Bay in Ontario. This underexplored region
contains several historic gold mines and has been
yielding significant discoveries for neighbouring explores.
3
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 CHAIRMAN’S STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2022
In Australia, the successful listing of Panther Metals
Limited (“Panther Australia”) on the Australian securities
Exchange (“ASX”) in December 2021, allowed the
planned 6,000m reverse circulation drilling programme
to commence at their Coglia Nickel-Cobalt Project
in Western Australia. Assay results received from
the 61 holes through February, March and May
culminated in Panther Australia publishing a JORC
Code (2012) compliant Inferred Mineral Resource
estimate (“MRE”) of 70.6Mt @ 0.7% Ni & 460 ppm
Co, for 476kt Ni and 32.2kt Co and an additional
revised Exploration Target on 27 June 2022.
Drilling in Australia also targeted gold with programmes
at the Eight Foot Well Gold Prospect and the Burtville
East Gold Prospect competed to plan during the
period to June 2022. Thereafter, a second drill
programme took place at Burtville East, resulting in the
announcement of assay results that returned a further
bonanza gold intercept of 1m at 62.8 g/t gold from
91m, over a total intercept of 10m at 7.15 g/t gold from
84m, and visible gold present in hole BVEDD001 at
the Burtville East Gold Project. Geological modelling
then confirmed the existence of multiple new gold-
rich quartz lodes within the project in addition to the
existing BVE Main Lode, resulting in Panther Australia
planning to test the extent of the gold mineralisation
along strike and at depth with its next drilling campaign.
Diamond drilling also took place at the Ironstone
Gold prospect.
On 30 January 2023 Panther Australia announced
positive High Pressure Acid Leach test work results for
the Coglia Nickel-Cobalt Project in Western Australia.
Panther maintains a 36.61% holding in Panther Australia.
4
We have therefore developed the business to a point
at which the portfolio may be rapidly commercialised:
• Nearly 90% of the Obonga greenstone belt is held
under options by Panther Metals. In January of
2022 Panther confirmed the discovery of a VMS at
Wishbone on Obonga. This system is substantial by
any measure used in the hunt for VMS type deposits
as the apparent widths of the massive and semi
massive sulphides confirmed from that programme.
In January of 2023 we announced further VMS drill
intercepts at Wishbone confirming this system carries
grade at a level that is mined commercially. Panther
also discovered a second VMS at Survey on Obonga,
confirming Obonga, widely thought to be the sister
greenstone belt to Sturgeons Lake, a greenstone belt
approximately 70km’s to our west that contains 5 past
producing mines, is a VMS camp (VMS systems are
widely recognised to form in clusters).
• The Awkward target at Obonga produced a discovery
of graphite that alone is very encouraging, and this
entire system requires more extensive work.
• The lithium and silver target at Silver Rim is an
intriguing prospect especially when we factor in the
lithium exploration success being noted to the north
of Obonga.
• 100% of the Dotted Lake project in Ontario, containing
soil grades and geophysics that stand up to the
greatest of scrutiny against the Palladium One model
that is having outstanding success in the near vicinity..
• At the Manitou Lakes Project option where we have
defined a gold bearing structure over a 700m strike
length extension proceeding north from an historic gold
mine. Over 95% of the project area remains unexplored
in recent times.
• 36.6% of Panther Metals Australia. (ASX:PNT) Since
listing in December 2021 the business has defined a
70.6 million tonnes Nickle/Cobalt resource at Coglia
in Western Australia with plans for further drilling in
Q1/2 of 2023.
• 20% of Fulcrum Metals. (AIM:FMET) This company
contains a host of highly prospective projects primarily
focused on Ontario but entirely focused in Canada.
The business has a very strong cash position. We
also hold a potential of £250k of warrants in Fulcrum.
(£125k at listing price and £125k at 50% above that
price) and a 2% NSR royalty over the Big Bear Project.
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 CHAIRMAN’S STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2022
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.
This momentum will remain a core feature of our
overall strategy going forward, as will the concept
of spinning-out parts of our project portfolio into
country or project specific entities. 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.
Consequently, the activities of the Company during
the period have been tremendous and we would
like to congratulate the teams both in Australia
and in Canada for their drive and determination.
Nicholas O’Reilly
Non-Executive Chairman
27 April 2023
5
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
Results
The loss for this year after taxation was £952,896
(2021: £126,269) and at company level £977,846
(2021: £190,748).
Review of the Business and Operations
Key operational milestones achieved during the year to
31 December 2022.
Canada
• On 18 January 2022 the Company announced the
discovery of a volcanogenic massive sulphide (“VMS”)
mineral system on the Obonga Project. This was a
very significant development for Panther.
• On 24 January 2022 the Company announced drill
core assay results from the diamond drill hole PD-
DL21-01 at the 100% owned Dotted Lake property
in the Hemlo region, of Ontario. Subsequent assay
results show widely dispersed gold mineralisation
to 172m downhole depth, with subsequent assay
results extending this gold dispersal down to 391m.
• On 22 March 2022 the Company announced the
acquisition of thirteen single cell mining claims to
provide coverage for the interpreted eastward strike
extension side of the Awkward intrusive conduit target
at the Awkward Prospect the Obonga greenstone belt.
• On 7 April 2022 the Company announced the signing
of a sale agreement (the “Agreement”) for the transfer
of 128 mining claims (“Claims”), constituting the
Company’s Big Bear Project (“Big Bear”) located on
the Schreiber-Hemlo Greenstone Belt. Under the
terms of the agreement the Company’s Canadian
subsidiary Panther Metals (Canada) Limited has
agreed to transfer the Claims and associated
information to Fulcrum Metals (Canada) Ltd., the
Canadian subsidiary of Fulcrum Metals Limited
(“Fulcrum”) an Irish registered company which is
seeking an initial public offering (“IPO”) on the AIM
Market of the London Stock Exchange Group PLC.
• As consideration for the sale upon Fulcrum IPO
Panther will be issued with; 20% of the entire
issued share capital in Fulcrum as Consideration
Shares; a payment of £200,000 and the grant
of a 2% net smelter return (“NSR”) royalty. The
Agreement is conditional upon, inter alia, Fulcrum
being admitted to trading on the AIM Market of the
London Stock Exchange Group PLC.
6
• The sale will supplement Panther’s Dotted Lake
property through indirect exposure to early-
stage gold and base metal exploration over a
further four properties on the Schreiber-Hemlo
Greenstone Belt; with an additional two properties
on the Dayohessarah Lake Greenstone and the
Michipicoten Greenstone Belt; whilst diversifying
commodity exposure through Fulcrum’s two
uranium exploration properties in the vicinity of the
Athabasca Basin in Saskatchewan1.
• On 7 April 2022 the Company announced that it
had entered into an option and sale and purchase
agreement with Shear Gold Exploration Corporation
to purchase a substantial claim holding including the
West Limb and Glass Reef gold properties, on the
Eagle - Manitou Lakes Greenstone Belt
(the “Agreement”).The Shear Gold Project covers
a total area of approximately 98km2 and is located
within the gold endowed Kenora Mining District,
approximately 300km east of Thunder Bay and
equidistant between the towns of Fort Frances and
Dryden in north-western Ontario, Canada. The terms
of the Agreement are set out below.
• A cash consideration of $11,325 Canadian Dollars
(“CAD$”) has been paid to Shear Gold Exploration
Corporation in order to secure the option and sale
and purchase agreement.
• Panther has committed to a minimum spend
commitment of CAD$325,000 to be expended
over years one and two; and a further
CAD$400,000 to be expended between the
second and fourth annual anniversaries of the
Agreement. Any excess spend in years one and
two can be offset against expenditure in years
three and four.
• Grant to Shear Gold a NSR royalty of 2% over the
32 multicell mining claims (the “Shear Claims”)
covered in the Agreement. Panther can elect to
purchase 50% of the NSR (reducing the remaining
royalty to 1%) for the sum CAD$1m at any time.
• Panther Metals PLC can elect at any time to
purchase the Shear Claims outright through a
payment of CAD$250,000 to Shear Gold.
• On 21 April 2022 the Company announced the
receipt of four Exploration Permits for the Big Bear
Project located in the townships of Priske and
Strey on the Schreiber-Hemlo Greenstone Belt in
northern Ontario. The Temporary Hold which had
been in place over Exploration Permit Applications
had been lifted allowing the permits to be awarded.
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022
geochemical sampling programme conducted on
the recently acquired Shear Gold - Manitou Lakes
Project. All three soil survey grids conducted during
this first programme have identified anomalous
areas of gold in soil with a significant proportion of
the results (>17%) returning highly significant gold in
soil anomalies above 0.01 ppm Au. A total five soil
samples returned standout, highly anomalous assay
results ranging between 1.254 ppm Au up to 6.81
ppm Au, equivalent to 1.254 g/t Au and 6.81 g/t
Au respectively, these have been designated priority
targets for investigation.
• On 18 October 2022 the Company announced the
commencement of a follow-up soil geochemical
sampling programme in the Barker area of the
Manitou Lakes Project designed to test the strike
extent of mineralisation following the discovery
of anomalous and high grade gold in soils. On 1
December 2022 the Company updated that this
follow-up soil programme has successfully delineated
a further 300m strike extent of linear anomalous
and high-grade gold in soils at the Barker prospect
area. These results, in addition to the results
announced 21 September 2022 extend the north-
northwest trending gold in soil anomaly at Barker to
700m with the mineralised ground remaining open
along strike in both directions, with the historical
workings of the Barker Bros. Mine situated a further
200m south of the enlarged gold target. The gold
anomaly is coincident with a mapped shear structure
and is parallel to electromagnetic and magnetic
geophysics anomalies identified by regional and
historical geophysical datasets. The soil survey
results effectively extended the area of interest for the
planned induced polarisation (“IP”) geophysics survey
work and future drill target planning which are the
subject of current exploration permit applications.
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
The Exploration Permits allow activities including
diamond drilling, trenching, stripping, ground
geophysics, trail cutting, and exploration camp set-
up and are effective for a period of three years to
13 April 2025.
• On 26 April 2022 the Company announced it had
submitted an Exploration Permit Application (PR-
22-000116) for an additional three drill prospects
at the Company’s Obonga Project located on the
Obonga Greenstone Belt. The application submitted
in collaboration with Broken Rock Resources Ltd
(“Broken Rock”) concerns planned work within 45
Single Cell Mining Claims (“Claims”) in the Puddy Lake
administrative area.
• On 21 July 2022 the Company announced the
grant of Exploration Permit application PR-22-
000116 for three drill prospects at the Company’s
Obonga Project (“Obonga”) located on the Obonga
Greenstone Belt in northern Ontario. The application
was submitted in collaboration with Broken Rock
Resources Ltd, and concerns planned work within
45 Single Cell Mining Claims (“Claims”) in the
Puddy Lake administrative area. The application
covers diamond core drilling of up to 10 holes and
associated down-hole electromagnetic geophysics
surveys spread across three named prospects:
Silver Rim; Ottertooth; and Survey, which are
respectively located in the north, centre-east
and centre-west of the Obonga area. The three
prospects are targeting volcanogenic massive
sulphide base metal mineralisation and intrusion
related nickel in association with compelling,
coincident, geophysical anomalies and historical
work results.
• On 13 September 2022 the Company provided a
technical update for the Dotted Lake Property with
regards to the potential for ultramafic intrusive hosted
nickel mineralisation. Dotted Lake is located on the
north-eastern arm of the Schreiber/Hemlo greenstone
belt to the north of the Dotted Lake intrusive batholith.
A recent study incorporating the findings of Panther’s
airborne geophysics survey1 and the 2021 soil
geochemistry survey 2 with recently digitised historical
exploration data has defined a new area, in the
northeast of the property, which is considered very
prospective zone for nickel (Ni) mineralisation (the
“Ni Target”) and which is underlain by an ultramafic
intrusive complex.
• On 21 September 2022 the Company outlined
the positive findings from a gold focussed soil
7
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
Corporate and Financial Highlights
The start of 2022 has witnessed several corporate
actions by the Company as the business positions
itself to exploit the remarkable team and network it
has developed. Panther now moves into a period of
development that will see a major upturn in work across
its entire portfolio of assets.
Fundraising Activity
The Company successfully raised £1,523,915 in the
year ended 31 December 2022 through a combination
of issuing new shares and warrant conversions.
• On 7 March 2022, the Company raised £360,000
through a placing of 4,500,000 Ordinary Shares at a
price of 8p per share. The admission of those shares
took place on 10 March 2022.
• On 8 March 2022, 265,242 Ordinary Shares were
issued upon the exercise of 265,242 warrants at a
price of 6p per share. The admission of those shares
took place on 11 March 2022.
• On 18 August 2022, the Company announced the
Placing and admission of 20,872,726 Ordinary Shares
at a price of 5.5 pence per Placing Share in raising
gross proceeds of £1,148,000. The admission of
those shares took place on 18 August 2022.
Corporate Matters
On 29 April 2022, the Company published the audited
results for the year ended 31 December 2021. A
copy of the 2021 Annual Report was submitted to the
National Storage Mechanism and is available to the
public for inspection at: https://www.fca.org.uk/markets/
primary-markets/regulatory-disclosures/national-storage-
mechanism.
The Annual General Meeting (“AGM”) of the Company
was held on 9 June 2022, at which all resolutions were
duly passed.
36.61% investment in Panther Metals Limited
Panther Metals Limited commenced trading on the
Australian Securities Exchange (‘ASX’) on 10 December
2021 following the completion of its oversubscribed $5m
IPO, which capitalised it at AUD$10.9m. As at 31 March
2023 the market capitalisation was AUD$6.55m.
8
The ASX listing provided the Australian projects with the
necessary capital to advance drill-ready targets focused
on nickel and gold (within the Tier 1 Mining Districts of
Laverton WA and in the NT). Panther Metals Limited
Annual Report for the year ended 31 December 2022
and post year end trading updates are available on its
website at https://www.panthermetals.com.au .
A summary of activity during the year ended
31 December 2022 is below:
• On 28 February 2022, the Company announced
the first drilling results of a planned 6,000m reverse
circulation (“RC”) infill drilling programme for the
Coglia Nickel-Cobalt Project located approximately
60km southeast of the town of Laverton in Western
Australia. The initial results from the first five RC
drill holes on the project included high-grade nickel
and cobalt intercepts in all holes. A new zone of
mineralisation was discovered outside the previous
Exploration Target and additional drill holes were
added to the programme to test extensions to the
new mineralised zone. Further assay results for drill
holes CGRC005 to CGRC005020 and CGRC 031
to CGRC040 were announced 23 March 2022, with
the final and highest-grade batch of Coglia results
announced 12 May 2022.
• On 3 May 2022, the Company announced the
completion of the Panther Australia 38 hole, 2,500m,
RC drilling programme at the Eight Foot Well Gold
Prospect and the drill rig was moving to the Burtville
East Gold Prospect.
• On 12 May 2022, the Company announced the
final batch of assay results from the Coglia drill
programme, these included: 19m at 1.19% Ni from
60m, including 8m at 2.10% Ni from 63m, with a new
highest peak intercept of 1m at 3.97% Ni from 64m,
and 5m at 2,592 ppm Co from 62m, including 2m
at 5,105 ppm Co from 64m, with an extraordinary
new highest peak of 1m at 7,900 ppm Co from 64m
(hole CGRC054); and 24m at 0.92% Ni from 56m,
including 1m at 1.20% Ni from 62m, and 24m at 646
ppm Co, including 7m at 1,260 ppm Co from 59m,
with a peak of 1m at 3,090 ppm Co from 69m (hole
CGRC041).
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
Table 1: Coglia Nickel-Cobalt Inferred Mineral Resource Estimate at a 0.5% Nickel Grade Cut-Off#
0.5% Ni cut-off
Tonnes
Ni %
Co ppm
Ni tonnes
Co tonnes
Domain North
Domain South
25,800,000
44,800,000
Total Inferred Resources
70,600,000
0.7
0.6
0.7
360
510
460
186,000
290,000
476,000
9,300
22,900
32,200
# See Panther Australia ASX announcement of 27 June 2022 Table 1 for further details. Some errors may occur due to rounding.
Table 2: New Coglia Nickel-Cobalt Southern JORC Code (2012) Exploration Target*
Tonnage Range
34,000,000 – 62,000,000
Grade Range
0.40 – 0.65
Ni %
400 – 600
*The potential quantity and grade of an Exploration Target is conceptual in nature. There has been insufficient exploration to estimate a Mineral
Resource and there is no certainty that further exploration work will result in the determination of Mineral Resources.
• On 27 June 2022, following the completion of the
61-hole RC infill drill programme Panther Australia
published a JORC Code (2012) compliant Inferred
Mineral Resource estimate (“MRE”) (Table 1) and
revised Exploration Target (Table 2) for the Coglia
Nickel-Cobalt project. The MRE and revised
Exploration Target was based on the 2022 RC drilling
results and on historical drilling conducted between
2001-2003 and in 2018.
• On 14 July 2022 the Company provided an update
for the Burtville East Gold Project and Eight Foot
Well prospect in Western Australia detailing very
high grade gold drill intercepts and visible gold in RC
drilling chips.
• RC drillhole BVE006 returns new shallow high
grade gold zone composite of 15m @ 53.94
g/t Au from 27m downhole, including individual
intersections of: 1m @ 79.90 g/t Au from 27m; 1m
@ 478.00 g/t Au from 28m; 1m @ 125.50 g/t Au
from 34m; and 1m @ 43.80 g/t Au from 35m.
• Visible gold panned from sample chips from
drillhole BVE006.
• RC Drillhole BVE002 returned an assay of 1m at
73.30 g/t Au from 93m downhole.
• Peak grab sample of 21.70 g/t Au (BE01CP)
and follow up drill planning to commence for the
Burtville East Gold Project.
• On 29 September 2022 the Company announced
the results of the second phase drill programme at
the Burtville East Gold Project consisting of 6 RC
drillholes totalling 577m drilled and 2 diamond core
holes for a total 147m drilled. The drilling returned
further high-grade gold RC drilling downhole
intercepts including:
• Hole BVE007: 7m @ 3.69 g/t Au from 61m;
and 12m @ 1.24 g/t Au from 88m, including
1m @ 4.80 g/t Au from 95m
• Hole BVE009: 4m @ 17.2 g/t Au from 90m,
including 1m @ 62.8 g/t Au from 91m; and
1m @ 1.61 g/t Au from 84m
• Hole BVE010: 7m @ 1.17 g/t Au from 75m,
including 1m @ 3.47 g/t Au from 80m
• On 8 December 2022 a further update was
provided that multiple new gold-bearing quartz lodes
confirmed by drilling, new geological interpretation
opens opportunity for significant exploration upside,
mineralisation remains open and potentially broadens
at depth and along strike. Detailed historic surface
geochemistry highlights 800m long anomalous
NW-SE strike potential. Significant diamond drill hole
downhole intercepts include:
• BVEDD002: 14.6m @ 2.32 g/t Au from 37.4m
• BVEDD001: 0.3m @ 21.4 g/t Au from 48.4m
(visible gold noted)
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PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
The following sections of the review focus on the
developments in Canada, the primary geographic
segment of the Group:
samples collected at 50m separation on an east-west
trending vein open in both directions returning 105.5 g/t
Au and 112 g/t Au respectively).
Operational Review
Canada
The ongoing COVID-19 pandemic and related
restrictions on travel into Ontario continued to impact
on exploration staffing, permitting and logistics across
the sector. However, with a growing local network of
contractors, Panther was able to progress work across
the Canadian properties.
Big Bear Gold Project
Overview
The acquisition of various prospects in 2018 and 2019
consolidated previously fragmented areas into the wider
Big Bear umbrella project, priming Panther Metals for
extensive and comprehensive exploration in the area. A
total of 253 geophysical anomalies have been identified,
with 39 designated for priority investigation. Gold in soil
anomalies have been identified in five areas, ranging
up to 0.71g/t Au, extending up to 250m wide and
open along strike. Gold bearing quartz veins have been
outlined within seven separate areas (two with rock and
vein samples grading 1 g/t to 5 g/t Au, four with quartz
vein sample assays above 5 g/t Au, and two quartz
The Little Bear Lake and Schreiber prospects are
of particular interest to the Company: historic work
programmes in 2010 and 2011 targeted an intense
magnetic response from both. Assays yielded from the
1.6km long gold trend included 6m at 1.5 g/t Au, up
to 53.7 g/t Au and 19.25 g/t Ag in rock chip and 18.2
g/t Au and 1.03 g/t Ag in soil. Historical bulk sampling
reported 150t averaging 17.6 g/t Au, while historical drill
intersections include 0.55m at 19.2% Zn and 4.6% Cu
from 15.2m depth.
Work conducted in 2022
No fieldwork was undertaken at Big Bear during the
first half of 2022. Due to the winter snow cover and the
Exploration Permit Applications being put on Temporary
Hold by the issuing authorities, only desk based technical
work was conducted. The Temporary Hold order had
been in place since the last two of Exploration Permit
Applications were lodged in May 2021, this order was
lifted in April and all four Exploration Permits Applications
were subsequently awarded (PR-21-000140, Big Duck
Creek Project, PR-20-000052 Big Bear North Project,
PR-20-000054 Big Bear West Project, and PR-20-
000055 Big Bear East Project), as announced
21 April 2022.
BIG BEAR
LAKE
Priske
Schreiber
Hays
Lake
AGUASABON
FALLS & GORGE
Lake
Superior
North Shore
Terrace Bay
Copper
Island
10
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
The Exploration Permits allow activities including diamond drilling, trenching, stripping, ground geophysics, trail cutting,
and exploration camp and are effective for a period of three years to 13 April 2025 as summarised in the table below.
Table 3: Permitted Activities for Big Bear Project Exploration Permits Awarded April 2022
Exploration
Permit Number
Project Name
(claim numbers included)
Expiry Date
Permitted Activities
PR-21-000140
Big Duck Creek Project
13 April 2025
• Mechanised Drilling
(546085, 566379)
Northern Big Bear Project
(up to 19 diamond core drill holes),
• Line Cutting (8,000m),
• Ground Geophysics (Electromagnetics (“EM”),
Induced Polarisation (“IP”), Resistivity) up to
15 line/km,
• Pitting and Trenching (up to 24 pits/trenches).
• Exploration camp for up to 10 persons.
PR-20-000052
Big Bear Project - North
13 April 2025
• Mechanised Drilling
(546085, 566379, 571638)
(up to 5 diamond core drill holes),
• Mechanised stripping (125m2)
• Line Cutting (2,000m),
• Ground Geophysics ( IP),
• Pitting and Trenching (up to 5 pits/trenches).
• Exploration camp for up to 6 persons.
PR-20-000054
Big Bear Project - West
13 April 2025
• Mechanised Drilling
(140258, 141544, 145842,
146218, 174809, 174810,
174811, 192267, 192268,
241122, 277831, 277832,
288061, 308268, 315504,
327866, 336359, 554099,
554100, 556514, 557198,
563083, 566293)
(up to 10 diamond core drill holes),
• Mechanised stripping (500m2)
• Line Cutting (10,000m),
• Ground Geophysics (IP),
• Pitting and Trenching (up to 15 pits/trenches).
• Exploration camp for up to 6 persons.
PR-20-000055
Big Bear Project - East
13 April 2025
• Mechanised Drilling
(565926, 566292, 566390,
566391, 566392, 571621,
571637)
(up to 5 diamond core drill holes),
• Mechanised stripping (200m2)
• Line Cutting (10,000m),
• Ground Geophysics ( IP),
• Pitting and Trenching (up to 10 pits/trenches).
• Exploration camp for up to 6 persons.
11
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
On 7 April 2022 the Company announced the signing
of a sale agreement (the “Agreement”) for the transfer
of 128 mining claims (“Claims”) constituting the Big
Bear Project. Under the terms of the agreement the
Company’s Canadian subsidiary Panther Metals
(Canada) Limited has agreed to transfer the Claims
and associated information to Fulcrum Metals (Canada)
Ltd., the Canadian subsidiary of Fulcrum Metals Limited
(“Fulcrum”) an Irish registered company which is seeking
an initial public offering (“IPO”) on the AIM Market of the
London Stock Exchange Group PLC.
As consideration for the sale upon Fulcrum IPO Panther
will be issued with; 20% of the entire issued share
capital in Fulcrum as Consideration Shares; a payment
of £200,000 and the grant of a 2% net smelter return
(“NSR”) royalty. The Agreement is conditional upon, inter
alia, Fulcrum being admitted to trading on the AIM Market
of the London Stock Exchange Group PLC.
The sale will supplement Panther’s Dotted Lake property
through indirect exposure to early-stage gold and base
metal exploration over a further four properties on the
Schreiber-Hemlo Greenstone Belt; with an additional
two properties on the Dayohessarah Lake Greenstone
and the Michipicoten Greenstone Belt; whilst diversifying
commodity exposure through Fulcrum’s two uranium
exploration properties in the vicinity of the Athabasca
Basin in Saskatchewan.
On 10 February 2023 the Company noted that
Fulcrum Metals PLC announced the successful pricing
of the IPO and conditional placing (the “Placing”)
of 17,142,857 Shares at 17.5 pence per ordinary
share (the “Placing Price”) to raise gross proceeds of
approximately £3 million.
Fulcrum’s Admission to AIM and dealings in its Ordinary
Shares on the AIM market of the London Stock
Exchange plc commenced at 8:00am on 14 February
2023 (“Admission”) under the TIDM “FMET” with a market
capitalisation at the Placing Price of £8.725million.
Panther holds a total of 9,971,839 Ordinary Shares in
Fulcrum representing a 20% interest in the entire issued
share capital of Fulcrum, valuing Panther’s interest at
£1.745m at the Placing Price. In addition, Panther holds
a total of 714,286 warrants exercisable at 17.5p with a
two-year life from the date of Admission and a further
476,190 warrants exercisable at 26.25p with a three-
year life.
The Admission of Fulcrum concludes the sale of the Big
Bear Project as announced on 7 April 2022. Panther
retains a 2% net smelter return (“NSR”) royalty over the
Big Bear Project and is in receipt of a £200,000 cash
payment from Fulcrum.
12
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 Preliminary analysis of the drill assay results points to an
orogenic gold signature with a strong correlation between
zones of shearing or strong foliation, alteration and
sulphide bearing quartz veinlets. Disseminated sulphides
are also noted. Importantly the results of the drilling tie in
well with structures interpreted from Panther’s geophysics
survey and with the highly anomalous results of the soil
geochemical survey to the west of the drill collar.
On 13 September 2022 the Company provided a
technical update for the Dotted Lake Property with regards
to the potential for ultramafic intrusive hosted nickel
mineralisation. Dotted Lake is located on the north-
eastern arm of the Schreiber/Hemlo greenstone belt to
the north of the Dotted Lake intrusive batholith. A recent
study incorporating the findings of Panther’s airborne
geophysics survey and the 2021 soil geochemistry
survey with recently digitised historical exploration data
has defined a new area, in the northeast of the property,
which is considered very prospective zone for nickel (Ni)
mineralisation (the “Ni Target”) and which is underlain by
an ultramafic intrusive complex.
Olga Lake Area
DOTTED
LAKE
Wabikoba Lake Area
White Lake Area
m
k
2
5
.
8
1
HEMLO
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
Dotted Lake Project
Overview
Panther Metals acquired the Dotted Lake Project
in July 2020, it is situated approximately 16km
from Barrick Gold’s renowned Hemlo Gold Mine.
An extensive soil programme conducted in 2021
identified numerous gold and base metal targets,
all within the same geological footprint as Hemlo.
Following the reopening of a historical trail providing
direct access to the target location, an initial drilling
programme, consisting of a single 402m deep hole
drilled in Autumn 2021 confirmed the presence of
gold mineralisation within this system with anomalous
gold continuing along strike and present within the
surrounding area. The initial objective of this drill hole
was to build an understanding of the stratigraphy
linked to the Company’s airborne geophysics
survey and trench sample anomalies, finding gold
mineralisation widely dispersed in this hole was
considered very encouraging, given the context of
the wider prospective Hemlo region.
Work conducted in 2022
The first batch of encouraging assay results for the
first 174m of core from the Dotted Lake drill hole were
announced on 24 January 2022; showing in total
eight separate intervals of gold mineralisation, with
four separate gold bearing intervals above 1.0 g/t Au
intersected between 47m and 158m down hole depth:
o Four sample intervals > 1 g/t Au:
0.9m @ 1.73 g/t Au from 47.3m
1m @ 1.05 g/t Au from 122.2m
1m @ 1.59 g/t Au from 136.2m
1m @ 1.04 g/t Au from 158.2m
o Fight Intersections >0.57 g/t Au, including two
2m wide composites:
2m @ 0.87 g/t Au from 122.2m
( inc. 1m @ 1.05 g/t Au from 122.2m)
2m @ 0.96 g/t Au from 158.2m
( inc. 1m @ 1.04 g/t Au from 158.2m)
The remaining assay results were received during May
2022, a single intersection of 1.1m @ 1.4 g/t Au from
228.3m (inc. 0.5m @ 2.57 g/t Au from 228.3m) was
noted, in addition to seven discrete low level (0.11
g/t Au to 0.31 g/t Au) 1m wide gold intersections
between 200m to 391m downhole depth.
13
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
Obonga Project
Panther Metals acquired the Obonga Greenstone Belt
project in July 2021 and identified four prospective
primary targets: Wishbone, Awkward, Survey and
Ottertooth. A successful Phase 1 drilling campaign at
Wishbone in Autumn 2021 revealed the presence of
significant volcanogenic massive sulphide (“VMS”) style
mineralised systems on the property - the first such
discovery across the entire greenstone belt. Intercepts
include 27.3m of massive sulphide in hole one, and 51m
of sulphide-dominated mineralisation in hole two. Both
drill holes contained multiple lenses. Anomalous high-
grade copper in lake sediment close to the target area
has also been identified, increasing confidence in the
prospectivity of the location.
Awkward is a highly anomalous magnetic target,
interpreted to be a layered mafic intrusion and magmatic
conduit based on mapped geology and airborne
geophysics. Historic sampling in the area returned
anomalous platinum and palladium (Pt, Pd) values, while
historic drilling on the periphery of the target intersected
non-assayed massive sulphide and copper (assumed to
be chalcopyrite), non-assayed disseminated pyrite and
chalcopyrite in coarse gabbro, and non-assayed ‘marble
cake’ gabbro (matching the description of the Lac des
Iles Mine varitexture gabbro ore zone).
Two additional named targets, Survey and Ottertooth, both
display further coincident magnetic and electromagnetic
anomalies and are adjacent to the contact between
intrusive and extrusive mafic rocks. Historic drilling at
Survey intersected several meters of massive sulphides
in multiple intersections (main parts of the anomaly remain
untested) while Ottertooth remains untested in its entirety.
Work conducted in 2022
Wishbone Phase 1 Technical Summary- announced
18 January 2022
Wishbone Phase 1 Drilling Programme results, with
the discovery of the first VMS system on the Obonga
Greenstone Belt, show proof of concept and validation
of the exploration targeting and modelling undertaken by
Broken Rock Resources Ltd (“Broken Rock”), Panther’s
exploration partner at Wishbone.
Two diamond core drill holes, totalling 600m, completed
to planned depths of BBR21_WB_001 (“WB001”):
297m; BBR21_WB_002 (“WB002”): 303m. Core
diameter: 42mm.
14
Wide massive sulphide and semi-massive sulphide
mineralisation intersections in both drill holes:
o WB001: Three wide sulphide intersections:
27.3m of massive sulphide from 106.2m (‘Upper
layer’), with fault at base;
2.5m of massive sulphide from 234.8m
(‘Mid layer’); and
1.4m of massive sulphide from 256.6m
(‘Lower layer’)
o WB002: Wide zoned sulphide intersection:
51m from 174m comprising a wide zone of
sulphide dominated mineralisation, including: 17m
from 180m of massive sulphide (‘Upper zone’) and
7m from 218m of semi-massive sulphide
(‘Lower zone’)
An important characteristic of VMS deposits is that they
typically display a zonation of metals within the massive
sulphide body from Fe+Cu at the base to Zn+Fe±Pb±Ba
at the top and margins, related to differing temperature
and chemical conditions at mineral deposition. The
major observed mineral component of the Wishbone
massive sulphide mineralisation is pyrrhotite with less
common pyrite and minor sphalerite and chalcopyrite in
distinct zones:
o WB001:
Upper layer: Massive Sulphide intersection
includes a 7.5m wide zone of Fe above/ close to
50% Fe upper detection limit, with pyrrhotite, pyrite
and magnetite identified in the core logging.
Mid layer: Strongest zinc (sphalerite) intersection
averages 0.5m @ 1.9% Zn (based on verification
sampling) within a 1.5m @ 1.1% Zn with 3.1 g/t
Ag from 235.5m.
Lower layer: geochemical correlation to the Mid
layer with lower Zn & Ag.
o WB002:
Upper zone: displays 10x relative enrichment
in Ag (1 g/t) over the Lower zone and similar
mineralogical composition to WB001.
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
The Wishbone assay result suite, including rare earth
element “REE” analyses, yields important geochemical
information allowing the classification of the mineralisation,
alteration ratios and the development of exploration vectors
towards zones of potential economic interest.
o Alteration and REE ratio markers in both drill
holes correlate well with established VMS
exploration models.
o Zn+Pb and Cu ratios of the Wishbone massive
sulphide layers indicate the mineralisation is most
likely a bi-modal type VMS deposit. The deposits of
the Sturgeon Lake/Mattabi VMS Camp (consisting
of 6 historic VMS mines) 75km west of Wishbone,
has been classified as a bimodal type deposit as
have Canada’s Kidd Creek (Ontario) and Noranda
(Quebec) VMS deposits.
Another important characteristic of VMS type deposits is
that they typically occur in clusters. The Company views
that the discovery of the Wishbone VMS system bodes
very well for the existence of further, as yet undiscovered
VMS bodies in the vicinity, as it confirms the western part
of the Obonga Greenstone belt as a favourable geological
environmental, and permissive tract, for the development
of volcanic associated mineralising systems.
Panther have retained the support of a post-doctoral
academic from a Canadian VMS centre of excellence
and are working towards forging university relationships
which will see the Company leverage all available
knowledge and expertise to open up the Obonga
greenstone belt for further VMS exploration.
On 26 April 2022 the Company announced it had
submitted an Exploration Permit Application (PR-22-
000116) for an additional three drill prospects at the
Company’s Obonga Project located on the Obonga
Greenstone Belt in northern Ontario. The application
submitted in collaboration with Broken Rock concerns
planned work within 45 Single Cell Mining Claims in the
Puddy Lake administrative area. The subsequent grant
of Exploration Permit PR-22-000116 was announced,
post period on 21 July 2022, permitted activities include
diamond core drilling of up to 10 holes and associated
down-hole electromagnetic geophysics surveys spread
across three named prospects: Silver Rim; Ottertooth
and Survey, which are respectively located in the north,
centre-east and centre-west of the Obonga Project
area. The three prospects are targeting VMS base metal
mineralisation and intrusion related nickel in association
with compelling, coincident, geophysical anomalies and
historical work results.
Myles
Lake
Awkward
Lake
SURVEY
YEYVERVR EYVERVRRRRRSUSS
YRURRURSU
AWKWARD
DRDARDRDARWAWWKWKWKWWAWWAWWWWW
Obonga
Lake
WISHBONE
WW BHBSHSISWIS BHBSHSISSIWIWWWWWWWWWWW
OTTERTOOTHOOOOOO HHTTHO HHTHOTTOOOT
15
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
On 21 July 2022 the Company announced the grant of Exploration Permit application PR-22-000116 for three drill
prospects at the Company’s Obonga Project (“Obonga”) located on the Obonga Greenstone Belt in northern Ontario.
The application was submitted in collaboration with Broken Rock Resources Ltd, and concerns planned work within
45 Single Cell Mining Claims (“Claims”) in the Puddy Lake administrative area. The application covers diamond core
drilling of up to 10 holes and associated down-hole electromagnetic geophysics surveys spread across three named
prospects: Silver Rim; Ottertooth; and Survey, which are respectively located in the north, centre-east and centre-west
of the Obonga area. The three prospects are targeting VMS base metal mineralisation and intrusion related nickel in
association with compelling, coincident, geophysical anomalies and historical work results.
Exploration Permit
Application Number
(Administrative Area
& Claim numbers)
Prospect Name
(location)
Targeting & Exploration Rational
Requested Activities
PR-22-000116
Silver Rim Prospect
Intrusion hosted nickel & copper.
(Northern Obonga
Project)
Historical shallow trenching
and channel sampling noted
intrusion hosted copper and nickel
mineralisation in 1985.
Ottertooth Prospect
VMS base metal mineralisation.
(East-Central Obonga
Project)
Coincident magnetic and
electromagnetic anomalies.
Adjacent to contact between intrusive
mafic rocks and extrusive mafic rocks.
No drillholes in this area -
completely untested.
• Mechanised Drilling (up
to 4 diamond core drill
holes),
• Down-hole
Electromagnetic (“EM”)
Geophysics
• Mechanised Drilling (up
to 3 diamond core drill
holes),
• Down-hole EM
Geophysics
Survey Prospect
VMS base metal mineralisation.
(West-Central Obonga
Project)
Coincident magnetic and
electromagnetic geophysical
anomalies.
• Mechanised Drilling (up
to 3 diamond core drill
holes), Down-hole EM
Geophysics
Historic drillhole, by International Nickel
Co of Canada Ltd. (“INCO”) in 1968,
intersected several metres of massive
sulphide mineralisation hosted
by metavolcanics
(North-West,
Puddy Lake Area)
Single Cell Mining
Claim numbers:
566033, 566034, 566036,
607967, 607968, 607969,
614978, 614979, 614980,
669276, 669287, 669288,
669289, 669290, 669291,
669292, 669325, 669330,
669331, 669332, 669333,
669334, 669335, 669336,
669339, 669340, 669341,
669342, 669522, 669528,
669549, 669581, 669588,
669595, 669607, 669723,
669729, 669732, 669738,
669742, 669746, 669748,
669755, 669779, 669785)
16
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022
• An historical (1968) shallow drill hole located 1.3km
due east along strike of BBR22 SV-P1-1 intersected
several meters of massive sulphide, but assay results
were not documented.
Wishbone VMS System Growing
Potentially commercial grades of zinc mineralisation
intersected at Wishbone:
Hole BBR22 WB-P1-2
• 3.6m @ 3.9% Zn from 120m, including 2m @ 6.8%
Zn, 4.3 g/t Ag and anomalous 0.19% Cu from
120m, with 0.5m @ 11.65% Zn, 4.1 g/t Ag and
anomalous 0.14% Cu from 120.2m.
• Further wide zones of massive and semi-massive
sulphide mineralisation intersected, interpreted
to be related to the high temperature pyrrhotite
dominant core of the VMS system:
Hole BBR22 WB-P2-1 - 22.4m of massive and semi-
massive sulphide from 127m downhole.
Hole BBR22 WB-P3-1 - 3.8m of semi-massive sulphide
from 163.2m downhole
The latest round of diamond drilling has outlined
potentially significant intersections of near-surface
crystalline ‘flake’ graphite at the Obonga Project,
Awkward Prospect.
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
On 2 February 2023, the Company reported that the
results from the latest round of diamond drilling confirmed
the discovery of an additional VMS mineral system at
the Obonga Project. The Survey Prospect is confirmed
as a new VMS. In addition, at the Wishbone VMS
System, drilling has given further wide massive sulphide
intersections and high-grade zinc (“Zn”) intersections of up
to 11.65% Zn.
The Survey VMS discovery, together with the Wishbone
VMS System, located 6.8km to the east, confirms the
Obonga Greenstone belt as a new emerging VMS
Camp, located advantageously close to national railroad
transport links and the industrial port city of Thunder
Bay, also approximately 75km east of the former
Mattabi/Sturgeon Lake Mining Camp on the Wabigoon
Greenstone Belt, where five past producing mines were
operated by Noranda Minerals between 1972 to 1991.
Survey VMS Discovery
Drilling at Survey Prospect intersected wide zones of
cyclical semi-massive and disseminated sulphide from
166m downhole depth, including a highly anomalous
zone of zinc mineralisation:
Hole BBR22 SV-P1-1
• 29m of semi-massive and disseminated sulphide
from 166m downhole, including:
• Anomalous zone of zinc mineralisation 15m @ 0.11
% Zn from 168m including 4m @ 0.17% Zn from
168m, with coincident levels of anomalous silver
over same interval.
• Geochemical signature of Survey Prospect assay data
consistent with VMS style mineralisation and zonation.
• Copper in lake sediment data in the vicinity and
downstream of the Wishbone VMS system is
amongst the highest levels in the entire Province
of Ontario, with up to 827 ppm Cu against a
background level of less than 25 ppm Cu.
• Anomalous zinc drill intersections may provide
physical vectors towards higher grade base metals.
• Both coincident magnetic and electromagnetic
geophysics targets are adjacent to the geological
contact between intrusive mafic rocks and extrusive
mafic rocks.
• In light of anomalous levels of zinc mineralisation,
further footwall assay samples will be submitted
for analysis.
17
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 On 21 September 2022 the Company outlined the
positive findings from a gold focussed soil geochemical
sampling programme. All three soil survey grids
conducted during this first programme have identified
anomalous areas of gold in soil with a significant
proportion of the results (>17%) returning highly
significant gold in soil anomalies above 0.01 ppm
Au. A total five soil samples returned standout, highly
anomalous assay results ranging between 1.254 ppm Au
up to 6.81 ppm Au, equivalent to 1.254 g/t Au and 6.81
g/t Au respectively, these have been designated priority
targets for investigation.
On 18 October 2022 the Company announced the
commencement of a follow-up soil geochemical
sampling programme in the Barker area of the Manitou
Lakes Project designed to test the strike extent of
mineralisation following the discovery of anomalous and
high-grade gold in soils.
On 1 December 2022 the Company updated that this
follow-up soil programme has successfully delineated
a further 300m strike extent of linear anomalous and
high-grade gold in soils at the Barker prospect area.
These results, in addition to the results announced
21 September 2022 extend the north-northwest
trending gold in soil anomaly at Barker to 700m with the
mineralised ground remaining open along strike in both
directions, with the historical workings of the Barker Bros.
Mine situated a further 200m south of the enlarged gold
target. The gold anomaly is coincident with a mapped
shear structure and is parallel to electromagnetic and
magnetic geophysics anomalies identified by regional
and historical geophysical datasets. The soil survey
results effectively extended the area of interest for the
planned induced polarisation (“IP”) geophysics survey
work and future drill target planning which are the subject
of current exploration permit applications.
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
Manitou Lakes Project
On 7 April 2022, the Company announced that it had
entered into an option and sale and purchase agreement
with Shear Gold Exploration Corporation to purchase
a substantial claim holding (the “Shear Gold Project”)
including the West Limb and Glass Reef gold properties,
on the Eagle - Manitou Lakes Greenstone Belt. The
Shear Gold Project covers a total area of approximately
98km2 and is located within the gold endowed Kenora
Mining District, approximately 300km east of Thunder
Bay and equidistant between the towns of Fort Frances
and Dryden in north-western Ontario, Canada. The
terms of the Agreement include a cash consideration of
CAD$11,325 has been paid to Shear Gold Exploration
Corporation in order to secure the option and sale and
purchase agreement, under which Panther Metals
has committed to a minimum spend commitment of
CAD$325,000 to be expended over years one and two
and a further CAD$400,000 to be expended between
the second and fourth annual anniversaries of the sale
and purchase agreement. Any excess spend in years
one and two can be offset against expenditure in years
three and four; A NSR royalty of 2% over the 32 multicell
mining claims is granted to Shear Gold; Panther Metals
can elect to purchase 50% of the NSR (reducing the
remaining royalty to 1%) for the sum CAD$1m at any
time; and Panther Metals can elect at any time to
purchase the 32 multicell mining claims outright through
a payment of CAD$250,000 to Shear Gold.
The Manitou Lakes Project consists of three prospect
areas: Glass Reef, West Limb and Catwill.
• Glass Reef- 720ha, hosts the historic Glass Reef
Gold Mine, favourable structure and bedrock geology
and positive results from 2012 sampling programme.
• West Limb- 5km+ strike length on multiple gold
bearing structures, 2000+ha of unexplored ground,
historic exploration focused on high grade visible
gold, ignoring low-grade mineralized wall rock,
new mineralisation model proposed – Felsic intrusive
related in addition to shear zone hosted and three
current mineralisation styles: 1) gold bearing shear
zone hosted quartz veins; 2) auriferous shear
zones; and 3) Auriferous semi-massive sulphides
infilling fissures.
• Catwill- Newly staked ground, no exploration
undertaken over claim area despite the presence of
gold anomalies and exploration work expected to
begin in summer 2022.
18
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
Post Year End Developments
Panther Metals PLC
Sale of Big Bear to Fulcrum Metals PLC
On 10 February 2023 the Company noted that Fulcrum
Metals PLC announced the successful pricing of an
initial public offering (the “IPO”) and conditional placing
(the “Placing”) of 17,142,857 Shares at 17.5 pence
per ordinary share (the “Placing Price”) to raise gross
proceeds of approximately £3 million.
Fulcrum’s Admission to AIM and dealings in its
Ordinary Shares on the AIM market of the London
Stock Exchange plc commenced at 8:00am on 14
February 2023 (“Admission”) under the TIDM “FMET”
with a market capitalisation at the Placing Price of
£8.725million.
Panther holds a total of 9,971,839 Ordinary Shares in
Fulcrum representing a 20% interest in the entire issued
share capital of Fulcrum, valuing Panther’s interest at
£1.745m at the Placing Price. In addition, Panther holds
a total of 714,286 warrants exercisable at 17.5p with a
two-year life from the date of Admission and a further
476,190 warrants exercisable at 26.25p with a three-
year life.
The Admission of Fulcrum concludes the sale of the Big
Bear Project as announced on 7 April 2022. Panther
retains a 2% net smelter return (“NSR”) royalty over the
Big Bear Project and is in receipt of a £200,000 cash
payment from Fulcrum.
Sale of Queensland Asset to ECR Minerals PLC
On 5 April 2023, the Company announced that it has
entered into a conditional agreement to sell Panther’s
30% interest in the Blue Mountain Project, Queensland,
Australia, comprising the Denny Gully Gold property,
(the “Proposed Acquisition”), to ECR Minerals PLC
(LON:ECR). If the conditions to completion are
satisfied, the total consideration under the agreement
is GBP£200,000 of which 30% is due to Panther, to be
settled by the issue of 31,913,196 Ordinary Shares in
ECR at a price of 0.6267p. The Proposed Acquisition
is conditional, inter alia, upon ECR obtaining Australian
Ministerial approval for the transfer of the tenements
comprising the Blue Mountain Project.
19
Panther Canada
On 2 February 2023, the Company reported that the
results from the latest round of diamond drilling confirmed
the discovery of an additional VMS mineral system at
the Obonga Project. The Survey Prospect is confirmed
as a new VMS. In addition, at the Wishbone VMS
System, drilling has given further wide massive sulphide
intersections and high-grade zinc (“Zn”) intersections of up
to 11.65% Zn.
The Survey VMS discovery, together with the Wishbone
VMS System, located 6.8km to the east, confirms the
Obonga Greenstone belt as a new emerging VMS
Camp, located advantageously close to national railroad
transport links and the industrial port city of Thunder
Bay, also approximately 75km east of the former
Mattabi/Sturgeon Lake Mining Camp on the Wabigoon
Greenstone Belt, where five past producing mines were
operated by Noranda Minerals between 1972 to 1991.
The latest round of diamond drilling outlined potentially
significant intersections of near-surface crystalline ‘flake’
graphite at the Obonga Project, Awkward Prospect.
Panther Australia
On 30 January 2023 the Company announced positive
High Pressure Acid Leach (“HPAL”) test work results for the
Coglia Nickel-Cobalt Project (“Coglia”) in Western Australia.
• Initial High Pressure Acid Leach (HPAL) testing
by ALS Laboratories complete
• Testwork confirmed final nickel extraction at
92.6% and cobalt extraction at 73.9%
• Testwork based on blended sample from six drill
holes encompassing the current Mineral Resource
• Blendedsampledominantlyinthe-38μm
size fraction
• Nickel grade is higher in finer fractions, indicating
beneficiation may negate the requirement for milling
• Further bench test work is now being planned
with ALS to provide detailed data for future
mining studies
On 28 March 2023 the Company announced that
Panther Metals Ltd launched a new prospectus in
respect of a renounceable rights issue to raise up to
AUD$2.7m to grow the nickel-cobalt Mineral Resource at
its flagship Coglia Project in Western Australia.
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
Key Performance Indicators
The key performance indicators are set out below:
Net Asset value
Market Capitalisation
Share Price
31-Dec-22
£3,210,905
£4.32m
4.65p
31-Dec-21
£2,411,075
£7.85m
12.75p
Change
33%
(45%)
(64%)
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.
20
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
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 Canadian dollars, whilst the Group has
raised capital in £ Sterling
The Group will incur exploration costs in Canadian Dollars
but it has raised capital in £ Sterling. Fluctuations in
exchange rates of the Canadian 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,
the Group will need additional financial resources if it
wishes to commercially exploit any mineral resource
discovered because of its exploration activity.
The Group has budgets 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
21
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 £1,523,915 in the
year ended 31 December 2022 through a combination
of issuing new shares and warrant conversions. As at
the year-end date the Group had total cash reserves of
£48,859 (2021: £100,586).
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.
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
Stakeholder Engagement
The Company did not have any employees during the Reporting Period and therefore this stakeholder engagement
statement does not refer 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
Their interests
How we engage
Investors
• 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.
22
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
Task force on Climate-related Financial Disclosures (TCFD)
Status
Next Steps
Pillar
Governance
a) Describe the Board’s
oversight of climate-related
risks and opportunities.
b) Describe management’s
role in assessing and
managing climate-related
risks and opportunities.
The Board has ultimate responsibility for ensuring
that any material climate-related risks and issues
are appropriately integrated into the Group’s
business plans, risk management and decision
making. The Group intends to establish a
Responsibility Committee to oversee this area.
Exploration project management, which
includes certain board members, currently
assesses, and manages climate related risks
and opportunities as part of the planning
and execution of exploration activities.
Strategy
a) Describe the climate-related
risks and opportunities the
organisation has identified
over the short, medium and
long term.
b) Describe the impact of
climate-related risks
and opportunities
on the organisation’s
businesses, strategy
and financial planning.
c) Describe the resilience of
the organisation’s strategy,
taking into consideration
different climate-related
scenarios, including a 2°C
or lower scenario.
Climate change-related risks and opportunities which
may have a financial impact on the Group:
1. risks and opportunities related to the transition
to a lower-carbon economy meaning that
exploration activity is made impossible or
possible at a higher cost.
a) Canadian governmental exploration policy changes
(medium and long term).
b) climate change litigation (First Nations and other
environmental stakeholders- all terms).
c) reputational risk tied to community perceptions of
the Group’s activities (First Nations- all terms).
d) opportunities in relation to the emergence of
new technologies where the Group’s exploration
activities and output could provide a key
component eg battery metals (medium-term
and long-term).
2. risks related to the physical impacts of climate
change meaning exploration activity is made
impossible or possible at a higher cost.
a) extreme weather and higher temperatures
(all terms).
23
The Board has created
on 9 December 2022 a
Responsibility Committee
that will make decisions
and take action to
include climate risks and
opportunities in our risk
assessment/risk register
as reported to them by
management and then
choose an appropriate
response to the risk or
opportunity, together with
the potential financial
impact of that response.
In FY 2023, the climate-
related risks and
opportunities will be fully
identified and assessed
as part of our bi-annual
review of the risk register
as well as their impact.
The risk register is
reviewed and discussed
at least annually by the
Audit Committee “ARC”.
A description of
the resilience of the
organisation’s strategy
taking into consideration
different climate related
scenarios, including a 2°C
or lower scenario will be
published in our FY 2023
Annual Report.
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
Task force on Climate-related Financial Disclosures (TCFD) - continued
Pillar
Status
Next Steps
The organisation currently assesses and manages
climate related risks and opportunities as part of
the planning and execution of exploration activities.
This assessment includes undertaking the
following processes:
a) Commissioning environmental impact surveys
from independent third-party consultants prior
to commencement of activities, together with
adopting all appropriate recommendations.
b) Timely consultation and liaison with key
environmental stakeholders such as First Nations
to explain the nature of the proposed exploration
programme and seeking permission to commence
exploration activities. Regular follow ups
throughout the programme.
c) Ensuring compliance with the Prospectors &
Developers Association of Canada E3 Plus: A
Framework for Responsible Exploration
d) Consulting with and engaging local experts in
the project area terrain and climate to provide
guidance on risks and opportunities around the
physical impacts of climate change eg, heavy
snow, rising water levels in the project area or
potential weather conditions which may impact the
exploration programme.
The organisation does not currently have in place a
set of metrics or targets in order to assess climate
related risks and opportunities.
The Board has created
on 9 December
2022 a Responsibility
Committee to ensure
that the processes for
identifying, assessing, and
managing climate-related
risks are integrated into
theorganisation’s overall
risk management.
In conjunction with
ensuring that the
processes for identifying,
assessing, and managing
climate-related risks
are integrated into the
organisation’s overall
risk management, the
Responsibility Committee
will also task the project
managers to compile
a set of metrics and
targets with which to
assess climate-related
risks and opportunities.
Risk management
a) Describe the organisation’s
processes for identifying
and assessing climate-
related risks.
b) Describe the organisation’s
processes for managing
climate related risks.
c) Describe how processes
for identifying, assessing,
and managing climate-
related risks are integrated
into the organisation’s
overall risk management.
Metrics and Targets
a) Disclose the metrics used
by the organisation to
assess climate-related risks
and opportunities in line
with its strategy and risk
management process.
b) Disclose scope 1, scope
2 and, if appropriate,
scope 3 greenhouse gas
“GHG” emissions and the
related risks
c) Describe the targets used
by the organisation to
manage climate related
risks and opportunities and
performance against targets.
24
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 CORPORATE GOVERNANCE STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2022
Chairman’s Overview
The Group is not required to comply with the UK Code
of Corporate Governance (“UK Code”), and compliance
with the UK Code is being undertaken on a voluntary
basis. However, the Directors recognise the importance
of sound corporate governance and the Group does
comply with the Quoted Companies Alliance Corporate
Governance Code (“QCA Code”) to the extent it
considers appropriate, considering the size, stage of
development and resources of the Group.
The Directors are responsible for overall corporate
governance, with respect to the management of the
business and its strategic direction, establishing policies
and in the evaluation of material investments of the Group.
It is the responsibility of the Directors to oversee the
financial position of the Group and to monitor its business
and affairs on behalf of the Shareholders, to whom the
Directors are accountable. The primary duty of the Board
is to always act in the best interests of the Group.
The Directors have responsibility for the overall corporate
governance of the Group and recognise the need for the
highest standards of behaviour and accountability. The
Board has a wide range of experience directly related
to the Group and its activities and its structure ensures
that no one individual or group dominates the decision-
making process. The Board will also ensure that internal
controls and the Group’s approach to risk management
are assessed periodically.
Board of Directors
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;
25
• 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 Kate Asling 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.
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 comprises Nicholas O’Reilly
as chair, Simon Rothschild and Kate Asling, 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.
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 CORPORATE GOVERNANCE STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2022
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 ensuring
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.
26
Mitchell Smith
Chief Operating Officer
Prior to being appointed COO and Director of Panther
Metals PLC, Mitchell held increasingly senior capital
market positions through his involvement with various
mining groups.
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 the Battery Metals
Association of Canada. TSXV listed Global Energy
Metals Corporation, AIM listed Fulcrum Metals and
ASX listed High-Tech Metals.
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 CORPORATE GOVERNANCE STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2022
Nicholas O’Reilly
Non-Executive Chairman
Simon Rothschild
Non-Executive Director
Nicholas is an experienced exploration
geologist and consultant having worked for
over 18 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 became the
Company’s Non-Executive Chairman on
10 December 2021.
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.
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 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.
Kate Asling
Non-Executive Director
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.
By order of the Board
Darren Hazelwood
Chief Executive Office
27 April 2023
27
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 COMPLIANCE WITH THE QCA CODE OF PRACTICE
FOR THE YEAR ENDED 31 DECEMBER 2022
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.
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.
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 Four: Embed effective risk
management, considering both opportunities
and threats, throughout the organisation.
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 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.
Nicholas O’Reilly, 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. Nicholas
O’Reilly, 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.
28
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 COMPLIANCE WITH THE QCA CODE OF PRACTICE
FOR THE YEAR ENDED 31 DECEMBER 2022
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 25.
Principle Six: Ensure that between them
the directors have the necessary up to date
experience, skills and capabilities.
The Directors’ biographies are set out on pages 26
to 27. 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 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.
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.
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, Nicholas O’Reilly, 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.
29
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 DIRECTOR’S REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
The Directors present their report together with the
audited financial statements for the year ended
31 December 2022.
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
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 at 31 March 2023:
Number of
Ordinary
Shares
% of
Share
Capital
Jim Nominees Limited
11,667,787
12.6
Adrian Crucefix
Richard and
Charlotte Edwards
Share Nominees Ltd
Ian Russell Bagnall
Darren Hazelwood
Thomas Grant and Company
Nominees Limited
9,000,000
6,315,898
4,776,518
4,720,410
4,636,666
2,983,364
9.7
6.8
5.1
5.1
5.0
3.2
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 no political and charitable donations
(2021: £nil) during the reporting period.
30
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 DIRECTOR’S REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
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.
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 £1,523,915 in the
year ended 31 December 2022 through a combination
of issuing new shares and warrant conversions. As at
the year-end date the Group had total cash reserves of
£48,859 (2021: £100,586).
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.
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 2023
31
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 STATEMENT OF DIRECTOR’S RESPONSIBILITIES
FOR THE YEAR ENDED 31 DECEMBER 2022
Statement of Directors’ Responsibilities
The Directors are responsible for preparing the Report
and the financial statements in accordance with
applicable law and regulations.
of financial statements may differ from legislation in
other jurisdictions. The maintenance and integrity of the
Company’s website is the responsibility of the directors.
The directors’ 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 UK adopted International Accounting
Standards. 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
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.
32
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 33
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 DIRECTOR’S REMUNERATION REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
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.
Remuneration Components
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.
The Directors’ Remuneration Report comprises
three sections:
1) The Annual Statement from the Chair of the
Remuneration Committee
2) Remuneration Policy
3) The Annual Report on Remuneration
The items included in the Directors’ Remuneration Report
are audited unless otherwise stated.
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 Nicholas
O’Reilly as Chairman, Kate Asling 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 2022
There were no major decisions on Directors’ Remuneration
taken during the year ended 31 December 2022.
Major Decisions on Directors’ Remuneration after
the Financial Year- y/e 31 December 2023
There were no major decisions on Directors’
Remuneration taken after the financial year end.
Remuneration Policy
The Directors’ Remuneration Policy, which is set out
on pages 34 to 35 of this report, was submitted to
shareholders for approval at the 2022 AGM and such
approval was obtained.
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
34
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 DIRECTOR’S REMUNERATION REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
Remuneration Policy (continued)
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.
Payment for loss of Office
If a service contract is to be terminated, the Company will determine such mitigation as it considers fair and
reasonable in each case.
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.
Service Agreements and Letters of Appointment
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
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
6
6
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.
35
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 DIRECTOR’S REMUNERATION REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
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 2022:
2021 £
Salaries and short-term benefits
Long Term
Incentive
Awards
Post-
Employment
Benefits
Total
Fixed
Total
Variable
Salary
/Fee
Taxable
Benefits
Bonus
Share Based
Payment1
Pension
Total
Single
Figure
Total
Executive
Directors
D Hazelwood
M Smith
75,000
25,000
Total Executive
100,000
Non-Executive
Directors
A K Sener
S Rothschild
N O’Reilly
K Asling
Total Non-
Executive
-
12,000
20,000
12,000
44,000
Total Directors
144,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
11,938
2,388
14,326
11,938
2,388
11,938
2,388
28,652
42,978
-
-
-
-
-
-
-
-
-
75,000
25,000
11,938
2,388
86,938
27,388
100,000
14,326
114,326
-
11,938
12,000
20,000
12,000
2,388
11,938
2,388
11,938
14,388
31,938
14,388
44,000
28,652
72,652
144,000
42,978
186,978
36
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 DIRECTOR’S REMUNERATION REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
The Annual Report on Remuneration (continued)
Single figure of remuneration for Directors (audited) 2021
2021 £
Salaries and short-term benefits
Long Term
Incentive
Awards
Post-
Employment
Benefits
Total
Fixed
Total
Variable
Salary
/Fee
Taxable
Benefits
Bonus
Share Based
Payment1
Pension
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
73,333
25,000
98,333
15,157
12,000
12,554
12,000
51,711
Total Directors
150,044
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
4,252
850
5,102
4,252
850
4,252
850
10,204
15,306
-
-
-
-
-
-
-
-
-
73,333
25,000
98,333
15,157
12,000
12,554
12,000
4,252
850
77,585
25,850
5,102
103,435
4,252
850
4,252
850
19,409
12,850
16,806
12,850
51,711
10,204
61,915
150,044
15,306
165,350
Directors Beneficial Share Interests – audited
The beneficial interests in the Company’s shares of the Directors and their families were as follows:
Held at 31 December 2022
Held at 31 December 2021
Ordinary Shares
No
Ordinary Shares
No
4,636,666
1,730,795
333,333
333,333
41,667
100,000
4,636,666
1,730,795
333,333
333,333
41,667
100,000
D Hazelwood
A K Sener
S Rothschild
N O’Reilly
M Smith
K Asling
37
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 DIRECTOR’S REMUNERATION REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
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.
Held at 31 December 2022
Held at 31 December 2021
Placing Warrants (January 2020)
D Hazelwood
K Asling
Management Options (August 2021)
D Hazelwood
N O’Reilly
M Smith
S Rothschild
K Asling
A K Sener
-
-
-
1,250,000
1,250,000
250,000
250,000
250,000
1,250,000
4,500,000
500,000
100,000
600,000
1,250,000
1,250,000
250,000
250,000
250,000
1,250,000
4,500,000
A total of 13,716,666 warrants (“Placing Warrants”) were issued to participants in the January 2020 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.
On 20 August 2021 the Company announced the grant of 4,600,000 options to the Panther management team consisting
of directors and staff members. All the options have a 5-year term from the date of grant and an exercise price of 15p
per share. The options all are subject to the vesting condition of the price of the Company’s’ Ordinary Shares at a volume
weighted average price of 30p per share over any period of 120 trading days during the life of the options.
Review of past performance- Alignment of reward and Total Shareholder Return:
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.
14
12
10
8
6
4
2
0
Panther Share Price Trend vs FTSE 350 Mining Index
PALM Price
FTSE 350 Mining
25,000
20,000
15,000
10,000
5,000
0
04/01/22
04/02/22
04/03/22
04/04/22
04/05/22
04/06/22
04/07/22
04/08/22
04/09/22
04/10/22
04/11/22
04/12/22
38
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 DIRECTOR’S REMUNERATION REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
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.
2018
2019
2020
2021
2022
D Hazelwood
£
£
£
£
£
CEO Single Figure of Remuneration1
27,375
72,640
79,998
77,585
86,938
Annual Bonus
nil
nil
nil
nil
nil
Share Based payments vesting
(% of maximum)
100%
100%
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.
CEO Pay Ratio
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 2022:
Distributions to
shareholders
£
Total
director pay
£
Operational
cash outflow
£
Year ended 31 December 2022
nil
144,000
625,982
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.
Nicholas O’Reilly
Chairman of the Remuneration Committee
27 April 2023
39
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF PANTHER METALS PLC
FOR THE YEAR ENDED 31 DECEMBER 2022
Opinion
Basis for opinion
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.
We have audited the financial statements of Panther
Metals PLC (the “Parent Company”) and its subsidiaries
(the “Group”) for the year ended 31 December 2022
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 in the preparation of the Group and
Parent Company financial statements is applicable law
and UK adopted international accounting standards.
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 2022 and of the Group’s loss for the year
then ended;
- have been properly prepared in accordance with UK
adopted international accounting standards; and
- have been prepared in accordance with the
requirements of the Companies Act 2006 and, as
regards the Group financial statements, Article 4 of
the IAS Regulation.
40
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF PANTHER METALS PLC
FOR THE YEAR ENDED 31 DECEMBER 2022
Our approach to the audit
Key audit matters
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.
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 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.
41
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF PANTHER METALS PLC
FOR THE YEAR ENDED 31 DECEMBER 2022
Key audit matter
How our scope addressed this matter
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.
The investment in Associate Panther Metals Ltd has a
carrying value of £1,044,644, representing the share
of the fair value of net assets as at 31.12.2022.
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.
We obtained a copy of the final accounts of
the listed associate and made enquiries.
The accuracy of equity accounting for the
Associate is directly reliant on the accuracy of
financial statements of Panther Metals Ltd.
We checked that the associate had been
correctly accounted for, including the adequacy
of disclosures, in the financial statements.
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 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.
42
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF PANTHER METALS PLC
FOR THE YEAR ENDED 31 DECEMBER 2022
Key audit matter
How our scope addressed this matter
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.
Valuation and impairment of inter-company balances
The company has a highly material inter-company
debtor balance with its subsidiary, Panther Metals
(Canada) Ltd (“Panther Canada”). There is a risk that,
if the exploration and evaluation assets have been
inappropriately capitalised or require impairment,
then the recoverable amount of the inter-company
balance may be below its carrying value.
Going Concern
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.
Through our audit work on the exploration and
evaluation assets, we did not identify any inappropriate
capitalisation or potential indicators of impairment.
Therefore, no indicators of impairment relating to
the inter-company balance built up to fund the
exploration activities have been identified.
Consequently, we agree with the directors’ assessment
that the carrying amount of the inter-company
debtor does not exceed its recoverable amount.
The Group held £48,859 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 2022, to continue as
a going concern for the foreseeable future.
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”..
43
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF PANTHER METALS PLC
FOR THE YEAR ENDED 31 DECEMBER 2022
Our application of materiality
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 to be
£42,000 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 benchmarks 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 £29,400.
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 £11,741 for Panther Metals (Canada)
Ltd and £17,659 for Panther Metals PLC.
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 £952,896 (2021 : £126,269)
during the year ended 31 December 2022 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.
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.
44
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF PANTHER METALS PLC
FOR THE YEAR ENDED 31 DECEMBER 2022
Opinions on other matters prescribed
by the Companies Act 2006
In our opinion, based on the work undertaken in the
course of the audit:
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 21 and 31;
• Directors’ explanation as to its assessment of the
entity’s prospects, the period this assessment
covers and why the period is appropriate as set out
on pages 6 to 24;
• Directors’ statement on fair, balanced and
understandable as set out on page 32;
• Board’s confirmation that it has carried out a robust
assessment of the emerging and principal risks as
set out on page 21;
• The section of the annual report that describes the
review of effectiveness of risk management and
internal control systems as set out on page 31; and
• The section describing the work of the audit
committee as set out on page 25.
Responsibilities of directors
As explained more fully in the Statement of Directors’
Responsibilities set out on page 32, 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.
• the information given in the Strategic Report and
the Report of the Directors for the financial year
for which the financial statements are prepared is
consistent with the financial statements; and
• the Strategic Report and the Report of the Directors
have been prepared in accordance with applicable
legal requirements.
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 have nothing to report in respect of the following
matters where the Companies Act 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.
45
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF PANTHER METALS PLC
FOR THE YEAR ENDED 31 DECEMBER 2022
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:
We obtained an understanding of the Group and parent
company and the sector in which they operate to identify
laws and regulations that could reasonably be expected
to have a direct effect on the financial statements,
including equity accounted associate. We obtained our
understanding in this regard through discussions with
management and application of our cumulative audit
knowledge and experience of the industry.
We determined the principal laws and regulations
relevant to the Group and parent company in this regard
to be, but were not limited to, those arising from local
licensing laws, Isle of Man Companies Act, Listing
Rules, employment law, health and safety legislation. We
focused on laws and regulations that could give rise to a
material misstatement in the financial statements.
We designed our audit procedures to ensure the audit
team considered whether there were any indications of
non-compliance by the Group and parent company with
those laws and regulations. Our test included, but were
not limited to:
• agreement of the financial statement disclosures to
underlying supporting documentation;
• enquiries of Board of Management regarding known
or suspected instances of non-compliance with
laws and regulations; enquiring of management
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 non-compliance; - 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:
fund raising activities, posting of unusual journals
and complex transactions and manipulating
the Group’s alternative performance 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;
• a review of minutes of Board of Management
meetings throughout the year;
• obtaining an understanding of the control environment
in place to prevent and detect irregularities;
• a review of regulated news service announcements.
46
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF PANTHER METALS PLC
FOR THE YEAR ENDED 31 DECEMBER 2022
As in all of our audits, we addressed the risk of fraud
arising from management override of controls by
performing audit procedures which included but were not
limited to: the testing of journals, reviewing accounting
estimates for evidence of bias: and evaluating the
business rationale of any significant transactions that are
unusual or outside the normal course of business.
Our audit procedures were designed to respond to risks
of material misstatement in the financial statements,
recognising that the risk of not detecting a material
misstatement due to fraud is higher than the risk of
not detecting one resulting from error. Because of the
inherent limitations of an audit, there is a risk that we
will not detect all irregularities, including those leading
to a material misstatement in the financial statements or
non-compliance with regulation. This risk increases the
more that compliance with a law or regulation is removed
from the events and transactions reflected in the financial
statements, as we will be less likely to become aware
of instances of non-compliance. The risk is also greater
regarding irregularities occurring due to fraud rather than
error, as fraud involves intentional concealment, forgery,
collusion, omission or misrepresentation.
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 fourth
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 Chapter 3 of Part 16 of
the Companies Act 2006. 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 2023
47
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 CONSOLIDATED STATEMENT
OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2022
Revenue
Cost of sales
Gross profit
Administrative expenses
Share-based payment (charge)/ credit
Operating loss
Gain on change in ownership of Panther Metals Limited
Share of associate’s loss
Finance costs
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
Year ended
31 December
2022
£
Year ended
31 December
2021
£
Notes
16
4
10
14
7
-
-
-
-
-
-
(526,522)
(209,946)
(736,468)
(625,573)
(15,224)
(640,797)
-
514,528
(214,782)
(1,646)
-
-
(952,896)
(126,269)
-
-
(952,896)
(126,269)
-
-
(952,896)
(126,269)
(952,896)
(126,269)
-
-
(952,896)
(126,269)
Basic and diluted loss per share (pence)
8
(1.22)p
(0.21)p
48
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 CONSOLIDATED AND COMPANY STATEMENT
OF FINANCIAL POSITION
AS AT 31 DECEMBER 2022
Group
Company
As at
31 December
2022
£
As at
31 December
2021
£
As at
31 December
2022
£
As at
31 December
2021
£
Notes
9
10
11
12
13
14
15
16
2,303,520
1,334,994
92,416
89,698
1,044,644
1,165,347
1,044,644
1,165,528
3,348,164
2,500,341
1,137,060
1,255,226
150,319
48,859
199,178
72,758
100,586
173,344
2,308,528
1,327,955
44,781
97,837
2,353,309
1,425,792
3,547,342
2,673,685
3,490,369
2,681,018
(146,835)
(60,592)
(107,994)
(61,107)
52,343
112,752
2,245,314
1,364,685
(189,602)
(336,437)
(202,018)
(262,610)
(189,602)
(297,596)
(202,018)
(263,125)
3,210,905
2,411,075
3,192,773
2,417,893
6,330,665
4,781,917
6,330,665
4,781,917
514,241
310,263
514,241
310,263
(3,634,001)
(2,681,105)
(3,652,133)
(2,674,287)
3,210,905
2,411,075
3,192,773
2,417,893
Non-current assets
Exploration and evaluation assets
Investments
Total non-current assets
Current assets
Receivables
Cash at bank and in hand
Total current assets
Total assets
Current liabilities
Trade and other payables
Net current assets
Non-current liabilities
Provision for deferred consideration
Total liabilities
Net assets
Capital and reserves
Called up share capital
Share-based payment reserve
Retained losses
Total equity
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 2023. They were signed on its behalf by:
D Hazelwood
Chief Executive Officer
49
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022
CONSOLIDATED AND COMPANY
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2022
Group
Company
As at
31 December
2022
£
As at
31 December
2021
£
As at
31 December
2022
£
As at
31 December
2021
£
Notes
Cash flows from operating activities
Loss for the financial year
(952,896)
(126,269)
(977,846)
(190,748)
Adjusted for:
Share-based payment charge
Share of associate’s loss
Net gain on change in ownership
of Panther Metals Limited
Non cash costs of Panther Metals Ltd
Foreign exchange
Finance costs
(Increase)/decrease in receivables
Increase/(decrease) in payables
16
10
4
4
209,946
214,782
-
-
(116,729)
1,646
(59,560)
76,828
15,224
-
(514,528)
163,474
(41,786)
-
21,164
(74,024)
209,946
214,782
-
-
(94,080)
1,646
(962,572)
33,869
15,224
-
(301,614)
-
-
-
(542,563)
(22,032)
Net cash used in operating activities
(625,982)
(556,745)
(1,574,255)
(1,041,733)
Investing activities
Cash spent on exploration activities
(949,660)
(523,863)
(2,716)
199,570
Net cash generated from/(used in)
investing activities
Financing activities
Proceeds from issuing shares
Proceeds from conversion of warrants
Net cash generated from
financing activities
Net (decrease)/increase in cash and cash
equivalents
Cash and cash equivalents
at beginning of year
Cash and cash equivalents at end of year
(949,660)
(523,863)
(2,716)
199,570
15
15
1,508,000
15,915
830,000
110,000
1,508,000
15,915
830,000
110,000
1,523,915
940,000
1,523,915
940,000
(51,727)
(140,608)
(53,056)
97,837
100,586
48,859
241,194
100,586
97,837
44,781
-
97,837
50
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 CONSOLIDATED STATEMENT
OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022
Group
Balance at 1 January 2021
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
Other transactions
Placing warrants issued
Shares issued upon exercise of warrants
Options issued
Forfeited options
Balance at 31 December 2021
Loss for the year
Total comprehensive loss for the year
Transactions with owners of the company
Shares issued
Other transactions
Shares issued upon exercise of warrants
Options issued
Warrants issued
Forfeited warrants
Share
capital
£
Share
based payment
reserve
£
Notes
Retained
losses
£
Total
£
3,675,421
397,331
(2,554,836)
1,517,916
-
-
830,000
31,191
861,191
-
245,305
-
-
-
-
-
-
-
143,978
(166,139)
48,668
(113,575)
(126,269)
(126,269)
(126,269)
(126,269)
-
-
-
-
-
-
-
830,000
31,191
861,191
143,978
79,166
48,668
(113,575)
4,781,917
310,263
(2,681,105)
2,411,075
-
-
1,526,865
1,526,865
21,883
-
-
-
-
-
-
-
(6,282)
43,394
277,664
(110,798)
(952,896)
(952,896)
(952,896)
(952,896)
-
-
-
-
-
-
1,526,865
1,526,865
15,601
43,394
277,664
(110,798)
15
15
16
15
16
16
15
15
16
16
16
Balance at 31 December 2022
6,330,665
514,241
(3,634,001)
3,210,905
51
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022
Balance at 1 January 2021
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
Other transactions
Placing warrants issued
Shares issued upon exercise of warrants
Options issued
Forfeited options
Balance at 31 December 2021
Loss for the year
Total comprehensive loss for the year
Transactions with owners of the company
Shares issued
Other transactions
Shares issued upon exercise of warrants
Options issued
Warrants issued
Forfeited warrants
Share
capital
£
Share
based payment
reserve
£
Notes
Retained
losses
£
Total
£
3,675,421
397,331
(2,483,539)
1,589,213
-
-
830,000
31,191
861,191
-
245,305
-
-
-
-
-
-
-
143,978
(166,139)
48,668
(113,575)
(190,748)
(190,748)
(190,748)
(190,748)
-
-
-
-
-
-
-
830,000
31,191
861,191
143,978
79,166
48,668
(113,575)
4,781,917
310,263
(2,674,287)
2,417,893
-
-
1,526,865
1,526,865
21,883
-
-
-
-
-
-
-
(6,282)
43,394
277,664
(110,798)
(977,846)
(977,846)
(977,846)
(977,846)
-
-
-
-
-
-
1,526,865
1,526,865
15,601
43,394
277,664
(110,798)
15
15
16
15
16
16
15
15
16
16
16
Balance at 31 December 2022
6,330,665
514,241
(3,652,133)
3,192,773
52
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
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 UK adopted
International Accounting Standards.
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 £1,523,915 in the year ended 31 December 2022. 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 £48,859 (2021: £100,586). 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.
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’).
The functional currency of Panther Canada is the Canadian Dollar (CAD) which is the currency of the environment in which the 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.
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PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
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.
Any deferred contingent consideration payable in relation to acquisitions of licences or options under the exploration projects is recognised at fair
value at the acquisition date. Subsequent changes to the fair value of the contingent consideration, which is deemed to be an asset or liability,
are recognised either in the profit and loss account or in other comprehensive income, in accordance with IAS 39. Deferred and contingent
consideration amounts payable in the next or subsequent financial years are discounted to present value with year-on-year changes reflected in
the profit and loss account. Amounts payable based on the ultimate success of an exploration project are only recognised when there is a legal
obligation in relation to the acquisition agreement, the amount can be reliably estimated and there is a strong likelihood of the amount being
payable.
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 in subsidiaries are held at cost less provision for impairment. Initial recognition of investments is at the fair value of the assets given,
equity instruments issued, and liabilities incurred or assumed.
Investments in associates and joint ventures
An associate is an entity over which the Group is able to exercise significant influence but not control, generally accompanying a shareholding
of between 20% and 50% of the voting rights. The Group’s investments in associates are recognised using the equity method of accounting.
The consolidated profit and loss statement reflects the Group’s share of an associate’s loss after tax. Where the Group’s share of losses in an
associate exceeds its investment, the Group ceases to recognise further losses unless an obligation exists for the Group to fund the losses. Where
a change in net assets has been recognised directly in the associate’s equity, the Group recognises its share of those changes in the statement
of changes in equity when applicable. Adjustments are made to align the accounting policies of the associate with the Group’s and to eliminate
the Group’s share of unrealised gains and losses on transactions between the Group and its associates.
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.
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PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
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:
• amendments to IFRS 16 relating to the extension of the exemption from assessing whether a COVID-19 related rent concession is a lease
modification;
• IFRS 3 Amendments updating a reference to the Conceptual Framework;
• Annual Improvements to IFRS Standards 2018-2020 Cycle.
• IAS 37 Amendments regarding the costs to include when assessing whether a contract is onerous;
• IAS 16 Amendments prohibiting a company from deducting from the cost of property, plant and equipment amounts received from selling items
produced while the company is preparing the asset for its intended use.
There has been no material impact from the adoption of new standards, amendments to standards or interpretations which are relevant to
the Group.
New accounting standards, amendments and interpretations that are issued but not yet applied by the Group
Certain new standards, amendments and interpretations to existing standards have been published that are mandatory for accounting periods
beginning on or after 1 January 2023 and which the Group has chosen not to adopt early.
These include the following standards which are relevant to the Group:
• amendment to IAS 1 Amendments regarding the classification of liabilities and amendments regarding the disclosure of accounting policies;
• IAS 8 Amendments regarding the definition of accounting estimates;
• IAS 12 Amendments regarding deferred tax on leases and decommissioning obligations;
• IFRS 16 Amendments to clarify how a seller-lessee subsequently measures sale and leaseback transactions; and
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 UK adopted International Accounting Standards, 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.
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PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
Exploration and evaluation assets
The fair value of the Big Bear Gold Project licences, the Dotted Lake Project licences, the Obonga Greenstone Project licences, and the Manitou
Lakes 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.
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.
3. Segmental information
Continuing activities- Panther Canada
Obonga Project
Panther Metals acquired the Obonga Greenstone Belt in July 2021, identifying four prospective primary targets: Wishbone, Awkward, Survey
and Ottertooth. A successful Phase 1 drilling campaign at Wishbone in Autumn 2021 revealed the presence of significant VMS-style mineralised
systems on the property - the first such discovery across the entire greenstone belt. A Phase 2 drilling campaign took place at Wishbone in
Autumn 2022 and again revealed the presence of a second significant VMS-style mineralised system.
Awkward is a highly anomalous magnetic target, interpreted to be a layered mafic intrusion and magmatic conduit based on mapped geology
and airborne geophysics.
Two additional named targets, Survey and Ottertooth, both display further coincident magnetic and electromagnetic anomalies and are adjacent
to the contact between intrusive and extrusive mafic rocks.
A successful Phase 2 drilling campaign took place at Survey, Wishbone and Awkward in Autumn 2022 and resulted in the discovery of a second
volcanogenic massive sulphide (VMS) on the Obonga project. The Survey Prospect is confirmed as a new VMS. At the Wishbone VMS System
drilling has given further wide massive sulphide intersections and high-grade zinc intersections. At Awkward the latest round of diamond drilling
outlined potentially significant intersections of near-surface crystalline ‘flake’ graphite.
Dotted Lake Project
Panther Metals acquired the Dotted Lake Project in July 2020, it is situated approximately 16km from Barrick Gold’s renowned Hemlo Gold
Mine. An extensive soil programme conducted in 2021 identified numerous gold and base metal targets, all within the same geological footprint.
Following the installation of a new trail providing direct access to the target location, an initial drilling programme in Autumn 2021 confirmed the
presence of gold mineralisation within this system with anomalous gold continuing along strike and present within the surrounding area.
Big Bear Project
The acquisition of various prospects in 2018 and 2019 consolidated previously fragmented areas into the wider Big Bear umbrella project,
priming Panther Metals for extensive and comprehensive exploration in the area. A total of 253 geophysical anomalies have been identified, with
39 designated for priority investigation. Gold in soil anomalies in have been identified in five areas, ranging up to 0.71 g/t, extending up to 250m
wide and open along strike. Gold bearing quartz veins have been outlined within seven separate areas (two with rock and vein samples grading
1 to 5 g/t Au, four with quartz vein sample assays above 5 g/t Au, and two quartz samples collected at 50m separation on an E-W trending vein
open in both directions returning 105.5 g/t Au and 112 g/t Au respectively).
The Little Bear Lake and Schreiber prospects are of particular interest to the company: historic work programmes in 2010 and 2011 targeted an
intense magnetic response from both. Assays yielded from the 1.6km long gold trend included 6m at 1.5 g/t Au, up to 53.7 g/t Au and 19.25
g/t Ag in rock chip and 18.2 g/t Au and 1.03 g/t Ag in soil. Historical bulk sampling reported 150t averaging 17.6 g/t Au, while historical drill
intersections include 0.55m at 19.2% Zn and 4.6% Cu from 15.2m depth.
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PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
Manitou
On 7 April 2022 the Company announced that it had entered into an option and sale and purchase agreement with Shear Gold Exploration
Corporation to purchase a substantial claim holding including the West Limb and Glass Reef gold properties, on the Eagle - Manitou Lakes
Greenstone Belt.
The project covers a total area of approximately 98km2 and is located within the gold endowed Kenora Mining District, approximately 300km
east of Thunder Bay and equidistant between the towns of Fort Frances and Dryden in north-western Ontario, Canada.
As at 31 December 2022 the exploration and evaluation asset totalled £2,303,520 (2021: £1,334,994) relating to project expenditure. In the
financial years to 31 December 2022 and 2021 Panther Canada did not record any turnover and recorded a loss of £11,074 (2021: £12,275)
attributable to administrative costs. All other expenses were capitalised and held as evaluation and exploration assets in accordance with the
Group’s accounting policy.
Geographical segments
The Group’s assets and liabilities are split by geographic location in the table below.
As at 31 December 2022
Total assets
Total liabilities
Net assets/ (liabilities)
As at 31 December 2021
Total assets
Total liabilities
Net assets/ (liabilities)
Canada
£
2,320,560
(2,346,327)
(25,767)
Canada
£
1,027,762
(1,074,966)
(47,204)
Hong Kong
£
-
(-)
-
Hong Kong
£
-
(-)
-
Isle of Man
£
3,490,369
(297,596)
3,192,773
Isle of Man
£
2,680,837
(262,944)
2,417,893
Group
£
3,547,342
(336,437)
3,210,905
Group
£
2,673,685
(262,610)
2,411,075
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PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
4. Change of ownership of Panther Australia
On 10th December 2021, the Company announced that Panther Metals Limited has successfully listed on the Australian Securities Exchange
raising AUD$5,000,000, thus diluting Panther Metals PLC to a holding of 36.6%. As this constituted a loss of control, Panther Australia has
been consolidated to 10 December 2021 in the prior year financial statements, the disposal of the subsidiary has then been accounted for and
then the investment in a company in which Panther Metals PLC has significant influence has been accounted for under the equity method of
IAS 28 Investments in Associates and Joint Ventures as at 31 December 2021 and 2022. The impact on the 2021 income statement of these
transactions is stated below. The goodwill on acquisition of £553,656 was fully derecognised as part of the disposal calculation.
Exceptional Item 2021
Loss on partial disposal of Panther Metals Limited
Gain on change in ownership of Panther Metals Limited
Net gain on change in ownership of Panther Metals Limited
£
(469,216)
983,744
514,528
As at 31 December 2022 the market value of Panther Metals Limited with reference to its Australian Securities Exchange registration amounted
to AUD10.9m or £6.1m. The summarised financial information of Panther Metals Limited as at 31 December 2022, its annual reporting date, is
as follows:
As at 31 December 2022
Aggregated Assets
Aggregated Liabilities
Total net assets
Revenues
Loss for the year
AUD$
5,238,278
(164,108)
5,074,170
-
1,042,885
There are no significant restrictions on the ability of associates to transfer funds to Panther Metals PLC in the form of cash dividends in the case
they are declared.
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PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
5. Operating loss
Operating loss has been arrived at after charging:
Gain on foreign exchange
Auditors remuneration – audit fees
6. Employees
Year ended
31 December
2022
£
Year ended
31 December
2021
£
(116,729)
24,000
(41,786)
20,000
There were no employees of the Group during the year. Director’s remuneration is separately disclosed in the Director’s Remuneration Report
on page 34 to 39.
7. Taxation
Current tax
Deferred tax
Year ended
31 December
2022
£
Year ended
31 December
2021
£
-
-
-
-
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%.
During the year ended 31 December 2021 the Company registered for tax in the UK. The Company made losses in the year of £977,846 (2021:
£190,748). The Company has not recognised a deferred tax asset in relation to these losses on the basis that there is no certainty that these
losses will be recoverable through future profits.
No tax charge or credit arose on the partial disposal of Panther Metals Limited.
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PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
8. Loss per share
The basic loss per share for the period of -1.22p (2021: - 0.21p) is calculated by dividing the loss for the period by the weighted average number
of Ordinary Shares in issue of 78,075,854 (2021: 61,606,052 Ordinary Shares). Note 15 provides details of the share issues during the year
ended 31 December 2022.
There are 31,222,726 potentially issuable shares all of which relate to share options issued to Directors and professional advisers under option,
options issued as part of acquisitions and warrants issued as part of placings (see note 16), the weighted average number of potential Ordinary
Shares in issue is 109,298,579 (2021: 86,437,720 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 -1.22p per share.
9. Exploration and evaluation assets
Group
Net book value
At 1 January 2022
Additions
At 31 December 2022
Panther Canada
£
Panther PLC
£
1,245,296
965,808
2,211,104
89,698
2,718
92,416
Total
£
1,334,994
968,526
2,303,520
Canada- Dotted Lake Project
Panther Metals acquired the Dotted Lake Project in July 2020, it is situated approximately 16km from Barrick Gold’s renowned Hemlo Gold Mine.
During the year ended 31 December 2021 expenditure on the project amounted to £105,710. An extensive soil programme conducted in
2021 identified numerous gold and base metal targets, all within the same geological footprint. Sampling and geological services amounted
to £47,355. Following the installation of a new trail providing direct access to the target location, an initial drilling programme in Autumn 2021
amounting to £58,355 confirmed the presence of gold mineralisation within this system with anomalous gold continuing along strike and present
within the surrounding area.
During the year ended 31 December 2022 expenditure on the project amounted to £39,337 and related to core cutting and processing.
Canada- Big Bear Project
The acquisition of various prospects in 2018 and 2019 consolidated previously fragmented areas into the wider Big Bear umbrella project, priming
Panther Metals for extensive and comprehensive exploration in the area. A total of 253 geophysical anomalies have been identified, with 39
designated for priority investigation.
The Little Bear Lake and Schreiber prospects are of particular interest to the company: historic work programmes in 2010 and 2011 targeted an
intense magnetic response from both. Assays yielded from the 1.6km long gold trend included 6m at 1.5 g/t Au, up to 53.7 g/t Au and 19.25 g/t Ag
in rock chip and 18.2 g/t Au and 1.03 g/t Ag in soil. Historical bulk sampling reported 150t averaging 17.6 g/t Au, while historical drill intersections
include 0.55m at 19.2% Zn and 4.6% Cu from 15.2m depth.
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.
During the year ended 31 December 2021 expenditure on the project relating to sampling and geological services amounted to £18,211.
During the year ended 31 December 2022 expenditure on the project relating to geological services amounted to £23,100.
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PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
Canada- Obonga Greenstone Belt Project
On 2 August 2021, the Company announced the acquisition of 1,128 claims, constituting an almost exclusive exploration holding over the
Obonga Greenstone Belt located approximately 80km north of the Lac Des Iles Mine and 160km north of Thunder Bay in the Province of
Ontario Canada. The acquisition of claims, consolidating Panther Canada’s new Obonga Project, results from an agreement with Broken Rock
Resources Ltd and Panther’s own claim staking strategy which provides the Company with control of an important mineral belt with identified
and permitted high prospectivity drill-ready base and precious metal targets. The total consideration package on the project amounted to
£301,496.
In November 2021 the Company agreed a deal to take an option on four further properties on the Obonga greenstone belt to supplement its
landholding in the area. The headline consideration was CAD$30,000.00 upfront and an ongoing payment of CAD$10,000.00 per year for the
three consecutive years of the agreement and the final payment of CAD$200,000. The final payment is contingent on success in the ground.
The total consideration package on the project recognised in year amounted to £34,904.
During the year ended 31 December 2021 expenditure on the project amounted to £263,102 relating to drilling, surveying, sampling and
geological services.
During the year ended 31 December 2022 expenditure on the project amounted to £831,192.
• Survey and drilling assessment work amounting to £23,722.
• A successful Phase 2 drilling campaign costing £593,027 took place at Survey, Awkward and Wishbone in Autumn 2022 and resulted in the
discovery of a volcanogenic massive sulphide (VMS) at Survey. The Wishbone VMS System drilling has given further wide massive sulphide
intersections and high-grade zinc intersections. At Awkward, the drilling has outlined potentially significant intersections of near-surface
crystalline ‘flake’ graphite.
• Surveying, sampling and core processing costs of £57,570.
• Geological services relating to the work amounting to £156,873.
Canada- Manitou Lakes Project
On 7 April 2022 the Company announced that it had entered into an option and sale and purchase agreement with Shear Gold Exploration
Corporation to purchase a substantial claim holding including the West Limb and Glass Reef gold properties, on the Eagle - Manitou Lakes
Greenstone Belt.
The project covers a total area of approximately 98km2 and is located within the gold endowed Kenora Mining District, approximately 300km
east of Thunder Bay and equidistant between the towns of Fort Frances and Dryden in north-western Ontario, Canada.
During the year ended 31 December 2022 expenditure on the project amounted to £72,180.
Panther Metals PLC
The Company directly holds a small amount of exploration and evaluation assets in projects in Queensland and Mauritania.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.
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PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
10. Investments
Company
Movements in investments
Cost
At 1 January 2021
Additions
Net gain on partial disposal
At 31 December 2021
Panther Metals Limited loss on associate
Panther Metals Limited foreign exchange gain
Deregistration of Parthian Resources (HK) Limited
At 31 December 2022
Net book value
At 31 December 2022
At 31 December 2021
Investments in subsidiaries
and associates
£
635,333
228,580
301,615
1,165,528
(214,782)
94,080
(181)
1,044,644
1,044,644
1,165,528
On 10 December 2021, the Company announced that its 100% owned subsidiary based in Australia, Panther Metals Limited, listed on the ASX,
raising AUD$5m. The Company’s shareholding reduced because of this dilution to 36.6% but the investment above now reflects its share of the
underlying net assets of the ASX listed entity (see note 4).
As part of the preparation for this listing, the balances between the trading companies in the Group, Panther Metals PLC, Panther Metals
(Canada) Ltd and Panther Metals Ltd were aggregated and simplified as at 31 July 2021, resulting in a capitalisation of a net balance due from
Panther Metals Limited to Panther Metals PLC of £228,580.
During the year ended 31 December 2021, the Company made the decision to deregister Parthian Resources (HK) Ltd, its 100% owned Hong
Kong non trading subsidiary. The deregistration became effective on 30 December 2022.
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 Ltd
Ownership
Country of Incorporation
Nature of business
100%
100%
36.6%
Malaysia
Canada
Australia
Dormant
Exploration
Exploration
The subsidiary companies use the Company’s business address of Eastways Enterprise Centre, 7 Paynes Park, Hitchin, Hertfordshire, SG5 1EH
as their registered office.
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PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
11. Receivables
Amounts falling due within one period
Amounts due from subsidiaries
Prepayments
Other receivables
12. Cash and cash equivalents
Cash and cash equivalents comprise cash held at bank.
13. Trade and other payables
Trade payables
Accruals
Deferred consideration (note 14)
Group
Company
As at
31 December
2022
£
As at
31 December
2021
£
As at
31 December
2022
£
As at
31 December
2021
£
-
38,437
111,882
150,319
-
2,263,586
1,292,657
21,315
51,443
72,758
38,437
6,505
21,315
13,983
2,308,528
1,327,955
Group
Company
As at
31 December
2022
£
As at
31 December
2021
£
As at
31 December
2022
£
As at
31 December
2021
£
86,607
36,000
24,228
146,835
2,072
35,473
23,047
60,592
47,766
36,000
24,228
107,994
2,587
35,473
23,047
61,107
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PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
14. Provision for Deferred Consideration
Current Liabilities payable within 1 year
Amount due to Broken Rock
Amount due to Aki Siltamaki
Non-Current Liabilities
Amounts due to Broken Rock
Amount due to Aki Siltamaki
Group
Company
As at
31 December
2022
£
As at
31 December
2021
£
As at
31 December
2022
£
As at
31 December
2021
£
18,136
6,092
24,228
183,557
6,045
189,602
17,285
5,762
23,047
190,626
11,392
202,018
18,136
6,092
24,228
183,557
6,045
189,602
17,285
5,762
23,047
190,626
11,392
202,018
On 2 August 2021, the Company announced the acquisition of 1,128 claims, constituting an almost exclusive exploration holding over the
Obonga Greenstone Belt located approximately 80km north of the Lac Des Iles Mine and 160km north of Thunder Bay in the Province of
Ontario Canada. The acquisition of claims, consolidating Panther Canada’s new Obonga Project, results from an agreement with Broken
Rock Resources Ltd and Panther’s own claim staking strategy which provides the Company with control of an important mineral belt with
identified and permitted high prospectivity drill-ready base and precious metal targets. Consideration for the Broken Rock transaction consisted
of CAD$50,000 in cash, 228,925 Panther shares credited as fully paid, the right to receive deferred consideration comprising four tranches
of CAD$30,000 in cash each payable within 30 days of the annual anniversary of the acquisition agreement, followed by a final payment of
CAD$250,000 in cash payable within 30 days of the fifth anniversary of the date of the acquisition agreement and 1.5% NSR royalty (which has
provision for Panther to reduce the royalty to 1.0% NSR through a CAD$3,000,000 buy-back). As part of the transaction Panther also awarded
500,000 share options with an exercise price of 13p per share and a life of five years.
In November 2021 the Company agreed a deal with Aki Siltamaki to take an option on four further properties on the Obonga greenstone belt
to supplement its landholding in the area. The headline consideration was CAD$30,000 upfront and an ongoing payment of CAD$10,000 per
year for the three consecutive years of the agreement and the final payment of CAD$200,000. The final payment is contingent on success in
the ground.
A deferred consideration liability has been recognised as there are no conditions attached to these payments. The amounts payable over
time have been discounted to present value. Each year the liability is increased by the interest rate used in the discounting calculation with
subsequent increases expensed to finance costs.
During the year ended 31 December 2022, payments of CAD$30,000 and CAD$10,000 were made to Broken Rock and Aki Siltamaki respectively
and £1,646 (2021: £nil) was recognised in finance costs.
64
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
15. Share capital
The table below presents the number of new Ordinary Shares after each equity transactions that occurred in the year ended 31 December 2022
and the comparative period to 31 December 2021.
Allotted, issued and fully paid:
At 1 January 2021
Share issue on 23 April 2021
Share issue upon exercising Subscription warrants 20 May
Share issue upon exercising Subscription warrants 9 July
Share issue upon exercising Subscription warrants 29 July
Shares issued as consideration for Obonga transaction
Share issue on 22 September 2021
As at 31 December 2021
Placing on 7 March 2022
Shares issued upon exercising Subscription warrants
Placing on 18 August 2022
Issue of shares to geological consultant
As at 31 December 2022
Number of new
Ordinary Shares
No
Share
Capital
£
57,862,419
3,675,421
1,666,666
1,318,331
333,334
181,667
228,925
200,000
177,975
44,167
23,163
31,191
5,250,000
630,000
66,841,342
4,781,917
4,500,000
265,242
360,000
21,883
20,872,726
1,148,000
343,000
18,865
92,822,310
6,330,665
On 21 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 raising
a total of £200,000. The admission of those shares took place on 23 April 2021.
On 17 May 2021, the Company announced that it has received notice of exercise of a total of 1,318,331 warrants with an exercise price of 6p
per share, raising £79,100 for the Company. The admission of those shares took place on 20 May 2021.
On 9 July 2021, the Company announced that it has received notice of exercise of a total of 333,334 warrants with an exercise price of 6p per
share, raising £20,000 for the Company. The admission of those shares took place on 14 July 2021.
On 29 July 2021, the Company announced that it has received notice of exercise of a total of 181,667 warrants with an exercise price of 6p per
share, raising £10,900 for the Company. The admission of those shares took place on 3 August 2021.
On 2 August 2021, the Company announced the acquisition of 1,128 claims over the Obonga Greenstone Belt located approximately 80km
north of the Lac Des Iles Mine and 160km north of Thunder Bay in the Province of Ontario Canada. Part of the consideration for the transaction
was 228,925 Panther shares credited as fully paid. The admission of those shares took place on 5 August 2021.
65
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
15. Share capital (continued)
On 22 September 2021 the Company announced completion of a capital raise for a total of 5,250,000 Ordinary Shares of no par value raising
£630,000 before expenses, at a price of 12p per Placing Share. Each Placing Share was issued with a one-for-one warrant attached. The
warrants have an exercise price of 18p and a 24-month life. The warrants are subject to an accelerator, shortening the exercise period, if the
volume weighted average price of the Company’s shares exceeds 30p for five consecutive trading days. The admission of those shares took
place on 29 September 2021.
On 7 March 2022, the Company raised £360,000 through a placing of 4,500,000 Ordinary Shares at a price of 8p per share. The admission of
those shares took place on 10 March 2022.
On 8 March 2022, 265,242 Ordinary Shares were issued upon the exercise of 265,242 warrants at a price of 6p per share raising £15,915. The
admission of those shares took place on 11 March 2022.
On 18 August 2022, the Company announced the Placing and admission of 20,872,726 Ordinary Shares at a price of 5.5 pence per Placing
Share in raising gross proceeds of £1,148,000. The admission of those shares took place on 18 August 2022. Each Placing Share was issued
with one warrant attached entitling the holder to subscribe for one new ordinary share at a price of 8.5 pence (the “Warrants”). The Warrants
have a life of 36 months from the date of Admission and are subject to an accelerator so that in the event that the Company’s shares trade at
a volume weighted average price of 20 pence or more for five of more trading days (the “Accelerator Target”) the Company is obligated to give
notice to holders of the Warrants that any outstanding Warrants must be exercised within 14 calendar days’ and on 14 calendar days’ settlement
terms. If the Accelerator Target is achieved, any Warrants not so exercised will lapse.
On 24 November 2022, the Company announced it had issued 343,000 Ordinary Shares of no par value at a price of 5.5p each, credited as
fully paid, to a contractor as compensation for the successful execution of this phase of the Obonga work programme. The admission of those
shares took place on 28 November 2022.
16. Share based payment transactions
Equity settled share-based payments
On 17 May 2021, the Company announced that it has received notice of exercise of a total of 1,318,331 Subscription warrants with an exercise
price of 6p per share, raising £79,100 for the Company. The admission of those shares took place on 20 May 2021. On 9 July 2021, the
Company announced that it has received notice of exercise of a total of 333,334 Subscription warrants with an exercise price of 6p per share,
raising £20,000 for the Company. The admission of those shares took place on 14 July 2021. On 29 July 2021, the Company announced that
it has received notice of exercise of a total of 181,667 Subscription warrants with an exercise price of 6p per share, raising £10,900 for the
Company. The admission of those shares took place on 3 August 2021.
On 2 August 2021, the Company announced the acquisition of 1,128 claims, constituting an almost exclusive exploration holding over the
Obonga Greenstone Belt located approximately 80km north of the Lac Des Iles Mine and 160km north of Thunder Bay in the Province of Ontario
Canada. As part of the transaction Panther also awarded 500,000 share options with an exercise price of 13p per share and a life of five years.
On 20 August 2021 the Company announced the grant of 4,600,000 options to the Panther management team consisting of directors and staff
members. All the options have a 5-year term from the date of grant and an exercise price of 15p per share. The options all are subject to the
vesting condition of the price of the Company’s’ Ordinary Shares at a volume weighted average price of 30p per share over any period of 120
trading days during the life of the options.
On 22 September 2021 the Company announced completion of a capital raise for a total of 5,250,000 Ordinary Shares of no par value (the
“Placing Shares”), raising £630,000 before expenses, at a price of 12p per Placing Share. Each Placing Share was issued with a one-for-one
warrant attached. The warrants have an exercise price of 18p and a 24-month life. The warrants are subject to an accelerator, shortening the
exercise period, if the volume weighted average price of the Company’s shares exceeds 30p for five consecutive trading days.
On 18 August 2022, the Company announced the Placing and admission of 20,872,726 Ordinary Shares at a price of 5.5 pence per Placing
Share in raising gross proceeds of £1,148,000. The admission of those shares took place on 18 August 2022. Each Placing Share was issued
with one warrant attached entitling the holder to subscribe for one new ordinary share at a price of 8.5 pence (the “Warrants”). The Warrants
have a life of 36 months from the date of Admission and are subject to an accelerator so that in the event that the Company’s shares trade at
a volume weighted average price of 20 pence or more for five of more trading days (the “Accelerator Target”) the Company is obligated to give
notice to holders of the Warrants that any outstanding Warrants must be exercised within 14 calendar days’ and on 14 calendar days’ settlement
terms. If the Accelerator Target is achieved, any Warrants not so exercised will lapse.
66
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
Options and warrants issued, cancelled and outstanding at the year end
At 1January
2022
No of options
Issued
Forfeited
Exercised
At 31 Dec
2022
No of options
Weighted
average
exercise
price (pence)
Bookrunner Warrants
265,000
Placing Warrants- Jan 20
13,716,666
Obonga options
Management options
500,000
4,600,000
Placing Warrants- Sept 2021
5,250,000
-
-
-
-
-
Placing Warrants- Aug 2022
-
20,872,726
(13,716,666)
-
-
-
-
(265,000)
-
-
-
-
-
-
-
500,000
4,600,000
5,250,000
20,872,726
24,331,666
20,872,726
(13,716,666)
(265,000)
31,222,726
-
-
0.13
0.15
0.18
0.085
0.545
Options and warrants outstanding and exercisable at the year end
No of options, vested
and exercisable
Exercise price
(p)
Weighted average contractual life
(years)
Expiry date
Obonga options
Management options
Placing Warrants- Sept 2021
500,000
4,600,000
5,250,000
Placing Warrants- August 2022
20,872,726
13
15
18
8.5
3.59
3.64
2 August 2026
22 August 2026
1.73 22 September 2024
2.63
18 August 2025
On 20 December 2021 the Company announced the extension of the expiry date of the 6p Bookrunner Warrants and the 12p Placing Warrants
from 8 January 2022 to 8 March 2022.
On 8 March 2022, the Company announced that it has received notice of exercise of a total of 265,000 warrants with an exercise price of 6p
per share, raising £15,915 for the Company. Admission of the shares took place on 11 March 2022.
On 8 March 2022 the Company had not received notice of exercise of any of the January 2020 Placing Warrants and therefore these 13,716,666
warrants expired at this date and were forfeited.
67
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
16. Share based payment transactions (continued)
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
Risk free rate
Share price volatility
Expected life
Share price at grant date
Obonga options- August 2021
Management options- August 2021
Placing Warrants- September 2021
Placing Warrants- August 2022
0.66%
0.77%
0.77%
3.67%
55%
55%
55%
54%
5 years
5 years
2 years
3 years
0.1363
0.1175
0.1325
0.0535
The total charge to the consolidated statement of comprehensive income for the year to 31 December 2022 was £209,946 (2021: charge of £15,224).
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
2022
£
As at
31 December
2021
£
As at
31 December
2022
£
As at
31 December
2021
£
-
111,882
48,859
160,741
86,607
36,000
213,830
336,437
-
2,263,586
1,292,657
51,443
100,586
152,029
2,072
35,473
225,065
262,610
6,505
44,780
13,983
97,837
2,314,871
1,404,477
47,766
36,000
213,830
297,596
2,587
35,473
225,065
263,125
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.
68
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
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 Canadian Dollars but it has raised capital in £Sterling and its banking facilities are based in the UK and
Canada. Fluctuations in exchange rates of the Canadian 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.
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 in respect of Big Bear and Dotted Lake are subject to minimum spend requirements and to retain
the licences the Group is committed to spend CAD$125,042 in the next 12 months (2021: CAD$143,000).
The project licences held by Panther Canada at Obonga are subject to minimum spend requirements and to retain the licences the Group is
committed to spend CAD$424,488 in the next 12 months (2021: CAD$55,600).
Manitou Financial Commitments
On 7 April 2022 the Company announced that it had entered into an option and sale and purchase agreement with Shear Gold Exploration
Corporation to purchase a substantial claim holding including the West Limb and Glass Reef gold properties, on the Eagle - Manitou Lakes
Greenstone Belt.
Cash consideration of CAD$11,325 was paid to Shear Gold Exploration Corporation to secure the option and sale and purchase agreement,
under which Panther has committed to a minimum spend commitment of CAD$325,000 to be expended over years one and two; and a further
CAD$400,000 to be expended between the second and fourth annual anniversaries of the Agreement. Any excess spend in years one and two
can be offset against expenditure in years three and four.
69
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
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.
Mining Analyst Consulting Limited, a company owned by Nicholas O’Reilly, charged Panther Canada £20,000 (2021: £12,667) in respect of
geological consultancy services and £18,000 (2021: £18,000) in relation to accounting and consultancy services.
Directors’ remuneration is detailed within the Directors’ Remuneration Report on pages 34 to 39. During the year ended 31 December 2022,
Directors’ remuneration has been paid to individuals as salaries (through payroll) or through service companies. The fees paid to Directors were
paid to the following service companies (figures include consultancy fees noted above):
Fees paid to Directors’ service companies
Company Name
CoMo Investment Solutions
Matrix Exploration Pty
Mining Analyst Consulting Limited
Director
M Smith
K Sener
N O’Reilly
Year ended
31 December
2022
£
25,000
-
38,000
63,000
Year ended
31 December
2021
£
25,000
15,157
30,667
70,824
70
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
20. Subsequent events
Sale of Big Bear Canada to Fulcrum Metals PLC
On 10 February 2023 the Company noted that Fulcrum Metals PLC announced the successful pricing of an initial public offering (the “IPO”)
and conditional placing (the “Placing”) of 17,142,857 Shares at 17.5 pence per ordinary share (the “Placing Price”) to raise gross proceeds of
approximately £3 million.
Fulcrum’s Admission to AIM and dealings in its Ordinary Shares on the AIM market of the London Stock Exchange plc commenced at 8:00am
on 14 February 2023 (“Admission”) under the TIDM “FMET” with a market capitalisation at the Placing Price of £8.725million.
Panther holds a total of 9,971,839 Ordinary Shares in Fulcrum representing a 20% interest in the entire issued share capital of Fulcrum, valuing
Panther’s interest at £1.745m at the Placing Price. In addition, Panther holds a total of 714,286 warrants exercisable at 17.5p with a two-year
life from the date of Admission and a further 476,190 warrants exercisable at 26.25p with a three-year life.
The Admission of Fulcrum concludes the sale of the Big Bear Project as announced on 7 April 2022. Panther retains a 2% net smelter return
(“NSR”) royalty over the Big Bear Project and is in receipt of a £200,000 cash payment from Fulcrum.
Sale of Queensland Exploration Asset to ECR Minerals PLC
On 5 April 2023, the Company announced that it has entered into a conditional agreement to sell Panther’s 30% interest in the Blue Mountain
Project, Queensland, Australia, comprising the Denny Gully Gold property, (the “Proposed Acquisition”), to ECR Minerals PLC (LON:ECR). If
the conditions to completion are satisfied, the total consideration under the agreement is GBP£200,000 of which 30% is due to Panther, to be
settled by the issue of 31,913,196 Ordinary Shares in ECR at a price of 0.6267p. The Proposed Acquisition is conditional, inter alia, upon ECR
obtaining Australian Ministerial approval for the transfer of the tenements comprising the Blue Mountain Project.
Rights Issue by Panther Metals Limited (Australia)
On 28 March 2023 the Company announced that Panther Metals Ltd launched a new prospectus in respect of a renounceable rights issue to
raise up to AUD$2.7m to grow the nickel-cobalt Mineral Resource at its flagship Coglia Project in Western Australia.
71
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 COMPANY INFORMATION
Directors
Darren Hazelwood (Chief Executive Officer)
Mitchell Patrick Smith (Chief Operating Officer)
Nicholas O’Reilly (Non-Executive Chairman)
Simon Rothschild (Non-Executive Director)
Kate Asling (Non-Executive Director)
Secretary
Cavendish Secretaries Limited
Company number
009753V (Isle of Man)
19-21 Circular Road
Douglas
Isle of Man
IM1 1AF
Keelings Limited
Broad House
The Broadway
Old Hatfield
Hertfordshire
AL9 5BG
Bank of Montreal
595 Burrard Street
Vancouver
V7X1L7
Canada
Lloyds Bank PLC
1 Bancroft
Hitchin
SG25 1JQ
Computershare Investor Services (Jersey) Limited
Queensway House,
Hilgrove Street
St. Helier
Jersey
JE1 1ES
Registered office
Auditors
Bankers
Registrars
72
PANTHER METALS | ANNUAL REPORT AND FINANCIAL STATEMENTS 2022 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