Annual
Report
2022
“Our goal is to become one of,
if not the largest, producers of
purified spherical graphite globally.”
Our business
Renascor is powering the clean energy transition through
the development in Australia of its Siviour Graphite and
Battery Anode Material Project in South Australia.
South AustraliaSouth Australia Our location
South Australia is a Tier-1 jurisdiction with low sovereign
risk and a robust and transparent regulatory framework.
We plan to develop a vertically integrated operation within
South Australia consisting of a mining operation on the
Eyre Peninsula and a downstream manufacturing facility north
of Adelaide where we will produce 100% Australian-made
Purified Spherical Graphite (PSG) via an eco-friendly
purification process for use in Li-ion battery anodes.
Port Augusta
Kimba
Whyalla
Port
Pirie
Yadnarie
Cowell
Cleve
Arno Bay
Siviour Mine and
Concentrator
Port Lincoln
0
50
100 km
South Australia
Siviour
Port Adelaide
Renascor tenements
Power (transmission line)
Townships
Major roads
Railway
Siviour Battery
Anode Material Plant
Port Adelaide
Adelaide
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South AustraliaSouth Australia
Our benefits
The Siviour Graphite Deposit is a world class resource,
capable of producing high quality, low-cost Graphite
Concentrates. We intend to take advantage of our favourable
location in Australia, a modern industrial jurisdiction, and
leverage off the low cost mining operation by adding
a secondary state-of-the-art processing operation to become
a leading provider of PSG for direct use in lithium-ion
battery anodes, offering mine to market supply chain security.
“Socially responsible investing
aims to better mitigate risks and help
shape a more sustainable world.”
4
Strong Environment, Social and
Governance (ESG) credentials
South Australia is a Tier-1 jurisdiction with low sovereign
risk and a robust and transparent regulatory framework.
Renascor’s purification process is eco-friendly, avoiding the
use of Hydrofluoric (“HF”) acid, offering a cleaner HF-free
alternative to the prevailing process used in China.
By vertically integrating the mine and downstream
processing operation in South Australia, Renascor optimises
the use of local resources to lessen costly and inefficient
transport of raw materials for intermediate processing and
ensures strong ESG oversight of the entire supply chain.
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100%Australian-made
Renascor Resources Limited
ABN 90 135 531 341
Competent Persons Statement
The information in this document that relates to exploration activities and exploration results is based
on information compiled and reviewed by Mr G.W. McConachy who is a Fellow of the Australasian
Institute of Mining and Metallurgy. Mr McConachy is a director of the Company. Mr McConachy has
sufficient experience relevant to the style of mineralisation and type of deposits being considered to
qualify as a Competent Person as defined by the 2012 Edition of the Australasian Code for Reporting of
Exploration Results, Mineral Resources and Ore Reserves (the JORC Code, 2012 Edition). Mr McConachy
consents to the inclusion in the report of the matters based on the reviewed information in the form
and context in which it appears.
The information in this document that relates to Mineral Resources is based upon information
compiled by Mrs Christine Standing who is a Member of the Australasian Institute of Mining and
a Member of the Australian Institute of Geoscientists. Mrs Standing is an employee of Optiro Pty
Ltd and has sufficient experience relevant to the style of mineralisation, the type of deposit under
consideration and to the activity undertaken to qualify as a Competent Person as defined in the
2012 edition of the Australasian Code for Reporting of Exploration Results, Mineral Resources and
Ore Reserves. Mrs Standing consents to the inclusion in the report of a summary based upon her
information in the form and context in which it appears.
The information in this document that relates to Ore Reserves is based on information complied and
reviewed by Mr Ben Brown, who is a Member of the Australasian Institute of Mining and Metallurgy.
Mr Brown is an employee of Optima Consulting and Contracting Pty Ltd and a consultant to the
Company. Mr Brown has sufficient experience relevant to the type of deposit under consideration to
qualify as a Competent Person as defined by the 2012 Edition of the Australasian Code for Reporting
of Exploration Results, Mineral Resources and Ore Reserves (the JORC Code, 2012 Edition). Mr Brown
consents to the inclusion in the report of the matters based on the reviewed information in the form
and context in which it appears.
6
Contents
Chairman’s letter
Directors’ report
Auditor’s independence declaration
Statement of profit or loss and other comprehensive income
Statement of financial position
Statement of changes in equity
Statement of cash flows
Notes to the financial statements
Directors’ declaration
8
10
24
25
26
27
28
29
54
Independent auditor’s report to the members of Renascor Resources Limited 55
Shareholder’s information
Corporate directory
General information
59
inside back cover
The financial statements cover Renascor Resources Limited as a Group consisting of
Renascor Resources Limited and the entities it controlled at the end of, or during, the
year. The financial statements are presented in Australian dollars, which is Renascor
Resources Limited’s functional and presentation currency.
Renascor Resources Limited is a listed public company limited by shares, incorporated
and domiciled in Australia. Its registered office and principal place of business is:
36 North Terrace
Kent Town SA 5067
Phone: + 61 8 8363 6989
Email: info@renascor.com.au
Website: www.renascor.com.au
A description of the nature of the Group’s operations and its principal activities are
included in the directors’ report, which is not part of the financial statements.
The financial statements were authorised for issue, in accordance with a resolution of
directors, on 30 September 2022. The directors have the power to amend and reissue
the financial statements.
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From the Chairman
Dear Shareholder,
I am very pleased to present
Renascor’s Annual Report for
the year ending 30 June 2022.
In the past year, we have
made material strides toward
becoming a significant clean
energy provider through our
flagship Siviour Battery Anode
Material (BAM) Project in
South Australia.
•
8
We achieved several breakthroughs
that confirm that the Siviour Project
is among the most competitive
graphite developments globally
and offers leading ESG credentials
underpinned by our commitment
to maintaining high environmental
standards in supplying ethically-
sourced, 100% Australian-made
Purified Spherical Graphite (PSG)
for the growing lithium-ion battery
anode sector.
Key achievements have included:
Conditional $185 million loan.
•
We made major progress towards
financing the development of
Siviour with the announcement
by the Australian Government,
through Export Finance Australia,
of a conditional loan facility
of A$185million. The project-
enabling loan facility, which was
approved under the Australian
Government’s A$2 billion Critical
Minerals Facility, is a significant
and tangible endorsement of the
unique opportunity of the Siviour
Project to develop a world class,
globally competitive downstream
processing capability in a critical
mineral that is fundamental to the
development of the electric vehicle
revolution.
Offtake
During the year, we continued
to make progress toward
achieving offtake agreements
with leading lithium-ion battery
anode companies, with the
announcement of a non-binding
agreement with leading South
Korean conglomerate POSCO.
Together with other non-binding
agreements with Chinese anode
companies, Minguang New
Material and Zeto, and Japan-
based global trading company,
Hanwa Co Ltd., we have now
announced non-binding offtake
agreements for the sale of up
to 60,000 tonnes of PSG from
Siviour.
Optimised Battery Anode Material
Study
•
•
During the year, we commenced
an optimised BAM Study
that builds upon our previous
feasibility studies. As of result of
increasing demand for PSG from
both existing MOU partners and
other leading anode and battery
companies, the optimised study
is assessing an increase in PSG
production capacity beyond
the previously proposed rate
of 28,000tpa PSG, as well as
additional staged expansions of
PSG operations in order to meet
projected demand.
Expansion Mineral Resource
We have taken steps to build upon
the Siviour Mineral Resource.
Infill drilling undertaken during
the year resulted in a 17% increase
in the Indicated Resource and a
14% increase in the Measured
+ Indicated Resource. The
results are expected to support
an improved pit design, mining
schedule and Ore Reserve to be
incorporated into the optimised
BAM Study. We have also looked
to secure the long-life of the
Siviour Project by entering into an
access and option agreement that
will permit us to explore in, and
potentially purchase the land over,
an area that includes the north-
western extension of the Siviour
Inferred Resource and other areas
immediately along-strike of the
existing Mineral Resource.
From the Chairman
David Christensen, Manager Director – presenting at the SAEMC conference.
•
Downstream site
We recently secured a strategically
positioned and scalable site in
Bolivar, South Australia for our
proposed BAM facility. The
site, secured through a 40-year
option-to-lease agreement with
South Australian Government-
owned utility SA Water, will
permit us to leverage off the
high quality of the Siviour
Resource by vertically integrating
the mine and concentrator with
a state-of-the-art BAM facility
in the first integrated graphite
mine and PSG production facility
outside of China.
The advances achieved during
the year have put Renascor in a
strong position to benefit from the
strengthening lithium ion battery
market, as we look to complete
our final regulatory and technical
programs and move closer to a final
investment decision on Siviour.
The strength of Renascor’s position
is thanks to the hard work,
commitment and dedication of our
small but highly motivated team, led
by our Managing Director David
Christensen.
I would like to thank everyone
who has contributed to this pivotal
year for the company – my fellow
Directors, our senior management
team, consultants and advisers and,
most importantly, our shareholders.
The coming year looks set to be
another transformational period
for Renascor and look forward to
continuing to build this underlying
value of the company for all
stakeholders.
Your sincerely,
Richard (Dick) Keevers,
Chairman
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Directors’ report
10
The directors present their
report, together with the
financial statements, on the
consolidated entity (referred
to hereafter as the ‘Group’)
consisting of Renascor
Resources Limited (referred to
hereafter as the ‘Company’ or
‘parent entity’) and the entities
it controlled at the end of, or
during, the year ended 30 June
2022.
Dividends
There were no dividends paid,
recommended or declared during the
current or previous financial year.
Review of operations
Company overview
Renascor Resources Limited
(Renascor) is an ASX-listed,
Australian-based company focused
on the development of economically
viable deposits containing graphite,
gold, copper and other minerals.
Siviour Graphite Project
Renascor’s activities during the past
financial year were primarily directed
at developing the Siviour Graphite
Project (Siviour).
Other projects
In addition to its activities at the
Siviour Graphite Project, Renascor
has maintained a strong exploration
portfolio, identifying and maintaining
a strong pipeline of targets for
development of gold, copper, cobalt,
rare earths, kaolin and other mineral
assets.
Corporate and financial
For the year ended 30 June 2022 the
loss for the Group after providing for
income tax amounted to $1,496,642
(2021: $877,230).
To support the Group’s exploration
activities and developing the Siviour
Graphite Project, the Company raised
$62,698,102 (after capital raising
costs) via placements to institutional,
professional and sophisticated
investors.
Significant changes in the state of
affairs
Beyond capital raising activities,
there were no significant changes
in the state of affairs of the Group
during the financial year.
Matters subsequent to the end of
the financial year
On 6 July 2022 the Company
announced the results of recent
drill assays from Renascor’s Siviour
Graphite Deposit. The drill results
will be incorporated into a revised
pit design and mining schedule as
part of Renascor’s optimised Battery
Anode Material Study (BAM Study)
with the potential to reduce mining
costs and increase the volume of
graphic ore mined. The results will
also permit the calculation of revised
Mineral Resource Estimate, expected
to be completed by the end of
September 2022.
On 12 July 2022 the Company
announced that it had entered into
an access and option agreement
that will permit it to explore in,
and potentially purchase land over
an area that includes the north-
western extension of the Siviour
Inferred Resource and other areas
immediately along-strike of the
existing Mineral Resource.
On 3 September 2022 6,000,000
performance rights lapsed.
Additional information regarding the
performance rights can be found in
note 30 Share based payments.
Directors’ report
Climate change
The Group recognises the growing
interest of our stakeholders in
relation to the potential risks and
opportunities posed to our business,
and the broader sector, in response
to climate change and the anticipated
global transition towards a lower
carbon economy.
Key climate-related risks and
opportunities relevant to our
business include:
•
Communities and society expect
a response from companies
in relation to climate change,
inaction could potentially lead
to resistance or blockage of
the project if there is a lack
of strategy from the Group’s
transition to a lower carbon
economy.
•
Current and potential future
investors are increasingly focused
on ESG aspects of projects giving
rise to possible financial and
reputational risk.
• We believe this transition into
a lower carbon economy gives
rise to opportunities for projects
like our Battery Anode Material
Project that promote the use of
clean energy.
• The physical impacts of climate
change including changes to
weather patterns have the
potential to impact upon
operations.
On 20 September 2022 the
Company announce that it had
executed an option-to-lease for the
site of its proposed state-of-the-art
Battery Anode Material facility to
produce purified spherical graphite
(PSG). The option agreement with
South Australian Government-owned
utility SA Water provides Renascor
with initial lease options for 40 years
over the site north of Adelaide in
Bolivar, South Australia. The site is
about 20km from South Australia’s
main shipping port at Port Adelaide
and is close to SA Water’s Bolivar
water treatment and industrial
facilities. The site is 20 hectares,
providing sufficient scale to permit
both an increase to the originally
planned Stage 1 PSG production
capacity, as well as additional Stage 2
PSG production capacity.
No other matter or circumstance
has arisen since 30 June 2022 that
has significantly affected, or may
significantly affect the Group’s
operations, the results of those
operations, or the Group’s state of
affairs in future financial years.
Likely developments and expected
results of operations
The Company will continue activities
in the exploration, evaluation,
development and acquisition of
viable projects with the objective of
establishing a significant production
business.
Environmental regulation and
performance
The directors have put in place
strategies and procedures to
ensure that the Group manages its
compliance with environmental
regulations. The directors are
not aware of any breaches of any
applicable environmental regulations.
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Directors’ report
Information on Directors
David Christensen
Managing Director
Richard (Dick) Keevers
Non-Executive Chairman
Experience and expertise:
Experience and expertise:
David Christensen is an experienced
mining executive, with successful
experience managing exploration,
mining and marketing operations.
Prior to founding the Company, David
served as Chief Executive Officer of
Adelaide‑based companies, Heathgate
Resources Pty Ltd and Quasar Resource
Pty Ltd. David’s experience also
includes serving as President of Nuclear
Fuels Corporation, a trading and
marketing company. David commenced
his career as an attorney in California
and London offices of international
law firm Latham & Watkins, where
he advised on corporate finance and
mergers and acquisitions. David was
educated at Cornell University (BA,
Economics and Classical Civilizations),
the University of California, Los Angeles
(JD) and the Universitá di Bologna
(Fulbright Fellow).
Dick Keevers’ experience includes
advancing multiple producing mines
from discovery phase through
development, including the Telfer
gold and copper mine, the Phosphate
Hill phosphate mine and the Baal
Gammon copper mine. Dick also
was a substantial shareholder of and
served as an executive director for
Pembroke Josephson Wright Limited,
an Australian share brokerage firm.
Dick has served on boards of several
ASX‑ listed resource and industrial
companies, and he is currently a non‑
executive director of Santana Minerals
Limited. Prior to joining the Renascor
board, Dick served as chairman of
unlisted Eyre Peninsula Minerals
Proprietary Limited (EPM) when EPM
discovered the Siviour graphite deposit.
Other current directorships: Santana
Minerals Limited
Other current directorships: None
Former directorships (last 3 years): None
Former directorships (last 3 years): None
Interests in shares: 31,054,546
Interests in options: 250,000
Interests in performance rights:
6,000,000
Interests in shares: 49,193,324
Interests in options: 500,000
12
Directors’ report
Information on Directors
‘Other current directorships’ quoted
above are current held in the last 3
years for listed entities only
and excludes directorships of all
other types of entities, unless
otherwise stated.
‘Former directorships (last 3 years)’
quoted above are directorships
held in the last 3 years for
listed entities only and excludes
directorships of all other types of
entities, unless otherwise stated.
Stephen Bizzell
Non-Executive Director
Geoffrey McConachy
Non-Executive Director
Experience and expertise:
Experience and expertise:
Stephen Bizzell is Chairman of
boutique corporate advisory and
funds management group Bizzell
Capital Partners. He has over 25
years corporate finance and public
company management experience in
the resources sector in Australia and
Canada. Stephen was previously an
Executive Director of Arrow Energy
from 1999 until its acquisition in 2010
by Royal Dutch Shell and PetroChina for
$3.5 billion. Stephen was instrumental
in Arrow’s corporate and commercial
success and its growth from a junior
explorer to a large integrated energy
company. Stephen spent his early
career in the corporate finance division
of Ernst & Young and the tax division
of Cooper & Lybrand and qualified
as a Chartered Accountant. He is
also a former director of Queensland
Treasury Corporation.
Other current directorships: Laneway
Resources Limited, Armour Energy
Limited, Strike Energy Limited,
Maas Group Holdings Limited and
Challenger Energy Group Plc.
Former directorships (last 3 years):
Stanmore Coal Limited (2009 to 2020)
Interests in shares: 49,122,383
Geoffrey McConachy is an
accomplished geologist with over thirty
years of Australian and international
experience in the mining industry
assessing a wide range of commodities.
Prior to joining the Company, Geoffrey
worked for Heathgate Resources Pty
Ltd and Quasar Resources Pty Ltd,
where his roles included Managing
Director, Exploration. While at
Heathgate and Quasar, Geoffrey led the
exploration and development team in
the discovery, definition and evaluation
of four uranium deposits including the
Four Mile deposit, for which he was
co‑honoured with the Prospector of
the Year award from the Australian
Association of Mining & Exploration
Companies. His experience includes
instrumental roles in the discovery of
the Fosterville gold deposit in Victoria
and the Potosi base metal deposit in
New South Wales. Geoffrey is a fellow
of the Australasian Institute of Mining
and Metallurgy and a former Director
of the Uranium Information Centre.
Other current directorships: None
Former directorships (last 3 years): None
Interests in shares: 10,381,385
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Directors’ report
Company secretaries
Jon Colquhoun
Pierre van der Merwe
Jon is an experienced accountant with
a broad financial and commercial
background across a range of
industries assisting with CFO and
company secretary roles for large
private and listed companies. Mr
Colquhoun holds a Bachelor of
Commerce from the University of
Adelaide, is a Registered Company
Auditor and a member of Chartered
Accountants Australia and New
Zealand.
Pierre is an accountant of more than
30 years’ experience with extensive
knowledge in the provision of
corporate secretarial and accounting
services to ASX listed companies.
He also has experience as CFO and
was a Partner from 2004 to 2016
in HLB Mann Judd, an Australasian
and International accountancy and
business advisory group. During this
time, he headed the Corporate Team
in Adelaide which provides corporate
secretarial and accounting services to a
host of ASX listed companies in various
industries, specialising in exploration
and mining entities.
Pierre was company secretary of
the following ASX listed companies,
amongst others:
•
Bondi Mining Ltd (ASX ‘BOM’) which
changed it’s name to World Titanium
Resources Ltd
•
•
Papyrus Australia Ltd (ASX ‘PPY’)
Terramin Australia Ltd (ASX
‘TZN’) during its transition from
exploration to mining at its
Strathalbyn site.
14
Directors’ Report 30 June 2022
Meetings of directors
The number of meetings of the
Company’s Board of Directors
(‘the Board’) held during the year
ended 30 June 2022, and the
number of meetings attended by
each director were:
Full Board
Audit & Risk
Committee
Attended Held
Attended Held
Richard Keevers
David Christensen
Geoffrey McConachy
Stephen Bizzell
7
7
7
7
7
7
7
7
2
-
2
2
2
-
2
2
Held: represents the number of meetings held during
the time the director held office.
Remuneration report (audited)
The remuneration report details
the key management personnel
remuneration arrangements for
the Group, in accordance with the
requirements of the Corporations Act
2001 and its Regulations.
Key management personnel are
those persons having authority and
responsibility for planning, directing
and controlling the activities of
the entity, directly or indirectly,
including all directors.
The remuneration report is set out
under the following main headings:
• Principles used to determine
the nature and amount of
remuneration
• Details of remuneration
• Service agreements
• Share-based compensation
• Additional information
• Additional disclosures relating to
key management personnel.
Principles used to determine the nature
and amount of remuneration
The objective of the Group’s
executive reward framework is to
ensure reward for performance is
competitive and appropriate for the
results delivered. The framework
aligns executive reward with the
achievement of strategic objectives
and the creation of value for
shareholders, and it is considered to
conform to the market best practice
for the delivery of reward. The Board
of Directors (‘the Board’) ensures
that executive reward satisfies the
following key criteria for good
reward governance practices:
• competitiveness and
reasonableness
• acceptability to shareholders
• performance linkage / alignment
of executive compensation
• transparency.
The Board carried out the functions
of the Nomination and Remuneration
Committee and is responsible
for determining and reviewing
remuneration arrangements for
its directors and executives. The
performance of the Group depends
on the quality of its directors and
executives. The remuneration
philosophy is to attract, motivate and
retain high performance and high
quality personnel.
The Board is responsible for
managing:
• non-executive director fees;
• executive remuneration (directors
and other executives); and
• the over-arching executive
remuneration framework and
incentive plan policies.
Their objective is to ensure that
remuneration policies and structures
are fair and competitive and aligned
with the long-term interests of the
Group.
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Relationship between remuneration
and Group performance:
During the financial year, the Group
has generated losses as its principal
activity was developing the Siviour
Graphite Project and exploration
for graphite, copper, gold and other
minerals within South Australia. As
the Group is still in the development,
exploration and evaluation stage, the
link between remuneration, Group
performance and shareholder wealth
is sometimes tenuous. Share prices
are subject to the influence of metals
prices, market sentiment towards the
sector and the global economy and
as such increases or decreases may
occur quite independent of executive
performance or remuneration.
In accordance with best practice
corporate governance, the structure
of non-executive director and
executive director remuneration is
separate.
Non-executive directors remuneration
Fees and payments to non-executive
directors reflect the demands
and responsibilities of their role.
Non-executive directors’ fees and
payments are reviewed periodically
by the Board. The chairman’s fees
are determined independently to the
fees of other non-executive directors
based on comparative roles in the
external market. The chairman
is not present at any discussions
relating to the determination of his
own remuneration. Non-executive
directors do not receive any
performance-based pay.
ASX listing rules require the
aggregate non-executive directors’
remuneration be determined
periodically by a general meeting.
The most recent determination was
at the Annual General Meeting held
on the 30th of November 2021,
where the shareholders approved
a maximum annual aggregate
remuneration of $750,000
Retirement allowances for non-executive
directors
In line with guidance from the
ASX Corporate Governance
Council on non-executive director’s
remuneration, no retirement
allowances are provided for non-
executive directors. Superannuation
contributions required under the
Australian superannuation guarantee
legislation continue to be made as
required and are deducted from the
directors’ overall fee entitlements.
Executive remuneration
The objective of the Group’s
executive reward framework is to
ensure reward for performance
is competitive and appropriate
for the results delivered. The
framework aligns executive reward
with achievement of strategic
objectives and the creation of value
for shareholders, and conforms
to market practice for delivery
of reward. The Board ensures
that executive reward satisfies the
following key criteria for good
reward governance practices:
• competitiveness and
reasonableness;
• acceptability to shareholders;
• performance linkage/alignment of
executive compensation;
• transparency; and
• capital management.
The Group has structured an
executive remuneration framework
that is market competitive and
complementary to the reward
strategy of the organisation.
Alignment to shareholders’ interests:
• has economic profit as a core
component of plan design;
• focuses on sustained growth in
shareholder wealth;
• delivering constant return on
assets as well as focusing the
executive on key non-financial
drivers of value; and
• attracts and retains high calibre
executives.
Alignment to program participants’
interests:
• rewards capability and
experience;
• reflects competitive reward
for contribution to growth in
shareholder wealth;
• provides a clear structure for
earning rewards; and
• provides recognition for
contribution.
The framework provides a mix of
fixed and long-term incentives.
The Board carried out the
functions of the Remuneration
and Nominations Committees
and is responsible for reviewing
and negotiating compensation
arrangements of senior executives. It
assesses the appropriateness of the
nature and amount of remuneration
of such officers on a periodic basis
by relevant employment market
conditions with the overall objective
of ensuring maximum stakeholder
benefit from the retention of a high
quality board and executive team.
The board manages remuneration
and incentive policies and practices
and remuneration packages and other
terms of employment for executive
directors, other senior executives and
non-executive directors.
16
Directors’ Report 30 June 2022
The Board ensures that executive
reward satisfies the following key
criteria for good reward governance
practices:
the “additional information” section
below for details of the earnings and
total shareholders return for the last
five years.
The Nomination and Remuneration
Committee is of the opinion that
the results can be attributed in part
to the adoption of performance
based compensation and is satisfied
that this improvement will continue
to increase shareholder wealth if
maintained over the coming years.
Voting and comments made at the
Company’s 30 November 2021
Annual General Meeting (‘AGM’)
At the 30 November 2021 AGM,
97.86% of the votes received
supported the adoption of the
remuneration report for the year
ended 30 June 2021. The Company
did not receive any specific
feedback at the AGM regarding its
remuneration practices.
• base pay and benefits, including
superannuation;
• short-term performance
incentives through a cash bonus
may be determined by the Board;
and
• long-term incentives through
the issue of share options and
performance rights.
The combination of these comprises
the executive’s total remuneration.
Base pay and benefits
Base pay and benefits are structured
as a total employment cost package
which may be delivered as a
combination of cash and prescribed
non-financial benefits, at the
executive’s discretion and subject to
board approval.
Executives are offered a competitive
base pay that comprises the fixed
component of pay and rewards to
ensure base pay is set to reflect
the market for a comparable role.
Base pay for executives is reviewed
periodically to ensure the executive’s
pay is competitive with the market.
There is no guaranteed base pay
increase included in any of the
executives’ contracts.
Consolidated entity performance and link
to remuneration
Remuneration for certain individuals
is directly linked to the performance
of the Group. A portion of any cash
bonus and incentive payments are at
the discretion of the Nomination and
Remuneration Committee. Refer to
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Details of remuneration
Amounts of remuneration
Details of the remuneration of key management personnel of the Group are set out in the following tables.
Short-term benefits
Post-employment Long-term
benefits
benefits
Share-based payment
Cash salary
Non-
and fees Cash bonus monetary Superannuation
$
$
$
$
Long service Performance NEDSP &
rights director’s
$ shares $
leave
$
Total
$
69,000
92,672
69,000
‑
‑
‑
‑
‑
‑
‑
9,267
‑
‑
‑
‑
‑
‑
‑
‑
‑
‑
69,000
101,939
69,000
2022
Non-Executive Directors:
Stephen Bizzell*
Richard Keevers**
Geoffrey McConachy*
Executive Director:
David Christensen***
382,385
82,000
10,482
23,568
38,122
(108,000)
15,360
443,917
613,057
82,000
10,482
32,835
38,122
(108,000)
15,360
683,856
*
From 1 January 2022 the non-executive directors fees are $98,000 per annum, including committee fees.
** From 1 January 2022 the Chair fees are $140,000 per annum.
*** Short term benefits paid to Mr Christensen includes $35,768 in annual leave entitlements paid during the year. Mr Christensen also accrued
$38,122 in unpaid long service leave entitlements during the year. A revaluation of Mr Christensen’s performance rights was recognised during
the year as the performance rights are not expected to vest. A credit of $108,000 was recognised to employee share based payments.
Short-term benefits
Post-employment Long-term
benefits
benefits
Share-based payment
Cash salary
Non-
and fees Cash bonus monetary Superannuation
$
$
$
$
Long service Performance NEDSP &
rights director’s
$ shares $
leave
$
Total
$
2021
Non-Executive Directors:
Stephen Bizzell*
Richard Keevers*
Geoffrey McConachy*
Executive Director:
38,000
46,576
38,000
David Christensen**
296,880
Other Key Management Personnel:
Pierre van der Merwe***
120,123
539,579
‑
‑
‑
‑
‑
-
‑
‑
‑
‑
4,945
‑
‑
‑
‑
‑
‑
‑
4,800
42,800
5,479
57,000
4,000
42,000
10,963
21,694
7,540
13,666
21,120
371,863
‑
‑
‑
‑
‑
120,123
10,963
26,639
7,540
13,666
35,399
633,786
*
**
From 1 April 2020 the Non- Executive directors agreed to a 20% reduction in their directors fees to support the Company through the economic
uncertainty caused by the COVID-19 pandemic the Non-Executive directors fees where reinstated to 100% on 1 October 2020.
Short term benefits paid to Mr Christensen includes $30,000 in annual leave entitlements paid during the year. Mr Christensen also accrued
$7,540 in unpaid long service leave entitlements during the year.
*** From 1 April 2020 Mr van der Merwe agreed to a 17% reduction in his Company Secretarial and CFO fees to support the Company through the
economic uncertainty caused by the COVID-19 pandemic Mr van der Merwe fees were reinstated to 100% on 1 October 2020.
18
Directors’ Report 30 June 2022
The proportion of remuneration linked to performance and the fixed proportion are as follows:
Name
Non-Executive Directors:
Stephen Bizzell
Richard Keevers
Geoffrey McConachy
Executive Director:
David Christensen* **
Fixed remuneration
At risk - STI
At risk - LTI
2022
2021
2022
2021
2022
2021
100%
100%
100%
100%
100%
100%
‑
‑
-
83%
99%
17%
‑
‑
-
‑
‑
‑
-
‑
‑
‑
-
1%
*
**
During the year ended 30 June 2019 shareholders granted approval for the issue of performance rights to Mr David Christensen. Further
information pertaining to the Performance Rights can be found in Note 31. “Share Based Payments”. The total value of performance-related
share based bonuses paid to key management personnel and executives during the year was $Nil (2021: $13,666).
During the year ended 30 June 2022 the Board approved the payment of a cash bonus to Mr David Christensen as recognition of his outstanding
performance. The total value of cash bonuses paid to key management personnel and executives during the year was $82,000 (2021:$Nil).
The proportion of the cash bonus paid/payable or forfeited is as follows:
Name
Executive Director:
David Christensen
Service agreements
Cash bonus paid/payable
Cash bonus forfeited
2022
2021
2022
2021
100%
‑
‑
‑
Remuneration and other terms of employment for key management personnel are formalised in service agreements.
Details of these agreements are as follows:
David Christensen,
Managing Director
Term of agreement:
Indefinite term, subject to six-month’s notice or a termination payment of six months.
Details:
Per annum rate of $372,000, exclusive of superannuation. In addition, David is also entitled to private
health insurance.
Key management personnel have no entitlement to termination payments in the event of removal for misconduct.
Share-based compensation
Issue of shares
During the period 1 October 2020 to 30 April 2021 executive director fees totaling $15,360 were withheld by the
Company to be issued as ordinary fully paid shares. These shares were issued on 24 February 2022 after shareholder
approval was obtained. No amounts were withheld from executive director fees during the period ended 30 June 2022
(2021: $15,360).
Options
There were no options over ordinary shares issued to directors and other key management personnel as part of
compensation that were outstanding as at 30 June 2022.
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Performance rights
The terms and conditions of each grant of performance rights over ordinary shares affecting remuneration of
directors and other key management personnel in this financial year or future reporting years are as follows:
Grant date
Expiry date
Share price
hurdle for vesting
Fair value per
right at grant date
Tranche B
3 September 2018 3 September 2022
$0.00
$0.020
No performance rights over ordinary shares were granted, vested or lapsed for directors and other key management
personnel as part of compensation during the year ended 30 June 2022.
Further information regarding the Performance Rights can be found in note 30. “Share Based Payments”.
Additional information
Refer to the sections below for details of the earnings and total shareholders return for the last five years:
The earnings of the Group for the five years to 30 June 2022 are summarised below:
2022
$
2021
$
2020
$
2019
$
2018
$
(Loss) for the year attributable to owners ($)
(1,496,642)
(877,230)
(1,072,575)
(1,321,558)
(3,434,543)
Increase/(decrease) in share price (%)
121%
680%
(52%)
5%
25%
The factors that are considered to affect total shareholders return (‘TSR’) are summarised below:
Share price at financial year end (cents)
Basic earnings per share (cents per share)
2022
15.0
(0.1)
2021
6.8
(0.1)
2020
1.0
(0.1)
2019
2.1
(0.1)
2018
2.0
(0.5)
Additional disclosures relating to key management personnel
Shareholding
The number of shares in the Company held during the financial year by each director and other members of key
management personnel of the Group, including their personally related parties, is set out below:
Ordinary shares
Stephen Bizzell* **
David Christensen
Richard Keevers
Geoffrey McConachy
Balance at Performance
rights vested
the start of
& exercised
the year
Additions
Other
Balance at
the end of
the year
49,504,201
30,377,207
49,193,324
10,381,385
139,456,117
‑
‑
‑
-
‑
5,318,182
(5,700,000)
49,122,383
677,339
‑
-
‑
‑
-
31,054,546
49,193,324
10,381,385
5,995,521
(5,700,000)
139,751,638
*
The sale of 5,000,000 securities were by a superannuation fund of which the Director is one of the directors of the trustee of the
superannuation fund. The sale has been made to fund the exit entitlements of another member of the superannuation fund (not the Director)
who is exiting the fund.
** The 700,000 securities sold were to fund the exercise of 4,818,182 options.
20
Directors’ Report 30 June 2022
Option holding
The number of options over ordinary shares in the Company held during the financial year by each director and other
members of key management personnel of the Group, including their personally related parties, is set out below:
Options over ordinary shares
Stephen Bizzell
David Christensen
Richard Keevers
Performance rights holding
Balance at
the start of
the year
5,318,182
250,000
500,000
6,068,182
Acquired
Exercised
Lapsed
‑
‑
‑
‑
(5,318,182)
‑
‑
(5,318,182)
‑
‑
‑
‑
Balance at
the end of
the year
‑
250,000
500,000
750,000
The number of performance rights over ordinary shares in the Company held during the financial year by each
director and other members of key management personnel of the Group, including their personally related parties, is
set out below:
Performance rights over ordinary shares
David Christensen
Balance at
the start of
the year
6,000,000
6,000,000
Granted
Vested &
exercised
‑
‑
‑
‑
Expired/
forfeited/
other
‑
‑
Balance at
the end of
the year
6,000,000
6,000,000
Other transactions with key management personnel and their related parties
Mr G W McConachy is director of Euro Exploration Services Pty Ltd (Euro). Euro has provided the company with
exploration services, geochemical sampling services as well as the provision of geological personnel services during
the year. The services provided are based on normal commercial terms and conditions. During the financial year the
Company incurred costs of $153,019 (2021: $68,664) from Euro. An amount of $3,218 (2021: $3,214) was owing
to Euro at 30 June 2022.
Mr G W McConachy provided the company with exploration consulting services during the year. The services
provided are based on normal commercial terms and conditions. During the financial year the Company incurred
costs of $83,637 (2021: $38,399) from GW MCConachy & Co Pty Ltd. An amount of $8,400 (2021: $9,075) was
owing to GW MCConachy & Co Pty Ltd at 30 June 2022.
Mr S Bizzell is a director of Bizzell Capital Partners Pty Ltd (BCP). BCP has provided corporate advisory services
to the company in relation to its capital raisings. The services provided are based on normal commercial terms and
conditions. During the financial year the Company incurred corporate advisory fees from BCP of $9,202 (2021:
$14,630). An amount of $3,667 of director’s fees was owing to BCP at 30 June 2022 (2021: $3,667).
Mr D Christensen had incurred expenses throughout year on behalf of the company. At 30 June 2022 a
reimbursement to Mr Christensen of $6,928 was outstanding (2021: $2,184).
This concludes the remuneration report, which has been audited.
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Shares under option
Indemnity and insurance of officers
Non-audit services
At the date of this report, the
following options to acquire ordinary
shares in the Company were on
issue:
Grant date Expiry date
Exercise
Number
price under option
29/12/2020 31/12/2022
$0.02 131,128,686
No person entitled to exercise the
options had or has any right by
virtue of the option to participate in
any share issue of the Company or of
any other body corporate.
Shares under performance rights
Unissued ordinary shares of
Renascor Resources Limited under
performance rights at the date of this
report are as follows:
Grant date Expiry date
Exercise
Number
price under rights
3/09/2018
3/09/2022
$0.00
6,000,000
No person entitled to exercise the
performance rights had or has any
right by virtue of the performance
right to participate in any share issue
of the Company or of any other body
corporate.
Shares issued on the exercise of
performance rights
There were no ordinary shares of
Renascor Resources Limited issued
on the exercise of performance rights
during the year ended 30 June 2022
and up to the date of this report.
The Company has indemnified
the directors and executives of the
Company for costs incurred, in their
capacity as a director or executive,
for which they may be held
personally liable, except where there
is a lack of good faith.
During the financial year, the
Company paid a premium in respect
of a contract to insure the directors
and executives of the Company
against a liability to the extent
permitted by the Corporations Act
2001. The contract of insurance
prohibits disclosure of the nature of
the liability and the amount of the
premium.
Indemnity and insurance of auditor
The Company has not, during or
since the end of the financial year,
indemnified or agreed to indemnify
the auditor of the Company or
any related entity against a liability
incurred by the auditor.
During the financial year, the
Company has not paid a premium
in respect of a contract to insure
the auditor of the Company or any
related entity.
Proceedings 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.
Details of the amounts paid or
payable to the auditor for non-audit
services provided during the financial
year by the auditor are outlined in
note 22 to the financial statements.
The directors are satisfied that the
provision of non-audit services
during the financial year, by the
auditor (or by another person or
firm on the auditor’s behalf), is
compatible with the general standard
of independence for auditors
imposed by the Corporations Act
2001.
The directors are of the opinion that
the services as disclosed in note 21
to the financial statements do not
compromise the external auditor’s
independence requirements of the
Corporations Act 2001 for the
following reasons:
• all non-audit services have been
reviewed and approved to ensure
that they do not impact the
integrity 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 issued
by the Accounting Professional
and Ethical Standards Board,
including reviewing or auditing
the auditor’s own work, acting in
a management or decision-making
capacity for the Company, acting
as advocate for the Company or
jointly sharing economic risks and
rewards.
22
Directors’ Report 30 June 2022
Officers of the Company who are
former partners of BDO Audit Pty
Ltd
There are no officers of the Company
who are former partners of BDO
Audit Pty Ltd.
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 immediately after this
directors’ report.
Auditor
BDO Audit Pty Ltd continues in
office in accordance with section 327
of the Corporations 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
David Christensen,
Director
30 September 2022
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Auditor’s independence declaration
Tel: +61 8 7324 6000
Fax: +61 8 7324 6111
www.bdo.com.au
BDO Centre
Level 7, 420 King William Street
Adelaide SA 5000
GPO Box 2018 Adelaide SA 5001
Australia
Tel: +61 8 7324 6000
Fax: +61 8 7324 6111
www.bdo.com.au
BDO Centre
Level 7, 420 King William Street
Adelaide SA 5000
GPO Box 2018 Adelaide SA 5001
Australia
DECLARATION OF INDEPENDENCE
BY PAUL GOSNOLD
TO THE DIRECTORS OF RENASCOR RESOURCES LIMITED
As lead auditor of Renascor Resources Limited for the year ended 30 June 2022, I declare that, to the
DECLARATION OF INDEPENDENCE
best of my knowledge and belief, there have been:
BY PAUL GOSNOLD
1. No contraventions of the auditor independence requirements of the Corporations Act 2001 in
TO THE DIRECTORS OF RENASCOR RESOURCES LIMITED
relation to the audit; and
2. No contraventions of any applicable code of professional conduct in relation to the audit.
As lead auditor of Renascor Resources Limited for the year ended 30 June 2022, I declare that, to the
This declaration is in respect of Company Name and the entities it controlled during the period.
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.
Paul Gosnold
This declaration is in respect of Company Name and the entities it controlled during the period.
Director
BDO Audit Pty Ltd
Adelaide, 30 September 2022
Paul Gosnold
Director
BDO Audit Pty Ltd
Adelaide, 30 September 2022
BDO Audit Pty Ltd ABN 33 134 022 870 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 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.
24
BDO Audit Pty Ltd ABN 33 134 022 870 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 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.
Financial statements for the year ended 30 June 2022
Statement of profit or loss and other comprehensive income
Revenue
Other income
Interest revenue
Total revenue
Expenses
Administration and consulting
Depreciation and amortisation expense
Employee benefits expense
Office accommodation
Impairment of exploration expenditure
Legal fees
Other expenses
Total expenses
Loss before income tax expense
Income tax expense
Loss after income tax expense for the year
Other comprehensive income for the year, net of tax
Total comprehensive income for the year
Basic earnings per share
Diluted earnings per share
The above statement of profit or loss and other comprehensive income should be read
in conjunction with the accompanying notes
Note
Consolidated
2022
$
‑
6,093
6,093
2021
$
8,000
3,778
11,778
(575,552)
(424,832)
(4,388)
(1,823)
4
5
(454,948)
(324,364)
(30,596)
(30,596)
(198,898)
‑
(12,115)
(13,998)
6
(226,238)
(93,395)
(1,502,735)
(889,008)
(1,496,642)
(877,230)
‑
‑
(1,496,642)
(877,230)
‑
‑
(1,496,642)
(877,230)
Cents
Cents
(0.1)
(0.1)
(0.1)
(0.1)
7
17
29
29
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Statement of financial position as at 30 June 2022
Consolidated
2022
$
2021
$
Note
8
9
9
10
11
12
13
14
14
15
16
17
74,035,061
17,273,801
441,106
109,420
19,891
67,305
74,496,058
17,450,526
45,000
45,000
11,738
9,559
1,458,671
1,659,037
21,457,620
17,060,233
22,973,029
18,773,829
97,469,087
36,224,355
1,046,426
441,226
144,653
601,324
1,191,079
1,042,550
2,743
2,743
‑
‑
1,193,822
1,042,550
96,275,265
35,181,805
114,601,254
51,903,152
139,340
247,340
(18,465,329)
(16,968,687)
96,275,265
35,181,805
Assets
Current assets
Cash and cash equivalents
Other receivables
Prepayments
Total current assets
Non-current assets
Other receivables
Property, plant and equipment
Exploration and evaluation
Development asset
Total non‑current assets
Total assets
Liabilities
Current liabilities
Trade and other payables
Provisions
Total current liabilities
Non-current liabilities
Provisions
Total non‑current liabilities
Total liabilities
Net assets
Equity
Issued capital
Reserves
Accumulated losses
Total equity
The above statement of financial position should be read in conjunction with the
accompanying notes
26
Financial statements for the year ended 30 June 2022
Statement of changes in equity for the year ended 30 June 2022
Contributed
equity
Share‑based
payments
reserve
Business
combination Share option Accumulated
losses
reserve
reserve
Total equity
Consolidated
$
$
$
$
$
$
Balance at 1 July 2020
34,114,480
139,934
(1,417,790)
Loss after income tax expense for the year
Other comprehensive income for the
year, net of tax
Total comprehensive income for the year
‑
‑
‑
‑
‑
‑
Performance rights vested (note 31)
45,600
(45,600)
‑
‑
‑
‑
Transfer to accumulated losses
‑
‑
1,417,790
Transactions with owners in their capacity
as owners:
Contributions of equity, net of transaction
costs (note 15)
17,639,714
‑
Share‑based payments (note 30)
103,358
13,666
Balance at 30 June 2021
51,903,152
108,000
Consolidated
$
$
Balance at 1 July 2021
51,903,152
108,000
Loss after income tax expense for the year
Other comprehensive income for the
year, net of tax
Total comprehensive income for the year
Performance rights revalued (note 30)
Transactions with owners in their capacity
as owners:
Contributions of equity, net of
transaction costs (note 15)
Balance at 30 June 2022
‑
‑
‑
‑
‑
‑
‑
(108,000)
62,698,102
114,601,254
‑
-
‑
‑
-
$
‑
‑
‑
‑
‑
‑
-
‑
‑
‑
‑
‑
‑
‑
139,340
(14,673,667)
18,162,957
(877,230)
(877,230)
‑
‑
(877,230)
(877,230)
‑
(1,417,790)
‑
‑
‑
‑
17,639,714
256,364
139,340
(16,968,687)
35,181,805
$
$
$
139,340
(16,968,687)
35,181,805
‑
‑
‑
‑
‑
(1,496,642)
(1,496,642)
‑
‑
(1,496,642)
(1,496,642)
‑
(108,000)
‑
62,698,102
139,340
(18,465,329)
96,275,265
The above statement of changes in equity should be read in conjunction with the accompanying notes
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Statement of cash flows for the year ended 30 June 2022
Cash flows from operating activities
Payments to suppliers and employees
Receipts/(payments) of GST
Interest received
Other revenue
Consolidated
2022
$
2021
$
Note
(1,394,221)
(728,952)
414,090
(3,903)
6,093
‑
3,778
8,000
Net cash used in operating activities
28
(974,038)
(721,077)
Cash flows from investing activities
Receipts from farm‑in
Payments for property, plant and equipment
Payments for exploration and evaluation
Payments for development assets
Net cash used in investing activities
Cash flows from financing activities
Proceeds from issue of shares
Share issue transaction costs
Net cash from financing activities
Net increase in cash and cash equivalents
Cash and cash equivalents at the beginning of the financial year
50,000
50,000
(6,567)
(7,703)
(48,532)
(458,383)
(4,542,348)
(1,327,232)
(4,547,447)
(1,743,318)
15
65,913,368
19,205,735
(3,630,623)
(1,323,323)
62,282,745
17,882,412
56,761,260
15,418,017
17,273,801
1,855,784
Cash and cash equivalents at the end of the financial year
8
74,035,061
17,273,801
The above statement of cash flows should be read in conjunction with the
accompanying notes
28
Financial statements for the year ended 30 June 2022
Notes to the financial statements 30 June 2022
1. Significant accounting policies
Basis of preparation
Parent entity information
The principal accounting policies
adopted in the preparation of the
financial statements are set out
either in the respective notes or
below. These policies have been
consistently applied to all the
years presented, unless otherwise
stated.
New or amended Accounting
Standards and Interpretations
adopted
The Group has adopted all of
the new or amended Accounting
Standards and Interpretations
issued by the Australian
Accounting Standards Board
(‘AASB’) that are mandatory for
the current reporting period.
New Accounting Standards and
Interpretations not yet mandatory or
early adopted
Australian Accounting Standards
and Interpretations that have
recently been issued or amended
but are not yet mandatory, have
not been early adopted by the
Group for the annual reporting
period ended30 June 2022. The
Group has not yet assessed the
impact of these new or amended
Accounting Standards and
Interpretations.
In accordance with the
Corporations Act 2001, these
financial statements present
the results of the Group only.
Supplementary information about
the parent entity is disclosed in
note 25.
Principles of consolidation
The consolidated financial
statements incorporate the assets
and liabilities of all subsidiaries
of Renascor Resources Limited
(‘Company’ or ‘parent entity’) as
at 30 June 2022 and the results
of all subsidiaries for the year
then ended. Renascor Resources
Limited and its subsidiaries
together are referred to in
these financial statements as the
‘Group’.
Subsidiaries are all those entities
over which the Group has
control. The Group controls an
entity when the Group is exposed
to, or has rights to, variable
returns from its involvement
with the entity and has the ability
to affect those returns through
its power to direct the activities
of the entity. Subsidiaries are
fully consolidated from the date
on which control is transferred
to the Group. They are de-
consolidated from the date that
control ceases.
These general purpose financial
statements have been prepared
in accordance with Australian
Accounting Standards and
Interpretations issued by
the Australian Accounting
Standards Board (‘AASB’)
and the Corporations Act
2001, as appropriate for for-
profit oriented entities. These
financial statements also comply
with International Financial
Reporting Standards as issued
by the International Accounting
Standards Board (‘IASB’).
Historical cost convention
The financial statements have
been prepared under the
historical cost convention,
except for, where applicable,
the revaluation of available-for-
sale financial assets, financial
assets and liabilities at fair
value through profit or loss,
and equipment and derivative
financial instruments.
Critical accounting estimates
The preparation of the financial
statements requires the use
of certain critical accounting
estimates. It also requires
management to exercise its
judgement in the process of
applying the Group’s accounting
policies. The areas involving
a higher degree of judgement
or complexity, or areas where
assumptions and estimates
are significant to the financial
statements, are disclosed in
note 2.
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1. Significant accounting policies
Principles of consolidation continued
Revenue recognition
Intercompany transactions,
balances and unrealised gains
on transactions between
entities in the Group are
eliminated. Unrealised losses
are also eliminated unless the
transaction provides evidence
of the impairment of the asset
transferred. Accounting policies
of subsidiaries have been changed
where necessary to ensure
consistency with the policies
adopted by the Group.
The acquisition of subsidiaries
is accounted for using the
acquisition method of accounting.
A change in ownership interest,
without the loss of control,
is accounted for as an equity
transaction, where the difference
between the consideration
transferred and the book value of
the share of the non-controlling
interest acquired is recognised
directly in equity attributable to
the parent.
Where the Group loses control
over a subsidiary, it derecognises
the assets including goodwill,
liabilities and non-controlling
interest in the subsidiary together
with any cumulative translation
differences recognised in equity.
The Group recognises the fair
value of the consideration
received and the fair value of any
investment retained together with
any gain or loss in profit or loss.
The Group recognises revenue as
follows:
Revenue from contracts with
customers
Revenue is recognised at
an amount that reflects the
consideration to which the Group
is expected to be entitled in
exchange for transferring goods
or services to a customer. For
each contract with a customer,
the Group: identifies the contract
with a customer; identifies the
performance obligations in
the contract; determines the
transaction price which takes
into account estimates of variable
consideration and the time
value of money; allocates the
transaction price to the separate
performance obligations on the
basis of the relative stand-alone
selling price of each distinct good
or service to be delivered; and
recognises revenue when or as
each performance obligation is
satisfied in a manner that depicts
the transfer to the customer of
the goods or services promised.
Variable consideration within
the transaction price, if any,
reflects concessions provided to
the customer such as discounts,
rebates and refunds, any
potential bonuses receivable
from the customer and any
other contingent events. Such
estimates are determined using
either the ‘expected value’ or
‘most likely amount’ method.
The measurement of variable
consideration is subject to a
constraining principle whereby
revenue will only be recognised
to the extent that it is highly
probable that a significant
reversal in the amount of
cumulative revenue recognised
will not occur. The measurement
constraint continues until the
uncertainty associated with
the variable consideration is
subsequently resolved. Amounts
received that are subject to
the constraining principle are
recognised as a refund liability.
Interest
Interest revenue is recognised
as interest accrues using the
effective interest method. This
is a method of calculating the
amortised cost of a financial asset
and allocating the interest income
over the relevant period using
the effective interest rate, which
is the rate that exactly discounts
estimated future cash receipts
through the expected life of the
financial asset to the net carrying
amount of the financial asset.
Other revenue
Other revenue is recognised
when it is received or when
the right to receive payment is
established.
Income tax
The income tax expense or
benefit for the period is the
tax payable on that period’s
taxable income based on the
applicable income tax rate for
each jurisdiction, adjusted by the
changes in deferred tax assets
and liabilities attributable to
temporary differences, unused
tax losses and the adjustment
recognised for prior periods,
where applicable.
Deferred tax assets and liabilities
are recognised for temporary
differences at the tax rates
expected to be applied when the
assets are recovered or liabilities
are settled, based on those
tax rates that are enacted or
substantively enacted, except for:
30
Financial statements for the year ended 30 June 2022
1.
Significant accounting policies
continued
Income tax
• When the deferred income
tax asset or liability arises
from the initial recognition
of goodwill or an asset or
liability in a transaction that
is not a business combination
and that, at the time of the
transaction, affects neither
the accounting nor taxable
profits; or
• When the taxable temporary
difference is associated with
interests in subsidiaries,
associates or joint ventures,
and the timing of the reversal
can be controlled and it is
probable that the temporary
difference will not reverse in
the foreseeable future.
Deferred tax assets are recognised
for deductible temporary
differences and unused tax losses
only if it is probable that future
taxable amounts will be available
to utilise those temporary
differences and losses.
The carrying amount of
recognised and unrecognised
deferred tax assets are reviewed
at each reporting date. Deferred
tax assets recognised are reduced
to the extent that it is no longer
probable that future taxable
profits will be available for the
carrying amount to be recovered.
Previously unrecognised deferred
tax assets are recognised to the
extent that it is probable that
there are future taxable profits
available to recover the asset.
Deferred tax assets and liabilities
are offset only where there is a
legally enforceable right to offset
current tax assets against current
tax liabilities and deferred
tax assets against deferred tax
liabilities; and they relate to
the same taxable authority on
either the same taxable entity or
different taxable entities which
intend to settle simultaneously.
Renascor Resources Limited (the
‘head entity’) and its wholly-
owned Australian subsidiaries
have formed an income tax
consolidated group under the
tax consolidation regime. The
head entity and each subsidiary
in the tax consolidated group
continue to account for their
own current and deferred tax
amounts. The tax consolidated
group has applied the ‘separate
taxpayer within group’ approach
in determining the appropriate
amount of taxes to allocate to
members of the tax consolidated
group.
In addition to its own current
and deferred tax amounts, the
head entity also recognises the
current tax liabilities (or assets)
and the deferred tax assets
arising from unused tax losses
and unused tax credits assumed
from each subsidiary in the tax
consolidated group.
Assets or liabilities arising under
tax funding agreements with
the tax consolidated entities
are recognised as amounts
receivable from or payable
to other entities in the tax
consolidated group. The tax
funding arrangement ensures that
the intercompany charge equals
the current tax liability or benefit
of each tax consolidated group
member, resulting in neither a
contribution by the head entity to
the subsidiaries nor a distribution
by the subsidiaries to the head
entity.
R & D Tax Incentives
R&D tax incentives are
considered more akin to
government grants because
they are not conditional upon
earning taxable income and
the group accounts for any
R&D Tax incentives received as
government grants under AASB
120 Accounting for Government
Grants and Disclosure of
Government Assistance.
Current and non-current
classification
Assets and liabilities are presented
in the statement of financial
position based on current and
non-current classification.
An asset is classified as current
when: it is either expected to be
realised or intended to be sold
or consumed in the Group’s
normal operating cycle; it is
held primarily for the purpose
of trading; it is expected to be
realised within 12 months after
the reporting period; or the asset
is cash or cash equivalent unless
restricted from being exchanged
or used to settle a liability for
at least 12 months after the
reporting period. All other assets
are classified as non-current.
A liability is classified as current
when: it is either expected
to be settled in the Group’s
normal operating cycle; it is
held primarily for the purpose
of trading; it is due to be settled
within 12 months after the
reporting period; or there is
no unconditional right to defer
the settlement of the liability
for at least 12 months after
the reporting period. All other
liabilities are classified as non-
current.
Deferred tax assets and liabilities
are always classified as non-
current.
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1. Significant accounting policies
continued
Impairment of non-financial
assets
Non-financial assets are reviewed
for impairment whenever events
or changes in circumstances
indicate that the carrying amount
may not be recoverable. An
impairment loss is recognised for
the amount by which the asset’s
carrying amount exceeds its
recoverable amount.
Recoverable amount is the higher
of an asset’s fair value less costs
of disposal and value-in-use. The
value-in-use is the present value
of the estimated future cash flows
relating to the asset using a pre-
tax discount rate specific to the
asset or cash-generating unit to
which the asset belongs. Assets
that do not have independent
cash flows are grouped together
to form a cash-generating unit.
Goods and Services Tax (‘GST’)
and other similar taxes
Revenues, expenses and assets are
recognised net of the amount of
associated GST, unless the GST
incurred is not recoverable from
the tax authority. In this case it is
recognised as part of the cost of
the acquisition of the asset or as
part of the expense.
Receivables and payables are
stated inclusive of the amount of
GST receivable or payable. The
net amount of GST recoverable
from, or payable to, the tax
authority is included in other
receivables or other payables
in the statement of financial
position.
Cash flows are presented on a
gross basis. The GST components
of cash flows arising from
investing or financing activities
which are recoverable from, or
payable to the tax authority, are
presented as operating cash flows.
Commitments and contingencies
are disclosed net of the amount
of GST recoverable from, or
payable to, the tax authority.
Provisions
Provisions for legal claims are
recognised when: the Group has
a present legal or constructive
obligation as a result of past
events; it is more likely than
not that an outflow of resources
will be required to settle the
obligation; and the amount
has been reliably estimated.
Provisions are not recognised for
future operating losses.
Where there are a number
of similar obligations, the
likelihood that an outflow will
be required in settlement is
determined by considering the
class of obligations as a whole.
A provision is recognised even if
the likelihood of an outflow with
respect to any one item included
in the same class of obligations
may be small.
The Group has obligations to
restore and rehabilitate certain
areas where drilling has occurred
on exploration tenements. These
obligations are currently being
met as the drilling is completed
and as such no provision has
been recognised.
2. Critical accounting judgements,
estimates and assumptions
The preparation of the financial
statements requires management
to make judgements, estimates
and assumptions that affect
the reported amounts in the
financial statements. Management
continually evaluates its
judgements and estimates in
relation to assets, liabilities,
contingent liabilities, revenue
and expenses. Management
bases its judgements, estimates
and assumptions on historical
experience and on other various
factors, including expectations
of future events, management
believes to be reasonable under
the circumstances. The resulting
accounting judgements and
estimates will seldom equal
the related actual results.
The judgements, estimates
and assumptions that have
a significant risk of causing
a material adjustment to the
carrying amounts of assets and
liabilities (refer to the respective
notes) within the next financial
year are discussed below.
Share-based payment transactions
The Group measures the cost
of equity-settled transactions
with employees by reference
to the fair value of the equity
instruments at the date at which
they are granted. The fair value
is determined by using either
the Binomial or Black-Scholes
model taking into account the
terms and conditions upon which
the instruments were granted.
The accounting estimates and
assumptions relating to equity-
settled share-based payments
would have no impact on the
carrying amounts of assets and
liabilities within the next annual
reporting period but may impact
profit or loss and equity.
32
Financial statements for the year ended 30 June 2022
2. Critical accounting judgements,
estimates and assumptions
Share-based payment transactions continued
3. Operating segments
The Group has identified its
Details of share based payment
transactions are presented in
note 30.
Exploration and evaluation costs
Exploration and evaluation costs
have been capitalised on the basis
that the Group will commence
commercial production in the
future, from which time the costs
will be amortised in proportion
to the depletion of the mineral
resources. Key judgements are
applied in considering costs to
be capitalised which includes
determining expenditures directly
related to these activities and
allocating overheads between
those that are expensed and
capitalised. In addition, costs are
only capitalised that are expected
to be recovered either through
successful development or sale
of the relevant mining interest.
Factors that could impact the
future commercial production
at the mine include the level of
reserves and resources, future
technology changes, which
could impact the cost of mining,
future legal changes and changes
in commodity prices. To the
extent that capitalised costs are
determined not to be recoverable
in the future, they will be written
off in the period in which this
determination is made. Details
of capitalised exploration and
evaluation costs are presented in
note 11.
Development assets
Critical estimates and judgments
are disclosed in note 12.
operating segments based on the
internal reports that reviewed
and used by the Managing
Director (Chief Operating
Decision Maker ‘CODM’) and
the board of directors in assessing
performance determining the
allocation of resources. The
Group is managed primarily
on a geographic basis, that is,
the location of the respective
areas of interest (tenements) in
Australia. Operating segments
are determined on the basis of
financial information reported
to the board which is at the
consolidated level. The Group
does not have any products or
services it derives revenue from.
Accordingly, management
currently identifies the Group
as having only one reportable
segment, being the development
of the Siviour Graphite Project
and the exploration for graphite,
copper, gold, uranium and other
minerals in Australia. There
have been no changes in the
operating segments during the
year. Accordingly, all significant
operating decisions are based
upon analysis of the Group as
one segment. The financial results
from this segment are equivalent
to the financial statements of the
Group as a whole.
Accounting policy for operating
segments
Operating segments are presented
using the ‘management approach’,
where the information presented
is on the same basis as the
internal reports provided to
the CODM. The CODM is
responsible for the allocation of
resources to operating segments
and assessing their performance.
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4. Employee benefits expense
Employee benefits expense
Employee share‑based payment expense
Defined contribution superannuation expense
Employee benefits expense capitalised
Consolidated
2022
$
2021
$
1,182,736
547,542
(108,000)
13,666
71,296
35,355
(691,084)
(272,199)
454,948
324,364
Employee share-based payment expense comprises of Performance Rights granted to Mr David Christensen.
Further information pertaining to the Performance Rights can be found in note 30 “Share Based Payments”.
Included in the totals above is the employee benefits expenditure that has been capitalised as part of Exploration
and evaluation assets (note 11) and Development assets (note 12). The total amount of employee benefits
expenditure capitalised in the year ended 30 June 2022 is $691,084 (2021: $272,199). The total amount
remunerated to employees during the year is $1,254,032 (2021: $596,563).
5. Office accommodation
Short term lease expense
Operating lease commitments
Consolidated
2022
$
2021
$
30,596
30,596
The office lease expired on 30 November 2013. The company continues to occupy the office with rent payable
monthly in advance on a month to month basis.
6. Other expenses
Business development & marketing
Investor and public relations
Travel
Other expenses
Consolidated
2022
$
2021
$
136,500
28,208
51,447
30,307
5,410
5,907
32,881
28,973
226,238
93,395
34
Financial statements for the year ended 30 June 2022
7. Income tax expense
Numerical reconciliation of income tax expense and tax at the statutory rate
Loss before income tax expense
Tax at the statutory tax rate of 25% (2021: 26%)
Tax effect amounts which are not deductible/(taxable) in calculating taxable income:
Impairment of assets
Share‑based payments
Current year temporary differences not recognised
Income tax expense
Consolidated
2022
$
2021
$
(1,496,642)
(877,230)
(374,161)
(228,080)
49,725
99,998
‑
3,553
(224,438)
(224,527)
224,438
224,527
‑
‑
The Group has tax losses arising in Australia of $31,291,084 (2021: $26,062,179) that may be available and
may be offset against future taxable profits. In addition, these tax losses can only be utilised in the future if the
continuity of ownership test is passed, or if failing that, the same business test is passed.
The Group had nil franking credits in its franking account at 30 June 2022 (2021: Nil).
No deferred tax liability has been recognised for expenditure pertaining to exploration and evaluation and
development assets. The amount of $5,667,205 is fully offset by the company’s deferred tax assets (2021:
$4,554,818).
No deferred tax asset has been recognised because it is not likely future assessable income is derived of a nature
and of an amount sufficient to enable the benefit to be realised.
8. Cash and cash equivalents
Current assets
Cash on hand
Cash at bank
Consolidated
2022
$
2021
$
100
100
74,034,961
17,273,701
74,035,061
17,273,801
Cash at bank accounts are interest bearing attracting normal market interest rates.
As funds are held with AA/AA1 to A/A1 credit rated financial institutions (as per S&P/Moody’s ratings) there is
minimal counterparty credit risk of funds held.
Accounting policy for cash and cash equivalents
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 three months or less that are readily convertible to known
amounts of cash and which are subject to an insignificant risk of changes in value.
The carrying amount for cash and cash equivalents equals the fair value.
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9. Other receivables
Current assets
GST refundable
Sundry receivables
Research and development tax concession
Non-current assets
Other receivables
Allowance for expected credit losses
Consolidated
2022
$
2021
$
324,577
47,192
18,348
9,009
98,181
53,219
441,106
109,420
45,000
45,000
486,106
154,420
The Group has recognised a loss of $Nil (2021: $Nil) in profit or loss in respect of the expected credit losses for
the year ended 30 June 2022.
Accounting policy for trade and other receivables
Trade receivables are initially recognised at fair value and subsequently measured at amortised cost using the
effective interest method, less any allowance for expected credit losses. Trade receivables are generally due for
settlement within 30 days.
The Group has applied the simplified approach to measuring expected credit losses, which uses a lifetime expected
loss allowance. To measure the expected credit losses, trade receivables have been grouped based on days overdue.
Other receivables are recognised at amortised cost, less any allowance for expected credit losses.
10. Property, plant and equipment
Consolidated
2022
$
2021
$
34,298
27,731
(25,299)
(22,151)
8,999
7,764
5,580
7,764
(5,025)
(3,785)
2,739
11,738
3,979
9,559
Non-current assets
Computer equipment
Less: Accumulated depreciation
Office equipment
Less: Accumulated depreciation
36
Financial statements for the year ended 30 June 2022
10. Property, plant and equipment continued
Reconciliations
Reconciliations of the written down values at the beginning and end of the current and previous financial year
are set out below:
Consolidated
Balance at 1 July 2020
Additions
Depreciation expense
Balance at 30 June 2021
Additions
Depreciation expense
Balance at 30 June 2022
Computer
equipment
$
Office
equipment
$
3,464
3,346
215
4,357
Total
$
3,679
7,703
(1,230)
(593)
(1,823)
5,580
6,567
(3,148)
8,999
3,979
‑
9,559
6,567
(1,239)
(4,388)
2,740
11,738
Accounting policy for property, plant and equipment
Plant and equipment is stated at historical cost less accumulated depreciation and impairment. Historical cost
includes expenditure that is directly attributable to the acquisition of the items.
The cost of an item of plant and equipment also includes the initial estimate of the costs of dismantling and
removing the item and restoring the site on which it is located.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only
when it is probable that future economic benefits associated with the item will flow to the Group and the cost of
the item can be measured reliably. The carrying amount of any component accounted for as a separate asset is
derecognised when replaced. All other repairs and maintenance are charged to profit or loss during the reporting
period in which they are incurred.
Depreciation is calculated on a straight-line basis to write off the net cost of each item of property, plant and
equipment (excluding land) over their expected useful lives as follows:
Plant and equipment
3‑10 years
The deprecation rates have not changed from the financial year ended 30 June 2021.
The residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each
reporting date.
An item of property, plant and equipment is derecognised upon disposal or when there is no future economic
benefit to the Group. Gains and losses between the carrying amount and the disposal proceeds are taken to profit
or loss.
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11. Exploration and evaluation
Reconciliations
Reconciliations of the written down values at the beginning and end of the current and previous financial year are
set out below:
Consolidated
Balance at 1 July 2020
Expenditure during the year
Receipts from farm‑in
Balance at 30 June 2021
Expenditure during the year
Receipts from farm‑in
Relinquishment
Balance at 30 June 2022
Tenements
$
Total
$
1,250,654
1,250,654
458,383
458,383
(50,000)
(50,000)
1,659,037
1,659,037
48,532
48,532
(50,000)
(50,000)
(198,898)
(198,898)
1,458,671
1,458,671
Accounting policy for exploration and evaluation assets
Exploration and evaluation expenditure in relation to separate areas of interest for which rights of tenure
are current is carried forward as an asset in the statement of financial position where it is expected that the
expenditure will be recovered through the successful development and exploitation of an area of interest, or by
its sale, or exploration activities are continuing in an area and activities have not reached a stage which permits a
reasonable estimate of the existence or otherwise of economically recoverable reserves. Where a project or an area
of interest has been abandoned, the expenditure incurred thereon is written off in the year in which the decision
is made.
Exploration and evaluation expenditure comprises of net direct costs and includes an appropriate portion of
related salaries & wages expenditure associated with each area of interest. During the financial year the Group has
not allocated any internal personnel costs to the exploration expenditure for the year (2021: $29,279).
12. Development asset
Non-current assets
Siviour project ‑ at cost
Reconciliations
Consolidated
2022
$
2021
$
21,457,620
17,060,233
Reconciliations of the written down values at the beginning and end of the current and previous financial year are
set out below:
Consolidated
Balance at 1 July 2020
Expenditure after reclassification
Research and Development Tax Incentive #
Balance at 30 June 2021
Expenditure during the year
Research and Development Tax Incentive #
Balance at 30 June 2022
38
Siviour Project
$
Total
$
15,134,752
15,134,752
1,978,700
1,978,700
(53,219)
(53,219)
17,060,233
17,060,233
4,495,568
4,495,568
(98,181)
(98,181)
21,457,620
21,457,620
Financial statements for the year ended 30 June 2022
12. Development asset continued
Assessing impairment on development asset
The development asset had been assessed for impairment. In determining the recoverable amount of the
asset, estimates were made regarding the present value of future cashflows. These estimates require significant
management judgments and assumptions and are subject to risk and uncertainty that may be beyond the
control of the group. The recoverable amount estimate is most sensitive to assumptions regarding the long-term
forecasts of production capacity, graphite prices and discount rates.
The Company has considered market conditions and changes to these estimates and is satisfied that there is no
impairment to the carrying value of the development asset.
The main estimates and assumptions used are as follows:
• Production: the model is based on staged development with average production of 80ktpa during the
first 4 years, before expansion to 144ktpa in years 5 to 10.
• Graphite prices: prices are based on the latest internal forecasts taking into account expected demand and
supply, benchmarked with external sources of information.
• Discount rate: a discount rate 10% has been used for financial modelling.
Price risk
The Group is exposed to price risk from the commodity graphite. The demand for, and the price of,
commodities are highly dependent on a variety of factors, including international supply and demand, the price
and availability of substitutes, technological advances, actions taken by governments and global economic and
political developments. Given the Group’s main activities, which are focused on the development of the Siviour
Graphite Project, a fall in the price of graphite may result in a reduction in the recoverable amount of the
Siviour Project Development Asset and an impairment may need to be recognised. The Company has considered
market conditions and changes to the estimated graphite prices and is satisfied that there is no impairment to
the carrying value of the development asset.
Accounting policy for development assets
Expenditure is transferred from ‘Exploration and evaluation assets’ to ‘Development asset’ once the work completed
to date supports the future development of the property and such development receives appropriate approvals.
After transfer of the exploration and evaluation assets, all subsequent expenditure on the construction,
installation or completion of infrastructure facilities is capitalised in ‘development asset’. Development
expenditure is net of proceeds from the sale of ore extracted during the development phase to the extent that it
is considered integral to the development of the asset.
Any costs incurred in the testing of assets to determine if they are functioning as intended, are capitalised, net of
any proceeds received from selling any product produced while testing. Where these proceeds exceed the cost of
testing, any excess is recognised in the statement of profit or loss and other comprehensive income.
After production starts, all assets included in “Development asset’ are then transferred to ‘Producing mine’.
Development asset expenditure comprises of net direct costs and includes an appropriate portion of related
salaries & wages expenditure associated with each area of interest. During the financial year the Group has
allocated internal personnel costs of $691,084 to the development asset for the year (2021: $242,920).
Note: Refundable tax incentives (Research and development tax concession) are accounted for as government grants under AASB 120
Accounting for Government Grants and Disclosure of Government Assistance and offset against capitalised development asset.
#
13. Trade and other payables
Current liabilities
Trade and other payables
Sundry creditor and accrued expenses
Consolidated
2022
$
2021
$
860,268
389,026
186,158
52,200
1,046,426
441,226
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13. Trade and other payables continued
Accounting policy for trade and other payables
These amounts represent liabilities for goods and services provided to the Group prior to the end of the
financial year and which are unpaid. Due to their short-term nature they are measured at amortised cost and are
not discounted. The amounts are unsecured and are usually paid within 30 days of recognition.
14. Provisions
Current liabilities
Annual leave
Long service leave
Settlement
Non-current liabilities
Long service leave
Consolidated
2022
$
2021
$
23,588
17,603
121,065
83,721
‑
500,000
144,653
601,324
2,743
‑
147,396
601,324
Movements in provisions
M ovements in each class of provision during the current financial year, are set out below:
Consolidated 2022
Carrying amount at the start of the year
Additional provisions recognised
Payments
Carrying amount at the end of the year
Accounting policy for provisions
Annual
leave
$
Long service
leave
$
Settlement
$
17,603
50,994
(45,009)
83,721
500,000
40,087
‑
‑
(500,000)
23,588
123,808
‑
Provisions are recognised when the Group has a present (legal or constructive) obligation as a result of a past
event, it is probable the Group will be required to settle the obligation, and a reliable estimate can be made of
the amount of the obligation. The amount recognised as a provision is the best estimate of the consideration
required to settle the present obligation at the reporting date, taking into account the risks and uncertainties
surrounding the obligation. If the time value of money is material, provisions are discounted using a current
pre-tax rate specific to the liability. The increase in the provision resulting from the passage of time is
recognised as a finance cost.
Amounts not expected to be settled within the next 12 months
The current provision for employee benefits includes all unconditional entitlements where employees have
completed the required period of service and also those where employees are entitled to pro-rata payments
in certain circumstances. The entire amount is presented as current, since the Group does not have an
unconditional right to defer settlement. However, based on past experience, the Group does not expect all
employees to take the full amount of accrued leave or require payment within the next 12 months.
Provision for Settlement
During the year ended 30 June 2022 the company paid $100,000 in cash and issued 1,471,754 shares
($400,000) to the service provider in accordance with their agreement. Renascor had previously agreed to pay
this amount in full and final satisfaction of amounts that were owing for services provided in relation to the
Siviour Definitive Feasibility Study.
40
Exercise options
Exercise options
Balance
Exercise options
Exercise options
Exercise options
Financial statements for the year ended 30 June 2022
15. Issued capital
Consolidated
2022
Shares
2021
Shares
2022
$
2021
$
Ordinary shares ‑ fully paid
2,154,413,438 1,878,711,652
114,601,254
51,903,152
Movements in ordinary share capital
Details
Balance
Date
Shares
Issue price
$
1 July 2020
1,330,606,165
34,114,480
Issue of securities as consideration for advisory
services provided
15 July 2020
4,091,228
$0.01
33,000
Share placement
25 September 2020
312,681,819
$0.01
3,439,500
Issue of shares to directors in lieu of fees and
in accordance with NEDSP
15 December 2020
3,162,080
$0.01
37,358
Share placement to directors
16 December 2020
12,136,364
$0.01
133,500
Issue of securities as consideration for advisory services
15 January 2021
3,032,178
25 March 2021
100,000
21 April 2021
19,401,818
$0.02
388,036
$0.01
$0.02
33,000
2,000
Shares issued on vesting of performance rights
30 April 2021
6,000,000
$0.01
45,600
Share placement
4 May 2021
187,500,000
$0.08
15,000,000
Less: Transaction costs arising on share issues, net of tax
‑
$0.00
(1,323,322)
30 June 2021
1,878,711,652
51,903,152
14 September 2021
2,132,000
$0.02
42,640
1 October 2021
5,677,432
$0.02
113,548
29 October 2021
2,105,076
Issue of shares as consideration for directors fees
24 December 2021
677,339
Exercise options
Exercise options
Exercise options
5 January 2022
1,250,000
20 January 2022
3,317,486
11 February 2022
4,277,963
$0.02
$0.02
$0.02
$0.02
$0.02
42,101
15,360
25,000
66,349
85,559
Issue of shares to consultant as payment for services
28 February 2022
1,471,754
$0.27
400,000
Exercise options
Exercise options
Exercise options
Exercise options
Share placement
Share placement
Issue of share pursuant to share purchase plan
Exercise options
Exercise options
Exercise options
Exercise options
7 March 2022
1 April 2022
28 April 2022
3 May 2022
3,988,877
3,589,638
3,260,921
568,831
$0.02
$0.02
$0.02
$0.02
79,777
71,792
65,218
11,376
3 May 2022
240,740,741
$0.27
65,000,000
24 May 2022
24 May 2022
27 May 2022
10 June 2022
20 June 2022
30 June 2022
468,527
564,837
839,457
245,000
346,000
179,907
$0.27
126,502
$0.27
152,505
$0.02
$0.02
$0.02
$0.02
16,789
4,900
6,920
3,598
Less: Transaction costs arising on share issues, net of tax
‑
$0.00
(3,631,832)
Balance
30 June 2022
2,154,413,438
114,601,254
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15. Issued capital continued
Ordinary shares
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.
On a show of hands every member present at a meeting in person or by proxy shall have one vote and upon a
poll each share shall have one vote.
Share buy-back
There is no current on-market share buy-back.
Capital risk management
The Group’s objectives when managing capital is to safeguard its ability to continue as a going concern, so that
it can provide returns for shareholders and benefits for other stakeholders and to maintain an optimum capital
structure to reduce the cost of capital.
Capital is regarded as total equity, as recognised in the statement of financial position, plus net debt. Net debt is
calculated as total borrowings less cash and cash equivalents.
In order to maintain or adjust the capital structure, the Group may adjust the return capital to shareholders,
issue new shares or sell assets to reduce debt.
The Group would look to raise capital when an opportunity to invest in a business or company was seen as
value adding relative to the current Company’s share price at the time of the investment. The Group is not
actively pursuing additional investments in the short term as it continues to integrate and grow its existing
businesses in order to maximise synergies.
The Group is subject to certain financing arrangements covenants and meeting these is given priority in all
capital risk management decisions. There have been no events of default on the financing arrangements during
the financial year.
The Group is not currently subject to any financing arrangements covenants. When the group is subject to
financing arrangements covenants, meeting them is the priority in all capital risk management decisions. There
have been no events of default on financing arrangements during the financial year or in the past.
The capital risk management policy remains unchanged from the 30 June 2021 Annual Report.
Accounting policy for issued capital
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.
16. Reserves
Options reserve
Performance rights reserve
Share-based payments reserve
Consolidated
2022
$
2021
$
139,340
139,340
‑
108,000
139,340
247,340
The reserve is used to recognise the value of equity benefits provided to employees and directors as part of their
remuneration, and other parties as part of their compensation for services.
42
Financial statements for the year ended 30 June 2022
16. Reserves continued
Movements in reserves
Movements in each class of reserve during the current and previous financial year are set out below:
Consolidated
Balance at 1 July 2020
Performance rights expensed over vesting period
Performance rights vested
Options issued
Transfer to accumulated losses
Balance at 30 June 2021
Performance rights ‑ revaluation *
Balance at 30 June 2022
Performance
rights
reserve
$
Options
reserve
$
Business
combination
reserve
$
Total
$
‑
‑
‑
139,340
‑
139,934
(1,417,790)
(1,277,856)
13,666
(45,600)
‑
‑
‑
‑
‑
13,666
(45,600)
139,340
1,417,790
1,417,790
139,340
108,000
‑
(108,000)
139,340
‑
‑
‑
‑
247,340
(108,000)
139,340
* The performance rights are not expected to vest, as such they have been revalued to nil.
17. Accumulated losses
Accumulated losses at the beginning of the financial year
Loss after income tax expense for the year
Transfer from business combination reserve
Accumulated losses at the end of the financial year
18. Dividends
Consolidated
2022
$
2021
$
(16,968,687)
(14,673,667)
(1,496,642)
(877,230)
‑
(1,417,790)
(18,465,329)
(16,968,687)
There were no dividends paid, recommended or declared during the current or previous financial year.
19. Financial instruments
Financial risk management objectives
The Group’s activities expose it to a variety of financial risks: market risk (including price risk and 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 is responsible for managing the Group’s finance facilities. The Group does not
currently undertake hedging of any kind and is not directly exposed to currency risk.
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19. Financial instruments continued
The Group holds the following financial instruments:
Financial assets at amortised cost
Cash and cash equivalents
Other receivables
Total financial assets
Financial liabilities at amortised cost
Trade and other payables
Sundry creditors & accrued expenses
Total financial liabilities at amortised cost
Market risk
Price risk
Consolidated
2022
$
2021
$
74,035,061
17,273,701
486,106
105,573
74,521,167
17,379,274
860,270
389,026
186,158
52,201
1,046,428
441,227
The Group is not exposed to any significant price risk from its financial instruments.
Interest rate risk
As at 30 June 2022 and 30 June 2021, the Group had no borrowings. As such the group is not exposed to any
significant interest rate risk.
At the reporting date, the Company is exposed to changes in market interest rates through its bank deposits,
which are subject to variable interest rates.
The following table illustrates the sensitivity of the net result for the year and equity to a reasonably possible
change in interest rates of +0.5% and -0.5% (2020: +0.5%/-0.5%), with effect from the beginning of the year.
These changes are considered to be reasonably possible based on observation of current market conditions. The
calculations are based on the cash and cash equivalents held at the beginning of each reporting period. All other
variables are held constant.
Basis points increase
Basis points decrease
Consolidated - 2022
Basis points Effect on profit
before tax
change
Effect on Basis points
change
equity
Effect on profit
before tax
Effect on
equity
Cash and cash equivalents
50
370,175
370,175
(50)
(370,175)
(370,175)
Consolidated ‑ 2021
Cash and cash equivalents
50
86,369
86,369
(50)
(86,369)
(86,369)
Credit risk
Credit risk is managed on a Group basis. Credit risk arises from cash and cash equivalents and deposits with
banks and financial institutions. For banks and financial institutions, only independently rated parties with a
minimum rating of ‘A’ are accepted. The majority of cash and cash equivalents is held with a single financial
institution.
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial
loss to the Group. The Group does not hold any collateral to mitigate this risk.
The Group has adopted a lifetime expected loss allowance in estimating expected credit losses to trade receivables
through the use of a provisions matrix using fixed rates of credit loss provisioning. These provisions are
considered representative across all customers of the Group based on recent sales experience, historical collection
rates and forward-looking information that is available.
44
Financial statements for the year ended 30 June 2022
19. Financial instruments Credit risk continued
Generally, trade receivables are written off when there is no reasonable expectation of recovery. Indicators of this
include the failure of a debtor to engage in a repayment plan, no active enforcement activity and a failure to make
contractual payments for a period greater than 1 year.
The credit quality of financial assets that are neither past due nor impaired can be assessed by reference to
external credit ratings (if available) or to historical information about counterparty default rates:
Cash and cash equivalents
Minimum rating of A
Liquidity risk
Consolidated
2022
$
2021
$
74,035,061
17,273,701
Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the
availability of funding through an adequate amount of committed credit facilities to meet obligations when
due and close out market positions. At the end of each reporting period the Group held deposits at call of
$74,036,061 (2021: $17,273,701) that are expected to readily generate cash inflows for managing liquidity risk.
The Group has sufficient funds to finance its operations, exploration activities and development asset and to allow
for reasonable contingencies.
Remaining contractual maturities
The following tables detail the Group’s remaining contractual maturity for its financial instrument liabilities. The
tables have been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date
on which the financial liabilities are required to be paid. The tables include both interest and principal cash flows
disclosed as remaining contractual maturities and therefore these totals may differ from their carrying amount in
the statement of financial position.
Consolidated - 2022
Non-derivatives
Non-interest bearing
Trade payables
Other payables
Total non‑derivatives
Consolidated ‑ 2021
Non-derivatives
Non-interest bearing
Trade payables
Other payables
Total non‑derivatives
Weighted
average
interest rate
%
1 year
or less
$
Between
1 & 2 years
$
Between
2 & 5 years
$
Over
5 years
$
Remaining
contractual
maturities
$
‑
‑
%
‑
‑
860,270
186,158
1,046,428
$
389,026
52,201
441,227
‑
‑
‑
$
‑
‑
‑
‑
‑
‑
$
‑
‑
‑
‑
‑
‑
$
‑
‑
‑
860,270
186,158
1,046,428
$
389,026
52,201
441,227
The cash flows in the maturity analysis above are not expected to occur significantly earlier than contractually
disclosed above.
Fair value of financial instruments
Unless otherwise stated, the carrying amounts of financial instruments reflect their fair value.
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20. Key management personnel disclosures
Compensation
The aggregate compensation made to directors and other members of key management personnel of the Group is
set out below:
Short-term employee benefits
Post-employment benefits
Long-term benefits
Performance rights
NEDSP & director’s shares
Consolidated
2022
$
2021
$
705,539
550,542
32,835
26,639
38,122
7,540
(108,000)
13,666
15,360
35,399
683,856
633,786
Details of the remuneration of each director of the Company and each of the other key management personnel
of the Group, including their personally related entities, are set out in the remuneration report.
Other transactions with key management personnel
Mr G W McConachy is director of Euro Exploration Services Pty Ltd (Euro). Euro has provided the company
with exploration services, geochemical sampling services as well as the provision of geological personnel
services during the year. The services provided are based on normal commercial terms and conditions. During
the financial year the Company incurred costs of $153,019 (2021: $68,664) from Euro. An amount of
$3,218 (2021: $3,214) was owing to Euro at 30 June 2022.
Mr G W McConachy provided the company with exploration consulting services during the year. The services
provided are based on normal commercial terms and conditions. During the financial year the Company
incurred costs of $83,637 (2021: $38,399) from GW MCConachy & Co Pty Ltd. An amount of $8,400
(2021: $9,075) was owing to GW MCConachy & Co Pty Ltd at 30 June 2022.
Mr S Bizzell is a director of Bizzell Capital Partners Pty Ltd (BCP). BCP has provided corporate advisory
services to the company in relation to its capital raisings. The services provided are based on normal
commercial terms and conditions. During the financial year the Company incurred corporate advisory fees
from BCP of $9,202 (2021: $14,630). An amount of $3,667 of director’s fees was owing to BCP at 30 June
2022 (2021: $3,667).
Mr D Christensen had incurred expenses throughout year on behalf of the company. At 30 June 2022 a
reimbursement to Mr Christensen of $6,928 was outstanding (2021: $2,184). Throughout the year Mr
Christensen also accrued $38,122 in long service leave entitlements (2021 $7,540).
21. Remuneration of auditors
During the financial year the following fees were paid or payable for services provided by BDO Audit Pty Ltd, the
auditor of the Company:
Audit services - BDO Audit Pty Ltd
Audit or review of the financial statements
Other services
Amounts paid/payable to a related practice of the auditor for
tax compliance for the entity or any entity in the Group
46
Consolidated
2022
$
2021
$
36,500
37,760
3,714
2,808
40,214
40,568
Financial statements for the year ended 30 June 2022
22. Contingent liabilities
The Group has previously entered into Asset Sale Agreements with Hiltaba Gold Pty Ltd for EL5856 (Prev
EL4707). Under each agreement, the company has granted a 1% royalty of the Net Smelter Return. The timing
and amount of any financial effect relating to these agreements are dependent on the successful exploration and
subsequent exploitation of the associated tenements.
23. Commitments
In order to maintain current rights to tenure to exploration tenements, the Group is required to perform
minimum exploration work to meet the minimum expenditure requirements specified by various State
governments. These amounts are subject to renegotiation when application for a mining lease is made and at other
times. These amounts, which are not provided for in the financial report and are expected to be capitalised as
incurred but not recognised as liabilities, are as follows:
Exploration and mining lease commitments
Commitments in relation to exploration and mining leases held at the end
of each reporting period but not recognised as liabilities, payable:
Within one year
One to five years
Consolidated
2022
$
2021
$
1,130,868
1,869,500
267,333
-
1,398,201
1,869,500
To keep tenements in good standing, work programs should meet certain minimum expenditure requirements.
If the minimum expenditure requirements are not met, the Company has the option to negotiate new terms or
relinquish the tenements. The Company also has the ability to meet expenditure requirements by joint venture or
farm-in agreements.
24. Related party transactions
Parent entity
Renascor Resources Limited is the parent entity.
Subsidiaries
Interests in subsidiaries are set out in note 26.
Key management personnel
Disclosures relating to key management personnel are set out in note 20 and the remuneration report included in
the directors’ report.
Transactions with related parties
There were no transactions with related parties during the current and previous financial year, aside from those
set out in note 24.
Receivable from and payable to related parties
There were no trade receivables from or trade payables to related parties at the current and previous reporting
date, aside from those set out in note 24.
Loans to/from related parties
There were no loans to or from related parties at the current and previous reporting date.
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25. Parent entity information
Set out below is the supplementary information about the parent entity.
Statement of profit or loss and other comprehensive income
Loss after income tax
Total comprehensive income
Statement of financial position
Total current assets
Total assets
Total current liabilities
Total liabilities
Equity
Issued capital
Options reserve
Performance rights reserve
Accumulated losses
Total equity
Parent
2022
$
2021
$
(1,471,625)
(852,212)
(1,471,625)
(852,212)
74,495,958
17,450,426
97,469,087
36,224,359
1,191,079
1,042,551
1,193,822
1,042,551
114,601,254
51,903,152
139,340
139,340
‑
108,000
(18,466,329)
(16,968,684)
96,275,265
35,181,808
Guarantees entered into by the parent entity in relation to the debts of its subsidiaries
The parent entity had no guarantees in relation to the debts of its subsidiaries as at 30 June 2022.
Contingent liabilities
The Group has previously entered into Asset Sale Agreements with Hiltaba Gold Pty Ltd for EL5856 (Prev
EL4707). Under each agreement, the company has granted a 1% royalty of the Net Smelter Return. The timing
and amount of any financial effect relating to these agreements are dependent on the successful exploration and
subsequent exploitation of the associated tenements.
Capital commitments - Property, plant and equipment
The parent entity had no capital commitments for property, plant and equipment as at 30 June 2022.
Significant accounting policies
The accounting policies of the parent entity are consistent with those of the Group, as disclosed in note 1, except
for the following:
• Investments in subsidiaries are accounted for at cost, less any impairment, in the parent entity.
• Investments in associates are accounted for at cost, less any impairment, in the parent entity.
• Dividends received from subsidiaries are recognised as other income by the parent entity and its receipt may
be an indicator of an impairment of the investment.
48
Financial statements for the year ended 30 June 2022
26. Interests in subsidiaries
The consolidated financial statements incorporate the assets, liabilities and results of the following subsidiaries in
accordance with the accounting policy described in note 1:
Name
Kulripa Uranium Pty Ltd
Astra Resources Pty Ltd
Sol Jar Property Pty Ltd
Eyre Peninsula Minerals Pty Ltd
Ausmin Development Pty Ltd
27. Events after the reporting period
Principal place of business /
Country of incorporation
Australia
Australia
Australia
Australia
Australia
Ownership interest
2022
%
2021
%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
On 6 July 2022 the Company announced the results of recent drill assays from Renascor’s Siviour Graphite
Deposit. The drill results will be incorporated into a revised pit design and mining schedule as part of
Renascor’s optimised Battery Anode Material Study (BAM Study) with the potential to reduce mining costs
and increase the volume of graphic ore mined. The results will also permit the calculation of revised Mineral
Resource Estimate, expected to be completed by the end of September 2022.
On 12 July 2022 the Company announced that it had entered into an access and option agreement that will
permit it to explore in, and potentially purchase land over an area that includes the north-western extension
of the Siviour Inferred Resource and other areas immediately along-strike of the existing Mineral Resource.
On 18 August 2022 the Company announced an upgrade to the Mineral Resource Estimate for the Siviour
Graphite Deposit. The updated estimate represents a 17% increase in the Indicated Resource and a 14%
increase in the Measured and Indicated Resource.
On 3 September 2022 6,000,000 performance rights lapsed. Additional information regarding the
performance rights can be found in note 30 Share based payments.
On 20 September 2022 the Company announce that it had executed an option-to-lease for the site of its
proposed state-of-the-art Battery Anode Material facility to produce purified spherical graphite (PSG). The
option agreement with South Australian Government-owned utility SA Water provides Renascor with initial
lease options for 40 years over the site north of Adelaide in Bolivar, South Australia. The site is about 20km
from South Australia’s main shipping port at Port Adelaide and is close to SA Water’s Bolivar water treatment
and industrial facilities. The site is 20 hectares, providing sufficient scale to permit both an increase to the
originally planned Stage 1 PSG production capacity, as well as additional Stage 2 PSG production capacity.
No other matter or circumstance has arisen since 30 June 2022 that has significantly affected, or may
significantly affect the Group’s operations, the results of those operations, or the Group’s state of affairs in
future financial years.
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28. Reconciliation of loss after income tax to net cash used in operating activities
Loss after income tax expense for the year
Adjustments for:
Depreciation and amortisation
Impairment of tenements
Share‑based payments
Revaluation of performance rights
Change in operating assets and liabilities:
Increase/(decrease) in provisions
Increase/(decrease) in trade and other payables
(Increase)/decrease in other receivables
(Increase)/decrease in other operating assets
Net cash used in operating activities
29. Earnings per share
Loss after income tax
Basic earnings per share
Diluted earnings per share
Consolidated
2022
$
2021
$
(1,496,642)
(877,230)
4,388
1,823
198,898
‑
‑
13,666
(108,000)
‑
46,070
(8,364)
620,558
218,761
(286,723)
(54,733)
47,413
(15,000)
(974,038)
(721,077)
Consolidated
2022
$
2021
$
(1,496,642)
(877,230)
Cents
Cents
(0.1)
(0.1)
(0.1)
(0.1)
Number
Number
Weighted average number of ordinary shares used in calculating basic earnings per share
1,932,584,840
1,617,816,869
Weighted average number of ordinary shares used in calculating diluted earnings per share
1,932,584,840
1,617,816,869
Options and performance rights are considered anti-dilutive as the Group is loss making. At 30 June 2022 were
anti-dilutive options 131,128,686 (2021: $162,907,274) and 6,000,000 performance rights (2021: 6,000,000).
Accounting policy for earnings per share
Basic earnings per share
Basic earnings per share is calculated by dividing the profit attributable to the owners of Renascor Resources
Limited, excluding any costs of servicing equity other than ordinary shares, by the weighted average number of
ordinary shares outstanding during the financial year, adjusted for bonus elements in ordinary shares issued during
the financial year.
Diluted earnings per share
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into
account the after income tax effect of interest and other financing costs associated with dilutive potential ordinary
shares and the weighted average number of shares assumed to have been issued for no consideration in relation to
dilutive potential ordinary shares.
50
Financial statements for the year ended 30 June 2022
30. Share-based payments
Directors and executives share based payments
Commencing 1 May 2020 Mr Christensen received payment for 90% of his directors fees, with 10% of his fees
withheld by the Company to be paid via the issue of share capital subject to shareholder approval. The shares
for the period 1 October 2020 to 30 June 2021 were issued following shareholder approval at the 2021 AGM
totaling $15,360 (2021: $9,600).
There are no options that have been granted to directors and senior management as part of their remuneration
(2021: Nil).
Share based payments to consultants
During the period the amount of the equity settled share-based payment recognised in the current period in
respect of shares issued to consultants was $400,000 (2021: $66,000).
There were no options granted during the year as consideration for capital raising services provided (2021:
$139,340).
Performance rights granted to directors and senior management
At the Extraordinary General Meeting held on 3 September 2018 Shareholders of the Company granted approval
for the issue of performance rights to Mr David Christensen. Details of the performance rights are in the Notice
of Extra Ordinary General Meeting dated 1 August 2018. However the vesting conditions are outlined below:
Tranche A Performance Rights. 6,000,000 Performance Rights will vest upon the completion of a positive Definite
Feasibility Study in respect of the production of graphite concentrates.
Tranche B Performance Rights. 6,000,000 Performance Rights will vest upon the commencement of construction
of a commercial graphite concentrate production facility
Tranche C Performance Rights. 6,000,000 Performance Rights will vest upon (i) the share price of Renascor
ordinary shares having achieved a closing price of in excess of $0.055 for five consecutive days after the issue
date of such Performance Rights, and (ii) the date that is two and one-half years after the issue date of such
Performance Rights.
The Performance Rights are expensed over the expected vesting period. The total value of Performance Rights
expensed in the current period is $Nil (2021: $13,666). In the current period Tranche B’s value was re-
assessed. It is improbable that the Tranche B of the performance rights will vest and credit of $108,000 has been
recognised in the current period (2021: $Nil).
The performance rights were valued as outlined below:
Tranche A
Tranche B
Tranche C
Total
Total
value at
grant date
$
Expensed
during the
year
$
108,000
108,000
45,600
261,600
‑
‑
‑
‑
The tranches were valued using the Black Scholes pricing model that takes into account the term of the
Performance Rights, the vesting and performance criteria (if applicable), the non-tradable nature of the rights
(if applicable), the share price at grant date, expected price volatility of the underlying share, the expected
dividend yield, the probability that the Performance Rights will issue and the risk free interest rate for the
term of the Performance Right.
The probability that the Tranche C rights will vest (38%) was determined using the Monte Carlo simulation.
This model takes into account the randomness of the share price movements and the volatility of the
underlying share.
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30. Share-based payments continued
Set out below are summaries of performance rights granted to directors and senior management:
2022
Grant date
Expiry date
Exercise
price
Balance at
the start of
the year
Granted
Vested
Expired/
forfeited/
other
Balance at
the end of
the year
03/09/2018
03/09/2022
$0.00
6,000,000
2021
Grant date
Expiry date
6,000,000
Exercise
price
Balance at
the start of
the year
03/09/2018
03/09/2023
$0.00
6,000,000
03/09/2018
03/09/2023
$0.00
6,000,000
12,000,000
‑
‑
‑
‑
‑
‑
6,000,000
6,000,000
Granted
Vested
‑
‑
‑
(6,000,000)
‑
(6,000,000)
Expired/
forfeited/
other
Balance at
the end of
the year
‑
‑
‑
‑
6,000,000
6,000,000
Set out below are the performance rights exercisable at the end of the financial year:
Grant date
Expiry date
03/09/2018
03/09/2023
2022
Number
2021
Number
6,000,000
6,000,000
6,000,000
6,000,000
The weighted average remaining contractual life of performance rights outstanding at the end of the financial year
was 0.4 years (2021: 1.4 years).
Fair value of performance rights granted:
The assessed fair value at grant date of performance rights is allotted equally over the period from grant date to
vesting date. The fair value was independently determined using a Black Scholes option pricing model. that takes
into account the exercise price, the term of the option, the vesting and performance criteria (if applicable), the
impact of dilution, the non-tradable nature of the option (if applicable), the share price at grant date, expected
price volatility of the underlying share, the expected dividend yield and the risk free interest rate for the term of
the option.
Historical volatility of a group of comparable companies has been the basis of determining expected share price
volatility, as it is assumed that this is indicative of future movements. No adjustment has been made to the life of
the option based on no past history regarding expected exercise or any variation of the expiry date. Accordingly,
the expected life of the options has been taken to the full period of time from grant date to expiry date, which
may fail to eventuate in the future.
The valuation model input also assumes no dividend yield on the Performance Shares.
52
Financial statements for the year ended 30 June 2022
30. Share-based payments continued
Accounting policy for share-based payments
Share-based compensation benefits are provided to directors, executives and consultants through the granting of
share options and performance rights.
Options and performance rights are granted for no cash consideration. When these share options and performance
rights are granted, the fair value of the options and performance rights issued are recognised as an employee
benefits expense with a corresponding increase in equity. The amount recognised as an expense is adjusted
to reflect the number of share options and performance rights for which the related service and non-market
performance conditions are expected to be met, such that the amount ultimately recognised as an expense is based
on the number of share options and performance rights that meet the related service and non-market performance
conditions at the vesting date.
The fair value of share options and performance rights are measured using an appropriate pricing model.
Measurement inputs include the share price on measurement date, exercise price of the instrument, expected price
volatility of the underlying share, the expected dividend yield and the risk-free interest rate for the term of the
option and performance rights. Service and non-market performance conditions attached to the transactions are
not taken into account in determining fair value.
Upon the exercise of options and performance rights, the balance of the share-based payments reserve relating to
those options and performance rights is transferred to share capital.
Market conditions are taken into consideration in determining fair value. Therefore any awards subject to market
conditions are considered to vest irrespective of whether or not that market condition has been met, provided all
other conditions are satisfied.
If equity-settled awards are modified, as a minimum an expense is recognised as if the modification has not been
made. An additional expense is recognised, over the remaining vesting period, for any modification that increases
the total fair value of the share-based compensation benefit as at the date of modification.
If the non-vesting condition is within the control of the Group or employee, the failure to satisfy the condition
is treated as a cancellation. If the condition is not within the control of the Group or employee and is not satisfied
during the vesting period, any remaining expense for the award is recognised over the remaining vesting period,
unless the award is forfeited.
If equity-settled awards are cancelled, it is treated as if it has vested on the date of cancellation, and any remaining
expense is recognised immediately. If a new replacement award is substituted for the cancelled award, the
cancelled and new award is treated as if they were a modification.
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Directors’ declaration 30 June 2022
In the directors’ opinion:
• the attached financial statements and notes comply with the Corporations
Act 2001, the Accounting Standards, the Corporations Regulations 2001
and other mandatory professional reporting requirements;
• the attached financial statements and notes comply with International
Financial Reporting Standards as issued by the International Accounting
Standards Board as described in note 1 to the financial statements;
• the attached financial statements and notes give a true and fair view of the
Group’s financial position as at 30 June 2022 and of its performance for
the financial year ended on that date; and
• there are reasonable grounds to believe that the Company will be able
to pay its debts as and when they become due and payable.
The directors have been given the declarations required by section 295A of
the Corporations Act 2001.
Signed in accordance with a resolution of directors made pursuant to section
295(5)(a) of the Corporations Act 2001.
On behalf of the directors
David Christensen
Director
30 September 2022
Richard (Dick) Keevers,
54
Independent auditor’s report 30 June 2022
Tel: +61 8 7324 6000
Fax: +61 8 7324 6111
www.bdo.com.au
BDO Centre
Level 7, 420 King William Street
Adelaide SA 5000
GPO Box 2018 Adelaide SA 5001
Australia
Tel: +61 8 7324 6000
INDEPENDENT AUDITOR'S REPORT
Fax: +61 8 7324 6111
www.bdo.com.au
TO THE MEMBERS OF RENASCOR RESOURCES LIMITED
BDO Centre
Level 7, 420 King William Street
Adelaide SA 5000
GPO Box 2018 Adelaide SA 5001
Australia
Report on the Audit of the Financial Report
Opinion
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF RENASCOR RESOURCES LIMITED
We have audited the financial report of Renascor Resources Limited (the Company) and its subsidiaries
(the Group), which comprises the consolidated statement of financial position as at 30 June 2022, the
consolidated statement of profit or loss and other comprehensive income, the consolidated statement
Report on the Audit of the Financial Report
of changes in equity and the consolidated statement of cash flows for the year then ended, and notes
Opinion
to the financial report, including a summary of significant accounting policies and the directors’
declaration.
We have audited the financial report of Renascor Resources Limited (the Company) and its subsidiaries
(the Group), which comprises the consolidated statement of financial position as at 30 June 2022, the
In our opinion the accompanying financial report of the Group, is in accordance with the Corporations
consolidated statement of profit or loss and other comprehensive income, the consolidated statement
Act 2001, including:
of changes in equity and the consolidated statement of cash flows for the year then ended, and notes
Giving a true and fair view of the Group’s financial position as at 30 June 2022 and of its
(i)
to the financial report, including a summary of significant accounting policies and the directors’
financial performance for the year ended on that date; and
declaration.
Complying with Australian Accounting Standards and the Corporations Regulations 2001.
(ii)
In our opinion the accompanying financial report of the Group, is in accordance with the Corporations
Act 2001, including:
Basis for opinion
(i)
Giving a true and fair view of the Group’s financial position as at 30 June 2022 and of its
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under
financial performance for the year ended on that date; and
those standards are further described in the Auditor’s responsibilities for the audit of the Financial
Report section of our report. We are independent of the Group in accordance with the Corporations
Complying with Australian Accounting Standards and the Corporations Regulations 2001.
(ii)
Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s
Basis for opinion
APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code)
that are relevant to our audit of the financial report in Australia. We have also fulfilled our other
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under
ethical responsibilities in accordance with the Code.
those standards are further described in the Auditor’s responsibilities for the audit of the Financial
Report section of our report. We are independent of the Group in accordance with the Corporations
We confirm that the independence declaration required by the Corporations Act 2001, which has been
Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s
given to the directors of the Company, would be in the same terms if given to the directors as at the
APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code)
time of this auditor’s report.
that are relevant to our audit of the financial report in Australia. We have also fulfilled our other
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
ethical responsibilities in accordance with the Code.
for our opinion.
We confirm that the independence declaration required by the Corporations Act 2001, which has been
Key audit matters
given to the directors of the Company, would be in the same terms if given to the directors as at the
time of this auditor’s report.
Key audit matters are those matters that, in our professional judgement, were of most significance in
our audit of the financial report of the current period. These matters were addressed in the context of
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide
for our opinion.
a separate opinion on these matters.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in
our audit of the financial report of the current period. These matters were addressed in the context of
our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide
a separate opinion on these matters.
BDO Audit Pty Ltd ABN 33 134 022 870 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 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.
BDO Audit Pty Ltd ABN 33 134 022 870 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 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.
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Independent auditor’s report for the year ended 30 June 2022
Recoverability of development assets
KEY AUDIT MATTER
HOW THE MATTER WAS ADDRESSED IN OUR AUDIT
Refer to note 12 in the financial report.
Our procedures, amongst others, included:
As at 30 June 2022, the Group has recognised a
•
Verifying on a sample basis, mine development
significant balance of development assets.
expenditure capitalised during the year for
Development assets are recorded in accordance with
AASB 116: Property, Plant and Equipment. The
standard prescribes that expenditure shall only be
recognised if, and only if it is probable that future
economic benefits associated with the item will flow
to the entity, and the cost of the item can be
measured reliably.
The carrying value of the development asset is
required to be assessed for impairment indicators on
compliance with the measurement and
recognition criteria of the Australian Accounting
Standards;
•
•
Evaluating management’s assessment of
impairment indicators as at 30 June 2022 under
Australian Accounting Standards;
Evaluating the reasonableness of disclosures
made in note 2 and note 12 of the financial
report, including those regarding significant
assumptions, considering the requirements of
an annual basis. This requires significant judgement to
Australian Accounting Standards.
be applied by management.
As a result of the two points above, this is considered a
key audit matter.
Other information
The directors are responsible for the other information. The other information comprises the
information in the Group’s annual report for the year ended 30 June 2022, but does not include the
financial report and the auditor’s report thereon.
Our opinion on the financial report does not cover the other information and we do not express any
form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information
and, in doing so, consider whether the other information is materially inconsistent with the financial
report or our knowledge obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this
other information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the directors for the Financial Report
The directors of the Company are responsible for the preparation of the financial report that gives a
true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001
and for such internal control as the directors determine is necessary to enable the preparation of the
financial report that gives a true and fair view and is free from material misstatement, whether due to
fraud or error.
56
Independent auditor’s report for the year ended 30 June 2022
In preparing the financial report, the directors are responsible for assessing the ability of the group to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the
going concern basis of accounting unless the directors either intend to liquidate the Group or to cease
operations, or has no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free
from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with the Australian Auditing Standards will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered material
if, individually or in the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of this financial report.
A further description of our responsibilities for the audit of the financial report is located at the
Auditing and Assurance Standards Board website (http://www.auasb.gov.au/Home.aspx) at:
https://www.auasb.gov.au/admin/file/content102/c3/ar1_2020.pdf
This description forms part of our auditor’s report.
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 15 to 21 of the directors’ report for the
year ended 30 June 2022.
In our opinion, the Remuneration Report of Renascor Resources Limited, for the year ended 30 June
2022, complies with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the
Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility
is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with
Australian Auditing Standards.
BDO Audit Pty Ltd
Paul Gosnold
Director
Adelaide, 30 September 2022
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Shareholder information 30 June 2022
The shareholder information set out below was applicable
as at 23 September 2022.
Distribution of equitable securities
Analysis of number of equitable security holders by size of holding:
Ordinary shares
Options over ordinary shares
Number
of holders
% of total
shares
issued
Number
of holders
% of total
shares
issued
174
3,506
2,977
8,523
2,873
18,053
1,175
‑
0.54
1.10
15.01
83.35
100.00
0.09
5
18
30
121
150
324
10
‑
0.05
0.21
5.46
94.28
100.00
0.01
1 to 1,000
1,001 to 5,000
5,001 to 10,000
10,001 to 100,000
100,001 and over
Holding less than a marketable parcel
Equity security holders
Twenty largest quoted equity security holders:
The names of the twenty largest security holders of quoted equity securities are listed below:
Ordinary shares
Renascor Pty Ltd *
Mr Richard Edward Keevers
BNP Paribas Nominees Pty Ltd ACF Clearstream
Sarwell Pty Ltd
Citicorp Nominees Pty Limited
J P Morgan Nominees Australia Pty Limited
BNP Paribas Noms Pty Ltd
David Christensen
BNP Paribas Nominees Pty Ltd
HSBC Custody Nominees (Australia) Limited
Mr Adam Andrew MacDougall
Brispot Nominees Pty Ltd
Mrs Tracey Ann Mezzino
Stecol Consulting Pty Ltd
Mr Timothy John Nixon Binney & Mrs Dianne Pamela Binney
Lexden Pty Ltd
Brazil Farming Pty Ltd
Geoffrey William McConachy
Superhero Securities Limited
Bradford Park Pty Ltd
*
Not associated with Renascor Resources Limited
58
Number
held
% of total
shares issued
50,000,000
43,782,842
31,434,178
30,000,000
28,390,332
26,978,644
24,884,298
23,251,150
20,652,937
19,143,473
17,875,000
11,476,264
11,230,000
11,000,000
9,000,000
8,000,000
8,000,000
7,668,000
7,605,022
7,509,278
2.32
2.03
1.46
1.39
1.32
1.25
1.16
1.08
0.96
0.89
0.83
0.53
0.52
0.51
0.42
0.37
0.37
0.36
0.35
0.35
397,881,418
18.47
Equity security holders continued
Twenty largest listed option holders:
The names of the twenty largest listed option holders are listed below:
Listed options over ordinary shares
Number
% of total
held options issued
Ms Susan Deborah Lawton & Mr Nicholas Darcy Price
10,129,144
Mr James Robert Winckel & Mrs Lynette Anne Winckel
Mr Kenneth Graham Miller
Mrs Elizabeth McCormick
Mr David Andrew Payne
Mr Kevin James Johnson
Atlantic Way Pty Ltd
Mr Victor Van
Mr Darren John Walden
Mr Jamie Bond & Miss Ashleee Brook Mackay
Mr Michael Keith Mcglynn & Ms Sharmilla Devi Bargon
The Victor Van Superannuation Fund Pty Ltd
Weenie’s Sacred Site Pty Ltd
Mr Kiril Ruvinsky
Mr Phillip De Courcey & Ms Sabine De Courcey
Mr Wayne Andrew Hutchins
Mr Henry Ramon Dawson
Mr David Krome
Mrs Madeline Chapman
Mr Kiril Ruvinsky
Unquoted equity securities
There are no unquoted equity securities.
Substantial holders
There are no substantial holders in the Company.
Voting rights
The voting rights attached to ordinary shares are set out below:
Ordinary shares
On a show of hands every member present at a meeting in person or by proxy shall have one vote and upon
a poll each share shall have one vote.
Restricted Securities
No restricted securities were on issue at 23 september 2022.
There are no other classes of equity securities.
7,959,700
5,299,027
4,624,811
3,700,000
3,601,338
3,500,318
3,481,419
2,028,094
2,000,000
1,869,305
1,799,311
1,670,000
1,654,970
1,620,130
1,500,000
1,500,000
1,500,000
1,406,999
1,350,000
8.63
6.78
4.52
3.94
3.15
3.07
2.98
2.97
1.73
1.70
1.59
1.53
1.42
1.41
1.38
1.28
1.28
1.28
1.20
1.15
62,194,566
52.99
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Interests in tenements at 30 June 2022
Description
Malbrom ‑ South Australia
Lipson Cove ‑ South Australia
Verran ‑ South Australia
Malbrom West - South Australia
Dutton Bay ‑ South Australia
Flat Hill ‑ South Australia
Witchelina - South Australia
Outalpa ‑ South Australia
Cutana ‑ South Australia
Iron Baron ‑ South Australia
Old Wartaka - South Australia
Carnding ‑ South Australia
Malbooma Railway
Siviour Project ‑ South Australia
Tenement
number
Interest
owned %
EL 6197
EL 6423
EL 6469
EL 6668
EL 6032
EL 6549
EL 6403
EL 6450
EL 6451
EL 6698
EL 6191
EL 6687
EL 6585
ML 6495
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
Annual Review of Ore Reserves and Mineral Resources
In accordance with ASX Listing Rules Chapter 5, the Company has performed an annual review of all
JORC-compliant Ore Reserves and Mineral Resources as at 30 June 2022.
A maiden Mineral Resource was calculated in March 2016 as released to the ASX on March 2016 and
updated in October 2016 (ASX announcement 26 October 2017), March 2017 (ASX announcement
17 March 2017), April 2019 (ASX announcement 30 April 2019), and August 2022 (ASX announcement
18 August 2022).
An updated Ore Reserve estimate was calculated as part of the Definitive Feasibility Study in July 2020
and reported to the ASX on 21 July 2020. The Company considers this Ore Reserve to be accurate as of
30 June 2022.
Siviour Project
Table 1: Siviour Ore Reserves Summary
Classification
Proven
Probable
Total
Table 2: Siviour Mineral Resources Summary
Measured
Indicated
Inferred
Total
30 June 2022
30 June 2021
Tonnes
(Mt)
Grade
(%TGC)
Graphite
(Mt)
Tonnes
(Mt)
Grade
(%TGC)
Graphite
(Mt)
15.8
35.8
51.5
16.8
46.0
30.7
93.5
8.4%
6.9%
7.4%
8.6%
7.1%
7.0%
7.3%
1.3
2.5
3.8
1.4
3.3
2.2
6.9
15.8
35.8
51.5
15.8
39.5
32.1
87.4
8.4%
6.9%
7.4%
8.8%
7.2%
7.2%
7.5%
1.3
2.5
3.8
1.4
2.8
2.6
6.6
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Shareholder information 30 June 2022
Corporate Governance - Mineral Resource and Ore Reserve Calculations
Mineral Resources and Ore Reserves are estimated by suitably qualified consultants in accordance with the
JORC Code, using industry standard techniques and internal guidelines for the estimation and reporting of
Ore Reserves and Mineral Resources. These estimates and the supporting documentation are then reviewed
by suitably qualified Competent Persons from the Company.
All Ore Reserve estimates are prepared in conjunction with feasibility studies which consider all material
factors.
The Mineral Resources and Ore Reserves Statements included in the Annual Report are reviewed by suitably
qualified Competent Persons from the Company prior to its inclusion.
Cross Referencing of the Resources Announcements
For more details regarding the Siviour resources please see the announcement of 18 August 2022
https://www.asx.com.au/asxpdf/20220818/pdf/45czmnswslkv1j.pdf
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Personal notes
62
Stock exchange listing
Renascor Resources Limited shares
are listed on the:
Australian Securities Exchange
ASX code: RNU
Frankfurt Stock Exchange
(Börse Frankfurt) FSE code: RU8
Corporate directory
Directors
Business objectives
• Richard Keevers
(Non-Executive Chairman)
• David Christensen
(Managing Director)
• Geoffrey McConachy
(Non-Executive Director)
• Stephen Bizzell
(Non-Executive Director)
Company secretaries
• Pierre van der Merwe
• Jon Colquhoun
Registered office & principal
place of business
• 36 North Terrace
Kent Town SA 5067
Phone : + 61 8 8363 6989
Website: www.renascor.com.au
Share register
• Link Market Services Limited
ANZ Building
Level 15, 324 Queen Street
Brisbane QLD 4000
Phone: + 61 2 8280 7454
Fax: + 61 2 9287 0303
Auditor
• BDO Audit Pty Ltd
Renascor Resources is an
Australian-based company
focused on the development of
economically viable minerals.
Renascor has an extensive
tenement portfolio, holding
interests in the key mineral
provinces of South Australia.
Its projects include the Siviour
graphite project near Arno Bay,
South Australia. The principal
activity of the Group during the
financial year was the development
of the Siviour Graphite Project,
mineral exploration and evaluation.
Corporate Governance
Statement
The board of directors of the
Company (“Board”) is responsible
for the corporate governance of
the Company. The board guides
and monitors the business affairs
of the Company on behalf of its
shareholders by whom they are
elected and to whom they are
accountable. The Company believes
that good corporate governance
enhances investor confidence and
adds value to stakeholders. The
Board continually monitors and
reviews its policies, procedures
and charters with a view to ensure
its compliance with the ASX
Corporate Governance Council’s
“Corporate Governance Principles
and Recommendations, 4th
Edition” to the extent considered
appropriate for the size of the
Company and its scale of its
operations.
The Company’s Corporate
Governance Statement is available
on the Company’s website.
www.renascor.com.au/corporate-
governance
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