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De Grey Mining Limited2021 ANNUAL REPORT Prodigy Gold NL CORPORATE DIRECTORY ABN 58 009 127 020 ACN 009 127 020 Directors Secretary Auditors Bankers Share Registry Solicitors Mr Thomas McKeith (Chairman) Mr Matthew Briggs (Managing Director) Mr Brett Smith Mr Michael Stirzaker Ms Jutta Zimmermann BDO Audit (WA) Pty Ltd 38 Station Street SUBIACO WA 6008 Australia and New Zealand Banking Group Limited Level 10, 77 St Georges Terrace PERTH WA 6000 Automic Group Level 2, 267 St Georges Terrace PERTH WA 6000 Telephone: 1300 288 664 Ward Keller Northern Territory House Level 7, 22 Mitchell Street DARWIN NT 0800 Piper Alderman Level 16, 70 Franklin Street ADELAIDE SA 5000 Stock Exchange Australian Securities Exchange Limited ASX Code: PRX Registered Office Level 1, 141 Broadway NEDLANDS WA 6009 Principal Place of Business Level 1, 141 Broadway NEDLANDS WA 6009 Telephone: +61 8 9423 9777 Fax: + 61 8 9423 9733 Postal Address Level 1, 141 Broadway NEDLANDS WA 6009 Website Email www.prodigygold.com.au admin@prodigygold.com.au 2 Prodigy Gold Annual Report 2021 CONTENTS Chairman’s Report Managing Director’s Report – Review of Operations Summary of Mining Tenements and Areas of Interest Directors’ Report Corporate Governance Statement Auditor’s Independence Declaration Consolidated Statement of Profit or Loss and Other Comprehensive Income Consolidated Statement of Financial Position Consolidated Statement of Cash Flows Consolidated Statement of Changes in Equity Notes to the Consolidated Financial Statements Directors’ Declaration Independent Auditor’s Report to the Members Additional Information for Listed Public Companies Page 4 5 32 35 44 45 48 49 50 51 52 71 72 76 3 Prodigy Gold Annual Report 2021 MESSAGE FROM THE CHAIRMAN Dear Shareholder, The reason there is such a great opportunity for discovery in the Northern Territory is the challenge of working there. This means the intensive exploration that has been conducted in Western Australia, Victoria and New South Wales has not been applied in the Tanami and adjacent mineral provinces. Over the last year the Company has worked through periods of time with limited access to the majority of our tenure, frequent travel restrictions across state borders, supply chain disruptions. Notwithstanding the challenges Prodigy Gold completed quality exploration programs across its projects, ensured the health and safety of its employees and local communities, and, managed the cost pressures efficiently. Entering the new financial year, the Company is optimistic that restrictions due to the pandemic will reduce and a clear exploration strategy aimed at delivering value to shareholders will be executed. Financial stimulus by governments to bolster the pandemic affected economies together with effective vaccine rollout is fuelling strong demand for most metals. Through perserverance and robust relationships with key local stakeholders Prodigy Gold together with its joint venture partners IGO Limited and Newmont Corporation is the leading greenfields explorer in the Tanami. During the year the Company re-examined its strategy to realise the potential of its landholding and its top class exploration team. The Company reviewed numerous drill-ready opportunities in Western Australia however the robust market for gold projects has made finding value opportunities difficult. The Company will continue to review projects and maintain its focus to identify quality opportuntities that will provide value to shareholders. The Board would like to sincerely recognise and thank Managing Director Matt Briggs and the team for their extraordinary hard work in what proved to be very difficult circumstances. Highlights for the year include: keeping our team safe and supporting our local communities during the COVID-19 restrictions; the discovery of a third copper gold deposit on the Lake Mackay JV; 4 commencement of study work at Buccaneer, including diamond drilling to obtain samples for communition and column leach testwork; numerous reviews of projects in Western Australia; completion of drilling programs in the North Arunta and Reynolds Range Projects; completion of drilling programs at the West Bonanza and Bluehart Prospects; commencement of drilling at the PHD Target on the Hyperion Project for the first time since the target was acquired; and, Inaugural Sustainability and ESG reporting. In addition to increasing work on the 100% owned targets, the Company looks forward to continuing work with its joint venture partners IGO Limited, at the Lake Mackay Project, and Newmont, at the Tobruk Project. Davidson Gold continue to progress mining studies to bring the Old Pirate Project back into production under the operator agreement. Prodigy Gold and its partners are committed to environmentally responsible exploration and rehabilitates disturbances on an ongoing basis. The team has worked to increase the transparency of its environmental, social and governance reporting and remains committed to our values. On behalf of the Board I would like to again thank the team for its drive and focus in delivering the strategy and look forward to supporting them with renewed energy and effort. I would also like to thank my fellow Directors for their support and strategic guidance over the last year. And lastly, as always, the Board would like to thank our valued shareholders for your support and look forward to rewarding you through discovery. On behalf of the Board I am pleased to present you with the Company’s 2021 Annual Report. I am optimistic that 2022 will present fewer challenges and that the strategy of the Company will deliver exceptional results. T H O M A S M C K E I T H Prodigy Gold Annual Report 2021 MANAGING DIRECTOR’S REPORT – REVIEW OF OPERATIONS EXPLORATION Strategy & Target Generation Prodigy Gold continues to systematically explore the Company’s 100%-owned project portfolio with aircore, reverse circulation (“RC”) and diamond drilling to screen for new large scale gold deposits analogous to the 14Moz Callie Gold Mine in the Tanami. During the year, Prodigy Gold completed a considerable amount of exploration work across key targets, with results received from these programs providing significant technical insight into these targets and helping to refine future exploration campaigns. Early during FY21, drilling commenced in the North Arunta and Tanami regions of the Northern Territory. The campaign comprised 195 aircore holes which were designed to test seven targets across three prospects. Targets drilled included the first bedrock testing of a historic BLEG Au target at the Tulsa Prospect and several structural targets at the Bonanza West Prospect highlighted in a previously completed prospectivity analysis. Following the completion of drilling at North Arunta, Prodigy Gold’s exploration focus shifted to the highly prospective, yet underexplored, Reynolds Range Project. Initial exploration, led by a moving loop electromagnetic (MLEM) survey, successfully identified a large, strong 2km EM conductor at the Scimitar Target which was coincident with a large scale 3km copper, lead, zinc, silver, gold and arsenic anomaly. A follow-up exploration program to further investigate the Scimitar Target was subsequently completed and included a 400m diamond drillhole which was co-funded by the NT Government as part of the Resourcing the Territory Initiative. Prodigy Gold maintained its focus on the Reynolds Range Project area throughout the remainder of FY21, with a strategic RC drilling program undertaken to test the Reward, Scimitar, and Sabre Targets. A 151m HQ diamond hole was completed at the Buccaneer Deposit to produce samples for heap leach study work and crushing cost estimation. Reynolds Range continues to advance as an exciting copper-gold opportunity, and testing of several areas of interest, including the Reward EM Target located down plunge of a historic copper mine that averaged 11% Cu, is required. Encouraging progress continued at the Lake Mackay JV Project with IGO Limited (ASX: IGO). A key focus during the year was on drill testing several targets prospective for nickel-cobalt, copper-gold, and gold mineralisation. A highlight was the intersection of exceptional high-grade copper mineralisation at the Phreaker Prospect. Drilling at Phreaker has now defined copper, gold and silver mineralisation over 650m strike and 430m vertically, with mineralisation open along strike and down dip. The Tobruk JV was slow with meetings to allow access and heritage clearances delayed due to COVID-19 control measures. In spite of this Newmont completed airborne geophysics and geochemical sampling, in particular over the north of the project area. Prodigy Gold enters FY22 with solid momentum and a clear near-term focus across several targets within the Hyperion and Tanami Project areas. Further work will also focus on advancing the Company’s heap leach processing scenario for the Buccaneer Resource. COVID-19 Impacts on Exploration COVID-19 measures and considerations were a constant consideration during FY21 and continue to raise challenges in regards to the availability of staff, contractors and supplies. The Company does its upmost to mitigate coronavirus transmission to Traditional Owners and ensure health protocols for remote communities are in place. Prodigy Gold has implemented and frequently reviews its robust COVID-19 management plan, which has allowed the Company to continue undertaking exploration work across several priority targets. The Company continues to monitor 5 Prodigy Gold Annual Report 2021 MANAGING DIRECTOR’S REPORT – REVIEW OF OPERATIONS the COVID-19 situation and ensures staff and contractors comply with all government and Central Land Council directions. Figure 1 - Prodigy Gold project areas, gold deposits, and major infrastructure Figure 2 - Prodigy Gold Projects 6 Prodigy Gold Annual Report 2021 MANAGING DIRECTOR’S REPORT – REVIEW OF OPERATIONS 100% PRODIGY GOLD PROJECTS Refined Near-Term Priority Targets – Future work for FY2022 Reynolds Range Project – Reward Copper Gold Prospect Post FY21-end1, the Company commenced and completed a 260m diamond drillhole to test a 400m long EM conductor located 350m to the southeast of the historic Reward Copper Mine that averaged 11% Cu2. Further details on the Prospect are located in the “Exploration Work undertaken during FY2021” section of this report. Figure 3 - Matt Briggs inspecting core at diamond drilling completed at the Reward Target, July 2021 1 ASX: 26 July 2021 2 Refer to cautionary statement on page 30 7 Prodigy Gold Annual Report 2021 MANAGING DIRECTOR’S REPORT – REVIEW OF OPERATIONS Hyperion Project The area of interest is underlain by sequences belonging to the favourable Tanami Group. It is poorly exposed, with the majority of the geology interpreted from regional magnetics and limited drilling. Localised outcrop that occurs on the PHD and Tregony Prospects has been the focus of historic exploration. Five existing deposits (Figure 15) are known along the Suplejack Fault, the major structural control of the project: Groundrush Deposit (10.5Mt @ 3.3g/t Au for 1.129Moz3 - 60% Tanami Gold, 40% Northern Star) is located 42km to the south with the same NW trend as PHD; Hyperion Deposit (4.93Mt @ 1.95g/t Au for 310koz above a 0.8g/t cut off - 100% Prodigy Gold) located 27km to the south; Crusade Deposit (1.4Mt @ 2.6g/t Au for 119koz3 - 60% Tanami Gold, 40% Northern Star) is located 22km to the northeast; Ripcord Deposit (1.1Mt @ 2.5g/t Au for 89koz3 - 60% Tanami Gold, 40% Northern Star) is located adjacent to the Groundrush Deposit); The Tregony Deposit (~0.64Mt @ 3.02g/t for 62.7koz4 ounce deposit (JORC 2004), 100% Prodigy Gold) is located 11km to the east of the Suplejack Fault and forms part of the Hyperion Project. PHD Gold Target PHD is an 11km soil gold anomaly within the Hyperion Project, located 30km northwest of the existing 4.93Mt @ 1.95g/t 310koz gold resource5 and 40km north of Northern Star’s 1.1Moz Groundrush Resource. Shallow RC drilling by previous owner Ord River Resources in 2005 and 2006 defined gold within two zones over 3.5km of strike at PHD. Sampling along strike of the historic anomalism extended the soil gold anomaly over the structure to 11km in length. Airborne magnetic surveying completed in 2019 highlighted the extensions of the structure along strike and the potential for parallel structures. Figure 4 - Diamond drilling at PHD Gold Target, August 2021 3 2020 Tanami Gold Annual Report 4 ORD ASX: 22 November 2012 (see cautionary statement on page 30) 5 ASX: 31 July 2018 8 Prodigy Gold Annual Report 2021 MANAGING DIRECTOR’S REPORT – REVIEW OF OPERATIONS Post FYH21-end6, Prodigy Gold completed a 80 hole aircore drilling program at the PHD Gold Target (“PHD”), located within the Company’s Hyperion Project in the Northern Territory on a 1,000 line-spacing along 7km of strike. Following completion of this initial program of aircore drilling, Prodigy Gold commenced to test the most prospective parts of the PHD structure with a 241m diamond drillhole co-funded by the NT government as part of the “Resourcing the Territory” initiative7. Additional programs will be considered following the receipt of assay results. Tregony Deposit The Tregony Project falls within the same structural trend that includes the Groundrush (1.1Moz Au), Hyperion (310koz Au), and Crusade (119koz) deposits. Ord River completed prefeasibility studies on a JORC 2004 gold resource following diamond drilling in 2012. The Tregony Deposit (~0.64Mt @ 3.02g/t for 62.7koz8 ounce deposit (JORC 2004), 100% Prodigy Gold) is located 11km to the east of the Suplejack Fault and forms part of the Hyperion Project. The deposit consists of what appear to be shallow dipping quartz vein arrays within the Killi Killi Formation with some exceptionally high historic gold grades including 3m@106.3g/t Au, 1.7m@64.2g/t Au, and 3m@44.6g/t Au. Figure 5 - Tregony cross section 7860,220mN showing the interpreted stacked vein sets and historic high-grade results 6 ASX: 19 July 2021 7 ASX: 11 August 2021 8 ORD ASX: 22 November 2012 (see cautionary statement on page 30) 9 Prodigy Gold Annual Report 2021 MANAGING DIRECTOR’S REPORT – REVIEW OF OPERATIONS The first and only systematic exploration to occur over the tenement was completed by AngloGold Ashanti (AGA) and Acacia Resources between 1995 – 2000, following up on work (soils, rock chip and limited post hole campaigns) completed by Messenger and Dominion Mining in the early 1990’s. AGA’s strategy involved a first phase of regional soils and/or shallow VAC holes, with anomalous areas quickly followed up on with a second phase of shallow RAB drilling combined with several regional stratigraphic traverses. With this strategy they discovered the Tregony Deposit and identified several prospects. The Company has been relogging diamond drillholes and is planning drilling to assess the scale potential of mineralisation at Tregony. Buccaneer Project During FY22, the Company intends to build on study work undertaken during FY21. This study work was completed due to the sustained elevated gold price and has demonstrated the heap leach processing route warrants further investigation. While the lower operating cost of heap leaching can reduce the cut-off grade, and increase reported tonnages and contained metal, the focus of the study seeks to identify the project scenario that generates the highest value (cashflow and return on capital). Future work planned includes geotechnical drilling to refine slopes used in pit optimisations, metallurgical samples for crush size/metal recovery optimisation and column leach testwork. Further details on work undertaken during FY21 on Buccaneer studies is located in the “Exploration Work undertaken during FY2021” section of this report. Project Divestment To address the costs associated with maintaining the Company’s large land holding and to better focus exploration activities, the Company continues to actively seek to reduce its tenure costs through joint venture and divestment. A number of exploration licences were reduced in size, and applications withdrawn following a review of prospectivity and holding costs. Assessment of Western-Australian Projects With ongoing exposure to pandemic related lockdowns and extended timeframes for permitting in the Northern Territory, the Company is continuing due diligence on projects in Western Australia. Exploration Work undertaken during FY2021 Reynolds Range Project The Reynolds Range Project is accessed from the Stuart Highway 90km north of Alice Springs. Proximity to infrastructure is good, with targets located between 20km and 120km off the NT highway, railway line (Ghan) and the NT gas pipeline. Figure 6: Drilling at Reynolds Range, April 2021 10 Prodigy Gold Annual Report 2021 MANAGING DIRECTOR’S REPORT – REVIEW OF OPERATIONS This project has excellent access and is located on pastoral lease. Prodigy Gold has negotiated access and permits to the land. The Project comprises three exploration licences, EL23655, EL23888 and EL28083. All activity in the current program is located on EL23888, wholly owned by Prodigy Gold. In May 2021, Prodigy Gold reported the completion of 11 RC holes for 1,549m at the Reward, Scimitar, and Sabre Targets with results announced post FY21-end9. A detailed review of all recent and historical data is currently underway before any follow-up exploration plans are finalised. Figure 7: Reynolds Range targets Reynolds Range Exploration Reward Prospect Reward is considered prospective for copper, gold and silver mineralisation and has some shallow copper oxide workings from the 1950’s era and abundant malachite, azurite and chalcocite occurs associated with a brecciated shear zone and sulphidic sediments. This style of polymetallic mineralisation has similarities to the nearby Jervois Deposit, 350km to the east, which hosts 0.43 Mt copper and 21.4 Moz silver, 0.16 Mt lead/zinc and 176 koz Au10. RC and AC drilling under the Reward workings by McMahon Construction11 in 1988 returned 4m at 1.4% Cu, 71.2g/t Ag, 1.2g/t Au and 1.8% Zn from 16m (hole I, Figure 8); and 6m at 2.10g/t Au from 15m (hole C, Figure 8). This historic assay data should be treated with caution as no original data records are available. Confirmatory rock chip and soil sampling by Prodigy Gold in the vicinity of the workings returned results including >20% Cu, 200g/t Ag and 2g/t Au12 supporting the original drill results and the presence of these metals in system. 9 ASX: 14 July 2021 10 ASX KGL: 2 December 2020 11 Report on E.L. 5288 Program and Expenditure for Year 1 23.10.1987 to 22.10.1988 CR89/007 https://geoscience.nt.gov.au/gemis/ntgsjspui/bitstream/1/65942/1/CR19890007.pdf 12 ASX: 13 May 2010 11 Prodigy Gold Annual Report 2021 MANAGING DIRECTOR’S REPORT – REVIEW OF OPERATIONS An EM survey by Prodigy Gold indicated a conductor 50m below the surface and 400m long located 350m to the southeast of the Reward workings. The Prospect was opportunistically drilled with a single RC hole (RWRC2101 Figure 8) in May 2021 while RC drilling was completed on other targets at Reynolds Range. Subsequent downhole EM completed on the RC hole defined a high priority off-hole conductor. Subsequently13, the Company commenced a 260m diamond drillhole to test a 400m long EM conductor located 350m to the southeast of the historic Reward Copper Mine that averaged 11% Cu14. Figure 8 -Map of Reward showing historic mine workings with best assay results, EM plate to the south and July 2021 diamond hole15 Sabre Prospect The Sabre Prospect is part of the 14km long Stafford Gold Trend and contains shallow gold workings associated with the Lander Shear Zone. RAB drilling and surface sampling defined gold mineralisation over 500m of strike and there is evidence of antimony also being intersected in the area. Previous RC and diamond drilling intersected high-grade gold mineralisation in weathered rocks. The last RC drilling, which was completed in 2010, includes results of 17m @ 3.93g/t Au16, 26m @ 2.73g/t Au and 24m @ 2.59g/t Au17. This program confirms the presence of two subparallel zones of mineralisation. Seven RC holes for 1,081m were completed during the June 2021 quarter at the Sabre Prospect. The program at Sabre drilled the plunge extension of the oxide mineralisation (3 holes), the direct extension 100m to the south of previous RC drilling (2 holes), and drill traverse 480m along strike to the south of previous RC drilling. These most southern 2 RC holes drilled under gold anomalism previously intersected in RAB drilling. 13 ASX: 26 July 2021 14 Refer to cautionary statement on page 30 15 ASX: 13 May 2010 16 ASX: 24 May 2010 17 ASX: 18 January 2010 12 Prodigy Gold Annual Report 2021 MANAGING DIRECTOR’S REPORT – REVIEW OF OPERATIONS Figure 9 - Sabre drilling plan highlighting significant results from 2021 drilling at Reynolds Range18. Drilling successfully extended the historically defined significant gold mineralisation trend at Sabre by over 450m with mineralisation remaining open - best results include19: 23m @ 0.6g/t Au including 7m @ 1.5 g/t Au (SBRC2101) 15m @ 0.4 g/t Au (SBRC2102) 3m @ 0.7 g/t Au (SBRC2103) 5m @ 0.5 g/t Au (SBRC2104) 18 Historical results (black background) ASX: 18 January 2010 19 ASX: 14 July 2021 13 Prodigy Gold Annual Report 2021 MANAGING DIRECTOR’S REPORT – REVIEW OF OPERATIONS Scimitar Prospect The Scimitar Au-Cu Prospect is a 1.5km long north-south trending high-grade Cu-Au soil and rock chip anomaly and forms part of the Reynolds Range Project. Au-Cu anomalism is associated with surface quartz veining and alteration halo including malachite. In October 2020 the Company undertook a moving loop electromagnetic (MLEM) survey over the Scimitar Target. Detailed mapping identified evidence of Cu mineralisation at surface within a 3km long geochemical anomaly. Of 127 surface samples collected in late 2020, 39 returned significant anomalism of up to 7.5g/t Au, 1,950g/t Ag, 19.3% Cu, and 21.3% Pb (Figure 10)20. Within the larger 3km long geochemical anomaly, separate Cu-Au and Ag-Pb zonation is observed. Elevated Cu-Au rock chips are exposed for 1.5km in a north-south trend, where east-west structures are exposed on a topographic high. Figure 10 - Lag and rock chip Cu, Pb, Zn, Ag and As anomalism coincident with the Scimitar EM Conductor. Modelled EM plates targeted for diamond drilling are also shown in the centre of the anomalies. Highlight results are labelled.20 A 400m diamond drillhole, co-funded by the Northern Territory Geological Survey (‘NTGS’) as part of the Resourcing the Territory initiative, was designed to confirm a base metal association with the 2km long southwest dipping MLEM conductor, located in the center of the geochemical anomaly21. Results from the co-funded drillhole22 correlate with sulphidic sediments intersected in the hole, however the source of the high-grade Cu and Au soil and rock chip anomaly (1km long) was not confirmed by this hole. During 2021, three RC holes were completed to test the bedrock source of this anomaly at the southern end of the prospect. While quartz veining and trace sulphides have been intersected in the 3 holes drilled, no clear source of the elevated results at surface has been identified23. Narrow intervals of low-grade copper mineralisation were intersected in all three holes. The project does not appear to demonstrate the scale potential required. 20 ASX: 24 November 2020 21 ASX: 16 November 2020 22 ASX: 29 January 2021 23 ASX: 14 July 2021 14 Prodigy Gold Annual Report 2021 MANAGING DIRECTOR’S REPORT – REVIEW OF OPERATIONS Figure 11 – Samples containing malachite (green) at the Scimitar Target indicating the presence of copper. North Arunta Project (PRX 100%) The North Arunta Project covers ~3,190km² of exploration licences which are 100% owned by Prodigy Gold. The project consists of a 200km long gravity trend with associated metamorphosed sedimentary rocks, dolerite intrusions and large granite intrusions. The region has several known mineral occurrences including gold, copper, nickel, zinc, tin and tantalum. The project is well serviced with infrastructure and is located close to the Stuart Highway, the Ghan Rail Line, and the Northern Territory Gas Pipeline. Many targets previously identified by Newmont remain undrilled. Table 1 - Summary of 100% owned North Arunta Project Targets24 Prospect Target Anomaly Best Historic Results Target Harrison 4.2km by 1km Au-in-soil Eleanor Lennon Waldron’s 6km by 4km Au-As-in-soil 7km by 3km Au-Cu-Mo-in-soil 4km by 1.5km Au-As-Sb-Mo-Ag-Cu 12m @ 1.03g/t Au from 36m incl 4m @ 2.27g/t Au from 36m 20m @ 0.7g/t Au from 28m incl 4m @ 2.67g/t Au from 40m untested by drilling untested by drilling historical workings with rock chips up to 15g/t Au, and historical drilling results of 1m @ 29.5g/t Au, 7m @ 1.5g/t Au, 2m @ 4.4g/t Au Mineralisation untested for 1,200m west of 4m @ 2.27g/t Au result untested by drilling untested by drilling Previous drilling too shallow to effectively test potential Tulsa Kroda 5km x 3km Au-in-soil untested by drilling untested by drilling 400m strike >1g/t Au including a shoot of 50m+ at >5g/t Au 57m @ 3.8g/t Au and 6m @ 26g/t Au Depth extensions and additional shoots on strike 24 ASX GLA: 7 March 2018, 18 June 2018, ASX PRX: 19 March 2013 15 Prodigy Gold Annual Report 2021 MANAGING DIRECTOR’S REPORT – REVIEW OF OPERATIONS Figure 12 - North Arunta Prospects on 1vd magnetic image. Tulsa Target The Tulsa Target is located within a regional NW-trending structural corridor. Tulsa was a priority target based on highly anomalous soil geochemistry. Furthermore, it is along strike from the Kroda deposit 17km to the south east. Although the rocks at Tulsa are slightly younger, they remain highly prospective for both intrusion hosted and orogenic gold mineralisation. Regional reconnaissance aircore drilling was completed to test the interpreted extension of the mineralisation seen along the Kroda trend. During the reporting period drilling was completed on 7 lines testing the full 5km strike length of the 5km x 3km soil gold anomaly. A 28 hole (1,551m) aircore drill program successfully tested the extension of the favourable horizon that hosts the Kroda Project. This horizon, defined by arsenic anomalism of over 50ppm, was intersected on 4 lines extending for over 4.4km. Gold anomalism was intersected in a single hole with best result of 3m @ 0.15g/t Au from 48m in TSAC2002525. The absence of a large scale bedrock gold or pathfinder multi-element anomaly has downgraded this target. Bonanza Project (PRX 100%) The Tanami Region is host to multiple 1Moz+ gold deposits (Figure 13). The Company is using broad spaced RAB and aircore drilling to screen for the alteration and geochemical footprints associated with large scale deposits. Drilling is prioritised on targets with the same rocks as the known gold deposits, occurring in similar structural settings. Bonanza West Prospect The Bonanza West Prospect is located to the west of the Old Pirate Gold Mine and Buccaneer Gold Deposit. The majority of the prospect area was not previously drill tested, although soil sampling was conducted over most of the region. Previous surface sampling campaigns across the targets have generated significant surficial gold and arsenic anomalies. Only portions of the existing surface anomalies had follow up drill-testing via vertical vacuum or RAB drilling. These shallow drilling techniques often failed to penetrate the cover sequence or the leached/depleted zone and where this has occurred, these techniques are not considered effective. 25 ASX: 7 October 2020 16 Prodigy Gold Annual Report 2021 MANAGING DIRECTOR’S REPORT – REVIEW OF OPERATIONS Figure 13 - Tanami Target areas During the September 2020 quarter, Prodigy Gold completed aircore drilling of 110 holes for 9,288m at the Bonanza West Prospect testing three target areas. The areas drilled include the Beluga Target, a 3.5km long soil gold anomaly, and two structural targets. The best result from this round of drilling returned an intersection of 1m @ 0.27g/t Au from 107m in hole BZAC20012026. The result is associated with a highly silicified fine grained sandstone with quartz veinlets within a shear. The drill result is 50m to the southeast of a historic (1998) rock chip sample of 0.11g/t Au. Adjacent drilling does not appear supportive of a large scale gold system in this location. Surface gold enrichment at Beluga has failed to extend into bedrock and does not warrant further work at this time. Bluehart Prospect The Bluehart Prospect is located 53km along strike of the 14Moz Callie Gold Mine (Figure 13) and is associated with a 1,000m long high-grade soil and rock chip gold anomaly. Bluehart is associated with a northwest trending splay off the Trans-Tanami Fault Zone, similar to Callie. This northwest splay is coincident with soil and rockchip gold anomalism. Similar to the Callie deposit, sinistral shearing and east-west aligned anticlines are present within the three target areas at Bluehart with graphitic reduced sediments mapped in outcrop. Aircore drilling, comprising 57 holes for 1,869m, was completed in the second half of 2020, testing three targets at the Bluehart Prospect. Low level gold results with no significant assays were returned from the aircore program27. The thickness of Dead Bullock Formation, the target stratigraphic horizon, is thinned in the area limiting the potential for gold deposits of the scale targeted by the Company. 26 ASX: 7 October 2020 27 ASX: 14 January 2021 17 Prodigy Gold Annual Report 2021 MANAGING DIRECTOR’S REPORT – REVIEW OF OPERATIONS Buccaneer Resource – Heap Leach Study Work The Buccaneer Resource is currently estimated to be 10Mt @ 1.8g/t Au for 585koz above a 1g/t cut-off grade28. The resource cut-off grade is based on processing at a mill the scale of Northern Star’s Central Tanami JV Processing Plant or a similar mill built on the Twin Bonanza Mineral Lease. Gold mineralisation is disseminated within a monzogranite intrusion, and typically associated with quartz veins, visible gold is seen in the quartz stockwork veining. Mineralisation extends from near surface to a depth of over 500m and has been defined in several zones over an area of 2,200m by 800m. The deposit remains open at depth, and aircore and RAB drilling suggest the potential for further strike extensions. Studies undertaken during FY21 have evaluated a heap leach processing scenario for the Buccaneer Deposit. When the type of mineralisation is appropriate, heap leaching is a simple, low-cost process that can result in significant savings in capital expenditures and operating costs, which can significantly improve a project's economics. Deep weathering in the Tanami results in softer weathered rocks, and sulphide is often completely oxidised up to 100m below surface. A 151m diamond hole was completed during the year to provide samples for unixial compressive strength (UCS), crushing work index (CWi), and abrasiveness index (Ai) testwork. This testwork gives an indication of the energy required to crush the rocks, and abrasiveness. These factors and the cost of energy generation are major cost drivers for heap leach processing and to be included in ongoing studies. Figure 14 - HQ diamond core from BCDD2101 containing quartz veining with sulphide and visible gold in altered monzonite at 92m downhole The completed diamond hole29 intersected 27m of strong mineralisation from 91m to 103m and 120m to 135m including visible gold, quartz veining, pyrite, arsenopyrite, hematite and epidote (Figure 14). Prodigy Gold reported positive comminution results, with planning for follow-up work well advanced. 28 ASX: 1 September 2017 29 ASX: 20 May 2021 18 Prodigy Gold Annual Report 2021 MANAGING DIRECTOR’S REPORT – REVIEW OF OPERATIONS Hyperion Gold Project (PRX 100%) The Hyperion Project is located 19km to the north of the 1.1Moz Groundrush Pit (Figure 15) and 58km to the northeast of the Central Tanami Processing Plant. The area has historically received sporadic shallow drilling. The Hyperion gold camp contains an indicated and inferred resource of 4.93Mt at 1.95g/t Au for 310koz30. As part of its broader exploration strategy, Prodigy Gold is focused on growing the existing resource base at Hyperion and progressing the discovery of new standalone projects. During the year the Company engaged a structural geologist to complete a review of the Hyperion Resource interpretation and to build a predictive interpretation of the area. The study supported the targets and priority in the Company’s target ranking matrix. The project shows potential for discovery of open pit and underground resources. The focus is currently the north of the Hyperion Project at PHD and Tregony in an area that has shallow scale and high-grade discovery potential. Figure 15 - Hyperion Project location on 100% owned Tenements. 30 ASX: 31 July 2018 19 Prodigy Gold Annual Report 2021 MANAGING DIRECTOR’S REPORT – REVIEW OF OPERATIONS PHD Target PHD is an 11km soil gold anomaly within the Hyperion Project, located 30km northwest of the existing Hyperion gold resource. Shallow RC drilling by previous owner Ord River Resources in 2005 defined gold within two zones over 3.5km of strike at PHD. Sampling along strike of the historic anomalism extended the soil anomaly over the structure to 11km in length. Airborne magnetic surveying completed in 2019 highlighted the extensions of the structure along strike and the potential for parallel structures. In November 2020 sampling and mapping was undertaken in preparation for the planned aircore drilling program. A total of 147 samples were collected on an irregular 600x50m spacing infilling areas not previously sampled along strike of previous RC drilling. Soil sampling results support the continuity of the anomaly interpreted from airborne magnetics data (Figure 16)31. Figure 16: 1VD aeromagnetic image of the PHD Target showing recent surface sampling (opaque) and previous surface sampling (transparent) (left image); the main PHD gold anomaly and existing drilling with planned AC traverses (right image). 31 ASX: 14 January 2021 20 Prodigy Gold Annual Report 2021 MANAGING DIRECTOR’S REPORT – REVIEW OF OPERATIONS JOINT VENTURE PROJECTS Joint Venture Portfolio Overview Project Lake Mackay (Cu-Au, Ni- Co and Orogenic Au potential) JV Partner IGO (IGO: ASX) JV Terms IGO 70% / PRX 30% Euro Gold Project Newcrest (NCM: ASX) Tobruk Gold Project Newmont Exploration Pty Ltd, a wholly owned subsidiary of Newmont Corporation (NEM. NYSE) NCM to spend $12M on the Euro Project to ultimately earn a 75% interest $12M in-ground earn-in to 70% / $2.5M cash + financing option Old Pirate Gold Project Davidson Gold (Private) Operator agreement $2.3M + 2.5% NSR Current Status RC drilling completed by IGO in late 2020 returned 16m @ 1.15g/t Au from 48m from the Goldbug Gold Prospect. Diamond drilling completed during 2021 returned 4.5m @ 3.03% copper mineralisation from 562m at the Phreaker Prospect. Agreement terminated by Newcrest during November 2020. The Tobruk Project is interpreted to have occurrences of similar prospective lithologies that host Newmont’s Callie Gold deposit and several smaller deposits including Groundrush and Oberon. An airborne gravity survey was completed and 62 deep sensing geochemical samples were collected. Agreement continued with Davidson Gold (previosly known as TRL Tanami) to develop and mine the Old Pirate Project under a strategic 10-year Operator Agreement. Lake Mackay JV Project IGO Limited (”IGO”) commenced activity on the current Lake Mackay JV area in 2014. Systematic exploration led to the discovery of gold and base metal mineralisation at Bumblebee in 2015 and Grapple in 2016. Diamond drilling of Grapple in 2017 defined gold and copper mineralisation over 800m of plunge including a result of 11m @ 7.9g/t Au, 20.7g/t Ag, 0.8% Cu, 0.5% Pb, 1.1% Zn & 0.1% Co in 17GRDD00132. During 2018, IGO completed the $6M earn-in and the JV Project is funded 70/30. Subsequent drilling has defined base metal mineralisation at the Phreaker Prospect, and bedrock gold mineralisation in RC drilling including at the Arcee Prospect - 12m @ 3.5g/t33, and Goldbug Prospect - 16m @ 1.15g/t Au, 4m @ 0.78g/t Au and 4m @ 1.54g/t Au34. Project Background The Lake Mackay Project is 400km northwest of Alice Springs, adjacent to the Western Australian border, and comprises approximately 15,630km2 of exploration licences and applications (14,886km2 IGO 70%/Prodigy Gold 30% JV, 744km2 IGO 59.3%/Prodigy Gold 25.4%/Castile 15.3%)(Figure 17). The Project has consolidated tenure over the favourable Proterozoic margin between the Aileron and Warumpi Provinces and is characterised by a continent-scale geophysical gravity ridge and the Central Australian Suture. The JV partners have demonstrated the emerging potential of the province to host multiple styles of precious and base metal mineralisation. 32 ASX: 18 September 2017 33 ASX: 19 October 2019 34 ASX: 18 January 2021 21 Prodigy Gold Annual Report 2021 MANAGING DIRECTOR’S REPORT – REVIEW OF OPERATIONS Figure 17 - Lake Mackay JV Project Location Exploration Summary Following delays in 2020 resulting from COVID-19 restrictions, Prodigy Gold worked with IGO to ensure field activities could resume during the 2020-21 field season under restrictive health and permitting conditions. During the second half of 2020, a drilling program targeting six high priority targets (65 RC and aircore holes for 1,944m) prospective for cobalt- nickel-manganese, gold and copper mineralisation was completed at the Lake Mackay Project35. A highlight of this program was the intersection of bedrock gold at the Goldbug Prospect36. Table 2 - Summary of October 2020 Lake Mackay Project aircore / RC Drilling Target Grimlock Swoop Goldbug Grapple Cluster Raw Total Holes Drilled Metres Target Commodity JV Area 38 18 3 4 1 1 (incomplete) 65 993 342 278 235 84 12 1,944 Co, Ni, Mn Co, Ni, Mn Au Au, Cu Cu, Au, Ni, Co Cu, Au 1 1 2 1 1 1 1IGO/PRX 2IGO/PRX/CST See background section for project ownership split A follow-up RC / diamond drilling program commenced at the Phreaker, Raw and Customisable Targets in March 2021. Table 3 - Summary of March 2021 Lake Mackay Project RC / Diamond Drilling Target Phreaker Raw Customisable Total Holes Drilled 3 6 2 11 Metres 1,941 895 478 3,314 1IGO/PRX See background section for project ownership split Target Commodity JV Area Co, Ni, Mn Cu, Au Cu, Au 1 1 1 35 ASX: 22 October 2020 36 ASX: 18 January 2021 22 Prodigy Gold Annual Report 2021 MANAGING DIRECTOR’S REPORT – REVIEW OF OPERATIONS Phreaker Cu-Au-Ag Prospect The Phreaker Prospect was discovered using ground EM surveys that followed-up on an original airborne EM anomaly. RC drilling completed at the Phreaker Prospect in August 2019 confirmed that the mineralised system extends for over 750m of strike (Figure 18). The drilling intersected copper mineralisation in 2019 with sulphide intersections including37: 19LMRC028 19LMRC031 19LMRC032 14m @ 0.84% Cu, 0.15g/t Au, 4.1g/t Ag from 353m 10m @ 0.98% Cu, 0.06g/t Au, 13.9g/t Ag from 146m 11m @ 1.15% Cu, 0.07g/t Au, 7.9g/t Ag from 189m Figure 18 - Schematic Long Section of Phreaker Prospect showing RC and diamond drill results Higher grade copper intervals were intersected in 19LMRC032 including an interval of 2m @ 2.45% Cu from 189m. Copper and gold mineralisation at Phreaker occurs in a broad approximately 10m thick pyrrhotite-chalcopyrite zone surrounded by garnet alteration. Results of DHEM suggested that the target had not been adequately tested and the previous RC holes likely drilled up dip of the best mineralisation. The three diamond drillholes in March 2021 tested the center of the two modelled larger EM plates and confirm high-grade mineralisation down dip of the existing RC drilling. Phreaker Drill Program The previous discovery of the Grapple, Bumblebee, Phreaker, Arcee and Goldbug Prospects since 2015 has upgraded the prospectivity of the western Aileron Province, and possibly also the Warumpi Province, for base and precious metal mineralisation. The Phreaker drilling included diamond drilling of EM conductors believed to be associated with base metal mineralisation previously identified in shallow RC drilling at the Phreaker Prospect. Three diamond drillholes were completed at the Phreaker Prospect, with these holes all successfully intersecting Cu-Au mineralisation between 75m and 430m below previous RC drilling. 37 ASX: 17 July 2019 23 Prodigy Gold Annual Report 2021 MANAGING DIRECTOR’S REPORT – REVIEW OF OPERATIONS Diamond hole 21PHDD002, recorded two encouraging intersections of 4.5m @ 3.03% Cu, 1.78g/t Au and 14g/t Ag from 562m, and 17.47m @ 2.13% Cu, 0.21g/t Au and 9g/t Ag from 575.23m. Wide intervals of sulphides including pyrrhotite, chalcopyrite, arsenopyrite, sphalerite and galena have been intersected (Figure 19). Figure 19 - 21PHDD002 Coarse-grained disseminated to blebby chalcopyrite and pyrrhotite in foreground and massive chalcopyrite and pyrrhotite with lesser arsenopyrite in the background. As outlined in Table 4, 21PHDD002 is the widest, highest grade intersection seen at the Phreaker Prospect. Drilling has so far been designed to intersect modelled conductors based on DHEM and moving loop EM. EM is effective at identifying massive to stringer style pyrrhotite and chalcopyrite in varying combinations. The diamond drilling is broad spaced and the copper-gold-silver mineralisation remains open along strike and down dip. From the limited drilling to date, the sulphide mineralisation appears to be subvertical, structurally-controlled and hosted in a garnet mica schist. Table 4 - Results from Phreaker Prospect 2021 diamond drilling38 Hole ID From Interval Au g/t Ag g/t Cu% Pb % Zn % Bi % Co % 21PHDD001 including 21PHDD002 21PHDD002 including 21PHDD002 477.67 479.95 562 575.23 576.42 595.1 21PHDD002 601.43 7.34 4.72 4.5 17.47 9.94 0.69 6.13 0.04 0.02 1.78 0.21 0.34 0.03 0.24 14 7.7 14 9 14.2 1.6 4.2 21PHDD003 Intervals greater than 0.5g/t Au or 0.4% Cu or 0.4% Zn cutoff with 2 m dilution except where geologically significant. 677.4 8.3 0.6 4.6 0.89 1.24 3.03 2.13 3.26 0.54 0.85 0.83 0.22 0.06 0.07 0.03 0.04 0 0.04 0.06 0.21 0.28 0.65 0.31 0.4 0.06 0.34 0.07 0.01 0 0.04 0 0 0 0 0.01 0.02 0.03 0.02 0.04 0 0 0.02 0.01 38 ASX: 26 May 2021 24 Prodigy Gold Annual Report 2021 MANAGING DIRECTOR’S REPORT – REVIEW OF OPERATIONS Goldbug Prospect39 The Goldbug Prospect is a soil gold anomaly over the Du Faur Orthoamphibolite that extends for 600m, is open to the east and northwest and is located 50km to the east of the Arcee Gold Prospect (Figure 20). The prospect was originally identified through systematic soil sampling. Figure 20: Cross section highlighting first mineralised holes intersected at the Goldbug Prospect The RC program of 3 holes for 278m drilled in late 2020 has successfully intersected bedrock gold mineralisation. Gold is associated with pyrite and quartz veining in an orthoamphibolite. Best results are40: 20LMRC039 o 16m @ 1.15g/t Au from 48m o 4m @ 0.78g/t Au from 76m o 4m @ 1.54g/t Au from 92m 20LMRC041 o 8m @ 1.2g/t Au from 80m Drillhole 20LMC040 was not drilled to a depth that would intersect the mineralisation now defined. The strike of the structure is interpreted to be broadly east-west as suggested by the long axis of the soil anomaly. The dip of the structure is unknown however is likely to be steep, as seen with other structures at Lake Mackay, or north dipping. Soil gold anomalism extends for over 600m and is open to the east. The Goldbug Prospect has significant volume potential and warrants further RC drilling in 2021. Further information on the Goldbug target and the intersection of bedrock gold mineralisation is provided in Figure 20. 39 IGO 59.3%/Prodigy Gold 25.4%/Castile 15.3% 40 ASX: 18 January 2021 25 Prodigy Gold Annual Report 2021 MANAGING DIRECTOR’S REPORT – REVIEW OF OPERATIONS Grimlock Prospect The Grimlock Prospect has shallow enrichment of cobalt and nickel developed over weathered ultramafic phases on the margins of an intrusion. Initial surface rock sampling identified cobalt of over 2%. RC drilling confirmed the results of surface sampling with elevated cobalt defined over 4km. Leach test work undertaken in 2019 demonstrated over 97% of cobalt is extractable41. Drilling completed in late 2020 aimed to define the scale potential of the prospect with a grid of RC holes on a 300-400m spacing across a 3.5km long area. The 38 hole RC program of 993m successfully defined further nickel and cobalt mineralisation at Grimlock. Best results from 2020 drilling are42: 20LMAC002 o 6m @ 0.02% Co and 0.57% Ni from 10m o 12m @ 0.07% Co and 1.17% Ni from 20m including 4m @ 0.11% Co and 1.56% Ni from 24m 20LMAC003 o 12m @ 0.13% Co and 0.64% Ni from 8m 20LMAC006 o 6m @ 0.13% Co and 0.68% Ni including 2m @ 0.29% Co and 0.9% Ni from 20m 20LMAC011 o 2m @ 0.1% Co and 0.2% Ni from 26m The abundant pyrolusite associated with high-grade cobalt in previous drilling was largely not intersected in the 2020 drilling program reducing the scale potential. Swoop Target The Swoop Target displays a similar cobalt-nickel-manganese enrichment in lag samples as Grimlock. A total of 18 holes were completed at Swoop in late 2020 to test the extent of enriched laterite and for the presence of cobaltiferous pyrolusite (Mn). Drilling comprised 18 holes for 342m across the 1km long magnetic high. Best results included42: 20LMAC047 - 4m @ 0.15% Co and 0.67% Ni from 14m 20LMAC051 - 10m @ 0.13% Co and 0.51% Ni from 2m 20LMAC052 - 2m @ 0.02% Co and 0.52% Ni from 14m 20LMAC058 - 2m @ 0.11% Co and 0.22% Ni from 4m The mafic/ultramafic intrusion at Swoop and surface enrichment appears similar to Grimlock. There is potential for several other mafic/ultramafic intrusions identified at Lake Mackay to host further cobalt and nickel mineralisation. Cluster Target The Cluster Target is a very discrete magnetic high that was drilled to confirm the source of the magnetic response. No base or precious metal mineralisation of interest was intersected in the hole. Grapple Prospect Gold and copper associated with sulphides had been defined at Grapple over a strike length of approximately 800m. The FY21 program aimed to define shallow mineralisation up plunge of previous drilling. The 4 holes completed were drilled along 300m of strike for a total of 235m drilled. Results have returned with base metal intersections in 3 holes42: 20LMRC042 - 5m @ 0.2g/t Au, 46.1g/t Ag, 0.5% Cu, 0.9% Pb, 3.2% Zn and 0.2% Co 20LMRC043 - 1m @ 3.2g/t Au, 11.4g/t Ag, 2.6% Cu, 0.59% Zn 20LMRC044 - 2m @ 0.7g/t Au, 11g/t Ag, 0.34% Cu, 0.2% Pb, 0.6% Zn No significant results were reported for 20LMRC045. The mineralisation was intersected in the targeted position and limits the continuity of shallow mineralisation to the east. The mineralisation remains open down plunge to the west. 41 ASX: 12 December 2019 42 ASX: 18 January 2021 26 Prodigy Gold Annual Report 2021 MANAGING DIRECTOR’S REPORT – REVIEW OF OPERATIONS Raw and Customisable Prospects The Raw Prospect is a polymetallic (predominantly Au and Bi) soil and rock chip anomaly and a nearby deep EM conductor. Drilling commenced as a part of the RC drilling campaign in late 2020, but was abandoned due to a mechanical failure of the rig. A follow-up drilling program was undertaken during the June 2021 quarter at Raw (552.9m diamond / 342m RC) and Customisable (400.6m diamond/78m RC). These holes intersected sulphides with low grades of copper and zinc. No further work is planned on these targets. Future Work The joint venture applied for a significant area of applications covering the Warumpi terrane to the south of the current granted tenements. The applications may contain mineralisation similar in age and character to the mineralisation discovered within the granted tenements. The same approach to screening the granted tenements is proposed for the applications, including airborne EM, moving loop EM and RC/diamond drilling. Additional drilling is being designed to test for extensions of the thick, high-grade mineralisation at Phreaker, and to test the scale potential of Goldbug, Arcee and a third gold-in-soil target. Euro Farm-in Agreement In November 2020, Prodigy Gold advised that Newcrest Mining Ltd (“Newcrest”) had withdrawn from the Euro Project Farm-in Agreement (the “Agreement”) established in July 201843. Under the Agreement Newcrest had the ability to earn up to a 75% interest in the Project by sole funding up to $12M over seven years. Given Newcrest did not meet the Stage 1 Expenditure requirement to earn a 51% interest ($6M spend within four-year period), Prodigy Gold retains a 100% interest in the Project. Unfortunately delays in land access, further compounded by COVID-19, have hampered the progress of the Euro Project when funds can be redeployed to competing projects. The Euro Project remains an area of significant interest, as it hosts key targets along strike or parallel to the Trans-Tanami Fault trend which have seen limited or no previous exploration and Prodigy Gold will provide further updates on exploration plans in due course. 43 ASX: 4 July 2018 27 Prodigy Gold Annual Report 2021 MANAGING DIRECTOR’S REPORT – REVIEW OF OPERATIONS Tobruk Farm-in Agreement In May 2019 Prodigy Gold signed a A$14.5M Exploration Farm-in and Joint Venture Agreement (“Agreement”) with Newmont Exploration Pty Ltd (“Newmont Exploration”)44. Under the Agreement, Newmont Exploration can earn up to a 70% interest in the Tobruk Project by sole funding A$12M in exploration expenditure. The Agreement includes a total of A$2.5M cash payments to Prodigy Gold (with A$1M being contingent on Newmont Exploration electing to proceed to phase 2 of the earn-in). The Agreement covers nine of the Company’s tenements and tenement applications, within the vicnity of Newmont’s >14Moz Callie Gold Mine. Project Background The Tobruk Project is interpreted to have occurrences of the same prospective lithologies that host Newmont Callie Gold deposit and several smaller deposits including Groundrush and Titania-Oberon. The Project’s potential is further enhanced by having analogous structural setting to known Tanami deposits including tightly folded stratigraphy, Trans Tanami parallel faults and drill defined anomalous geochemistry positioned on the margins of magnetic features. Key logistical advantages include the 450km gas pipeline to the Newmont’s Granites Plant recently constructed and the Federal Government’s commitment to upgrade the Tanami Track, which will improve the economics of any future discoveries. Exploration Results of an airborne gravity survey completed during the September 2020 quarter were received in late 2020. A protracted wet season delayed on ground activity on the Tobruk JV during 2021, however a total of 62 deep sensing geochemical samples were collected. Future Work Target generation is continuing on the Tobruk JV. Operator Agreement – Old Pirate In October 2019, the Company signed a strategic 10-year operator agreement with private company TRL Tanami (now Davidson Gold) over the Company’s Old Pirate Project located in the Tanami Region of the Northern Territory45. The Old Pirate agreement includes staged cash payments totaling approximately $600,000, replacement of bonds totaling approximately $1.7M and a 2.5% NSR. The agreement is in line with Prodigy Gold’s strategy to monetise Twin Bonanza and significantly reduce portfolio holding costs. Some payments due under the agreement are delayed. Study work and permitting is advancing on Old Pirate. 44 ASX: 16 May 2019 45 ASX: 3 October 2019 28 Prodigy Gold Annual Report 2021 MANAGING DIRECTOR’S REPORT – REVIEW OF OPERATIONS MINERAL RESOURCES Prodigy Gold’s Mineral Resources for 30 June 2021 are summarised below. See the 2021 Annual Mineral Resource Statement46 and the individual announcements referenced below for additional information. Prodigy Gold's Mineral Resource governance includes systems and procedures that ensure: All persons responsible for preparing and reporting Prodigy Gold estimates qualify as a Competent Person as defined by the JORC Code (2012 Edition), and the Competent Persons have provided written sign-off on publicly reported estimates Estimates are prepared using accepted industry methods Competent Persons prepare and provide Prodigy Gold with the supporting documentation for each estimate, and before being reported to the Board, estimates are either reviewed by Prodigy Gold senior technical staff or by a suitably qualified external reviewer Any material changes or updates to estimates are reviewed and approved by the Prodigy Gold's Board before being promptly announced to the market Consolidated Resource Summary Table 5 – Prodigy Gold Mineral Resource Summary as at 30 June 2021 Indicated Inferred Total Tonnes (Mt) Grade (g/t Gold) Metal (Koz) Tonnes (Mt) Grade (g/t Gold) Metal (Koz) Tonnes (Mt) Grade (g/t Gold) Metal (Koz) Resource Author 0.04 1.2 0.92 2.2 4.6 1.7 2.35 2.0 7 65 69 141 0.72 8.8 4.02 13.5 4.7 1.8 1.86 2.0 109 520 240 869 0.76 10.0 4.93 15.7 4.7 1.8 1.95 115 585 310 2.0 1,010 1 2 2 Project Date Old Pirate Aug-16 Buccaneer Aug-17 Hyperion July-18 Cut-Off Grade (g/t) 1.0 1.0 0.8 Total Note: Totals may vary due to rounding. various 1 CSA Global 2 Optiro Pty Ltd Old Pirate Mineral Resource Table 6 – Old Pirate August 2021 Mineral Resource Estimate Old Pirate-Project – Mineral Resource Estimate – August 2016 Domain Classification Tonnes (Mt) Grade (Au g/t) Metal (koz) Western Limb Central East Golden Hind Sub-Total Indicated Inferred Indicated Inferred Indicated Inferred Indicated Inferred Indicated Inferred 0.010 0.280 0.020 0.420 0.005 0.010 0.005 0.005 0.040 0.720 7.5 5.5 3.1 4.2 7.6 4.9 3.5 4.1 4.6 4.7 Indicated + Inferred Note: Totals may vary due to rounding. The above Mineral Resource Estimate was first reported in 201647 0.760 Total 4.7 3.0 49.7 2.4 56.3 0.5 1.6 0.5 0.9 6.5 108.5 114.9 46 ASX: 24 August 2021 47 ASX: 19 August 2016 29 Prodigy Gold Annual Report 2021 MANAGING DIRECTOR’S REPORT – REVIEW OF OPERATIONS Buccaneer Mineral Resource Table 7 – Buccaneer August 2021 Mineral Resource Estimate Buccaneer Project - Mineral Resource Estimate – August 2017 Indicated Inferred Oxide Metal (koz) 4 22 494 521 Note: Totals may vary due to rounding. The above Mineral Resource Estimate was first reported in 201748 Oxidised Transitional Fresh Total Grade (Au g/t) 1.82 1.52 1.86 1.84 Grade (Au g/t) 1.69 1.69 1.59 1.67 Tonnes (Mt) 0.1 0.5 8.3 8.8 Tonnes (Mt) 0.2 0.7 0.3 1.2 Metal (koz) 12 40 13 65 Total Grade (Au g/t) 1.73 1.63 1.85 1.82 Metal (koz) 16 62 507 585 Tonnes (Mt) 0.3 1.2 8.5 10.0 Hyperion Mineral Resource Table 8 – Hyperion August 2021 Mineral Resource Estimate Hyperion Project - Mineral Resource Estimate July 2018 Oxide Oxide Transitional Fresh Total Indicated Grade Au (g/t) 1.48 1.79 2.62 2.35 Tonnes (Mt) 0.03 0.26 0.63 0.92 Metal (koz) 1.3 14.8 53.1 69.3 Tonnes (Mt) 0.29 1.16 2.57 4.02 Inferred Grade Au (g/t) 2.28 2.08 1.72 1.86 Metal (koz) 21.2 77.3 141.8 240.3 Tonnes (Mt) 0.32 1.41 3.20 4.93 Total Grade Au (g/t) 2.21 2.03 1.89 1.95 Metal (koz) 22.6 92.1 194.9 309.5 Note: Reported above 0.8g/t cut-off and above the 230mRL. Totals may vary due to rounding. The above Mineral Resource Estimate was first reported in 201849 The Hyperion Project was formerly known as the Suplejack Project however it was renamed at the request of the local community. Competent Persons Statements The information in this report relating to exploration targets and exploration results is based on information reviewed and checked by Mr Matt Briggs, and the information in this report relating to the Mineral Resources is based on information reviewed and compiled by Mr Matt Briggs who is a Member of The Australasian Institute of Mining and Metallurgy. Mr Briggs is a full time employee and shareholder of Prodigy Gold NL and has sufficient experience which is relevant to the style of mineralisation and type of deposit under 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 Exploration Results, Mineral Resources and Ore Reserves”. Mr Briggs consents to the inclusion in the documents of the matters based on this information in the form and context in which it appears. All information compiled in this statement has been previously announced and this annual statement fairly represents a summary of the supporting information and documentation. Prodigy Gold NL confirms that it is not aware of any new information or data that materially affects the information included in the market announcement and that all material assumptions and technical parameters underpinning the estimates included in referenced previous market announcements continue to apply and have not materially changed. Cautionary Statement Relating to Reward Historical Production Data The production details for the Reward Mine are referenced from publicly available data sources. The source and date of the production data reported has been reported in the Northern Territory Geological Survey records reporting production from the Reward Gold Mine in 1953. DITT digital records include open file Annual Reports and data pertaining to the exploration and development efforts of previous operators. The historical production data have not been reported in accordance with the JORC Code 2012. A Competent Person has not done sufficient work to disclose the historical production data in accordance with the JORC Code 2012. 48 ASX: 1 September 2017 49 ASX: 31 July 2018 30 Prodigy Gold Annual Report 2021 MANAGING DIRECTOR’S REPORT – REVIEW OF OPERATIONS TENEMENT MANAGEMENT The total area of 33,323km2 (2019: 38,848km2) held under tenure by Prodigy Gold and its joint venture partners has decreased during the financial year. The area held under granted mineral tenements is 15,981km2 with 17,342km2 held under exploration licence application. To address the costs associated with maintaining such a large land holding and to better focus exploration activities, the Company continues to actively seek to reduce its tenure costs through joint venture and divestment. The Company reduced the area of nine of its granted tenements during the year, withdrew eight tenement applications and no additional tenements were applied for during the year. Joint venture interests in the Lake Mackay JV with IGO remained at 70% IGO and 30% Prodigy Gold during the year and in the Lake Mackay JV with IGO and Castile joint venture interests remained at 59.3% IGO, 25.4% Prodigy Gold and 15.3% Castile. A map showing the location of the Company’s current tenement holding is presented in Figure 2 of the review of operations report and a complete list of tenements follows this report. CORPORATE Shares on Issue and Unlisted Options Prodigy Gold issued 12,650,000 options to employees under the terms and conditions of the Company’s Employee Share Option Plan during the financial year and 21,950,000 options expired. As at 30 June 2021, Prodigy Gold has a total of 580,627,606 shares and 29,850,000 million unlisted options on issue. 31 Prodigy Gold Annual Report 2021 SUMMARY OF MINING TENEMENTS AND AREAS OF INTEREST Summary of Mining Tenements as at 30 June 2021 Area of Interest Tenement Group’s Interest Tenement Status Status Changes During the Year NORTHERN TERRITORY TANAMI Birrindudu Bluebush Bonanza Hyperion Abroholos EL5889 EL23523 EL28326 EL31332 EL23659 EL24436 EL26610 EL26634 EL27119 EL27127 EL27589 EL28327 EL29860 EL31288 EL31290 EL31291 EL30944 EL25194 EL26608 EL27378 EL28322 EL28324 EL28325 EL28328 EL28394 EL31289 ML29822 EL30814 EL9250 EL26619 EL27125 EL27126 EL27979 EL31330 EL31331 EL31530 EL32055 EL26623 EL32056 EL29833 EL29834 EL25156 EL25191 EL25192 EL28785 EL29832 EL29859 EL30270 EL30274 EL32057 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 granted granted granted granted granted granted granted granted granted granted granted granted granted granted granted granted application granted granted granted granted granted granted granted granted granted granted application granted granted granted granted granted granted granted granted granted application application application application granted granted granted granted granted granted application application application 32 Prodigy Gold Annual Report 2021 SUMMARY OF MINING TENEMENTS AND AREAS OF INTEREST Area of Interest Tenement Euro Tanami Altura JV (2) LAKE MACKAY Tarawera Lake Mackay North Tekapo Warumpi (3) EL25845 EL26590 EL26591 EL26592 EL26593 EL26613 EL26615 EL26618 EL26620 EL26621 EL26622 EL26673 EL27604 EL30271 EL30272 EL30273 EL30283 EL26626 EL26628 EL29828 EL26627 EL23898 EL24473 EL27894 EL30552 EL30553 EL30554 EL30555 EL30556 EL28682 EL24915 EL25146 EL30729 EL30730 EL30731 EL30732 EL30733 EL30739 EL30740 EL31234 E80/5001 EL27947 (4) EL31974 (4) EL25147 EL31718 EL31719 EL31720 EL31721 EL31722 EL31723 EL31913 EL32095 EL32096 Group’s Interest 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 90 90 90 90 100 100 100 100 100 100 100 100 100 30 30 30 30 30 30 30 30 30 30 30 15.3 15.3 30 30 30 30 30 30 30 30 30 30 Tenement Status Status Changes During the Year granted granted granted granted granted granted granted granted granted granted granted granted granted application application application application granted granted granted application application application application application application application application application application granted granted granted granted granted granted granted granted granted granted granted granted granted application application application application application application application application application application Withdrawn during the year Withdrawn during the year Withdrawn during the year Withdrawn during the year Withdrawn during the year Withdrawn during the year Withdrawn during the year Withdrawn during the year IGO Limited IGO Limited Castile Resources Pty Ltd Castile Resources Pty Ltd IGO Limited IGO Limited IGO Limited IGO Limited IGO Limited IGO Limited IGO Limited IGO Limited IGO Limited 33 Prodigy Gold Annual Report 2021 SUMMARY OF MINING TENEMENTS AND AREAS OF INTEREST Area of Interest Tenement Warumpi (3) NORTH ARUNTA Barrow Creek Reynolds Range EL32097 EL32098 EL32099 EL32100 EL32101 EL32102 EL32103 EL8766 EL23880 EL23883 EL23884 EL23885 EL23886 EL25031 EL25033 EL25034 EL25035 EL25041 EL25042 EL25044 EL26825 EL28515 EL29723 EL29724 EL29725 EL29896 EL30470 EL30507 EL30637 EL23655 EL23888 EL28083 Group’s Interest 30 30 30 30 30 30 30 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 80 (5) 100 100 Tenement Status Status Changes During the Year application application application application application application application IGO Limited IGO Limited IGO Limited IGO Limited IGO Limited IGO Limited IGO Limited granted granted granted granted granted granted granted granted granted granted granted granted granted granted granted granted granted granted granted granted granted granted granted granted granted 1) 2) 3) 4) 5) 34 Farm-in and Joint Venture Agreement with Newmont Exploration Pty Ltd earning up to a 70% interest in the tenements. Joint Venture with Altura Lithium Operations Pty Ltd. Joint Venture with IGO Limited 70% / Prodigy Gold NL 30%. Tenement is subject to a Joint Venture between with Castile Resources Pty Ltd (15.3%), IGO Limited (59.3%) and Prodigy Gold NL (25.4%). Tenement is subject to a Joint Venture with Select Resources Pty Ltd. Prodigy Gold holds an 80% beneficial interest with a 60% interest currently registered on title. Prodigy Gold Annual Report 2021 DIRECTORS’ REPORT The Directors of Prodigy Gold NL present their report on the consolidated entity (Group), consisting of Prodigy Gold NL and the entities it controlled at the end of, and during, the financial year ended 30 June 2021. Mr Thomas McKeith Non-Executive Chairman Mr Matthew Briggs Managing Director Mr Brett Smith Non-Executive Director Mr Michael Stirzaker Non-Executive Director Directors have been in office since the start of the financial year to the date of this report. Principal Activities The principal activities of the Company during the year consisted of exploration and evaluation of mineral resources. There was no significant change in the nature of the Company’s activities during the year. Dividends There were no dividends paid or declared during the year. Operating Results The consolidated loss for the Group after providing for income tax amounted to $4,807,264 (2020: loss of $5,620,204). Financial Position The net assets of the Group have decreased by $4,661,807 from 30 June 2020 to $16,293,884 in 2021. The decrease is due to the Group undertaking exploration activity during the year. Significant Changes in the State of Affairs No significant changes in the state of affairs of the Company occurred during the financial year. Matters Subsequent to the End of the Financial Year The impact of the Coronavirus (COVID-19) pandemic is ongoing and it is not practicable to estimate the potential impact after the reporting date. The situation is rapidly developing and is dependent on measures imposed by the State, Territory and Commonwealth Governments as well as the Central Land Council. Such measures include, but are not limited to, social distancing and quarantine requirements, travel restriction, land access restrictions, ability to undertake land clearances and any economic stimulus that may be provided. Subsequent to year-end the Company issued 2,600,000 and cancelled 6,400,000 unlisted options. Additionally the Company agreed to issue 450,000 unlisted options to the Company’s Managing Director, subject to shareholder approval at the next AGM (for details refer to Note 17). Likely Developments Continued regional exploration; Further rationalisation of tenement holdings in the Northern Territory through divestment or joint venture; and Systematic evaluation of high potential early stage targets in Western Australia. Environmental Regulation The Group’s operations are subject to standard environmental regulation under the laws of the Commonwealth of Australia and the Northern Territory. The Group monitors its compliance with environmental regulations on an ongoing basis. The Directors are not aware of any significant breaches during the period covered by this report. 35 Prodigy Gold Annual Report 2021 DIRECTORS’ REPORT INFORMATION ON DIRECTORS Mr Thomas McKeith BSc Hons (Geol), GDE (Mining), MBA, Fellow AusIMM Status: Independent Position: Non-Executive Chairman Qualifications and Experience: Mr McKeith is a resource company executive with over 30 years’ experience in various exploration, business development, mine geology and executive leadership roles. He has led exploration teams to several significant discoveries and concluded several significant business development transactions. Mr McKeith was formerly executive vice president: Growth and International Projects for Gold Fields Ltd, where he was responsible for global exploration and project development. He has also served as CEO of Troy Resources Ltd and held non-executive director roles at Sino Gold Ltd and Avoca Resources. He is currently a non-executive director of Evolution Mining Ltd (since February 2014), non- executive chairman of Genesis Minerals Limited (since November 2018), non-executive director of Arrow Minerals Limited (since August 2019) and principal in various private resource investment companies. Mr Matthew Briggs BSc Hons (Geol), Member AusIMM Status: Not independent Position: Executive Director Qualifications and Experience: Mr Briggs has more than 20 years’ experience in Australia and internationally in various aspects of mine geology, exploration, project management and strategic leadership in the gold industry. Matt graduated as a geologist from the University of Queensland and worked at a number of mine sites in Western Australia. Since then he has worked internationally on projects in Africa and headed Group Strategic Planning for Gold Fields Limited. Matt has been directly involved or managed teams that have discovered several multi-million ounce gold deposits. Mr Brett Smith BEng Hons (Chem), MBA, MA Status: Not independent Position: Non-Executive Director Qualifications and Experience: Mr Smith has participated in the development and delivery of a number of mining and mineral processing projects including coal, iron ore, base and precious metals. He has also managed engineering and construction companies in Australia and internationally. Mr Smith has served on boards of both private and public mining and exploration companies. He is currently executive director of Hong Kong listed Dragon Mining Limited (since February 2014), deputy executive Chairman of Hong Kong listed APAC Resources Limited (since May 2016), executive director of Metals X Limited (board member since December 2019), non-executive director of Tanami Gold NL (since November 2018) and non- executive director of Elementos Limited (since January 2020). Overall, Mr Smith has over 30 years’ international experience in the engineering, project development and organisational change management. Mr Michael Stirzaker BCom, CA Status: Not independent Position: Non-Executive Director Qualifications and Experience: Mr Stirzaker has over 30 years’ commercial experience, mainly in mining finance and mining investment with KPMG, HSBC Group, Kleinwort Benson Limited, RFC Group Limited, Tennant Metals and Finders Resources. From 2010 to 2019, Mr Stirzaker was a partner at the private equity mining fund manager, Pacific Road Capital. Mr Stirzaker is currently non- executive director of Base Resources Limited and non-executive chairman of Akora Resources Limited. 36 Prodigy Gold Annual Report 2021 DIRECTORS’ REPORT Ms Jutta Zimmermann Dip AQF, Dip IT, GradDipACG, FGIA, FCIS Position: Company Secretary Qualifications and Experience: Ms Zimmermann is an accountant (Australian AQF diploma level) with over 30 years’ of Australian and international industry experience encompassing accounting, company secretarial, government and community liaison, business development and corporate administration management. She holds a diploma in information technology (Australian bachelor degree level) and a graduate diploma in applied corporate governance. Ms Zimmermann holds the position of Chief Financial Officer and Company Secretary with the Company. She is a fellow of the Governance Institute of Australia and is a Director of two of Prodigy Gold’s subsidiaries. Directors’ Meetings The Company had no Board committees during the financial year. The number of meetings of the Group’s Board of Directors held during the year ended 30 June 2021, and the number of meetings attended by each Director were: Directors Mr T McKeith Mr M Briggs Mr B Smith Mr M Stirzaker Board Meetings Eligible to Attend Attended 8 8 8 8 8 8 7 8 Interests in Shares and Share Rights of the Company At the date of this report, the interests of the Directors in the shares and share rights of the Group were as follows: Directors Mr T McKeith Mr M Briggs Mr B Smith Mr M Stirzaker Fully Paid Ordinary Shares Unlisted Options 2,158,586 500,000 375,000 - 7,000,000 8,650,000 3,000,000 1,500,000 37 Prodigy Gold Annual Report 2021 DIRECTORS’ REPORT REMUNERATION REPORT (AUDITED) This Remuneration Report outlines the Director’s and the Group’s key management personnel remuneration arrangements in accordance with the requirements of the Corporations Act 2001 and its Regulations. For the purposes of this report, key management personnel of the Group are defined as those persons having authority and responsibility for planning, directing and controlling the major activities of the Company and the Group, directly or indirectly, including any Director (whether executive or otherwise) of the Group. Remuneration Principles Remuneration levels are set with the objective of attracting and retaining appropriately qualified and experienced staff. Remuneration packages are structured to recognise, encourage and reward improved performance and business growth, balanced between short-term and long-term goals. Benchmarking is undertaken where considered appropriate to ensure remuneration packages are competitively positioned in the market. Non-Executive Director Remuneration Non-Executive Directors’ fees are set by the Board within the maximum aggregate amount of fees approved by shareholders at a general meeting. Non-Executive Directors are not entitled to retirement benefits other than statutory superannuation or other statutory required benefits. The remuneration of Non-Executive Directors is fixed for each individual Director taking into account market rates for comparable companies for time, commitment, responsibilities and accountability. The available Non-Executive Directors’ fees pool is currently $400,000. As at 30 June 2021 the Company utilised $124,846 (2020: $94,310) of the pool. Performance evaluations of the Board are usually undertaken annually with a view to comparing the performance of the Board and Directors against their relevant Charters and their interactions with and performance of management. A review of the Board’s performance for the year was finalized during June 2021. Key Management Personnel Remuneration including the Managing Director The key management personnel remuneration framework has three components and the combination of these comprise the key management personnel’s total remuneration: Base salary and benefits Short-term incentives at the Boards discretion Long-term incentives at the Boards discretion Base Salary and Benefits Executive Directors, key management personnel and employees are offered a fixed base salary and benefits. Base salary and benefits are usually reviewed every year to ensure the employee’s remuneration is competitive with the market. Employment contracts do not guarantee increases in base salary and benefits. The Executive Directors, key management personnel and employees receive the superannuation guarantee contribution required by the government, which was 9.5% during the reporting period, and do not receive any other retirement benefits. Other benefits include personal accident (working directors) insurance and other fringe benefits. No remuneration consultants were engaged. Short-Term Incentives The objective of short-term incentives is to align the interests of Executive Directors, key management personnel and employees with those of the shareholders through the payment of short-term incentives linked to pre-agreed targets. The targets include, where appropriate meeting budget forecasts, occupational health and safety measures, relationship management, exploration success, staff retention, compliance and formulating company strategies. Short-term incentives are designed to incentivise and reward individual contribution to achieving overall performance. No discretionary short-term incentive cash bonuses have been granted during the year, or the preceding four years. 38 Prodigy Gold Annual Report 2021 DIRECTORS’ REPORT Long-Term Incentives All long-term and equity incentives must be linked to predetermined performance and/or continuity criteria. Long-term incentives are designed to align Executive Directors, key management personnel and employee’s interest with the Company’s longer term objectives of growth in market capitalisation, earnings per share, share performance compared to peer companies, exploration and strategic success. The Board may exercise its discretion in relation to approving incentives, including equity participation. The policy is designed to attract high calibre key management personnel and reward them for performance. Key management personnel are also entitled to participate in employee share or option arrangements. No discretionary long-term incentive cash bonuses have been granted during the year. Executive management received options during the financial year with details provided in Note 15 and prior year options continued to vest. Performance Evaluation There was no performance based cash remuneration paid during the year but the Company may in future grant, as part of each Executive Director and key management personnel’s remuneration package, a performance-based component, consisting of cash bonuses and/or incentives, including equity participation (refer to Note 15), linked to the achievement of key performance indicators (KPIs) and taking into account experience, qualifications and length of service. No performance based cash remuneration has been granted during the year, or the preceding four years. Company Performance The following table shows the gross revenue and interest, losses and dividends for the last five years for the listed entity, as well as the share price at the end of the respective financial years. Revenue and interest Net loss Share price at year-end Dividend paid Key Management Personnel 2017 180,138 2018 141,739 2019 168,037 2020 205,300 2021 82,419 7,012,190 5,693,350 5,004,727 5,620,204 4,807,264 0.095 - 0.087 - 0.089 - 0.045 - 0.04 - The following persons were key management personnel of the Group during the financial year: Key Management Personnel Position Commencement of Position Mr T McKeith Mr M Briggs Mr B Smith Mr M Stirzaker Non-Executive Chairman Managing Director Non-Executive Director Non-Executive Director 27 June 2016 3 October 2016 9 May 2016 3 December 2018 Ms J Zimmermann CFO / Company Secretary 1 June 2005 39 Prodigy Gold Annual Report 2021 DIRECTORS’ REPORT Details of Remuneration Details of compensation for key management personnel (“KMP”) and Directors of the Group are set out below: Short-Term Employee Benefits Cash Salary and Fees $ Cash Bonus $ Annual Leave 1) $ Post- Employ- ment Super- annuation $ Long-Term Benefits Long Service Leave 2) $ Share- based Payments Options 3) $ Termina- tion Benefits $ 2021 Directors Mr T McKeith Mr M Briggs Mr B Smith4) Mr M Stirzaker4) 54,795 315,000 29,820 29,820 Total Directors 429,435 Other KMP Jutta Zimmermann 220,000 Total Other Total 220,000 649,435 - - - - - - - - - 5,205 - 12,233 25,000 5,059 - - 2,603 2,603 - - 71,672 12,215 15,415 15,415 12,233 35,411 5,059 114,717 (7,956) 20,900 (7,956) 20,900 3,534 3,534 3,124 3,124 4,277 56,311 8,593 117,841 1) 2) 3) Annual leave relates to movements in annual leave provisions during the year. Long service leave relates to movements in long service leave provisions during the year. These amounts are accounting accruals required under accounting standards and have not actually been paid during the year, nor do they reflect the benefit (if any) that KMP may ultimately receive. The share-based payments are options expensed based on vesting conditions (refer to Note 15 in the consolidated financial statements). 4) Cash Salary and Fees includes JobKeeper top-up payments. Short-Term Employee Benefits Cash Salary and Fees $ Cash Bonus $ Annual Leave 1) $ Post- Employ- ment Super- annuation $ Long-Term Benefits Long Service Leave 2) $ Share- based Payments Options 3) $ Termina- tion Benefits $ 2020 Directors Mr T McKeith Mr M Briggs Mr B Smith4) Mr M Stirzaker4) 54,795 315,000 15,849 15,849 Total Directors 401,493 Other KMP Jutta Zimmermann 220,000 Total Other Total 220,000 621,493 - - - - - - - - - 5,205 - 53,660 9,903 25,000 5,073 151,517 - - 1,306 1,306 - - 16,921 16,921 9,903 32,817 5,073 239,019 6,705 6,705 20,900 20,900 3,543 3,543 - - 16,608 53,717 8,616 239,019 1) 2) 3) Annual leave relates to movements in annual leave provisions during the year. Long service leave relates to movements in long service leave provisions during the year. These amounts are accounting accruals required under accounting standards and have not actually been paid during the year, nor do they reflect the benefit (if any) that KMP may ultimately receive. The share-based payments are options expensed based on vesting conditions (refer to Note 15 in the consolidated financial statements). 4) Cash Salary and Fees includes JobKeeper top-up payments. 40 Prodigy Gold Annual Report 2021 Proportion of Remune- ration that is at Risk 54.4% 3.3% 32.2% 32.2% 1.3% Total $ 131,672 369,507 47,838 47,838 596,855 239,602 239,602 836,457 - - - - - - - - Proportion of Remune- ration that is at Risk 47.2% 29.9% 49.7% 49.7% 0% Total $ 113,660 506,493 34,076 34,076 688,305 251,148 251,148 939,453 - - - - - - - - DIRECTORS’ REPORT Options and Shares Issued as Part of Remuneration Options valued at $117,841 (2020: $239,019) were issued to KMP during the year ended 30 June 2021 and prior year options continued to vest during the financial year. These amounts are accounting accruals required under accounting standards and have not actually been paid during the year, nor do they reflect the benefit (if any) that KMP may ultimately receive. For further detail refer to Note 15. Employment Contracts of Directors and Other Key Management Personnel Remuneration and other terms of engagement for Non-Executive Directors are formalised in service agreements. The agreement summarises the Board policies and terms, including compensation relevant to the office of Director. The employment contracts of Executive Directors and Other KMP stipulate a range of one to four month resignation notification periods. The Company may terminate an employment contract without cause by providing a range of one to three-month written notice or making payment in lieu of notice based on the individual’s annual salary component. In the instance of serious misconduct the Company can terminate employment at any time. Other material provisions of the agreements relating to remuneration are set out below. Non-Executive Directors The base fees for the Non-Executive Chairman is $60,000 per year. The base fee for shareholder nominee Directors is $30,000 per year. The Commonwealth Government introduced the JobKeeper payment of $1,500 per employee per fortnight which led to an increased payment to the shareholder nominee Directors as required by JobKeeper legislation. Mr M Briggs, Managing Director Term of agreement – 3 year contract commencing 3 October 2019; Base salary, inclusive of superannuation, $340,000 per year; Options may be issued at the discretion of the Directors and subject to shareholder approval (see Note 15); Payment of a termination benefit on early termination by the Company, other than for gross misconduct, equals 3 month salary and, in the event of a takeover, equals 9 month salary; Notice period varies between no notice if mutually agreed and three month notice by the Company or the executive without reason. Ms J Zimmermann, CFO and Company Secretary Term of agreement – 2 year contract commencing 1 July 2012, contract extended automatically; Base salary, exclusive of superannuation, $220,000 per year; Options may be issued at the discretion of the Directors (see Note 15); Payment of a termination benefit on early termination by the Company, other than for gross misconduct, equals 6 month salary and, in the event of a takeover, equals 9 month salary; Notice period varies between no notice if mutually agreed and three month notice by the Company and 4 month notice by the executive without reason. Additional Disclosure Relating to Key Management Personnel Share-Based Payments Fair values at grant date are independently determined using a Black-Scholes option pricing model for non-market conditions that takes into account the exercise price, the term of the option, the impact of dilution, the share price at grant date and expected price volatility of the underlying share, the expected dividend yield and the risk-free interest rate for the term of the option. The fair value of all zero exercise price options (“Zepos”) subject to market conditions use a Monte Carlo pricing model that takes into account the exercise price, the anticipated vesting period, the impact of dilution, the share price at grant date and expected price volatility of the underlying Zepos, the expected dividend yield and the risk-free interest rate for the term of the Zepos. 41 Prodigy Gold Annual Report 2021 DIRECTORS’ REPORT These amounts are accounting accruals required under accounting standards and have not actually been paid during the year, nor do they reflect the benefit (if any) that KMP may ultimately receive. It is of note that a total of $1,165,712 of previously recognised share-based payment options have been transferred to accululated losses for options issued to KMP’s that expired. The accounting standards do not allow for a remuneration adjustment to KMP’s for these amounts even though they have been previoulsy recognised as remuneration. Refer to Note 15 of the financial statements for more information on options provided as part of remuneration to the Directors and key management personnel. Shareholding No shares were issued by the Company to KMP as remuneration during the financial year. Details of shares held directly, indirectly or beneficially by Directors and KMP and their related parties are as follows: Name Mr T McKeith Mr M Briggs Mr B Smith 1) Mr M Stirzaker 2) Ms J Zimmermann Balance at the Start of the Year Received as Part of Remuneration Additions Disposals/Other Balance at the End of the Year 2,158,586 500,000 175,000 - 2,001,145 4,834,731 - - - - - - - - 200,000 - - 200,000 - - - - - - 2,158,586 500,000 375,000 - 2,001,145 5,034,731 1) 2) Mr Smith is a nominee of APAC Resources Limited who are a substantial shareholder of Prodigy Gold. Mr Stirzaker is a nominee of Pacific Road Capital Management who are a substantial shareholder of Prodigy Gold. Option Holding Directors and other KMP of the Group, including their personally related parties, hold options over ordinary shares in the Company. Name Mr T McKeith1) Mr M Briggs Mr B Smith1) Mr M Stirzaker1) Ms J Zimmermann Balance at the Start of the Year Received as Part of Remuneration Additions Disposals/Other Balance at the End of the Year 7,000,000 26,000,000 1,500,000 - 1,550,000 7,000,000 400,000 1,500,000 1,500,000 400,000 36,050,000 10,800,000 - - - - - - (7,000,000) (11,500,000) - - (1,550,000) 7,000,000 14,900,000 3,000,000 1,500,000 400,000 (20,050,000) 26,800,000 1) Non-Executive Director options (10 Million) were agreed during the previous financial year and shareholder approved on 2 November 2020. Loans to Directors and Other Key Management Personnel No loans to Directors and other key management personnel of the Group were provided in 2021 (2020: NIL). Other Transactions with Directors and Other Key Management Personnel The terms and conditions of transactions with Directors, other key management personnel and their related parties and entities were no more favourable than those available, or which might reasonably be expected to be available, on similar transactions with non-Director related parties and entities on an arm’s length basis. This concludes the Remuneration Report, which has been audited. 42 Prodigy Gold Annual Report 2021 DIRECTORS’ REPORT Insurance of Officers and Indemnities During the financial year, the Company paid an insurance premium in respect of a contract insuring the Directors and executive officers of the Company and its related entities against a liability incurred as such a Director or executive officer to the extent permitted by the Corporations Law. The contract of insurance prohibits disclosure of the nature of the liability and the amount of the premium. The Company has not otherwise, during or since the end of the financial year, indemnified or agreed to indemnify an officer of the Company or any of its related entities against a liability incurred by such an officer. Proceeding on Behalf of the Company No person has applied to the Court under Section 237 of the Corporations Act 2001 for leave to bring proceedings on behalf of the Company, or to intervene in any proceedings to which the Company is a party, for the purpose of taking responsibility on behalf of the Company for all or part of those proceedings. No proceedings have been brought or intervened in on behalf of the Company with leave of the Court under Section 237 of the Corporations Act 2001. Non-Audit Services The Company may decide to employ the auditor on assignments additional to their statutory audit duties where the auditor's expertise and experience with the Company and/or the Group are important. The Directors are satisfied that the provision of non-audit services, during the year, by the auditor (or by another person or firm on behalf of the auditor), is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001. Payments for non-audit services were $16,683 (2020: $19,593) and are detailed in Note 13. The Directors are satisfied that the provision of non-audit services by the auditor, as set out above, did not compromise the auditor independence requirements of the Corporations Act 2001 for the following reasons: all non-audit services have been reviewed by the Board to ensure they do not impact the impartiality and objectivity of the auditor; and none of the services undermine the general principles relating to auditor independence as set out in APES 110 Code of Ethics for Professional Accountants. Auditor’s Independence Declaration A copy of the auditor's independence declaration as required under Section 307C of the Corporations Act 2001 is set out on page 45. Auditor BDO Audit (WA) Pty Ltd continues in office in accordance with section 327 and the Corporation Act 2001. This report is made in accordance with a resolution of Directors, pursuant to section 298(2)(a) of the Corporations Act 2001. On behalf of the Directors MATTHEW BRIGGS Managing Director Dated this 24th day of August 2021 Perth, Western Australia 43 Prodigy Gold Annual Report 2021 CORPORATE GOVERNANCE STATEMENT In February 2019, the ASX Corporate Governance Council released a fourth edition of the ASX Corporate Governance Council’s Principles and Recommendations (ASX Principles) which takes effect for an entity’s first full financial year commencing on or after 1 January 2020. The Company has undergone a full review of its corporate governance policies during the financial year ended 30 June 2021 and amended its disclosures effective 1 July 2021. The Group’s Corporate Governance Statement for the year ended 30 June 2021 (which reports against these ASX Principles) may be accessed from the Company’s website at www.prodigygold.com.au/about-prodigy- gold/corporate-governance. The Group’s ESG (Environmental Social Governance) Statement for the year ended 30 June 2021 may also be accessed from the Company’s website at www.prodigygold.com.au/about-prodigy-gold/corporate-governance. 44 Prodigy Gold Annual Report 2021 Tel: +61 8 6382 4600 Fax: +61 8 6382 4601 www.bdo.com.au 38 Station Street Subiaco, WA 6008 PO Box 700 West Perth WA 6872 Australia DECLARATION OF INDEPENDENCE BY GLYN O'BRIEN TO THE DIRECTORS OF PRODIGY GOLD NL As lead auditor of Prodigy Gold NL for the year ended 30 June 2021, I declare that, to the best of my knowledge and belief, there have been: 1. No contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and 2. No contraventions of any applicable code of professional conduct in relation to the audit. This declaration is in respect of Prodigy Gold NL and the entities it controlled during the period. Glyn O’Brien Director BDO Audit (WA) Pty Ltd Perth, 24 August 2021 BDO Audit (WA) Pty Ltd ABN 79 112 284 787 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit (WA) Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation. ANNUAL FINANCIAL REPORT The financial statements of Prodigy Gold NL for the year ended 30 June 2021 were authorised for issue in accordance with a resolution of the Directors on 24 August 2021 and cover the consolidated entity consisting of Prodigy Gold NL and its subsidiaries as required by the Corporations Act 2001. Limited financial information for Prodigy Gold NL as an individual entity is included in Note 20. The financial statements are presented in Australian currency. Prodigy Gold NL is a company limited by shares, incorporated and domiciled in Australia whose shares are publicly traded on the Australian Securities Exchange. The address of the registered office and principal place of business is: Prodigy Gold NL Level 1, 141 Broadway NEDLANDS WA 6009 A description of the nature of the Group’s operations and its principal activities is included in the review of operations and activities on pages 5 to 31 and in the Directors’ Report on pages 35 to 43, both of which are not part of this financial statement. Through the use of the internet, we have ensured that our corporate reporting is timely and complete. All press releases, financial reports and other information are available on our website: www.prodigygold.com.au 46 Prodigy Gold Annual Report 2021 ANNUAL FINANCIAL REPORT CONTENTS Financial Report Consolidated Statement of Profit or Loss and Other Comprehensive Income Consolidated Statement of Financial Position Consolidated Statement of Cash Flows Consolidated Statement of Changes in Equity Notes to the Consolidated Financial Statements Directors’ Declaration Independent Auditor’s Report to the Members Additional Information for Public Listed Companies 46 48 49 50 51 52 71 72 76 47 Prodigy Gold Annual Report 2021 CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE YEAR ENDED 30 JUNE 2021 Consolidated Notes 2021 $ 2020 $ 2 3 3 3 7 4(a) Interest Other income Administrative expenses Employee and Directors benefits expenses Share-based payments Other expenses Exploration expenses Impairment of capitalised exploration and evaluation expenditure Loss before income tax expense Income tax expense Loss for the year Loss attributable to members of Prodigy Gold NL Other comprehensive income Total other comprehensive income for the year Total comprehensive loss for the year Total comprehensive loss for the year attributable to members of Prodigy Gold NL 82,419 702,664 205,300 550,944 (575,884) (118,779) (355,481) (4,174,162) (368,041) (4,807,264) - (4,807,264) (4,807,264) - - (567,317) (239,176) (412,605) (5,157,350) - (5,620,204) - (5,620,204) (5,620,204) - - (4,807,264) (5,620,204) (4,807,264) (5,620,204) Basic and diluted loss per share attributable to the ordinary equity holders of the Company Basic and diluted loss per share (cents per share) 19 (0.83) (1.00) The above Consolidated Statement of Profit or Loss and Other Comprehensive Income should be read in conjunction with the accompanying notes. 48 Prodigy Gold Annual Report 2021 CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2021 ASSETS CURRENT ASSETS Cash and cash equivalents Other receivables Inventories Other current assets TOTAL CURRENT ASSETS NON-CURRENT ASSETS Term deposits Property, plant and equipment Exploration and evaluation expenditure TOTAL NON-CURRENT ASSETS TOTAL ASSETS LIABILITIES CURRENT LIABILITIES Trade and other payables Employee benefits TOTAL CURRENT LIABILITIES NON-CURRENT LIABILITIES Employee benefits Provisions TOTAL NON-CURRENT LIABILITIES TOTAL LIABILITIES NET ASSETS EQUITY Contributed equity Reserves Accumulated losses TOTAL EQUITY Consolidated Notes 2021 $ 2020 $ 5 6 6 7 8 9 6,257,884 10,699,944 258,485 15,488 106,412 248,865 45,980 166,673 6,638,269 11,161,462 2,509,484 114,712 9,575,783 12,199,979 18,838,248 569,713 207,859 777,572 72,271 1,694,521 1,766,792 2,544,364 2,427,490 48,722 9,943,824 12,420,036 23,581,498 683,649 197,543 881,192 58,385 1,686,230 1,744,615 2,625,807 16,293,884 20,955,691 10 11(a) 187,262,068 187,262,068 2,412,399 3,462,495 (173,380,583) (169,768,872) 16,293,884 20,955,691 The above Consolidated Statement of Financial Position should be read in conjunction with the accompanying notes. 49 Prodigy Gold Annual Report 2021 CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2021 CASH FLOWS FROM OPERATING ACTIVITIES Contribution from Joint Ventures (JV) Expense re-imbursements from JV Partners Payments to suppliers and employees (excludes payments for exploration) Interest received Government Grants Payments for exploration Payments for JV Projects Net cash (outflow) from operating activities CASH FLOWS FROM INVESTING ACTIVITIES Purchase of property, plant and equipment Proceeds from sale of property, plant and equipment Net cash inflow / (outflow) from investing activities CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from issue of shares Placement / (refund) of security deposits (cash-back) Share issue costs Net cash inflow / (outflow) from financing activities Net increase / (decrease) in cash and cash equivalents Cash and cash equivalents at beginning of year Cash and cash equivalents at end of year Consolidated Notes 2021 $ 2020 $ 100,000 540,643 250,000 2,215,044 (924,151) (1,158,060) 92,211 406,159 192,993 218,117 (3,474,163) (4,423,800) (950,520) (4,187,939) 18 (4,209,821) (6,893,645) (103,345) - (103,345) - 3,182 3,182 - 12,000,000 (128,894) - - (765,655) (128,894) 11,234,345 (4,442,060) 10,699,944 4,343,882 6,356,062 5 6,257,884 10,699,944 The above Consolidated Statement of Cash Flows should be read in conjunction with the accompanying notes. 50 Prodigy Gold Annual Report 2021 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 JUNE 2021 Contributed Equity $ Share-based Payment Reserve $ Accumulated Losses $ Notes Total $ 176,027,723 3,336,136 (164,291,328) 15,072,531 - - - 10(a) 10(a) 15 12,000,000 (765,655) - - 11,234,345 187,262,068 - - - - - (142,659) 269,018 126,359 (5,620,204) (5,620,204) - - (5,620,204) (5,620,204) - - 142,659 12,000,000 (765,655) - - 269,018 142,659 11,503,363 3,462,495 (169,768,873) 20,955,690 - - - - - - - - 10(a) 10(a) 15 (4,807,264) (4,807,264) - - (4,807,264) (4,807,264) - - - - (1,195,554) 1,195,554 145,458 - (1,050,096) 1,195,554 - - - - - 145,458 145,458 187,262,068 2,412,399 (173,380,583) 16,293,884 Balance at 1 July 2019 Comprehensive income for the year Loss for the year Other comprehensive income Total comprehensive loss for the year Transaction with owners in their capacity as owners: Shares Issued Transaction costs Share-based payments transfer Share-based payments Total transactions with owners Balance at 30 June 2020 Comprehensive income for the year Loss for the year Other comprehensive income Total comprehensive loss for the year Transaction with owners in their capacity as owners: Shares issued Transaction cost Share-based payments transfer Share-based payments Total transactions with owners Balance at 30 June 2021 The above Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying notes. 51 Prodigy Gold Annual Report 2021 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021 CONTENTS OF THE NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 1. Segment Information 2. Other Income 3. 4. 5. 6. 7. 8. 9. Expenses Income Tax Expense Cash and Cash Equivalents Term Deposits and Other Receivables Exploration, Evaluation and Development Expenditure Trade and Other Payables Provisions 10. Contributed Equity 11. Reserves 12. Financial Risk Management 13. Auditor’s Remuneration 14. Contingencies 15. Share-Based Payments 16. Related Party Transactions 17. Subsequent Events 18. Cash Flow Information 19. Loss per Share 20. Parent Entity Information 21. Subsidiaries 22. Company Details 23. Summary of Significant Accounting Policies Page 53 53 53 54 55 56 56 57 57 58 59 60 62 62 62 66 66 67 67 68 68 69 69 52 Prodigy Gold Annual Report 2021 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021 NOTE 1: SEGMENT INFORMATION Commencing 1 July 2018 the full Board of Directors, who are the chief operating decision makers, identified one operating segment reportable as exploration for the Group. NOTE 2: OTHER INCOME Contribution from joint ventures Expense re-imbursements from JV Partners Sale of Fixed Assets Government Grants Other Income Consolidated 2021 $ 2020 $ 301,412 28,557 - 372,695 - 702,664 250,000 13,533 2,744 251,349 33,318 550,944 Accounting Policy: Other income revenue is recognised when it is received or when the right to receive payment is established. NOTE 3: EXPENSES Employee and Directors’ benefits expense Less: Amounts included in exploration expenses Share-based payment expense Less: Amounts included in exploration expenses Depreciation expense Less: Amounts included in exploration expenses Allowance for expected credit loss Less: Amounts included in exploration expenses Exploration expenses: Employee benefit expense Share-based payment expense Depreciation expense Allowance for expected credit loss Other exploration expenses Consolidated 2021 $ 2020 $ 1,887,993 1,913,756 (1,312,109) (1,346,439) 575,884 567,317 145,458 (26,679) 118,779 37,355 (37,355) - (404,802) 404,802 - 269,018 (29,842) 239,176 35,096 (35,096) - 404,802 (404,802) - 1,312,109 1,346,439 26,679 37,355 (404,802) 3,202,821 4,174,162 29,842 35,096 404,802 3,341,171 5,157,350 53 Prodigy Gold Annual Report 2021 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021 NOTE 4: INCOME TAX EXPENSE a) Income tax expense Current tax Deferred tax b) Reconciliation of income tax expense to prima facie tax payable Loss from continuing operations before income tax expense Tax at the Australian tax rate of 26% (2020: 27.5%) Tax effect of amounts which are not deductible (taxable) in calculating taxable income: Non-assessable income Share-based payments Other permanent differences Deferred tax assets not brought to account Income tax expense The applicable weighted average effective tax rates Consolidated 2021 $ 2020 $ - - - - - - (4,807,264) (5,620,204) (1,249,889) (1,545,556) (13,000) 30,883 450 (37,596) 65,774 327 (1,231,556) (1,517,051) 1,231,556 1,517,051 - 0% - 0% The Group made an election to form a tax-consolidated group from 1 July 2003. As a consequence, the transactions between the member entities will be ignored. c) Deferred tax liability Exploration and evaluation expenditure Temporary difference Off-set of deferred tax assets Net deferred tax liability recognised d) Unrecognised deferred tax assets arising on timing Tax losses Temporary differences Expenses taken into equity Off-set of deferred tax liabilities Net deferred tax assets not brought to account 2,356,407 2,444,000 31,778 57,817 2,388,185 2,501,817 (2,388,185) (2,501,817) - - 37,523,672 37,151,988 1,874,302 122,410 1,970,830 164,863 39,520,384 39,287,681 (2,388,185) (2,501,817) 37,132,199 36,785,864 No deferred tax assets have been recognised as it is not probable that future tax profits will be available to offset these balances. 54 Prodigy Gold Annual Report 2021 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021 NOTE 4: INCOME TAX EXPENSE cont’d Accounting Policy Income taxes 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 consolidated financial statements. Deferred income tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the reporting date 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 not brought to account unless realisation of the asset is probable. Deferred tax assets in relation to tax losses are not brought to account unless it is probable that the benefit will be utilised. Current tax assets and tax liabilities are offset where the entity has a legally enforceable right to offset and intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously. 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. Tax consolidation legislation Prodigy Gold NL and its wholly-owned Australian controlled entities have implemented the tax consolidation legislation. The Parent Entity, Prodigy Gold NL, and the controlled entities in the tax consolidated group account for their own current and deferred tax amounts. These tax amounts are measured as if each entity in the tax consolidated group continues to be a stand-alone taxpayer in its own right. Accounting estimates and judgements Income taxes The Group is subject to income taxes in Australia. There are many transactions and calculations undertaken during the ordinary course of business for which the ultimate tax determination is uncertain. The Group estimates its tax liabilities based on the Group’s understanding of the tax law. Where the final tax outcome of these matters is different from the amounts that were initially recorded, such differences will impact the current and deferred tax provisions in the period in which such determination is made. NOTE 5: CASH AND CASH EQUIVALENTS Cash at bank and in hand Short-term bank deposits Consolidated 2021 $ 2020 $ 2,257,884 4,000,000 6,257,884 1,399,944 9,300,000 10,699,944 For cash flow statement presentation purposes, cash and cash equivalents includes cash on hand, deposits held at call with financial institutions, other short-term, highly liquid investments with original maturities of six months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value. 55 Prodigy Gold Annual Report 2021 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021 NOTE 6: TERM DEPOSITS AND OTHER RECEIVABLES CURRENT Other receivables (Note 6(a)) Provisions for Allowance for expected credit loss (Note 6(a)) NON-CURRENT Bond term deposit and DPIR Cash Bonds (a) Other receivables Consolidated 2021 $ 2020 $ 258,485 - 258,485 653,667 (404,802) 248,865 2,509,484 2,509,484 2,427,490 2,427,490 These amounts generally arise from transactions outside the usual operating activities of the Group and are predominantly receivables from joint venture partners for expense re-imbursements. Accounting Policy The Group measures other receivables at amortised cost, less any allowance for expected credit losses. Accounting estimates and judgements The Group’s other receivables and financial assets were subject an assessment under AASB 9 as at 30 June 2021. The assessment took into account the likelihood of an impairment event occurring in the future for Prodigy Gold’s debtors and other debtor. This assumption includes the assessment of the ability of other debtors to pay. The amounts contain some past due assets that have been provided for and a total of $0 (2020: $404,802) of likely future credit losses have been recognised for the year ended 30 June 2021. NOTE 7: EXPLORATION, EVALUATION AND DEVELOPMENT EXPENDITURE Carrying amount at the beginning of reporting period Less: Impairment expense Carrying amount at the end of reporting period Accounting Policy Consolidated 2021 $ 2020 $ 9,943,824 (368,041) 9,575,783 9,943,824 - 9,943,824 Acquired exploration and evaluation assets are carried at acquisition value less any subsequent impairment. All exploration and evaluation expenditure, subsequent to initial acquisition, is expensed until the Directors conclude that the technical feasibility and commercial viability of extracting a Mineral Resource are demonstrable and that future economic benefits are probable. In making this determination, the Directors consider the extent of exploration, the proximity to existing mine or development properties as well as the degree of confidence in the mineral resource. No amortisation is charged during the exploration and evaluation phase. Amortisation is charged upon commencement of commercial production. Exploration and evaluation assets are tested for impairment triggers annually and if there is an indicator of impairment under AASB 6 Exploration for and Evaluation of Mineral Resources, the area of interest is tested for impairment under AASB 136 Impairment of Assets. Upon establishment of commercially viable mineral resources, exploration and evaluation assets are tested for impairment. 56 Prodigy Gold Annual Report 2021 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021 NOTE 7: EXPLORATION, EVALUATION AND DEVELOPMENT EXPENDITURE cont’d Accounting estimates and judgements The Group undertook an assessment for impairment triggers of its exploration assets. Some non-core tenements were partially surrendered or are scheduled to be surrendered and accordingly impaired on a simple area basis. The balances of the exploration assets are considered to be recoverable on the basis that the Group holds rights to tenure and has undertaken, and will continue to undertake, significant exploration on the exploration assets. Following this assessment, the Group recognised an impairment charge to exploration and evaluation expenditure totaling $368,041 (2020: $-). NOTE 8: TRADE AND OTHER PAYABLES CURRENT LIABILITIES (Unsecured) Trade payables Sundry payables and accrued expenses Consolidated 2021 $ 2020 $ 532,592 37,121 569,713 526,661 156,988 683,649 Information about the Group’s exposure to liquidity risk is provided in Note 12. Accounting Policy These amounts represent unpaid liabilities for goods and services provided to the Group prior to the end of financial year and liabilities to government departments offset by government grants for COVID-19 measures. Trade and other payables are recognised initially at fair value and subsequently at amortised cost. NOTE 9: PROVISIONS NON-CURRENT Exploration and mine restoration Movement in provisions Consolidated 2021 $ 2020 $ 1,694,521 1,694,521 1,686,230 1,686,230 Movement in provisions during the current financial year, other than employee benefits, are set out below: Opening balance Additional provisions Amounts reversed Closing balance Consolidated 2021 $ 2020 $ 1,686,230 1,686,230 8,291 - - - 1,694,521 1,686,230 57 Prodigy Gold Annual Report 2021 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021 NOTE 9: PROVISIONS cont’d Accounting Policy Long-term environmental obligations are based on the Group's environmental management plans, in compliance with current environmental and regulatory requirements. Full provision is made based on the value of the estimated cost of restoring the environmental disturbance that has occurred up to the reporting date. The restoration provision relates to exploration, evaluation and development expenditure and rehabilitation relating to the mining lease. The estimated costs of rehabilitation are reviewed annually and adjusted as appropriate for changes in legislation, technology or other circumstances. Cost estimates are not reduced by the potential proceeds from the sale of assets. Accounting estimates and judgements Rehabilitation obligation The Group estimates the future rehabilitation costs of the site and exploration locations taking into consideration facts and circumstances available at statement of financial position date. A provision has been recognised for the cost to be incurred for the restoration of mine and exploration sites based on the estimated cost. The estimated cost is determined to be the equivalent to the bonds provided to the relevant government departments, reduced by restoration work completed and then increased by a correction factor. The bonds provided are calculated by the government by allocating rehabilitation cost to activities proposed in a mine management plan submitted to the department. Restoration work is completed on an ongoing basis. NOTE 10: CONTRIBUTED EQUITY (a) Ordinary Shares Details Opening balance Share placement Date Number of Shares Issue Price $ Value $ 1 July 2019 29 August 2019 480,627,606 100,000,000 176,027,723 0.12 12,000,000 Transaction costs relating to share issues Closing balance 30 June 2020 580,627,606 Share placement Transaction costs relating to share issues - - (765,655) 187,262,068 - - Closing balance 30 June 2021 580,627,606 187,262,068 Ordinary shares entitle the holder to participate in dividends and the proceeds on the winding up of the Company in proportion to the number of and amounts paid on the shares held. The fully paid ordinary shares have no par value and the Company does not have a limited amount of authorised capital. (b) Options The number of unlisted options of the Company as at 30 June 2021 is 29,850,000 (2020: 39,150,000). For further details refer to Note 15. 58 Prodigy Gold Annual Report 2021 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021 NOTE 10: CONTRIBUTED EQUITY cont’d Accounting Policy Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the proceeds. Incremental costs directly attributable to the issue of new shares or options for the acquisition of a business are not included in the cost of the acquisition as part of the purchase consideration. If the entity re-acquires its own equity instruments, for example as the result of a share buy-back, those instruments are deducted from equity and the associated shares are cancelled. No gain or loss is recognised in the profit or loss and the consideration paid including any directly attributable incremental costs (net of income taxes) is recognised directly in equity. NOTE 11: RESERVES (a) Reserves Share-based payment reserve Movements in reserves Balance at 1 July 2019 Share-based payments expired and transferred to accumulated losses Share-based payments expense (refer to Note 15) Balance at 30 June 2020 Share-based payments expired and transferred to accumulated losses1) Share-based payments expense (refer to Note 15)2) Balance at 30 June 2021 Consolidated 2021 $ 2020 $ 2,412,399 2,412,399 3,462,495 3,462,495 Share-based payment reserve $ 3,336,136 (142,659) 269,018 3,462,495 (1,195,554) 145,458 2,412,399 1) 2) During the financial year, 21,950,000 options expired and a previously recognised amount of $1,195,554 was transferred to accumulated losses During the financial year, 12,650,000 options were issued (b) Nature and purpose of share-based payment reserve The share-based payment reserve is used to recognise the fair value of options issued as consideration for services provided. These amounts are accounting accruals required under accounting standards and have not actually been paid during the year, nor do they reflect the benefit (if any) that may ultimately be received. Refer to Note 15 to the financial statements for more information on options provided as part of remuneration to the Directors, key management personnel and employees. 59 Prodigy Gold Annual Report 2021 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021 NOTE 12: FINANCIAL RISK MANAGEMENT The Group’s activities expose it to a variety of financial risks: market risk (including interest rate risk), credit risk and liquidity risk. The Group’s overall risk management program focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the financial performance of the Group. The Board of Directors has overall responsibility for the establishment and oversight of the risk management framework. Risk management is addressed within an evaluative process at Board meetings. Market Risk - Interest rate risk Interest rate risk for the Group is considered to be minimal. The Group had no material interest attracting debts at 30 June 2021 and assets are managed with a mixture of short term and at call investments. All other receivables are non-interest bearing. The Group’s exposure to interest rate risk relates primarily to the Group’s cash and cash equivalents as detailed in the table below. A sensitivity analysis has been determined based on the exposure to interest rates at reporting date with the stipulated change taking place at the beginning of the financial year and held constant throughout the reporting period. A 100 basis point increase or decrease is used when reporting interest rate risk internally to key management personnel and represents management’s assessment of the possible change in interest rates. The Group’s exposure to interest rate risk, which is the risk that a financial instrument’s value will fluctuate as a result of changes in market interest rates and the effective weighted average interest rates on classes of financial assets and financial liabilities, is as follows: Weighted Average Effective Interest Rate % Floating Interest Rate $ Fixed Interest Rate Maturing < 1 year $ 1 - 5 year $ > 5 years $ Non-Interest Bearing $ Total $ 30 June 2021 Financial Assets: Cash and bonds Receivables Total financial assets Financial Liabilities: Payables Total financial liabilities 30 June 2020 Financial Assets: Cash and bonds Receivables 0.6% 5.34% 2,257,884 4,000,000 258,485 - 2,516,369 4,000,000 - - - - 1.44% 1,399,944 9,300,000 - - Total financial assets 1,399,944 9,300,000 Financial Liabilities: Payables Total financial liabilities - - - - - - - - - - - - - - - - - - - - - - - - - - - 6,257,884 258,485 6,516,369 569,713 569,713 569,713 569,713 - 10,699,944 248,865 248,865 248,865 10,948,809 683,649 683,649 683,649 683,649 Based on the financial instruments held at 30 June 2021, should the interest rate weaken/strengthen by 100 basis points against the effective interest rate with all other variables held constant, post-tax loss for the year would have been $65,164 higher/$65,164 lower (2020: $106,999 higher/$106,999 lower). 60 Prodigy Gold Annual Report 2021 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021 NOTE 12: FINANCIAL RISK MANAGEMENT cont’d Credit Risk Credit risk is managed on a Group basis. Credit risk is a risk of financial loss if the Group’s counterparties are failing to discharge their obligation in respect to the Group’s financial instruments held in those counterparties. Credit risk mainly arises from cash, cash equivalents, deposits with banks and receivables. The Group deposits its fund only with prudent banks with the minimum rating of “A”, and the management believes they are fully recoverable from the banks when due. The Group has provided for a total of $0 (2020: $404,802) for past due receivables past due (see Note 6 for details). Credit risk further arises in relation to financial guarantees given to certain parties (see Note 14 for details). The maximum exposure to credit risk at the reporting date is the carrying amount of the financial assets as summarised in the table below. Cash at bank Bonds term deposit and DPIR bonds Receivables Liquidity Risk Consolidated 2021 $ 2020 $ 6,257,884 2,509,484 258,485 10,699,944 2,427,490 248,865 The Group has prudent liquidity risk management which includes maintaining sufficient funds to meet operational and exploration expenditure when they are due for payment, and the availability of funding through an adequate amount of committed fund sources. The Group and Parent Entity manage liquidity risk by continuously monitoring forecasts and actual cash flows. The Directors of the Group place high importance on capital raising strategies and investor relations. Strategies pursued include road shows, company presentation to fund managers and sophisticated investors and consideration of strategic partnerships. Maturities of financial liabilities < 6 months $ 6 - 12 months $ 1 - 2 years $ 2 - 5 years $ > 5 years $ Total Contractual Cash Flows $ Carrying Amount $ 30 June 2021 Non-derivatives Non-interest bearing 569,713 Interest bearing - Total non- derivatives 30 June 2020 Non-derivatives 569,713 Non-interest bearing 683,649 Interest bearing - Total non- derivatives 683,649 - - - - - - - - - - - - - - - - - - - - - - - - 569,713 569,713 - - 569,713 569,713 683,649 683,649 - - 683,649 683,649 61 Prodigy Gold Annual Report 2021 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2021 NOTE 12: FINANCIAL RISK MANAGEMENT cont’d The table above analyses the Group’s and the Parent Entity’s financial liabilities into relevant maturity periods based on the remaining period at balance date to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows. NOTE 13: AUDITOR’S REMUNERATION a) Audit services BDO Total remuneration of audit services b) Non-audit services BDO – Tax compliance services Total remuneration of non-audit services NOTE 14: CONTINGENCIES Environmental Consolidated 2021 $ 2020 $ 37,177 37,177 16,683 16,683 32,490 32,490 19,593 19,593 The Group provides for all known environmental liabilities. While the Directors believe that, based upon current information, its current provisions for the environmental rehabilitation are adequate, there can be no assurance that material new provisions will not be required as a result of new information or regulatory requirements with respect to known sites or identification of new remedial obligations at other sites. Bank guarantees totaling $2,275,504 (2020: $2,275,504) have been provided. Term deposits of $2,275,504 (2020: $2,275,504) and a cash deposit of $128,894 (2020: 46,900) with the Department of Primary Industry and Resources secure these guarantees. Per Note 9 a restoration provision of $1,694,521 (2020: $1,686,230) has been recognised for all known required restoration costs. NOTE 15: SHARE-BASED PAYMENTS Zero exercise price options (“Zepos”) During the reporting period ended 30 June 2021, the Group granted 1,050,000 Zepos as an equity incentive to employees which were issued on 1 July 2020 and 400,000 Zepos to Matt Briggs, which were issued on 2 November 2020 following approval by shareholders at the AGM. The final number of these Zepos vesting is subject to KPI’s and Company performance criteria (Zepos Type 1). The Group granted and additional 200,000 Zepos as an equity incentive to an employee which were issued on 3 May 2021 subject to continuity of employment criteria (Zepos Type 2). The performance conditions attached to the Zepos Type 1 means the achievement of KPIs, comprising the discovery and definition of a substantial new deposit of >1Moz JORC Resource, category inferred or better, within an optimised design and having an average cost of production of DEUTSCHE BALATON AKTIENGESELLSCHAFT *MR THOMAS DAVID MCKEITH 19. MR GORDON CHAN 20. ROXI PTY LIMITED * Denotes merged holders 2. Company Secretary The name of the Company Secretary is Ms Jutta Zimmermann. 3. Registered and Principal Place of Business Prodigy Gold NL Level 1, 141 Broadway NEDLANDS WA 6009 Phone: +61 8 9423 9777 Fax: +61 8 9423 9733 4. Register of Securities Registers of securities are held at the following address: Automic Group Level 2, 267 St Georges Terrace PERTH WA 6000 77 Prodigy Gold Annual Report 2021 ADDITIONAL INFORMATION FOR LISTED PUBLIC COMPANIES 5. Stock Exchange Listing Quotation has been granted for all the ordinary shares of the Company on all Member Exchanges of the Australian Securities Exchange Limited. 6. Unquoted Securities As at 23 August 2021, the Company has 26,050,000 unlisted options, which were issued to a total of 9 holders under the terms and conditions of the Company’s Employee Share Option Plan. Option Holders > 5% of options on issue Number of Unlisted Options % Held of Unlisted Options Matthew Briggs Thomas McKeith Brett Smith Jutta Zimmermann Ed Keys Mike Stirzaker Pacific Road Capital Management 7. On-Market Buy Back The Company does not have a current on-market buy back. 8,650,000 7,000,000 3,000,000 2,350,000 1,500,000 1,500,000 1,500,000 33.21% 26.87% 11.52% 9.02% 5.76% 5.76% 5.76% 78 Prodigy Gold Annual Report 2021 Level 1, 141 Broadway, Nedlands WA 6009 www.prodigygold.com.au
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