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ANNUAL
REEPORT
REPORT
E
COPPER SA I GOLD NEVADA
ANNUAL
REEPORT
REPORT
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A B N 1 2 1 2 4 9 6 0 5 2 3
CORPORATE DIRECTORY
DIRECTORS
Dr David Carland (Non-Executive Chairman)
Mr Richard Laufmann (CEO and Managing Director)
Mr Alister Maitland (Non-Executive Director)
Mr Mitchell H Hooke AM (Non-Executive Director)
Mr Ian Smith (Non-Executive Director)
Mr Ronald Douglas (Non-Executive Director)
SHARE REGISTRARS
Computershare Investor Services Pty Limited
Yarra Falls
452 Johnston Street
Abbotsford, Victoria 3067
Telephone: +61 (0) 3 9415 4000 (investors)
1300 850 505 (investors within Australia)
COMPANY SECRETARY
Ms Kay Donehue
PRINCIPAL and REGISTERED OFFICE
Level 6, 1 Collins Street
Melbourne, Victoria 3000
CONTACT DETAILS
Rex Minerals Ltd
PO Box 3435
Rundle Mall, South Australia 5000
Telephone: 1300 822 161 (Australia)
Telephone: +61 3 9068 3077 (International)
Email:
rex@rexminerals.com.au
Website: www.rexminerals.com.au
OPERATION LOCATIONS
HOG RANCH
NEVADA USA
AUDITORS
KPMG Australia
151 Pirie Street
Adelaide, South Australia 5000
BANKERS
ANZ Banking Group Limited
Level 21, 11 Waymouth Street
Adelaide, South Australia 5000
Ord Minnett Limited
Level 7, 161 Collins Street
Melbourne, Victoria 3000
LEGAL ADVISORS
Baker McKenzie
Level 19, 181 William Street
Melbourne, Victoria 3000
HILLSIDE
SOUTH AUSTRALIA
ANNUAL REPORT 30 JUNE
TABLE OF CONTENTS
LETTER FROM THE CHAIRMAN AND THE CHIEF EXECUTIVE OFFICER
REVIEW OF OPERATIONS
DIRECTORS’ REPORT
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
CONSOLIDATED STATEMENT OF CASH FLOWS
NOTES TO THE FINANCIAL STATEMENTS
DIRECTORS’ DECLARATION
LEAD AUDITOR’S INDEPENDENCE DECLARATION
INDEPENDENT AUDITOR’S REPORT
ADDITIONAL SHAREHOLDER INFORMATION
2
3-12
13-26
27
28
29
30
31-47
48
49
50-52
53-54
1
REX MINERALS LTD
LETTER FROM THE CHAIRMAN AND
THE CHIEF EXECUTIVE OFFICER
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Dear Fellow Shareholder,
The winds of change continue to blow across the global landscape, in every way
confronting, affecting every aspect of our lives and at every level challenging our paradigms
of normal. We, as a Company, will continue to adjust to this environment and avoid any
pretence of drifting back to ‘business as usual’.
Against this backdrop, a combination of reinvention and persistence has delivered real-
world progress at our flagship projects in Nevada and South Australia.
T 1300 822 161 (Australia)
T +61 3 9068 3077 (International)
P PO Box 3435 Rundle Mall
South Australia 5000
E rex@rexminerals.com.au
W www.rexminerals.com.au
As we deliver this letter, the gold price sits comfortably near new highs above US$1,900 an ounce and the copper price sits again
above US$3 a pound. Rex is pure leverage to these metals.
In this context, we would like to highlight but a handful of the significant milestones achieved by the Company during the year
in review.
(cid:129) Hog Ranch Gold Property, acquired 12 months ago as an exploration asset in Nevada USA, has already grown to a gold
Mineral Resource of 1.4 million ounces.
(cid:129) Your Company used debt, rather than dilute shareholders, to progress the exploration program and study work at Hog Ranch.
(cid:129)
(cid:129)
(cid:129)
In November, the South Australian Government, with support from the State’s Opposition Party, approved (after many years)
mining legislation amendments, so vital to the industry and its future.
In June, we published a Scoping Study, demonstrating the low-cost viability of a start-up mine at the Bells Project in the
southern portion of the Hog Ranch licence area.
In July, after three years and $15 million expenditure, Rex was rewarded with the approval of its Hillside Copper-Gold Project
Program for Environment Protection and Rehabilitation (PEPR), in South Australia.
(cid:129) A second and third drilling campaign commenced at Hog Ranch, at newly-identified targets.
These achievements have positioned your Company to pursue and deliver on a range of objectives that we have shared with
shareholders. These include:
(cid:129) Pursue options to find development partners for Hillside.
(cid:129) Define the full scale of exploration opportunities which are emerging at Hog Ranch.
(cid:129) Embark on the baseline permitting and approval process for the first development opportunity at the Bells start-up
within Hog Ranch.
To achieve these objectives, we recently raised $10 million via placement to professional and sophisticated shareholders, which we
have augmented with a Share Purchase Plan (SPP), offering all of our eligible shareholders similar terms and the opportunity to
maintain their investment in Rex.
We are sincerely grateful to all investors who have supported the Company, and we look forward to sharing progress on this year’s
work program, aimed at allowing us to deliver the next tier of progress for the Company.
On a final note, our Board has not been in any way immune to the pandemic disruption. This has and will continue to require massive
transformations to our business practices – as to how we adapt and innovate – both functionally and in the way we govern. As a Board,
we will take valuable time to reflect on our lessons learnt and re-set our sails accordingly.
Yours sincerely,
Dr David Carland
Chairman
Mr Richard Laufmann
Chief Executive Officer
REX MINERALS LTD
REVIEW OF OPERATIONS for the year ended 30 June 2020
CORPORATE
The year in review, reshaped in 2020 by the impacts of COVID-19, has already redefined the future – it is only to what
extent that remains in question.
Against this backdrop, Rex Minerals Ltd (Rex or the Company) has moved quickly to reset and refocus to adapt to
the challenges.
Following global and nationwide quarantine and lockdown, we immediately suspended and deferred all non-committed
expenditure and activities to both conserve cash and reassess Rex’s activities and work programs. Our objective?
To provide a plan to steer Rex through the immediate period of COVID-19 uncertainty and beyond.
Importantly, our decision to add gold to the Rex portfolio, with the acquisition of the Hog Ranch Gold Property
(Hog Ranch or Hog Ranch Property) in Nevada, USA continues to deliver upside. Gold is without peer as a protective
asset class, particularly in uncertain times such as these. The consideration for the acquisition to the vendors was equity-
based and our shareholders formally approved the consideration of equity to all vendors at the Annual General Meeting
held on 21 November 2019.
Above: Butch Moore (former operations manager) and Richard Laufmann, CEO on site at Hog Ranch.
Directors and employees invested a total of
$784k supporting the Company by the exercise of
options during the year. Rex also announced on
21 February 2020 that it has entered into a Loan
Facility Agreement for a total amount of $4.4M
from a group of lenders (including four Directors)
using the Company’s freehold land as security.
The transaction has been entered into using
market terms on an arm’s length basis and the
repayment date on the loan has now been
extended to February 2022.
On 3 September 2020, the Company announced
that it had successfully completed a Placement
to professional and sophisticated investors,
raising $10M and has offered existing eligible
shareholders the opportunity to participate in
a Share Purchase Plan (SPP).
Above: Geologists Steven Bussey and Stephanie Grocke reviewing
samples from 2020 drill program.
3
REX MINERALS LTD
REVIEW OF OPERATIONS (Continued) for the year ended 30 June 2020
CORPORATE (CONTINUED)
In summary, the Company has copper and gold projects, in two excellent jurisdictions – both forward looking assets,
both asset classes to own in these times. Consistent with our strategy and outlook, the Company has achieved a number
of significant milestones, some of which are noted below in Figure 1.
Figure 1: Significant milestones over 12 Months.
HILLSIDE PROJECT – SOUTH AUSTRALIA
The Hillside Copper-Gold Project (Hillside) remains one of Australia’s largest undeveloped open pit copper Mineral
Resources and contains 2M tonnes of copper and 1.4M ounces of gold and with the South Australian Government’s
approval of the Program for Environment Protection and Rehabilitation (PEPR) for Stage 1 of the Project on 24 July
2020, Rex now has a pathway to development.
The Hillside Project is planned around an open pit mine, initially with a 13-year mine life, producing approximately
35,000 tonnes of copper contained in concentrate and 24,000 ounces of gold per annum.
Summarised in the table below are the key financial outcomes from the updated capital and operating cost estimates for
the Hillside Feasibility Study announced on 31 July 2020. Next steps are to pursue all available financing options, and the
Company has engaged Grant Samuel to head a formal process, seeking expressions of interest.
Base Case
2020
Consensus
Forecast
July 2022
Incentive
Case
Upside
Case
US$/lb
3.00
2.84
3.50
4.00
US$/oz
1,550
1,638
1,800
1,800
$
A$M
%
US$/lb
US$/lb
0.70
501
16.2
1.38
1.60
0.63
640
19.0
1.19
1.40
0.70
869
23.2
1.30
1.55
0.65
1,394
32.0
1.18
1.44
Copper Price
Gold Price
Exchange Rate (AUD:USD)
Post-Tax NPV5%
Post-Tax IRR
C1 Cash Costs (after by-products)
AISC
ANNUAL REPORT
2 02 0
4
REX MINERALS LTD
REVIEW OF OPERATIONS (Continued) for the year ended 30 June 2020
HILLSIDE PROJECT – SOUTH AUSTRALIA (CONTINUED)
Above: Hillside Project drill core.
SOUTH AUSTRALIAN TENEMENT SCHEDULE at 30 June 2020
South Australia
Tenement
Location
Lease Status
Area Type
Current Area
Expiry Date
EL56831
Moonta South
Granted
EL5981
EL6100
EL61362
EL61433
EL6189
EL6245
EL6455
ML6438
Moonta South
Granted
Moonta South
Granted
Moonta South
Granted
Moonta South
Granted
Moonta South
Granted
Moonta South
Granted
Moonta South
Granted
Hillside
Granted
EML6439
Hillside
Granted
MPL146
Hillside
Granted
1 Renewal documentation submitted to the SA Government and currently being processed
2 Renewal of licence term to 19/03/2022 granted on 27 July 2020, area reduced to 91km 2
3 Renewal of licence term to 15/04/2022 granted on 6 August 2020, area reduced to 51km 2
km2
km2
km2
km2
km2
km2
km2
km2
Ha
Ha
Ha
21
108
94
185
104
354
1,168
74
2,998
225
94
09/06/2020
22/06/2021
16/01/2023
19/03/2020
15/04/2020
01/08/2022
01/08/2022
04/11/2021
15/09/2035
15/09/2022
15/09/2035
5
REX MINERALS LTD
REVIEW OF OPERATIONS (Continued) for the year ended 30 June 2020
HOG RANCH – NEVADA, USA
Mineral Resource Summary
Hog Ranch is clearly emerging as a significant and exciting new gold opportunity. In only eight months following
acquisition, Rex has delivered a new Resource estimate of 1.4M ounces, 90% of which is less than 100m below
surface (see announcement of 12 May 2020). This represents an incredibly low all-in discovery cost at Hog Ranch
of US$0.87/oz of gold.
A combination of factors has resulted in a substantial upgrade to the Mineral Resource at Hog Ranch. This has included a
more refined interpretation of the geology in the northern Project area, the inclusion of sulphide material as part of a
potential open pit heap leach option based on recent and historical metallurgical test work, improved prospects for the
gold price and a lower cut-off grade which matches the natural geological distribution of the interpreted gold
mineralisation. In addition, Rex has been able to compare the new block model against the historical production records
to further test the validity of the data which was used to create the updated Mineral Resource.
Within the Hog Ranch Property area there are two distinct types of gold mineralisation (oxide and sulphide). The oxide
horizon makes up the majority (~93%) of the Mineral Resource and is anticipated to have recoveries in line with the
historical test work and historical mining at Hog Ranch, and this is further supported by recent metallurgical test work
completed at the Bells Project (Bells) (see announcement of 6 February 2020).
The interpreted distribution of gold combined with low costs associated with a heap leach operation support our selection
of cut-off grades for both oxide and sulphide material. For the oxide material at the Krista Project (Krista), Rex has
adopted a cut-off grade of 0.1g/t gold (Au), whilst for the sulphide material at Airport and Cameco, Rex has adopted a
cut-off grade of 0.15g/t Au. The Bells Mineral Resource was completed at a cut-off grade of 0.2g/t Au as Rex believes this
to be a smaller-sized operation compared with the assumptions used for the combined Krista, Airport and Cameco area.
Table 1: Summary results for the updated Mineral Resource estimate at Hog Ranch.
Classification
Tonnes
Gold Grade
Gold Ounces
Zone
Krista Oxide
Inferred
Cameco & Airport Sulphide
Inferred
Bells Oxide
Bells Oxide
Inferred
Indicated
TOTAL
68.5Mt
4.7Mt
15.7Mt
8.7Mt
97.6Mt
0.40g/t
0.70g/t
0.50g/t
0.63g/t
0.45g/t
890kozs
100kozs
240kozs
180kozs
1.4Mozs
Gold grades for Indicated Resources are rounded to two significant figures (nearest 0.01g/t) and gold grades for Inferred Resources are rounded to nearest 0.05g/t.
Some apparent differences in gold ounces may occur due to rounding.
The Mineral Resource at Krista, Airport and Cameco is reported within an open pit shell optimised for heap leach processing, based on a gold price of US$1,600/oz
and at cut-off grades of 0.1g/t gold for oxide and 0.15g/t gold for sulphide.
The Mineral Resource at Bells is reported within an open pit shell optimised for heap leach processing, based on a gold price of US$1,600/oz and a cut‐off grade
of 0.2g/t gold. (See announcement of 29 January 2020.)
Above: Hog Ranch during WMC operations.
ANNUAL REPORT
2 02 0
6
REX MINERALS LTD
REVIEW OF OPERATIONS (Continued) for the year ended 30 June 2020
HOG RANCH – NEVADA, USA (CONTINUED)
Scoping Study – Bells Project
Rex announced the results of a Scoping Study for the Bells Project at Hog Ranch on 9 June 2020. The Study has
identified a stand-alone low-cost start-up heap leach opportunity in the southern area of Hog Ranch (Figure 2). The Bells
deposit represents 30% of our current Mineral Resource, which offers a separate start-up opportunity to provide early
cashflow, allowing us to focus on the much larger Hog Ranch Property. The headline metrics and outcomes based on the
Bells Mineral Resource of 420kozs are:
(cid:129) Pre-production capital costs of US$58M and payback of 1.9 years
(cid:129) Production rate of 3Mtpa for an 8.5 year operation with life of mine (LOM) strip ratio of less than 0.5:1
(cid:129) Producing approximately 39kozs of gold per annum with an estimated LOM recovery of 80%
Gold Price
Exchange Rate (AUD:USD)
Post-Tax NPV5%
Post-Tax IRR
C1 Cash Costs
AISC
Base Case
2020
Upside Case
2020
US$/oz
$
US$M
A$M
%
US$/oz
US$/oz
1,550
0.70
75
108
40
783
902
2,000
0.70
165
236
74
783
9331
1 increase in AISC due to higher royalty payments.
Evidence for regional gold potential at Hog Ranch
As announced on 1 July 2020, the geological features that are linked to the historical mining area and the current Mineral
Resource at Hog Ranch are found to exist over a broad area beyond the current limits of the Mineral Resource. These
features support the interpretation that there are multiple epithermal deposit types which could host significant gold
mineralisation and which appear to occur along a defined corridor or trend (Figure 2).
The information that has led Rex to this interpretation is the combined presence of geological alteration features such as
hydrothermal silica with surrounding clay minerals or alteration features in the surface rocks, overlapping geochemical
anomalies and the coincidence of favourably-oriented fault intersection points.
The above features are observed in greatest intensity along a broad corridor or trend which cuts through the dominant
volcanic host rocks at Hog Ranch. At this stage, Rex has limited the scope of its regional exploration work to the local
host rocks which are part of a large volcanic caldera known as the Cottonwood Creek Volcanic Center (CCVC) (Figure 2).
As part of the gold mineralisation at Hog Ranch, there exists two distinct target types which are common for this type of
deposit in Nevada. The target types are vastly different from each other in terms of their location, size, grade and
subsequent mining and processing options.
Large-scale, shallow disseminated gold target type
The historical mining area at Hog Ranch and current Mineral Resource along with a larger series of well-supported exploration
targets near the surface (less than 200m deep) are all based on flat-lying disseminated gold mineralisation (Figure 3).
Where this gold mineralisation has been weathered, the gold particles within the permeable host rocks are easily recovered
using heap leach processing methods (used in historical mining at Hog Ranch) as is common practice throughout Nevada.
In addition, the near-to-surface and flat-lying nature of the gold mineralisation at Hog Ranch means that open pit mining
with low strip ratios can be employed.
A combination of higher gold prices, larger economies of scale and very low operating costs has enabled Rex to consider
the definition and economic evaluation of a much larger volume of gold mineralisation than was possible during the
historical mining period when the gold price was averaging circa US$330/oz.
7
REX MINERALS LTD
REVIEW OF OPERATIONS (Continued) for the year ended 30 June 2020
HOG RANCH – NEVADA, USA (CONTINUED)
Regional targets along the defined Gold Trend
Further outside of the Krista Project area, it was also recognised that there are additional locations throughout the host
volcanic rocks at Hog Ranch which have similar features to what is observed at both the Krista and Bells Projects.
The potential epithermal deposit locations were also observed to exist along a definable trend which cuts through the
regional volcanic rocks of the CCVC (Figure 2). Rex interprets this broad trend to relate to a deep-seated structure that
has controlled the location of these historical hot-spring locations and their associated gold mineralisation.
Figure 2: Rex’s claims at Hog Ranch with the newly-interpreted gold trend.
The area defined by Rex which has evidence for epithermal mineralisation now exceeds 10km2. This compares with the
area at Krista, within the Krista Tuff only, which was historically mined or within the current Mineral Resource, for an
area of approximately 1.6km2.
For reference also, the Bells Project area, which appears to have formed outside of the larger defined gold trend, has
recorded mine production and a current Mineral Resource of just over 0.45Mozs of gold covering an area of just
under 0.8km2.
ANNUAL REPORT
2 02 0
8
REX MINERALS LTD
REVIEW OF OPERATIONS (Continued) for the year ended 30 June 2020
HOG RANCH – NEVADA, USA (CONTINUED)
High-grade vein-hosted gold target types
In addition to the large-scale shallow gold potential at Hog Ranch, there exists evidence for the presence of high-grade lode
gold (or vein-hosted gold) mineralisation. There are already a large number of very high-grade (>30g/t) intercepts (see
Table 2) that exist throughout the drill hole database which are interpreted by Rex to be related to vertically-orientated
structures which were essentially part of the “plumbing system” to deliver the gold-bearing fluids close to the surface.
Figure 3 is a schematic representation of the relationship between the shallow disseminated gold and the vertical vein-
hosted high-grade gold target types at Hog Ranch. The high-grade gold mineralisation is interpreted to be most prominent
in a favourable position known as the “boiling zone.” Rex interprets that the structures in the “boiling zone” have not yet
been effectively tested at Hog Ranch.
*All reported intersections are down hole lengths only and not true widths (see announcement of 2 September 2019 for historical drill hole information at Hog Ranch).
Figure 3: Schematic diagram representing the two target types.
A number of these high-grade veins were exposed in the historical open pits with a similar style of vein system still
currently exposed at the Bells open pit. Rex has reviewed a number of these high-grade intersections and found that they
remain to be tested along the dominant vein orientation which was documented from the historical mining area, to be in a
north-west direction.
The presence of high-grade vein-hosted gold mineralisation underneath a large blanket of shallow disseminated gold is a
common occurrence throughout the south-west USA. The Sleeper and Midas deposits in Nevada are two analogies for this
target type which are interpreted to have formed as part of the same geological event as Hog Ranch (Saunders 2008).
Above: Geologists Stephanie Grocke and Jeff Nicholes sampling at
Gillam Prospect.
Above: Permitting consultant, EM Strategies on
site at Bells Project.
9
REX MINERALS LTD
REVIEW OF OPERATIONS (Continued) for the year ended 30 June 2020
HOG RANCH – NEVADA, USA (CONTINUED)
High-grade vein-hosted gold target types
Table 2: Significant drilling results* from the Hog Ranch drill hole database for intersections that are interpreted to
exist in quartz vein-hosted vertical structures and which also exist outside of the historical open pits.
Hole Number
Pit/Area
From (ft)
To (ft)
Interval (m)
Gold Grade(g/t)
95-031
89-042
88-199
87-120
87-238
89-044
88-025
87-126
91-375
87-215
86-155
19-007
Cameco
Geib/(Krista)
139/(Krista)
Geib/(Krista)
Geib/(Krista)
Geib/(Krista)
Geib/(Krista)
Geib/(Krista)
139/(Krista)
Geib/(Krista)
Geib/(Krista)
Bells
165
165
300
205
200
240
270
250
240
145
260
255
185
195
305
215
205
245
275
255
245
150
265
275
6.1
9.1
1.5
3.0
1.5
1.5
1.5
1.5
1.5
1.5
1.5
6.1
61.8
19.7
194.1
59.5
92.9
72.8
64.9
50.0
44.4
38.7
35.2
4.6
*All reported intersections are down hole lengths only and not true widths. The drill intersections are largely interpreted to be from near-vertical quartz veins which implies
that the true width may be much less than the reported down hole lengths (see announcement of 2 September 2019 for details and JORC tables pertaining to the
historical drill hole information at Hog Ranch).
NEVADA, USA TENEMENT SCHEDULE at 30 June 2020
At 30 June 2020, the Hog Ranch Property was made up of a total of 347 lode mining claims located in Washoe County,
Nevada. Hog Ranch Minerals Inc (a 100% owned Rex Minerals subsidiary) directly owns 100 Mining Claims (see table
below) and controls the remaining 247 Mining Claims through a mining lease with purchase option with Nevada Select
Royalty Inc.
Lode Mining Claims – Nevada, USA
Claim Name
NHR 1-30
NHR 31-100
Total Claims
No. of
Claims
30
70
100
Location
Lease
Status
Washoe County
Active
Washoe County
Active
Area
Type
Ft2
Ft2
Total Area1
Date
Certified
27,000,000
10/08/2019
63,000,000
28/01/2020
1 Total Area comprises the area of each Lode Mining Claims, ie. 1500’ x 600’
An additional 236 Mining Claims were certified in July 2020, increasing the total to 583 active Lode Mining Claims.
ANNUAL REPORT
2 02 0
10
REX MINERALS LTD
REVIEW OF OPERATIONS (Continued) for the year ended 30 June 2020
SUPPLEMENTARY INFORMATION
All information compiled in this Annual Report has been previously announced and this statement fairly represents a
summary of the supporting information and documentation. Rex Minerals Ltd confirms that it is not aware of any new
information or data that materially affects the information included in the market announcement and that all material
assumptions and technical parameters underpinning the estimates included in referenced previous market announcements
continue to apply and have not materially changed.
Forward-Looking Statements
This Annual Report contains “forward-looking statements”. All statements other than those of historical facts included in
this Annual Report are forward-looking statements. Where the Company expresses or implies an expectation or belief as
to future events or results, such expectation or belief is expressed in good faith and believed to have a reasonable basis.
However, forward-looking statements are subject to risks, uncertainties and other factors, which could cause actual results
to differ materially from future results expressed, projected or implied by such forward-looking statements. Such risks
include, but are not limited to, copper, gold and other metals price volatility, currency fluctuations, increased production
costs and variances in ore grade or recovery rates from those assumed in mining plans, as well as political and operational
risks and governmental regulation and judicial outcomes. The Company does not undertake any obligation to release
publicly any revisions to any forward-looking statement.
Above: Aerial View, Krista Project Area.
Above: Mining Claim stake at Hog Ranch.
Above: 2020 Drill Program, Krista Project.
11
REX MINERALS LTD
REVIEW OF OPERATIONS (Continued) for the year ended 30 June 2020
SUPPLEMENTARY INFORMATION (CONTINUED)
Compliance Statement
With reference to previously reported Mineral Resources, Ore Reserves, Feasibility Studies and Scoping Studies the
Company confirms that it is not aware of any new information or data that materially affects the information included in
the original market announcements as referenced.
In the case of estimates of Mineral Resources and Ore Reserves that reference material assumptions and technical
parameters underpinning the information, contained within this Annual Report, continue to apply and have not materially
changed. The Company confirms that the form and context in which the Competent Person’s findings are presented have
not been materially modified from the original market announcement. The estimated Ore Reserves and Mineral Resources
underpinning any production target have been prepared by a competent person in accordance with the requirements in
Appendix 5A (JORC code).
Competent Persons’ Statement – Hog Ranch
The information in this report that relates to Exploration Targets, Exploration Results or Mineral Resources is based on,
and fairly reflects, information compiled by Mr Steven Olsen who is a Member of the Australasian Institute of Mining and
Metallurgy and an employee of Rex Minerals Ltd. Mr Olsen has sufficient experience which is relevant to the style of
mineralisation and type of deposit under consideration and to the activity which he is undertaking to qualify as a
Competent Person as defined in the 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results, Mineral
Resources and Ore Reserves’. Mr Olsen consents to the inclusion in the report of the matters based on his information in
the form and context in which it appears.
The information in this report that relates to mining is based on, and fairly reflects, information compiled by Mr Charles
McHugh who is a Fellow of the Australasian Institute of Mining and Metallurgy and an employee of Rex Minerals Ltd.
Mr McHugh has sufficient experience which is relevant to the style of mineralisation and type of deposit under
consideration and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2012 Edition
of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’. Mr McHugh
consents to the inclusion in the report of the matters based on his information in the form and context in which it appears.
The information in this report that relates to metallurgy is based on, and fairly reflects, information compiled by Mr John
Burgess who is a Fellow of the Australasian Institute of Mining and Metallurgy and a consultant to Rex Minerals Ltd.
Mr Burgess has sufficient experience which is relevant to the style of mineralisation and type of deposit under
consideration and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2012 Edition
of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’. Mr Burgess
consents to the inclusion in the report of the matters based on his information in the form and context in which it appears.
Base Case Assumptions – Bells Project
The Bells Scoping Study (2020) price assumptions are quoted in US dollars and gold: US$1,550/oz.
Competent Persons’ Statement – Hillside Project
The information in this report that relates to Ore Reserves is based on information compiled by Mr Charles McHugh who
is a Fellow of the Australasian Institute of Mining and Metallurgy and is an employee of Rex Minerals Ltd. Mr McHugh
has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the
activity which he is undertaking to qualify as a Competent Person as defined in the 2012 Edition of the ‘Australasian
Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’. Mr McHugh consents to the inclusion
in the report of the matters based on his information in the form and context in which it appears.
The information in this report that relates to Exploration Results or Mineral Resources is based on information compiled
by Mr Patrick Say who is a Member of the Australasian Institute of Mining and Metallurgy and is an employee of Rex
Minerals Ltd. Mr Say has sufficient experience which is relevant to the style of mineralisation and type of deposit under
consideration and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2012 Edition
of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’. Mr Say consents
to the inclusion in the report of the matters based on his information in the form and context in which it appears.
Base Case Assumptions – Hillside Project
The Hillside Feasibility Study (2020) price assumptions for the life of the operation are copper: US$3.00/lb;
gold: US$1,550/oz and exchange rate of AUD:USD $0.70.
ANNUAL REPORT
2 02 0
12
ANNUAL REPORT
DIRECTORS’
REPORT
For the year ended 30 June 2020
13
REX MINERALS LTD
DIRECTORS’ REPORT For the year ended 30 June 2020
The Directors present their report together with the consolidated financial statements of the Group comprising of
Rex Minerals Ltd (the Company) and its subsidiaries (the Group or Rex), for the financial year ended 30 June 2020
and the auditors’ report thereon.
DIRECTORS
The Directors of the Company at any time during or since the end of the financial year are:
Name, qualifications and
independence status
Dr David Carland
Chairman
Independent Non-
Executive Director
(PhD (Econometrics), MEc,
BEc (Hons), MAICD)
Mr Richard Laufmann
Chief Executive Officer
and Managing Director
(B.Eng (Mining), MAusIMM,
MAICD)
Mr Alister Maitland
Independent Non-
Executive Director
(B.Com, FAICD, FAIM,
SF Fin)
Experience, special responsibilities and other directorships
Dr David Carland has been a Director since 12 December 2013 and was appointed
Chairman of Rex Minerals on 1 January 2014. Dr Carland also serves as a member
of the Company’s Audit Committee and its Remuneration Committee.
Dr Carland has over 35 years of investment banking and commercial experience in both
the private sector and government. He is the Executive Director of Australian Resources
Development Limited, a company focused on the provision of specialised advice and
assistance on the structuring, financing and developing of energy and resource projects.
Dr Carland was the co-founder and part-owner of BurnVoir Corporate Finance Limited
(BurnVoir), an independent specialist investment banking firm focusing on the energy,
resource and infrastructure sectors. Prior to establishing BurnVoir, Dr Carland was
executive vice president and head of energy and power at Bankers Trust, and before that,
he was deputy managing director and head of corporate finance at UBS Australia. He was
previously a non-executive director of Indophil Resources NL. Dr Carland has held senior
executive roles with the CRA Group (now Rio Tinto), including management of the
commercial arrangements for the purchase of the Gladstone Power Station. His roles have
seen him based in the US and London.
Mr Richard Laufmann is a founding Director of Rex Minerals and was formerly a
non-executive director (since 2007). He was appointed Chief Executive Officer and
Managing Director (CEO) of the Company on 23 April 2015.
Mr Laufmann is a mining engineer with broad experience in the resources sector,
both corporate and operational.
Mr Laufmann’s previous roles include chief executive officer of Indophil Resources
NL (until January 2015, an ASX listed company with a large copper-gold Joint
Venture in the Philippines) and prior to that, chief executive officer of Ballarat
Goldfields NL. Mr Laufmann also previously led WMC Resources Limited’s gold
business as general manager-operations.
Mr Alister Maitland was appointed a Director of Rex Minerals on 16 September
2011. He is Chairman of the Audit Committee and a member of the
Remuneration Committee.
Mr Maitland is a former executive director of ANZ Banking Group with a
background in international finance whose banking experience extended beyond
Australasia to cover Asia, the Sub Continent, the Middle East, Europe and America.
His professional experience has included global business expansion, internal and
external consulting, treasury projects and international political agendas. As chief
executive of ANZ Bank for New Zealand, he was responsible to the local board for
that country’s operations.
He has been a non-executive director of a number of publicly-listed ASX
companies and Government bodies covering a wide range of activities including
property services, mining, banking, asset management and health. He is a former
chairman of Ballarat Goldfields NL, director of Lihir Gold Ltd and Malayan Banking
Berhad (Maybank).
ANNUAL REPORT
2 02 0
14
REX MINERALS LTD
DIRECTORS’ REPORT (Continued) for the year ended 30 June 2020
DIRECTORS (CONTINUED)
Name, qualifications and
independence status
Mr Mitchell H Hooke AM
Independent Non-
Executive Director
(B.Rur.Sc. (UNE), MAIA,
MAICD)
Mr Ian Smith
Independent Non-
Executive Director
(B.E (Hons, Mining),
B Fin Admin, FIEAust,
FAusIMM)
Experience, special responsibilities and other directorships
Mr Mitchell H Hooke AM was appointed a Director of Rex Minerals on 4 August 2015.
He is Chairman of the Remuneration Committee and a member of the Audit Committee.
Mr Hooke is globally-recognised for his in-depth knowledge and strategic leadership in
Australian and global public policy advocacy, as well as delivering on practical operational
issues in the development of economic, social and environmental policy and practice across
the minerals, agriculture, and food and grocery industries in Australia and internationally.
Mr Hooke was the chief executive officer of Grains, Food and Grocery, and the Minerals
Councils of Australia spanning over 25 years until his retirement from the MCA at the end
of 2013. He is the Chairman of Partners in Performance International, a Non-Executive
Director of The Menzies Research Centre Ltd and with a long and strong rural
background, he is an Independent Non-Executive Director of Grain Producers Australia
Limited. He is a Non-Executive Director of coal-based technology company GTL Energy
Ltd, and was formerly a non-executive director of USA private equity Elgin National
Industries and its Australian subsidiary Roberts and Schaefer. Mr Hooke is also a
member of the Advisory Boards of Micromine Ltd and Member of the Company of
Winifred Wests Schools.
Mr Ian Smith was appointed a Director of Rex Minerals on 18 February 2019.
Mr Smith is a mining engineer with more than 40 years’ experience in the mining and
services sector. He has held some of the most senior positions in the Australian resources
industry, most recently managing director and chief executive officer of Orica. Prior to
that, he was managing director and chief executive officer of Newcrest, growing the
business to what has become Australia’s biggest, and globally one of the largest, gold
mining companies. Mr Smith is a Fellow of both the Australasian Institute of Mining and
Metallurgy and the Institute of Engineers.
In prior roles Mr Smith was global head of operational and technical excellence with Rio
Tinto, London and managing director – Comalco Aluminium Smelting with Rio Tinto in
Brisbane. He has technical, operational, financial and strategic expertise, having also held
senior and executive positions with WMC Resources, Pasminco and CRA. Mr Smith is a
past president of the Australian Mines & Metals Association and is a past chairman of the
Minerals Council of Australia. Mr Smith was formerly a non-executive director of White
Rock Minerals Ltd.
Mr Ronald Douglas
Mr Ronald Douglas was appointed a Director of Rex Minerals on 18 February 2019.
Independent Non-
Executive Director
(B.Eng, FAIM, MAustIMM,
MAICD)
Mr Douglas is an engineer by qualification and has extensive experience leading owners’
teams for major projects located around the world. Mr Douglas is the Executive Vice
President, Project Delivery for Ausenco and he has over 35 years’ global experience in
project delivery and resources sector management. His previous roles have included global
head of projects and technology for Orica; executive general manager projects and studies
for Newcrest; chief executive officer of Australian Solomons Gold; managing director for
Anglesey Aluminium Metal (part of Rio Tinto); and general manager for Rio Tinto’s
aluminium and coal projects.
Mr Douglas is a Fellow of the Australian Institute of Management, a Member of the
Australasian Institute of Mining and Metallurgy and a Member of Australian Institute
of Company Directors. He has extensive and well-recognised expertise in industrials,
minerals and metals, as well as oil and gas. Mr Douglas was formerly a non-executive
chairman of Highlands Pacific Limited.
15
REX MINERALS LTD
DIRECTORS’ REPORT (Continued) for the year ended 30 June 2020
COMPANY SECRETARY
Ms Kay Donehue
(GradDipACG, GIA(Cert), AGIA, ICSA, AAICD, Chartered Secretary)
Ms Donehue has over 25 years’ experience in the mining and banking industries, and most recently has focused extensively
on company secretarial and governance roles in the mining sector. Ms Donehue was previously company secretary of
Indophil Resources NL which was delisted from the ASX in 2015 following completion of a Scheme of Arrangement
with its major shareholder.
Ms Donehue is an Associate of the Governance Institute of Australia and holds a Graduate Diploma in Applied
Corporate Governance.
DIRECTORS’ MEETINGS
The numbers of meetings of the Company’s Board of Directors and of each Board Committee held during the financial
year and the numbers of meetings attended by each Director were:
Director
Board Meetings
Audit Committee Meetings
Remuneration Committee
Meetings 2
Dr David Carland
Mr Richard Laufmann1
Mr Alister Maitland
Mr Mitchell Hooke
Mr Ian Smith1
Mr Ronald Douglas1
A
6
6
5
4
5
5
B
6
6
6
6
6
6
A
2
2
1
1
1
2
B
2
2
2
2
2
2
A
–
–
–
–
–
–
B
–
–
–
–
–
–
A – Number of meetings attended.
B – Number of meetings held during the year whilst the Director held office.
1 Director is not a member of the Committees but attend meetings as appropriate by invitation.
2 Any matters for consideration by the Remuneration Committee were managed directly by the Board and accordingly, no separate meetings
were held by the Remuneration Committee during the year.
CORPORATE GOVERNANCE STATEMENT
Rex has adopted comprehensive systems of control and accountability as the basis for the administration and compliance
of effective and practical corporate governance. These systems are reviewed regularly and revised if appropriate.
The Board is committed to administering the Company’s policies and procedures with transparency and integrity, pursuing
the genuine spirit of good corporate governance practice. To the extent they are applicable, Rex has adopted the ASX
Corporate Governance Council’s Corporate Governance Principles and Recommendations, 3rd Edition for the 2020
financial year and will adopt the Council’s February 2019 update–Corporate Governance Principles and
Recommendations, 4th Edition, effective 1 July 2020. In addition, as the Company’s activities transform in size, nature
and scope, additional corporate governance structures will be considered by the Board and assessed as to their relevance.
In accordance with the ASX Principles and Recommendations and the ASX Listing Rules, the Corporate Governance
Statement and a more detailed discussion of the Company’s approach can be found on its website:
www.rexminerals.com.au/company-profile.
This Corporate Governance Statement is dated 30 June 2020 and was approved by the Board on 21 September 2020.
ANNUAL REPORT
2 02 0
16
REX MINERALS LTD
DIRECTORS’ REPORT (Continued) for the year ended 30 June 2020
PRINCIPAL ACTIVITIES
The principal activity of the Group during the year was minerals exploration, evaluation and development. The Group
acquired the Hog Ranch Gold Property located in Nevada, USA diversifying the Company’s asset base. This is the only
change to the Group’s principal activities during the year.
The Group’s principal objective is to create value through the discovery and development of mineral resources.
Our strategy to deliver on this objective is to:
(cid:129) Following receipt of approval of our PEPR we are now well placed to pursue all available financing options for
the development of the Hillside Project;
(cid:129) Embark on and further develop the exploration and development options at Hog Ranch, including:
> Grow the shallow disseminated gold Mineral Resource
> Explore for the high-grade boiling zone targets
> Commence regional work program and drill target generation
> Continue baseline environmental studies for permitting of the Bells Project.
(cid:129) Explore options to continue to explore our highly prospective Iron Oxide Copper Gold (IOCG) tenements in
South Australia; and
(cid:129) Evolve the pool of corporate and financing options available.
OPERATING AND FINANCIAL REVIEW
The income statement shows a loss after tax of $5.2 million (2019: $5.1 million) for the year. The Group has a private
loan facility liability of $4.4 million (2019: nil) and no bank debt. As at 30 June 2020, the Group had a cash position of
$3.0 million (2019: $2.7 million). Operating activities resulted in a net cash outflow for the year of $4.8 million (2019:
outflow $4.6 million).
SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS
There were no significant changes in the state of affairs of the Group during the financial year.
DIVIDENDS PAID OR RECOMMENDED
The Directors do not recommend the payment of a dividend and no amount has been paid or declared by way of a dividend
to the date of this report.
EVENTS SINCE THE END OF THE FINANCIAL YEAR
On 29 July 2020, the Company issued 666,666 shares to Directors following the exercise of vested options at a price of
8.4 cents, expiring 31 January 2023.
On 3 September 2020, the Company announced that it had successfully completed a Placement to professional and
sophisticated investors, raising $10M and has offered existing eligible shareholders the opportunity to participate in a
Share Purchase Plan (SPP). The Company also announced the extension of the repayment date on its loan facility by a
period of twelve months to February 2022, all other loan terms remain the same.
Other than mentioned above, no matters or circumstances have arisen since 30 June 2020 that have significantly affected
the Group’s operations, results or state of affairs.
LIKELY DEVELOPMENTS AND EXPECTED RESULTS OF OPERATIONS
The Group is working towards the development of the Hillside copper and Bells gold projects and continued minerals
exploration on the tenements and mineral claims owned or controlled by the Group.
Other than that which is disclosed throughout the Annual Report, further information about likely developments in the
operations of the Group and the expected results of those operations in future financial years has not been included in this
report because disclosure of the information would be likely to result in unreasonable prejudice to the Group.
17
REX MINERALS LTD
DIRECTORS’ REPORT (Continued) for the year ended 30 June 2020
ENVIRONMENTAL REGULATION
The Group’s operations are subject to environmental regulation in respect of mineral tenements relating to exploration
activities on those tenements. No breaches of any environmental requirements were recorded during the financial year.
INDEMNIFICATION AND INSURANCE OF OFFICERS
The Company provides insurance to cover legal liability and expenses for the Directors and Executive Officers of the
Company. The Directors and Officers Liability Insurance provides cover against all costs and expenses that may be
incurred in defending civil or criminal proceedings that fall within the scope of the indemnity and that may be brought
against the Officers in their capacity as Officers. Disclosure of the nature of the liability cover and the amount of the
premium is subject to a confidentiality clause under the insurance policy.
The Company has entered into an agreement with Directors and Executive Officers to indemnify these individuals against
any claims and related expenses, which arise as a result of their work in their respective capacities.
The Company has not provided any insurance or indemnity for the auditor of the Company.
NON-AUDIT SERVICES
During the year, KPMG Australia (KPMG), the Group’s auditor, did not perform any services other than the audit and
review of the financial statements.
Details of amounts paid to the auditor of the Group, KPMG and its related practices for audit services during the year,
are set out below.
2020 2019
$ $
Audit and review of financial statements 47,500 46,500
REMUNERATION REPORT – AUDITED
The Directors present the Remuneration Report for the year ended 30 June 2020, outlining key aspects of the
remuneration policy and framework and the remuneration awarded during the year.
Principles of compensation
Remuneration is referred to as compensation throughout this report.
Key Management Personnel (KMP) comprise the Directors of the Company and Senior Executives for the Group.
KMP have authority and responsibility for planning, directing and controlling the activities of the Company and the Group.
Compensation packages may include a mix of fixed and variable compensation, and short-term and long-term
performance-based incentives.
Fixed compensation
Fixed compensation consists of base compensation (which is calculated on a total cost basis and includes any fringe
benefits tax charges related to employee benefits including motor vehicles), as well as leave entitlements and employer
contributions to superannuation funds.
Compensation levels are reviewed annually through a process that considers individual, segment and overall performance
of the Group. Market research provides analysis and guidance for compensation.
Performance linked compensation
Performance linked compensation may include both short-term and long-term incentives, and is designed to reward senior
executives for meeting or exceeding their financial and personal objectives. The short-term incentive is an ‘at risk’ bonus
provided in the form of cash, while the long-term incentive is provided as options over ordinary shares of the Company
pursuant to the terms and conditions of the options. Non-Executive Directors are not eligible for performance linked
compensation.
ANNUAL REPORT
2 02 0
18
REX MINERALS LTD
DIRECTORS’ REPORT (Continued) for the year ended 30 June 2020
REMUNERATION REPORT – AUDITED (CONTINUED)
Short-term incentive
The short-term incentive (STI) is a discretionary bonus provided in the form of cash. At the end of the financial year,
the Board assesses the performance of the Group and individuals.
The Board determines and approves the cash incentive to be paid to individuals. During the year, no STI cash bonuses
were paid or payable.
Long-term incentive
The long-term incentive (LTI) is provided as options over ordinary shares of the Group and are issued at the discretion of
the Board with conditions that the Board determines as appropriate at the time of issue. The Board believes the LTI is an
important component of a comprehensive remuneration strategy. It aligns participants’ interests with those of
shareholders by linking their overall total rewards to the long-term success of the Company and helps retain cash funds
within the Company.
The Board received shareholder approval for an Option Incentive Plan at the Annual General Meeting on 22 November
2018. The plan is administered by the Board which has the discretion to determine eligibility to participate in the plan.
Consequences of performance on shareholder wealth
The variable components of the Group’s Executives’ remuneration (the STI and LTI) seek to encourage alignment of
management performance and shareholders’ interests by linking remuneration to the performance of the Group.
Whilst the Remuneration Committee takes into consideration the indices detailed below, the Board acknowledges that
as an exploration and development company, the use of such indices does not fully reflect the Group’s performance.
Net loss attributable to equity holders of the
parent (million)
2020
$
5.1
2019
$
5.1
2018
$
5.2
2017
$
0.8
2016
$
5.1
Closing share price at financial year’s end ($)
0.070
0.053
0.105
0.056
0.051
Service agreements
In line with Group policy, the Group has entered into contracts with each of its Executive Officers, and they are capable
of termination on up to two months’ notice. The Group retains the right to terminate a contract immediately by making
payment in lieu of notice. Executive Officers are also entitled to receive (on termination of employment) their statutory
entitlements of accrued annual and long service leave, together with any superannuation benefits. The employment contract
provides for no additional entitlement in the event of immediate termination due to misconduct or gross negligence.
The employment or consultancy contract outlines the components of compensation paid to the Executive Officers, and may
be either based on an annual amount or daily rate. They do not prescribe how compensation levels are modified year to
year. Compensation levels are reviewed each year to meet the principles of the compensation policy. Any STI is at the
discretion of the Board. The Company has established an Option Incentive Plan, and the Board may invite Executive
Officers to participate under the terms and conditions of the plan as an LTI.
Non-Executive Directors
Total compensation for all Non-Executive Directors, last voted upon by shareholders at the 2011 AGM, is not to exceed
$500,000 per annum and is set based on advice from external advisors with reference to fees paid to other Non-Executive
Directors of comparable companies.
The Chairman and Non-Executive Directors do not receive performance related remuneration, but subject to shareholder
approval may receive options as part of their remuneration. Directors’ fees cover all main Board activities and
membership of Board committees.
19
REX MINERALS LTD
DIRECTORS’ REPORT (Continued) for the year ended 30 June 2020
REMUNERATION REPORT – AUDITED (CONTINUED)
Directors’ and Executive Officers’ remuneration
Details of the nature and amount of each major element of remuneration of Directors and Executive Officers for 2020
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2 02 0
20
REX MINERALS LTD
DIRECTORS’ REPORT (Continued) for the year ended 30 June 2020
REMUNERATION REPORT – AUDITED (CONTINUED)
Directors’ and Executive Officers’ remuneration
Details of the nature and amount of each major element of remuneration of Directors and Executive Officers for 2019
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r
REX MINERALS LTD
DIRECTORS’ REPORT (Continued) for the year ended 30 June 2020
REMUNERATION REPORT – AUDITED (CONTINUED)
Shares under option
All options refer to unquoted options over ordinary shares of Rex Minerals Ltd, which are exercisable on a one-for-one
basis under the terms and conditions of the Option Incentive Plan. The options do not entitle the holder to participate in
any share issue of the Company. All options expire on the earlier of their expiry date or in the case of termination, as
defined in the terms and conditions of the plan.
During the year, the Company issued 12.1 million options and issued 12.4 million ordinary shares as a result of the
exercise of options, with 1.4 million options lapsing. At 30 June 2020, there were 14.1 million unquoted options over
ordinary shares of the Company, 2.0 million at an exercise price of 8.4 cents, expiring 31 January 2023 and 12.1 million
at an exercise price of 7.0 cents expiring 29 February 2024. Since the end of the financial year, the Company has issued
666,666 ordinary shares as a result of the exercise of options. Options on issue at the date of this report are 13,433,334.
Reconciliation of options, ordinary shares and consideration rights held by Key Management Personnel (KMP)
Options
The table below shows a reconciliation of unquoted options over ordinary shares in the Company held directly, indirectly or
beneficially by each KMP including their related parties, during the financial year.
The fair value of the options is calculated at the date of grant, using the Black-Scholes option pricing model and allocated
to each reporting period evenly over the period from grant to vesting date.
Name
Held at
1 July
2019
Number
of options
exercised1
Number
of
options
granted
or lapsed
Number
of
options
vested
and
exercis-
able2
% of
options
vested
Held at
30 June
2020
Fair
value of
options
granted
in 2020
Fair
value
of options
expensed
in 2020
Maximum fair
value of
options yet to
vest or be
expensed
Dr David Carland
–
Mr Alister Maitland
1,000,000
Mr Mitchell Hooke
334,000
Mr Ian Smith
1,000,000
Mr Ronald Douglas
1,000,000
Mr Richard Laufmann
3,000,000
–
–
–
–
–
–
–
1,000,000
334,000
–
–
–
–
–
333,333
333,333
3,000,000
Mr Greg Hall
1,400,000
(1,150,000)
250,000
Ms Amber Rivamonte
1,500,000
1,500,000
1,500,000
Ms Cherie Leeden
–
3,000,000
–
–
–
–
–
–
–
–
33
33
–
–
–
–
–
–
–
1,000,000
1,000,000
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
$9,742
$15,438
$9,742
$15,438
–
–
–
–
1,500,000
$35,700
$6,919
$28,781
3,000,000
$71,400
$13,837
$57,563
1 Options exercised during the period were exercised at 6.3 cents each and the share price on the day of exercise
was 8.0 cents.
2 Since 30 June 2020, Mr Ian Smith and Mr Ron Douglas have both exercised 333,333 options at 8.4 cents each,
reducing the number of options they hold at the date of this report to 666,667.
ANNUAL REPORT
2 02 0
22
REX MINERALS LTD
DIRECTORS’ REPORT (Continued) for the year ended 30 June 2020
REMUNERATION REPORT – AUDITED (CONTINUED)
Reconciliation of options, ordinary shares and consideration rights held by Key Management Personnel (KMP) (Continued)
Options (Continued)
The fair value of the unlisted options granted during 2020 has been measured independently at the date of the grant
based upon the Black-Scholes option pricing model. The inputs used in the measurement of the fair value at grant date
are as follows.
Grant date
6 March 2020
Fair value per option at grant date
2.38 cents
Exercise price per option
7.0 cents
Premium to closing share price prior to grant date
11.1%
Expiry date
29 February 2024
Options vest in three equal tranches.
All options expire on the earlier of their expiry date or in the case of termination, as defined in the Option Incentive Plan.
On termination, in the event that a KMP is deemed to be a good leaver, then all unvested options will immediately vest.
In the event that a KMP is deemed to be a bad leaver, the options (whether vested or unvested) expire shortly thereafter.
The terms and conditions of each grant of options affecting remuneration in the current and future reporting periods are
set out below.
Grant date
Vesting dates
Expiry date
Exercise
price
(cents)
Value per
option at grant
date (cents)
%
vested
One third 31 January 2020
One third 31 January 2021
One third 31 January 2022
One third 28 February 2021
One third 28 February 2022
One third 28 February 2023
14 February 2019
6 March 2020
Shareholdings
31 January 2023
8.4
2.88
29 February 2024
7.0
2.38
33
–
The table below shows a reconciliation of ordinary shares in the Company held, directly, indirectly or beneficially by each
KMP including their related parties, during the financial year. The table below also includes any movement in ordinary shares
since the end the financial year and the totals held at the date of this report by each KMP including their related parties.
Name
Held at
1 July
2019
Received
on
exercise
of option
Acquired
or sold
during the
year
Held at
30 June
2020
Received
on exercise
of option
Acquired
or sold
since the
end of year
Held at
date of this
report
Dr David Carland
2,022,888
–
Mr Alister Maitland
338,364
1,000,000
Mr Mitchell Hooke
1,107,507
334,000
Mr Ian Smith
Mr Ronald Douglas
–
–
–
–
–
–
–
–
–
2,022,888
1,338,364
1,441,507
–
–
–
–
–
333,333
333,333
Mr Richard Laufmann
4,450,666 3,000,000
646,1511
8,096,817
Mr Greg Hall
100,000
250,000
-
350,000
Ms Amber Rivamonte
950,000
1,500,000 2,584,6061 5,034,606
Ms Cherie Leeden
–
–
–
–
–
–
–
–
1 Shares issued for consideration of the Hog Ranch Group were escrowed for 12 months from the date of completion.
2,022,888
1,338,364
1,441,507
333,333
333,333
8,096,817
350,000
5,034,606
–
–
–
–
–
–
–
–
–
–
23
REX MINERALS LTD
DIRECTORS’ REPORT (Continued) for the year ended 30 June 2020
REMUNERATION REPORT – AUDITED (CONTINUED)
Reconciliation of options, ordinary shares and consideration rights held by Key Management Personnel (KMP) (Continued)
Hog Ranch Consideration Rights (HRCR)
The Company has issued 20 million HRCR (including to related parties) as part of the Hog Ranch acquisition.
The HRCR convert to Rex shares on the outcome of the following milestones:
a.
5 million HRCR on announcement by Rex to the ASX by no later than 31 October 2024 on completion of an
Inferred Mineral Resource in addition to any Indicated and Measured Mineral Resource in total of 2Moz or
higher of contained gold as defined by the 2012 JORC Code with respect to the Hog Ranch Property and has a
minimum grade of 0.4 g/t of gold in addition to a minimum tonnage of 100 Mt; and
b.
15 million HRCR on announcement by Rex to the ASX by no later than 31 October 2024 of the Board
approving a decision to mine the Hog Ranch Property.
The acquisition value of the Hog Ranch Property of $1.640 million was based on the fair value of the equity instruments
issued as a consideration. The value was determined using the Black-Scholes model and considering the probability of each
milestone being achieved.
During the year, no HRCR were converted or cancelled as the above milestones are yet to be achieved by the Company.
The table below shows a reconciliation of HRCR in the Company held, directly, indirectly or beneficially by KMP including
their related parties, during the financial year. The table below also includes any movement in HRCR since the end the
financial year and the totals held at the date of this report by KMP including their related parties.
Name
Mr Richard Laufmann
Ms Amber Rivamonte
Held at
1 July
2019
–
–
Acquired
during
the year
Held at
30 June 2020
Acquired
since the
end of year
1,292,303
1,292,303
5,169,210
5,169,210
–
–
Held at
date of
this report
1,292,303
5,169,210
Above: Core farm at Hillside Project, South Australia.
ANNUAL REPORT
2 02 0
24
REX MINERALS LTD
DIRECTORS’ REPORT (Continued) for the year ended 30 June 2020
REMUNERATION REPORT – AUDITED (CONTINUED)
Reconciliation of options, ordinary shares and consideration rights held by Key Management Personnel (KMP) (Continued)
Loans from Directors
In February 2020, the Company entered into a Loan Facility Agreement for a total amount of $4.400 million from a
group of lenders (including four Directors), with a one off establishment fee of 2%, an interest rate of 10% for a period of
12 months using the Company’s freehold land as security. In September 2020, the loan facility was extended for an
additional 12 months to February 2022, all other terms remaining the same. Details of loans from Directors, including
entities related to them, are set out below.
Name
Balance at
1 July 2019
Loan
drawdown
Est. Fee
Interest
charged
Payments
Balance at
30 June
2020
Dr David Carland
Mr Alister Maitland
Mr Ian Smith
Mr Richard Laufmann
–
–
–
–
$500,000
$10,000
$17,397
$10,000
$517,397
$250,000
$5,000
$8,699
$5,000
$258,699
$500,000
$10,000
$17,397
$10,000
$517,397
$1,000,000
$20,000
$34,795
$20,000
$1,034,795
Other transactions with Key Management Personnel (KMP)
KMP hold positions in other companies that result in them having control or significant influence over those companies.
During the year, KMP related companies transacted with the Group. The terms and conditions of these transactions were
no more favourable than those available, or which might reasonably be expected to be available, on similar transactions to
non-KMP related companies.
During the year, the Group completed the acquisition of the Hog Ranch Group Pty Ltd (HRG). Two of the vendors of HRG
were companies controlled by Mr Richard Laufmann and Ms Amber Rivamonte. Total consideration for the acquisition
comprised an issue of 10 million shares and 20 million consideration rights which convert to Rex shares on the outcome of
certain milestones being met (as described above), and will lapse if the milestones are not met prior to 31 October 2024.
The issue of the shares and the consideration rights to all HRG vendors were approved by shareholders at the
21 November 2019 AGM.
The fair value of the HRCR issued as a consideration for the asset acquisition was determined using the Black-Scholes
model and considered the probability of each milestone being achieved.
Name
Mr Richard Laufmann
Ms Amber Rivamonte
Amount recognised as Exploration
1 Shares issued as part of the acquisition were under escrow for a period of 12 months.
2 No HRCR were converted or cancelled as the above milestones are yet to be achieved by the Company.
Shares1
HRCR2
$58,154
$46,086
$232,614
$184,385
$290,768
$230,471
25
REX MINERALS LTD
DIRECTORS’ REPORT (Continued) for the year ended 30 June 2020
Rounding
The Group is of a kind referred to in ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191
dated 24 March 2016 and in accordance with that Financial Instrument, amounts in the consolidated financial statements
and Directors’ Report have been rounded off to the nearest thousand dollars, unless otherwise stated. All currencies are in
Australian dollars unless stated otherwise.
Lead Auditor’s Independence Declaration
The lead auditor’s independence declaration is set out on page 49 and forms part of the Directors’ Report for the year
ended 30 June 2020.
Dated at Melbourne this 21st day of September 2020.
Signed in accordance with a resolution of the Directors:
Mr Richard Laufmann
Chief Executive Officer
ANNUAL REPORT
2 02 0
26
REX MINERALS LTD
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
As at 30 June
2020 2019
Note $000 $000
Current assets
Cash and cash equivalents 7 2,990 2,723
Trade and other receivables 41 38
Prepayments 47 35
Total current assets 3,078 2,796
Non-current assets
Exploration and evaluation expenditure 9 3,243 1,645
Property, plant and equipment 10 14,339 14,401
Water infrastructure 4,076 4,076
Total non-current assets 21,658 20,122
Total assets 24,736 22,918
Current liabilities
Trade and other payables 11 344 257
Employee benefits 12 605 633
Provisions – 36
Borrowings 22(b) 4,400 –
Total current liabilities 5,349 926
Non-current liabilities
Employee benefits 12 67 30
Provisions 36 –
Total non-current liabilities 103 30
Total liabilities 5,452 956
Net assets 19,284 21,962
Equity
Issued capital 13(a) 197,953 196,269
Reserves 13(d) 810 360
Accumulated losses (179,479) (174,667)
Total equity 19,284 21,962
The notes on pages 31 to 47 are an integral part of these financial statements.
27
REX MINERALS LTD
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND
OTHER COMPREHENSIVE INCOME
For the year ended 30 June
2020 2019
Note $000 $000
Finance income 21 98
Government grants 123 –
Corporate and compliance (1,017) (1,247)
Depreciation expense 10 (64) (101)
Employee benefits expense 14 (2,037) (1,921)
Marketing expenses (117) (86)
Exploration and evaluation (1,786) (1,414)
Borrowing costs (282) –
Loss on disposal of fixed assets – (440)
Loss before tax (5,159) (5,111)
Income tax benefit 15 – –
Total loss for the period after tax (5,159) (5,111)
Other comprehensive income – –
Total comprehensive loss attributable to members of Rex Minerals Ltd (5,159) (5,111)
Loss per share attributable to members of Rex Minerals Ltd
Basic loss per share (cents) 16 (1.70) (1.80)
Diluted loss per share (cents) 16 (1.70) (1.80)
The notes on pages 31 to 47 are an integral part of these financial statements.
ANNUAL REPORT
2 02 0
28
REX MINERALS LTD
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the year ended 30 June
Share Share based Accumulated Total
capital payments losses equity
reserve
Note $000 $000 $000 $000
Balance at 1 July 2019 196,269 360 (174,667) 21,962
Issue of ordinary shares 13(a) 1,684 – – 1,684
Share based payments 13(d) – 797 – 797
Transfer from share based payments reserve – (347) 347 –
Total comprehensive loss for the period – – (5,159) (5,159)
Balance at 30 June 2020 197,953 810 (179,479) 19,284
Balance at 1 July 2018 192,910 399 (169,631) 23,678
Issue of ordinary shares 13(a) 3,560 – – 3,560
Transaction costs of share issue (201) – – (201)
Share based payments 13(d) – 36 – 36
Transfer from share based payments reserve – (75) 75 –
Total comprehensive loss for the period – – (5,111) (5,111)
Balance at 30 June 2019 196,269 360 (174,667) 21,962
The notes on pages 31 to 47 are an integral part of these financial statements.
29
REX MINERALS LTD
CONSOLIDATED STATEMENT OF CASH FLOWS
For the year ended 30 June
2020 2019
Note $000 $000
Cash flows from operating activities
Cash paid to suppliers and employees (3,023) (3,302)
Exploration and evaluation payments (1,891) (1,386)
Interest received 26 94
Government grants 102 –
Net cash used in operating activities 17 (4,786) (4,594)
Cash flows from investing activities
Acquisition of property, plant and equipment 10 (2) (12)
Net cash used in investing activities (2) (12)
Cash flows from financing activities
Proceeds from issue of share capital 13 784 3,560
Payment of transaction costs – (215)
Proceeds from borrowings 4,400 –
Payment of borrowing costs (129) –
Net cash from financing activities 17 5,055 3,345
Net decrease in cash and cash equivalents 267 (1,261)
Cash and cash equivalents at beginning of the period 2,723 3,984
Cash and cash equivalents at period end 7 2,990 2,723
The notes on pages 31 to 47 are an integral part of these financial statements.
ANNUAL REPORT
2 02 0
30
REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS
1. REPORTING ENTITY
Rex Minerals Ltd (the Company) is a company domiciled in Australia. The address of the Company’s
registered office is Level 6, 1 Collins Street, Melbourne, Victoria 3000. These consolidated financial statements
comprise the Company and its subsidiaries (together referred to as the Group). The Group is a for profit entity
primarily involved in minerals exploration and evaluation in Australia and USA.
2. BASIS OF PREPARATION
(a) Statement of compliance
The consolidated financial statements are general purpose financial statements which have been prepared in
accordance with Australian Accounting Standards (AASBs) adopted by the Australian Accounting Standards
Board (AASB) and the Corporations Act 2001. The consolidated financial statements comply with International
Financial Reporting Standards (IFRS) adopted by the International Accounting Standards Board (IASB).
These consolidated financial statements were approved by the Board of Directors on 21 September 2020.
(b) Basis of measurement
The Group financial statements have been prepared on the historical cost basis.
The Group financial statements have been prepared on a going concern basis which contemplates the continuity of
normal business activity and realisation of assets and the settlement of liabilities in the normal course of business.
The Group recorded a loss of $5.159 million and net cash outflows from operating and investing activities of
$4.788 million for the year ended 30 June 2020. As at 30 June 2020, the Group has an excess of current
liabilities over current assets of $2.271 million due to classification of the Group’s borrowings of $4.400 million
as a current liability. Following year end, the repayment date of these borrowings was extended to February 2022.
At 30 June 2020, the Group holds current assets of $3.078 million, which includes cash and cash equivalents
of $2.990 million. In addition, the Group has also completed and received funds for an oversubscribed
Placement offer of $10 million on 9 September 2020 and this is being followed by a Share Purchase Plan
offer to eligible shareholders. Directors are therefore of the opinion that the Group is able to meet its obligations
as they fall due for at least twelve months from the date of signing this financial report and that the going concern
basis of preparation is appropriate in the circumstances.
(c) Functional and presentation currency
These Group financial statements are presented in Australian dollars, which is the functional currency of all
entities domiciled in Australia, while the entity domiciled in the USA uses US dollars.
The Company is of a kind referred to in ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument
2016/191and in accordance with that Rounding Instrument, all financial information is presented in Australian
dollars and has been rounded to the nearest thousand, unless otherwise stated.
(d) Use of estimates and judgements
The preparation of financial statements requires Management to make judgements, estimates and assumptions
that affect the application of accounting policies and the reported amounts of assets, liabilities, income and
expenses. Actual results may differ from these estimates.
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are
recognised in the period in which the estimate is revised and in any future periods affected.
In particular, information about significant areas of estimation uncertainty and critical judgements in applying
accounting policies that have the most significant effect on the amount recognised in the financial statements are
described in the following notes and their related accounting policies:
(cid:129) note 9
(cid:129) note 10
(cid:129) note 18
Exploration – determining the fair value of the equity instruments issued on acquisition
Recoverable value of non-current assets – assessment of impairment indicators
Share based payments – key assumptions used in the valuation model
31
REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
3.
SIGNIFICANT ACCOUNTING POLICIES
The accounting policies set out below have been applied consistently to all periods presented in these Group
financial statements, and have been applied consistently by Group entities. The Group has adopted all of the new
and revised Standards and Interpretations issued by the Australian Accounting Standards Board that are relevant
to the Group and effective for the current annual reporting period.
(a)
Basis of consolidation
(i) Subsidiaries
Subsidiaries are entities controlled by the Group. The Group controls an entity when it 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 over the entity. In assessing control, potential voting rights that currently are exercisable
are taken into account. The financial statements of subsidiaries are included in the Group financial
statements from the date that control commences until the date that control ceases.
(ii) Transactions eliminated on consolidation
Intra-group balances, and any unrealised income and expenses arising from intra-group transactions,
are eliminated in preparing the Group financial statements.
(b) Financial instruments
All financial assets and liabilities are initially recognised at the fair value of consideration paid or received, net of
transaction costs as appropriate, and subsequently carried at fair value or amortised cost.
Financial assets are not reclassified subsequent to their initial recognition unless the Group changes its business
model for managing financial assets, in which case all affected financial assets are reclassified on the first day of
the first reporting period following the change in the business model.
A financial asset is measured at amortised cost if it meets both of the following conditions:
(cid:129)
it is held within a business model whose objective is to hold assets to collect contractual cash flows; and
(cid:129)
its contractual terms give rise on specified dates to cash flows that are solely payments of principal and
interest on the principal amount outstanding.
(i)
Cash and cash equivalents
Cash and cash equivalents comprise cash balances and call deposits with an original maturity of three
months or less.
(ii) Trade and other payables
Liabilities are recognised for amounts to be paid in the future for goods and services provided to the Group
prior to the end of the reporting period and are stated at amortised cost. The amounts are unsecured and
are usually paid within 30 days of recognition.
(iii) Borrowings
Borrowings are recognised for amounts to be paid in the future for funds advanced to the Group.
Interest expense is recognised as it accrues in profit or loss, using the effective interest method.
(c)
Property, plant and equipment
(i) Recognition and measurement
Items of property, plant and equipment (PP&E) are measured at cost less accumulated depreciation and
impairment losses. Cost includes expenditure that is directly attributable to the acquisition of the asset.
(ii) Subsequent costs
The cost of replacing part of an item of PP&E is recognised in the carrying amount of the item if it is
probable that the future economic benefits embodied within the part will flow to the Group and its cost can
be measured reliably. The carrying amount of the replaced part is derecognised. The costs of the day-to-day
servicing of PP&E are recognised in profit or loss as incurred.
ANNUAL REPORT
2 02 0
32
REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
3.
SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
(c)
Property, plant and equipment (Continued)
(iii) Depreciation
Depreciation is recognised in the profit or loss for items of PP&E on a straight-line basis over the estimated
useful lives of each part of an item of PP&E.
The estimated useful lives for the current and comparative periods are as follows:
(cid:129)
(cid:129)
Plant and equipment
Buildings
3 – 10 years
10 – 20 years
Land is not depreciated.
Water infrastructure will be depreciated over the life of the Hillside Project, upon commencement
of production.
Depreciation methods, useful lives and residual values are reviewed at each reporting date and
adjusted if appropriate.
(d)
Exploration and evaluation expenditure
Exploration and evaluation expenditure, excluding the costs of acquisition, is expensed within the profit and
loss as incurred.
Costs incurred in acquiring rights, the entry premiums paid to gain access to areas of interest and amounts payable
to third parties to acquire interests in existing projects are capitalised as incurred and assessed for impairment
triggers annually.
The ultimate recoupment of costs capitalised for exploration and evaluation is dependent on successful
development and commercial exploitation or sale of the respective area of interest.
(e)
Impairment
(i) Financial assets
The Group recognises loss allowances for expected credit loss (ECLs) on financial assets measured at
amortised cost. Loss allowances for other receivables are always measured at an amount equal to lifetime
ECLs.
(ii) Non-financial assets
The carrying amounts of the Group’s non-financial assets are reviewed at each reporting date to determine
whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable
amount is estimated.
The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its fair
value less costs to sell. In assessing value in use, the estimated future cash flows are discounted to their
present value using a pre-tax discount rate that reflects current market assessments of the time value of
money and the risks specific to the asset. For the purpose of impairment testing, assets are grouped together
into the smallest group of assets that generate cash inflows from continuing use that are largely independent
of the cash inflows of other assets or groups of assets (the “cash-generating unit”). The goodwill acquired in
a business combination, for the purpose of impairment testing, is allocated to cash-generating units that are
expected to benefit from the synergies of the combination.
An impairment loss is recognised if the carrying amount of an asset or its cash-generating unit exceeds its
recoverable amount. Impairment losses are recognised in profit or loss. Impairment losses recognised in
respect of cash-generating units are allocated first to reduce the carrying amount of any goodwill allocated
to the units and then to reduce the carrying amount of the other assets in the unit (group of units) on a pro
rata basis.
An impairment loss in respect of goodwill is not reversed. In respect of other assets, impairment losses
recognised in prior periods are assessed at each reporting date for any indications that the loss has
decreased or no longer exists. An impairment loss is reversed if there has been a change in the estimates
used to determine the recoverable amount. An impairment loss is reversed only to the extent that the asset’s
carrying amount does not exceed the carrying amount that would have been determined, net of depreciation
or amortisation, if no impairment loss had been recognised.
33
REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
3.
(f)
SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Employee benefits
(i) Wages, salaries and annual leave
Liabilities for employee benefits for wages, salaries and annual leave that are expected to be settled within
12 months of the reporting date represent obligations resulting from employee services provided to the
reporting date, and are calculated at undiscounted amounts based on remuneration, wage and salary rates
that the Company expects to pay as at reporting date including related on-costs such as workers
compensation insurance and payroll tax.
(ii) Long-term benefits
The Group’s obligation in respect of long service leave is measured as the present value of the future benefit
expected to be paid to employees that has been earned in return for their service in the current and prior
periods. Consideration is given to the expected future wage and salary levels, experience of employee departures
and periods of service. Expected future payments are discounted using Australian corporate bond rates.
(iii) Share based payments
Equity-based compensation is recognised as an expense in respect of the services received.
The fair value of options granted is recognised as an expense with a corresponding increase in equity.
The fair value is measured at grant date and recognised over the period during which the participants
become unconditionally entitled to the options.
The fair value at grant date is independently determined using a Black-Scholes option pricing model that
takes into account the exercise price, the term of the options, the vesting and performance criteria, the impact
of dilution, the non-tradeable nature of the option, the share price at grant date and expected price volatility
of the underlying share, the expected dividend yield and the risk-free interest rate for the term of the option.
(g)
Tax
(i) Income taxes
Income tax expense comprises current and deferred tax. Income tax expense is recognised in profit or loss
except to the extent that it relates to items recognised directly in equity, in which case it is recognised in equity.
Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or
substantively enacted at the reporting date, and any adjustment to tax payable in respect of previous years.
Deferred tax is recognised using the balance sheet method, providing for temporary differences between the
carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation
purposes. Deferred tax is not recognised for the following temporary differences: the initial recognition of
assets or liabilities in a transaction that is not a business combination and that affects neither accounting nor
taxable profit, and differences relating to investments in subsidiaries to the extent that it is probable that they
will not reverse in the foreseeable future. In addition, deferred tax is not recognised for taxable temporary
differences arising on the initial recognition of goodwill. Deferred tax is measured at the tax rates that are
expected to be applied to the temporary differences when they reverse, based on the laws that have been
enacted or substantively enacted by the reporting date. Deferred tax assets and liabilities are offset if there is
a legally enforceable right to offset current tax liabilities and assets, and they relate to income taxes levied by
the same tax authority on the same taxable entity, or on different tax entities, but they intend to settle current
tax liabilities and assets on a net basis or their tax assets and liabilities, will be realised simultaneously.
A deferred tax asset is recognised to the extent that it is probable that future taxable profits will be available
against which the temporary difference can be utilised. Deferred tax assets are reviewed at each reporting
date and are reduced to the extent that it is no longer probable that the related tax benefit will be realised.
Research and development benefits are recognised in the year the benefit is received.
(ii) Tax consolidation
The Company and its wholly-owned Australian resident entities are part of a tax consolidated group. As a
consequence, all members of the tax consolidated group are taxed as a single entity. The head entity within
the tax consolidated group is Rex Minerals Ltd. The tax consolidated group has entered into tax funding and
tax sharing agreements.
ANNUAL REPORT
2 02 0
34
REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
3.
SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
(g)
Tax (Continued)
(iii) Goods and services tax
Revenue, expenses and assets are recognised net of the amount of GST, except where the amount of GST
incurred is not recoverable from the taxation authority. In these circumstances, the GST is recognised as
part of the cost of acquisition of the asset or as part of the expense.
Receivables and payables are stated with the amount of GST included. The net amount of GST recoverable
from, or payable to, the Australian Taxation Office (ATO) is included as a current asset or liability in the
balance sheet.
Cash flows are included in the statement of cash flows on a gross basis. The GST components of cash flows
arising from investing and financing activities which are recoverable from, or payable to, the ATO are
classified as operating cash flows.
(h)
Finance income
Finance income comprises interest income on funds invested. Interest income is recognised as it accrues in profit
or loss, using the effective interest method.
(i)
Earnings/loss per share
The Group presents basic and diluted earnings per share data for its ordinary shares. Basic earnings per share is
calculated by dividing the profit or loss attributable to ordinary equity holders of the Company by the weighted
average number of ordinary shares outstanding during the period. Diluted earnings per share is determined by
adjusting the profit or loss attributable to ordinary shareholders and the weighted average number of ordinary
shares outstanding for the effects of all dilutive potential ordinary shares.
(j)
Segment reporting
The Group determines and presents operating segments based on the information that internally is provided to
the CEO, who is the consolidated entity’s chief operating decision-maker.
An operating segment is a component of the Group that engages in exploration activities which incurs expenses.
An operating segment’s expenditures are reviewed regularly by the CEO to make decisions about resources to be
allocated to the segment and to assess its performance.
Segment expenditure that is reported to the CEO includes items directly attributable to a segment as well
as those that can be allocated on a reasonable basis. Unallocated items comprise mainly corporate and
compliance expenditure.
Segment capital expenditure is the total cost incurred during the period to acquire PP&E.
(k) Restoration and rehabilitation provision
Obligations to restore and rehabilitate certain areas of property may arise from time to time as a result of the
Group’s activities. A provision for rehabilitation and restoration is recognised in respect of the estimated cost of
rehabilitation, decommissioning and restoration of areas of disturbance existing at reporting date, but not yet
rehabilitated. Rehabilitation activities include dismantling infrastructure, removal and treatment of waste
material, and land rehabilitation, including recontouring, top-soiling and revegetation of the disturbed area.
Provisions for the cost of the rehabilitation program are recognised at the time that environmental disturbance
occurs (or is acquired).
A corresponding asset is recognised in PP&E or exploration and evaluation assets only to the extent that it is
probable that future economic benefits associated with the rehabilitation, will flow to the entity. Determining the
cost of rehabilitation and restoration of the area of disturbance requires the use of significant estimates and
assumptions, including: the timing of the cash flows and expected life of the relevant area of interest, the
application of relevant environmental legislation, and the future expected costs of rehabilitation, decommissioning
and restoration. Changes in the estimates and assumptions used to determine the cost of rehabilitation,
decommissioning and restoration could have a material impact on the carrying value of the site restoration
provision and related asset. The provision is updated based on the facts and circumstances at the reporting date.
(l) Government grants
The Company recognises unconditional government grants in profit or loss when the grants become receivable.
Grants that compensate the Company for expenses incurred are recognised in the profit or loss in the periods in
which the expenses are recognised.
35
REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
3.
SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
(m) New standards and interpretations not yet adopted
A number of new standards are effective for annual periods beginning after 1 July 2020 and earlier
application is permitted; however, the Group has not early adopted the new or amended standards in preparing
these consolidated financial statements and they are not expected to have a material effect on the Group’s
financial statements.
4. DETERMINATION OF FAIR VALUES
A number of the Group’s accounting policies and disclosures require the determination of fair values for financial
assets and liabilities. Fair values have been determined for measurement and/or disclosure purposes based on the
following methods. Where applicable, further information about the assumptions made in determining fair values
is disclosed in the notes specific to that asset or liability.
(a) Trade and other receivables
The fair value of trade and other receivables is estimated as the present value of future cash flows, discounted at
the market rate of interest at the reporting date.
(b) Non-derivative financial liabilities
Fair value, which is determined for disclosure purposes, is calculated based on the present value of future principal
and interest cash flows, discounted at the market rate of interest at the reporting date.
(c) Share based payments
The fair value of options granted to participants as compensation is independently measured using a Black-
Scholes option pricing model. Measurement inputs include the exercise price of the options, the term of the
options, the vesting and performance criteria, the non-tradeable nature of the option, the share price at grant date
and expected price volatility of the underlying share (based on an evaluation of the Company’s historical
volatility), expected term of the instruments (based on historical experience and general option holder behaviour),
the expected dividend yield and the risk-free interest rate (based on government bonds) for the term of the option.
5. FINANCIAL RISK MANAGEMENT
(a) Capital Management
The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a going concern,
so as to maintain an adequate capital base sufficient to maintain future exploration and progress of its projects.
In order to maintain or adjust the capital structure, the Group may return capital to shareholders or issue new
shares. The Group’s focus has been to raise sufficient funds through equity to fund exploration and evaluation
activities and repayment of borrowings when they fall due.
The Group encourages employees and contractors to be shareholders through the Option Incentive Plan.
There were no changes in the Group’s approach to capital management during the year. Risk management policies
and procedures are established with regular monitoring and reporting.
Neither the Company nor any of its subsidiaries are subject to externally imposed capital requirements.
(b) Credit risk
Credit risk is the risk of financial loss to the Group if a customer or counter-party to a financial instrument fails
to meet its contractual obligations, and arises principally from the Group’s receivables and cash balances.
(c) Liquidity risk
Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due.
The Group’s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient
liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable
losses or risking damage to the Group’s reputation. To this end, actual cash flows and forecast future cash flows
are reported to and monitored by the Board on a periodic basis.
ANNUAL REPORT
2 02 0
36
REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
5. FINANCIAL RISK MANAGEMENT (CONTINUED)
(d) Market risk
Market risk is the risk that changes in market prices (such as foreign exchange rates), interest rates and equity
prices that will affect the Group’s income or the value of its holdings of financial instruments. The objective of
market risk management is to manage and control market risk exposures within acceptable parameters, while
optimising the return.
6. SEGMENT REPORTING
With the acquisition of the Hog Ranch Gold Property (Hog Ranch) during the period the Group has two
reportable segments for the year ended 30 June 2020, which are the Group’s areas of exploration focus.
The areas offer different exploration potential and are managed separately due to their physical locations
In South Australia, the Group has the Hillside Copper-Gold Project and also its highly prospective exploration
portfolio; whilst in Nevada, USA the Group has the Hog Ranch Property, where the focus is on gold exploration in
four key project areas. For each reportable segment, the CEO reviews internal management reports on at least a
quarterly basis.
South Australia Nevada, USA Unallocated Total
2020 $000 $000 $000 $000
Finance income – – 21 21
Government grants – – 123 123
Losses before tax (including
depreciation and interest expense) 930 1,869 2,360 5,159
Depreciation 57 – 7 64
Interest expense – – 153 153
South Australia Nevada, USA Unallocated Total
2019 $000 $000 $000 $000
Finance income – – 98 98
Losses before tax
(including depreciation) 2,428 – 2,683 5,111
Depreciation 67 – 34 101
7. CASH AND CASH EQUIVALENTS
2020 2019
$000 $000
Bank balances and short-term deposits 2,990 2,723
Cash and cash equivalents 2,990 2,723
The Group’s total cash and funds on deposit of $2.990 million (2019: $2.723 million) is exposed to interest rate
risk and a sensitivity analysis for financial assets and liabilities is disclosed in note 19.
37
REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
8. DEFERRED TAX ASSETS (DTA) AND DEFERRED TAX LIABILITIES (DTL)
2020 2019
$000 $000
Exploration and evaluation assets (494) (494)
Property, plant and equipment (67) (83)
Provisions 193 208
Equity costs 71 101
Net DTA/(DTL) (297) (268)
Tax losses recognised to the extent of the DTL 297 268
– –
Tax losses do not expire under current tax legislation. A DTA has not been recognised in respect of these items
because it is not probable within the immediate future, that taxable profits will be available, against which the
Company can utilise the benefits. The DTA not recognised is $56.143 million (2019: $54.715 million).
9. EXPLORATION
2020 2019
$000 $000
Balance at 1 July 1,645 1,645
Additions 1,598 –
Balance at 30 June 3,243 1,645
The total acquisition value of Hog Ranch of $1.640 million was based on the fair value of the equity instruments
issued as a consideration (comprising $0.900 million (10 million shares) and $0.740 million (20 million HRCR)).
The value of the HRCR was determined using the Black-Scholes model (based on a share price of 8.2 cents on the
issue date) and considering the probability of each milestone being achieved. The amount capitalised is the portion
of that valuable attributed to exploration.
10. PROPERTY, PLANT AND EQUIPMENT
Land and Plant and
buildings equipment Total
2020 $000 $000 $000
Cost
Balance at 1 July 2019 14,309 1,958 16,267
Additions – 2 2
Balance at 30 June 2020 14,309 1,960 16,269
Depreciation and impairment losses
Balance at 1 July 2019 72 1,794 1,866
Depreciation 9 55 64
Balance at 30 June 2020 81 1,849 1,930
Carrying amounts
At 1 July 2019 14,237 164 14,401
At 30 June 2020 14,228 111 14,339
As at 30 June 2020, land and buildings with a carrying value of $14.110 million were held as security for the loan
facility (2019: nil). Refer to Note 22(b).
ANNUAL REPORT
2 02 0
38
REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
10. PROPERTY, PLANT AND EQUIPMENT (CONTINUED)
Land and Plant and
buildings equipment Total
2019 $000 $000 $000
Cost
Balance at 1 July 2018 15,074 2,127 17,201
Additions – 12 12
Disposals (765) (181) (946)
Balance at 30 June 2019 14,309 1,958 16,267
Depreciation and impairment losses
Balance at 1 July 2018 404 1,867 2,271
Depreciation 36 65 101
Disposals (368) (138) (506)
Balance at 30 June 2019 72 1,794 1,866
Carrying amounts
At 1 July 2018 14,670 260 14,930
At 30 June 2019 14,237 164 14,401
11. TRADE AND OTHER PAYABLES
2020 2019
$000 $000
Current
Trade payables 13 9
Accrued expenses 331 248
Total current trade and other payables 344 257
Total trade and other payables 344 257
12. EMPLOYEE BENEFITS PROVISIONS
2020 2019
$000 $000
Current
Annual leave 417 462
Long service leave 188 171
Total current employee benefits provisions 605 633
Non-current
Long service leave 67 30
Total non-current employee benefits provisions 67 30
Total employee benefits provisions 672 663
39
REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
13. EQUITY
(a) Movements in shares on issue:
Date of Number of Issue
issue shares price $ $000
Opening balance at 1 July 2019 287,234,215 196,269
Issue of shares 20/08/2019 9,353,849 0.090 842
Exercise of options 19/09/2019 250,000 0.063 16
Exercise of options 15/10/2019 100,000 0.063 6
Exercise of options 17/10/2019 1,000,000 0.063 63
Exercise of options 08/11/2019 340,000 0.063 22
Issue of shares 25/11/2019 646,151 0.090 58
Exercise of options 29/11/2019 10,750,667 0.063 677
Closing balance at 30 June 2020 309,674,882 197,953
Opening balance at 1 July 2018 253,597,684 192,910
Capital raising – Placement 25/07/2018 30,660,548 0.110 3,373
Less costs of placement (201)
Exercise of options 22/08/2018 1,975,983 0.063 124
Exercise of options 07/12/2018 1,000,000 0.063 63
Closing balance at 30 June 2019 287,234,215 196,269
(b) Movements in HRCR:
Date of Number of Exercise Expiry
issue rights price $ date
Opening balance as at 1 July 2019 –
Issue of HRCR 25/11/2019 20,000,000 – 31/10/2024
Closing balance as at 30 June 2020 20,000,000
As announced to the ASX on 25 November 2019, the Company completed the acquisition of Hog Ranch Group
Pty Ltd and issued 20 million HRCR which convert to Rex shares on the outcome of the following milestones:
a.
b.
5 million HRCR on announcement by Rex to the ASX by no later than 31 October 2024 on completion
of an Inferred Mineral Resource in addition to any Indicated and Measured Mineral Resource in total
of 2Moz or higher of contained gold as defined by the 2012 JORC Code with respect to the Hog Ranch
Property and has a minimum grade of 0.4 g/t of gold in addition to a minimum tonnage of 100 Mt; and
15 million HRCR on announcement by Rex to the ASX by no later than 31 October 2024 of the Board
approving a decision to mine the Hog Ranch Property.
During the year, no HRCR were converted or cancelled as the above milestones are yet to be achieved by the Company.
(c) Movements in in options on issue:
Date of Number of Exercise Expiry
issue options price $ date
Opening balance as at 1 July 2019 15,824,017
Exercise of options 30/11/2015 (250,000) 0.063 30/11/2019
Exercise of options 30/11/2015 (100,000) 0.063 30/11/2019
Exercise of options 30/11/2015 (1,000,000) 0.063 30/11/2019
Exercise of options 30/11/2015 (340,000) 0.063 30/11/2019
Exercise of options 30/11/2015 (10,750,667) 0.063 30/11/2019
Lapse of options 30/11/2015 (1,383,350) 0.063 30/11/2019
Issue of options 06/03/2020 12,100,000 0.070 29/02/2024
Closing balance as at 30 June 2020 14,100,000
ANNUAL REPORT
2 02 0
40
REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
13. EQUITY (CONTINUED)
(c) Movements in in options on issue (Continued):
Date of Number of Exercise Expiry
issue options price $ date
Opening balance as at 1 July 2018 16,800,000
Exercise of options 22/12/2015 (1,975,983) 0.063 30/11/2019
Exercise of options 22/12/2015 (1,000,000) 0.063 30/11/2019
Issue of options 14/02/2019 2,000,000 0.084 31/01/2023
Closing balance as at 30 June 2019 15,824,017
(d) Movements in share based payment reserve:
$000
Opening balance at 1 July 2019 360
Share based payments – options 84
Share based payments – HRCR 713
Transfer from share based payments (347)
Closing balance at 30 June 2020 810
Opening balance at 1 July 2018 399
Share based payments 36
Transfer from share based payments (75)
Closing balance at 30 June 2019 360
This share based payment reserve is used to recognise the fair value of options issued to participants for options
granted which have not been exercised and also the fair value of the HRCR.
14. EMPLOYEE BENEFITS EXPENSE
2020 2019
$000 $000
Wages and salaries 1,972 1,770
Share based payments 56 29
Increase/(decrease) in liability for annual leave (45) 93
Increase/(decrease) in liability for long service leave 54 29
Total employee benefits expense 2,037 1,921
15. INCOME TAX BENEFIT
NUMERICAL RECONCILIATION BETWEEN TAX BENEFIT AND PRE-TAX ACCOUNTING LOSS
2020 2019
$000 $000
Loss before tax for the period (5,159) (5,111)
Income tax benefit using the corporation tax rate of 30% (2019: 30%) (1,548) (1,533)
Non-deductible expenses 104 (6)
Other non-temporary differences (13) 44
Effect of jurisdictional tax variances 168 –
Net effect of tax losses not recognised 1,289 1,495
Total income tax expense/(benefit) on pre-tax net loss – –
41
REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
16. LOSS PER SHARE
2020 2019
cents cents
Loss per share
Basic loss per share (1.70) (1.80)
Diluted loss per share (1.70) (1.80)
(a) Basic loss per share
The calculation of basic loss per share at 30 June 2020 was based on the loss attributable to ordinary
equity holders of $5.159 million (2019: $5.111 million) and a weighted average number of ordinary shares
outstanding during the financial year ended 30 June 2020 of 304,017,870 (2019: 284,493,544).
(b) Diluted loss per share
The calculation of diluted loss per share at 30 June 2020 is the same as basic loss per share. In accordance
with AASB 133 Earnings per share, as potential ordinary shares may result in a situation where their
conversion results in a decrease in the loss per share, no dilutive effect has been taken into account. Potential
ordinary shares relating to the Option Incentive Plan totalled 14,100,000 at 30 June 2020.
17. RECONCILIATION OF CASH FLOWS
(a) Reconciliation of net profit to cash used in operating activities
2020 2019
Note $000 $000
Cash flows from operating activities
Loss before tax for the period (5,159) (5,111)
Adjustments for non-cash items:
Depreciation 10 64 101
Share based payments 13(d) 84 36
Adjustments for other items:
Borrowing costs 282 –
Other funds received 15 –
Loss on disposal of property plant and equipment – 440
Operating loss before changes in working capital and provisions (4,714) (4,534)
(Increase)/decrease in receivables and prepayments (15) 208
(Decrease)/increase in trade and other payables (66) (390)
(Decrease)/increase in employee benefits 9 122
Net cash used in operating activities (4,786) (4,594)
(b) Reconciliation of liabilities arising from financing activities to financing cash flows
2020 2019
$000 $000
Opening balance at 1 July – –
Proceeds from borrowings 4,400 –
Closing balance at 30 June 4,400 –
ANNUAL REPORT
2 02 0
42
REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
18. SHARE BASED PAYMENTS
(a) Description of share based payment arrangements
During the financial year ending 30 June 2020, 12.1 million options were granted to employees on 6 March
2020, expiring 29 February 2024. Options are exercisable at a price of 7.0 cents each and options will vest
in three equal tranches as follows:
(cid:129) Tranche 1 – one third vest on 28 February 2021
(cid:129) Tranche 2 – one third vest on 28 February 2022
(cid:129) Tranche 3 – one third vest on 28 February 2023
During the financial year ending 30 June 2019, two million options were granted to Directors on
14 February 2019, expiring 31 January 2023. Options are exercisable at a price of 8.4 cents each
and options will vest in three equal tranches as follows:
(cid:129) Tranche 1 – one third vest on 31 January 2020
(cid:129) Tranche 2 – one third vest on 31 January 2021
(cid:129) Tranche 3 – one third vest on 31 January 2022
All options refer to unquoted options over ordinary shares of Rex Minerals Ltd, which are exercisable on a
one-for-one basis under the terms and conditions of the Option Incentive Plan. The options do not entitle the
holder to participate in any share issue of the Company. All options expire on the earlier of their expiry date
or in the case of termination, as defined in the Option Incentive Plan.
(b)
Option expense
2020 2019
$000 $000
Option expense 84 36
Total recognised as share based payments 84 36
(c)
Outstanding options
At 30 June 2020, there were 14,100,000 unlisted options outstanding, 2,000,000 at an exercise price
of 8.4 cents, expiring 31 January 2023 and 12,100,000 at an exercise price of 7.0 cents, expiring
29 February 2024.
19. FINANCIAL INSTRUMENTS
Exposure to credit risk and interest rate risks arise in the normal course of the Group’s business.
(a)
Credit risk
Management monitors the exposure to credit risk on an ongoing basis through monitoring the Group’s
counterparties. The Group does not require collateral in respect of financial assets.
At reporting date, cash is held with a number of reputable financial institutions. The maximum exposure to
credit risk is represented by the carrying amount of each financial asset in the balance sheet.
(b)
Fair value
The financial assets and financial liabilities included in assets and liabilities approximate their net fair values.
43
REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
19. FINANCIAL INSTRUMENTS (CONTINUED)
(c)
Liquidity risk
The following are the contractual maturities of financial liabilities.
Carrying Contractual 1 year 1-2
Financial liabilities amount cash flows or less years
Group $000 $000 $000 $000
2020
Trade and other payables 344 (344) (344) –
Borrowings 4,400 (4,400) (4,400) –
4,744 (4,744) (4,744) –
2019
Trade and other payables 257 (257) (257) –
257 (257) (257) –
(d)
Interest rate risk
The Group’s exposure to market interest rates relates primarily to the Group’s short-term deposits.
At balance date, the Group had the following financial assets exposed to interest rate risk:
2020 2019
$000 $000
Cash and cash equivalents 2,990 2,723
Total cash and cash equivalents 2,990 2,723
At balance date, the Group has no financial liabilities exposed to variable interest rate risks. The following
sensitivity analysis is based on the interest rate risk exposure in existence at the balance sheet date.
At 30 June 2020, if interest rates had moved, as illustrated in the table below, with all other variables
constant, profit or loss and equity would have been affected as follows:
Profit or loss Equity
higher/(lower) higher/(lower)
2020 2019 2020 2019
$000 $000 $000 $000
Group
+1% (100 basis points) 30 27 – –
– 1% (100 basis points) (30) (27) – –
The movements in profit or loss are due to higher/lower interest earnings on cash balances. The movements
in equity are directly linked to movements in the Consolidated statement of profit or loss and other
comprehensive income.
(e)
Impairment losses
None of the Group’s receivables are past due (2019: nil).
ANNUAL REPORT
2 02 0
44
REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
20. EXPLORATION EXPENDITURE COMMITMENTS
In order to maintain current rights of tenure to exploration tenements, the Group is required to perform minimum
exploration work to meet the minimum expenditure requirements under the various exploration licences which are
held. These obligations are expected to be fulfilled in the normal course of operations. Mining interests may be
relinquished or joint ventured to reduce this amount. The State Government has the authority to defer, waive or
amend the minimum expenditure requirements.
South Australia 2020 2019
$000 $000
Not later than one year 600 3,066
Later than one year but not later than five years – 130
Nevada, USA 2020 2019
$000 $000
Not later than one year 72 –
Later than one year but not later than five years 3,950 –
Later than five years 13,405 –
21. CONTINGENCIES
The Directors are of the opinion that there are no matters for which provision is required in relation to any
contingencies, as it is not probable that a future sacrifice of economic benefit will be required or the amount is not
capable of reliable measurement.
The Group’s bankers have provided guarantees amounting to $0.020 million to certain government bodies as
security over the Group’s performance of rehabilitation obligations on certain tenements. Under the agreement, the
Group has indemnified the bank in relation to these guarantees. The guarantees are backed by deposits amounting
to $0.020 million as at 30 June 2020 (2019: $0.020 million).
22. RELATED PARTIES
(a) Parent and ultimate controlling party
Ownership Interest
Country of
Incorporation 2020 2019
Parent entity
Rex Minerals Ltd Australia
Subsidiaries
Rex Minerals (SA) Pty Ltd Australia 100% 100%
Rex Minerals (Iron Ore) Pty Ltd Australia 100% 100%
Rex Hillside (Property) Pty Ltd Australia 100% 100%
Hog Ranch Group Pty Ltd Australia 100% –
Hog Ranch USA Pty Ltd Australia 100% –
CRHK01 Limited 1 Hong Kong 100% –
Hog Ranch Minerals Incorporated USA 100% –
1 Ceased business on 30 April 2020.
(b)
Transactions with Key Management Personnel (KMP)
(i)
Loans to Directors
There were no loans advanced to Directors for the year ending 30 June 2020.
45
REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
22. RELATED PARTIES (CONTINUED)
(b)
Transactions with Key Management Personnel (KMP) (Continued)
(ii) Loans from Directors
During the year ended 30 June 2020, the Group entered into a Loan Facility Agreement for a total
amount of $4.400 million from a group of lenders (including four Directors), with a one off
establishment fee of 2%, an interest rate of 10%, for a period of 12 months using the Group’s
freehold land as security. In September 2020, the loan was extended for an additional 12 months to
February 2022, all other terms remain the same.
The balances in relation to the related parties’ portion is as follows:
2020 2019
$ $
Balance at 1 July – –
Loan drawdown 2,250,000 –
Establishment fee 45,000 –
Interest charged 78,288 –
Amount paid (45,000) –
Balance at 30 June 2,328,288 –
(iii) KMP compensation
KMP compensation comprised the following:
2020 2019
$ $
Short-term benefits 1,050,430 953,365
Post-employment benefits 56,050 48,756
Share based payments 22,292 19,264
Other long-term benefits 40,240 9,901
1,169,012 1,031,286
Information regarding individual Directors’ and Executive Officers’ compensation and some equity
instrument disclosures as permitted by Corporations Regulations 2M.3.03 are provided in the
Remuneration Report section of the Directors’ Report on pages 18 to 25.
There have been no changes to KMP between 1 July 2020 and the date of this report.
(iv) Other KMP transactions
A number of KMP hold positions in other companies that result in them having control or significant
influence over those companies.
During the year, KMP related companies transacted with the Group. The terms and conditions of these
transactions were no more favourable than those available, or which might reasonably be expected to
be available, on similar transactions to non-KMP related companies on an arm’s length basis.
Information regarding individual Directors’ and Executive Officers’ compensation are provided in the
Remuneration Report section of the Directors’ Report on pages 18 to 25.
The aggregate value of transactions and outstanding balances related to KMP companies were
as follows:
Transaction values Balance payable
year ended 30 June as at 30 June
2020 2019 2020 2019
Transaction $ $ $ $
IT and geological services 1 75,727 134,283 9,000 5,550
Acquisition of Hog Ranch
Group Pty Ltd 521,239 – – –
1 During the year, IT consulting services (2019: IT and Geological) were independently provided by a
company jointly controlled by the Chief Financial Officer. The contract terms are based on normal
market rates for this type of service and amounts are payable under normal market terms.
ANNUAL REPORT
2 02 0
46
REX MINERALS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
23. PARENT ENTITY DISCLOSURES
As at, and throughout, the period ending 30 June 2020, the parent company of the Group was Rex Minerals Ltd.
2020 2019
$000 $000
Result of the parent entity
Loss for the period (3,297) (4,968)
Other comprehensive income – –
Total comprehensive loss for the period (3,297) (4,968)
Financial position of the parent entity at year end
Current assets 3,078 2,796
Total assets 20,667 16,922
Current liabilities 5,334 782
Total liabilities 5,437 812
Total equity of the parent entity comprising of
Share capital 197,953 196,269
Share based payments reserve 810 360
Accumulated losses (183,533) (180,519)
Total equity 15,230 16,110
Parent entity contingencies
The Parent entity’s contingencies are the same as the Group’s contingencies as detailed in Note 21.
24. SUBSEQUENT EVENTS
On 29 July 2020, the Company issued 666,666 shares to Directors following the exercise of vested options at a
price of 8.4 cents, expiring 31 January 2022.
On 3 September 2020, the Company announced that it had successfully completed a Placement to professional
and sophisticated investors, raising $10M and has offered existing eligible shareholders the opportunity to
participate in a Share Purchase Plan (SPP). The Company also announced the extension of the repayment date on
its loan facility by a period of twelve months to February 2022, all other loan terms remain the same.
Other than mentioned above, there has not arisen in the interval between the end of the financial year and the date
of this report any item, transaction or event of a material nature likely, in the opinion of the Directors of the
Company, to affect significantly the operations of the Group, the results of those operations, or the state of affairs
of the Group in future financial years.
25. AUDITORS’ REMUNERATION
2020 2019
KPMG Australia $ $
Audit services 47,500 46,500
No non-audit services were provided in the current year.
47
REX MINERALS LTD
DIRECTORS’ DECLARATION
1.
In the opinion of the Directors of Rex Minerals Ltd (the Company):
(a)
the consolidated financial statements and notes and the Remuneration Report in the Directors’ Report, set
out on pages 18 to 25, are in accordance with the Corporations Act 2001, including:
(i) giving a true and fair view of the Group’s financial position as at 30 June 2020 and of its performance
for the financial year ended on that date; and
(ii) complying with Australian Accounting Standards (including the Australian Accounting Interpretations)
and the Corporations Regulations 2001.
(b)
there are reasonable grounds to believe that the Company will be able to pay its debts as and when they
become due and payable.
2.
3.
The Directors have been given the declarations required by section 295A of the Corporations Act 2001from the
Chief Executive Officer and Chief Financial Officer for the financial year ended 30 June 2020.
The Directors draw attention to Note 2 to the consolidated financial statements, which includes a statement of
compliance with International Financial Reporting Standards.
Signed in accordance with a resolution of the Directors:
Mr Richard Laufmann
Chief Executive Officer
Dated this 21st day of September 2020.
ANNUAL REPORT
2 02 0
48
Lead Auditor’s Ind
Section 307C of th
ependence Declaration u
he Corporations Act 2001
nder
To the Directors of Rex Minerals
s Limited
I declare that, to the best of my knowledg
financial year ended 30 June 2020 there ha
ge and belief, in relation to the audit of Rex Minerals Limited f
ave been:
or the
i.
ii.
no contraventions of the aud
2001 in relation to the audit;
ditor independence requirements as set out in the Corporation
and
ns Act
no contraventions of any app
plicable code of professional conduct in relation to the audit.
Paul Cenko
Partner
Adelaide
21 September 2020
KPMG, an Australian partnership and a member
firm of the KPMG network of independent member
firms affiliated with KPMG International Cooperative
(“KPMG International”), a Swiss entity.
Liability limited by a scheme app
Professional Standards Legislati
proved under
on.
Independent Auditor’s Report
To the shareholders of Rex Minerals Limited
R
e
port on th
ae
udi
t of
e Rlaincani Fe th
port
O
noinip
We have audited the Fiinancial Report of
Rex Minerals Limited (the Company).
F
In our opinion, the accompanying Financial
Report of the Company is in accordance with
the Corporations Act 2001, including:
(cid:1)
(cid:1)
giving a true and fair view of the Group's
financial position as at 30 June 2020 and
of its financial performance for the year
ended on that date; and
complying with Australian Accounting
Standa dss
the C rp raations
and
ardd
or
Regulatio s 2001.
por
ns
B
fsisa
or
opi
onni
The Fiina ciial Repport com
nc
mprises:
e
F
d
d
(cid:1) Consoli aated statemen
d
(cid:1)
Consoli aated statem
d
comprehensive incom
equity, and Consolidaat
d
then ended;
nt of financi
l position as at 30 June 2020;
al
other
ment of profit or
me, Consolidated statem t f changes in
ted statement of cash flows for the year
d
loss and
ent
of
d
(cid:1) Notes including a sum
mmary of significant accounting policies;
and
(cid:1) Directo ' Declaration.
rs'
The Group consists of the
the year-end or from time
e Company and the entities it controlled at
to time during the financial year.
We conducted our audit in accordance with Australian Audiiting Stan aard
have obtained is sufficient and appropriate to provide a basis for our opinio
d
d
g
n.
dss. We believe that the audit evidence we
O
Our responsibilities under those standards are further described in the Au
t d d
Financial Report section of our report.
th A
ib d i
ibiliti
th
th
d
d
f
l
uditor’s responsibilities for the audit
or
f
of
f the
We are independent of the Group in accordance with the C rpporations Ac
ct 2001 and the ethical requirements of the
t
l Standa dss Board’s APES 110 Cod
Accounting Profession l and Ethi
foor Professional Accountants
de of Ethi
e
l
(
(iincl diing Independence Standards) (the Code) that are relevant to our aud
dit of the Financial Report in Australia. We
have fulfilled our other ethical responsibilities in accordance with the Code
.
ardd
cs f
cal
ud
or
al
S
0
g
d
K
udiAye
tteaMt
sr
Key Audit Matters are those matters that, in our professional judgement, w
Financial Report of the current period.
were of most significance in our audit of the
This matter was addressed in the context of our audit of the Financial Rep
thereon, and we do not provide a separate opinion on this matter.
port as a whole, and in forming our opinion
KPMG, an Australian partnership and a member
of the KPMG network of independent member fir
affiliated with KPMG International Cooperative
(“KPMG International”), a Swiss entity.
firm
rms
Liability limited by a scheme approved
under Professional Standards
nt
im of
nemssessA
s
tuctrusrafni
retuctrusrafni
u
re
s
intemirpa
ndic
ofsorta
Hhetr o
ills
-rppeoCdei
Gold
lat cejro P
and
nd buil
din
wadnags
te
r
Land and buildings $14.228m – Note 10
Water infrastructure $4.076m
The key audit matter
How the matter was addressed in our audit
impairm
The assessment of whether
ment
indicators exist over the carrying value of th
the
Hillside Copper-Gold Project land and buildi
ings
and water infrastructure is a key audit matte
atter
due to:
(cid:1)
(cid:1)
The significance of the balances to t
financial statements, being 74% of to
assets; and,
the
total
The significance of this determination a
its effect on the scope and depth of
work.
impairm
The presence of
indicators would necessitate a deta
analysis by the Group of the recovera
value of the Hillside Copper-Gold Proj
non-current assets.
and
our
ment
ailed
able
oject
In assessing the presence of impairment
t
indicators, we focused on the valuation of land
and buildings obtained from the Group’s
external valuation expert.
We involved senior audit team members
for this key audit matter.
Our procedures included:
(cid:1) Considering the appropriateness of the Group’s assessment of
indicators against the requirements of the
impairment
accounting standards.
(cid:1)
Evaluating the Group’s assessment of indicators of asset
impairment at 30 June 2020 with reference to our knowledge
of the Group, our industry experience and current market
conditions.
(cid:1) Comparing the Group’s carrying value of land and buildings and
water infrastructure to the valuation of land and buildings
obtained from the Group’s external valuation expert.
(cid:1) Assessing the scope, competence and objectivity of the
Group's external valuation expert engaged to value the land
and buildings. We checked the data used by the Group’s
external valuation expert
to recent sale transactions of
and observable trends in a COVID-19
comparable land
economic environm
(cid:1) Assessing the Grou
our understanding
requirements of Au
up's disclosures in the financial report using
obtained from our testing and against the
stralian Accounting Standards.
ment.
O
the
r I
ormnf
ontia
Other Information is financial and non-financial information in Rex Mine
provided in addition to the Financial Report and the Auditor’s Report. Th
Information.
erals Limited’s annual reporting which is
he Directors are responsible for the Other
Our opinion on the Financial Report does not cover the Other Information an
opinion or any form of assurance conclusion thereon, with the exception o
assurance opinion.
nd, accordingly, we do not express an audit
f the Remuneration Report and our related
In connection with our audit of the Financial Report, our responsibility is t
we consider whether the Other Information is materially inconsistent wi
obtained in the audit, or otherwise appears to be materially misstated.
to read the Other Information. In doing so,
th the Financial Report or our knowledge
We are required to report if we conclude that there is a material misstate
on the work we have performed on the Other Information that we obtained
we have nothing to report.
ment of this Other Information, and based
d prior to the date of this Auditor’s Report
R
foesitilibisnopes
the
creiD
tors
r of
the
icannFi
troepRal
The Directors are responsible for:
(cid:1)
(cid:1)
(cid:1)
or
ons
s Act 2001;
t
preparing the Financial Report that gives a true and fair view in accord
and the C rpporati
implementing necessary internal control to enable the preparation of
view and is free from material misstatement, whether due to fraud or
assessing the Group and Company's ability to continue as a going c
concern basis of accounting is appropriate. This includes disclosing
concern and using the going concern basis of accounting unless the
Company or to cease operations, or have no realistic alternative but to
,
ance with Australian Accounting Standa dss
ardd
g
a Financial Report that gives a true and fair
r error; and
concern and whether the use of the going
g, as applicable, matters related to going
ey either intend to liquidate the Group and
o do so.
udiA
tor’
sres
pons
Our objective is:
i
fsetiilbi
or
the
a
tudi
fot
the
troepRlaicannFi
(cid:1)
(cid:1)
to obtain reasonable assurance abo
misstatement, whether due to fraud o
to issue an Auditor’s Report that includ
out whether the Financial Report as a whole is free from material
r error; and
des our opinion.
Reasonable assurance is a high level of assu
Australian Audiiting Standa dss will always de
ardd
urance, but is not a guarantee that an audit conducted in accordance with
etect a material misstatement when it exists.
g
d
Misstatements can arise from fraud or erro
could reasonably be expected to influence th
or. They are considered material if, individually or in the aggregate, they
he economic decisions of users taken on the basis of the Financial Report.
A further description of our responsibilities f
Assuran e Standa dss Board website at: http
description forms part of our Auditor’s Repo
for the audit of the Financial Report is located at the Auditing and
ps:///www.auasb.gov.au/admin/file/content102/c3/ar1_2020.pdf. This
/
ort.
ardd
ce
R
e
port
on
unemeReth
ra
ti
eRon
port
Opinion
Directors’ responsibilities
In our opinion, the Remuneration Report
t of
Rex Minerals Limited for the year ended
d 30
June 2020, complies with Section 300A f
of
f
f the
C rpporations Act 2001.
or
t
The Directors of the Company are responsible for the preparation
and presentation of the Remuneration Report in accordance with
Section 300A of the C rp raati
f
s Act 2001.
ons
por
or
t
Our responsibilities
We have audited the Remuneration Report included in pages 18
to 25 of the Directors’ report for the year ended 30 June 2020.
Our responsibility is to express an opinion on the Remuneration
Report, based on our audit conducted in accordance with
Australian Audiiting Standa dss.
d
ardd
g
Paul Cenko
Partner
Adelaide
21 September 2020
ANNUAL REPORT
ADDITIONAL
SHAREHOLDER
INFORMATION
For the year ended 30 June 2020
53
REX MINERALS LTD
ADDITIONAL SHAREHOLDER INFORMATION
Additional information required by the Australian Stock Exchange (ASX) Listing Rules and not shown elsewhere in this
report is set out below and the information was applicable as at 31 July 2020.
Distribution of ordinary shares
The number of shareholders, by size of holding:
Total % of
Range Holders Units Issued Capital
1 – 1,000 620 257,582 0.08
1,001 – 5,000 1,118 3,196,949 1.03
5,001 – 10,000 662 5,247,086 1.69
10,001 – 100,000 1,417 52,575,565 16.94
100,001 – 999,999,999 455 249,064,366 80.25
Total
4,272 310,341,548 100.00
The number of shareholders holding less than
a marketable parcel: 1,114
Twenty largest shareholders
The names of the twenty largest shareholdings of quoted ordinary shares are:
Number of % of
Name Shares Held Issued Capital
1.
2.
3.
4.
5.
6.
7.
Grand South Development Limited 14,653,777 4.72
S & S Olsen Pty Ltd 8,336,606 2.69
United Overseas Service Management Ltd 7,856,571 2.53
Greenstone Property Pty Ltd (Titeline Property A/C) 5,345,531 1.72
Panjeta Investment Group Pty Ltd 5,050,000 1.63
Silver Rayne Pty Ltd 4,084,606 1.32
Laufmann Longterm Investments Pty Ltd
(Laufmann Super Fund A/C) 3,950,666 1.27
Mrs Vickie Jane Jones 3,798,148 1.22
Mrs Natalie Laufmann 3,500,000 1.13
Dr Steven G Rodwell 3,130,906 1.01
8.
9.
10.
11. Mr Karl Laufmann & Mrs Philippa Laufmann
(K & P Laufmann Super Fund A/C) 3,100,000 1.00
Stone Poneys Nominees Pty Ltd (Chapman Super Fund A/C) 3,018,667 0.97
12.
Crescente Investments Pty Ltd 2,715,378 0.87
13.
Mr Paul Christopher Walker (York Court A/C) 2,656,738 0.86
14
15. Mr Paul Carew Flint 2,527,095 0.81
16.
Diemar & Associates Pty Limited (Superannuation Fund A/C) 2,185,848 0.70
17. Ms Fei Chen 2,106,200 0.68
BNP Paribas Nominees Pty Ltd (IB AU Noms Retailclient DRP) 2,071,328 0.67
18.
Program Images Pty Ltd (The Carland Super Fund A/C) 2,022,888 0.65
19.
Ozga Super Fund Pty Ltd (Ozga Super Fund A/C) 2,000,000 0.64
20.
Total
84,110,953 27.10
Substantial shareholders
There are currently no substantial shareholders lodged with the Company.
Voting rights
On a show of hands, every shareholder of fully paid ordinary shares present in person or by proxy shall have one vote and
upon a poll, each share shall have one vote.
Stock exchange listing
Rex Minerals Ltd is listed on the ASX. The Company’s ASX code is RXM.
ANNUAL REPORT
2 02 0
54
REX MINERALS LTD
NOTES for the year ended 30 June 2020
55
REX MINERALS LTD
NOTES for the year ended 30 June 2020
ANNUAL REPORT
2 02 0
56
A B N 12 124 960 523
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ANNUAL
REEPORT
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E
STAY IN TOUCH
A Level 6, 1 Collins Street
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T 1300 822 161 (Australia)
T +61 3 9068 3077 (International)
P PO Box 3435, Rundle Mall,
South Australia 5000
E rex@rexminerals.com.au
W www.rexminerals.com.au
ABN 12 124 960 523