Annual report and accounts
2019
PANTHERA RESOURCES PLC
Company Registration No. 10953697(United Kingdom)
Growth Through Exploration
Annual Report
for the year ended 31 March 2019
Who we are
Panthera Resources PLC is an exploration and development group focussed on gold projects in India
and West Africa and the optimisation of its other mineral properties.
The Company was incorporated in the United Kingdom in 2017. The Company's shares are listed on the
AIM market of the London Stock Exchange.
Vision
To build and grow the value of a portfolio of high quality, low cost gold mining assets in India and West
Africa.
Our Strategy
Panthera intends to utilise the proven ability of its Board and management team to develop projects at
all stages of the value chain to create a significant gold exploration and development group. The plan is
to do so through exploring and developing its current and future gold resource projects.
Table of Contents
Growth Through Exploration
Highlights of 2019
Chairman's statement
Strategic and Operational Report
Directors’ Report
Audit Report
Group statement of comprehensive income
Group statement of financial position
Company statement of financial position
Group statement of changes of equity
Company statement of changes in equity
Group statement of cash flows
Company statement of cash flows
Notes to the financial statements
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Corporate website
pantheraresources.com
Annual Report for the year ended 31 March 2019
Highlights of 2019
Panthera Resources PLC has successfully navigated its first full year as an AIM listed exploration and mining company,
strengthened its balance sheet with an innovative non-dilutive transaction, significantly grown the value of its West African gold
exploration portfolio and set a new course for a fruitful outcome to the protracted Prospecting Licence (“PL”) application
process for its flagship Bhukia Joint Venture (“JV”) project in Rajasthan.
The Bhukia Joint Venture (“JV”) project in Rajasthan, India is targeted for a +6.0Moz resource drill-out
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A high value partnership has been established with Galactic Gold Mining Pvt Ltd (Galaxy) that is designed to align Indian
capital with the success of the JV and bring increased Indian business and operational capabilities to advance
Panthera's Indian capabilities.
A JORC-Inferred Mineral Resource of 1.74Moz exists, with a planned exploration programme that targets increasing
this to over 6.0Moz.
The JV's Prospecting Licence Application (PLA) was rejected by the Government of Rajasthan (“GoR”) in August 2018 on
various spurious grounds, forcing the JV to challenge the rejection order in court to protect its legal rights and the
interests of its shareholders.
The Hon'ble High Court of Rajasthan passed an interim Stay Order protecting the legal rights of the JV by restraining the
Government of Rajasthan from granting third party rights within the entire area of the PLA. Court proceedings are
ongoing and the JV is confident of getting a favourable judgment once all pleadings are complete.
Following the Rajasthan State and Indian General Elections, the JV has reopened negotiations with the Government of
Rajasthan towards the grant of the PL over the Bhukia Gold Project.
The new National Mineral Policy 2019 declared by the Government of India, aims to revive the exploration and mining
industry by bringing in necessary reforms to attract private part
High potential West Africa gold exploration portfolio with drill-ready targets
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The Company has acquired rights to the Labola gold project in southern Burkina Faso, West Africa. Historically,
combined resources of over 600,000oz averaging about 1.2g/t Au were estimated and quoted by High River Gold /
Nordgold under JORC and NI43-101 guidelines and Panthera's priority exploration will focus on confirming and
expanding these known zones of mineralisation.
At the Naton JV project in southern Burkina Faso, West Africa the Company completed its first drill testing programme
with encouraging results which demonstrated ore grade gold mineralisation on four out of five structures tested.
Follow up geological mapping and geochemical sampling has further refined existing targets and identified further high
tenor gold anomalies for drill testing.
At the Kalaka JV project in southern Mali, West Africa, a new (replacement) tenement was granted to Panthera at the
end of December 2018. The new title can be renewed for a period of up to 7 years and will enable systematic
exploration of the targets generated by its technical team, including the potential extension identified by the
Company's geophysical survey of the known mineralisation at the K1A prospect.
Geological mapping and sampling at the Bassala JV have identified an extensive and highly encouraging gold in soil
anomaly that clearly requires drill testing. Further infill work is underway to aid drill targeting.
A US$1.25million funding package was negotiated
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A strategic alliance and staged financing partnership was agreed with Galaxy, an Indian company with a strategic
objective to become a premier listed Indian gold mining and investment company.
Tranche one of US$250,000 was drawn down in January 2019 and tranche two of US$250,000 was received in May
2019. The final tranche of US$750,000 is due prior to the successful grant of the Bhukia Gold Project PL.
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Annual Report for the year ended 31 March 2019
Strategic and Operational Report
The Directors present their strategic report on the Group for the year ended 31 March 2019.
Strategy:
Panthera Resources strategy remains focussed on dual paths of value creation, through the discovery,
development and optimisation of mineral assets in its two chosen geographic areas of activity.
By acquiring and advancing projects at all stages of the value chain Panthera intends to create a significant gold exploration and
development Group. The Board has set an objective of building a portfolio of high quality, low cost gold assets in India and West
Africa.
A dual work stream approach will continue to be taken. Working with our partner Galaxy on the advancement of our objectives
in India constitutes one business stream, while the simultaneous advancement of West African projects represents the second
stream of activity.
In India, emphasis will continue to be placed on attaining a PL for the Bhukia Gold Project. Once acquired, the extensive amount
of exploration already completed will be leveraged and further drilling is expected to define a substantial JORC-compliant
resource base and allow the completion of a bankable feasibility study.
In West Africa the Group now has the opportunity to re-prioritise its activities following the successful addition of the Labola
property in southern Burkina Faso to its already exciting portfolio of properties. Expanding Labola's previously defined resource
will become one of the Company's priority activities, which compliments recent drill success achieved at Naton and the
definition of multiple exciting targets elsewhere in West Africa. The first RC drilling program at Naton achieved excellent results
with ore grade intersections encountered at 4 of the 5 structures tested, and further drilling is clearly required, whilst high-
quality drill ready targets have also been defined at Bassala and Kalaka.
The Group's demonstrated abilities in project acquisition will remain a core competency that the Company will utilise to seek
further growth opportunities via joint venture arrangements and/or acquisitions of other metals projects. Several advanced
opportunities emerged from this initiative during the year and the first acquisition was the advanced stage Labola gold project.
Key Strengths:
High potential assets with low operating costs in stable operating environments with strong, highly
experienced leadership.
Large gold resource with significant upside potential at Bhukia
A JORC-compliant Inferred Resource of 1.74Moz is defined over only approximately 10 per cent of the gold in soil anomaly that
has been tested, with high potential exploration targets for extensions of that resource. The Bhukia Gold Project has been
subjected to over 150 drill holes in addition to extensive sampling, with the GSI producing an unclassified non-JORC resource
that substantiates a geologic target of over 6.0Moz of gold.
Potential to be a low-cost operation
Management continues to believe the Bhukia Gold Project demonstrates all the key characteristics that will enable low-cost
production. Early conceptual studies suggest the operation will incorporate a shallow open pit mine with consistent and
continuous grades. The large-scale ore body and potential to capture by-product copper credits is likely to further lower
operating costs. Pit optimisation studies have suggested that the majority of the inferred resource may be economically
recovered at low gold prices. The operation has access to extensive infrastructure, with power, roads and transport in close
proximity.
Support of National Governments
The Government of India (“GoI”) is encouraging private investment in exploration and mining, promoted by Prime Minister
Modi's “Make in India” campaign to strengthen the nation. The New National Mineral Policy 2019 promises to address some of
major issues faced by the mining and exploration industry in the country. The development of the Bhukia Gold Project would
bring additional employment opportunities for the local community, and the Group anticipates support from the Government
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Annual Report for the year ended 31 March 2019
and local community alike. The same is also expected of the Governments of Burkina Faso and Mali who are both promoting the
resources industry and regional economic growth.
Board and Management Team
The Group has assembled a strong Board and management team that provide a multi-disciplined, well-educated and
experienced leadership, collectively demonstrating substantial experience in the exploration, financing, development and
operation of mines.
West African portfolio
The Company's assets in Burkina Faso and Mali present a portfolio of large, cohesive soil anomalies with significant eluvial,
alluvial and artisanal workings spread over well-known gold mineralised geological belts. Panthera will take advantage of its
team's extensive experience in the areas to develop the projects and follow up on its early drilling success. The acquisition of the
Labola option (Burkina Faso) gives Panthera an advanced drill ready project that could rapidly advance to feasibility.
Organisational Overview:
The Board of Directors
The Board is responsible for providing strategic direction for the Group, setting objectives and management policies and
agreement on performance criteria. The Board monitors compliance with objectives and policies of the Group through monthly
performance reporting, budget updates and monthly operation reviews.
The Company was established on 8 September 2017. Michael Higgins is the Non-Executive Chairman of the Board and Geoff
Stanley is the Managing Director and Chief Executive Officer. Mr David Stein, Mr Tim Hargreaves and Ms Catherine Apthorpe are
Non-Executive Directors.
As part of the Company's succession planning two long serving Directors, Mr Chris Rashleigh and Mr Peter Carroll did not stand
for re-election.
The current composition of the Board is one Executive Director and four Non-Executive Directors. The Board believes the
composition of the Board provides an appropriate mix to conduct the Group's affairs at the present time and the CEO will be
reviewing the situation going forward.
Ms. Minna Gonzalez-Gomez LLM ISCA was appointed Company Secretary, she has multi-jurisdictional experience particularly in
India, and South East Asia. Ms. Gonzalez-Gomez has a master's degree in International Law from the University of Turku, and a
master's degree in Comparative Corporate and Commercial Law from University College London. Ms. Gonzalez-Gomez is a
qualified Company Secretary and member of the Institute of Chartered Secretaries and Administrators.
The Audit Committee
The Audit Committee is responsible for ensuring that the Group's financial performance is properly monitored, controlled and
reported. The Audit Committee is responsible for the scope and effectiveness of the external audit and compliance by the
Group with statutory and other regulatory requirements. It comprises one Executive Director, Geoff Stanley, and one Non-
Executive Director, Catherine Apthorpe.
No internal control issues requiring disclosure were identified during 2019.
The Remuneration Committee
The Remuneration Committee provides a formal and transparent review of the remuneration of the Executive and Non-
Executive Directors and makes recommendations to the Board on individual remuneration packages. This includes the award of
non-contractual performance related bonuses and share options. Remuneration packages are designed to reward, motivate,
retain and recruit individuals.
It comprises Catherine Apthorpe and David Stein (Non-Executive Directors). No Director took part in discussions concerning the
determination of their own remuneration.
The Nominations Committee
The Nominations Committee is responsible for identifying and nominating candidates to fill Board vacancies, to consider future
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Annual Report for the year ended 31 March 2019
succession plans as well as to whether the Board has the skills required to effectively manage the Group. It comprises Tim
Hargreaves and David Stein (Non-Executive Directors).
Business Environment :
In last year's report we postulated that there were “numerous reasons to believe that the balance of pressures on the gold price
will be to the upside. The emergence of a global trade war precipitated by the US president, the unstable situation with North
Korea and Iran, and increasing instability across the European Union is all likely to support increased investment in gold as a safe
option…..” These expectations have largely come to pass, and we are now enjoying a much more positive gold price. It is clear
that those pressures continue to build, and we see little reason to expect any of these macroeconomic or geopolitical situations
to be resolved in the short term. While gold has been remarkably strong in light of the firm US dollar recently, the outlook for the
dollar appears to be trending negatively, and hence we envisage a likely further positive impact on the gold price. These have
been positive influences for the gold exploration business and we have seen key indices of the junior gold mining stocks such as
the GDX fare well. It went from 21.98 to 22.42 during the year in question but subsequently it has increased by approximately
20% to over 26.
This implies a modest improvement in gold equity valuations against a backdrop of the move in gold from US$1,322 to
US$1,293. Subsequent to year end the gold price has risen to marginally over US$1,500 per oz, an increase of approximately
16%, compared to the GDX rise of almost 32% to 29.6 at the time of writing. Clearly there has been a valuation recovery
precipitated by the rise in the gold price. The improved valuation environment the sector is enjoying may positively impact the
average cost of capital for gold companies in the near term and provide much needed equity financing opportunities to the
sector participants. Nevertheless, these opportunities are often short lived and the board and management of Panthera must
remain vigilant to ensuring a balance sheet that is not vulnerable to further prolonged downturns.
The business environment in India is likely to remain positive following the recent general elections. The stability offered by the
strong showing of the Modi government is likely to see India retain its robust growth rates. Indian economy is projected (IMF) to
continue to be the fastest growing major economy in 2018-19 and 2019-20. Recent GDP growth of 7.6 per cent supports this
contention. In respect to the mining sector, the Government of India (GoI) introduced the much awaited new National Mineral
Policy (NMP)
. The NMP, sets out, ambitiously, to increase the production of major
minerals by 200% in 7 years. The target is tied to the current Government's “Make in India” initiative and to boost India's
economic growth.
2019 that replaced the earlier
2008 Policy
The NMP aims make necessary changes to the existing laws to attract private investments in exploration, within the ambit of an
auction regime, through 'Right of First Refusal' at the time of auction and seamless transition from Reconnaissance permit to
Prospecting Licence to Mining Leases.
The NMP also states that special attention would be given to the prospecting and exploration of minerals in which the country
has a poor resource-cum-reserve base despite having the geological potential for large resources. Energy critical minerals,
fertilizer minerals, precious metals and stones, strategic minerals and other deep-seated minerals would be considered under
this ambit. Additionally, clearances for grant of tenements would be streamlined with simpler, transparent, accountable and
time bound procedures to facilitate exploration in order to conform to the statutory requirements especially for geologically
complex deposits. Merger and acquisitions of mining entities and transfer of mining leases granted transparently will be
encouraged by introducing appropriate incentives in existing laws.
The Company hopes that policies laid down in the NMP are enacted and implemented rapidly to give a boost to the declining
exploration industry in India. It is also hoped that this would reduce the bureaucratic red tape and stigma of corruption that
continue to plague the country, thus improving the JV's ability to obtain the necessary PL required to recommence exploration
at the Bhukia Gold Project.
Economic conditions in Burkina Faso and Mali remain stable with real GDP growth estimated (African Development Bank) to be
6.0% in 2019 and 5.9% in 2020. As cooperation with China stimulates infrastructure development and adds support to growth,
both economies are expected to benefit. Gold exploration activity and gold-mining continue to represent significant positive
inputs to both economies. The mining industry provides employment opportunities, improved infrastructure, and
opportunities for significant capital expenditure growth. In both Burkina Faso and Mali, the mining industry is likely to continue
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Annual Report for the year ended 31 March 2019
to be a positive agent for change in underprivileged communities and regions. While increasing security instability in the
northern and border regions of both countries requires increased levels of diligence and caution, Management and the Board of
Panthera anticipate a continued supportive environment for exploration.
Corporate Governance :
The Board remains committed to the highest standards of governance applicable to a Group of our size and to setting a culture
that values the very highest of ethical standards in all territories in which we operate and that encourages personal and
corporate integrity throughout the Group. As permitted, the Group has not chosen to voluntarily apply the UK Corporate
Governance Code, however it intends to comply with the principles where relevant for a Company of its size. Details of the
Group's compliance with the principles can be found on the Group's website.
All Directors, management and staff are expected to consistently apply the highest ethical standards to their conduct to ensure
that the Group's affairs and reputation are at all times maintained at the uppermost level. It does not tolerate any corrupt
practices.
The Board has established a Code of Conduct incorporating the guidelines of the Bribery Act 2010 and compliance officers have
been appointed with clearly defined roles of responsibility. Personnel are encouraged to be vigilant at all times and report any
suspicions they may have. Implementation of the Code is monitored, and contraventions are reported to the Board.
The Directors recognise the importance of building good relations with local communities situated close to the Group's
operations and the Group readily contributes, where appropriate, to the development of the local infrastructure and to
supporting community needs.
Panthera is totally committed to minimising any adverse impact of its activities on the natural environment and, as a minimum
standard, will comply with any relevant legislation within the territories in which we operate. The Group adheres rigorously to all
local environmental regulations.
The Board is committed to providing effective communication with the shareholders of the Group. Significant developments are
disseminated through stock exchange announcements, regular updates on the Group's website and via its news subscription
service, which is open to anyone. The Group readily responds to enquiries from shareholders and the public, and Board
members regularly present using the Directors Talk online forum and Mines and Money events. The Board views the Annual
General Meeting as a forum for communication between the Group and its shareholders and encourages their participation in
its agenda.
Business Performance :
Exploration & Business Development - India
As a result of the ongoing permitting delays precipitated by the GoR there was no renewed exploration activity at either Bhukia
or Taregaon during the period, or anywhere else in India, because the Group held no granted mineral rights. The JV's application
for a PL over the Bhukia Gold Project was formally rejected by the GoR, which has necessitated intervention in the courts.
However, our PL application remains on foot for the Taregoan property. The Group has deferred re-application for any of its
lapsed reconnaissance permit applications located in the southern Indian gold belts, since recent legislative changes only allow
for non-exclusive tenure. Overall, in regard to possible additions to its exploration portfolio, a wait-and-see approach has been
adopted in the hope and expectation that proposed amendments to laws foreshadowed by the new National Mineral Policy
document will allow security of reconnaissance phase tenure in India. Until that happens, India is unlikely to attract any grass-
roots exploration activity.
Because of the Group's strong legal claim to the Bhukia Gold Project, corporate and business development opportunities have
been possible. The Board and Management were able to pursue corporate opportunities to fulfil some of the Company's key
corporate objectives designed to advance the Bhukia Gold Project. Key objectives were:
1. Align Indian capital and investment with the success of the Bhukia Gold Project
2. Strengthen the Company's Indian management breadth and depth
3. Acquire new Indian bureaucratic and political connections and capabilities
To this end the Company was successful in negotiating a strategic relationship with Galaxy to form a partnership in India to
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Annual Report for the year ended 31 March 2019
succession plans as well as to whether the Board has the skills required to effectively manage the Group. It comprises Tim
Hargreaves and David Stein (Non-Executive Directors).
Business Environment :
In last year's report we postulated that there were “numerous reasons to believe that the balance of pressures on the gold price
will be to the upside. The emergence of a global trade war precipitated by the US president, the unstable situation with North
Korea and Iran, and increasing instability across the European Union is all likely to support increased investment in gold as a safe
option…..” These expectations have largely come to pass, and we are now enjoying a much more positive gold price. It is clear
that those pressures continue to build, and we see little reason to expect any of these macroeconomic or geopolitical situations
to be resolved in the short term. While gold has been remarkably strong in light of the firm US dollar recently, the outlook for the
dollar appears to be trending negatively, and hence we envisage a likely further positive impact on the gold price. These have
been positive influences for the gold exploration business and we have seen key indices of the junior gold mining stocks such as
the GDX fare well. It went from 21.98 to 22.42 during the year in question but subsequently it has increased by approximately
20% to over 26.
This implies a modest improvement in gold equity valuations against a backdrop of the move in gold from US$1,322 to
US$1,293. Subsequent to year end the gold price has risen to marginally over US$1,500 per oz, an increase of approximately
16%, compared to the GDX rise of almost 32% to 29.6 at the time of writing. Clearly there has been a valuation recovery
precipitated by the rise in the gold price. The improved valuation environment the sector is enjoying may positively impact the
average cost of capital for gold companies in the near term and provide much needed equity financing opportunities to the
sector participants. Nevertheless, these opportunities are often short lived and the board and management of Panthera must
remain vigilant to ensuring a balance sheet that is not vulnerable to further prolonged downturns.
The business environment in India is likely to remain positive following the recent general elections. The stability offered by the
strong showing of the Modi government is likely to see India retain its robust growth rates. Indian economy is projected (IMF) to
continue to be the fastest growing major economy in 2018-19 and 2019-20. Recent GDP growth of 7.6 per cent supports this
contention. In respect to the mining sector, the Government of India (GoI) introduced the much awaited new National Mineral
Policy (NMP)
. The NMP, sets out, ambitiously, to increase the production of major
minerals by 200% in 7 years. The target is tied to the current Government's “Make in India” initiative and to boost India's
economic growth.
2019 that replaced the earlier
2008 Policy
The NMP aims make necessary changes to the existing laws to attract private investments in exploration, within the ambit of an
auction regime, through 'Right of First Refusal' at the time of auction and seamless transition from Reconnaissance permit to
Prospecting Licence to Mining Leases.
The NMP also states that special attention would be given to the prospecting and exploration of minerals in which the country
has a poor resource-cum-reserve base despite having the geological potential for large resources. Energy critical minerals,
fertilizer minerals, precious metals and stones, strategic minerals and other deep-seated minerals would be considered under
this ambit. Additionally, clearances for grant of tenements would be streamlined with simpler, transparent, accountable and
time bound procedures to facilitate exploration in order to conform to the statutory requirements especially for geologically
complex deposits. Merger and acquisitions of mining entities and transfer of mining leases granted transparently will be
encouraged by introducing appropriate incentives in existing laws.
The Company hopes that policies laid down in the NMP are enacted and implemented rapidly to give a boost to the declining
exploration industry in India. It is also hoped that this would reduce the bureaucratic red tape and stigma of corruption that
continue to plague the country, thus improving the JV's ability to obtain the necessary PL required to recommence exploration
at the Bhukia Gold Project.
Economic conditions in Burkina Faso and Mali remain stable with real GDP growth estimated (African Development Bank) to be
6.0% in 2019 and 5.9% in 2020. As cooperation with China stimulates infrastructure development and adds support to growth,
both economies are expected to benefit. Gold exploration activity and gold-mining continue to represent significant positive
inputs to both economies. The mining industry provides employment opportunities, improved infrastructure, and
opportunities for significant capital expenditure growth. In both Burkina Faso and Mali, the mining industry is likely to continue
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Annual Report for the year ended 31 March 2019
Figure 1 Location West Africa Projects
Labola Project(Burkina Faso – option to purchase 100%) :
The project is located in the south-eastern part of Burkina Faso within the Banfora greenstone belt, approximately 380km
southwest of the capital city Ouagadougou and 90km east-northeast of the Banfora gold deposit (Fig 1).
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Annual Report for the year ended 31 March 2019
Google Earth images clearly show two main quartz veins that have been exploited by artisanal gold miners and which
extend over apprximately 9km of strike (Figure 2). Artisanal mining is generally shallow (around 10-30m) whereas drilling
has demonstrated significant mineralisation at depths up to 300m below surface.
Figure 2: Google Earth Image Showing Licences and Artisanal Activity
Exploration was undertaken in the past by High River Gold / Nordgold (ex TSX and LSE listed, now private) and Taurus Gold
(private South African company). While not all of the results from this work have been obtained and compiled, the
following drill results have been identified to date:
High River Gold / Nordgold:
RC:
DD:
25,025m in 227 drill holes (possibly up to 90 additional drill holes)
2,489m in 24 drill holes
RAB:
1,628m in 48 drill holes
Taurus Gold:
RC:
DD:
5,059m in 27 drill holes
19,949m in 103 drill holes
The data and core are available for the Taurus drilling but the HRG/Nordgold data has not been sighted as yet.
Both groups undertook preliminary resource estimations to JORC and/or NI43-101 guidelines, but as only summary data has
seen sighted to date, these estimates should be considered exploration targets only at this stage. The total historical
estimate (HRG/Nordgold) is over 600,000 ounces at a grade of around 1.2g/t Au. A full independent resource estimate is
proposed following verification work on existing drill core and complete a verification drilling programme.
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Annual Report for the year ended 31 March 2019
Numerous significantly higher grade drill intercepts have been returned, consistent with the high grades being reported by
the artisanal miners, including:
WNDD15:
2m @ 130.6g/t Au from 66m
WNDD24:
11m @ 8.2g/t Au from 147m
WNDD58:
6.5m @ 7.26g/t Au from 318m
One semi-mechanised underground mine visited by Panthera geologists was focussed on a 0.9m to 1.4m wide quartz vein
and the main shaft was at 57m while Panthera was on site. This is on the eastern vein which appears to be a single vein
with associated mineralised stringers either side and thus represents a good high grade underground target.
The western vein consists of a series of sheeted and stringer veins over 1-10m total width and has potential to be mined via
open pit methods. Alteration, including coarse arsenopyrite and tourmaline (both typical of gold in the Birimian), was seen.
Some veins at an angle to the main trend were also noted and the possibility of this zone being a Reidel-array style shear
related vein system is likely.
Thus, the potential to significantly increase the overall resource base is considered to be good by Panthera's geologists, in
particular higher grade shoots at depth and structural targets where the two veins merge and become more of a stockwork
or Reidel-array style shear zone.
Figures 3-4 show pictures of the workings and alteration/mineralisation at Labola.
Figure 3: Close-up of Labola Project Showing Previous Drilling on Google Earth Image
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Annual Report for the year ended 31 March 2019
Figure 4: View of Artisanal Workings from PAT's Site Visit (Southern Area)
Naton (Burkina Faso – earning to 80%) :
At the Naton project the regolith mapping program was continued in order to complete coverage of targets considered
prospective based on the soil sampling. The Company has also identified historical data that had been archived by the
government agency and this information has now been digitised and is being used to identify targets for the next drilling
programme.
Initial results are highly encouraging, with several anomalies identified that are coincident with, and extend beyond, artisanal
workings. These artisanal workings were developed on alluvial, eluvial and in situ mineralisation. Drill targets have been
defined for testing and initial drilling on five structures in the north-east resulted in some excellent intersections of gold
mineralisation. This drilling included a 1,077m program of RC drilling, which was completed in the third quarter of 2018 with
results returned in the reporting year.
The Company tested the Somika Hill target with three drill holes over about 900m of strike. The Kaga and Bido veins only had a
single hole drilled into them as part of the programme and hence remain open in all directions. The Somika East target is a virgin
discovery without any previous artisanal activity and the site has also only been tested by a single drill-hole after it was identified
via soil sampling.
The drill programme was very successful in upgrading the Kaga Vein, Bido Vein and Somika East targets, with these all requiring
additional drill testing to ascertain size potential. The resulting grades have shown positive results with over 3g/t Au being
returned from each target and up to 32.3g/t Au as a best result.
Much of the better mineralisation at each of these targets appears to be associated with sulphide alteration rather than quartz
veins, suggesting that Induced Polarisation (“IP”) may be a good exploration tool and useful in the targeting of future drilling
locations.
The main Somika Hill trend has been significantly extended with regards to strike potential. Additional exploration is required to
assess its full potential as drilling is still very broadly spaced.
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Annual Report for the year ended 31 March 2019
Significant drill intersections are shown below:
·
·
·
Kaga Vein:
Bido Vein:
Somika Hill:
·
Somika East:
8m @4.78g/t Au from 66m including 4m @ 9.26g/t Au from 68m
6m @ 1.90g/t Au from 99m including 3m @ 3.26g/t Au from 100m
10m @ 0.52g/t Au from 11m including 2m @ 1.61g/t Au from 13m
3m @ 1.03g/t Au from 36m
6m @ 1.04g/t Au from 82m including 1m @ 4.98g/t Au from 86m
2m @ 3.00g/t Au from 77m
4m @ 1.80g/t Au from 99m including 1m @ 6.44g/t Au from 101m
The following photo of drilling is located at Somika Hill prospect:
Kalaka (Mali – earning 80%):
At the Kalaka JV project in southern Mali, West Africa, the company conditionally surrendered the old tenure in August 2018 in
favour of a new tenement granted to Panthera in December 2018. The licence has been granted to our local 100% owned
subsidiary company – Panthera Mali Resources SARL on behalf of our Joint Venture partners (Golden Spear Mali SARL) for an
initial period of 3 years commencing 31 December 2018. This may be renewed for a further 3 years and then an additional 1 year
if all conditions are met.
The project is located in the southern part of Mali, within a poorly explored Birimian greenstone belt (Figure 1). Previous
work by other explorers has outlined several zones of significant gold mineralisation, including the K1A anomaly, a large
zone of low-grade gold mineralisation associated with mafic intrusions and meta-sediments that has been defined over a
strike of about 1km and up to 200m width.
Significant drill intercepts include (Figure 5):
K1AD001:
K1AD002:
K1AD006:
246.3m @ 0.54g/t Au from 53m, including 56m @ 1.02g/t Au
191.8m @ 0.52g/t Au from 9m, including 6m @ 1.47g/t Au and 4m @ 2.47g/t Au
175.4m @ 0.49g/t Au from 24 m, including 25m @ 1.21g/t Au
13
Annual Report for the year ended 31 March 2019
Recent geophysical work by Panthera
h a s s h o w n t h a t t h e k n o w n
mineralisation at K1A has an associated
IP chargeability anomaly related to the
disseminated sulphides (pyrite,
pyrrhotite and arsenopyrite) within the
This
alteration and mineralisation.
anomaly has been shown to trend away
from the zone that has been drill tested
to date, with the most chargeable part of
the IP anomaly not properly tested. This
is considered a very good target for
higher grade mineralisation within a
demonstrated large mineralized system
based on the interpreted higher sulphide
content giving rise to the chargeability
anomaly (Figure 6).
Figure 5: K1A Prospect, Kalaka Project
14
Annual Report for the year ended 31 March 2019
The K1A mineralisation does not outcrop
and has no artisanal workings associated
with it. However, an area in the south of
the licence (Southern Artisanal
Prospect) has extensive abandoned
artisanal workings over an area of about
900m x 130m trending in a NNE direction
with a cross cutting trend over an area of
about 500m x 50m trending in a NW
direction (Figures 7-9).
This has very similar rock types and
alteration to the K1A mineralisation and
is only tested by three shallow RC drill
holes which probably did not reach
target depth. Rock chip samples of
dump material have returned up to
10.5g/t Au. This is a high priority target
with potential for higher grade
mineralisation than K1A, especially
where the two trends intersect.
Geophysical and drill testing is
warranted.
Figure 6: K1A Prospect, IP Chargeability Anomaly (Red = Highly Chargeable)
15
Annual Report for the year ended 31 March 2019
Figure 7: Southern Artisanal Prospect with dump rock chip sampling shown
Figure 8: Artisanal Workings, Southern Artisanal Prospect
16
Annual Report for the year ended 31 March 2019
A second zone of artisanal workings over an area of about 300m by 50m is located within felsic rock types and this has not
been drill tested to date. In addition, several other soil anomalies and/or drill intercepts also require additional follow-up.
Bassala (Mali – earning 80%):
The Bassala licence was granted to our JV partners (Golden Spear Mali SARL) for an initial period of 3 years commencing on 1
March 2018. This may be renewed for a further 3 years and then an additional year if all conditions are met.
Two operating gold mines are located less than 10km from the project area – the 3.4Moz Kalana Gold Mine owned by Endeavour
Mining and the plus 1Moz Kodieran Gold Mine owned by Wassoul'Or.
Initial geological mapping has identified lateritic, alluvial, eluvial and some hard rock artisanal gold workings occurring over a
large area in a roughly NNE trending zone over about 8km strike. Soil sampling and RAB drilling from historical exploration
efforts outline several large gold geochemical anomalies, largely co-incident with the8km long mineralised corridor. There are
also several significant anomalies located outside this corridor, in particular a 3-4km long linear anomaly in the northwest of the
licence area and several 1-2km long anomalies to the southeast.
Significant mineralisation was reported in the results of previous exploration activity, mainly at the end of RAB drill-holes within
the corridor, suggesting mineralisation is present at depth in bedrock. Work subsequent to the end of the reporting period has
been most encouraging with 480 soil samples received, which confirm the distinct NNE trending anomaly (coincident with the
previously interpreted mineralised corridor and with artisanal gold workings) extends over at least 8km. Additional soil
sampling has been completed with assay results to be finalised over the next three months.
Several more restricted but higher-grade soil anomalies have also been identified and these represent direct drill targets as
shown by the previous broad spaced RAB drilling. This work now provides an excellent foundation target for definition drill
testing.
17
Annual Report for the year ended 31 March 2019
Financial Review:
Review and results of operations
The consolidated loss of the Group is $1,553,396 for the financial period after providing for income tax and eliminating non-
controlling interests amounted to $1,535,925 (2018: $2,479,305).
The Group is not yet a minerals producer and hence derives no ongoing income from production. The loss from continuing
operations was due primarily to expenditure on exploration and related activities over mineral resource properties at early-to-
advanced stage (prior to feasibility or development stage). These outgoings are expensed in accordance with the Group's
accounting policy (refer note 1.13).
Financial measures
The Group continued to maintain tight financial constraints over its expenditure, minimising administrative and
discretionary costs. It ceased all new business development activities.
Changes in Capital Structure
During the year in question there were no changes to the capital structure of the Company.
Review of Holdings:
The Group has shareholdings in a number of unlisted mineral resource exploration companies. It maintains a passive, non-
management role in each, however, does share office facilities and provide limited support/services on an informal basis to two
of these entities.
Anglo Saxony Mines Ltd (“ASM”) (17.2%)
ASM is a UK-based private Company with tin exploration properties in Cornwall, UK and Saxony, Germany (the latter sold into
ASM by Indo Gold). Pursuant to the terms of sale of the German assets, as the property has advanced on agreed milestones, and
following a modest A$100,000 investment to support ASM's pre-feasibility study, the Group's shareholding in ASM has now
reached 9.55 million shares.
The focus has remained on the principal Tellerhauser project located in Saxony, where ASM has recently made some excellent
progress on the metallurgy, engineering and scoping of likely development scenarios for the Tellerhauser deposit.
Panthera has recently received a shareholder update from ASM outlining the successful metallurgical pilot plant test-work,
receipt of an additional £1.0 million from Baker Steel and acquisition of a second globally significant tin resource, the text of
which is set out below:
Funding
ASM hasannounced that it has received from Baker Steel Resources Trust (BSRT) the third tranche of the convertible note loan,
comprising an additional £1,000,000. These funds will now be used to complete the on-going pre-feasibility study for
Tellerhauser.
This investment was dependent upon positive results of the Pilot Plant test work and the commercial test work being conducted
by ALS in Tasmania. These results were apparently better than the ASM technical team anticipated and clearly demonstrate that
the mineralisation can be successfully processed into a saleable tin concentrate. This excellent work resulted directly from a
technical breakthrough including revised a chronological interpretation and new genesis models for the emplacement of
mineralisation. These new models had significant positive implications for mineral processing and were driven by the ASM
technical team in collaboration with Panthera.
ASM is very pleased with the results of the test work to date and will continue to refine this work to maximise the economic
benefits and design an effective processing facility.
Gottesberg :
An agreement to purchase the Gottesberg tin deposit, approximately 28km west of the flagship Tellerhäuser tin deposit, has
been reached with Tin International AG, and the transfer of the licence has been approved by the Mines Authority in Saxony.
Consideration is a mix of cash and ASM shares.
18
Annual Report for the year ended 31 March 2019
Gottesberg is a large tonnage, low grade tin deposit with excellent mineral processing characteristics. It has a resource (reported
under JORC guidelines by Tin International) of:
Indicated 10.8Mt @ 0.26% Sn (29,000t tin)
Inferred 31.3Mt @ 0.27% Sn (84,000t tin)
Total 42.1Mt @ 0.27% Sn (113,000t tin)
This takes the total resource base controlled by ASM in Saxony to 217,000t tin, amongst the largest undeveloped tin resources in
the world.
Tin International have previously reported a higher grade JORC resource using a 0.35% lower cut-off, of:
Indicated 2.0Mt @ 0.48% Sn (10,000t tin)
Inferred 4.8Mt @ 0.49% Sn (23,000t tin)
Total 6.8Mt @ 0.49% Sn (33,000t tin)
The proximity of this deposit to our Flagship Tellerhäuser deposit, combined with its large resource base, higher grade zones,
and excellent mineral processing characteristics mean significant synergies exist for combining these two deposits into a single
integrated tin operation in Saxony.
This is an excellent development and gives ASM several operating and development options, as well as doubling its existing tin
resource base.
Daehwa Mine (South Korea – Inactive) Net Smelter Royalty (NSR)
The Group recently agreed to sell its 3% NSR over the Daehwa mine to Peninsula Mining. Subsequent to the reporting period
the first A$50,000 of a total sale price of A$70,000 was received.
Bengal Minerals Pty Ltd (“BMPL”) (32%)
The processing of its Prospecting Licence applications for iron ore in Rajasthan advanced during the period.
Aforo Resources Ltd (“ARL”) (15.3%)
ARL is an unlisted Australian public Company with exploration activities in West Africa. ARL has been relatively inactive
throughout the reporting period.
Changes in state of affairs :
Other than those matters disclosed above, no significant changes in the Company's or Group's state of affairs occurred during
the financial year.
Subsequent Events:
The following events have occurred subsequent to the end of the financial year up to the date of this report:
Operations :
Exploration & Business Development - India
No new developments.
Indian Legal and Business Environment
Following the rejection of the PL application over the Bhukia Gold Project, the Company has been aggressively pursuing for an
outcome in court, where it has filed a writ petition challenging the GoR's rejection order. The Company's legal rights are
protected by a Stay Order and the matter is set for final hearing on 18 October 2019.
In parallel, the Company, with the support of Galaxy, has also reopened negotiations with the newly elected Government in the
State of Rajasthan. It aims to show to the new administration how we have been denied our court validated legal rights for the
grant of a PL by the previous regime. We also aim to showcase the investments and benefits a project like this would bring to the
State and the local communities, giving the new administration ample reasons to review the decision and support the project.
19
Annual Report for the year ended 31 March 2019
Directors’ Report
Panthera Resources PLC
Company number: 10953697
22
Annual Report for the year ended 31 March 2019
Your Directors present their report, together with the financial statements, on the consolidated Group for the financial year
ended 31 March 2019.
General Information :
Certain information required by the Companies Act 2006 relating to the information to be provided in the Directors’ Report is set
out in the Group Strategic Report and includes: principal activities, future developments, principal risks and uncertainties and
events after the end of the reporting period.
Statement of Directors’ Responsibilities :
The Directors are responsible for preparing the Annual Report and the Financial Statements in accordance with applicable law
and regulations. Under that law the Directors have prepared the Group and Parent Company Financial Statements in
accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union.
Select suitable accounting policies and then apply them consistently;
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 Group as at the end of the financial year and of the profit and loss of the Group
for that period. In preparing these Financial Statements, the Directors are required to:
•
• Make judgements and accounting estimates that are reasonable and prudent;
•
State whether the Financial Statements comply with IFRS’s as adopted by the European Union, subject to any material
departures disclosed and explained in the Financial Statements;
Prepare the Financial Statements on a going concern basis unless it is inappropriate to presume that the Group will
continue in business.
•
The Directors confirm that they have complied with the above requirements in preparing the Financial Statements.
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 Company and the Group and enable
them to ensure that the Financial Statements comply with the Companies Act 2006. They are also responsible for safeguarding
the assets of the Company and Group and hence for taking reasonable steps for the prevention and detection of fraud and other
irregularities.
The maintenance and integrity of the website is the responsibility of the Directors. The work carried out by the auditors does not
involve consideration of these matters and, accordingly, the auditors accept no responsibility for any changes that may have
occurred to the information contained in the Financial Statements since they were initially presented on the website. Legislation
in the United Kingdom governing the preparation and dissemination of the Financial Statements and other information
included in annual reports may differ from legislation in other jurisdictions. The Group is compliant with AIM Rule 26 regarding
the Group’s website.
23
Annual Report for the year ended 31 March 2019
Directors and their interests :
The current Directors are listed on page 5.
The Directors of Panthera are: Michael Higgins, Geoff Stanley, David Stein, Tim Hargreaves and Catherine Apthorpe (appointed
as a Non-Executive Director on 10 June 2018). During the year Minna Gonzalez-Gomez was appointed as the Company
secretary.
The beneficial interests of the Directors at the year-end in the issued share capital and share options of the Company are as
follows:
Geoff Stanley
Mike Higgins
Tim Hargreaves
Totals
As at 31 March 2019
Ordinary shares Share options
1,750,000
1,521,375
7,447,789
7,425,000
1,014,285
1,014,285
-
10,212,074
4,355,421
24
Annual Report for the year ended 31 March 2019
Shares under option or issued on exercise of options
At the date of this report, there were 4,784,796 options outstanding over the unissued shares of the Company (2018:
7,784,796).
There were no shares issued during or since the end of the financial year as a result of the exercise of an option.
Substantial shareholdings
As at 15 August 2019, the Company was aware of the following holdings of 3% or more in the Company’s issued share capital:
Provision of information to Auditor
The Directors who held office at the date of this report confirm that, so far as they are individually aware, there is no relevant
audit information of which the Group’s auditors are unaware and the Directors have taken all the steps that they ought to have
taken to make themselves aware of any relevant audit information and to establish that the auditors are aware of that
information.
Auditor
PKF Littlejohn LLP has signified its willingness to continue in office as auditor.
Approved by the Board and signed on its behalf
Geoff Stanley
Managing Director
25
Annual Report for the year ended 31 March 2019
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF PANTHERA RESOURCES PLC
Opinion
We have audited the financial statements of Panthera Resources Plc (the ‘parent company’) and its subsidiaries (the ‘group’) for
the year ended 31 March 2019 which the Consolidated Statement of Comprehensive Income, the Consolidated and Parent
Company Statement of Financial Position, the Consolidated and Parent Company Statements of Changes in Equity, the
Consolidated and Parent Company Statements of Cash Flows and notes to the financial statements, including a summary of
significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law
and International Financial Reporting Standards (IFRSs) as adopted by the European Union and as regards the parent company
financial statements, as applied in accordance with the provisions of the Companies Act 2006.
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
March 2019 and of the group’s and parent company’s loss for the year then ended;
the group financial statements have been properly prepared in accordance with IFRSs as adopted by the European
Union;
the parent company financial statements have been properly prepared in accordance with IFRSs as adopted by the
European Union and as applied in accordance with the provisions of the Companies Act 2006; and
the financial statements have been prepared in accordance with the requirements of the Companies Act 2006.
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 Auditor’s responsibilities for the audit of the financial
statements section of our report. We are independent of the group and parent company 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 entities, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that
the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Material uncertainty related to going concern
We draw attention to note 1.3 in the financial statements which identifies conditions that may cast doubt on the group’s ability
to continue as a going concern. The group incurred a net loss of $1,580,720 and incurred operating cash outflows of $1,443,125
and is not expected to generate any revenue or positive cashflows from operations in the 12 months from the date at which
these financial statements were signed.
The group has cash of $188,376 at year-end. Management indicate that on current expenditure levels, all current cash held will
be used prior to the 12 months subsequent of the signing of the financial statements.
An agreement is in place with Galactic Gold Mines Private Limited (“Galaxy”) to provide $1.25m over three tranches of funding
and as at the audit date $500,000 of this had been received, however, the third tranche is contingent on successfully obtaining
the Bhukia PL. A further agreement in in place with Republic Investment Management to secure a third tranche of funding which
is also dependant on securing the PL. The licence was rejected by the Rajasthan Government on 21 August 2018 and
management consider that, although they feel that they have a legitimate right to obtain the licence and have started legal
processes, this will not be resolved within the next 12 months. Therefore, receipt of the third tranche of funding, unless the
agreement is re-negotiated, is highly uncertain.
The financial statements have been prepared on the going concern basis. The ability of the group, as showcased above, to meet
its operational objectives is dependent on its ability to raise additional funds in the next 12 months.
As stated in note 1.3, these events or conditions along with other matters elsewhere indicate that a material uncertainty exists
that may cast significant doubt on the ability of the group and company to continue as a going concern.
Our opinion is not modified in this respect.
26
Annual Report for the year ended 31 March 2019
Emphasis of matter relating to the carrying value of the investment in subsidiary
We draw attention to note 26 of the financial statements, which describes the events surrounding the Government of
Rajasthan’s rejection of Panthera’s application for the Bhukia PL. Despite the rejection, the directors, based on per legal advice,
are confident that they will secure the necessary Stay Orders required to fully protect the JV’s rights over the entire area of the
area held under the RP (Reconnaissance Permit). While we are satisfied from our audit work that the value of the investment in
the company statement of financial position is supportable, the carrying value of the asset is ultimately dependent on the
successful outcome of both the short term legal situation and the longer-term acquisition of the PL, neither of which have been
obtained at the date of this report.
These conditions, including the possibility that the short term legal protection of the JV’s tenement area is not obtained, indicate
the existence of a material uncertainty which may cast significant doubt on the carrying value of the investment asset. This in
turn may also have a serious impact on the group’s ability to raise future funds and may cast significant doubt on the group’s
ability to continue as a going concern, as detailed previously in the audit report. The financial statements do not show any
adjustment that would be required should the exploration asset need to be impaired, or, if the group was unable to continue as a
going concern following the impairment.
Group materiality - 2019
Group materiality - 2018
Basis for materiality
£53,700 ($US70,000)
£50,000 ($US67,500)
2% of gross assets (PY - 2% of gross assets and
5% profit before tax)
We determined gross assets to be the most appropriate benchmark for the group as the entity currently does not trade and its
investment portfolio is the main source of interest to the user of the financial statements.
Materiality was set at £53,700 for the consolidated balances, and the materiality set for the parent was £46,000 (2018 -
£24,000). We apply the concept of materiality both in planning and performing our audit, and in evaluating the effect of
misstatements. At the planning stage materiality is used to determine the financial statement areas that are included within the
scope of our audit and the extent of sample sizes during the audit.
We agreed with the audit committee that we would report to the committee all individual audit differences identified during our
audit in excess of £2,700 in addition to other audit misstatements below that threshold that we believe warrant reporting on
qualitative grounds.
An overview of the scope of our audit
In designing our audit, we determined materiality and assessed the risk of material misstatement in the financial statements. In
particular, we looked at areas involving significant accounting estimates and judgements by the Director’s, such as the valuation
of available for sale financial assets and the carrying value of investments, and considered future events that are inherently
uncertain. We also addressed the risk of management override of internal controls, including among other matters
consideration of whether there was evidence of bias that represented a risk of material misstatement due to fraud. A full scope
audit was also undertaken on the financial statements of the Parent company.
Of the 5 reporting components of the group, a full scope audit was performed on the complete financial information of 3
components, and for the other components, a limited scope review was performed asthey are not material to the group. All
material components were audited by PKF Littlejohn in London.
27
Annual Report for the year ended 31 March 2019
We determined gross assets to be the most appropriate benchmark for the group as the entity currently does not trade and its
investment portfolio is the main source of interest to the user of the financial statements.
Materiality was set at £53,700 for the consolidated balances, and the materiality set for the parent was £46,000 (2018 -
£24,000). We apply the concept of materiality both in planning and performing our audit, and in evaluating the effect of
misstatements. At the planning stage materiality is used to determine the financial statement areas that are included within the
scope of our audit and the extent of sample sizes during the audit.
We agreed with the audit committee that we would report to the committee all individual audit differences identified during our
audit in excess of £2,700 in addition to other audit misstatements below that threshold that we believe warrant reporting on
28
Annual Report for the year ended 31 March 2019
Other information
The other information comprises the information included in the annual report, other than the financial statements and our
auditor’s report thereon. The directors are responsible for the other information. Our opinion on the group and parent company
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. In connection with our audit of the financial statements, 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 audit or otherwise appears to be materially misstated. If we
identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a
material misstatement in the financial statements or a material misstatement of the other information. 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.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
•
the information given in the strategic report and the directors’ report for the financial year for which the financial
statements are prepared is consistent with the financial statements; and
•
the strategic report and the directors’ report 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 their environment obtained in the
course of the audit, we have not identified material misstatements in the strategic report or the directors’ report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report
to you if, in our opinion:
•
•
•
adequate accounting records have not been kept by the parent company, 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.
Responsibilities of directors
As explained more fully in the directors’ responsibilities statement, the directors are responsible for the preparation of the
group and parent company financial statements and for being satisfied that they give a true and fair view, and for such internal
control as the directors determine is necessary to enable the preparation of financial statements that are free from material
misstatement, whether due to fraud or error.
In preparing the group and parent company financial statements, the directors are responsible for assessing the group’s and the
parent 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 group or the parent company or to cease
operations, or have no realistic alternative but to do so.
Auditor’s 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 an auditor’s report that includes our opinion. Reasonable assurance is
a high level of assurance, but is not a guarantee that an audit conducted in accordance with 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
29
Annual Report for the year ended 31 March 2019
Group statement of comprehensive income
2019
2018
(1,580,720)
(35,521)
(1,066,329)
(1,580,720)
(1,039,005)
(1,066,329)
31
Group statement of financial position
Annual Report for the year ended 31 March 2019
2019
2018
Trade & Other Payable
1,943,552
2,474,985
38,489
343,654
2,131,331
913,588
2,356,657
2,131,331
1,624
161,520
The financial statements were approved by the Board of Directors and authorised for issue on 15 August 2019 and are signed on
its behalf by:
Geoff Stanley
Managing Director
32
The notes on pages 40 to 62 form part of these financial statements
Annual Report for the year ended 31 March 2019
17,385,185
17,385,185
Parrent
The financial statements were approved by the Board of Directors and authorised for issue on 15 August 2019 and are signed on
its behalf by:
Geoff Stanley
Managing Director
40 to 62
33
Annual Report for the year ended 31 March 2019
(1,855,148)
(12,833,982)
1,521,631 (164,214)
1,357,417
(2,479305) (2,479,305)
(33,788)
(2,513,093)
-
-
146,988
657,819
657,819
657,819
657,819
-
-
-
146,988
146,988
-
-
-
657,819
657,819
75,124
75,124
-
75,124
879,931
(2,479,305)
(1,599,374)
(33,788)
(1,633,162)
-
142,399
-
-
318,860
-
16,434
-
-
-
-
-
-
-
1,712,183
142,399
(657,819)
(81,802)
318,860
1,641,623
16,434
-
-
-
-
-
-
-
-
1,712,183
142,399
(657,819)
(81,802)
318,860
1,641,623
16,434
3,091,878
16,210761
-
-
-
-
-
-
1,712,183
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(17,086,577)
15,891,001
537,757
-
-
(81,802)
-
77,221
1,564,402
-
-
-
-
-
-
(15,297,173)
17,373,601
537,757
477,693
-
3,091,878
913,588
17,373,601
537,757
(497,524)
(15,313,287)
3,014,135
(198,002)
2,816,133
34
Annual Report for the year ended 31 March 2019
35
Annual Report for the year ended 31 March 2019
36
Annual Report for the year ended 31 March 2019
37
Annual Report for the year ended 31 March 2019
40 to 62
38
Annual Report for the year ended 31 March 2019
40 to 62
39
Annual Report for the year ended 31 March 2019
40
Annual Report for the year ended 31 March 2019
41
Annual Report for the year ended 31 March 2019
42
Annual Report for the year ended 31 March 2019
43
Annual Report for the year ended 31 March 2019
I
44
Annual Report for the year ended 31 March 2019
Impairment of financial assets
Group companies
The financial results and position of foreign operations whose functional currency is different from the Group’s
presentation currency are translated as follows:
-
assets and liabilities are translated at year-end exchange rates prevailing at that reporting date;
45
Annual Report for the year ended 31 March 2019
-
-
income and expenses are translated at average exchange rates for the period; and
equity and retained earnings balances are translated at the exchange rates prevailing at the date of the transaction.
1.17 Employee benefits
A liability is recognised for benefits accruing to employees in respect of wages and salaries, annual leave, long service
leave, and sick leave when it is probable that settlement will be required and they are capable of being measured reliably.
Liabilities recognised in respect of employee benefits expected to be settled within 12 months are measured at their
nominal values using the remuneration rate expected to apply at the date of settlement.
Liabilities recognised in respect of employee benefits which are not expected to be settled within 12 months are
measured as the present value of the estimated future cash outflows to be made by the Group in respect of services
provided to employees up to reporting date.
1.18 Value Added Tax (VAT) and similar taxes
Revenues, expenses and assets are recognised net of the amount of VAT or similar tax, except where the amount of tax
incurred is not recoverable from the relevant taxing authority. In these circumstances the tax is recognised as part of the
cost of acquisition of the asset or as part of an item of the expense. Receivables and payables in the consolidated
statement of financial position are shown inclusive of tax.
1.19 Provisions
Provisions are recognised when the Group has a legal or constructive obligation, as a result of past events, for which it is
probable that an outflow of economic benefits will result and that outflow can be reliably measured.
1.20 Plant and equipment
Each class of plant and equipment is carried at cost less, where applicable, any accumulated depreciation and impairment
losses.
Plant and equipment are measured on the cost basis less depreciation and impairment losses. The carrying amount of
plant and equipment is reviewed annually by Directors to ensure it is not in excess of the recoverable amount from these
assets.
All other repairs and maintenance are charged to the income statement during the financial period in which they are
incurred.
The depreciable amount of all fixed assets is depreciated on a diminishing value basis over the asset’s useful life to the
consolidated Group commencing from the time the asset is held ready for use.
Class of Fixed Asset:
Depreciation rate
Property Plant and Equipment
10% - 50%
The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at each Statement of financial
position date.
An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is
greater than its estimated recoverable amount.
Gains and losses on disposals are determined by comparing proceeds with the carrying amount. These gains or losses are
included in the income statement.
46
Annual Report for the year ended 31 March 2019
1.21 Available-for-sale financial assets
Available-for-sale investments are non-derivative financial assets that are either not capable of being classified into other
categories of financial assets due to their nature or they are designated as such by management. They comprise
investments in the equity of other entities where there is neither a fixed maturity nor fixed or determinable payments.
They are subsequently measured at fair value with any re-measurements other than impairment losses and foreign
exchange gains and losses recognised in Reserves. When the financial asset is derecognised, the cumulative gain or loss
pertaining to that asset previously recognised in Reserves is reclassified into profit or loss.
Available-for-sale financial assets are classified as non-current assets when they are not expected to be sold within 12
months after the end of the reporting period. All other available-for-sale financial assets are classified as current assets.
1.22 Share-based payments
The Group operates equity-settled share-based payment option schemes. The fair value of the options to which
employees become entitled is measured at grant date and recognised as an expense over the vesting period, with a
corresponding increase to an equity account. The fair value of options is ascertained using a Black-Scholes pricing model
which incorporates all market vesting conditions. The number of options expected to vest is reviewed and adjusted at the
end of each reporting date such that the amount recognised for services received as consideration for the equity
instruments granted shall be based on the number of equity instruments that eventually vest.
1.23 Critical accounting estimates and judgements
The Directors evaluate estimates and judgments incorporated into the financial statements based on historical
knowledge and best available current information. Estimates assume a reasonable expectation of future events and are
based on current trends and economic data, obtained both externally and within the Group.
Key estimates – Impairment of the carrying value of investments & financial assets
The Group assesses impairment at the end of each reporting period by evaluating the conditions and events specific to
the Group that may be indicative of impairment triggers. Recoverable amounts of relevant assets are reassessed using
value-in-use calculations that incorporate various key assumptions.
Key estimates – Estimated fair value of certain available-for-sale financial assets
The fair value of financial instruments that are not traded in an active market is determined using judgement to make
assumptions that are mainly based on market conditions existing at the end of each reporting period. Refer to note 13 for
additional information.
47
Annual Report for the year ended 31 March 2019
2. Adoption of new and revised standards and changes in accounting policies
Standards which are in issue but not yet effective
At the date of authorisation of these financial statements, the following Standards and Interpretations, which have not yet been
applied in these financial statements, were in issue but not yet effective.
New and amended standards adopted by the Group
There are no IFRSs or IFRIC interpretations that were effective for the first time for the financial year beginning 1 April 2018 that
had a material impact on the Group or Company.
48
Annual Report for the year ended 31 March 2019
,
,
,
,
,
,
49
Annual Report for the year ended 31 March 2019
349,387
349,916
highest paid Director
250,665
250,665
50
Annual Report for the year ended 31 March 2019
51
Annual Report for the year ended 31 March 2019
712712
712
712
712
1,538
1,538
17,385,185
17,385,185
17,385,185
52
Annual Report for the year ended 31 March 2019
Company
During the year the Company acquired the non-Indian investments from Indo Gold Pty Ltd. The transfer was completed on 28
March 2019 and was made below market value in exchange for the outstanding inter company loan between the two companies
At 31 March 2019, the company balance represents:
a. 15% interest in Aforo Resources Ltd, as disclosed above.
b. 95% interest in Indo Gold Pty Ltd. The fair value of the investment has been valued under Level 3 of the Fair Value hierarchy
and has been valued at US$17,385,185 by management, based on the value of gold inferred resources and the geologic
target as defined by 150 drill holes at Bhukia..
c. 100% interest in St Piran Mines Pty Ltd
d. 100% interest in Panthera Mali Resources SARL
e. 100% interest in Panthera (Burkina) Resources SARL
1,341,362
1,341,362
Available-for-sale financial assets comprise investments in the ordinary issued capital of various entities. There are no fixed
returns or fixed maturity dates attached to these investments.
During the year the Company purchased the non-Indian available for sale financial assets from Indo Gold Pty Ltd. The transfer
was completed on 28 March 2019 and was made below market value in exchange for the outstanding intercompany loan
between the two companies.
At 31 March 2019, the balance represents:
a) 17% interest in Anglo Saxony Mining. The fair value of the Group’s investment has been valued under level 3 of the fair
value hierarchy and has been increased to US$1,868,654 based on a recent capital raising at £0.15 by Anglo Saxony
Mines. Panthera’s total shareholding at year-end is 9,550,000 shares. The basis of the year-end valuation is the price of
the most recent share-issue.
b) The fair value of the 3% interest in the Net Smelter Return in the Daewha Project in South Korea, has been assessed
considering the negotiated settlement made with Peninsular Mines Ltd. The fair value of the Group’s investment has
been valued under Level 3 of the Fair Value hierarchy and has been valued at US$49,603. The Company received
US$35,430 in July 2019 with the balance expected in September 2019.
53
Annual Report for the year ended 31 March 2019
(1,624)
(1,624)
(185,525)
(299,519)
(30,194)
(32,762)
54
Annual Report for the year ended 31 March 2019
18
55
Annual Report for the year ended 31 March 2019
56
Annual Report for the year ended 31 March 2019
21 Fair value Measurements
value
The Company does not hold any asset or liabilities at the financial year end which are measured at
fair-value on recurring basis after initial recognition.
57
Annual Report for the year ended 31 March 2019
The Company can terminate this agreement at any time during this earn-in period.
58
Annual Report for the year ended 31 March 2019
Exploration & Business Development – Bassala, Mali
On 17 March 2018, Indo Gold Pty Ltd exercised the option on Bassala in Mali and authorised payments of US$10,000 to the
vendor and US$10,000 for the finder’s fee. The Company can earn an initial 80% of the project by undertaking exploration
expenditure of US$500,000 over 4 years whilst meeting the statutory expenditure commitments and government fees.
Following the completion of the first year of the agreement, the statutory expenditure commitments are US$160,000 for
the year ending March 2020 and US$151,000 for the year ending March 2021 .A net smelter royalty of 1% attributable to an
80% interest, is payable to the Vendor, on all minerals extracted from the tenement, up to a maximum aggregate amount of
US$3,000,000. The Company can terminate this agreement at any time during this earn-in period.
808,406
182,359
(1,304,763)
(313,998)
At 1 April 2018
59
Annual Report for the year ended 31 March 2019
60
Annual Report for the year ended 31 March 2019
61
Annual Report for the year ended 31 March 2019
(1,580,720)
(151)
(1,443,125)
(151)
62
COMPANY INFORMATION
Directors
Michael Higgins
(Non-Executive Chairman) (Appointed 8 September 2017)
Geoff Stanley
David Stein
(Managing Director) (Appointed 8 September 2017)
(Non-Executive Director) (Appointed 20 November 2017)
Tim Hargreaves
(Non-Executive Director) (Appointed 20 November 2017)
Catherine Apthorpe
(Non-Executive Director) (Appointed 11 June 2018)
See the Group’s web site for biographies of Directors: https://pantheraresources.com/about/board-of-directors/
Registered Office
2 Duke Street
Manchester Square
London
United Kingdom
W1U 3EH
Company Number
10953697
Nominated Adviser
RFC Ambrian
Octagon Point
5 Cheapside
London EC2V6AA
Independent Auditor
PKF Littlejohn LLP
Statutory Auditor
1 Westferry Circus
Canary Wharf
London E14 4HD
Solicitors
Kerman & Co LLP
200 Strand
London WC2R 1DJ
Registrars
Computershare Investor Services PLC
The Pavilions
Bridgewater Road
Bristol BS13 8AE
UK
Panthera Resources PLC
2 Duke Street
Manchester Square
London
W1U 3EH
Australia
104 Kingsley Terrace
Manly
QLD 4179
Australia
India
18 - K
Ambavgarh
Udaipur – 313001
Rajasthan
India