Peabody Energy
Annual Report 2020

Plain-text annual report

2020 Annual Report We’ve gone digital This is our second year releasing an online digital version of our annual report. You can check it out at www.2020annualreport.bathurst.co.nz 01 Year in review Chairman and CEO’s report Financial and operating overview Sustainability Our people Directors’ report Remuneration report 02 Financial statements Income statement Statement of comprehensive income Balance sheet Statement of changes in equity Statement of cash flows Notes to the financial statements Additional information Independent auditor’s report 03 Shareholder information Shareholder information 04 Resources and reserves Tenement schedule Coal resources and reserves Corporate directory 5 8 14 32 34 36 43 43 44 45 46 47 80 83 88 92 94 102 Underlying profit after tax* $25.8m $251m contributed to the New Zealand economy 2020 Highlights EBITDA* $76.8m Three entries named finalists in the Minerals Sector Awards 2020 *EBITDA and underlying profit after tax are both non generally accepted accounting principles ("GAAP") reporting measures. Refer to page 13 for further information. 2 Bathurst Resources Limited Annual Report 2020 01 Year in review In this section Chairman and CEO’s report Financial and operating overview Sustainability Section 1: Year in review 3 4 Bathurst Resources Limited Annual Report 2020 Chairman and CEO’s report Welcome to Bathurst’s 2020 Annual Report. Our diversified asset base created over the last few years has provided us with resilience, which has been tested this year. Against the backdrop of the challenges FY20 has brought, being able to prove that we have a reliable and repeatable business is no small feat. FY20: A year of resilience Leading into FY20, we were prepared for a reduction in export earnings due to market factors impacting coal pricing, and expected our domestic earnings to be consistent apart from planned changes to production levels. For the most part, we have seen this come to fruition. The demand for our product has remained relatively stable despite the impacts of the COVID-19 pandemic, highlighting the pivotal role that coal continues to play in the global economy. Our domestic earnings were as anticipated. The pandemic did impact our export segment, extending the period of lower pricing and impacting planned shipments. The shutdown of our export mine for just over four weeks during the New Zealand Government’s COVID-19 Alert Level 4 – Lockdown (“lockdown”) which restricted which entities could operate, also had its effects. Despite this the export segment still achieved a strong profit. Operating our domestic mines during the lockdown and resuming operations at our export mine required a fast and effective response to rapidly evolving conditions. A business continuity pandemic plan to ensure heightened safety measures was rolled out in a systematic manner, leaning on the well-established health and safety protocols already across the business. Overall the adaptability of our business to meet the challenges brought by the pandemic underscores the strength of our people, processes, and key relationships. The value of our domestic segment Our export segment since acquisition in 2017 has been the big cash earner, reaping the benefit of high market pricing for coking coal. This year earnings from our domestic segment were equal to export. Whilst we had signalled lower export pricing for FY20, no-one could have foreseen COVID-19. The importance of our domestic business and a diversified portfolio has been vividly highlighted. Section 1: Year in review 5 Matching operational plans with customer needs Being a mining business, we understand the need to look forward, managing our life of mine plans against secure revenue streams. Reflecting this approach, a new five-year contract to supply the major South Island dairy sites has been signed which is valued at over $100m. Celebrating excellence The quality of our mining operations was confirmed with the placing of three entries as finalists in the New Zealand Minerals Sector Awards 2020. We have two finalists in the environment management category; one regarding the elimination of historic acid mine drainage at our Canterbury mine, the other covering mine management practices to enhance indigenous bird populations at the Stockton mine. Our finalist in the health and safety category details the company wide medical assessment health programme. This gave us a better understanding of the key health risks of our people and how we could better support them to be fit for work. Sustainability, environment and society Essential to our success is our commitment to sustainability and social performance. We are in our third year of measuring and reporting progress in this area against 10 material topics, including factors such as freshwater and biodiversity, and energy and emissions. This demonstrates our support for the transition to a net zero carbon economy by 2050, balanced with supporting economic prosperity during the transition. We continue to provide social and economic benefits to the communities in which we live and work, which includes support of local community programmes and activities. In terms of workplace health and safety, our focus is increasingly on ensuring our people are fit for work, while continuing to improve on standard indicators such as lost time injuries. The strength of our customer relationships Although our domestic mines could operate during the lockdown, there were obvious impacts on the logistics of our operations and supply chain which could only be resolved through close co-operation with our customers. And being able to shift supply from clients that could not operate to those who could was also a win-win. The temporary shutdown of our export mine had obvious implications for continuity of supply. Likewise our overseas buyers faced COVID-19 related impacts. The value of goodwill with our long-term export customers cannot be overstated. Reducing volatility Like other businesses that sell a commodity that is traded on a daily index, we are susceptible to volatility in the pricing received for our coal that we sell offshore. Hedging was first put in place to mitigate this in early 2018 not long after we acquired the Stockton mine, the benefits of which have been fully realised this year during the period of lower pricing. Thinking long term We have long time frames when it comes to obtaining regulatory approvals, so we need to think ahead. The resource development role at GM level reflects the increased focus in this space, recognising the investment required, balanced against expectations of future returns. We continue to view offshore coking coal projects as fundamental to our long-term strategy. Progress is being made with our Canadian joint venture and we are always looking for that next opportunity. Working smarter With our operations spread across the country, working smarter is essential. The roll out of an intranet across Bathurst and BT Mining was a key achievement this year, serving as a central source of information to help ensure consistency and clarity across the two companies. Other key projects that are already adding value include a business wide phone and conferencing platform, an automated invoice processing software solution, and a move to paperless workstreams. 6 Bathurst Resources Limited Annual Report 2020 Supreme Court hearing Positioned to meet the challenges ahead Being granted leave to appeal in the Supreme Court of New Zealand the Court of Appeal’s judgment which upheld the case brought against Bathurst by L&M Coal Holdings Ltd (“L&M”), was a welcome development. We presented our position on the 8 and 9 October 2020 and we now await the Supreme Court’s judgment which is expected in early 2021. This year we have proven that our business is positioned to prosper even in the face of exceptional circumstances. Whilst the longer-term impacts of the pandemic and the timeline for a return to economic growth are still yet to be fully understood, we believe we are well set to face the ongoing uncertainty, and play our part in the road to recovery. The recognition of the performance payment payable to L&M had a significant impact on the FY20 financial results. Despite this, we believe our core underlying business remains sound, and we have been and continue to assess a full range of options to meet this debt, should we be unsuccessful in the Supreme Court. More information can be found in note 1 of the financial statements. Section 1: Year in review 7 Toko Kapea Richard Tacon Chairman Chief Executive Officer Financial and operating overview Focus FY20 was about settling into the momentum we have built over the last few years. Global market uncertainty and the COVID-19 pandemic have had their impacts, but our results show we have a strong and reliable business. Bathurst at a glance Key Export Domestic Care + maintenance Office Distribution facility Note: Stockton, Christchurch, Rotowaro and Maramarua are 65% equity owned via BT Mining joint venture. Maramarua 0.25Mt Rotowaro 0.52Mt Stockton 0.95Mt Buller Wellington Canterbury 0.10Mt Takitimu 0.21Mt Timaru Christchurch Tonnes noted are FY20 production tonnes on a 100 percent basis 8 Bathurst Resources Limited Annual Report 2020 Sales profile Sales revenue by product use (100 percent basis) Sales by region (Mtpa) (100 percent basis) 9% 0.3Mt 15% 21% 55% 1.1Mt 0.8Mt 55% Steelmaking (Export) 1.1Mt Export – Stockton 21% Food production and other industry (NZ) 0.8Mt North Island domestic 15% Steelmaking (NZ) 9% Electricity (NZ) 0.3Mt South Island domestic “ Our sales profile illustrates the importance of stable cashflows from our domestic segment, which contributed 46 percent of total revenue (an increase of 10 percent), as export pricing decreased. Section 1: Year in review 9 Our export business Looking ahead EBITDA* $42.6m (FY19: $67.4m) (equity share) As signalled to the market early on, we were expecting a reduction in export earnings this year due to global market factors that were having a downward pressure on pricing. With the advent of the COVID-19 pandemic, the expected recovery did not eventuate. This saw our average price received drop from NZD $212/tonne in FY19 to NZD $163/tonne in FY20. Despite this, given our low cost base and hedging put in place for this exact type of scenario, we still achieved a 32 percent operating profit margin. Stabilising demand Our relationships with most of our export customers span over many years, including two for more than 40 years. For many of them, our product is a valued and unique ingredient in achieving the precise coal blend they require. As a result, our product is not easily substituted, being a small but key component in the blend for a range of properties. The long-term aspect of the relationships with our clients, also provides a much better chance of navigating the logistical aspects of the disruptions from the COVID-19 pandemic – or any other event that may cause similar disruptions in the future. This means that we are potentially less exposed to fluctuations in demand – and that we can better focus our energies on de- risking our business from fluctuations in pricing, which is outside our control. The FY20 coking coal market The global pandemic continues to play a meaningful role in determining the outlook for coking coal prices. While near-term prices are skewed to the downside, over the long term coal prices are expected to rally with the need for blast furnace steel production in a post-COVID world. We are continuing to look at ways to increase the diversity of our export sales, trialling new markets in Japan and India, with the majority of FY21 sales under contract. We will continue to monitor the situation as it develops over time. In the short term, we have marginally reduced production levels to ensure the mine’s ongoing profitability, and will continue to utilise hedging and cost-cutting strategies. Our domestic business EBITDA* $34.1m (FY19: $39.2m) Included in our domestic EBITDA is: • North Island domestic (“NID”) operations $32.0m (equity share) (FY19: $33.4m); • South Island domestic (“SID”) operations $15.3m (FY19: $18.8m); and • Corporate overhead costs (Bathurst and equity share of BT Mining) -$13.2m (FY19: -$13.0m). The decrease in earnings for the SID segment was expected, as sales volumes were reduced from the realignment of production to better support strategic customers and a resultant loss of a sales contract. The HCC index pricing for coking coal dropped from a peak of USD $236/tonne (“t”) in FY19, to a low of USD $109/t towards the end of FY20. A rise in costs at Rotowaro from mechanical issues which increased repairs and plant hire costs were the cause of the marginal decrease for the NID segment. A slowdown in the Indian auto industry market and construction demand in Japan, combined with uncertainty surrounding import controls and economic growth in China and other macro factors caused the initial downward pressure on pricing levels earlier in the year, with an average benchmark of USD $150/t over the first half of FY20. The impact of the COVID-19 pandemic, particularly in China which continues to be a key influencer on global pricing, saw the benchmark price drop to an average USD $136/t in the second half of FY20. This reflects a temporary drop in demand for coal as countries implemented various pandemic related restrictions to slow the spread of the disease, which had associated economic impacts. As the results show, our domestic segments contribute stable earnings year-on-year. An essential service With the adoption of additional health and safety precautions, we were able to continue operating safely during the lockdown. This is because our domestic operations, as well as many of our customers we supply, were deemed to be essential services. This reflects the integral role that our product serves in a functioning New Zealand economy, fuelling many of New Zealand’s iconic food and agricultural producers, and supplementing electricity generation to ensure security of supply. “ For many of our customers, our product is a valued and unique ingredient in achieving the exact coal blend they require. *EBITDA is a non GAAP reporting measure and represents net profit/(loss) before net finance costs (including interest), tax, depreciation, amortisation, impairment, fair value movements on derivatives and deferred consideration, and movements in rehab provisioning. 10 Bathurst Resources Limited Annual Report 2020 We commenced the construction of a water treatment sump and lime dosing plant in the latter part of the year. These facilities will significantly reduce water treatment costs and provide for future mine expansion. A key engineering focus for the mine was the de-risking of the Cypress pit. This saw an increase in high-wall stability costs, and the opening up of additional coal face areas to ensure continued access to coal. We engaged external consultants to identify ways that we could work smarter, which identified several areas for improvement and these are being progressively implemented. Our efforts to protect local indigenous bird populations was placed as a finalist in the Minerals Sector Awards 2020, recognising the great work being done to minimise our impacts on native birdlife including the iconic great spotted kiwi (roroa). Canterbury (100 percent equity share) Operating 70 kilometres west of Christchurch, our Canterbury mine produces low-sulphur coal for local food manufacturing industries. Our mine is managed against long-term contracts and is located very close to its major customer. This year saw solid results, with all operational targets met and financial targets exceeded, benefiting from coal with a higher calorific value which translated to a higher price received. The announcement of our success as a finalist in the Minerals Sector Awards 2020 in addressing legacy acid mine drainage (“AMD”) issues and preventing future AMD, is welcome recognition of longstanding efforts to reduce AMD at the mine. We have made significant investment over the last five years in understanding the source of the AMD, and how the waste materials and landforms unique to the site help contribute to the occurrence of AMD. We have had challenges, with infringement notices issued in late 2017 and a prosecution in 2018 relating to sediment discharges which occurred during heavy rain periods while water control structures were incomplete, for which we were later convicted and fined. But we have adapted – changing our mine plans and practices, and implementing processes to proactively plan for significant rainfall events by increasing capacity of water management infrastructure and improving water treatment facilities. As a result, we have seen a substantial improvement in water discharge quality, and the removal of legacy AMD that had been caused by a previous mine owner. Operating highlights by site Rotowaro (65 percent equity share) Rotowaro is an open cut mine located in the Waikato region of the North Island. The mine produces a low-ash, low-sulphur thermal coal for local steelmaking, electricity generation, and other food and agricultural industries. Adverse weather presented a major challenge for our operations at Rotowaro during the first half of FY20, causing downtime of an average of 40 percent, versus budgeted downtime of 27 percent. Whilst this did not materially impact sales and production volumes, planned overburden stripping volumes were significantly affected. This deficit was unable to be recouped in the second half of FY20. Being our largest domestic mine site, in order to operate safely during the lockdown we reduced overburden volumes to minimum levels required to maintain immediate coal supply. Mechanical issues experienced in the mobile plant also affected machine availability and increased plant hire and maintenance costs. Whilst these factors did cause a marginal flow on effect on planned production, sales targets were achieved by drawing down on stockpiles. We engaged contractors to help with stripping levels and these will continue into FY21 to ensure contracted sales are met. The majority of overburden stripping is planned in the Waipuna West pit. Maramarua (65 percent equity share) Maramarua is our smaller Waikato mine, producing similar coal and selling into the same market as Rotowaro. FY20 was a solid year for Maramarua. All key operational and financial targets were met, largely unaffected by the lockdown. This was despite the challenges from geotechnical issues which required proactive management to ensure operations were not materially impacted. In contrast to the Rotowaro operations, downtime caused from adverse weather was less than expected, enabling operations to get ahead on overburden stripping volumes. This has left the mine well positioned heading into the next financial year. Stockton (65 percent equity share) Stockton is an open cut mine located on the West Coast of the South Island, producing a low-ash metallurgical coal that is exported overseas for use in steelmaking. Our primary markets are in India, Japan, South Korea and Australia. The 4.5 week shutdown of the mine across March and April during the lockdown had an impact on the mine’s operational and financial targets. Productivity improvements implemented to help counter these impacts have now been permanently adopted, and we are well set to meet contracted FY21 sales. Section 1: Year in review 11 Takitimu (100 percent equity share) Stockton organic growth project (65 percent equity share) Located north of Invercargill in Southland, our Takitimu mine produces thermal energy coal which is highly sought after by local agricultural, health and other food manufacturing industries. This project represents the potential to extend Stockton operations via a natural southern extension into open cut pits within the Upper Waimangaroa permit area. With the final coal mined from the Coaldale East pit in November, operations are now solely focused on the Black Diamond pit which contains historic multi-seam underground workings. We have proactively managed and monitored the complexities specific to this pit, which include underground coal heating, and potential for minor spontaneous combustions. Key operational and financial targets were achieved, with operations proceeding largely as expected. We continue to look ahead, with drilling programmes completed during the year to give a better understanding of coal resources. Future growth projects Buller (100 percent equity share) The Buller project encompasses mining and exploration permits as well as a coal mining licence (Sullivan) on the Denniston plateau on the West Coast of the South Island of New Zealand. Being close to the Stockton mine infrastructure assets, which include the coal handling and preparation plant and a rail loadout facility, this creates material synergies. The permits include the Escarpment and Cascade mines. Escarpment is currently on care and maintenance, allowing for a ready return to operation when appropriate. We initiated a significant rehabilitation project at the Cascade mine during the year, which will include stabilisation earthworks and topsoil spreading and rehabilitation planting. This work is expected to be completed in FY21. During the year concept engineering reports were finalised, hole drilling was progressed, and a financial assessment of the open cast resources was completed. Rotowaro North (65 percent equity share) The Rotowaro North project is a potential extension project to the current Rotowaro mine operations. Key progress made during the year on this project were: • Completion of a broad-brush risk assessment. • Drafting of a prefeasibility project plan. • Progress made on the environmental baseline study. The focus for FY21 will be to secure mineral and land access rights. Other coal resources near the existing operation are being investigated with a shorter timeframe to production. Crown Mountain, Canada (22 percent equity share) Located in a mature mining region in British Columbia, Canada, with well-established transport infrastructure, Crown Mountain is a joint venture with Jameson Resources Limited. The agreement allows us to buy in to this project in three stages (worth CAD $121.5m) to achieve 50:50 ownership, with future investment at our sole discretion. We have committed to the first two funding tranches equalling a total investment of CAD $11.5m. At 30 June 2020 we had also invested an advance of CAD $2.6m on the final tranche. Key resource development achievements during the year include: Highlights • Progression of drilling programmes. • Financial assessments and scenarios completed for key opencast resources. • Completion of a stakeholder engagement plan. • Finalisation of the concept Upper Waimangaroa haul road (the possible transport corridor to the Stockton infrastructure assets), and completion of associated major environmental baseline studies. • Completion of major environmental baseline studies for the Sullivan mining licence and the haul road corridor. The focus for FY21 is on advancing the Sullivan project. • The bankable feasibility study has been completed, which reaffirmed Crown Mountain as a high-quality coking coal opportunity for development with a competitive operating and capital cost structure. • The environmental assessment is on track for the application to be submitted in the first quarter of calendar year 2021. • We had a 22.2 percent equity share in the project at 30 June 2020, including 2.2 percent held as preference shares from the final tranche option advance. 12 Bathurst Resources Limited Annual Report 2020 Strong underlying financial results* Net loss after tax for the year was -$47.4m (FY19: net profit after tax $45.0m). Excluding the Buller Coal project performance payment (refer to note 15 (c) in the financial statements), which is considered a material one-off item, underlying profit was $25.8m (FY19: $45.0m). The decrease in underlying profit reflects consistent domestic segment earnings, and a reduction in export segment earnings primarily from a weakened export coal price. These same factors contributed to an EBITDA of $76.8m for FY20 (FY19:$106.6m). The decrease in earnings flowed through to a reduction in operating cashflows. However, $66.8m was generated during the year, which covered several significant investing and financing activities, notably: • Continued investment in the Canadian coking coal joint venture. • Partial repayment of corporate USD bonds. • Payment of the FY19 dividend. • Deferred consideration, the majority paid relating to the purchase of the BT Mining assets; this liability ceases in FY21. • Investment in Rotowaro operations to extend the life of mine. A reconciliation of underlying profit to statutory results after tax and EBITDA is provided below. Note Underlying profit Add back Buller Coal project performance payment 15 (c) Statutory (loss)/profit Add back Equity share of joint venture results Depreciation and amortisation Net finance costs Movement in deferred consideration Impairment Movement in rehabilitation provision Bathurst EBITDA Add back Equity share of BT Mining EBITDA Consolidated EBITDA 6 15 (c) 2020 25,804 (73,230) (47,426) (30,408) 7,088 14,989 61,686 325 556 6,810 69,965 76,775 2019 44,960 - 44,960 (45,300) 6,910 3,388 (41) - 278 10,195 96,424 106,619 *Figures are consolidated Bathurst and 65 percent BT Mining. EBITDA is considered the best reflection of the underlying cash generating results of operations, and underlying profit after tax the best reflection of net profit excluding material one-off items. Section 1: Year in review 13 Sustainability – what does it mean to us? We are committed to economic, social and environmental sustainability; it is fundamental to our business and operations. Environmental management We are noticing increasing scrutiny of environmental management at our sites. The case study we provide illustrates our commitment to management of biodiversity and freshwater at our mines. It tells a story of identifying the impacts of mining on the environment, and how we are dealing with them to achieve positive outcomes. Health and wellbeing Our area of focus in FY20 was our systems management approach to health and wellbeing in the workplace. We are conscious that it’s one thing to reduce the risks around slips, trips and falls and other hazards at sites; it’s another to deal with longer-term occupational health issues. We are taking a hard look at how our people are meeting the daily challenge of the working day while safeguarding their health and wellbeing. Bathurst’s employee health management system is now rolled out across the organisation. More detail is provided in a case study. Mining’s importance to the West Coast We surveyed our workforce in 2018 to understand how people are employed in mining on the West Coast, their involvement with the community, and how we collectively contribute to the region. The report we commissioned was updated with the latest census data in early 2020. Topics covered include residency times, level of home ownership, family ties to the community including schooling, work, voluntary activities, and spending in the local economy. The study reveals our workforce is a significant and living part of the West Coast and its people. Further information is provided in our case study. Evolving international good-practice on sustainability is raising the ante on measuring and reporting on the natural, human, social, financial and physical aspects of wellbeing. Globally, these living standard indicators are coming under increasing strain, with the onus on private enterprise to lead positive change. We are meeting this challenge by drawing on the Global Reporting Initiative (“GRI”) as our guiding framework for annual reporting. We have identified ten material topics for the sustainability of our business. For each, we are defining the level of performance we want to achieve, and how we measure progress against our goals and targets. This is the third year of continually strengthening our sustainability metrics, and the data we collect. As with 2018 and 2019, this year’s reporting is against material topics spanning socio-economic, health and safety, environment and governance categories. COVID-19 pandemic The health and safety of our people and the people we interact with, and compliance with government restrictions during the COVID-19 pandemic have been our top priority. We are also actively building the resilience of our business in view of the related economic downturn that is expected as result of the pandemic. Climate change In New Zealand, climate change and the country’s response to it loom large in sustainability policy and action. This year we formalised our position on climate change. As a coal mining company, we have a key role in ensuring continued economic prosperity during the transition to a net zero carbon economy. We will be increasingly focused on producing coal for steel-making, and working with our industrial process heat customers to continue their coal supply, while they contribute towards maintaining New Zealand’s food sovereignty and their own part in the transition. We are also exploring what we can do to reduce the CO2 emissions for which we are directly responsible as a business. 14 Bathurst Resources Limited Annual Report 2020 Section 1: Year in review 15 Health and safety Material topic Health and safety Our operations are focused on our people, their safety and wellbeing while mitigating operational risks and maintaining productivity. FY20 health snapshot • COVID-19 Business Continuity Plan to manage health and safety protocols. • Employee health, focusing on “fitness for work” assessments. • Fundamental occupational hygiene hazard review. New ways of working We introduced a number of new standards this year to enhance the way we operate; key to note are: • Contractor management – we aim to manage safety, health and environmental risk in relation to contractors working at any operation by defining the relationships between parties. • Hazardous substances – we introduced company wide hazardous substances management standards during the year to ensure consistency across our sites. • Vaping – vaping nicotine in New Zealand is legal, and up until recently the smoking laws did not cover vaping. We developed standards to ensure that our people are not exposed to detrimental effects to their health from vaping in the workplace. FY20 safety snapshot • TRIFR (total recordable injury frequency rate) = 8.6 per million hours worked. • LTIFR (lost time injury frequency rate) = 2.9 per million hours worked. • More than 1,400 Physical Distancing Safe Work Observations at operating sites during COVID-19 lockdown. • Introduction of saliva testing for detection and quantification of drugs as part of our fitness for work regime after it was introduced in 2019 by Standards New Zealand. People first, shared responsibility We have a robust, people-centric and innovative approach to workplace health and safety. We do everything we can to encourage, improve, and enforce the right behaviours, culture, and processes across every aspect of our operations, starting with shared responsibility. We ensure that every one of our mine workers: • is always alert to their own safety; • focuses on their fitness for work; • Independent audit of our training standard at operating sites. • cares about the health and safety of their colleagues; and • watches for potential safety risks at all times. 16 Bathurst Resources Limited Annual Report 2020 Continuous improvement During the year, we completed the roll out of our occupational health monitoring programme across all sites. We expect this system to be a game changer in how our workforce understands and responds to their fitness for work status. We continue to ensure that all incidents or potential incidents are reported quickly, as a matter of legal compliance. We are improving the competency of our operational supervisors, developing their leadership and management skills. COVID-19 pandemic As New Zealand started experiencing cases of the COVID-19 coronavirus in early 2020, we worked to understand and communicate the implications for our people. On 26 March, New Zealand entered Alert Level 4 – Lockdown. Coal production for domestic consumption at four of our sites continued as an essential service, and we implemented strict COVID-19 social distancing, hygiene and other health and safety related protocols. The same protocols remained in place for all operating sites and offices through to the commencement of Alert Level 1, when reduced protocols were initiated once the risk of community transmission had decreased from zero community cases recorded within New Zealand. Where possible our people worked at home during the 4.5 week lockdown period. Mining at Stockton ceased during this time because export coal was not deemed to be an essential service by the Government. At the time of preparing this report, we are pleased to say we have not had a single confirmed case of COVID-19 among our workforce. The pandemic has had a significant economic impact on our financial results, primarily from lower export coal prices, but also the inability to export coal during the lockdown, and a 10 percent impact on worker productivity in observing COVID-19 protocols. We have been working with our people to retain them in employment while benefiting from government wage subsidies when available, and will continue to do so into the future. Section 1: Year in review 17 CASE STUDY OCCUPATIONAL HEALTH MONITORING – ALL OPERATIONS Safe and well at work We rolled out health assessments for staff nationwide in a holistic approach to the health and wellbeing of our people, starting with physical health. This programme has awakened personal attention on fitness and wellness, at work and in daily life. Spotlight on obesity The Body Mass Index (“BMI”) is a measure of the proportion of body fat to total body weight. In our workforce, 28.5 percent have a BMI of more than 30, which means they are obese. This is slightly less than the New Zealand population estimate of 30.9 percent. We are actively improving obesity rates among our people with individual mine managers applying their own proactive measures. These measures vary site to site, and include providing free fresh fruit and bottled water at work, holding an annual weight loss challenge, and encouraging worker participation in local fun runs and mountain biking events. “ Raising the health awareness of our people has been truly life altering. Over the last two years we have helped some of our workers identify potentially serious health problems through a fit-for- purpose mining medical assessment system that we developed. This was a natural progression from the passing of the Health and Safety at Work Act in 2015 and its General Risk and Workplace Management Regulations in 2016. Early on we realised we held limited data on our employees’ personal health risks such as acute and chronic diseases that may create safety risks within the workplace. So we created a health baseline for our workforce, and asked ourselves whether unmanaged health conditions were bringing safety risks into the workplace. We developed a risk profile for an ageing workforce, and a study of how health risks to these people had changed since they started working at our sites. We set a vision: people must be fit for their role, especially for those undertaking tasks where the risk to themselves or others is higher, should they experience a health issue. The results This time last year we had covered 75 percent of the workforce. We now have key results for the majority of full time and part- time employees at operational sites as at 30 June 2020. The fitness for work categories from initial results were: • A (fit for work) – 56.1 percent. • B (fit for work with conditions) – 39.2 percent. • C (temporarily unfit for work) - 4.3 percent. • D (permanently unfit for work) - 0.4 percent. Categories B and C have health management agreements drawn up to support the person’s health. That can include assignment to light duties until the person has improved their fitness for work status. Encouraging people to talk about their health raised awareness of specific conditions. We know that for some people this was truly life altering, especially for heart disease cases that were identified. To date the programme has identified ten people who required surgery, including several for coronary angioplasty (stents). Overall, the most common medical conditions among our employees are heart disease, hypertension, diabetes and sleep apnoea. 18 Bathurst Resources Limited Annual Report 2020 Section 1: Year in review 19 Socio-economic Material topic Stakeholder engagement Engagement with stakeholders and iwi is critical for our continued success and licence to operate now and into the future. How we engage We recognise that community and stakeholder engagement is key to earning our social licence to mine and operate in our host communities. In FY20, we prepared detailed stakeholder engagement plans at all of our sites and these are currently being implemented. A quarterly progress review of the stakeholder engagement plans will be undertaken in FY21, and they will be updated to reflect the current status of mine activities. Material topic Economic performance and responsibility Our focus is to responsibly manage the key processes within our control – financial oversight, productivity improvements and cash costs of production. Our mining operations are in four regions in New Zealand; Waikato, Canterbury, the West Coast and Southland. We recognise that we have a responsibility to support economic development, wealth and wellbeing in these regions and more importantly in the local communities that host our mines. Our contribution across our operations includes wages and salaries paid to employees ($65.8 million up on $56.1m last year); taxes, royalties and fees to government ($18.4m, compared with $38.2m in 2019); local procurement of goods and services including employee costs ($251m, similar to last year’s $259m); and support of local community initiatives. We have commissioned an independent survey of the socio- economic impacts on the West Coast, via detailed questionnaires of our workforce on their interactions with their community. Our purpose was to better understand the socio-economic drivers in our communities, and how we can have a more positive impact. 20 Bathurst Resources Limited Annual Report 2020 We continue to be a major sponsor of the Life Education Trust on the West Coast. This is a mobile education classroom that travels more than 5,000 km every year in the region teaching more than 3,300 children on subjects of food and nutrition; human biology; substance abuse; relationships and community; and identity and resilience. The aim is to provide the children with the skills and knowledge to make well informed decisions – now and in the future. Supporting the industry We have supported innovation, best practice and professional development in the mining industry as key conference sponsors for the New Zealand Minerals Forum, and the New Zealand Branch of the Australasian Institute of Mining and Metallurgy. In addition, we are sponsoring the organising of the 14th Congress of the International Mine Water Association with a focus on mine water management, which has been delayed to 2021 because of the COVID-19 pandemic. Community investment is vital Our relationship with the communities in which we live and operate is important to the future success of our operations. We are committed to operating in a socially responsible manner. This year our sponsorship programme included sponsorship of the following organisations: • Life Education Trust West Coast. • West Coast Search & Rescue. • Maramarua Volunteer Rural Fire Brigade – part funding towards a new training room. • Volunteer fire brigades – Westport, Coalgate. • Primary schools – Pukemiro, Takitimu, Glentunnel, Westport South. • St John Youth. • Rugby clubs – Buller, Ohai-Nightcaps. • Plunket. • Poutini Waiora. • Fostering Kids NZ. • Huntly Heart Kids. • Huntly Squash Club. • Buller Bay Fishing Competition. • Hector Community Swimming Pool. Section 1: Year in review 21 CASE STUDY A SOCIAL AND ECONOMIC STUDY – THE WEST COAST Our contribution to the West Coast region We commissioned the AIGIS Group led by socio-economic scientist Dr Mark Sargent, to investigate and report on our contribution to the social and economic fabric of the West Coast of the South Island, where our Stockton export mine is located. Living in the region Our people are committed to living on the West Coast, and are an integral part of the West Coast communities. As at 2019, 68 percent of our workforce (employees and contractors) lived in Westport, and 93 percent in the wider Buller District. Around one-third of the workforce has lived on the West Coast for ten years or less, and around half, for more than 20 years. The mean and median residence times are 25 and 21 years, respectively. Around 86 percent of the workforce either fully own, or own their homes under mortgage, an investment of around $43 million, based on average regional house prices. Contractors are more likely to rent accommodation (29.6 percent) than employees (10.3 percent). Renters contribute on average $406,000/year in rents into the regional economy. Ours is a workforce with strong local economic and social ties. This is also reflected in how the West Coast’s population reacts to changes in mining activity. Data from Statistics NZ, Development West Coast and Infometrics show that in 2013 the region’s population was 32,150, and in 2018, this figure dropped to 31,550. This followed the rationalisation of the former Solid Energy assets, the closure of Oceana Gold’s Globe Progress gold mine, and closure of the Holcim cement works. Conversely, future expansion of mining would be expected to see people coming into the region for work. Family life is important to our employees, with 76.7 percent of the work force living as couples, or couples with children. Survey respondents have households totalling 734 people, an average of 2.8 per household, compared to the Buller District average of 2.3. The study tells a story of people employed in mining on the West Coast, their involvement with families and communities, and how we contribute to the region. Mining and miners are a significant and living part of the West Coast and its people. The lead for the study, Dr Sargent says “Employment, qualification and industry of employment data for the West Coast indicate that the composition of the regional workforce is strongly influenced by the presence of the mining industry as a key economic and employment driver.” The workforce survey in August 2018 produced responses from 204 employees and 54 permanent contractors, an 88.9 percent response rate, who on average have worked in the industry for 13.5 years. In the following year we recruited a net 24 additional employees to work at the Stockton mine, with further information from them being incorporated into the survey results. Other information was sourced from publicly available data (including updating in 2020 with latest available census data), and our internal financial and employment data. Who are our miners? • Only 13 percent of the people surveyed have worked in mining for less than six years. • 36 percent have worked in mining for between six and ten years, and 33 percent have worked in mining between 11 and 20 years. • 12 percent have worked in the industry between 21 and 30 years. Buller District and the West Coast Region have higher proportions of people employed as machinery operators and workers (10.1 percent and 9.6 percent, respectively) than the national average of 6.0 percent, based on 2018 Census data. This reflects the strong regional industrial base, including our mining operations. 22 Bathurst Resources Limited Annual Report 2020 Active in the community Mining and the West Coast Of the 734 people in the workforce survey respondents’ households, 25.6 percent are at schools or in other education. Around 36 percent of people in these households are 24 years or younger, and 20 percent are aged 5–17, with an estimated 160 children attending local schools. Workforce members play an important part in their communities, with 161 respondents (62 percent of the survey sample) providing 248 responses, covering 399 activities, across all categories of community involvement. They include emergency services, sports, community, schools, service, recreation and cultural organisations. In 2018 mining was the third largest industry on the West Coast, delivering $107m, or 19 percent of Gross Regional Product for the region’s main economic drivers, behind tourism (34 percent), and dairying (36 percent), according to Development West Coast (“DWC”)/Infometrics data, and mining was ahead of agriculture, forestry and fishing (11 percent). Between 2010 and 2018, DWC/Infometrics data show that labour productivity for mining was on average 2.5 times greater than that for the regional economy generally. This means mining is a relatively capital-intensive industry, with workers earning high wages. Connected into the West Coast economy Our workforce spends on average 70 percent of their income in the regional economy, estimated at $8.6-9.4m per year, inferred from Statistics NZ data. 87 percent of other members of our employees’ households either study or work, and of the 87 percent, 48.4 percent are employed full time, and 12.5 percent part time. These working residents also spend part of their incomes in the local and regional economies. We spent $13.5m across 102 West Coast businesses, averaged over the 2017–2019 financial years. This included $5.6m spent with 79 businesses in Buller, and $4.8m with 73 businesses in Westport. These figures compare with the $96m Bathurst spent with 397 businesses throughout New Zealand. Based on a separate survey of West Coast extractives industries conducted in 2018, each of the above businesses likely have at least one or two other West Coast businesses among their major suppliers; i.e. an estimated 153 additional West Coast businesses benefit from economic activity consequent to our activities. We directly inject approximately $19m per year into the West Coast economy. This breaks down to $16.3m and $12.2m per year for Buller District and Westport, respectively. Taking total GDP for the West Coast of $1,517 bn as at March 2018, mining’s contribution was 7.1 percent while mining employment in the region was 2.9 percent. The equivalent figures for Buller District were 13.8 percent and 6.9 percent. In 2018 mining on the West Coast produced $227,660 of GDP per filled job, while dairying in comparison produced $173,061, other agriculture $81,041, manufacturing (minus dairy) $68,589, and tourism $59,603. “ Mining and miners are a significant and living part of the West Coast. Section 1: Year in review 23 Environmental The Stockton mine was the second largest consumer of energy at 354,344 GJ. This is consistent with producing and washing the most coal of the five sites, and reflects the electricity used in the coal handling and preparation plant, and the Ngakawau coal loadout facility. To note, the Stockton mine did not operate during the COVID-19 lockdown period or it would have been the largest power consuming site. Comparison of energy consumption by operation FY20 400,000 350,000 300,000 250,000 200,000 150,000 100,000 50,000 0 ) J G ( n o i t p m u s n o c y g r e n E S t o c k t o n R o t o w a r o M a r a m a r u a C a n t e r b u r y T a k i t i m u Fuel Electricity C o r p o r a t e E s c a r p m e n t - C a s c a d e The above graph excludes Sullivan where consumption was zero. Greenhouse gas emissions We measure greenhouse gas emissions and participate in the New Zealand Emissions Trading Scheme (“ETS”) in which carbon pricing is passed on to our customers. We assist our customers in relation to ETS in terms of the quality of energy supplied and efficiency in supply logistics. A key advantage of our Canterbury mine is that it is located within 20 km from its major customer in Darfield, significantly reducing transport emissions. This recognises that whilst we support a transition from coal to renewable energies, this will take time – so we will endeavour to provide coal in a responsible way as long as our energy customers require it. If Canterbury’s existing customers were to source coal from elsewhere in New Zealand, this would require trucking the resource from either the West Coast (250 km away) or from Southland (610 km away), significantly increasing the transport carbon footprint. Alternatively, and as is the case for the Huntly power station, coal could be imported from overseas suppliers such as Indonesia, which also has a much higher transport carbon footprint. Material topic Energy and emissions We continue to find new ways to use energy more efficiently in our operations, and are improving our measurement and reporting of energy efficiency. We aim over time to reduce our carbon footprint, in terms of carbon dioxide emissions per tonne of coal produced. Energy use This year energy consumption remained one of our largest operational inputs. In efforts to reduce our consumption, we have been working with Mobil Oil New Zealand in assessing trials of Mobil Diesel Efficient in the performance of two CAT 777 dump trucks at Maramarua. It is expected that use of this new fuel will reduce consumption by up to 3 percent, with lower emissions of nitrogen oxides (up to 10 percent), particulate matter (22 percent), and carbon dioxide (2.8 percent). In addition, we have been supporting a project to assess the feasibility of a hydro scheme to generate 24 megawatts of power from the Stockton mine site water runoff, where over six metres of rain falls each year. Total energy consumption for FY20 is reported in terms of energy consumed (fuel and electricity) by employees and contractors and amounted to 992,267 gigajoules (“GJ”) at our five operational sites, the Cascade mine rehabilitation project and corporate offices. This is approximately a 3 percent decrease on energy use reported in FY19. Overall total waste rock stripping which is the key determinant of our energy consumption decreased by 6 percent with 18.86 million banked cubic metres (M bcm) of waste rock stripped at the five sites in FY20, compared with 20.02 M bcm in FY19. 94 percent of the energy consumed at our sites includes fuel used for operations, and power for the Canterbury mine. The remaining 6 percent of energy consumed was purchased electricity. When comparing energy consumption by operation, there are significant differences reflecting the scale of each operation and the mine life cycle stage. The Rotowaro mine was the largest consumer at 366,760 GJ, reflecting the movement of more than 8 M bcm of waste rock in FY20, due to increased stripping ratios at this mature site. 24 Bathurst Resources Limited Annual Report 2020 Our mining operations use significant quantities of diesel fuel to extract coal and transport coal within the sites. Electricity is required for coal processing, water treatment plants and mine management systems. Our coal also releases its own greenhouse gases (“GHG”) to the atmosphere (fugitive emissions), accounted for in the FY20 production tonnages under the Scope 1 emissions category. We report our GHG emissions with reference to their source as follows: GHG emissions intensity d e c u d o r p l a o c f o e n n o t / e 2 o C f o s e n n o T 0.08 0.07 0.06 0.05 0.04 0.03 0.02 0.01 0.00 S t o c k t o n R o t o w a r o FY19 FY20 M a r a m a r u a C a n t e r b u r y T a k i t i m u Our reporting of Scope 1 and 2 emissions is consistent with GRI reporting guidelines. In accordance with GRI, we have reported carbon dioxide in our GHG emissions calculations as carbon dioxide equivalent (“CO2e”). This year we have also accounted for sulphur hexafluoride gas emissions from transformers, and emissions from the use of ammonium nitrate in blasting. We work with blast consultants to ensure our blasting practices optimise the recovery of clean coal. This reduces our GHG emissions by reducing the tonnages of contaminated coal that needs to be processed in energy-intensive coal washeries. Total Scope 1 and 2 emissions for FY20 were 112,548 tonnes of CO2e, of which: • 40 percent related to fugitive emissions from coal production; • 1 percent related to electricity use; and • 59 percent related to fuel consumption and blast emissions. The data for FY20 is approximately 7 percent less emissions than FY19. This is due to a 6 percent decrease in waste rock stripping (partially due to the COVID-19 lockdown at the Stockton mine), and reduced CO2e from fugitive emissions as 13.3 percent less saleable coal was produced in FY20 across the five sites compared with FY19. In FY20, the highest GHG emissions intensity per tonne of coal produced was at the Canterbury and Rotowaro mines. Intensity is high at Canterbury because electricity is supplied from diesel generators in lieu of access to the national grid, and it has the lowest production rate of the five mines. Rotowaro had a higher emission intensity this year because significant volumes of waste rock were stripped in the Waipuna West pit which is in the development stage. Also, saleable coal tonnages decreased due to a planned shift in supply to a key customer over a longer period. Overall total GHG emissions intensity across all our operations were similar to FY19 at approximately 0.05 tonnes CO2e/tonne coal in both years. Site Stockton Rotowaro Maramarua Canterbury Takitimu Cascade Corporate Total FY20 Scope 1 emissions (t/CO 2 e) FY19 Scope 1 emissions (t/CO 2 e) FY20 Scope 2 emissions (t/CO 2 e) FY19 Scope 2 emissions (t/CO 2 e) 43,545 36,553 13,740 6,286 10,626 302 15 47,525 39,158 12,069 9,283 10,786 - 15 1,084 278 75 - 29 - 15 1,093 431 128 - 30 - 8 111,067 118,837 1,481 1,690 Scope 1 includes emissions from fuel and fugitive emissions from coal; Scope 2 are emissions related to electricity usage. The emissions are calculated following the procedures in the New Zealand Ministry for the Environment May 2019 report ME1414 titled “Measuring emissions: A guide for organisations – 2019 detailed guide”. Emissions for Escarpment and Sullivan were nil. Section 1: Year in review 25 Following procedures in our Acid Mine Drainage management plan, in the Cypress pit at the Stockton mine we have been applying up to 16 kg of lime per tonne of PAF waste rock to minimise AMD production. At Stockton we have also constructed a second calcium oxide dosing plant to actively treat up to 3,000 tonnes of AMD per year in the St Patrick’s stream catchment. This plant started treating AMD in July 2020. The Canterbury site actively manages PAF rock by selectively placing and compacting this material in areas of backfill where it can be safely covered by a minimum five-metre thickness of non-acid forming (“NAF”) rock. This minimises oxygen and water entry into PAF waste rock, ensuring minimal acidic water is produced from the backfill. Legacy AMD issues inherited from the mine’s previous owner have been managed by excavating an entire old overburden area that was the dominant origin of legacy high acidic seeps. This historic PAF material was placed into a new engineered landform and encapsulated, compacted and covered with a five-metre thick NAF cover. Small historic acidic seeps from former underground mines in the Canterbury area are treated via two mussel shell bio- reactors. The waste mussel shells neutralise acidic water and this is also a way of recycling the shells instead of disposal to landfill. Material topic Overburden management Managing overburden materials to create stable landforms for rehabilitation is a key focus when developing our mine plans. This includes focus on implementing controls such as characterising mineral wastes and managing site storage to limit environmental effects and minimise closure costs. The two mine sites that disturbed potentially acid forming (“PAF”) waste rock were Stockton and Canterbury. PAF waste rock disturbed decreased by 2 percent compared with FY19, as overall waste rock disturbance reduced by 1.16 M bcm. The total amount of waste rock per tonne of saleable coal across all sites increased from 8.6 bcm/t in FY19 to 9.3 bcm/t, predominantly due to increased stripping ratios at Rotowaro and Stockton mines and the effects of the COVID-19 pandemic reducing coal output at Stockton. Waste rock (bcm) disturbed in FY20 10,000,000 8,000,000 6,000,000 4,000,000 2,000,000 ) m c b ( k c o r e t s a W 0 S t o c k t o n 3,841,488 R o t o w a r o 0 M a r a m a r u a 0 C a n t e r b u r y 368,875 T a k i t i m u 0 289,974 8,080,299 3,318,569 705,440 2,258,454 PAF NAF 26 Bathurst Resources Limited Annual Report 2020 Material topic Land use and biodiversity We strive to avoid and minimise any significant impacts our operations may have on sensitive species, habitats and ecosystems. We integrate biodiversity into our business decision-making and management activities. Our objective is to rehabilitate mine sites to ensure self sustaining indigenous ecoystems are established or re- established. Where the post mining land use preference is pasture by the landowner, we focus on enhancing the chemical, physical and biological aspects of the soil before carefully selecting climate adapted pasture species. Currently we have several active biodiversity offset projects underway that involve thousands of hectares of pest control management (defined by consent conditions) on Department of Conservation administered land. We are also working with experts and stakeholders to deliver biodiversity outcomes in the context of current or future mine closures. That includes minimising our land disturbance footprint and progressively restoring disturbed land. Soil is salvaged and where appropriate vegetation direct transfer (“VDT”) is undertaken to speed up and improve the quality of indigenous ecological restoration. VDT is a method in which the sods of intact plants and soils are moved intact from stripped areas, usually in six cubic metre chunks. This method avoids new plantings, boosts ecosystem recovery, maintains biological activity within the soil and enhances erosion control. Overall net total land disturbance over all sites in FY20 increased by 18 hectares (“ha”). The Stockton mine accounts for 53 percent of the total disturbed area. Mining of the Millerton pit area at Stockton over the next few years will provide for a more established strip mining operation, in which progressive rehabilitation rates are projected to reach double the current Stockton mine rehabilitation rate of approximately 20 ha per year. Our budgeted rehabilitation area for FY21 is 72 ha across all sites. It is noted that Maramarua is in a development stage, so no areas will be available for rehabilitation during FY21. Rehabilitation budget table Site Stockton Rotowaro Maramarua Canterbury Takitimu Rehabilitation budget FY21 (ha) 19.3 16 0 7.7 15 Escarpment-Cascade 11.7 Huntly West Total 2.3 72 No rehabilitation was undertaken at the Escarpment or Sullivan mines in FY20 as these mines are in care and maintenance, and no rehabilitation was undertaken at Maramarua as it is in development mode. Land disturbed and rehabilitated 900 800 700 600 500 400 300 200 100 0 ) s e r a t c e h ( s u t a t s d n a L S t o c k t o n R o t o w a r o M a r a m a r u a C a n t e r b u r y T a k i t i m u E s c a r p m e n t C a s c a d e S u l l i v a n Disturbed land remaining to be rehabilitated Land rehabilitated in FY20 A rehabilitation project commenced at Cascade mine this year, however as no final stage rehabilitation areas were completed by the 30 June there are no hectares shown in the graph above. Section 1: Year in review 27 Material topic Water management We aim to manage our water inputs, use and outputs to inform our management of water-related risks, seeking to minimise the impact to other water users and the environment. All our mine site discharges have specific conditions related to discharge consents to protect aquatic ecology. No downstream water sources have been adversely impacted by water use at our sites in FY20. Overall water use this year was 927 million litres, a reduction of 8.2 percent in water use compared with that of FY19. A significant proportion of this reduction is due to approximately 200,000 less tonnes of coal being washed through the Stockton mine coal washery as the mine was not authorised to operate under the COVID-19 lockdown. Success for freshwater ecology at the Takitimu mine has been confirmed by a fish survey undertaken in May 2020 in the diverted tributary stream of the Wairio stream, which reveals a healthy population (juvenile and adult size ranges) of 111 nationally vulnerable Gollum galaxias fish (rare whitebait species). Consumptive water use FY20 Consumptive water use (Ml/yr) FY19 Consumptive water use (Ml/yr) Stockton Rotowaro Maramarua Canterbury Takitimu Corporate 592 195 49 54 35 2 644 209 46 56 53 2 TOTAL 927 1,010 Note that the Takitimu mine water usage was incorrectly reported in the FY19 annual report as 121 Ml/yr. Water use intensity Based on estimates of consumption, water use intensity (measured as litres of water used per tonne of coal produced) is shown below. This year sites used between 169 to 621 litres of water to produce a tonne of coal. Significant water use at sites with a large disturbed area or close proximity to residences is related to dust suppression using water carts and sprinklers. The Canterbury mine had a particularly high water use intensity due to an unusual, very dry summer period. Stockton has the highest intensity of water use, which reflects the intensive use of the coal handling and preparation plant, accounting for 86 percent of the site water usage. It is noted that the coal washery water is treated for acid and sediment load and is returned to the Mangatini Stream. The Takitimu mine had a 34 percent reduction in water use due to significantly more rainfall during the summer months, requiring less water use for dust suppression. Water use intensity at mine sites FY20 700 600 500 400 300 200 100 0 d e c u d o r p l a o c f o e n n o t / s e r t i L S t o c k t o n R o t o w a r o M a r a m a r u a C a n t e r b u r y T a k i t i m u FY20 FY19 28 Bathurst Resources Limited Annual Report 2020 CASE STUDY CANTERBURY MUDFISH / KŌWARO CONSERVATION – CANTERBURY MINE Protecting a regional treasure We have stepped in to help protect the critically-endangered Canterbury mudfish / kōwaro. Lack of fencing of livestock from streams, riverside willows and other weeds, few native plantings, sediment and nutrient run-off into streams are major threats to its conservation. The Waianiwaniwa valley in inland Canterbury is a major habitat for the endemic kōwaro. The streams here become disconnected from rivers in the lower Selwyn catchment due to seasonal drying of the streams as they enter the Canterbury plains, creating an environment free of predator fish species such as eel (tuna). This catchment however, like much of Canterbury, is dedicated to rural land use and is relatively unprotected for the kōwaro. On gaining access in May 2020 to a purchased 31-hectare block of rural land, we committed to fencing 1,100 metres of the Bush Gully Stream from livestock. We are also spraying weeds and planting riparian native species along this stream. This is part of a programme to protect and enhance kōwaro habitat in the Bush Gully Stream which runs to the north of the Canterbury mine and later joins the Waianiwaniwa River. Other actions are to remove two stands of crack willow as part of a wetland restoration project. We manage run-off into freshwater from the mine, making improvements to fish passage. The intent is to covenant 20 metres on either side of the mid-point of Bush Gully Stream for 1,100 metres, over an area totalling 44,000 m2 or 4.4 hectares. Improving the science We supported a survey of kōwaro populations in the Bush Gully Stream via a University of Canterbury master’s thesis, and more widely, the Waianiwaniwa and Hororata catchments. This work builds on other aquatic surveys on kōwaro carried out in Bush Gully Stream since 2006. A further issue is uncontrolled drainages into the Bush Gully Stream from historical underground mines dating from the 1900–1970s. We are analysing water quality and quantity in these flows to understand how these drainages can be managed to improve stream water quality. A holistic issue Nature conservation can rarely be done in isolation to be effective. This is especially true of the kōwaro and its stream habitat, almost all of which is degraded. This is a call for action on landowners, farmers and foresters, mine and quarry operators, government, iwi and local communities. We are proud to be playing our part in this kaupapa or cause. Canterbury galaxias (lower), Canterbury Mudfish (upper). Bush Gully Stream fish survey 2019. “ We are proud to be playing our part in this kaupapa to protect the kōwaro. Section 1: Year in review 29 Governance Material topic Compliance Compliance in the mining sector represents a significant risk to our business. We are continually focused on achieving positive and compliant performance outcomes. What do we mean by governance? Governance is ensuring we have the policies, procedures, systems and suitably trained employees in place to achieve industry good practice in managing workplace health and safety, and the environmental and socio-economic impacts of our mining, processing and transport operations. The COVID-19 pandemic and associated restrictions have imposed a particular duty of care on us. Under the banner of Health, Safety, Environment and Community all of our people have been responsible for implementing our COVID-19 protocols and procedures. Environmental compliance and governance Our corporate environmental governance is based on current international standards for environmental management. For example, we follow the principles under the International Council on Mining & Metals (2019) Integrated Mine Closure: Good Practice Guideline for all of our mine site closure plans. In mine stages from exploration, development and mining to closure and after-care, we focus on meeting or surpassing environmental regulatory requirements to manage: • water quality and water use; • energy use; • air emissions; • waste; • land reclamation and post-mining land use; and • biodiversity including offset projects. Effective complaint handling Our reputation for honesty and integrity is important for the success of our business. We aim for our business practices to be compatible with, and sensitive to, the economic and social priorities of each location and community in which we live and operate. We have revised and trained the workforce on our whistle-blower policy and established a whistle-blower hotline, in partnership with EAP Services (an independent service provider). This hotline, directly overseen by our Audit and Risk Committee, enables employees to confidentially and anonymously report either by telephone or electronically any concerns or misconduct in any aspect of our business. Internal and external complaints on environmental issues are recorded via complaints registers maintained at all sites. Environmental and community complaints are investigated via our internal incident investigation system and are only closed off by senior management when resolved. Environmental management systems (“EMS”) An accredited, external international environmental management consultant firm IEMA has documented improvement actions to our EMS and discussed these in training workshops with our site personnel. In FY21, we have committed to improving our EMS by: • An audit of mine closure costs, schedule and tasks will be undertaken by a mine closure expert at all sites. • Preparation of biodiversity action plans for all of our sites. • Review, update and implement Site Environmental Management Plans. • Review of site operational and closure risk assessments, and to prepare and implement a schedule for environmental risk reduction/minimisation. 30 Bathurst Resources Limited Annual Report 2020 Material topic Mine closure standard We aim to manage closure focusing on supporting the economic and social transition after mining ends, establishing a self-sustaining ecosystem and opportunities for a range of potential post-mining land uses. We are implementing an internally developed Decommissioning and Mine Closure Management Standard, which draws on international experts. This has been tested at our largest and most complex site, the Stockton mine. Material topic Emergency preparedness management We maintain emergency management plans to identify the potential for emergency situations and we regularly test our capability to respond. COVID-19 is a reminder that there is always a risk of an adverse event occurring. Hence, we have crisis management plans in place to minimise the impacts that a significant event could have on the public, our employees and the environment. This is integrated with our site emergency response plans, which are maintained and regularly tested at our mine sites. This year, major incident response exercises in collaboration with emergency services were undertaken at the Canterbury, Takitimu and Stockton mines. Section 1: Year in review 31 Our people Board members Toko Kapea Non-executive Chairman Russell Middleton Executive Director & Chief Financial Officer Toko is a Wellington-based commercial lawyer, consultant and director at Tuia Group Limited. He has worked at Chapman Tripp and in-house at Meridian Energy, Bank of New Zealand and ANZ. He currently sits on the board of Television New Zealand (state owned broadcaster) and Duke Exploration Limited, an exploration company with tenements in Queensland and New South Wales. He is also Chair of Bathurst’s Audit Committee. Russell has over 30 years in the mining and construction sector with significant experience in mine project evaluations and construction of new mines. Starting his career as a public accountant, Russell has held senior management positions in commercial and planning roles with BHP and Anglo American. Russell is a director of joint venture entities BT Mining Limited and NWP Coal Canada Limited as a Bathurst representative. Richard Tacon Executive Director & Chief Executive Officer Peter Westerhuis Non-executive Director Richard has worked in almost every role in coal mining since starting his career in the 1970s. Richard’s first job in the industry was at Greymouth’s Liverpool State Mine and after working in Australia for 32 years, Richard returned to Wellington, New Zealand to take up the position of Chief Operating Officer at Bathurst in 2012. He was appointed to the role of Chief Executive Officer in March 2015. Peter is a professional engineer with post-graduate business qualifications and over 30 years of Australian and international resources experience in the iron ore, gold and coal industries, the last 12 years at CEO and MD level. He has successfully developed and managed large mining and processing operations including overseeing the transition from explorer to producer, and has undertaken many complex commercial negotiations. Richard is the Chair of the Coal Association of New Zealand and sits on the boards of the New Zealand Mines Rescue Trust and Straterra. Richard is a director of BT Mining Limited as a Bathurst representative. 32 Bathurst Resources Limited Annual Report 2020 Senior leadership team Fiona Bartier General Manager, Health, Safety, Environment and Community Sam Johnstone General Manager, Marketing and Logistics Fiona is an environmental and resource scientist who has worked in management roles for government, industry groups, and mining companies. With over 20 years experience, Fiona joined Bathurst in 2012 to manage our HSEC portfolio. Alison Brown General Counsel Alison holds a Master of Laws with Honours, and has 40 years’ legal experience specialising in mining, environmental and climate change law. She spent the first 20 years of her career in leading law firms and at the Ministry of Foreign Affairs and Trade. For the past 20 years she has worked at senior levels in the coal industry. Carmen Dunick Group Manager, Human Resources Carmen joined Bathurst in 2017 to manage the human resources (“HR”) function. She holds a Bachelor of Social Sciences and is a member of HRINZ. Carmen has worked in all areas of HR, with over 15 years’ experience in both the public and private sectors. Ian Harvey General Manager, Export Operations A mining engineer with over 30 years’ industry experience. Ian has held senior management and operations leadership roles, specialising in metallurgical coal market planning and resource optimisation, and mine planning and design. Ian is a member of the Australasian Institute of Mining and Metallurgy (“AusIMM”). Sam brings a wealth of experience in marketing New Zealand’s unique coal domestically and internationally, and since our investment in BT Mining, has continued to manage and add value to our domestic and export customer contracts . Sam holds a Postgraduate Master of Science majoring in Geography. Craig Pilcher General Manager, Domestic Operations Craig has over 30 years’ experience which includes a background in engineering and owner of a coal supply business. Craig joined Bathurst in 2013, working as GM Operations and GM of Marketing and Sales, briefly leaving Bathurst before returning to manage the domestic operations in 2019. He is also a director of BT Mining Limited. Damian Spring General Manager, Resource Development A mining engineer with over 25 years’ experience locally and offshore, Damian consulted to Bathurst from 2010 before joining the company in 2017 as the General Manager, Domestic Operations. Since 2019 Damian has led Bathurst’s resource development, focusing on growth projects. Damian is a chartered professional member of AusIMM. Section 1: Year in review 33 Directors’ report Your directors present their report on the consolidated entity (“the Group”) consisting of Bathurst Resources Limited (“Bathurst”) and the entities it controlled at the end of, or during, the year ended 30 June 2020. Directors The following persons were directors of Bathurst Resources Limited as at 30 June 2020. Toko Kapea Non-executive Chairman Richard Tacon Executive Director Russell Middleton Executive Director Peter Westerhuis Non-executive Director Principal activities During the year the principal continuing activities of the Group consisted of: • the production of coal in New Zealand, and • the exploration and development of coal mining assets in New Zealand. Dividends No dividend was declared relating to the 30 June 2020 financial year. A dividend was paid on the 23 October 2019 relating to the 30 June 2019 financial year, at AU 0.3¢ per share. Environmental regulation Our exploration and mining activities are subject to a range of environmental controls which govern how we carry out our business. These are set out below. Mine development/mining activities Mining activities are regulated by the following: • Resource consents granted by the relevant district and regional territorial authorities, after following the processes set out in the Resource Management Act 1991. • Mining licences granted originally under the Coal Mines Act 1979 and now regulated under the Crown Minerals Act 1991. • Mining permits issued under the Crown Minerals Act 1991 by the Minister of Energy and Resources, required to mine Crown coal. • Access arrangements or profit à prendre granted by owners of private (i.e. non-Crown owned) coal. • Access arrangements granted by relevant landowners and occupiers granted under the Crown Minerals Act 1991. For Crown-owned land managed by the Department of Conservation, these access arrangements are granted either by the Minister of Conservation or, for significant projects, jointly by the Minister of Conservation and the Minister of Energy and Resources. • Concession agreements under the Conservation Act 1987 for land outside a permit area but owned by the Crown and managed by the Department of Conservation. • Wildlife authorities issued under the Wildlife Act 1953 granted by the Minister of Conservation. Controls around water and air discharges that result from mining operations are governed by the conditions of the resource consents that the particular mining operation is operating under. Our mining operations are inspected on a regular basis. A discharge occurred at the Canterbury mine in January 2018 and the Canterbury Regional Council (“Council”) laid charges in respect of this incident. Whilst the matter was initially resolved through the Council’s alternative environmental justice (“AEJ”) processes, the District Court had issues around the validity of the AEJ process as a whole. Bathurst pled guilty to one representative charge and was convicted and fined $18,000 in November 2019. Other than as disclosed, to the best of the directors’ knowledge, all mining activities have been undertaken in compliance with the requirements of the Resource Management Act 1991, Crown Minerals Act 1991, Conservation Act 1987 and Wildlife Act 1953. 34 Bathurst Resources Limited Annual Report 2020 Exploration activities To carry out exploration, we need to hold a relevant exploration permit (where the coal is Crown owned) or consent from the mineral owner where the coal is privately owned, relevant resource consents to permit exploration, access arrangements with the relevant landowner and occupier and where wildlife is impacted a wildlife authority. To the best of the directors’ knowledge, all exploration activities have been undertaken in compliance with the requirements of the Resource Management Act 1991, Crown Minerals Act 1991, Conservation Act 1987 and Wildlife Act 1953. Hazardous substances Mining activities involve the storage and use of hazardous substances, including fuel. We must comply with the Hazardous Substances and New Organisms Act 1996 and Health and Safety at Work (Hazardous Substances) Regulations 2017 when handling hazardous materials. To the best of the directors’ knowledge, no instances of non-compliance have been noted. Emissions Trading Scheme The New Zealand Emissions Trading Scheme (“NZ ETS”) came into effect from 1 July 2010, which essentially makes us liable for greenhouse gas emissions associated with the coal we mine and sell in New Zealand and for the fugitive emissions of methane associated with that mined coal. Liability is based on the type and quantity of coal tonnes sold, with the cost of such being passed on to customers. Bathurst’s Emissions Trading Policy can be found on our website. Corporate governance Bathurst’s Corporate Governance Statement is available on our website www.bathurst.co.nz/our-company/corporate-governance Donations Bathurst made donations totalling $44,557 to several local groups during the year including scholarships. Further information of donation recipients can be found in the socio- economic material topic of our sustainability section of the annual report. Directors’ and officers’ liability insurance The company and its subsidiaries have arranged policies of directors’ and officers’ liability insurance, which, together with a deed of indemnity, seek to ensure to the extent permitted by law that directors and officers will incur no monetary loss as a result of actions legitimately taken by them as directors and officers. Other information on directors Directors’ securities interests Director Mr T Kapea Ordinary shares Performance rights 3,907,409 - Mr R Middleton 12,528,309 3,451,264 Mr P Westerhuis 3,518,636 - Mr R Tacon 16,003,027 5,979,379 The increase in ordinary shares held by directors arose from the exercise of previously issued performance rights that vested on the 31 December 2019. Additional performance rights were granted during the year to executive directors. For further information refer to note 18 in the financial statements. Other current directorships of listed companies No directors hold other current directorships in listed companies or have done so in the last three years. Other entries in the interests register Other than transactions relating to performance rights as noted above, other entries in the interests register during the year consisted of: • Russell Middleton accepting a non-executive director position and 10 percent ownership in Penguin Risk Solutions who provide insurance in Australia. There is no intent to change Bathurst’s insurance providers and as such this appointment does not represent a conflict of interest. • Toko Kapea accepted appointment as member of the advisory committee member of Finistere Ventures LLC (USA) for its New Zealand operations. No conflict of interest was reported in respect of this appointment. • Toko Kapea came off the board of Ngaitakoto Custodian Trustee Limited. Audit fees Other than as disclosed in note 5, fees payable to Bathurst’s auditors for agreed upon procedures services required under a Deed of Royalty total $4k plus disbursements. Section 1: Year in review 35 Remuneration report Role of the Remuneration and Nomination committee The Remuneration and Nomination committee (“R&N committee”) is a subcommittee of the Bathurst Board of Directors (“Board”). The R&N committee is responsible for making recommendations to the Board on remuneration matters such as non-executive director (“NED”) fees, remuneration for directors and other senior executives, and the over-arching executive remuneration policy and incentive schemes. All its members are NEDs. The objective of the R&N committee is to ensure that Bathurst’s remuneration policies are fair and competitive, and aligned with the long-term interests of Bathurst and its shareholders. The R&N committee draws on its own experience in remuneration matters and seeks advice from independent remuneration consultants where appropriate. There have been no material changes to the remuneration framework during the year. The corporate governance section of our website provides further information on the role of the R&N committee. NED remuneration framework NED fees reflect the level of responsibility and the demands which are made on the directors’ time and are reviewed annually by the R&N committee. Fees paid to the chairman are determined independently to the fees of other non-executive directors. An external benchmark report was prepared by independent remuneration consultants as part of the annual review process. This assessed current remuneration and structure for members of the Board. Increases to NED fees including the Chairman of the Board were made during the year to bring fees in line with market expectations for an ASX company of similar size and complexity. Executive remuneration The objective of Bathurst’s executive reward framework is to ensure reward for performance is competitive, appropriate, promotes retention of employees, and aligns with Bathurst’s strategic objectives and shareholder interests. The framework provides a mix of fixed and variable short- and long-term incentives, that are measured against internal and external financial and operational metrics. This enables the ability to recognise individual achievements and results, attract and retain high calibre people, and with the focus on the long- term, align with shareholder’s interest of sustainable growth. As executives gain seniority, the balance of this mix shifts to a higher proportion of ‘at risk’ rewards. The framework has three components: • Fixed remuneration, including superannuation. • Short-term incentives. • Long-term incentives. 36 Bathurst Resources Limited Annual Report 2020 Fixed remuneration Bathurst offers a competitive fixed remuneration that is based on the responsibilities of the role, individual performance and experience, and current market data. External consultants provide advice to ensure the fixed remuneration component is set within market benchmarks for a comparable role. Fixed remuneration is reviewed annually, and on promotion. There are no guaranteed increases to fixed remuneration. Short-term incentives Short-term incentives (“STI”) are an at-risk component of senior executive and executive director remuneration, payable in cash on achievement of performance targets that align with the strategic pillars of Bathurst’s strategy. Key performance indicators are a mix of financial and operational measures. These are reviewed, and if approved, paid annually as recommended to the Board by the R&N committee. Long-term incentives (“LTI”) Bathurst’s LTI plan (“LTIP”) was updated and approved by shareholders at the 2018 AGM, the details of which can be found on the Company’s website. The purpose of the plan is to encourage senior executives and executive directors to share in the ownership of the Company, promoting the long-term success of the Company and alignment with shareholder interests. A number of awards may be made under the plan, consisting of: • Performance rights: these are rights to acquire shares in the Company subject to satisfying performance and service conditions. The rights are issued for a nil exercise price. • Options: options are a right to acquire shares in the Company for the payment of an exercise price determined at the grant date and subject to performance and service conditions. • Service rights: these rights to acquire shares in the company are subject to satisfying service conditions only. The rights are issued for a nil exercise price. • Deferred share awards: these are shares in the company granted in lieu of remuneration or incentives and may be subject to performance and/or service conditions. • Cash rights: these are rights to receive a cash payment on achievement of performance and/or service conditions. • Stock appreciation rights: these are rights to receive shares in the company to the value of any share price appreciation from the grant date to the vesting date, subject to satisfying performance and/or service conditions. Relating to the FY20 period, the following LTI awards were issued on recommendation of the R&N committee: • Performance rights were granted to executive directors, refer to note 18 in the financial statements for further information. • Performance rights were granted to members of the senior leadership team in August 2020. These have the same terms as those granted to executive directors, but a different grant date. Section 1: Year in review 37 Directors’ remuneration The total remuneration and other benefits to directors for services in all capacities during the year ended 30 June 2020 was: Director Mr T Kapea Mr P Westerhuis Mr R Tacon Mr R Middleton Directors’ fees Fixed remuneration and STI LTI – performance rights 142,500 71,188 - - - - 735,970 566,810 16,318 16,318 223,035 152,328 Total 158,818 87,506 959,005 719,138 Fixed remuneration and STI for both Mr Tacon and Mr Middleton are in their capacity as Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”) respectively. Employee remuneration During the year ended 30 June 2020, 24 employees (excluding the CEO and CFO) received individual remuneration over $100,000. Range # of employees 100,001–110,000 3 110,001–120,000 2 120,001–130,000 3 130,001–140,000 1 140,001–150,000 3 150,001–160,000 1 160,001–170,000 1 170,001–180,000 1 180,001–190,000 1 200,001–210,000 2 230,001–240,000 1 260,001–270,000 1 300,001–310,000 1 310,001–320,000 1 370,001–380,000 1 390,001–400,000 1 38 Bathurst Resources Limited Annual Report 2020 Section 1: Year in review 39 40 Bathurst Resources Limited Annual Report 2020 Section 2: Financial statements 41 Financial statementsIn this sectionIncome statementStatement of comprehensive incomeBalance sheetStatement of changes in equityStatement of cash flowsNotes to the financial statementsAdditional informationIndependent auditor’s report02 Contents Contents 2 Income statement................................................................................................................................................................................................................................. 3 Income statement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .43 Statement of comprehensive income ...................................................................................................................................................................................... 3 Statement of comprehensive income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .43 Balance sheet .......................................................................................................................................................................................................................................... 4 Balance sheet . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .44 Statement of changes in equity .................................................................................................................................................................................................. 5 Statement of changes in equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .45 Statement of cash flows ................................................................................................................................................................................................................... 6 Notes to the financial statements .............................................................................................................................................................................................. 7 Statement of cash flows . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .46 Additional information .................................................................................................................................................................................................................... 40 Notes to the financial statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 47 Independent auditor’s report ..................................................................................................................................................................................................... 43 Additional information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .80 Independent auditor’s report . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .83 Authorised for and on behalf of the Board of Directors: Toko Kapea Chairman 28 August 2020 Russell Middleton Executive director 28 August 2020 Bathurst Resources Limited | Financial statements 42 Bathurst Resources Limited Annual Report 2020 2 Income statement For the year ended 30 June 2020 Revenue from contracts with customers Cost of sales Gross profit Equity accounted profit Other income Depreciation Administrative and other expenses Movement in deferred consideration (Loss)/gain on disposal of fixed assets Impairment losses Operating (loss)/profit before tax Finance cost Finance income (Loss)/profit before income tax Income tax benefit (Loss)/profit after tax Earnings per share: Basic (loss)/profit per share Diluted (loss)/profit per share Notes 3 4 2020 $’000 47,011 2019 $’000 52,744 (36,238) (38,655) 10,773 14,089 13 30,408 45,300 127 38 10 5 (3,618) (2,624) (8,103) (8,499) 15 (c) (61,686) (13) (325) 41 3 - 8 6 6 7 19 19 (32,437) 48,348 (15,011) (3,545) 22 157 (47,426) 44,960 - - (47,426) 44,960 Cents Cents (2.78) (2.78) 2.83 2.57 Statement of comprehensive income For the year ended 30 June 2020 (Loss)/profit after tax Other comprehensive income (“OCI”) Items that may be reclassified to profit or loss: Exchange differences on translation of foreign operations Share of BT Mining FX hedging through OCI Comprehensive (loss)/income (47,426) 44,960 (274) 1,805 79 (513) 13 (45,895) 44,526 Bathurst Resources Limited | Financial statements Section 2: Financial statements 43 3 Balance sheet As at 30 June 2020 Cash and cash equivalents Restricted short-term deposits Trade and other receivables Inventories New Zealand emission units Crown indemnity Total current assets Property, plant and equipment Mining assets Interest in joint ventures Crown indemnity Other financial assets Total non-current assets TOTAL ASSETS Trade and other payables Borrowings Deferred consideration Rehabilitation provisions Total current liabilities Borrowings Deferred consideration Rehabilitation provisions Total non-current liabilities TOTAL LIABILITIES NET ASSETS Contributed equity Debt instruments equity component Reserves Accumulated losses EQUITY For and on behalf of the Board of Directors: Notes 9 (a) 16 10 11 13 16 2020 $’000 2019 $’000 4,495 20,005 4,193 4,012 1,407 1,011 291 15,409 17,987 34,518 105,844 582 117 4,030 4,018 1,560 1,428 - 31,041 17,239 29,783 80,828 371 139 159,048 128,360 174,457 159,401 15 (a) 15 (b) 6,716 13,881 15 (c) 74,361 16 1,145 7,079 14,214 1,035 1,328 96,103 23,656 15 (b) 15 (c) 16 1,758 4,956 4,721 9,297 5,774 4,347 11,435 19,418 107,538 43,074 66,919 116,327 293,107 286,277 17,622 22,824 (31,455) (33,050) (212,355) (159,724) 66,919 116,327 17 17 18 Toko Kapea Chairman 28 August 2020 Russell Middleton Executive Director 28 August 2020 44 Bathurst Resources Limited Annual Report 2020 Bathurst Resources Limited | Financial statements 4 Statement of changes in equity For the year ended 30 June 2020 Note Contributed equity $’000 Debt instruments equity component $’000 263,179 43,788 - - 25,780 (20,964) - (4,225) 1,543 - - - Share- based payments Foreign exchange/ hedging Retained earnings Reorganisation reserve Total equity $’000 1,072 - - 764 - (1,543) $’000 $’000 $’000 $’000 (149) (204,684) (32,760) 70,446 (434) 44,960 - - - - - - - - - - - - - 44,526 4,816 764 (4,225) - 286,277 22,824 293 (583) (159,724) (32,760) 116,327 - - - - 6,486 (5,202) - 344 - - - - - - - 408 (344) - 1,531 (47,426) - - - - - 315 - - - (5,520) 1 17 17 - (45,895) - - 315 1,284 - 408 - - - (5,520) 293,107 17,622 357 948 (212,355) (32,760) 66,919 1 July 2018 Comprehensive profit Contributions of equity Share-based payments Share buy-backs Vesting of rights 30 June 2019 Comprehensive loss NZ IFRS 16 Contributions of equity Share-based payments Vesting of rights Dividend 30 June 2020 Bathurst Resources Limited | Financial statements Section 2: Financial statements 45 5 Statement of cash flows For the year ended 30 June 2020 Cash flows from operating activities Receipts from customers Payments to suppliers and employees Dividend from BT Mining Net cash inflow from operating activities Cash flows from investing activities Exploration and consenting expenditure Mining assets (including capitalised waste moved in advance) Property, plant and equipment purchases Proceeds from disposal of property, plant and equipment Deferred consideration Investment in NWP Coal Canada Limited Other Net cash outflow from investing activities Cash flows from financing activities Dividend Interest received Other finance costs paid Interest on leases Repayment of leases Drawdown on leases Interest on debt instruments Debt instrument principal repayment Share buy-backs Net cash outflow from financing activities Net decrease in cash Cash and cash equivalents at the beginning of the year Restricted short-term deposits at the beginning of the year Total cash at the end of the year Notes 2020 $’000 2019 $’000 47,361 52,741 (40,231) (41,944) 13 20 13,000 19,500 20,130 30,297 (1,189) (7,030) (2,697) - (370) (8,307) (2,342) 3 (950) (1,161) (6,146) (10,105) (178) 22 (18,190) (22,260) (5,520) 57 (383) (242) (2,641) 208 (2,395) (6,371) - 130 - (264) (1,721) - (2,138) - - (4,225) (17,287) (8,218) (15,347) 20,005 4,030 8,688 (181) 20,179 4,037 24,035 15 (b) 46 Bathurst Resources Limited Annual Report 2020 Bathurst Resources Limited | Financial statements 6 Notes to the financial statements For the year ended 30 June 2020 1. About our financial statements General information Bathurst Resources Limited (“Company” or “Parent” or “BRL”) is a company incorporated and domiciled in New Zealand, registered under the Companies Act 1993 and listed on the Australian Securities Exchange (“ASX”). These financial statements have been prepared in accordance with the ASX listing rules. The financial statements presented as at and for the year ended 30 June 2020 comprise the Company and its subsidiaries (together referred to as the “Group”). The Group is principally engaged in the exploration, development and production of coal. These financial statements have been approved for issue by the Board of Directors on 28 August 2020. Basis of preparation These Group financial statements have been prepared in accordance with Generally Accepted Accounting Practice in New Zealand (“NZ GAAP”). The Group is a for-profit entity for the purposes of complying with NZ GAAP. The consolidated financial statements comply with New Zealand Equivalents to International Financial Reporting Standards (“NZ IFRS”), other New Zealand accounting standards and authoritative notices that are applicable to entities that apply NZ IFRS. The financial statements also comply with International Financial Reporting Standards (“IFRS”). These financial statements are presented in New Zealand dollars, which is the Company’s functional and presentation currency. References in these financial statements to ‘$’ and ‘NZ$’ are to New Zealand dollars. All financial information has been rounded to the nearest thousand unless otherwise stated. Material uncertainty related to going concern As at 30 June 2020, the Group’s current liabilities exceeded its current assets by $80.7m. This gap is primarily made up of: • A performance payment payable to L&M Coal Holdings Limited (“L&M”) as a consequence of a judgment in the High Court of New Zealand of $73.2m (refer note 15 (c) for further information). • Borrowings in the form of USD subordinated bonds and convertible notes in the amount of $12.4m, which were previously issued to fund the investment in BT Mining Limited (refer note 15 (b) for further information). Operating activities including receipt of dividends from BT Mining have previously contributed positive operating cashflows, and directors expect the same for future years as modelled in the Group’s forecasts. The directors expect to be able to meet BRL’s obligations from the normal course of business with regards to the USD subordinated bonds. If the convertible notes are not converted to shares by the note holders, directors believe there is sufficient flexibility to manage the repayment of these from the ordinary course of business also. There is currently a material uncertainty as to whether and how BRL will be able to fulfil its obligations to L&M, due to the quantum of the debt owed per the judgment. BRL has been granted leave to appeal the outcome of the judgment in the Supreme Court of New Zealand and this is scheduled to be heard in early October 2020. If L&M were to demand payment of the debt before this hearing BRL could seek a stay from the Supreme Court. If BRL is successful in having the judgment overturned, the debt will be no longer payable. If BRL is not successful in its appeal, the directors will continue to pursue other courses of action to meet this debt. The directors have been and are continuing to assess a full range of options, including seeking to resolve this debt through a negotiated settlement (including payment terms) with L&M, bank financing and raising capital through debt and/or equity. Whilst the directors are confident that this debt can be satisfactorily resolved through the above proposals, there cannot be certainty of this nor of L&M allowing BRL sufficient time to realise these proposals, at the date of approving these financial statements. This casts significant doubt on the Group’s ability to continue as a going concern and therefore, the Group may be unable to realise its assets and discharge its liabilities in the normal course of business. Notwithstanding the material uncertainty noted above, directors believe that the financial statements can be prepared on the going concern assumption for the following reasons: • The assets of BRL exceed its liabilities and as such the delay in resolving this matter with L&M does not prejudice BRL’s creditors. • Discussions with L&M up to the date of signing these financial statements have been co-operative and remain ongoing. • Preliminary work has been well progressed in relation to potential alternative solutions if BRL is not successful in its appeal at the Supreme Court of New Zealand. The directors believe BRL is well set to progress with these workstreams if necessary. • BRL has received legal advice that has led the directors to believe that there is a reasonable prospect of success in the appeal to the Supreme Court of New Zealand. Bathurst Resources Limited | Financial statements Section 2: Financial statements 47 7 Notes to the financial statements For the year ended 30 June 2020 1. About our financial statements continued Measurement basis These financial statements have been prepared under the historical cost convention, except for certain financial assets and liabilities which are measured at fair value through profit or loss. Revenues, expenses and assets are recognised net of the amount of goods and services tax (“GST”), except where the GST incurred on a purchase of goods and services is not recoverable from the taxation authorities, in which case the GST is recognised as part of the cost of acquisition of the asset or as part of an item of the expense item as applicable. Receivables and payables in the balance sheet are shown inclusive of GST. The net amount of GST recoverable from, or payable to, the taxation authority is included as part of receivables or payables in the balance sheet. Cash flows are included in the statement of cash flows on a gross basis and the GST component of cash flows arising from investing and financing activities, which is recoverable from, or payable to, the taxation authority, are classified as operating cash flows. The impact of the new leasing standard (detailed on page 9) has been excluded from the cash flow statement so that transactions relating to capital purchases reflect the real underlying cash value. Key judgements and estimates In the process of applying the Group’s accounting policies, management have made a number of judgements and applied estimates and assumptions about future events. These are noted below and/or detailed within the following relevant notes to the financial statements: • Note 8 Impairment • Note 11 Mining assets • Note 15 (c) Deferred consideration • Note 16 Rehabilitation provisions • Note 17 Equity Reserves and resources Reserves and resources are based on information compiled by a Competent Person as defined in accordance with the Australasian Code of Mineral Resources and Ore Reserves of 2012 (the JORC Code). There are numerous uncertainties inherent in estimating reserves and assumptions that are valid at the time of estimation but that may change significantly when new information becomes available. Changes in forecast prices of commodities, exchange rates, production costs or recovery rates may change the economic status and may, ultimately, result in the reserves being restated. Such changes in reserves could impact on depreciation and amortisation rates, asset carrying values, provisions for rehabilitation, and deferred consideration. Foreign currency translation Transactions and balances Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss. Group companies The results and financial position of foreign operations (none of which has the currency of a hyperinflationary economy) that have a functional currency different from the presentation currency are translated into the presentation currency as follows: • assets and liabilities for each balance sheet presented are translated at the closing rate at the date of that balance sheet; • income and expenses for each income statement and statement of comprehensive income are translated at monthly average exchange rates (unless this is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated at the dates of the transactions), and • all resulting exchange differences are recognised in other comprehensive income. New accounting standards not yet effective There are no new accounting standards issued but not yet effective, that will have an impact on the Group. Standards and interpretations adopted during the year The financial information presented for the year ended 30 June 2020 has been prepared using accounting policies consistent with those applied in the 30 June 2019 financial statements, except for the application of a new leasing standard as detailed below. 48 Bathurst Resources Limited Annual Report 2020 Bathurst Resources Limited | Financial statements 8 Notes to the financial statements For the year ended 30 June 2020 1. About our financial statements continued Standards and interpretations adopted during the year continued New Zealand equivalent to International Financial Reporting Standard 16 (“NZ IFRS 16”) – Leases This standard replaces NZ IAS 17 Leases and removes the distinction between operating and finance leases for lessees. This means the Group now recognises most leases (where the Group is a lessee) on the balance sheet, similar to the previous finance lease model. This has resulted in the recognition of right-of-use (“ROU”) assets and related lease liability balances. Rental payments for leases previously classified as operating leases, primarily corporate property and yellow goods hire, have moved from being included in operating expenses to depreciation and finance interest expenses. The impact on net earnings before income tax of an individual lease over its term remains the same, however, the new standard results in a higher interest expense in the early years of a lease and lower in the later years, compared with the previous straight-line expense profile of an operating lease. NZ IFRS 16 was adopted with effect from 1 July 2019. The Group elected to transition to NZ IFRS 16 under the modified retrospective approach, with the cumulative effect of initially applying the standard recognised at the date of initial application. This means that there has been no restatement of comparative information. Instead, the Group has recognised the cumulative effect of initially applying this standard as an adjustment to the opening balance of retained earnings at the date of initial application. The Group also elected to apply the following practical expedients and exemptions on adoption of the standard: • • the recognition exemption for short-term leases (leases with a lease term of up to one year) and leases of low-value assets where appropriate; and the practical expedient that states that an entity is not required to reassess whether a contract is, or contains, a lease at the date of initial application. This practical expedient is applied to all contracts entered into before the date of initial application. A summary of the financial impacts on the Group at 1 July 2019 from the transitional adjustments including equitable share of the impact in BT Mining, and at 30 June 2020 (BRL Group only) are as follows: Income statement Cost of sales (decrease) Depreciation expense (increase) Administrative and other expenses (decrease) Finance costs (increase) Increase in expenses Balance sheet Investment in BT Mining (decrease) Property, plant and equipment increase/(decrease) Current lease liabilities (increase) Non-current lease liabilities (increase)/decrease Increase/(decrease) in retained earnings 2. Segment information The operating segments reported on are: 2019 $’000 2020 $’000 Total $’000 - - - - - (82) 2,296 - (1,899) 315 630 (945) 245 (84) (154) - (737) (407) 990 (154) 630 (945) 245 (84) (154) (82) 1,559 (407) (909) 161 • Export – 100 percent of BT Mining’s export mine (Stockton). • Domestic - BRL’s eastern South Island domestic operations and 100 percent of the BT Mining North Island domestic mines. • Corporate – BRL corporate overheads and Buller Coal Project, and 100 percent of BT Mining corporate overheads. A reconciliation to profit after tax per BRL’s Income Statement is provided via the elimination of BT Mining column. Total assets and total liabilities are reported on a group basis, as with tax expense. Two BRL customers met the reporting threshold of 10 percent of BRL’s operating revenue in the year to 30 June 2020, contributing $20.2m and $9.2m (2019: three customers, $18.8m, $8.2m and $6.6m). Bathurst Resources Limited | Financial statements Section 2: Financial statements 49 9 Notes to the financial statements For the year ended 30 June 2020 Notes to the financial statements 2. Segment information continued For the year ended 30 June 2020 Export Domestic Corporate Total Year ended 30 June 2020 2. Segment information continued Revenue from contracts with customers $’000 $’000 Operating (loss)/profit before tax Year ended 30 June 2020 Net finance costs Revenue from contracts with customers Income tax expense Operating (loss)/profit before tax Comprehensive (loss)/income after tax Net finance costs Depreciation & amortisation Income tax expense EBITDA2 Comprehensive (loss)/income after tax Depreciation & amortisation Year ended 30 June 2019 EBITDA2 Revenue from contracts with customers Operating profit before tax Year ended 30 June 2019 Fair value movements Revenue from contracts with customers Net finance costs Operating profit before tax Income tax expense Fair value movements Comprehensive income after tax Net finance costs Depreciation & amortisation Income tax expense EBITDA Comprehensive income after tax Depreciation & amortisation Accounting policy 175,307 Export 44,679 $’000 (2,034) 175,307 - 44,679 40,840 (2,034) 19,453 - 65,579 40,840 146,479 Domestic 41,179 $’000 (682) 146,479 - 41,179 39,006 (682) 22,830 - 64,519 39,006 $’000 $’000 - Corporate (81,505) $’000 (20,562) - (12,295) (81,505) (106,758) (20,562) 779 (12,295) (15,650) (106,758) 321,786 Total 4,353 $’000 (23,278) 321,786 (12,295) 4,353 (26,912) (23,278) 43,062 (12,295) 114,448 (26,912) Eliminate BT Mining $’000 (274,775) Eliminate (66,887) BT Mining $’000 8,289 (274,775) 12,295 (66,887) (49,080) 8,289 (35,975) 12,295 (107,638) (49,080) Total BRL $’000 47,011 Total (32,437)1 BRL $’000 (14,989) 47,011 - (32,437)1 (45,895)1 (14,989) 7,087 - 6,810 (45,895)1 19,453 22,830 779 43,062 (35,975) 7,087 65,579 265,858 64,519 152,542 (15,650) - 114,448 418,400 (107,638) (365,656) 6,810 52,744 78,412 47,060 (15,340) 110,132 (107,084) 48,3481 - 265,858 (672) 78,412 - - 77,740 (672) 11,827 - 103,647 77,740 - 152,542 (616) 47,060 - - 46,444 (616) 22,575 - 70,245 46,444 (3,439) - (4,965) (15,340) (31,088) (3,439) (55,266) (4,965) 301 (31,088) (15,352) (55,266) (3,439) 418,400 (6,253) 110,132 (31,088) (3,439) 68,918 (6,253) 34,703 (31,088) 158,540 68,918 3,439 (365,656) 2,865 (107,084) 31,088 3,439 (69,692) 2,865 (27,794) 31,088 (148,345) (69,692) - 52,744 (3,388) 48,3481 - - 44,5261 (3,388) 6,909 - 10,195 44,5261 11,827 22,575 301 34,703 (27,794) 6,909 EBITDA 10,195 Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The chief operating decision maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Board of Directors. Accounting policy (148,345) (15,352) 158,540 103,647 70,245 Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The chief operating decision maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Board of Directors. 3. Revenue from contracts with customers 3. Revenue from contracts with customers Coal sales Freight and ash disposal revenue Sales revenue from contracts with customers Coal sales Freight and ash disposal revenue Sales revenue from contracts with customers 2020 $’000 33,454 13,557 2020 $’000 47,011 33,454 2019 $’000 38,186 14,558 2019 $’000 52,744 38,186 13,557 14,558 47,011 52,744 1 Total BRL operating loss and comprehensive loss does not equal the sum of Total BRL minus elimination of BT Mining, as the Company’s 65 percent of BT Mining’s profit is added back. 2 Earnings before net finance costs (including interest), tax, depreciation, amortisation, impairment, fair value movement on deferred consideration and rehabilitation provisions. Bathurst Resources Limited | Financial statements 1 Total BRL operating loss and comprehensive loss does not equal the sum of Total BRL minus elimination of BT Mining, as the Company’s 65 percent of BT 10 Mining’s profit is added back. 2 Earnings before net finance costs (including interest), tax, depreciation, amortisation, impairment, fair value movement on deferred consideration and rehabilitation provisions. 50 Bathurst Resources Limited Annual Report 2020 Bathurst Resources Limited | Financial statements 10 Notes to the financial statements For the year ended 30 June 2020 3. Revenue from contracts with customers continued Accounting policy Revenue from contracts with customers is recognised at a point in time, when satisfaction of the performance obligation(s) in a signed customer contract is achieved, signifying when control has passed to the customer. Performance obligations The Group has one key performance obligation across all customer contracts – that to supply (and deliver where relevant) coal. Because of when control transfers to the customer (on delivery if freight is included as a service, on arrival at the collection point if not), freight forms part of the same performance obligation as the supply of coal. Satisfaction of the performance obligation is assumed at the time of delivery or arrival at the collection point, whichever is relevant. There are no unsatisfied performance obligations. Determination of the transaction price The value at which revenue is recorded is the stand alone selling price for the good/service provided. Each contract notes a separate price for coal, and freight delivery/ash disposal where relevant. Some customer contracts allow for limited remediations in the instance of the Company providing non-specification coal (either at the option of the customer or BRL). These instances are very rare and in almost all cases are rectified in the month that the non-specification occurs. As such the best estimate of the final consideration to be received is the invoiced amount as based on the transaction prices in the customer contract. 4. Cost of sales Raw materials, mining costs and consumables used Freight costs Mine labour costs Amortisation expenses Changes in inventories of finished goods and work in progress Total cost of sales 5. Administrative and other expenses Administrative and other expenses include the following items: Remuneration of auditors Directors fees Legal fees Consultants Employee benefit expense Rent Share-based payments 2020 $’000 10,082 12,052 10,416 3,469 2019 $’000 9,739 14,186 10,647 4,285 219 (202) 36,238 38,655 220 238 1,397 916 2,238 70 408 176 208 1,213 841 2,181 366 764 Included in remuneration of auditors is $40k relating to the half year review and $180k to end of year audit fees. Bathurst Resources Limited | Financial statements Section 2: Financial statements 51 11 Notes to the financial statements For the year ended 30 June 2020 6. Net finance costs Interest income Total finance income Interest on deferred consideration Interest expense on finance leases Interest expense on debt instruments Realised foreign exchange loss Unrealised foreign exchange loss on debt instruments Rehabilitation provisions unwinding of discount Deferred consideration unwinding of discount Other finance costs Total finance costs Total net finance costs 7. Income tax benefit (a) Income tax benefit Current tax Deferred tax Income tax benefit Reconciliation of income tax benefit to tax payable (Loss)/profit before income tax Tax at the standard New Zealand rate of 28 percent Tax effects of amounts not assessable in calculating taxable income: Share of joint venture equity profit Dividend from BT Mining Other permanent adjustments including movement on deferred consideration Other deferred tax movements Income tax benefit (b) Imputation credits Opening balance imputation credit account Imputation credits attached to dividends received and other items Imputation credits used on dividend paid to shareholders Imputation credits available for use in future periods 2020 $’000 22 22 15 (c) (10,983) 2019 $’000 157 157 - (242) (265) (1,978) (2,094) (63) (716) (72) (785) (172) (42) (62) (365) (623) (94) (15,011) (3,545) (14,989) (3,388) 16 15 (c) 784 (784) - (2,594) 2,594 - (47,426) 44,960 (13,279) 12,589 (8,516) (12,684) 5,056 17,553 7,583 7,243 (814) (245) - - 12,662 5,033 (2,118) 5,055 7,607 - 15,577 12,662 52 Bathurst Resources Limited Annual Report 2020 Bathurst Resources Limited | Financial statements 12 Notes to the financial statements For the year ended 30 June 2020 7. Income tax benefit continued Accounting policy The income tax expense or benefit for the period is the tax payable on the current period's taxable income based on the applicable income tax rate for New Zealand adjusted by changes in deferred tax assets and liabilities attributable to temporary differences and to unused tax losses. The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the end of the reporting period in the countries where the Company's subsidiaries operate and generate taxable income. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation. It establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities. Current and deferred tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, the tax is also recognised in other comprehensive income or directly in equity, respectively. 8. Impairment Bad-debt write-off Impairment of property, plant and equipment Impairment losses Note 9 10 2020 $’000 (109) (216) (325) 2019 $’000 - - - Management has assessed the cash-generating units (“CGU”) for the Group as follows: • Bathurst domestic coal, as the Timaru coal yard cannot generate its own cash flows independent of the mines. This includes the Canterbury mine, Takitimu mine and the Timaru coal yard. • Buller Coal project, as there is a large amount of shared infrastructure between the proposed mines, necessary blending of the pit products at the same site, and the similar geographical location of the pits. • Cascade mine, as the mine when in operation had established domestic markets which allowed a profitable operation without relying on infrastructure to be built for the Buller Coal project. Management assessed each CGU for indicators of impairment, or indicators that previously recognised impairment losses may no longer be relevant, where appropriate. Bathurst domestic coal It was considered whether there is any operating, regulatory, or market factors that indicate impairment of this CGU. This CGU continues to be profitable and operate as expected. It was concluded that there were no indicators of impairment present at 30 June 2020. The impairment of property, plant and equipment relates to the write-down of an individual land purchase to its expected recoverable value and does not indicate a wider impairment issue on the CGU as a whole. Buller Coal project The Buller Coal project was previously fully impaired in the year ended 30 June 2015. The Buller Coal project has remained on care and maintenance and management have no immediate plans to reinstate the project. The CGU remains fully impaired at 30 June 2020. Cascade mine The Cascade mine was placed on care and maintenance during the year ended 30 June 2016 and remains on care and maintenance at 30 June 2020. Bathurst Resources Limited | Financial statements Section 2: Financial statements 53 13 Notes to the financial statements For the year ended 30 June 2020 8. Impairment continued Accounting policy For non-financial assets, the recoverable amount is the higher of an asset's fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash inflows which are largely independent of the cash inflows from other assets or groups of assets (cash-generating units). Exploration and evaluation and mining assets, as well as property, plant and equipment are assessed for impairment collectively as part of their respective cash-generating units. Non-financial assets that have been previously impaired are reviewed for possible reversal of the impairment at the end of each reporting period. Key judgements and estimates The future recoverability of the non-financial assets recorded by the Group is dependent upon a number of factors, including whether the Group decides to exploit its mine property itself or, if not, whether it successfully recovers the related asset through sale. Factors that could impact future recoverability include the level of reserves and resources, future technological changes, costs of drilling and production, production rates, future legal and regulatory changes, and changes to commodity prices and foreign exchange rates. These factors impact both an assessment of whether impairment should be recognised, as well as if there are indicators that previously recognised impairment should be reversed. 9. Financial assets (a) Trade and other receivables Trade receivables from contracts with customers Less: provision on receivable from joint venture Bathurst Industrial Coal Limited Receivable from BT Mining Other receivables and prepayments Total trade and other receivables 2020 $’000 2,893 - 293 826 2019 $’000 3,384 (500) 714 420 4,012 4,018 Trade receivables from contracts with customers (“trade receivables”) are amounts due from customers for goods sold or services performed in the ordinary course of business. Trade receivables are generally due for settlement within 20 to 30 days and as such classified as current. There are no contract assets (accrued revenue) relating to contracts with customers. The Bathurst Industrial Coal Limited debtors balance and associated provision was reversed during the year, leading to the bad-debt write off showing in note 8. 54 Bathurst Resources Limited Annual Report 2020 Bathurst Resources Limited | Financial statements 14 Notes to the financial statements For the year ended 30 June 2020 9. Financial assets continued Accounting policy Initial recognition and measurement The classification of financial assets at initial recognition depends on the financial asset’s contractual cash flow characteristics and the Group’s business model for managing them. The Group initially measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss, transaction costs. A financial asset is recognised when the Group becomes party to the contractual provisions of the instrument. Subsequent measurement Financial assets under NZ IFRS 9 are subsequently classified to reflect the business model in which assets are managed and their contractual cash flow characteristics, as follows: • Amortised cost: where the business model is to hold the financial assets in order to collect contractual cash flows and those cash flows represent solely payments of principal and interest. • Fair value through other comprehensive income: where the business model is to both collect contractual cash flows and sell financial assets and the cash flows represent solely payments of principal and interest. • Fair value through profit or loss: if the asset is held for trading or if the cash flows of the asset do not solely represent payments of principal and interest. Financial assets at amortised cost This is the only relevant financial asset category for the Group. The Group’s financial assets subsequently measured at amortised cost consist of: • Cash and cash equivalents and restricted short-term deposits. • Trade receivables from contracts with customers and related party receivables (within trade and other receivables). • Other financial assets. • Crown indemnity (refer note 16 for further information). Financial assets at amortised cost are subsequently measured using the effective interest method and are subject to impairment. For information on credit risk and impairment, refer to note 21. Gains and losses are recognised in profit or loss when the asset is derecognised, modified or impaired. Derecognition Financial assets are derecognised if the Group’s contractual rights to the cash flows from the financial asset expire or if the Group transfers the financial asset to another party without retaining control of the asset. Cash and cash equivalents and restricted short-term deposits • Cash and cash equivalents comprise cash at bank and on hand and short-term deposits with an original maturity of three months or less. Restricted cash deposits are sureties held backing provisions for rehabilitation. Crown indemnity receivable The crown indemnity receivable is carried at the lower of the indemnity escrow limit and the rehabilitation provision limit on a ‘mine by mine’ basis. The net present value of the receivable is calculated using a risk free discount rate, the unwinding of the discount applied in calculating the net present value of the provision is charged to the income statement in each reporting period and is classified as a finance cost. Bathurst Resources Limited | Financial statements Section 2: Financial statements 55 15 Notes to the financial statements For the year ended 30 June 2020 10. Property, plant and equipment Freehold land Buildings Mine infrastructure Plant & machinery Furniture and fittings $’000 Work in progress Total $’000 $’000 Year ended 30 June 2020 Opening net book value Additions including NZ IFRS 16 Transfers Disposals Depreciation including NZ IFRS 16 NZ IFRS 16 transitional adjustment Impairment $’000 2,328 88 305 - (12) - - $’000 $’000 $’000 911 701 342 - (265) - - 139 12,787 589 485 17,239 - - - 1,360 1,029 (83) (14) (3,136) - - 397 - 49 114 (49) (191) - - 2,221 4,419 (1,790) - (102) (234) - - (3,618) 397 (216) (216) Closing net book value 2,709 1,689 125 12,354 512 598 17,987 As at 30 June 2020 Cost 16,178 7,460 2,913 31,917 2,982 12,938 74,388 Accumulated write-downs (13,469) (5,771) (2,788) (19,563) (2,470) (12,340) (56,401) Closing net book value 2,709 1,689 125 12,354 512 598 17,987 Year ended 30 June 2019 Opening net book value 2,328 Additions Transfers Depreciation - - - Closing net book value 2,328 688 95 345 (217) 911 266 13,176 - 117 330 1,333 (244) (2,052) 139 12,787 435 47 218 (111) 589 628 17,521 1,870 2,342 (2,013) - - (2,624) 485 17,239 As at 30 June 2019 Cost 15,785 6,417 2,913 29,617 2,868 12,609 70,209 Accumulated write-downs (13,457) (5,506) (2,774) (16,830) (2,279) (12,124) (52,970) Closing net book value 2,328 911 139 12,787 589 485 17,239 The value of right-of-use (leased) assets included in property, plant and equipment are noted below: Year ended 30 June 2020 Opening net book value Additions Depreciation Transitional adjustment from NZ IFRS 16 Closing net book value 56 Bathurst Resources Limited Annual Report 2020 Bathurst Resources Limited | Financial statements Freehold land Buildings Plant & machinery $’000 $’000 $’000 4,922 1,272 (1,648) - 701 (197) - 397 504 4,943 - 88 (12) - 76 Furniture and fittings $’000 - 46 (17) - 29 Total $’000 4,922 2,107 (1,874) 397 5,552 16 Notes to the financial statements For the year ended 30 June 2020 10. Property, plant and equipment continued Accounting policy Leases The Group assess whether a contract is or contains a lease at inception of a contract. The Group recognises a right-of-use (“ROU”) asset and a corresponding lease liability with respect to all lease agreements in which it is the lessee, except for short-term leases (lease terms of 12 months or less) and leases valued at less than $10k. Lease payments associated with these leases are recognised as an expense on a straight-line basis. ROU assets for the Group primarily consist of corporate property and yellow goods hire and have an average term of 3.35 years. The determination of whether an arrangement is, or contains, a lease is based on whether the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. The Group must also have the right to obtain substantially all of the economic benefits from use of the asset and have the right to direct the use of the asset. The Group recognises a right-of-use (“ROU”) asset and a lease liability at the lease commencement date. The ROU asset is initially measured at cost, which comprises the initial amount of the lease liability plus any initial direct costs incurred and an estimate of costs to dismantle or remove or restore the asset. ROU assets are subsequently measured at cost less accumulated depreciation and impairment losses, being depreciated over the shorter of the estimated useful life of the asset or the lease term. The corresponding lease liability is initially measured at the present value of the future lease payments, discounted using the interest rate implicit in the lease, or if that rate cannot be readily determined, the Group’s incremental borrowing rate which ranges from 4.46% to 6.51% dependent on what type of asset the lease relates to and the life of the asset. Subsequently, the lease liability is adjusted to reflect interest on the lease liability (using the effective interest method) and lease payments made. The Group applies IAS 36 Impairment of Assets to determine whether a ROU asset is impaired. Estimated useful lives for ROU assets are the same as other assets noted below, unless noted otherwise. Property, plant and equipment All property, plant and equipment are measured at cost less depreciation and accumulated impairment losses. Cost includes expenditure that is directly attributable to the acquisition of the asset. Subsequent costs are included in the asset's carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the expenditure will flow to the Group. The carrying amount of any component accounted for as a separate asset is derecognised when replaced. All other repairs and maintenance are charged to profit or loss during the reporting period in which they are incurred. Depreciation is recognised in profit or loss over the estimated useful lives of each item of property, plant and equipment. Leasehold improvements and certain leased plant and equipment are depreciated over the shorter of the lease term and their useful lives. The estimated useful lives for significant items of property, plant and equipment are as follows: • Buildings • Mine infrastructure • Plant and machinery • Leased land 7 – 8 years • Furniture, fittings and equipment 2 – 12 years 6 - 25 years (3 – 5 years for ROU assets) 3 – 20 years 2 – 25 years The assets' residual values and useful lives are reviewed, and adjusted if appropriate, at the end of each reporting period. 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. Any gain or loss on disposals of an item of property, plant and equipment (calculated as the difference between the net proceeds from disposal and the carrying amount of the item) is recognised in profit or loss. Bathurst Resources Limited | Financial statements Section 2: Financial statements 57 17 Notes to the financial statements For the year ended 30 June 2020 11. Mining assets Exploration and evaluation assets Opening balance Expenditure capitalised Total exploration and evaluation assets Mining licences/permits and property assets Opening balance Expenditure capitalised Amortisation Abandonment provision movement Waste moved in advance capitalised Total mining licences/permits and property assets Total mining assets Accounting policy Exploration and evaluation 2020 $’000 680 1,189 1,869 2019 $’000 312 368 680 29,103 25,995 1,159 1,209 (3,469) (4,285) - (915) 5,856 7,099 32,649 29,103 34,518 29,783 Exploration and evaluation expenditure incurred is capitalised to the extent that the expenditure is expected to be recovered through the successful development and exploitation of the area of interest, or the exploration and evaluation activities in the area of interest have not yet reached a point where such an assessment can be made. All other exploration and evaluation expenditure is expensed as incurred. Capitalised costs are accumulated in respect of each identifiable area of interest. Costs are only carried forward to the extent that tenure is current and they are expected to be recouped through the successful development of the area (or, alternatively by its sale) or where activities in the area have not yet reached a stage which permits reasonable assessment of the existence of economically recoverable reserves and operations in relation to the area are continuing. Accumulated costs in relation to an abandoned area are written off in full against profit in the period in which the decision to abandon the area is made. When production commences, the accumulated costs for the relevant area of interest are amortised over the life of the area according to the rate of depletion of the economically recoverable reserves. A regular review is undertaken of each area of interest to determine the appropriateness of continuing to carry forward costs in relation to that area of interest. 58 Bathurst Resources Limited Annual Report 2020 Bathurst Resources Limited | Financial statements 18 Notes to the financial statements For the year ended 30 June 2020 11. Mining assets continued Accounting policy continued Mining licences/permits and properties Mining licences/permits and development properties include the cost of acquiring and developing mining properties, licences, mineral rights and exploration, evaluation and development expenditure carried forward relating to areas where production has commenced. These assets are amortised using the unit of production basis over the proven and probable reserves. Amortisation starts from the date when commercial production commences. 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. Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the asset will flow to the Group and the cost of the item can be measured reliably. Waste moved in advance Waste removed in advance costs incurred in the development of a mine are capitalised as parts of the costs of constructing the mine and subsequently amortised over life of the relevant area of interest or life of mine if appropriate. Waste removal normally continues through the life of the mine. The Group defers waste removal costs incurred during the production stage of its operations and discloses them within the cost of constructing the mine. The amount of waste removal costs deferred is based on the ratio obtained by dividing the volume of waste removed by the tonnage of coal mined. Waste removal costs incurred in the period are deferred to the extent that the current period ratio exceeds the life of mine ratio. Costs above the life of ore component strip ratio are deferred to waste removed in advance. The stripping activity asset is amortised on a units of production basis. The life of mine ratio is based on proven and probable reserves of the operation. Waste moved in advance costs form part of the total investment in the relevant cash-generating unit, which is reviewed for impairment if events or changes in circumstances indicate that the carrying value may not be recoverable. Changes to the life of mine stripping ratio are accounted for prospectively. Key judgements and estimates Waste moved in advance is calculated with reference to the stripping ratio (waste moved over coal extracted) of the area of interest and the excess of this ratio over the estimated stripping ratio for the area of interest expected to incur over its life. Management estimates this life of mine ratio based on geological and survey models as well as reserve information for the areas of interest. Bathurst Resources Limited | Financial statements Section 2: Financial statements 59 19 Notes to the financial statements For the year ended 30 June 2020 12. Investment in subsidiaries The consolidated financial statements incorporate the assets, liabilities and results of the following subsidiaries: Name of entity BR Coal Pty Limited Bathurst New Zealand Limited Bathurst Coal Holdings Limited Buller Coal Limited Bathurst Coal Limited New Brighton Collieries Limited Bathurst Resources (Canada) Limited Equity holding Country of incorporation Australia New Zealand New Zealand New Zealand New Zealand New Zealand Canada Class of shares Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary 2020 % 100 100 100 100 100 100 100 2019 % 100 100 100 100 100 100 100 All subsidiary companies have a balance date of 30 June and are in the coal industry. All subsidiaries have a functional currency of New Zealand dollars except for BR Coal Pty Ltd (Australian dollars) and Bathurst Resources (Canada) Limited (Canadian dollars). Accounting policy Subsidiaries are all entities over which the Group has control. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the Company and has the ability to affect those returns through its power over the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are deconsolidated from the date that control ceases. The Group applies the acquisition method to account for business combinations. The consideration transferred for the acquisition of a subsidiary is the fair values of the assets transferred, the liabilities incurred to the former owners of the acquiree and the equity interests issued by the Group. The consideration transferred includes the fair value of any asset or liability resulting from a contingent consideration arrangement. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. The Group recognises any non-controlling interest in the acquiree on an acquisition-by-acquisition basis, either at fair value or at the non-controlling interest's proportionate share of the recognised amounts of acquiree's identifiable net assets. Acquisition- related costs are expensed as incurred. Contingent consideration (deferred consideration) to be transferred by the Group is recognised at fair value at the acquisition date. Subsequent changes to the fair value of the contingent consideration that is deemed to be a financial asset or financial liability are recognised in accordance with NZ IAS 39 in profit or loss as ‘fair value (loss)/gain on deferred consideration’. The excess of the consideration transferred, the amount of any non-controlling interest in the acquiree and the acquisition- date fair value of any previous equity interest in the acquiree over the fair value of the identifiable net assets acquired is recorded as goodwill. If the total of consideration transferred, non-controlling interest recognised and previously held interest measured is less than the fair value of the net assets of the subsidiary acquired in the case of a bargain purchase, the difference is recognised directly in the income statement. Inter-company transactions, balances and unrealised gains on transactions between group companies are eliminated. Unrealised losses are also eliminated. 60 Bathurst Resources Limited Annual Report 2020 Bathurst Resources Limited | Financial statements 20 Notes to the financial statements For the year ended 30 June 2020 13. Interest in joint ventures Interest in BT Mining Limited (“BT Mining”) Interest in NWP Coal Canada Limited (“NWP”) Total interest in joint ventures BT Mining (a) Balances held in BT Mining Equity investment Share of retained earnings net of dividends received Total interest in BT Mining Opening balance Receipt of dividend Share of BT Mining profit Share of BT Mining FX hedging through OCI Share of adjustment to retained earnings on adoption of NZ IFRS 16 Closing balance 2020 $’000 89,543 16,301 2019 $’000 70,723 10,105 105,844 80,828 16,250 16,250 73,293 54,473 89,543 70,723 70,723 45,436 (13,000) (19,500) 30,097 45,300 1,805 (82) (513) - 89,543 70,723 BRL holds a 65 percent shareholding in BT Mining, which owns the mining permits and licences as well as the mining assets at the following mine sites: • Buller Plateau operating assets of the Stockton mine in the South Island; and • Rotowaro mine, Maramarua mine and certain assets at Huntly West mine located in the North Island. BRL considers BT Mining to be a joint venture. This is because unanimous approval is required on activities that significantly affect BT Mining’s operations. As such the investment in BT Mining is accounted for using the equity method. For an unaudited proportionate consolidation presentation of BRL and BT Mining, refer to the additional information section of these financial statements, after the notes to the financial statements. Salaries for employees who work across both BRL and BT Mining are recharged between the two companies so that staff costs are recorded appropriately. For the year ended 30 June 2020 $2.7m of salaries were recharged from BRL to BT Mining (2019: $2.1m) and $0.7m recharged from BT Mining to BRL (2019: $0.6m). Coal sales are made to BRL’s BT Mining joint venture partner Talleys Energy Limited and/or associated companies of Talleys Energy Limited on an arm’s length basis and normal commercial terms. Total sales for the year ended 30 June 2020 were $4.2m (2019: $3.5m) Bathurst Resources Limited | Financial statements Section 2: Financial statements 61 21 Notes to the financial statements For the year ended 30 June 2020 13. Interest in joint ventures continued BT Mining continued (b) BT Mining balance sheet Cash Restricted short-term deposits Trade and other receivables Crown indemnity Inventories New Zealand emission units Derivative assets Current assets Property, plant and equipment Mining assets Crown indemnity Other financial assets Deferred tax asset Non-current assets TOTAL ASSETS Trade and other payables Tax payable Borrowings Derivative liabilities Deferred consideration Provisions Current liabilities Borrowings Deferred consideration Provisions Non-current liabilities TOTAL LIABILITIES NET ASSETS Share capital Reserves Retained earnings net of dividends paid EQUITY 2020 $’000 24,427 2,133 2019 $’000 22,283 - 35,611 46,749 4,178 39,689 1,166 3,068 - 32,694 2,975 - 110,272 104,701 107,511 62,998 56,881 761 6,819 72,976 41,961 53,993 742 2,041 234,970 171,713 345,242 276,414 30,323 28,684 16,830 - 4,485 4,003 26,854 24,894 2,970 789 12,932 6,447 84,325 74,886 36,289 3,634 83,236 6,876 12,806 73,042 123,159 92,724 207,484 167,610 137,758 108,804 25,000 25,000 1,988 (789) 110,770 84,593 137,758 108,804 62 Bathurst Resources Limited Annual Report 2020 Bathurst Resources Limited | Financial statements 22 Notes to the financial statements For the year ended 30 June 2020 Interest in joint ventures continued 13. NWP Balances held in NWP Equity investment Equitable share of profit Total interest in NWP 2020 $’000 16,063 238 2019 $’000 10,105 - 16,301 10,105 The investment in NWP is via a wholly owned subsidiary of BRL set up for this purpose (Bathurst Resources (Canada) Limited) which is incorporated in Canada and has a functional currency of CAD. NWP’s key asset is the Crown Mountain coking coal project (“Crown Mountain”). The Crown Mountain project consists of coal tenure licences located in the Elk Valley coal field in south eastern British Columbia, Canada. The joint venture agreement structures BRL’s investment in NWP into three tranches. Further investments are at the sole discretion of BRL. Investment Initial investment Tranche one Tranche two Total Amount Ownership Use of proceeds CAD $4.0m CAD $7.5m CAD $110.m CAD $121.5m 8% 12% 30% 50% Exploration programme Bankable feasibility study Construction As above Status Complete Complete In progress The balance invested at 30 June 2020 represents the NZD equivalent of the initial investment (CAD $4.0m) and tranche one (CAD $7.5m) issued in exchange for common ordinary shares in NWP, as well as an advance of CAD $2.6m as part of tranche two, issued in exchange for preference shares in NWP. The investment in exchange for preference shares is done on a cash call basis at the request of NWP. If BRL exercises the tranche two option, further investment required will equal CAD $110.0m minus funds invested in the preference shares, at which point the preference shares will automatically convert to ordinary shares on a 1:1 basis. Preference shares have the same rights and are issued at the same value as ordinary shares, with the key difference that they have a liquidity preference ranking above ordinary shares. Because the preference shares are in substance the same as ordinary shares, giving BRL access to the returns associated with the joint venture, these have been accounted for in the same way as ordinary shares. BRL considers NWP to be a joint venture. This is because unanimous approval is required on activities that significantly affect NWP’s operations. As such the investment in NWP is accounted for using the equity method. NWP summarised financial information - unaudited Cash Other current assets Exploration and evaluation assets Other non-current assets TOTAL ASSETS Current liabilities Non-current financial liabilities TOTAL LIABILITIES NET ASSETS 1,349 129 1,054 286 30,037 23,270 1,264 1,270 32,779 25,880 461 1,219 352 1,941 1,680 2,293 31,099 23,587 Bathurst Industrial Coal Limited The Company holds a 50 percent shareholding in Bathurst Industrial Coal Limited. This venture has ceased to operate and will be wound up. Bathurst Resources Limited | Financial statements Section 2: Financial statements 63 23 Notes to the financial statements For the year ended 30 June 2020 13. Interest in joint ventures continued Accounting policy Joint arrangements are classified as either joint operations or joint ventures depending on the contractual rights and obligations of each investor. The Company has assessed the nature of its joint arrangements and determined them to be joint ventures. Joint ventures are accounted for using the equity method. Under the equity method of accounting, interests in joint ventures are initially recognised at cost and adjusted thereafter to recognise the Group’s share of the post-acquisition profits or losses and movements in other comprehensive income. When the Group’s share of losses in a joint venture equals or exceeds its interest in the joint venture (which includes any long- term interests that, in substance, form part of the Group’s net investment in the joint venture), the Group does not recognise further losses, except to the extent that the Group has an obligation or has made payments on behalf of the investee. 14. Deferred tax Temporary differences attributable to: Tax losses Employee benefits Provisions Mining licences Exploration and evaluation expenditure Property, plant and equipment Waste moved in advance Other Total deferred tax assets Other Total deferred tax liabilities Net deferred tax asset not recognised Net deferred tax asset 2020 $’000 16,443 355 1,651 2019 $’000 12,449 285 1,772 16,744 16,695 812 2,936 2,027 100 2,656 6,624 2,027 436 41,068 42,944 (35) (35) (3) (3) (41,033) (42,941) - - The Group has not recognised a net deferred tax asset on the basis that it is not probable these losses will be utilised in the near future. Accounting policy Deferred income tax is provided in full, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. Deferred tax liabilities are not recognised if they arise from the initial recognition of goodwill. Deferred income tax is also not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting or taxable profit or loss. Deferred income tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the end of the reporting period and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled. Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable that future taxable amounts will be available to utilise those temporary differences and losses. 64 Bathurst Resources Limited Annual Report 2020 Bathurst Resources Limited | Financial statements 24 Notes to the financial statements For the year ended 30 June 2020 15. Financial liabilities (a) Trade and other payables Trade payables Accruals Employee benefit payable Interest payable Other payables 2020 $’000 2,236 2,496 1,611 204 169 2019 $’000 2,316 2,688 1,183 723 169 Total trade and other payables 6,716 7,079 Trade payables are unsecured and are usually paid within 30 days of recognition. The carrying amounts of trade and other payables are considered to be the same as their fair values, due to their short-term nature. (b) Borrowings Current Secured Lease liabilities Subordinated bonds Bank borrowings backing property, plant and equipment Unsecured Convertible notes Total current borrowings Non-current Secured Lease liabilities Unsecured Convertible notes Total non-current borrowings Total borrowings 1,460 6,023 23 1,418 11,790 287 6,375 719 13,881 14,214 1,758 2,470 - 1,758 15,639 6,827 9,297 23,511 A summary of key details of the Company’s debt instruments (excluding lease liabilities) is as follows: Denomination currency Face value Coupon rate Issue date Maturity date Instrument Convertible notes Subordinated bonds Material transactions NZD USD $m $6.4m $3.95m % 8% 10% Per note conversion # shares 1/02/2017 1/02/2017 1/02/2021 1/02/2021 26,667 n/a During the year, 626 of the July 2016 issue of convertible notes were converted to shares on the maturity of the notes at the option of the note holder, at $1,150 per note and 2.53¢ per share (June 2019: 2,857 notes). 500 of the February 2017 convertible notes issue (face value $0.6m) were converted to shares at the election of the note holder, at $1,150 per note and 4.3125¢ per share (June 2019: 1,400 notes). The subordinated bonds were partially repaid during the year, with USD $3.95m principal and associated accrued interest paid. The maturity on the subordinated bonds was also extended by one year, agreed to by all bond holders. Bathurst Resources Limited | Financial statements Section 2: Financial statements 65 25 Notes to the financial statements For the year ended 30 June 2020 15. Financial liabilities continued (b) Borrowings continued Lease liabilities are effectively secured as the rights to the leased assets recognised in the financial statements revert to the lessor in the event of default. Convertible notes Conversion The convertible notes can be converted into ordinary shares at the election of the holder any time until 10 days before maturity date. Ranking The convertible notes rank equally with all other present and future unsecured obligations except for obligations accorded preference by mandatory provisions of applicable law. Any shares issued on conversion will rank equally with all other ordinary shares. Subordinated bonds Redemption The Company is entitled to elect early redemption at any time, with 60 days’ notice to bondholders required. Ranking The bonds rank equally with existing and future bonds and without priority or preference amongst themselves. There is a general security deed in favour of bond holders, with certain asset and security exclusions. Covenant breach There was a technical breach to the bond terms during the year, in the form of distributions made to shareholders without prior written consent of the majority of the bond holders. The Company’s financial results are also in breach of the financial covenants under the bond terms. This means a majority of bond holders could elect these bonds to be repaid before the maturity date. (c) Deferred consideration Current Acquisition of subsidiary Non-current Acquisition of subsidiary Total deferred consideration Opening balance Unwinding of discount Fair value adjustment – Canterbury Coal and New Brighton Recognition of Buller coal project performance payment Accrued interest on Buller coal project Consideration paid during the year Closing balance 2020 $’000 2019 $’000 74,361 1,035 4,956 79,317 6,809 785 (561) 62,247 10,983 5,774 6,809 7,608 623 (41) - - (946) (1,381) 79,317 6,809 66 Bathurst Resources Limited Annual Report 2020 Bathurst Resources Limited | Financial statements 26 Notes to the financial statements For the year ended 30 June 2020 15. Financial liabilities continued (c) Deferred consideration continued Buller Coal project BRL acquired Buller Coal Limited (formerly L&M Coal Limited) (“Buller Coal”) from L&M Coal Holdings Limited (“L&M”) in November 2010. The sale and purchase agreement between BRL and L&M dated 10 June 2010 (“SPA”), which primarily concerned the purchase of the Escarpment mine through the acquisition of Buller Coal, contained an element of deferred consideration. The deferred consideration comprised cash consideration and/or royalties on coal sold and the potential issue of performance shares. The deferred cash consideration is made up of two payments of USD $40m (“performance payments”). The first being payable upon 25,000 tonnes of coal being shipped from the Buller Coal project area, the second payable upon 1 million tonnes of coal being shipped from the Buller Coal project area or where a change in control of Bathurst is deemed to have occurred (refer to note 23 (c) for further information). On 23 December 2016, BRL announced that L&M had filed legal proceedings in the High Court of New Zealand in relation to an alleged breach of the SPA arising from a failure to pay the first USD $40m performance payment, which the High Court of New Zealand held to be payable. After pursuing this matter through the Court of Appeal of New Zealand, on 24 April 2020, the Court of Appeal upheld the High Court’s judgment. BRL has been granted leave to appeal to the Supreme Court of New Zealand and this matter is now set to be heard by the Supreme Court on 8 and 9 October 2020. As BRL’s success at the Supreme Court cannot be reliably confirmed to be more likely than not, a liability has been recognised regarding L&M’s claim for the first performance payment. The liability accrued reflects the amount noted in the SPA pertaining to the first performance payment of USD $40m, plus accrued interest based on the rate set by the High Court. Avenues being pursued to fund the payment are described in note 1. Bathurst has and will continue to remit royalty payments to L&M on all Escarpment coal sold as required by the Royalty Deed between the parties and this includes ongoing sales from stockpiles. Canterbury Coal Limited The acquisition of Canterbury Coal Limited in November 2013 contained a royalty agreement. The amounts that are payable in the future under this royalty agreement are required to be recognised as part of the consideration paid for Canterbury Coal Limited. The fair value of the future royalty payments is estimated using a discount rate based upon the Group’s weighted average cost of capital (“WACC”) and production profile for the Canterbury mine at a set rate per tonne of coal produced. Sensitivity analysis on impact to profit based on changes to key inputs to the estimation of the deferrred consideration liability is as follows: Key input Discount rate Production levels Change in input 2 percent 5 percent 2020 2019 Increase in estimate $’m Decrease in estimate $’m Increase in estimate $’m Decrease in estimate $’m 0.1 (0.1) (0.2) 0.0 0.1 0.0 (0.2) 0.0 New Brighton Collieries Limited The Company completed the acquisition of New Brighton Collieries Limited on 10 March 2015. The balance due on settlement is to be satisfied by an ongoing royalty based on mine gate sales revenue. The fair value of the future royalty payments is estimated using a discount rate based upon the Group’s WACC, projected production profile based on activity at the Takitimu mine and forecast domestic coal prices. These are based on the Group’s forecasts which are approved by the Board of Directors. Sensitivity analysis on impact to profit based on changes to key inputs to the estimation of the deferrred consideration liability is as follows: Key input Discount rate Production levels Coal prices Change in input 2 percent 5 percent $5 per tonne 2020 2019 Increase in estimate $’m Decrease in estimate $’m Increase in estimate $’m Decrease in estimate $’m 0.2 (0.3) (0.2) (0.3) 0.2 0.3 0.4 (0.2) (0.2) (0.4) 0.2 0.2 Security Pursuant to a deed of guarantee and security the deferred consideration is secured by way of a first-ranking security interest in all of New Brighton Collieries Limited’s present and future assets (and present and future rights, title and interest in any assets). Bathurst Resources Limited | Financial statements Section 2: Financial statements 67 27 Notes to the financial statements For the year ended 30 June 2020 15. Financial liabilities continued (d) Fair value measurements The fair value of the Group’s debt instruments is noted below: Instrument Subordinated bonds Convertible notes 2020 2019 Fair value $’000 Carrying value $’000 Fair value $’000 Carrying value $’000 6,470 6,644 6,023 6,375 12,309 7,858 11,790 7,546 All other financial assets and liabilities (except where specifically noted) have a carrying value that is equivalent to their fair value. Accounting policy Initial recognition and measurement All financial liabilities are recognised initially at fair value and, in the case of borrowings and trade and other payables, net of directly attributable transaction costs. Subsequent measurement Subsequent measurement of financial liabilities under NZ IFRS 9 is at amortised cost, unless eligible to opt to designate a financial liability at fair value through profit or loss, or other specific exceptions apply. The Group’s financial liabilities fall within two measurement categories: trade and other payables and borrowings at amortised cost, and deferred consideration at fair value through profit or loss. Financial liabilities at amortised cost Trade and other payables and borrowings are subsequently measured at amortised cost using the effective interest rate method (“EIR”). Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included as finance costs in the statement of profit or loss. Borrowings denominated in foreign currency are re-translated at each reporting period to account for unrealised foreign exchange movements. 68 Bathurst Resources Limited Annual Report 2020 Bathurst Resources Limited | Financial statements 28 Notes to the financial statements Notes to the financial statements For the year ended 30 June 2020 For the year ended 30 June 2020 15. Financial liabilities continued 15. Financial liabilities continued Accounting policy continued Accounting policy continued Financial liabilities at amortised cost Financial liabilities at amortised cost The fair value of the liability portion of the convertible notes was determined using a market interest rate for an equivalent The fair value of the liability portion of the convertible notes was determined using a market interest rate for an equivalent non-convertible bond at the issue date. The remainder of the proceeds was allocated to the conversion option and non-convertible bond at the issue date. The remainder of the proceeds was allocated to the conversion option and recognised in equity as debt instruments equity component, and is not subsequently remeasured. Refer to note 17. recognised in equity as debt instruments equity component, and is not subsequently remeasured. Refer to note 17. Fair value through profit or loss Fair value through profit or loss Deferred consideration is subsequently measured at fair value through profit or loss, as IFRS 9 denotes the measurement Deferred consideration is subsequently measured at fair value through profit or loss, as IFRS 9 denotes the measurement requirements of IFRS 3 Business combinations applies. The fair value of deferred consideration payments is determined at requirements of IFRS 3 Business combinations applies. The fair value of deferred consideration payments is determined at acquisition date. Subsequent changes to the fair value of the deferred consideration are recognised through the income acquisition date. Subsequent changes to the fair value of the deferred consideration are recognised through the income statement. The portion of the fair value adjustment due to the time value of money (unwinding of discount) is recognised as statement. The portion of the fair value adjustment due to the time value of money (unwinding of discount) is recognised as a finance cost. a finance cost. Financial liabilities are classified as current liabilities unless the Group has an unconditional right to defer settlement of the Financial liabilities are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least 12 months after the reporting period. liability for at least 12 months after the reporting period. Derecognition Derecognition A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. When an A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the original existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognised in the liability and the recognition of a new liability. The difference in the respective carrying amounts is recognised in the statement of profit or loss. statement of profit or loss. Fair value Fair value Fair value is the price that would be received from the sale of an asset or paid to transfer a liability in a transaction between Fair value is the price that would be received from the sale of an asset or paid to transfer a liability in a transaction between active market participants or in its absence, the most advantageous market to which the Group has access to at the active market participants or in its absence, the most advantageous market to which the Group has access to at the reporting date. The fair value of a financial liability reflects its non-performance risk. reporting date. The fair value of a financial liability reflects its non-performance risk. When available, fair value is measured using the quoted price in an active market. A market is active if transactions take When available, fair value is measured using the quoted price in an active market. A market is active if transactions take place with sufficient frequency and volume to provide pricing information on an ongoing basis. If there is no quoted price in place with sufficient frequency and volume to provide pricing information on an ongoing basis. If there is no quoted price in an active market, then the Group uses valuation techniques that maximise the use of relevant observable inputs and an active market, then the Group uses valuation techniques that maximise the use of relevant observable inputs and minimise the use of unobservable inputs. The chosen valuation technique incorporates all of the factors that market minimise the use of unobservable inputs. The chosen valuation technique incorporates all of the factors that market participants would take into account in pricing a transaction. participants would take into account in pricing a transaction. The following fair value hierarchy, as set out in NZ IFRS 13: Fair Value Measurement, has been used to categorise the inputs The following fair value hierarchy, as set out in NZ IFRS 13: Fair Value Measurement, has been used to categorise the inputs to valuation techniques used to measure the financial assets and financial liabilities which are carried at fair value: to valuation techniques used to measure the financial assets and financial liabilities which are carried at fair value: a) a) b) b) c) c) Quoted prices (unadjusted) in active markets for identical assets or liabilities (level 1) Quoted prices (unadjusted) in active markets for identical assets or liabilities (level 1) Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (as Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (as prices) or indirectly (derived from prices) (level 2), and prices) or indirectly (derived from prices) (level 2), and Inputs for the asset or liability that are not based on observable market data (unobservable inputs) Inputs for the asset or liability that are not based on observable market data (unobservable inputs) (level 3). (level 3). The Group’s only financial asset or liability measured at fair value is deferred consideration which is valued at a fair value The Group’s only financial asset or liability measured at fair value is deferred consideration which is valued at a fair value hierarchy of level 3. The fair value of debt instruments disclosed has been valued at a fair value hierarchy of level 2. hierarchy of level 3. The fair value of debt instruments disclosed has been valued at a fair value hierarchy of level 2. Key judgements and estimates Key judgements and estimates In valuing the deferred consideration payable under business acquisitions management uses estimates and assumptions. In valuing the deferred consideration payable under business acquisitions management uses estimates and assumptions. These include future coal prices, discount rates, coal production, and the timing of payments. The amounts of deferred These include future coal prices, discount rates, coal production, and the timing of payments. The amounts of deferred consideration are reviewed at each balance date and updated based on best available estimates and assumptions at that consideration are reviewed at each balance date and updated based on best available estimates and assumptions at that time. time. Bathurst Resources Limited | Financial statements Bathurst Resources Limited | Financial statements Section 2: Financial statements 69 29 29 Notes to the financial statements For the year ended 30 June 2020 16. Rehabilitation provisions Current Non-current Total provisions Rehabilitation provision movement: Opening balance Change recognised in the mining and property asset Unwinding of discount Movement in Crown indemnity on acid mine drainage for Sullivan permit Movement in provision net of expenditure incurred Closing balance 2020 $’000 1,145 4,721 5,866 5,675 (15) 72 211 (77) 2019 $’000 1,328 4,347 5,675 5,928 (930) 365 20 292 5,866 5,675 Accounting policy Provisions are made for site rehabilitation costs relating to areas disturbed during the mine’s operation up to reporting date but not yet rehabilitated. The obligation to rehabilitate arises at the commencement of the mining project; at this point a provision is recognised as a liability with a corresponding asset recognised as part of mining property and development assets. At each reporting date, the rehabilitation liability is re-measured in line with changes in the timing or amount of the costs to be incurred with a corresponding change in the cost of the associated asset. If the change in the liability results in a decrease in the liability that exceeds the carrying amount of the asset, the asset is written down to nil and the excess is recognised immediately in the income statement. If the change in the liability results in an addition to the cost of the asset, the recoverability of the new carrying value is considered. Where there is an indication that the new carrying amount is not fully recoverable, an impairment test is performed with the write down recognised in the income statement in the period in which it occurs. The amount of the provision relating to rehabilitation of environmental disturbance caused by on-going production and extraction activities is recognised in the income statement as incurred. The net present value of the provision is calculated using an appropriate discount rate, based on management’s best estimate of future costs of rehabilitation. The unwinding of the discount applied in calculating the net present value of the provision is charged to the income statement in each reporting period and is classified as a finance cost. A reasonable change in discount rate assumptions would not have a material impact on the provision. Key judgements and estimates In calculating the estimated future costs of rehabilitating and restoring areas disturbed in the mining process certain estimates and assumptions have been made. The amount the Group is expected to incur to settle these future obligations includes estimates in relation to the appropriate discount rate to apply to the cash flow profile, expected mine life, application of the relevant requirements for rehabilitation, and the future expected costs of rehabilitation. Changes in the estimates and assumptions used could have a material impact on the carrying value of the rehabilitation provision. The provision is reviewed at each reporting date and updated based on the best available estimates and assumptions at that time. 70 Bathurst Resources Limited Annual Report 2020 Bathurst Resources Limited | Financial statements 30 Notes to the financial statements For the year ended 30 June 2020 17. Equity (a) Ordinary fully paid shares Opening balance Issue of shares from conversion of convertible notes Issue of shares from vesting of performance rights Cancellation of shares from buy-backs Closing balance Note 2020 Number of shares ’000 2019 Number of shares ’000 1,665,177 1,513,164 41,788 167,198 18 2,555 16,131 - (31,316) 1,709,520 1,665,177 Ordinary shares Ordinary shares entitle the holder to participate in dividends and the proceeds on winding up of the Company in proportion to the number of shares held. Every ordinary share is entitled to one vote. Dividends BRL paid a dividend to its shareholders on the 23 October 2019, relating to the 30 June 2019 financial reporting period. The rate per share was AU 0.3¢ and came to a total cost of NZD $5.5m. Convertible notes conversions During the year, 626 of the July 2016 issue of convertible notes were converted to shares on the maturity of the notes at the option of the note holder, at $1,150 per note and 2.53¢ per share (June 2019: 2,857 notes). 500 of the February 2017 convertible notes issue (face value $0.6m) were converted to shares at the election of the note holder, at $1,150 per note and 4.3125¢ per share (June 2019: 1,400 notes). (b) Contributed equity Opening balance Issue of shares from conversion of convertible notes Issue of shares from vesting of performance rights Share buy-backs Closing balance $’000 $’000 286,277 263,179 6,486 25,780 344 1,543 - (4,225) 293,107 286,277 The value transferred to equity on conversion of the convertible notes was the proportional value of the amortised cost of the underlying borrowings and the fair value of the conversion option (debt instruments equity component). (c) Debt instruments equity component Opening balance Transfer to contributed equity on conversion of convertible notes Closing balance 22,824 43,788 (5,202) (20,964) 17,622 22,824 Bathurst Resources Limited | Financial statements Section 2: Financial statements 71 31 Notes to the financial statements For the year ended 30 June 2020 17. Equity continued Accounting policy Ordinary shares are classified as equity. Issued and paid up capital is recognised at the fair value of the consideration received by the Company. Any transaction costs arising on the issue of ordinary shares are recognised directly in equity as a reduction of the share proceeds received. Key judgements and estimates The Group has made a judgement that the conversion feature of the convertible notes should be classified as equity. This judgement was made on the basis that the conversion feature satisfies the equity classification test of converting a fixed amount of debt principal to a fixed quantity of the Group’s own shares (the ‘fixed for fixed’ test). Because of this classification the value attributed to the conversion feature is not subsequently remeasured after initial recognition through profit or loss. The value recognised was independently determined using a Black Scholes Model for the convertible notes that takes into account the exercise price, the term of the conversion option, the current share price and expected price volatility of the underlying share, the expected dividend yield, and the risk free interest rate for the term of the conversion option. 18. Reserves Share-based payment reserve Foreign exchange translation reserve Share of BT Mining FX hedging through OCI Reorganisation reserve Total reserves Nature and purpose of reserves 2020 $’000 357 (344) 1,292 2019 $’000 293 (70) (513) (32,760) (32,760) (31,455) (33,050) Share-based payment reserve The share-based payment reserve is used to recognise the fair value of performance rights issued. Some performance rights vested during the year with shares issued; the value pertaining to these performance rights were transferred to contributed equity. Foreign exchange translation reserve Exchange differences arising on translation of companies within the Group with a different functional currency to New Zealand dollars are taken to the foreign currency translation reserve. The reserve is recognised in the income statement when the investment is disposed of. Share of BT Mining FX hedging through OCI The value booked represents 65 percent equity share of the fair value movement on FX hedging in BT Mining that is put through other comprehensive income. Reorganisation reserve Bathurst Resources Limited was incorporated on 27 March 2013. A scheme of arrangement between Bathurst Resources Limited and its shareholders resulted in Bathurst Resources (New Zealand) Limited becoming the new ultimate parent company of the Group on 28 June 2013. A reorganisation reserve was created, which reflects the previous retained losses of subsidiaries. 72 Bathurst Resources Limited Annual Report 2020 Bathurst Resources Limited | Financial statements 32 Notes to the financial statements For the year ended 30 June 2020 18. Reserves continued Details on share-based payments Grant date Vesting date Director performance rights Opening balance 000s Issued Vested 000s 000s Closing balance 000s December 2018 31 December 2019 2,555 LTIP performance rights 2018 December 2018 15 October 2021 4,591 - - LTIP performance rights 2019 January 2020 15 October 2022 - 7,146 4,840 4,840 (2,555) - - - (2,555) 4,591 4,840 9,431 The director performance rights were converted to shares for nil consideration on the 17 January 2020, with the closing market rate of BRL shares on this date at AU 0.115¢ per share. Director performance rights Director performance rights were issued to directors in recognition of past performance of the Company, in particular a 67 percent increase in the Company’s share price in FY18. These were approved by shareholders at the 2018 AGM. These have a nil issue and exercise price and were converted into fully paid ordinary shares on a 1:1 basis. Vesting was dependent on the holders remaining in employment until the vesting date. Long term incentive plan (“LTIP”) performance rights 2018 and 2019 LTIP performance rights were issued to executive directors as part of the LTIP which was approved at the 2018 AGM. These rights were issued as an incentive for the future performance. Rights granted to directors were approved at the 2018 AGM and 2019 AGM respectively. These have a nil issue and exercise price and are convertible into fully paid ordinary shares on a 1:1 basis. Performance requirements include continuous employment with BRL until 15 October 2021 for the 2018 issue, 15 October 2022 for the 2019 issue. The Company also has to achieve a total shareholder return compound annual growth rate for the period 1 July 2018 to and including 30 June 2021 of between 10 percent to 15 percent for the 2018 issue; 1 July 2019 to and including 30 June 2022 for the 2019 issue. Accounting policy Share-based compensation benefits are provided to employees via the Bathurst Resources Limited LTIP. The fair value of performance rights granted under the Bathurst Resources Limited LTIP is recognised as an employee benefits expense with a corresponding increase in equity. The total amount to be expensed is determined by reference to the fair value of the rights granted, which includes any market performance conditions and the impact of any non-vesting conditions but excludes the impact of any service and non-market performance vesting conditions. Non-market vesting conditions are included in assumptions about the number of rights that are expected to vest. The total expense is recognised over the vesting period, which is the period over which all of the specified vesting conditions are to be satisfied. At the end of each period, the Company revises its estimates of the number of rights that are expected to vest based on the non-market vesting conditions. It recognises the impact of the revision to original estimates, if any, in profit or loss, with a corresponding adjustment to equity. Bathurst Resources Limited | Financial statements Section 2: Financial statements 73 33 Notes to the financial statements For the year ended 30 June 2020 19. Earnings per share (a) Earnings per share (“EPS”) Basic EPS Diluted EPS (b) Reconciliation of earnings used in calculation (Loss)/earnings used to calculate basic EPS – net profit after tax Interest expense on convertible notes (Loss)/earnings used in calculation of diluted EPS (c) Weighted average number of shares Weighted average shares used in calculation of basic EPS Dilutive potential ordinary shares (performance rights and convertible notes) Weighted average shares used in calculation of diluted EPS 2020 Cents (2.78) (2.78) 2019 Cents 2.83 2.57 $’000 $’000 (47,426) 44,960 - 926 (47,426) 45,886 Number shares 000s Number shares 000s 1,704,839 1,587,049 - 198,267 1,704,839 1,785,316 At 30 June 2020, basic and diluted EPS were the same as potential ordinary shares from the convertible notes and performance rights were anti-dilutive. Accounting policy Basic earnings per share Basic earnings per share is calculated by dividing: the profit attributable to owners of the Company, excluding any costs of servicing equity other than ordinary shares • • by the weighted average number of ordinary shares outstanding during the financial year, adjusted for bonus elements in ordinary shares issued during the year. Diluted earnings per share Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account: • • the after income tax effect of interest and other financing costs associated with dilutive potential ordinary shares, and the weighted average number of additional ordinary shares that would have been outstanding assuming the conversion of all dilutive potential ordinary shares. 74 Bathurst Resources Limited Annual Report 2020 Bathurst Resources Limited | Financial statements 34 Notes to the financial statements For the year ended 30 June 2020 20. Reconciliation of profit to operating cash flows (Loss)/profit before income tax Dividend received from BT Mining Non-cash items: Depreciation and amortisation Share-based payments Share of joint venture equity share of profit Movement on rehabilitation provision & discount unwind Non-operating Movement on deferred consideration & discount unwind Interest on deferred consideration Interest on debt instruments and finance leases Other Unrealised FX Bad debts/impairments Loss/(gain) on sale of PPE Movement in working capital 2020 $’000 2019 $’000 (47,426) 44,960 13,000 19,500 7,088 6,909 408 764 (30,408) (45,300) 628 563 62,476 10,983 582 - 2,095 2,096 228 716 325 13 4 146 13 - (3) 67 Cash flow from operating activities 20,130 30,297 Bathurst Resources Limited | Financial statements Section 2: Financial statements 75 35 Notes to the financial statements For the year ended 30 June 2020 21. Financial risk management The Group's activities expose it to a variety of financial risks: market risk (including currency risk, and interest rate risk), credit risk and liquidity risk. The Group uses different methods to measure different types of risk to which it is exposed. These methods include sensitivity analysis in the case of interest rate, foreign exchange and other price risks and aging analysis for credit risk. Risk management is carried out by the management team under policies approved by the Board of Directors. Management identifies and evaluates financial risks on a regular basis. Market risk Foreign exchange risk Foreign exchange risk arises from future commercial transactions and recognised assets and liabilities denominated in a currency that is not New Zealand dollars. The risk is measured using sensitivity analysis. The Group assesses potential foreign currency exposures by assessing the impact of movement in the FX rate on profit, as follows: Liability Subordinated bonds Face value USD $3.95m USD deferred consideration USD $40m 2020 +3% $’000 179 2,133 2019 +3% $’000 344 - 2020 -3% $’000 (190) (2,265) 2019 -3% $’000 (365) - Credit risk Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Group. A material risk of credit risk arises from cash and cash equivalents, restricted short-term deposits, trade receivables from contracts with customers, and related party receivables. Risk management The Group has adopted a policy of only dealing with credit worthy counterparties and obtaining sufficient collateral where appropriate as a means of minimising the risk of financial defaults. The credit risk on cash and cash equivalents and restricted short-term deposits is limited because the Group only banks with counterparties that have credit ratings of AA- or higher. The Group’s maximum exposure to credit risk for trade receivables from contracts with customers and loans to related parties is their carrying value. The Group has long standing relationships with all its key customers and historically has experienced very low to nil defaults on its trade receivables. Impairment The Group’s financial assets are subject to having their impairment assessed against the IFRS 9 forward looking expected credit loss model. The measurement of expected credit losses is a function of the probability of default, loss given default (i.e. the magnitude of the loss if there is a default) and the exposure at default. The group applies the NZ IFRS 9 simplified approach to measuring expected credit losses for trade receivables on contracts with customers, which uses a lifetime expected loss allowance. To measure the expected credit losses, trade receivables have been grouped based on shared credit risk characteristics and the days past due. The assessment of the probability of default and loss given default is based on historical data adjusted by forward-looking information. The Group considers a financial asset in default when contractual payments are 90 days past due. However, in certain cases, the Group may also consider a financial asset to be in default when internal or external information indicates that the Group is unlikely to receive the outstanding contractual amounts in full. A financial asset is written off when there is no reasonable expectation of recovering the contractual cash flows. The assessed impairment loss for all financial assets was immaterial at 30 June 2020. There were no indicators that credit risk on financial assets had increased significantly since initial recognition, nor does the Group hold any financial assets that are considered to be credit-impaired. 76 Bathurst Resources Limited Annual Report 2020 Bathurst Resources Limited | Financial statements 36 Notes to the financial statements For the year ended 30 June 2020 21. Financial risk management continued Liquidity risk Liquidity risk represents the Group’s ability to meet its contractual obligations. The Group evaluates its liquidity requirements on an ongoing basis. Maturities of financial liabilities The tables below analyse the Group's non-derivative financial liabilities into relevant maturity groupings based on their contractual maturities. The amounts disclosed in the table are the contractual undiscounted cash flows. Balances due within 12 months equal their carrying balances. 30 June 2020 Trade and other payables Borrowings Leases Deferred consideration Total 30 June 2019 Trade and other payables Borrowings Leases Deferred consideration Total Less than 6 months 6 - 12 months Between 1 – 2 years Between 2 – 5 years Over 5 years $’000 6,716 291 977 598 8,582 7,079 854 1,332 503 9,768 $’000 $’000 $’000 $’000 - 13,358 977 73,828 88,163 - 12,561 1,077 503 14,141 - - 1,017 1,203 2,220 - 6,745 1,207 952 8,904 - - 1,122 3,735 4,857 - - 943 3,026 3,969 - - - 3,029 3,029 - - - 4,282 4,282 Total contractual flows $’000 6,716 13,649 4,093 82,393 106,851 7,079 20,160 4,559 9,266 41,064 Borrowings in the above table represent the underlying contractual commitments on the USD denominated Subordinated Bonds and NZD convertible notes. The convertible notes have the option to convert to equity, so future principal repayments may not occur. Included in deferred consideration is the amount owing to L&M Coal Holdings Limited which is denominated in USD. The cashflows represented above were translated at the USD:NZD exchange rate at 30 June 2020; actual variances may occur from changes in the realised exchange rate. The above representation also assumes payment of balances owing at 30 June 2020; any additional interest accrued will be in addition to that noted above. Total contractual cash flows on leases equal minimum lease payments plus interest. Capital management The Group’s capital includes contributed equity, reserves, and retained earnings. The Board’s policy is to maintain a strong capital base to maintain investor, creditor, and market confidence and to sustain the future development of the business. There were no changes to the Company’s approach to capital management during the year. Bathurst Resources Limited | Financial statements Section 2: Financial statements 77 37 Notes to the financial statements For the year ended 30 June 2020 21. Financial risk management continued Financial instruments by category Financial assets Amortised cost Cash and cash equivalents Restricted short-term deposits Trade and other receivables Other financial assets Crown Indemnity Total financial assets Financial liabilities Amortised cost Trade and other payables Borrowings Fair Value Deferred consideration Total financial liabilities 2020 $’000 2019 $’000 4,495 20,005 4,193 4,012 117 873 4,030 4,018 139 371 13,690 28,563 6,716 15,639 7,079 23,511 79,317 6,809 101,672 37,399 22. Key management personnel compensation Key management personnel are the senior leadership team and directors (executive and non-executive) of the Group. Key management personnel compensation 30 June 2020 Management Non-executive directors Total 30 June 2019 Management Non-executive directors Total Short-term benefits $’000 Share-based payments $’000 2,965 214 3,179 2,387 184 2,571 374 34 408 676 88 764 Total $’000 3,339 248 3,587 3,063 272 3,335 78 Bathurst Resources Limited Annual Report 2020 Bathurst Resources Limited | Financial statements 38 Notes to the financial statements For the year ended 30 June 2020 23. Commitments and contingent liabilities (a) Capital commitments There was no capital expenditure contracted for at the reporting date but not recognised as a liability (2019: nil). (b) Exploration expenditure commitments To maintain the various permits in which the Group is involved the Group has ongoing operational expenditure as part of its normal operations. The actual costs will be dependent on a number of factors including final scope and timing of operations. (c) Contingent liabilities On 4 May 2020 BRL announced that L&M had given BRL notice that L&M intended to pursue further legal action under the terms of the SPA. L&M asserted in its notice of request for arbitration that its entitlement to the second performance payment of USD $40m arises because there has been a change in control in Bathurst, arising from an aggregation of current and historical shareholders acting together as undisclosed associates, and that this is the equivalent to a third party acquiring more than 50 percent of BRL’s shares. And as a second assertion that a grouping of shareholders through a concerted course of action has acquired effective control of BRL and therefore has the ability to control the composition of the board of Bathurst New Zealand Ltd. The Board and its financial and legal advisors have reviewed the current and historical shareholdings, considered the allegations of association, and consider both aspects of the notice to be without merit. Based on legal advice received, the directors believe that it is more than likely that this second claim by L&M would be unsuccessful. 24. Events after the reporting period Other than as disclosed there are no other material events that occurred subsequent to reporting date, that require recognition of, or additional disclosure in these financial statements. Bathurst Resources Limited | Financial statements Section 2: Financial statements 79 39 Additional information For the year ended 30 June 2020 Unaudited proportionate consolidation of Bathurst and BT Mining operations The following income statement, balance sheet and cash flow represent 100 percent of Bathurst operations, and 65 percent of BT Mining operations. This presentation does not reflect reporting under NZ GAAP or NZ IFRS, but is intended to show a combined operating view of the two businesses for information purposes only. Consolidated income statement Revenue from contracts with customers Realised FX and coal price hedging Less: cost of sales Gross profit Other income Equity accounted profit Depreciation Administrative and other expenses Fair value on deferred consideration (Loss)/gain on disposal of fixed assets Impairment losses Operating (loss)/profit before tax Fair value movement on derivatives Finance cost Finance income (Loss)/profit before income tax Income tax expense (Loss)/profit after tax 2020 $’000 2019 $’000 225,615 290,420 7,061 (5,303) (155,101) (177,120) 77,575 107,997 1,072 311 254 - (17,783) (9,838) (19,672) (19,180) (60,045) (6,584) (13) (502) 3 - (19,057) 72,652 - (2,235) (20,519) (5,704) 142 454 (39,434) 65,167 (7,992) (20,207) (47,426) 44,960 80 Bathurst Resources Limited Annual Report 2020 Bathurst Resources Limited | Financial statements 40 Additional information For the year ended 30 June 2020 Consolidated balance sheet Cash and cash equivalents Restricted short-term deposits Trade and other receivables Crown indemnity Inventories New Zealand emission units Derivative assets Total current assets Property, plant and equipment (“PPE”) Mining assets Crown indemnity Interest in joint ventures Deferred tax asset Other financial assets Total non-current assets TOTAL ASSETS Trade and other payables Tax payable Borrowings Derivative liabilities Deferred consideration Provisions Total current liabilities Borrowings Deferred consideration Provisions Total non-current liabilities TOTAL LIABILITIES NET ASSETS Contributed equity Debt instruments equity component Reserves Retained earnings net of dividends EQUITY 2020 $’000 2019 $’000 20,373 34,489 5,579 4,030 27,159 34,405 3,007 27,205 1,769 1,994 - 22,812 3,362 - 87,086 99,098 87,869 64,673 75,467 57,058 37,555 35,466 16,301 10,105 4,432 612 1,327 621 222,236 169,250 309,322 268,348 26,426 24,534 18,645 24,821 - 77,276 3,747 16,181 16,145 513 9,441 5,519 150,915 72,333 25,346 13,766 7,318 14,098 58,824 51,824 91,488 79,688 242,403 152,021 66,919 116,327 293,107 286,277 17,622 22,824 (31,455) (33,050) (212,355) (159,724) 66,919 116,327 Bathurst Resources Limited | Financial statements Section 2: Financial statements 81 41 Additional information For the year ended 30 June 2020 Consolidated cash flow Cash flows from operating activities Receipts from customers Payments to suppliers and employees Taxes paid Net inflow from operating activities Cash flows from investing activities Exploration and evaluation expenditure Mining assets (incl. elevated stripping) PPE purchases Proceeds from disposal of PPE Payment of deferred consideration Investment in NWP Other Net outflow from investing activities Cash flows from financing activities Drawdown on leases Repayment of leases Interest on leases Interest on debt instruments Debt instrument repayment Drawdown on borrowings Interest on borrowings Dividend paid Interest received Other finance costs Share buy-backs Net outflow from financing activities Net (decrease)/increase in cash and cash equivalents Opening cash and cash equivalents including restricted short-term deposits Closing cash and cash equivalents 2020 $’000 2019 $’000 240,696 286,293 (164,620) (178,992) (9,304) (16,597) 66,772 90,704 (1,620) (703) (29,686) (28,517) (14,410) (30,046) - 186 (10,849) (9,863) (6,146) (10,105) (178) 22 (62,889) (79,026) 4,335 6,955 (8,584) (2,670) (1,712) (697) (2,395) (2,138) (6,371) 4,764 (672) (5,520) 177 (472) - - - - 427 (84) - (4,225) (16,450) (2,432) (12,567) 38,519 9,246 29,273 25,952 38,519 82 Bathurst Resources Limited Annual Report 2020 Bathurst Resources Limited | Financial statements 42 Independent auditor’s report To the shareholders of Bathurst Resources Limited Report on the audit of the consolidated financial statements Opinion In our opinion, the accompanying consolidated financial statements of Bathurst Resources Limited (the ’Company’) and its subsidiaries (the 'Group') on pages 43 to 79: i. ii. present fairly in all material respects the consolidated financial position as at 30 June 2020 and its financial performance and cash flows for the year ended on that date; and comply with New Zealand equivalents to International Financial Reporting Standards and International Financial Reporting Standards. We have audited the accompanying consolidated financial statements which comprise: • • • the consolidated statement of financial position as at 30 June 2020; the consolidated statements of comprehensive income, changes in equity and cash flows for the year then ended; and notes, including a summary of significant accounting policies and other explanatory information. Basis for opinion We conducted our audit in accordance with International Standards on Auditing (New Zealand) (“ISAs (NZ)”). We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. We are independent of the Company and Group in accordance with Professional and Ethical Standard 1 International Code of Ethics for Assurance Practitioners (Including International Independence Standards) (New Zealand) issued by the New Zealand Auditing and Assurance Standards Board and the International Ethics Standards Board for Accountants’ International Code of Ethics for Professional Accountants (including International Independence Standards) (“IESBA Code”), and we have fulfilled our other ethical responsibilities in accordance with these requirements and the IESBA Code. Our responsibilities under ISAs (NZ) are further described in the auditor’s responsibilities for the audit of the consolidated financial statements section of our report. Our firm has also provided other services to the Group in relation to agreed upon procedures services required under a Deed of Royalty. Subject to certain restrictions, partners and employees of our firm may also deal with the Group on normal terms within the ordinary course of trading activities of the business of the Group. These matters have not impaired our independence as auditor of the Group. The firm has no other relationship with, or interest in, the Group. Material uncertainty related to going concern We draw attention to note 1 in the consolidated financial statements, which indicates that the Group’s current liabilities exceed its current assets by $81 million. As stated in note 1, the working capital position along with other matters, indicate that a material uncertainty exists that may cast significant doubt on the Company’s ability to continue as a going concern. Our opinion is not modified in respect of this matter. Emphasis of matter – contingent liabilities We draw attention to note 23(c) to the consolidated financial statements which discloses that L&M Coal Holdings Limited has given notice to the Company that it intends to pursue further legal action under the terms of the Buller Coal project sale and purchase agreement. No liability has been recognised as at 30 June 2020 based on legal advice that it is more likely than not that the Company will successfully defend any claim. Materiality The scope of our audit was influenced by our application of materiality. Materiality helped us to determine the nature, timing and extent of our audit procedures and to evaluate the effect of misstatements, both individually and on the consolidated financial statements as a whole. The materiality for the consolidated financial statements as a whole was set at $1,800,000 determined with reference to a benchmark of consolidated profit before tax. We chose the benchmark because, in our view, this is a key measure of the consolidated performance. Bathurst Resources Limited | Financial statements Section 2: Financial statements 83 43 Independent auditor’s report Key audit matters Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the consolidated financial statements in the current period. Except for the matter described in the material uncertainty related to going concern, we summarise below those matters and our key audit procedures to address those matters in order that the shareholders as a body may better understand the process by which we arrived at our audit opinion. Our procedures were undertaken in the context of and solely for the purpose of our statutory audit opinion on the consolidated financial statements as a whole and we do not express discrete opinions on separate elements of the consolidated financial statements. COVID-19 The COVID-19 pandemic has created additional risks across a number of areas of the business. All forward-looking assumptions are inherently more uncertain during these unprecedented times. While the key audit matter "Revenue recognition" detailed below, is unchanged from last year, the underlying audit risk has increased which impacted the extent and nature of audit evidence that we had to gather. The key audit matter How the matter was addressed in our audit The recognition of a provision for the performance payment due to L&M Coal Holdings Limited Refer to note 15(c) of the financial statements which discloses the provision of $73 million recognised in respect to the performance payment due to L&M Coal Holdings Limited as a result of the unfavourable judgments received in relation to legal proceedings in the High Court and Court of Appeal of New Zealand. Our focus has been on ensuring that the provision has been calculated in accordance with the terms of the payment of the High Court reflecting the current best estimate and the terms of the payment are disclosed within the financial statements. This was an area of audit focus due to the significance of the provision to the financial statements as a whole. Revenue recognition Our audit procedures included: • • • • Reading the Court of Appeal decision and understanding the terms of the payment set out in the decision. Reviewing the recent legal advice supporting the decision to appeal the Court of Appeal decision to the Supreme Court. Obtaining a copy of the Notice of Hearing granted to the Company by the Supreme Court. Recalculating the provision based on the terms of the High Court decision to ensure that the provision recognised included the performance payment, accrued interest based on the rate set by the High Court and was translated into New Zealand dollars at the US dollar exchange rate at balance date. We reviewed the disclosures in note 15(c) of the financial statements to ensure they are consistent with the terms set out by the Court of Appeal. Refer to note 3 of the financial statements. Our audit procedures included: Our focus has been on ensuring that the treatment of each product offered under the agreements with customers are appropriately accounted for and disclosed within the financial statements. The other area of focus was on the treatment of revenue across a range of customers as each customer has an individual contract. • • • This was an area of audit focus as revenue recognition requires judgement as does the process to conclude on the treatment of each contract. Comparing a sample of contracts to the relevant accounting standard to determine if the correct accounting treatment has been applied. Agreeing a sample of contracts to the Company’s existing revenue recognition policies. Testing a sample of revenue transactions prior and post balance date to ensure that the revenue has been recognised in the correct period in accordance with delivery terms. 84 Bathurst Resources Limited Annual Report 2020 Bathurst Resources Limited | Financial statements 44 Independent auditor’s report Other information The directors, on behalf of the Company and Group, are responsible for the other information included in the Company’s annual report. Other information included in annual report includes the Chairman and CEO’s report, and the operational and financial review. Our opinion on the consolidated financial statements does not cover any other information and we do not express any form of assurance conclusion thereon. The annual report is expected to be made available to us after the date of this independent auditor's report. Our responsibility is to read the annual report when it becomes available and consider whether the other information it contains is materially inconsistent with the consolidated financial statements, or our knowledge obtained in the audit, or otherwise appear misstated. If so, we are required to report such matters to the directors. Use of this independent auditor’s report This independent auditor’s report is made solely to the shareholders as a body. Our audit work has been undertaken so that we might state to the shareholders those matters we are required to state to them in the independent auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the shareholders as a body for our audit work, this independent auditor’s report, or any of the opinions we have formed. Responsiblities of the directors for the consolidated financial statements The directors, on behalf of the Company, are responsible for: • • • the preparation and fair presentation of the consolidated financial statements in accordance with generally accepted accounting practice in New Zealand (being New Zealand Equivalents to International Financial Reporting Standards) and International Financial Reporting Standards; implementing necessary internal control to enable the preparation of a consolidated set of financial statements that is fairly presented and free from material misstatement, whether due to fraud or error; and assessing the ability to continue as a going concern. This includes disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless they either intend to liquidate or to cease operations, or have no realistic alternative but to do so. Auditor’s responsibilities for the audit of the consolidated financial statements Our objective is: • • to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error; and to issue an independent 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 NZ will always detect a material misstatement when it exists. Misstatements can arise from fraud or error. They 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 consolidated financial statements. A further description of our responsibilities for the audit of these consolidated financial statements is located at the External Reporting Board (XRB) website at: http://www.xrb.govt.nz/standards-for-assurance-practitioners/auditors-responsibilities/audit-report-1/ This description forms part of our independent auditor’s report. The engagement partner on the audit resulting in this independent auditor's report is David Gates. For and on behalf of KPMG Wellington 28 August 2020 Bathurst Resources Limited | Financial statements Section 2: Financial statements 85 45 86 Bathurst Resources Limited Annual Report 2020 Section 3: Shareholder information 87 Shareholder informationIn this sectionShareholder information03 Shareholder information Additional information required by the Australian Securities Exchange current as at 30 September 2020. Stock exchange quotation Shares are quoted on the ASX under the code “BRL”. Classes of securities The following equity securities are on issue: Quoted Ordinary fully paid shares Unquoted Financial statement note reference Number on issue Number of holders 1,709,519,431 2,934 Convertible notes 15 (b) LTIP performance rights 2018 18 LTIP performance rights 2019 18 SLT performance rights exercisable at $nil, vesting 15 October 2022 5,600 4,590,909 4,839,734 4,603,268 8 2 2 7 Voting rights Only holders of ordinary shares have voting rights. These are set out in Clause 21.5 of the Company’s constitution and are summarised as follows: • Where voting is by show of hands or by voice, every shareholder present in person of by proxy or representative has one vote. • On a poll every shareholder present in person or by representative has, in respect of each fully paid share held by that shareholder, one vote. Holders of convertible notes and performance rights have no voting rights until the instruments are converted/exercised into ordinary shares. Restricted securities There are no restricted securities or securities subject to voluntary escrow. On-market share buy-backs The on-market share buy-back was announced on 28 August 2018, approving the buy-back of up to 75.0 million shares, representing approximately 4.70 percent of the shares on issue at that date. The buy-back ended on 28 August 2020. No shares were bought under the scheme during the year ended 30 June 2020 and up to the 28 August 2020. A total of 30.5 million shares were bought back during the previous financial year. Distribution of quoted equity securities Holding range 1 – 1,000 1,001 – 5,000 5,001 – 10,000 10,001 – 100,000 100,001 and over Total Number shareholders Number ordinary shares Percentage of ordinary shares 183 268 561 1,455 467 2,934 15,908 1,138,690 4,748,033 56,454,625 1,647,162,175 1,709,519,431 0.0% 0.1% 0.3% 3.3% 96.3% 100% There were 1,138 shareholders holding less than a marketable parcel of ordinary shares as determined by the ASX (parcels valued at less than AUD $500) based on the closing price of AU 3.9¢ per share. Bathurst Resources Limited | Shareholder information 88 Bathurst Resources Limited Annual Report 2020 1 Shareholder information Substantial holders BRL’s record of substantial shareholdings (5 percent or more) based on notices from shareholders: Republic Investment Management Pte Limited (“RIM”) Talley’s Group Limited Crocodile Capital Chng Seng Chye Number of shares held 394,701,816 206,593,060 122,370,827 111,330,160 Percentage of issued shares 23.1 12.1 7.2 6.5 Approval was given by shareholders at the November 2018 AGM with specific respect to the Takeovers Code (New Zealand) for RIM to hold more than 20 percent of BRL’s shares, as a result of an on-market share buy-back and the conversion of convertible notes held by RIM. Corporate governance statement The corporate governance statement is available on BRL’s website at www.bathurst.co.nz. Top 20 shareholders Based on the shareholder register. # Holding range 1 2 3 4 5 6 7 8 9 HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED CITICORP NOMINEES PTY LIMITED JP MORGAN NOMINEES AUSTRALIA LIMITED BNP PARIBAS NOMINEES PTY LTD CHNG SENG CHYE TEO PENG KWANG SAN TIONG NG AFE INVESTMENTS PTY LIMITED ANG POON LIAT 10 JOHN MCCALLUM 11 12 13 14 15 16 17 18 19 KARAMJIT SINGH NARULA RICHARD TACON BNP PARIBAS NOMS PTY LTD ARMADA TRADING PTY LTD NATIONAL NOMINEES LIMITED DBS VICKERS SECURITIES (SINGAPORE) PTE LTD CHOW SHOOK LIN INVIA CUSTODIAN PTY LIMITED TREADSTONE RESOUCE PARTNERS PTY LTD 20 CS THIRD NOMINEES PTY LIMITED Total top 20 shareholders Total remaining shareholders Number of shares held Percentage of issued shares 471,292,398 308,168,425 136,124,644 95,078,750 91,878,788 38,932,124 28,297,965 27,888,773 22,002,727 21,271,444 18,181,818 16,003,027 15,421,134 15,114,272 13,004,900 11,363,636 9,090,909 8,045,454 7,272,727 7,187,370 1,361,621,285 347,898,146 27.57 18.03 7.96 5.56 5.37 2.28 1.66 1.63 1.29 1.24 1.06 0.94 0.90 0.88 0.76 0.66 0.53 0.47 0.43 0.42 79.65 20.35 Bathurst Resources Limited | Shareholder information Section 3: Shareholder information 89 2 90 Bathurst Resources Limited Annual Report 2020 Section 4: Resources and reserves 91 Resources and reservesIn this sectionTenement scheduleCoal resources and reserves04 Tenement schedule At 30 June 2020 Minerals Permit type Permit operator Bathurst interest 60321 West Coast Minerals Exploration permit Bathurst Coal Limited Coal Mining permit BT Mining Limited Permit ID 60422 Location (region) Waikato 56233 West Coast 56220 Waikato 54846 Canterbury 53614 Southland 52937 West Coast 51279 41821 41810 41515 West Coast Waikato West Coast West Coast 41456 West Coast 41455 West Coast 41372 41332 41274 Canterbury West Coast West Coast 40698 Waikato 40628 West Coast 40625 Southland 40591 West Coast 37161 West Coast 3716101 West Coast 3716102 West Coast 3716103 West Coast 3716104 West Coast 37155 Waikato 3715501 Waikato 37153 Waikato 3715301 Waikato 37150 West Coast 3715002 West Coast 3715003 West Coast Coal Coal Coal Coal Coal Coal Coal Coal Coal Coal Coal Coal Coal Coal Coal Coal Coal Coal Coal Coal Coal Coal Coal Coal Coal Coal Coal Coal Coal Coal 65% 100% 100% 65% 100% 100% 65% 100% 65% 65% 65% 100% 100% 100% 100% 100% 65% 100% Mining permit Buller Coal Limited Exploration permit BT Mining Limited Exploration permit Bathurst Coal Limited Mining permit Mining permit Mining permit Mining permit Mining permit Mining permit Mining permit Mining permit Mining permit Mining permit Mining permit Bathurst Coal Limited BT Mining Limited Buller Coal Limited BT Mining Limited BT Mining Limited BT Mining Limited Buller Coal Limited Bathurst Coal Limited Bathurst Coal Limited Buller Coal Limited Buller Coal Limited Exploration permit BT Mining Limited Exploration permit Buller Coal Limited Exploration permit New Brighton Collieries Limited 100% Exploration permit Bathurst Coal Limited Coal mining licence Bathurst Coal Limited Ancillary coal mining licence Bathurst Coal Limited Ancillary coal mining licence Bathurst Coal Limited Ancillary coal mining licence Bathurst Coal Limited Ancillary coal mining licence Bathurst Coal Limited Coal mining licence BT Mining Limited Ancillary coal mining licence BT Mining Limited Coal mining licence BT Mining Limited Ancillary coal mining licence BT Mining Limited Coal mining licence BT Mining Limited Ancillary coal mining licence BT Mining Limited Ancillary coal mining licence BT Mining Limited 100% 100% 100% 100% 100% 100% 65% 65% 65% 65% 65% 65% 65% Bathurst Resources Limited | Resources and reserves 92 Bathurst Resources Limited Annual Report 2020 1 Tenement schedule Resource permitting changes 1 July 2019 to 30 June 2020 Permit applications in past 12 months Permit ID 60642 Permit type Operator Location (region) Applied date Permit name Exploration permit Bathurst Coal Limited Southland 25/5/2020 Ohai Bathurst interest 100% Permit applications for extension of duration granted in past 12 months Permit ID 53614 Permit type Operator Mining permit Bathurst Coal Limited Location (region) Southland Granted date 30/6/2020 Permit name Coaldale Bathurst interest 100% 56220 Exploration permit BT Mining Limited Waikato 27/4/2020 Awaroa West 65% Permits granted in past 12 months None. Full surrender Permit ID 60146 Permit type Operator Exploration permit BT Mining Limited Location (region) Waikato Surrender date 5/6/2020 Permit name Huhu 60194 Exploration permit Bathurst Coal Limited Canterbury 21/5/2020 Waihao Forks Bathurst interest 65% 100% Expired Permit ID 51260 Permit type Operator Exploration permit Bathurst Coal Limited Location (region) Southland Expiration date 14/4/2020 Permit name Ohai Bathurst interest 100% Bathurst Resources Limited | Resources and reserves Section 4: Resources and reserves 93 2 Coal resources Table 1 – Resource tonnes (rounded to the nearest million tonnes) e c r u o s e r d e r u s a e M 0 2 0 2 e c r u o s e r d e r u s a e M 9 1 0 2 i p h s r e n w o t s r u h t a B e c r u o s e r d e t a c i d n I 0 2 0 2 e c r u o s e r d e t a c i d n I 8 1 0 2 e c r u o s e r d e r r e f n I 0 2 0 2 e c r u o s e r d e r r e f n I 9 1 0 2 e g n a h C e g n a h C e c r u o s e r l a t o T 0 2 0 2 e c r u o s e r l a t o T 8 1 0 2 e g n a h C e g n a h C 100% 3.4 3.4 0.0 2.2 2.2 0.0 1.1 1.1 0.0 6.7 6.7 0.0 100% 0.5 0.5 0.0 0.6 0.6 0.0 0.3 0.3 0.0 1.4 1.4 0.0 100% 6.2 6.2 0.0 3.1 3.1 0.0 1.6 1.6 0.0 10.9 10.9 0.0 100% 0.0 0.0 0.0 3.4 3.4 0.0 4.7 4.7 0.0 8.1 8.1 0.0 Area Escarpment (1) Cascade (1) Deep Creek (1 & 3) Coalbrookdale (1) Whareatea West (1) 100% 7.9 7.9 0.0 11.2 11.2 0.0 4.8 4.8 0.0 23.9 23.9 0.0 Sullivan (1) 100% 2.7 2.7 0.0 5.1 5.1 0.0 4.1 4.1 0.0 11.9 11.9 0.0 South Buller totals 100% 20.7 20.7 0.0 25.6 25.6 0.0 16.6 16.6 0.0 62.9 62.9 0.0 Stockton (2, 4, 5, 6 & 7) 65% 0.7 1.0 (0.3) 10.2 9.7 0.5 5.9 7.3 (1.4) 16.8 18.0 (1.2) Upper Waimangaroa (Met) (2, 5, 7, 8 & 10) 65% 0.7 0.8 (0.1) 13.3 12.9 0.4 32.6 32.8 (0.2) 46.6 46.5 0.1 Upper Waimangaroa (Thermal)(2, 5, 7, 8,10) 65% 0.0 0.1 (0.1) 0.6 1.2 (0.6) 0.9 1.3 (0.4) 1.5 2.6 (1.1) Stockton totals 65% 1.4 1.9 (0.5) 24.1 23.8 0.3 39.4 41.4 (2.0) 64.9 67.1 (2.2) Millerton North (1 & 3) 100% 0.0 0.0 0.0 1.9 1.9 0.0 3.6 3.6 0.0 5.5 5.5 0.0 North Buller Totals (1 & 3) 100% 2.4 2.4 0.0 7.3 7.3 0.0 10.9 10.9 0.0 20.6 20.6 0.0 Blackburn (1 & 3) 100% 0.0 0.0 0.0 5.8 5.8 0.0 14.1 14.1 0.0 19.9 19.9 0.0 North Buller totals 100% 2.4 2.4 0.0 15.0 15.0 0.0 28.6 28.6 0.0 46.0 46.0 0.0 Buller Coal Project totals 24.5 25.0 (0.5) 64.7 64.4 0.3 84.6 86.6 (2.0) 173.8 176.0 (2.2) Takitimu (1 & 8) New Brighton (1) Albury (1) 100% 0.3 0.3 0.0 1.9 2.1 (0.2) 0.0 0.3 (0.3) 2.2 2.7 (0.5) 100% 0.2 0.2 0.0 0.2 0.2 0.0 0.2 0.2 0.0 0.6 0.6 0.0 100% 0.0 0.0 0.0 0.7 0.7 0.0 0.1 0.1 0.0 0.8 0.8 0.0 Canterbury Coal (1 & 4)) 100% 0.9 1.0 (0.1) 1.3 1.3 0.0 1.0 1.0 0.0 3.2 3.3 (0.1) Southland/Canterbury totals 100% 1.4 1.5 (0.1) 4.1 4.3 (0.2) 1.3 1.6 (0.3) 6.8 7.4 (0.6) Rotowaro (2, 4, 5, 9 & 11) Rotowaro North (9) Maramarua (4, 5, & 9) 65% 0.6 0.6 0.0 2.3 1.8 0.5 0.6 0.4 0.2 3.5 2.8 0.7 65% 0.5 0.5 0.0 3.8 3.8 0.0 0.1 0.1 0.0 4.4 4.4 0.0 65% 2.3 2.4 (0.1) 0.1 0.2 (0.1) 0.1 0.0 0.1 2.5 2.6 (0.1) North Island totals (5) 65% 3.4 3.5 (0.1) 6.2 5.8 0.4 0.8 0.5 0.3 10.4 9.8 0.6 Total Note 29.3 30.0 (0.7) 75.0 74.5 0.5 86.7 88.7 (2.0) 191.0 193.2 (2.2) All resources and reserves quoted in this release are reported in terms as defined in the 2004 and 2012 Editions of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’ as published by the Joint Ore Reserves Committee of the Australasian Institute of Mining and Metallurgy, Australian Institute of Geoscientists and Minerals Council of Australia (“JORC”). The measured and indicated mineral resources are inclusive of those mineral reserves modified to produce the ore reserves. Rounding of tonnes as required by reporting guidelines may result in summation differences between tonnes and coal quality. All resources quoted are reported as of 30 June 2020. Bathurst Resources Limited | Resources and reserves 94 Bathurst Resources Limited Annual Report 2020 3 Coal resources Table 1 – Resource tonnes (rounded to the nearest million tonnes) continued Note 1 2 3 Resource tonnages have been calculated using a density value calculated using approximated in-ground moisture values (Preston and Sanders method) and as such tonnages quoted in this report are wet tonnes (unless stipulated otherwise). All coal qualities quoted are on an air-dried basis. Stockton and Upper Waimangaroa density values are based on air-dried ash density regressions. Stockton, Upper Waimangaroa, Rotowaro and Maramarua are reported on an air-dried basis. No additional work has been undertaken on the coal resources for Deep Creek, Millerton North and Blackburn since originally reported. This information was prepared and first disclosed under the JORC Code 2004. It has not been updated since to comply with the JORC Code 2012 on the basis that the information has not materially changed since it was last reported. Resources were depleted by mining. Stockton, Upper Waimangaroa, Rotowaro, Rotowaro North and Maramarua are owned by BT Mining Limited (65 percent Bathurst Resources Limited / 35 percent Talleys Energy Limited). Addition of A18 Fines Stockpile on successful completion of pre-feasibility study. Update to geological model combined with a review of potential economic recovery. 8 Mining depletion and resources sterilised by back fill against previously mined highwalls. 9 4 6 5 7 Density is based on a fixed 1.3 tonnes per cubic metre. 10 Re-allocation of coal into export blends following review of updated mine plan. 11 Mining depletion offset by significant update to geological model. Table 2 – Average coal quality - measured e c r u o s e r d e r u s a e M ) t M ( 3.4 0.5 6.2 i p h s r e n w o t s r u h t a B 100% 100% 100% 100% 0.0 100% 100% 65% 65% 65% 100% 100% 100% 100% 100% 7.9 2.7 0.7 0.7 0.0 0.0 2.4 0.0 0.3 0.2 100% 0.0 100% 65% 65% 65% 0.9 0.6 0.5 2.3 ) D A ( % h s A 16.8 15.5 11.0 - 24.9 13.8 8.3 3.7 - - 8.6 - 13.5 10.3 - 9.6 5.9 7.2 5.9 ) D A ( % r u h p u S l 0.7 1.7 2.5 - 0.8 1.1 2.6 0.8 - - 4.7 - 0.3 0.4 - 0.9 0.3 0.3 0.2 % r e t t a m e l i t a l o V ) D A ( 33.0 39.3 32.9 - 24.0 32.1 31.1 38.0 - - % n o b r a c d e x F i ) D A ( 49.3 42.6 53.9 - 50.5 52.9 59.5 53.9 - - 43.1 45.4 - 35.9 35.0 - 35.0 38.0 36.2 37.5 - 35.6 41.2 - 37.1 43.5 43.5 38.8 N S C 7.0 4.5 - - 7.0 7.0 7.5 4.4 - - 4.5 - N/A N/A - N/A N/A N/A N/A e r u t s i o m t n e r e h n I 1.0 2.6 2.2 - 0.6 1.2 1.1 4.4 - - 2.9 - 15.0 13.5 - 18.3 12.6 13.1 17.8 e r u t s i o m u t i s n I 5.6 7.6 5.2 - 6.3 6.6 - - - - e u l a v c i f i r o l a C ) D A ( 28.6 30.8 29.7 - 26.5 29.7 32.4 31.5 - - 11.4 29.7 - 24.6 20.6 - 26.7 - - - - 20.5 22.6 - 21.1 24.2 23.9 22.3 Area Escarpment Cascade Deep Creek Coalbrookdale Whareatea West Sullivan Stockton Upper Waimangaroa (Met) Upper Waimangaroa (Thermal) Millerton North North Buller Blackburn Takitimu New Brighton Albury Canterbury Coal Rotowaro Rotowaro North Maramarua Bathurst Resources Limited | Resources and reserves Section 4: Resources and reserves 95 4 Coal resources Table 3 – Average coal quality - indicated e c r u o s e r d e t a c i d n I ) t M ( 2.2 0.6 3.1 3.4 i p h s r e n w o t s r u h t a B 100% 100% 100% 100% 100% 11.2 100% 5.1 65% 65% 65% 100% 100% 100% 100% 100% 100% 100% 65% 65% 65% 10.2 13.3 0.6 1.9 7.3 5.8 1.9 0.2 0.7 1.3 2.3 3.8 0.1 ) D A ( % h s A 12.6 14.8 9.7 12.0 28.5 15.3 7.9 4.6 6.5 9.7 8.8 3.9 11.0 10.6 7.2 9.4 5.1 6.4 9.7 ) D A ( % r u h p u S l 1.2 1.8 2.7 1.8 1.1 1.2 2.4 2.0 3.9 4.9 5.1 4.3 0.3 0.4 1.0 0.9 0.3 0.2 0.2 % r e t t a m e l i t a l o V ) D A ( % n o b r a c d e x F i ) D A ( 34.9 38.3 34.7 35.9 22.3 30.6 35.6 38.9 37.3 36.9 42.6 42.1 35.7 35.0 30.9 35.1 38.0 35.9 36.4 51.3 44.5 53.6 50.4 48.5 52.9 54.2 53.1 52.1 52.4 46.3 51.8 38.1 39.7 24.5 37.4 44.0 45.5 38.3 N S C 7.5 4.0 - 5.0 6.0 7.0 6.9 5.1 0.0 10.0 5.0 6.0 N/A N/A N/A N/A N/A N/A N/A e r u t s i o m t n e r e h n I 1.2 2.4 2.0 1.7 0.7 1.2 2.3 3.5 4.1 1.0 2.3 2.2 15.2 14.7 37.4 18.1 12.9 12.2 15.6 e r u t s i o m u t i s n I 5.5 8.0 4.8 5.6 6.3 6.6 - - - 6.1 9.4 10.1 25.1 21.3 41.2 26.7 - - - e u l a v c i f i r o l a C ) D A ( 30.0 29.3 30.3 29.8 25.0 29.3 31.9 30.6 27.7 31.1 30.0 30.4 20.9 22.4 15.6 21.2 24.1 24.3 22.1 Area Escarpment Cascade Deep Creek Coalbrookdale Whareatea West Sullivan Stockton Upper Waimangaroa (Met) Upper Waimangaroa (Thermal) Millerton North North Buller Blackburn Takitimu New Brighton Albury Canterbury Coal Rotowaro Rotowaro North Maramarua Bathurst Resources Limited | Resources and reserves 96 Bathurst Resources Limited Annual Report 2020 5 Coal resources Table 4 – Average coal quality - inferred e c r u o s e r d e r r e f n I ) t M ( 1.1 0.3 1.6 4.7 4.8 4.1 5.9 i p h s r e n w o t s r u h t a B 100% 100% 100% 100% 100% 100% 65% Area Escarpment Cascade Deep Creek Coalbrookdale Whareatea West Sullivan Stockton Upper Waimangaroa (Met) 65% 32.6 Upper Waimangaroa (Thermal) 65% Millerton North 100% 0.9 3.6 North Buller Blackburn Takitimu New Brighton Albury Canterbury Coal Rotowaro Rotowaro North Maramarua 100% 10.9 100% 14.1 100% 100% 100% 100% 65% 65% 65% 0.0 0.2 0.1 1.0 0.6 0.1 0.1 ) D A ( % r u h p u S l 1.6 2.2 2.4 1.8 0.9 1.1 3.2 2.1 1.6 5.5 5.1 4.8 0.4 0.4 0.8 1.0 0.3 0.2 0.3 % r e t t a m e l i t a l o V ) D A ( % n o b r a c d e x F i ) D A ( N S C 35.2 36.7 29.7 35.7 22.0 30.5 35.0 38.7 34.7 35.3 45.6 41.8 37.3 34.5 30.2 35.1 38.1 35.8 37.7 51.0 44.7 57.8 49.8 47.8 52.3 58.3 51.9 54.7 51.6 42.3 49.5 33.7 40.3 23.4 37.3 43.7 46.5 41.1 7.0 4.0 - 5.0 6.0 6.5 7.8 4.6 2.3 9.0 5.0 6.0 N/A N/A N/A N/A N/A N/A N/A e r u t s i o m t n e r e h n I 1.3 2.1 2.4 1.8 0.7 1.2 1.2 3.6 6.6 1.1 2.2 2.3 14.3 14.5 39.1 17.7 13.3 11.7 16.2 e r u t s i o m u t i s n I 5.4 6.7 7.1 5.7 6.4 6.5 - - - 7.2 9.6 11.2 25.7 21.2 43.1 26.5 - - - e u l a v c i f i r o l a C ) D A ( 29.9 27.6 29.7 29.5 24.5 29.1 33.4 30.4 27.8 30.2 29.5 30.1 20.8 22.4 15.6 21.2 24.0 24.5 22.9 ) D A ( % h s A 12.5 16.5 10.1 12.7 29.5 16.0 5.5 5.8 4.1 12.0 9.9 6.4 14.7 10.7 7.3 9.9 4.9 6.0 5.0 Bathurst Resources Limited | Resources and reserves Section 4: Resources and reserves 97 6 Coal reserves Table 5 – Coal reserves (ROM) tonnes ROM coal area Escarpment Domestic (A & E) Escarpment Export (A & E) Whareatea West (A & E) Stockton (B, D, J & L) Upper Waimangaroa (Met) (B, D & K) Takitimu (A, E, & F) Canterbury Coal (A, E, & G) Rotowaro (B, D & F) Maramarua (B, D & K) Total Product coal area Escarpment Domestic (A, E & H) Escarpment Export (A, E & H) Whareatea West (A, E & H) Stockton (B, D, J & L) Upper Waimangaroa (Met) (B, D & K) Takitimu (C, E & F) Canterbury Coal (C, E & G) Rotowaro (D & F) Maramarua (D & K) Total 100% 100% 65% 65% 100% 100% 65% 65% 100% 100% 100% 65% 65% 100% 100% 65% 65% Proved (Mt) Probable (Mt) Total (Mt) Bathurst ownership 2020 0.2 100% 2019 Change 2020 0.1 0.0 0.2 2019 Change 2020 0.3 0.0 0.1 2019 Change 0.0 0.3 2.3 2.3 0.0 0.5 0.5 0.0 2.8 2.8 0.0 0.0 0.0 0.0 15.8 15.8 0.0 15.8 15.8 0.0 0.6 0.6 0.7 (0.1) 7.1 5.9 1.2 7.7 6.6 1.1 0.8 (0.2) 2.0 2.5 (0.5) 2.6 3.3 (0.7) 0.0 0.1 (0.1) 1.2 1.2 0.0 1.2 0.5 0.6 (0.1) 0.6 0.7 (0.1) 1.3 1.3 (0.1) (0.2) 1.9 (0.3) 1.1 1.6 0.4 0.5 (0.1) 1.8 2.4 (0.6) 1.2 0.1 1.4 (0.2) 0.1 0.0 1.9 2.5 (0.6) 6.4 7.6 (1.2) 28.6 28.2 0.4 35.0 35.8 (0.8) Table 6 – Marketable coal reserves tonnes Proved (Mt) Probable (Mt) Total (Mt) Bathurst ownership 2020 2019 Change 2020 2019 Change 2020 2019 Change 0.2 0.2 0.0 0.1 0.1 0.0 0.3 0.3 0.0 1.9 1.9 0.0 0.4 0.4 0.0 2.3 2.3 0.0 0.0 0.0 0.0 9.9 0.4 0.6 (0.2) 5.0 9.9 4.6 0.0 9.9 9.9 0.0 0.4 5.4 5.2 0.2 0.5 0.7 (0.2) 0.0 0.1 (0.1) 1.7 1.1 1.1 0.0 2.3 (0.6) 2.2 3.0 (0.8) 0.5 0.6 (0.1) 0.6 0.6 0.0 0.4 0.4 0.0 1.0 1.3 (0.3) 1.4 1.1 1.1 1.2 1.2 1.7 (0.1) (0.1) (0.3) 1.7 2.3 (0.6) 0.1 0.1 0.0 1.8 2.4 (0.6) 5.6 6.8 (1.2) 19.9 20.4 (0.5) 25.5 27.2 (1.7) Table 7 – Marketable coal reserves – proved and probable average coal quality Proved marketable Probable marketable Area Escarpment Domestic (A, E & H) i p h s r e n w o t s r u h t a B t M % h s A % r u h p u S l % M V 100% 0.2 12.9 1.9 35.0 Escarpment Export (A, E & H) 100% 1.9 8.9 0.5 35.1 ) g K / J M ( V C t M % h s A % r u h p u S l % M V 28.9 0.1 14.5 1.5 34.0 N S C 6.8 8.5 - 31.3 - - 2.4 0.7 0.2 - 31.1 9.0 33.7 37.8 4.5 31.8 35.8 N/A 21.7 0.4 9.9 5.0 1.7 1.1 0.9 35.3 N/A 21.3 0.6 0.3 0.2 36.9 N/A 24.2 37.5 N/A 22.3 1.0 0.1 7.1 12.1 4.4 3.0 7.3 9.1 5.4 8.3 ) g K / J M ( V C 28.4 32.0 31.9 N S C 6.1 8.5 9.5 0.6 0.9 36.4 26.0 3.0 35.4 8.0 34.1 1.4 37.6 4.5 31.8 0.2 36.3 N/A 22.0 0.9 35.3 N/A 21.4 0.3 0.2 37.5 N/A 24.3 37.4 N/A 21.6 7 Whareatea West (A, E & H) 100% - Stockton (B, D, J & L) 65% 0.4 Upper Waimangaroa (Met) (B, D & K) 65% 0.5 Takitimu (C, E, H & I) 100% 0.0 Canterbury Coal (C, E, G & H) 100% 0.5 Rotowaro (C, D, F & I) Maramarua (C, D, K & I) 65% 0.4 65% 1.7 - 5.2 3.0 8.4 9.5 5.6 5.8 Bathurst Resources Limited | Resources and reserves 98 Bathurst Resources Limited Annual Report 2020 Coal reserves Table 8 – Marketable coal reserves – total average quality Area Escarpment Domestic (A, E & H) Bathurst ownership 100% Coal type Mining method Thermal Open Pit Escarpment Export (A, E & H) 100% Met Open Pit Whareatea West (A, E & H) 100% Met Open Pit Stockton (B, D, J & L) Upper Waimangaroa (Met) (B, D & K) 65% 65% Met Met Open Pit Open Pit Takitimu (C E, F & I) 100% Thermal Open Pit Canterbury Coal (C, E, G & I) 100% Thermal Open Pit Rotowaro (D, F & I) Maramarua (B, D, K & I) Note 65% Thermal Open Pit 65% Thermal Open Pit Ash % 13.4 Sulphur % 1.8 VM% 34.7 CSN 6.6 CV (MJ/Kg) 28.7 8.6 12.1 4.4 3.0 7.3 9.3 5.5 7.8 0.5 0.9 3.0 1.2 0.2 0.9 0.3 0.2 35.3 26.0 35.1 37.6 36.3 35.3 37.3 49.1 8.5 9.5 8.0 4.5 N/A N/A N/A N/A 31.4 31.9 34.1 31.8 22.0 21.3 24.3 22.2 Mt 0.3 2.3 9.9 5.4 2.2 1.1 1.1 1.4 1.8 All reserves quoted in this release are reported in terms as defined in the 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’ as published by the Joint Ore Reserves Committee of the Australasian Institute of Mining and Metallurgy, Australian Institute of Geoscientists and Minerals Council of Australia (“JORC”). The measured and indicated mineral resources are inclusive of ore reserves. Coal reserve (Run of Mine (ROM) tonnes) include consideration of standard mining factors. Rounding of tonnes as required by reporting guidelines may result in summation differences between tonnes and coal quality. All ore reserves quoted are reported as of 30 June 2020. A Reserve tonnages have been calculated using a density value calculated using approximated in-ground moisture values (Preston and Sanders method) and as such reserve tonnages quoted in this report are wet tonnes. Stockton and Upper Waimangaroa density values are based on air-dried ash density regressions. B C ROM coal reserves are reported at a moisture content that is based on long term average coal production data and as such all D E tonnages quoted in this report are wet tonnes. Stockton, Upper Waimangaroa, Rotowaro and Maramarua are owned by BT Mining Limited in which Bathurst has a 65 percent equity share. Escarpment Domestic reserves, Escarpment Export reserves, Whareatea West reserves, Takitimu reserves and Canterbury reserves are 100 percent Bathurst Resources Limited ownership. F Decrease in coal reserves due to mining depletion offset against increased tonnage from a revised geological model. G Decrease in coal reserves due to mining depletion. H Marketable reserves are based on geologic modelling of the anticipated yield from ROM reserves. Total marketable coal reserves are reported at a product specific moisture content (10 – 12 percent for Escarpment Export and Whareatea West, 5 – 8 percent at Escarpment Domestic) for sale after the beneficiation of the total coal reserves, converted using ASTM D3180 ISO 1170. Reserve tonnages have been calculated using a density value calculated using approximated in-ground moisture values (Preston and Sanders method) and as such all tonnages quoted in this report are wet tonnes. All coal qualities quoted are on an air-dried basis. Marketable reserves are based on reconciled yields from ROM reserves. Marketable coal reserves are reported at a product specific moisture content based on long term average coal production data and as such all tonnages quoted in this report are wet tonnes. Decrease in coal reserves due to mining depletion offset against increased stockpile tonnage on completion of A18 fines prefeasibility study. Decrease in coal reserves due to mining depletion and updated geotechnical design criteria. Increase in coal reserves due to reconciled mining recovery. I J K L Resource quality Bathurst is not aware of any information to indicate that the quality of the identified resources will fall outside the range of specifications for reserves as indicated in the above table. Further resource and reserve information can be found on Bathurst’s website at www.bathurst.co.nz. Mineral resource and ore reserves governance and estimation process Resources and reserves are estimated by internal and external personnel, suitably qualified as Competent Persons under the Australasian Institute of Mining and Metallurgy, reporting in accordance with the requirements of the JORC code, industry standards and internal guidelines. All resource estimates and supporting documentation are reviewed by a Competent Person either employed directly by Bathurst or employed as an external consultant. If there is a material change in an estimate of a resource, or if the estimate is an inaugural resource, the estimate and all relevant supporting documentation is further reviewed by an external suitably qualified Competent Person. Bathurst Resources Limited | Resources and reserves Section 4: Resources and reserves 99 8 All reserve estimates are prepared in conjunction with prefeasibility, feasibility and life of mine studies which consider all material factors. All resource and reserve estimates are then further reviewed by suitably qualified internal management. The resources and reserves statements included in Bathurst’s 2020 annual report have been reviewed by qualified internal and external Competent Persons, and internal management, prior to their inclusion. Competent person statements The information on this report that relates to mineral resources for Deep Creek and the mineral reserves for Escarpment Export and Whareatea West is based on information compiled by Sue Bonham-Carter, who is a full time employee of Golder Associates (NZ) Ltd and is a Chartered Professional and member of the Australasian Institute of Mining and Metallurgy and member of Professional Engineers and Geoscientists of British Columbia, Canada. Ms Bonham-Carter has a BSc Engineering (Mining) (Hons) from the Queen’s University, Canada. Ms Bonham-Carter has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the activity which she is undertaking to qualify as a Competent Person as defined in the 2004 Edition and 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’. Ms Bonham-Carter consents to the inclusion in this report of the matters based on her information in the form and context in which it appears above. The information in this report that relates to exploration results and mineral resources for Escarpment Domestic, Escarpment Export, Sullivan, Cascade, Albury, Coalbrookdale, Whareatea West, Millerton North, North Buller, Blackburn, Takitimu, Canterbury Coal, New Brighton, Rotowaro, Rotowaro North, Maramarua and mineral reserves for Escarpment Domestic is based on information compiled by Hamish McLauchlan as a Competent Person who is a full time employee of Bathurst Resources Limited and is a member of the Australasian Institute of Mining and Metallurgy. Mr McLauchlan has a BSc and MSc (Hons) majoring in geology from the University of Canterbury. Mr McLauchlan has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2004 Edition and 2012 Edition of the 'Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves'. Mr McLauchlan consents to the inclusion in this report of the matters based on his information in the form and context in which it appears above. The information in this report that relates to exploration results and mineral resources for Stockton and Upper Waimangaroa is based on information compiled by Mark Lionnet as a Competent Person who is a full time employee of BT Mining Limited and is a member of the Australasian Institute of Mining and Metallurgy. Mr Lionnet has a BSc (Hons) majoring in geology from the University of Witwatersrand. Mr Lionnet has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2012 Edition of the 'Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves'. Mr Lionnet consents to the inclusion in this report of the matters based on his information in the form and context in which it appears above. The information on this report that relates to mineral reserves for Takitimu, Canterbury, Rotowaro and Maramarua is based on information compiled by Damian Spring who is a full time employee of Bathurst Resources Limited and is a Chartered Professional member of the Australasian Institute of Mining and Metallurgy. Mr Spring has a Bachelor of Engineering (Mining) from the University of Auckland. Mr Spring has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2012 Edition of the 'Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves'. Mr Spring consents to the inclusion in this report of the matters based on his information in the form and context in which it appears above. The information on this report that relates to mineral reserves for Stockton and Upper Waimangaroa is based on information compiled by Ian Harvey who is a full-time employee of Bathurst Resources Limited and is a member of the Australasian Institute of Mining and Metallurgy. Mr Harvey has a Bachelor in Mining Engineering from the University of Otago. Mr Harvey has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2012 Edition of the 'Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves'. Mr Harvey consents to the inclusion in this report of the matters based on his information in the form and context in which it appears above. 100 Bathurst Resources Limited Annual Report 2020 Bathurst Resources Limited | Resources and reserves 9 Section 4: Resources and reserves 101 Corporate directory Corporate directory Share registry Computershare Investor Services Limited 159 Hurstmere Rd Takapuna Central 0622 New Zealand Phone: +64 9 488 8700 60 Carrington Street Sydney NSW 2000 Australia Phone: +61 3 9415 4000 Auditor KPMG 10 Customhouse Quay PO Box 996 Wellington 6140 New Zealand Solicitor Minter Ellison Rudd Watts Lawyers 125 The Terrace Wellington 6011 New Zealand Banker ANZ Bank New Zealand Limited Stock exchange listing Bathurst Resources Limited shares are listed on the Australian Securities Exchange under code BRL. Website address www.bathurst.co.nz Directors Toko Kapea Non-executive Chairman Peter Westerhuis Non-executive director Richard Tacon Executive director and Chief Executive Officer Russell Middleton Executive director and Chief Financial Officer Company secretary Bill Lyne New Zealand company number 4382538 New Zealand business number 9429030288560 Australian registered business number 164 306 905 Registered office Level 12, 1 Willeston Street Wellington 6011 New Zealand Phone: +64 4 499 6830 Australian registered office 23A Marney Street Chapel Hill Queensland 4069 Australia Phone: +61 4 1887 4175 102 Bathurst Resources Limited Annual Report 2020 Disclaimer This report has been prepared by Bathurst Resources Limited. Information contained in this report is current as at 30 June 2020 or as otherwise noted in the report. This report is provided for information purposes only and has been prepared without taking account of any particular reader's financial situation or objectives. Nothing contained in this report constitutes investment, tax, legal or other advice. Accordingly, readers should, before acting on any information in this report, consider its appropriateness, having regard to their objectives, financial situation and needs, and seek the assurance of their financial advisor or other licensed professional before making any investment decision. This report does not constitute an offer, invitation, solicitation or recommendation with respect to the subscription for purchase or sale of any security, nor does it form the basis of any contract or commitment. Bathurst Resources Limited Level 12, 1 Willeston Street Wellington 6011 New Zealand +64 4 499 6830 www.bathurst.co.nz 104 Bathurst Resources Limited Annual Report 2020

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