RIEDEL RESOURCES LIMITED
ABN: 91 143 042 022
ANNUAL REPORT FOR THE YEAR ENDED
30 JUNE 2021
CORPORATE DIRECTORY
Non-Executive Chairperson
Michael Bohm
Non-Executive Directors
Grant Mooney
Scott Cuomo
Jason Pater
Company Secretary
Susan Field
Principal and Registered Office
Suite 4, 6 Richardson Street
West Perth WA 6005
Telephone: +61 8 9226 0085
Auditors
PKF Perth
Level 4, 35 Havelock Street
West Perth WA 6005
Share Registry
Computershare Investor Service Pty Ltd
Level 11, 172 St Georges Terrace
Perth WA 6000
Bankers
Australia and New Zealand Banking Group Limited
77 St Georges Terrace
Perth WA 6000
Solicitors
HWL Ebsworth Lawyers
Level 20/240 St Georges Terrace
Perth WA 6000
Stock Exchange Listing
Australian Securities Exchange
ASX Code: RIE
Website Address
www.riedelresources.com.au
CONTENTS
DIRECTORS’ REPORT .......................................................................................................................................... 1
AUDITOR’S INDEPENDENCE DECLARATION ..................................................................................................... 21
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME ........................... 22
CONSOLIDATED STATEMENT OF FINANCIAL POSITION ................................................................................... 23
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY .................................................................................... 24
CONSOLIDATED STATEMENT OF CASH FLOWS ................................................................................................ 25
NOTES TO AND FORMING PART OF THE ACCOUNTS ....................................................................................... 26
DIRECTORS’ DECLARATION .............................................................................................................................. 56
INDEPENDENT AUDITOR’S REPORT ................................................................................................................. 57
SHAREHOLDER INFORMATION .............................. …………………………………………………………………………………....63
SCHEDULE OF MINING TENEMENTS ............................... …………………………………………………………………………….66
DIRECTORS’ REPORT
The Directors of Riedel Resources Limited submit herewith the consolidated financial statements of the
Company and its controlled entities (“Riedel”), (“Group”) or (“Consolidated Entity”) for the year ended 30 June
2021 in order to comply with the provisions of the Corporations Act 2001.
1.
Directors
The following persons were Directors of Riedel Resources Limited during the whole of the financial year and up
to the date of the report unless otherwise stated:
Mr Michael Bohm
Mr Grant Mooney
Mr Scott Cuomo
Mr Jason Pater
Mr Alexander Sutherland
2.
Principal Activities
Non-Executive Chairperson (appointed 11 December 2020)
Non-Executive Director (previously Executive Chairperson, appointed 31
October 2018)
Non-Executive Director
Non-Executive Director (appointed 1 February 2021)
Non-Executive Director (resigned 11 December 2020)
The principal activity of the Group during the year was mineral exploration.
3. Operating Results
The net loss of the Group for the financial period after providing for income tax amounted to $3,464,342 (2020:
$1,133,986).
4.
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 up to the date of this report.
5.
Financial Position
The entity has $2,723,188 in cash and cash equivalents as at 30 June 2021 (30 June 2020: $885,629)
On 23 October 2020 Riedel entered into a binding agreement with Flagstaff Minerals Limited (“Flagstaff”) to
acquire up to 80% equity interest in Flagstaff Minerals (USA) Inc (‘Flagstaff USA’) (a wholly owned subsidiary of
Flagstaff Minerals) by meeting three earn in stages (‘Term Sheet’), or (‘Transaction’). As the transaction
represented a change of scale of activities under the ASX Listing Rules shareholder approval was required and
subsequently obtained on 30 November 2020. On 11 December 2020 Riedel announced to the ASX that the
Transaction had been completed.
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DIRECTORS’ REPORT
5.
Financial Position (continued)
Transaction summary
The key terms of the Transaction are as follows:
Background
Flagstaff USA has the sole and exclusive right to acquire a 100% interest in 70 mining claims (which form part of
the Kingman Project) (Kingman Option Claims) via a binding option agreement with IAM Mining LLC (a Limited
Liability Company) (IAM Mining) (Flagstaff Option Agreement).
The Terms Sheet sets out the terms and conditions on which Riedel may acquire up to an 80% equity interest in
Flagstaff USA (Earn-In or Acquisition).
Initial Exploration Expenditure – Stage 1 (“Stage 1”)
Within 5 business days of the parties entering into the Terms Sheet, Riedel will pay an AUD$50,000 non-
refundable deposit to Flagstaff USA which will be applied by Flagstaff USA towards project related expenditure
and be offset against Riedel’s Stage 1 Earn-In commitment (defined below).
Riedel shall issue Flagstaff Minerals (or its nominee) 60 millions fully paid ordinary shares upon satisfaction of
the condition – shares will be subject to voluntary escrow for 6 months from the date of issue.
Riedel must expend at least AUD$1,500,000 on the Kingman Project within 12-months from the Stage 1
Commencement Date being 11 December 2020.
Riedel must expend a total of AUD$5,000,000 on the Kingman Project within 3 years from the Stage 1
Commencement Date, being 11 December 2023 to obtain a 51% equity interest in Flagstaff USA (Stage 1 Earn-
In).
If Riedel withdraws before completing the Stage 1 Earn-In, subject to Riedel incurring at least AUD$1,500,000 of
expenditure on the Kingman Project within 12-months from the Stage 1 Commencement Date, Riedel shall
obtain a 15% equity interest in Flagstaff USA.
Earn-In – Stage 2 (“Stage 2”)
Upon Riedel completing the Stage 1 Earn-In (Stage 2 Commencement Date), Riedel will issue 100,000,000 Shares
to Flagstaff Minerals (or its nominee(s)) (Stage 2 Shares). If Riedel does not obtain the necessary regulatory and
shareholder approvals for the issuance of these shares, Riedel will pay Flagstaff the equivalent amount in cash
(based on a 30-day VWAP as at the date of issue).
Riedel may elect to proceed with the Stage 2 earn-in at its complete discretion by providing Flagstaff Minerals
with written notice of its election (Election Notice) within 90 days from the Stage 2 Commencement Date
(Notice Date).
If Riedel provides an Election Notice by the Notice Date, Riedel must expend a further AUD$5,000,000 on the
Kingman Project (Stage 2 Expenditure Condition) within 3 years from the Stage 2 Commencement Date in
2
DIRECTORS’ REPORT
5.
Financial Position (continued)
order to earn a further 19% equity interest in Flagstaff USA (i.e. Riedel will obtain a 70% equity interest) (Stage
2 Earn-In).
If Riedel does not give an Election Notice by the Notice Date or does not satisfy the Stage 2 Expenditure
Condition, then Flagstaff Minerals and Riedel will contribute to expenditure on the project from the Notice Date
in the following ratios
(i)
(ii)
Flagstaff Minerals: 49%; and
Riedel: 51%),
or dilute their equity interest in Flagstaff in accordance with a standard mineral mining industry formula.
Stage 3 (“Stage 3”)
Within 30 days of satisfying the Stage 2 Expenditure Condition, Riedel may acquire an additional 10% equity
interest in Flagstaff USA (i.e. Riedel will obtain an 80% equity interest in Flagstaff USA in total) by payment to
Flagstaff Minerals (or its nominee(s)) of AUD$3,000,000 cash.
Joint Venture
Following completion of the relevant earn-in phase, Flagstaff Minerals and Riedel will contribute to expenditure
on the Kingman Project in proportion to each party's respective equity interest in Flagstaff USA from time to
time.
Vendor Payments
Pursuant to the Flagstaff Option Agreement, the following payments are required to be made to IAM Mining by
Flagstaff USA in order for Flagstaff USA to maintain its right to acquire 100% of the Kingman Option Claims
(together, the Option Payments):
1.
2.
3.
USD 200,000 payable by February 2021 (paid);
USD 300,000 payable by February 2022; and
USD 400,000 payable by February 2023.
Under the terms sheet, Riedel shall be responsible for the Option Payments (which shall count towards eligible
expenditure in relation to any stage of the relevant earn-in).
In summary, at 30 June 2021 the Group has met the following requirements in relation to Stage 1.
• Paid the $50,000 non-refundable deposit on 23 October 2021;
•
• At 30 June 2021 had spent $1,476,956 representing 98% of the minimum spend by 11 December 2021.
Issued 60,000,000 Stage 1 ordinary shares to Flagstaff Minerals Limited; and
Refer additional detail at note 8.
Under the agreement Flagstaff Minerals Limited has the right to appoint two nominees to the Board.
6.
Business Strategies and Prospects for the Forthcoming Year
Once the next phase of drilling has been completed, the results will be analysed and a decision on further works
will be undertaken.
3
DIRECTORS’ REPORT
6.
Business Strategies and Prospects for the Forthcoming Year (continued)
Material business risks that may impact the results of future operations include further exploration results,
future commodity prices and on-going funding as agreed to between Riedel and the Group.
7.
Significant Changes in the State of Affairs
The following significant changes in the state of affairs of the entity occurred during the financial year:
• On 11 December 2020, a placement to sophisticated investors to fund the Stage 1 exploration program
at Kingman was completed raising $2,000,000 through the issue of 363,636,363 shares at an issue price
of $0.0055. At the same time 60,000,000 Stage 1 shares were issued in accordance with the Term Sheet.
• On 14 December 2020, 150,000,000 unlisted options were issued for services provided by directors and
advisors that were approved by shareholders at the Annual General Meeting held on 30 November 2020.
• On 10 June 2021, a placement to sophisticated investors was completed raising $1,815,000 through the
issue of 121,000,000 shares at an issue price of $0.015.
• On 15 June 2021, a minor placement under cleansing Prospectus was completed raising $15 through the
issue of 1,000 shares at an issue price of $0.015.
8.
Post Balance Date Events
There have not been any events that have arisen between 30 June 2021 and the date of this report or any other
item, transaction or event of a material and unusual nature likely, in the opinion of the directors, to materially
affect the operations of the Group, the results of those operations or the state of affairs of the Group, in
subsequent financial years.
9.
Review of Operations
Exploration
Kingman Gold Project (Arizona)
In late 2020, Riedel entered into an Agreement to acquire up to an 80% interest Flagstaff Minerals (US) Inc.
which owns the rights to the poly metallic project in Arizona, known as the Kingman Gold Silver Project, located
in the north-west of Arizona, approximately 145 kilometres from Las Vegas and within 5km of US Highway 93.
Commencing in January 2021, Riedel undertook a 5,230m RC drill program targeting areas of historic gold and
silver mineralisation where high grades were mined in the late 1800s and early 1900s and where diamond drilling
in late 2019 intersected multiple high-grade veins (refer ASX announcement dated 23 October 20201). Drilling
results returned numerous significant gold and silver intersections including:
3.8m @ 98.8 g/t gold & 151 g/t silver from 20.6m (hole 2021-CHL-004)
1.5m @ 15.56 g/t gold & 29.3 g/t silver from 28.2m (2021-CHL-002)
4.6m @ 4.44 g/t gold & 7.8 g/t silver from 18.3m (2021-CHL-003)
4.6m @ 4.24 g/t gold from 10.7m (2021-CHL-005)
2.3m @ 2.82 g/t from 29m (2021-CHL-005)
1.5m @ 11.46 g/t gold & 35 g/t silver from 20.6m (2021-CHL-009)
1.5m @ 571 g/t silver from 33.5m (2021-CHL-010)
1.5m @ 39.3 g/t gold & 323 g/t silver from 37.3m (2021-CHL-011)
18.3m @ 2.22 g/t gold and 11 g/t silver from 100.6m (2021-CHL-030)
4
DIRECTORS’ REPORT
9
Review of Operations (continued)
Tintic Cross Section
The drilling program was successfully completed in April 2021 on time and on budget. A follow up RC drill
program commenced in late September 2021, targeting the Tintic area where high grades were confirmed from
the earlier drilling.
Marymia East Gold & Base Metals Project (Western Australia)
The Company held a 16% interest (diluting) in the Marymia East Project as at 30 June 2021.
Joint venture manager Norwest Minerals Limited (84%) advised that aircore drilling was completed during the
June quarter at the Marymia East project area. Marymia East is located 8km south of Norwest’s Bulgera Project.
The 6,000-metre drilling programme targeted several areas including ground immediately northeast of the Ned’s
Creek Gold project. At Ned’s Creek, a number of high grade gold prospects have been identified along the
‘Contessa Granite Contact’ by the Lodestar Minerals-Vango Mining joint venture group. Norwest’s aircore
drilling programme was designed to identify the northeast extension of the Contessa granite contact and ensure
the thick overlying transported cover is penetrated to sample for gold mineralisation from the underlying
bedrock.
Further to the northeast the Area 2 gold anomaly defined by five 50m to 100m spaced drill lines, all of which
host low level (+1g/t) gold mineralisation and includes hole NKRC025 which returned 4m @ 2.9g/t gold from
94m. Norwest has completed a number of aircore holes to infill and better define this gold anomaly (ASX:
3/08/212).
5
DIRECTORS’ REPORT
9
Review of Operations (continued)
The second base metal drill target tested by aircore was a near surface nickel/chromium anomaly initially
identified by eight RAB holes drilled in 1993 and followed up with just two RC holes as part of a regional RC
drilling programme undertaken in early 2018 by Australian Mines Limited. Intersections from the early RAB
drilling included 20m @ 0.6% Ni from 12 metres depth in hole K5-7 and 13m @ 0.7% Ni from 13m depth in hole
K5-8 (ASX: 1/04/212).
Corporate
Riedel raised $2 million at an issue price of $0.0055 per share in December 2020 and $1.815 million at $0.015
per share in June 2021. The funds raised were predominantly used to undertake a +5,000 metre drill program
at the Kingman Gold Project in Arizona during the period January to April 2021 and for a follow up drill program
commencing in September 2021.
The Company received a VAT Refund totalling $219,000 from the Spanish Taxation Authorities. This amount
was carried as a receivable in the Company’s 2020 Annual Financial Report.
Mr Michael Bohm joined the Board of Riedel as Chair in December 2020. Mr Bohm is a graduate of the WA
School of Mines and brings to the Board extensive experience as a mining professional in the minerals industry.
Michael is currently a director of Ramelius Resources Limited (ASX:RMS), Mincor Resources NL (ASX:MCR) and
is Chair of Cygnus Gold Limited (ASX:CY5). Mr Jason Pater joined the Board as a non-executive director in
February 2021. Jason is US-based and has more than 20 years of board experience in corporate and non-profit
organisations. Jason serves as the President of Westwater Group, a Michigan-based investment company, and
as Vice-President of Facilities and Construction of National Heritage Academies, one of the leading educational
service providers in the United States.
In December 2020, Alexander (Sandy) Sutherland retired from the Board.
10. Likely Developments and Expected Results of Operations
Once drilling has been competed in the first half of 2022 financial period the results will be analysed and a
decision on further works will be undertaken.
11. Environmental Regulation
The Group’s operations are not regulated by any significant environmental regulation under a law of the
Commonwealth or of a State or Territory.
The Flagstaff operations are regulated by the laws of Arizona.
6
DIRECTORS’ REPORT
12.
Information on Directors, Officers and Company Secretary
Michael Bohm
Qualifications
Non-Executive Chairperson
B.AppSc (Mining Eng.), MAusIMM and MAICD
(Appointed 11 December 2020)
Experience
Mr Bohm is a qualified mining professional with significant corporate and
operations experience. He has had extensive minerals industry experience in
Australia, South East Asia, Africa, Chile, Canada and Europe. A graduate of WA
School of Mines, Mr Bohm has worked as a mining engineer, mine manager,
study manager, project manager, project director and managing director and
has been directly involved in a number of new mine developments.
Mr Bohm currently serves as a Director of a number of ASX-listed companies
and sits on their Audit & Risk Committees and Chairs their Remuneration
Committees. Prior to this, he has held a number of directorships including those
with Perseus Mining Limited, Argyle Diamonds Mines, Sally Malay Mining
Limited and Ashton Mining of Canada.
Directorships of other
listed companies
Mincor Resources Limited
Ramelius Resources Limited
Cygnus Gold Limited
Interest in Shares
82,000,000 Fully Paid Ordinary Shares
The above holding includes an indirect holding of 60,000,000 shares which are held by
Flagstaff Minerals Limited of which Mr Bohm is a director and his spouse holds a 22%
interest in Flagstaff Minerals Limited.
Interest in Options
70,000,000 Unlisted Options expiring 14 December 2023, Exercise Price $0.0125
The above holding includes an indirect holding of 60,000,000 options which are held
by Flagstaff Minerals Limited of which Mr Bohm is a director and his spouse holds a
22% interest in Flagstaff Minerals Limited.
Scott Cuomo
Experience
Non-executive Director
is an experienced non-executive director and a successful
Mr Cuomo
businessman. His career spans over 25 years and is a Director with Oracle
Capital, a boutique Corporate Advisory firm that undertakes assignments on
behalf of family offices, private clients, and ASX listed companies.
He offers valuable experience in strategic planning, risk management and the
structuring of corporate transactions.
Directorships of other
listed companies
Nil
Interest in Shares
Interest in Options
5,636,364
5,000,000 Unlisted Options expiring 23 November 2021, Exercise Price $0.11
20,000,000 Unlisted Options expiring 14 December 2023, Exercise Price $0.0125
7
DIRECTORS’ REPORT
12.
Information on Directors, Officers and Company Secretary (continued)
Grant Mooney
Non-Executive Director
(appointed 31 October 2018, previously Non-
Executive Chairperson until 11 December 2020)
Qualifications
B.Bus, CA
Experience
Mr Mooney is the principal of Perth-based corporate advisory firm Mooney &
Partners, specialising
in corporate compliance administration to public
companies. Mr Mooney has gained extensive experience in the areas of
corporate and project management since commencing Mooney & Partners in
1999. His experience extends to advice on capital raisings, mergers and
acquisitions and corporate governance.
Currently, Mr Mooney serves as a Director to several ASX listed companies
across a variety of industries including technology and resources. He is a
Director of Gibb River Diamonds Limited, appointed 14 October 2008, Barra
Resources Limited, appointed 29 November 2002, Accelerate Resources
Limited, appointed 1 July 2017, Talga Group Limited, appointed 20 February
2014, Carnegie Clean Energy Limited, appointed 19 February 2008, Aurora Labs
Limited and appointed 25 March 2020 and SRJ Technologies Limited appointed
2 June 2020. He was formerly a director of Barra Resources Limited (appointed
29 November 2002- resigned 18 August 2021).
Mr Mooney is a member of Chartered Accountants Australia & New Zealand.
Directorships of other
listed companies
Carnegie Clean Energy Limited
Gibb River Diamonds Limited
Accelerate Resources Limited
Talga Group Limited
Aurora Labs Limited
SRJ Technologies Limited
Interest in Shares
Interest in Options
5,074,790 Fully Paid Ordinary Shares
25,000,000 Unlisted Options expiring 14 December 2023, Exercise Price $0.0125
8
DIRECTORS’ REPORT
12.
Information on Directors, Officers and Company Secretary (continued)
Jason Pater
Non-executive Director
(Appointed 1 February 2021)
Experience
Jason Pater is a business executive with more than 20 years of board
experience in corporate and non-profit organisations. Jason serves as the
President of Westwater Group, a Michigan-based investment company, and as
Vice-President of Facilities and Construction of National Heritage Academies,
one of the leading educational service providers in the United States.
Previously, he was the President of PrepNet, which manages a network of
college preparatory high schools. The company was recognized as one of the
Top 500 fastest-growing, privately held companies in the USA by Inc.
magazine in 2013.
Jason obtained undergraduate degrees in Business and Spanish from Hope
College, and later earned a Master of Business Administration from Michigan
State University. He is on the Board of Directors of National Heritage
Academies, and Southern Cross Capital Pty Ltd, an Australia-based investment
company. In addition, he is a Manager of Osgood Mountains Gold, LLC, which
is a privately held company undertaking active gold exploration in northern
Nevada.
Directorships of other
listed companies
Nil
Interest in Shares
56,242,424 Fully Paid Ordinary Shares
The above holding is an indirect holding and is held in the name of Southern Cross
Capital Pty Ltd, a company of which Mr Pater is a director
Interest in Options
Nil
9
DIRECTORS’ REPORT
13. Audited Remuneration Report
The Directors are pleased to present your Company’s 2021 remuneration report which sets out remuneration
information for Riedel Resources Limited’s non-executive directors, executive directors and other key
management personnel.
The remuneration report is set out under the following headings:
Voting and comments made at the Company’s 2020 Annual General Meeting;
Details of remuneration;
Directors and key management personnel disclosed in this report;
Remuneration governance;
Use of remuneration consultants;
A.
B.
C.
D. Non-Executive remuneration policy and framework;
E.
F.
G. Details of share based compensation and bonuses;
H.
I.
J.
K. Other transaction with key management personnel.
Service agreements;
Equity instruments held by key management personnel;
Loans to key management personnel;
A.
Directors and key management personnel disclosed in this report
This report details the nature and amount of remuneration for all key management personnel of Riedel
Resources Limited and its subsidiaries. The information provided within this remuneration report has been
audited as required by section 308(C) of the Corporations Act 2001. The Individuals included in this report are:
Non-Executive Directors
Mr M Bohm
Mr G Mooney
Mr S Cuomo
Mr J Pater
Mr A Sutherland
Non-Executive Chairperson (appointed 11 December 2020)
Non-Executive Director (appointed 31 October 2018, previously Non-Executive
Chairperson, stepping down on 11 December 2020)
Non-Executive Director (appointed 26 July 2017)
Non-Executive Director (appointed 1 February 2021)
Non-Executive Director (resigned 11 December 2020)
Other Key Management Personnel
Mr G Mooney
Company Secretary (appointed 2 December 2019, resigned 30 June 2021)
B.
Remuneration governance
Remuneration Philosophy
The performance of the Company depends upon the quality of the directors and executives. The philosophy of
the Company in determining remuneration levels is to:
- set competitive remuneration packages to attract and retain high calibre employees;
-
- establish appropriate, demanding performance hurdles for variable executive remuneration.
link executive rewards to shareholder value creation; and
10
DIRECTORS’ REPORT
13 Audited Remuneration Report (continued)
B.
Remuneration governance; (continued)
Remuneration Committee
The Remuneration Committee, the role and duties of which are undertaken by the Board, establishes human
resources and compensation policies and practices for the Directors (executive and non-executive) and senior
executives, including retirement termination policies and practices, Company share schemes and other incentive
schemes, Company superannuation arrangements and remuneration arrangements.
C.
Use of remuneration consultants
The Company has not engaged or contracted remuneration consultants during the financial year.
D. Non-Executive remuneration policy and framework
The remuneration policy of the Company has been designed to align director and executive objectives with
shareholder and business objectives by providing a fixed remuneration component which is assessed on an annual
basis in line with market rates and offering specific long-term incentives based on key performance areas affecting
the Group’s financial results. The Board of the Company believes the remuneration policy to be appropriate and
effective in its ability to attract and retain the best directors and executives to run and manage the Group.
The Board’s policy for determining the nature and amount of remuneration for Board members and senior
executives of the Group is as follows:
The remuneration policy, setting the terms and conditions for the executive directors and other senior
executives (if any), was developed by the Board. All executives are to receive a base salary (which is based on
factors such as length of service and experience) and superannuation. The Board reviews executive packages as
required by reference to the Group’s performance, executive performance and comparable information from
industry sectors and other listed companies in similar industries.
The Board may exercise discretion in relation to approving incentives, bonuses and options. The policy is to
attract the highest calibre of executives and reward them for performance that results in long-term growth in
shareholder wealth.
Directors and executives are also entitled to participate in the Employee Incentive Option Scheme and
Performance Rights Plan. The executive directors and executives receive a superannuation guarantee
contribution required by the government, which was 9.5% for the year ended 30 June 2021, and do not receive
any other retirement benefits. Note that effective 1 July 2021 the super guarantee rate has risen to 10.0%% and
will be effective from the 2022 financial year. All remuneration paid to directors and executives is valued at the
cost to the Company and expensed. Options are valued using the Black-Scholes or Binomial Option Pricing
models.
The Board policy is to remunerate non-executive directors at market rates for comparable companies for time,
commitment and responsibilities. The Board determines payments to the non-executive directors and reviews
their remuneration annually, based on market practice, duties and accountability. Independent external advice
11
DIRECTORS’ REPORT
13 Audited Remuneration Report (continued)
D. Non-Executive remuneration policy and framework (continued)
is sought when required. The maximum aggregate fees that can be paid to non-executive directors is $250,000
per annum. Amendments to this amount are subject to approval by shareholders at the Annual General Meeting.
Fees for non-executive directors will not be linked to the performance of the Group. However, to align directors’
interests with shareholder interests, the directors are encouraged to hold shares in the Company and are able
to participate in the Employee Incentive Option Scheme.
The Board ensures that executive reward satisfies the following key criteria for good reward governance practices:
• Competitiveness
• Acceptability to shareholders
• Performance linkage
• Capital management
Directors’ fees
A director may be paid fees or other amounts as the directors determine where a director performs special duties
or otherwise performs services outside the scope of the ordinary duties of a director. A director may also be
reimbursed for out of pocket expenses incurred as a result of their directorship or any special duties.
Bonuses
No bonuses were given to key management personnel during the 2020 and 2021 years.
Performance based remuneration
The Company currently offers eligible Directors and Key Executives participation in the Company Performance
Rights Plan and/or Incentive Option Scheme. This is in addition to cash remuneration
Company performance, shareholder wealth and director’s and executive’s remuneration
The remuneration policy has been tailored to increase goal congruence between shareholders and directors and
executives. Currently, this is facilitated through the issue of options or Performance Rights to eligible directors
and executives to encourage the alignment of personal and shareholder interests. The Company believes the
policy will be effective in increasing shareholder wealth. For details of directors and executives interests in
options and performance rights at year end, refer below for details.
All directors are entitled to participate in the Performance Rights Plan and/or Incentive Option Scheme.
E.
Voting and comments made at the Company’s 2020 Annual General Meeting
The Company received 99.39% of “Yes” votes on its remuneration report for the 2020 financial year (2019:
99.95%). The Company did not receive any specific feedback at the AGM or throughout the year on its
remuneration practices.
12
DIRECTORS’ REPORT
13 Audited Remuneration Report (continued)
F.
Details of remuneration
The Key Management Personnel of Riedel Resources Limited for the year ending 30 June 2021 are set out in the
table below. There have been no changes to the below named key management personnel since the end of the
reporting period unless noted.
Incentives
(iV)
Consulting
Fees
Other
Amounts
Post
Employment
Super-
annuation
Securities
Total
Options
Short Term Benefits
Cash
Salary &
Fees
$
$
$
$
$
$
$
2021
Mr M Bohm (i)
Mr G Mooney
Mr S Cuomo
Mr J Pater (ii)
Mr A Sutherland (iii)
27,823
35,833
35,833
13,178
15,000
-
20,000
20,000
-
20,000
61,000
42,000
-
-
-
2,102
3,696
3,696
1,596
3,201
2,643
5,304
5,304
-
-
-
462,500
370,000
-
-
93,568
569,333
434,833
14,774
38,201
Total Remuneration
127,667
60,000
103,000
14,291
13,251
832,500
1,150,709
(i) Mr M Bohm was appointed as Non-Executive Chairperson on 11 December 2020
(ii) Mr J Pater was appointed as Non-Executive Director on 1 February 2021
(iii) Mr A Sutherland resigned as Non-Executive Director on 11 December 2020
(iv) On 1 October 2019, the Board approved in advance the payment of $20,000 for consultancy services associated and conditional upon with the
acquisition of a new project. Following the completion of the transaction with Flagstaff Minerals Limited approved by shareholders on 30 November
2020, this payment was made.
Short Term Benefits
Incentives
Consulting
Fees
Other
Amounts
Post
Employment
Super-
annuation
Securities
Total
Options
Cash
Salary &
Fees
$
30,000
30,000
30,000
2020
Mr G Mooney
Mr S Cuomo
Mr A Sutherland
Total Remuneration
90,000
$
-
-
-
-
$
21,000
-
-
21,000
$
-
-
-
-
$
2,850
2,850
-
5,700
$
-
-
-
-
$
53,850
32,850
30,000
116,700
13
DIRECTORS’ REPORT
13 Audited Remuneration Report (continued)
G
Details of share based compensation and bonuses;
Options are issued to directors and executives as part of their remuneration. The options are not always issued
based on performance criteria and in the instances, they are not, they are issued to the majority of directors
and executives of Riedel Resources Limited to increase goal congruence between executives, directors and
shareholders.
During the year a total of 150,000,000 options were issued to directors and vendors which were approved by
shareholders at the Annual General Meeting of shareholders held on 30 November, included in these approvals
is 45,000,000 options issued to directors as set out in the following table. The Options issued were issued for no
consideration and have an exercise price of $0.0125 with an expiry date of 14 December 2023
Granted
Number
-
25,000,000
20,000,000
-
-
Fair Value
at
Grant
Date
$
-
462,500
370,000
-
-
Total
Remuneration
Represented
by Options
%
-
82.10
85.09
-
-
Exercised
Other
Changed
Lapsed
Number
-
-
-
-
-
Number
-
-
-
-
-
Number
-
-
-
-
-
2021
Mr M Bohm 1
Mr G Mooney
Mr S Cuomo
Mr J Pater 2
Mr A Sutherland 3
1 Mr Bohm was appointed as Non-Executive Chairperson on 11 December 2020.
2 Mr Pater was appointed as Non-Executive Director on 1 February 2021.
3 Mr Sutherland resigned as Non-Executive Director on 11 December 2020.
2020
There were no options issued during the 2020 financial year.
H.
Service agreements
Remuneration and other terms of employment for key management personnel are formalised in service
agreements. Details of these agreements are as follows:
Name
Title
Agreement commenced
Term of agreement
Michael Bohm (appointed 11 December 2020)
Non-Executive Chairperson
11 December 2021
Initial 3 years
(subject to re-election every 3 years from 11 December 2020)
Details
Director’s fees of $50,000 per annum plus superannuation
14
DIRECTORS’ REPORT
13 Audited Remuneration Report (continued)
H.
Service agreements (continued)
Name
Title
Agreement commenced
Term of agreement
Details
Grant Mooney (appointed 31 October 2018)
Non-Executive Director, formerly Non-Executive Chairperson, stepping
down from this role effective 11 December 2020
31 October 2018
•
Initial 3 years
(subject to re-election every 3 years from 31 October 2018)
• From 31 October 2018 Director’s fees of $30,000 per annum plus
superannuation
• From 1 December 2020 Director’s fees increased to $40,000 per annum
plus superannuation
Name
Title
Agreement commenced
Term of agreement
Scott Cuomo (appointed 26 July 2017)
Non-Executive Director
26 July 2017
• Initial 3 years, renewed for a further 3 years from 26 July 2020
(subject to re-election every 3 years from 26 July 2017)
Details
• From 26 July 2017 Director’s fees of $30,000 per annum plus
Name
Title
Agreement commenced
Term of agreement
Details
Name
Title
Agreement commenced
Term of agreement
Details
superannuation
• From 1 December 2020 Director’s fees increased to $40,000 per annum
plus superannuation
Jason Pater (appointed 1 February 2021)
Non-Executive Director
1 February 2021
(subject to re-election every 3 years from 1 February 2021)
•
• From 1 February 2021 Director’s fees of $40,000 per annum plus
Initial 3 years
superannuation (if applicable)
Alexander Sutherland (appointed 26 July 201 and resigned 11 December
2020)
Non-Executive Director
26 July 2017
• Initial 3 years, renewed for a further 3 years from 26 July 2020
(subject to re-election every 3 years from 26 July 2017)
• Mr Sutherland resigned from the position effective 11 December 2020.
• From 26 July 2017 Director’s fees of $30,000 per annum plus
superannuation
• From 1 December 2020 Director’s fees increased to $40,000 per annum
plus superannuation
15
DIRECTORS’ REPORT
13 Audited Remuneration Report (continued)
I.
Equity instruments held by key management personnel
Ordinary Shares
2021
Mr M Bohm 1, 4
Mr G Mooney
Mr S Cuomo
Mr J Pater 2. 5
Mr A Sutherland 3
Balance at the start
of the year / on
appointment
Number
80,000,000
1,438,427
-
-
1,959,596
on
Received
exercise of options
Other changes
Balance at the end
of the year
Number
-
-
-
-
-
Number
-
3,636,363
3,636,364
56,242,424
(1,959,596)
Number
80,000,000
5,074,790
3,636,364
56,242,424
-
Total
83,398,023
1 Mr Bohm was appointed as Non-Executive Chairperson on 11 December 2020.
2 Mr Pater was appointed as Non-Executive Director on 1 February 2021.
3 Mr Sutherland resigned as Non-Executive Director on 11 December 2020 and the other changes reflect the shares he held at the time of his resignation.
4 Included in the Shares held by Mr Bohm are 60,000,000 shares held in the name of Flagstaff Minerals Limited of which Mr Bohm is a director and his
88,711,154
5,313,131
-
spouse holds a 22% interest in Flagstaff Minerals Limited.
5 The Shares held by Mr Pater are held in the name of Southern Cross Capital Pty Ltd, a company of which Mr Pater is a director
Received
on
exercise of options
Other changes
Balance at the end
of the year
Ordinary Shares
2020
Mr G Mooney
Mr S Cuomo
Mr A Sutherland
Balance at the start
of the year / on
appointment
Number
1,438,427
-
1,959,596
Number
-
-
-
Total
3,398,023
-
Number
-
-
-
-
Number
1,438,427
-
1,959,596
3,398,023
Unlisted Options
2021
Mr M Bohm 1
Mr G Mooney
Mr S Cuomo
Mr J Pater 2
Mr A Sutherland 3
Balance at the start
of the year / on
appointment
Number
70,000,000
-
5,000,000
-
5,000,000
on
Received
exercise of options
Other changes
Balance at the end
of the year
Number
-
-
-
-
-
Number
-
25,000,000
20,000,000
-
(5,000,000)
Number
70,000,000
25,000,000
25,000,000
-
-
Total
80,000,000
1 Mr Bohm was appointed as Non-Executive Chairperson on 11 December 2020.
2 Mr Pater was appointed as Non-Executive Director on 1 February 2021.
3 Mr Sutherland resigned as Non-Executive Director on 11 December 2020.
4 Included in the Options held by Mr Bohm are 60,000,000 Options held in the name of Flagstaff Minerals Limited of which Mr Bohm is a director and his
120,000,000
40,000,000
-
spouse holds a 22% interest in Flagstaff Minerals Limited.
16
DIRECTORS’ REPORT
13 Audited Remuneration Report (continued)
I.
Equity instruments held by key management personnel
Unlisted Options
2020
Mr G Mooney
Mr S Cuomo
Mr A Sutherland
Balance at the start
of the year / on
appointment
Number
-
5,000,000
5,000,000
Number
-
-
-
Total
10,000,000
-
J.
Loans to key management personnel
on
Received
exercise of options
Other changes
Balance at the end
of the year
Number
-
-
-
-
Number
-
5,000,000
5,000,000
10,000,000
There were no loans made to directors of Riedel Resources Limited and other key management personnel of the
group, including their close family members or entities related to them.
K.
Other transaction with key management personnel
The following transactions occurred with related parties:
1.
The Company paid $42,000 to Mooney & Partners, a company associated with Mr Mooney, as follows
•
•
$36,000 for the provision of company secretarial services;
$6,000 for the rental of office space, the rental lease is settled on a monthly basis.
As at 30 June 2021, $3,000 remained outstanding.
2.
The Company paid $61,000 to Cerbat Hills Pty Ltd, a company which Mr Michael Bohm is a director, for
technical consulting services provided during the year.
As at 30 June 2021, no invoices remained outstanding, however an accrual of $8,000 was provided for June
services yet to be invoiced.
Outstanding balances at year-end are unsecured, interest free and settlement occurs in cash. The outstanding
balances outstanding at the reporting date in relation to transactions with related parties total $11,000 and are
disclosed above.
End of Remuneration Report
17
DIRECTORS’ REPORT
14. Shares under Options
Unissued ordinary shares of Riedel Resources Limited under option at the date of this report are as follows:
Date Options Granted
29 Nov 18
14 Dec 20
Expiry Date
23 Nov 21
14 Dec 23
Exercise Price
$0.1100
$0.0125
Number under Option
10,000,000
150,000,000
No option holder has any right under the options to participate in any other share issue of the Company or any
other entity
15. Proceedings on behalf of the Company
No person has applied for leave of Court to bring proceedings on behalf of the Company or to intervene in any
proceedings to which the Company is a party for the purpose of taking responsibility on behalf of the Company
for all or any part of those proceedings.
The Company was not a party to any such proceedings during the period.
16. Meetings of Directors
During the financial year, 2 (two) meetings of directors were held. The number of meetings attended by each
director during the year is stated below:
Director
Mr M Bohm
Mr G Mooney
Mr S Cuomo
Mr J Pater
Mr A Sutherland
Directors Meetings
Number Eligible to Attend
3
3
3
2
-
Meetings Attended
3
2
2
2
-
17.
Insurance of Officers
Riedel Resources has paid a premium of $14,292 for the full financial period (2020: $4,477 for the period from
31 January 2020 to 30 June 2020) to insure the directors and secretary of the Company and its controlled
entities. The liabilities insured are legal costs that may be incurred in defending civil or criminal proceedings
that may be brought against the officers in their capacity as officers of entities in the group, and any other
payments arising from liabilities incurred by the officers in connection with such proceedings. This does not
include such liabilities that arise from conduct involving a wilful breach of duty by the officers or the improper
use by the officers of their position or of information to gain advantage for themselves or someone else or to
cause detriment to the company.
18
DIRECTORS’ REPORT
17.
Insurance of Officers (continued)
The Group has not, during or since the financial year, in respect of any person who is or has been an officer of the
Company:
−
−
Indemnified or made any relevant agreement for the indemnifying against a liability, including costs and
expenses in successfully defending legal proceedings; or
Paid or agreed to pay a premium in respect of a contract insuring against a liability for the costs or expenses
to defend legal proceedings.
18. Auditors Independent Declaration and Non-Audit Services
The auditor’s independence declaration for the year ended 30 June 2020 has been received and is included in the
financial report on page 21.
Signed in accordance with a resolution of the Board of Directors
Michael Bohm
Non-Executive Director
Date: 30 September 2021
19
Competent Person Statement
Information in this release that relates to Exploration Results is based on information compiled by Mr Sean Whiteford, who is a qualified
geologist, a member of the Australian Institute of Mining and Metallurgy, and a consultant to Riedel Resources Limited. Mr Whiteford
has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the activity
being undertaken to qualify as a Competent Person as defined in the 2012 Edition of the ‘Australasian Code for Reporting of Exploration
Results, Mineral Resources and Ore Reserves’. Mr Whiteford consents to the inclusion in this release of the matters based on his
information in the form and context in which it appears. Mr Whiteford is not a shareholder of the Company.
Forward Looking Statements
This release includes forward looking statements. Often, but not always, forward looking statements can generally be identified by the
use of forward looking words such as “may”, “will”, “expect”, “intend”, “plan”, “estimate”, “anticipate”, “continue”, and “guidance”, or
other similar words and may include, without limitation statements regarding plans, strategies and objectives of management,
anticipated production or construction commencement dates and expected costs or production output.
Forward looking statements inherently involve known and unknown risks, uncertainties and other factors that may cause the company’s
actual results, performance and achievements to differ materially from any future results, performance or achievements. Relevant
factors may include, but are not limited to, changes in commodity prices, foreign exchange fluctuations and general economic
conditions, increased costs and demand for production inputs, the speculative nature of exploration and project development, including
the risks of obtaining necessary licences and permits and diminishing quantities or grades of resources or reserves, political and social
risks, changes to the regulatory framework within which the company operates or may in the future operate, environmental conditions
including extreme weather conditions, recruitment and retention of personnel, industrial relations issues and litigation.
Forward looking statements are based on the company and its management’s good faith assumptions relating to the financial, market,
regulatory and other relevant environments that will exist and affect the company’s business and operations in the future. The company
does not give any assurance that the assumptions on which forward looking statements are based will prove to be correct, or that the
company’s business or operations will not be affected in any material manner by these or other factors not foreseen or foreseeable by
the company or management or beyond the company’s control.
Although the company attempts to identify factors that would cause actual actions, events or results to differ materially from those
disclosed in forward looking statements, there may be other factors that could cause actual results, performance, achievements or
events not to be anticipated, estimated or intended, and many events are beyond the reasonable control of the company. Accordingly,
readers are cautioned not to place undue reliance on forward looking statements.
Forward looking statements in this release are given as at the date of issue only. Subject to any continuing obligations under applicable
law or any relevant stock exchange listing rules, in providing this information the company does not undertake any obligation to publicly
update or revise any of the forward looking statements or to advise of any change in events, conditions or circumstances on which any
such statement is based.
New Information or Data
The company confirms that it is not aware of any new information or data that materially affects the information included in the relevant
market announcement.
Notes
1 For full details of these Exploration results, refer to the said Announcement on the said date. Riedel is not aware of any new
information of data that materially affects the information included in the announcement.
2 For full details of these Exploration results, refer to the Norwest Minerals Limited ASX Announcement on the said date. Riedel is not
aware of any new information of data that materially affects the information included in the announcement.
20
PKF Perth
AUDITOR’S INDEPENDENCE DECLARATION
TO THE DIRECTORS OF RIEDEL RESOURCES LIMITED
In relation to our audit of the financial report of Riedel Resources Limited for the year ended 30 June 2021, to the best
of my knowledge and belief, there have been no contraventions of the auditor independence requirements of the
Corporations Act 2001 or any applicable code of professional conduct.
PKF PERTH
SIMON FERMANIS
PARTNER
30 SEPTEMBER 2021
WEST PERTH,
WESTERN AUSTRALIA
Level 4, 35 Havelock Street, West Perth, WA 6005
PO Box 609, West Perth, WA 6872
T: +61 8 9426 8999 F: +61 8 9426 8900 www.pkfperth.com.au
PKF Perth is a member firm of the PKF International Limited family of legally independent firms and does not accept any responsibility or liability for the actions or
inactions of any individual member or correspondent firm or firms.
Liability limited by a scheme approved under Professional Standards Legislation.
21
Consolidated Statement of Profit or Loss and Other Comprehensive Income
For the Year Ended 30 June 2021
Interest income
Other revenue
Total revenue
Administration expenses
Depreciation
Employee benefits expense
Share based payments
Impairment of capitalised exploration
Exploration and evaluation expenditure
Assets written off
NOTES
2021
$
2
13
405
-
405
(306,973)
-
(261,919)
(2,775,000)
(120,850)
-
-
2020
$
1,565
64,860
66,425
(197,093)
(645)
(95,700)
(895,777)
(10,551)
(645)
Profit/ (Loss) before income tax expense
(3,464,342)
(1,133,986)
Income tax expense
4
-
-
Profit/ (Loss) for the year
(3,464,342)
(1,133,986)
Other comprehensive loss
Items that may be reclassified subsequent to profit or loss
Exchange difference on translation of foreign operation
3,451
1,891
Total comprehensive Profit/ (Loss) for the year
(3,460,891)
(1,132,095)
Basic and diluted earnings per share (cents)
18
(0.53)
(0.27)
The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction with
the accompanying notes.
22
Consolidated Statement of Financial Position
As At 30 June 2021
Current Assets
Cash and cash equivalents
Trade and other receivables
Total Current Assets
Non-Current Assets
Financial asset
Exploration and evaluation expenditure
NOTES
2021
$
2020
$
6
7
8
9
2,723,188
145,729
885,629
254,571
2,868,917
1,140,200
1,806,956
659,955
-
780,810
Total Non-Current Assets
2,466,911
780,810
Total Assets
Current Liabilities
Trade and other payables
Total Current Liabilities
Total Liabilities
Net Assets
Equity
Contributed equity
Share based payment reserve
Foreign currency translation reserve
Accumulated losses
5,335,828
1,921,070
10
119,663
119,663
119,663
23,806
23,806
23,806
5,216,165
1,897,204
11
13
15
16
23,241,949
2,809,800
3,327
(20,838,911)
19,237,097
34,800
(124)
(17,374,569)
Total Equity
5,216,165
1,897,204
The above consolidated statement of financial position should be read in conjunction with the accompanying notes.
23
Consolidated Statement of Changes in Equity
For the Year Ended 30 June 2021
Issued
Capital
$
Foreign
Currency
Translation
Reserve
$
Share Based
Payments
Reserve
Accumulated
Losses
Total
$
$
$
Balance at 1 July 2020
19,237,097
(124)
34,800
(17,374,569)
1,897,204
Profit/ (Loss) for the period
Other comprehensive gain
Total comprehensive loss for
the period
Transactions with owner,
recorded directly in equity
Contributions of equity (net of
transaction costs)
Share based payments
-
-
-
-
3,451
3,451
-
-
-
(3,464,342)
-
(3,464,342)
3,451
(3,464,342)
(3,460,891)
4,004,852
-
4,004,852
-
-
-
-
2,775,000
2,775,000
-
-
-
4,004,852
2,775,000
6,779,852
Balance at 30 June 2021
23,241,949
3,327
2,809,800
(20,838,911)
5,216,165
Balance at 1 July 2019
19,237,097
(2015)
34,800
(16,240,583)
3,029,299
Profit/ (Loss) for the period
Other comprehensive gain
Total comprehensive loss for
the period
Transactions with owner,
recorded directly in equity
Share based payments
-
-
-
-
-
-
1,891
1,891
-
-
-
-
-
-
-
(1,133,986)
-
(1,133,986)
1,891
(1,133,986
(1,132,095)
-
-
-
-
Balance at 30 June 2020
19,237,097
(124)
34,800
(17,374,569)
1,897,204
The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.
24
Consolidated Statement of Cash Flows
For the Year Ended 30 June 2021
Cash Flows from Operating Activities
Interest received
Government grants
Payments to suppliers and employees
NOTES
2021
$
401
-
(424,190)
2020
$
1,565
30,268
(283,162)
Net cash used in operating activities
17
(423,789)
(251,329)
Cash Flows from Investing Activities
Payment for exploration and evaluation
Payment for prepaid costs for option to acquire shares in
Flagstaff Minerals (US) Inc.
-
(17,653)
(1,476,956)
-
Net cash used in investing activities
(1,476,956)
(17,653)
Cash Flows from Financing Activities
Proceeds from issued capital
Payments for share issue costs
Net cash provided in financing activities
3,875,015
(140,162)
3,734,853
-
-
-
Net cash increase / (decrease) in cash and cash
equivalents held
1,834,108
(286,982)
Cash and cash equivalents at the start of the year
885,629
1,152,720
Effects of foreign currency exchange
3,451
1,891
Cash and cash equivalents at the end of the year
6
2,723,188
885,629
Amounts relating to payments to suppliers and employees as set out above are inclusive of goods and services tax. The
above consolidated statement of cash flows should be read in conjunction with the accompanying notes.
25
Notes to the Consolidated Financial Statements
For the Year Ended 30 June 2021
1.
Summary of Significant Accounting Policies
Riedel Resources Limited (the "Company") is a listed public company limited by shares, incorporated and
domiciled in Australia.
The consolidated financial statements of the Company as at and for the year ended 30 June 2021 comprise the
Company and its subsidiaries (together referred to as the "Group" and individually as "Group entities").
The Group primarily is involved in mining and exploration activity.
Basis of preparation
(a)
The accounting policies set out below have been consistently applied to all years presented.
(i)
Statement of Compliance
These general purpose financial statements have been prepared in accordance with Australian Accounting
Standards and Interpretations issued by the Australian Accounting Standards Board ('AASB') and the
Corporations Act 2001, as appropriate for for-profit oriented entities. These financial statements also
comply with International Financial Reporting Standards as issued by the International Accounting
Standards Board ('IASB').
The consolidated financial statements were authorised for issue by the Board of Directors on 30 September
2021. The Directors have the power to amend and revise the financial statements.
(ii) Historical cost convention
The financial statements have been prepared under the historical cost convention, except for, where
applicable, the revaluation of financial assets and liabilities at fair value through profit or loss, investment
properties, certain classes of property, plant and equipment and derivative financial instruments.
(iii) Parent entity information
In accordance with the Corporations Act 2001, these financial statements present the results of the Group
only. Supplementary information about the parent entity is disclosed in note 28.
(iv) Going Concern
These financial statements have been prepared on a going concern basis which contemplates continuity
of normal business activities and the realisation of assets and settlement of liabilities in the normal course
of business. As at 30 June 2021 the Group had net assets of $5,216,165 (2020: $1,897,204) and reported
loss for the year of $3,464,342: (2020: $1,133,986) and had a net working capital of $2,749,254 (2020:
$1,116,394).
Based on a cashflow forecast prepared by management, the ability of the Group to continue to pay its
debts as and when they fall due is dependent on the Company successfully raising additional share capital
and ultimately developing its mineral properties.
26
Notes to the Consolidated Financial Statements
For the Year Ended 30 June 2021
1.
Summary of Significant Accounting Policies (continued)
(a)
Basis of preparation (continued)
(iv) Going Concern (continued)
The directors believe it is appropriate to prepare these financial statements on a going concern basis
because:
-
-
The directors have appropriate plans to raise additional funds as and when required. In light of the
Group’s current exploration projects, the directors believe that the additional capital can be raised in
the market; and
The directors have an appropriate plan to contain certain operating and exploration expenditure if
required funding is not available.
These financial statements have been prepared on the basis that the Group can meet its commitments as
and when they fall due and can therefore continue normal business activities, and the realisation of its
assets and settlement of its liabilities can occur in the ordinary course of business.
In the event that the Group is unable to satisfy future funding requirements, a material uncertainty would
arise that may cast significant doubt on the Group’s ability to continue as a going concern with the result
that the Group may be required to realise its assets at amounts different from those currently recognised,
settle liabilities other than in the ordinary course of business and make provisions for costs which may
arise as a result of cessation or curtailment of normal business operations.
(b)
Principles of consolidation
The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of Riedel
Resources Limited ('Company' or 'parent entity') as at 30 June 2021 and the results of all subsidiaries for
the year then ended. Riedel Resources Limited and its subsidiaries together are referred to in these
financial statements as the 'Group'.
Subsidiaries are all those entities over which the Group has control. The Group controls an entity when
the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the
ability to affect those returns through its power to direct the activities of the entity. Subsidiaries are fully
consolidated from the date on which control is transferred to the Group. They are de-consolidated from
the date that control ceases.
Intercompany transactions, balances and unrealised gains on transactions between entities in the Group
are eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of the
impairment of the asset transferred. Accounting policies of subsidiaries have been changed where
necessary to ensure consistency with the policies adopted by the Group.
The acquisition of subsidiaries is accounted for using the acquisition method of accounting. A change in
ownership interest, without the loss of control, is accounted for as an equity transaction, where the
difference between the consideration transferred and the book value of the share of the non-controlling
interest acquired is recognised directly in equity attributable to the parent.
27
Notes to the Consolidated Financial Statements
For the Year Ended 30 June 2021
1.
Summary of Significant Accounting Policies (continued)
(b)
Principles of consolidation (continued)
Where the Group loses control over a subsidiary, it derecognises the assets including goodwill, liabilities
and non-controlling interest in the subsidiary together with any cumulative translation differences
recognised in equity. The Group recognises the fair value of the consideration received and the fair value
of any investment retained together with any gain or loss in profit or loss.
(c) Operating segments
Operating segments are presented using the “management approach”, where the information presented
is on the same basis as the internal reports provided to the directors. The directors are responsible for
the allocation of resources to operating segments and assessing their performance.
(d)
Foreign currency translation
The financial statements are presented in Australian dollars, which is Riedel Resources Limited's functional
and presentation currency.
Foreign currency transactions
Foreign currency transactions are translated into Australian dollars using the exchange rates prevailing at
the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such
transactions and from the translation at financial year-end exchange rates of monetary assets and
liabilities denominated in foreign currencies are recognised in profit or loss.
Foreign operations
The assets and liabilities of foreign operations are translated into Australian dollars using the exchange
rates at the reporting date. The revenues and expenses of foreign operations are translated into
Australian dollars using the average exchange rates, which approximate the rate at the date of the
transaction, for the period. All resulting foreign exchange differences are recognised in other
comprehensive income through the foreign currency reserve in equity.
The foreign currency reserve is recognised in profit or loss when the foreign operation or net investment
is disposed of.
(e)
Critical accounting judgements, estimates and assumptions
The preparation of the financial statements requires management to make judgements, estimates and
assumptions that affect the reported amounts in the financial statements. Management continually
evaluates its judgements and estimates in relation to assets, liabilities, contingent liabilities, revenue and
expenses. Management bases its judgements, estimates and assumptions on historical experience and on
other various factors, including expectations of future events, management believes to be reasonable
under the circumstances. The resulting accounting judgements and estimates will seldom equal the
related actual results. The judgements, estimates and assumptions that have a significant risk of causing
a material adjustment to the carrying amounts of assets and liabilities (refer to the respective notes)
within the next financial year are discussed below.
28
Notes to the Consolidated Financial Statements
For the Year Ended 30 June 2021
1.
Summary of Significant Accounting Policies (continued)
(e) Critical accounting judgements, estimates and assumptions (continued)
Share Based Payment Transactions
The Group measures the cost of equity-settled transactions with employees by reference to the fair value
of the equity instruments at the date at which they are granted. The fair value is determined by an
independent external valuation using Black-Scholes model, using the assumptions detailed in Note 14.
Exploration and Evaluation Costs
Exploration and evaluation expenditure incurred is accumulated in respect of each identifiable area of
interest. These costs are carried forward in respect of an area that has not at reporting date reached a
stage which permits a reasonable assessment of the existence or otherwise of economically recoverable
reserves, and active and significant operations in, or relating to, the area of interest are continuing.
Fair Value of Financial Assets
Riedel has considered the fair value of the Financial Asset (being represented by the option to earn-in and
acquire up to 80% interest in Flagstaff Minerals (USA) Inc. share capital) and determined that ‘cost’ and
‘fair value’ are effectively the same thing in this instance as the amount paid by Riedel represents payment
by a willing but not anxious buyer to a willing but not anxious seller in an arm’s length transaction. At the
date of this assessment the transaction continues to be ongoing.
Coronavirus (COVID-19) pandemic
Judgement has been exercised in considering the impacts that the Coronavirus (COVID-19) pandemic has
had, or may have, on the consolidated entity based on known information. This consideration extends to
the nature of the products and services offered, customers, supply chain, staffing and geographic regions
in which the consolidated entity operates.
Impairment of Exploration and Evaluation Assets and Investments in and Loans to Subsidiaries
The ultimate recoupment of the value of exploration and evaluation assets, the Company’s investment in
subsidiaries, and loans to subsidiaries is dependent on the successful development and commercial
exploitation, or alternatively, sale, of the exploration and evaluation assets.
Impairment tests are carried out on a regular basis to identify whether the asset carrying values exceed
their recoverable amounts. There is significant estimation and judgement in determining the inputs and
assumptions used in determining the recoverable amounts.
The key areas of judgement and estimation include:
•
•
•
Recent exploration and evaluation results and resource estimates;
Environmental issues that may impact on the underlying tenements;
Fundamental economic factors that have an impact on the operations and carrying values of assets
and liabilities.
29
Notes to the Consolidated Financial Statements
For the Year Ended 30 June 2021
1.
Summary of Significant Accounting Policies (continued)
(f)
Income tax expenses
The charge for current income tax expense is based on the loss for the year adjusted for any non-assessable
or disallowed items. It is calculated using the tax rates that have been enacted or are substantially enacted
by the reporting date.
Deferred tax is accounted for using the liability method in respect of temporary differences arising between
the tax bases of assets and liabilities and their carrying amounts in the financial statements. No deferred
income tax will be recognised from the initial recognition of an asset or liability, excluding a business
combination, where there is no effect on accounting or taxable profit or loss.
Deferred tax is calculated at the tax rates that are expected to apply to the period when the asset is realised
or liability is settled. Deferred tax is credited in the statement of profit or loss and other comprehensive
income except where it relates to items that may be credited directly to equity, in which case the deferred
tax is adjusted directly against equity.
Deferred income tax assets are recognised to the extent that it is probable that future tax profits will be
available against which deductible temporary differences can be utilised.
The amount of benefits brought to account or which may be realised in the future is based on the
assumption that no adverse change will occur in income taxation legislation and the anticipation that the
Group will derive sufficient future assessable income to enable the benefit to be realised and comply with
the conditions of deductibility imposed by the law.
(g)
Exploration and evaluation expenditure
Exploration and evaluation expenditure incurred is accumulated in respect of each identifiable area of
interest. These costs are carried forward only if they relate to an area of interest for which rights of tenure
are current and in respect of which:
•
•
such costs are expected to be recouped through successful development and exploitation or from
sale of the area; or
exploration and evaluation activities in the area have not, at reporting date, reached a stage which
permit a reasonable assessment of the existence or otherwise of economically recoverable
reserves, and active operations in, or relating to, the area are continuing.
Accumulated costs in respect of areas of interest which are abandoned are written off in full against loss
in the year in which the decision to abandon the area is made.
A regular review is undertaken of each area of interest to determine the appropriateness of continuing to
carry forward costs in relation to that area of interest.
The recoverability of the carrying amount of the exploration and development assets is dependent on the
successful development and commercial exploitation or alternatively sale of the respective areas of
interest.
30
Notes to the Consolidated Financial Statements
For the Year Ended 30 June 2021
1.
Summary of Significant Accounting Policies (continued)
(h)
Investments and other financial assets
Investments and other financial assets are initially measured at fair value. Transaction costs are included
as part of the initial measurement, except for financial assets at fair value through profit or loss. Such
assets are subsequently measured at either amortised cost or fair value depending on their classification.
Classification is determined based on both the business model within which such assets are held and the
contractual cash flow characteristics of the financial asset unless, an accounting mismatch is being
avoided.
Financial assets are derecognised when the rights to receive cash flows have expired or have been
transferred and the Group has transferred substantially all the risks and rewards of ownership. When
there is no reasonable expectation of recovering part or all of a financial asset, its carrying value is written
off.
Financial assets at fair value through profit or loss
Financial assets not measured at amortised cost or at fair value through other comprehensive income are
classified as financial assets at fair value through profit or loss. Typically, such financial assets will be
either: (i) held for trading, where they are acquired for the purpose of selling in the short-term with an
intention of making a profit, or a derivative; or (ii) designated as such upon initial recognition where
permitted. Fair value movements are recognised in profit or loss.
Financial assets at fair value through other comprehensive income
Financial assets at fair value through other comprehensive income include equity investments which the
Group intends to hold for the foreseeable future and has irrevocably elected to classify them as such upon
initial recognition.
Impairment of financial assets
The Group recognises a loss allowance for expected credit losses on financial assets which are either
measured at amortised cost or fair value through other comprehensive income. The measurement of the
loss allowance depends upon the Group's assessment at the end of each reporting period as to whether
the financial instrument's credit risk has increased significantly since initial recognition, based on
reasonable and supportable information that is available, without undue cost or effort to obtain.
Where there has not been a significant increase in exposure to credit risk since initial recognition, a 12-
month expected credit loss allowance is estimated. This represents a portion of the asset's lifetime
expected credit losses that is attributable to a default event that is possible within the next 12 months.
Where a financial asset has become credit impaired or where it is determined that credit risk has increased
significantly, the loss allowance is based on the asset's lifetime expected credit losses. The amount of
expected credit loss recognised is measured on the basis of the probability weighted present value of
anticipated cash shortfalls over the life of the instrument discounted at the original effective interest rate.
31
Notes to the Consolidated Financial Statements
For the Year Ended 30 June 2021
1.
Summary of Significant Accounting Policies (continued)
(i)
Fair value measurement
When an asset or liability, financial or non-financial, is measured at fair value for recognition or disclosure
purposes, the fair value is based on the price that would be received to sell an asset or paid to transfer a
liability in an orderly transaction between market participants at the measurement date; and assumes that
the transaction will take place either: in the principle market; or in the absence of a principal market, in the
most advantageous market.
Fair value is measured using the assumptions that market participants would use when pricing the asset or
liability, assuming they act in their economic best interest. For non-financial assets, the fair value
measurement is based on its highest and best use. Valuation techniques that are appropriate in the
circumstances and for which sufficient data are available to measure fair value, are used, maximising the
use of relevant observable inputs and minimising the use of unobservable inputs.
Assets and liabilities measured at fair value are classified, into three levels, using a fair value hierarchy that
reflects the significance of the inputs used in making the measurements. Classifications are reviewed each
reporting date and transfers between levels are determined based on a reassessment of the lowest level
input that is significant to the fair value measurement.
For recurring and non-recurring fair value measurements, external valuers may be used when internal
expertise is either not available or when the valuation is deemed to be significant. External valuers are
selected based on market knowledge and reputation. Where there is a significant change in fair value of an
asset or liability from one period to another, an analysis is undertaken, which includes a verification of the
major inputs applied in the latest valuation and a comparison, where applicable, with external sources of
data.
(j)
Current and non-current classification
Assets and liabilities are presented in the statement of financial position based on current and non-current
classification.
An asset is current when: it is expected to be realised or intended to be sold or consumed in normal
operating cycle; it is held primarily for the purpose of trading; it is expected to be realised within twelve
months after the reporting period; or the asset is cash or cash equivalent unless restricted from being
exchanged or used to settle a liability for at least twelve months after the reporting period. All other assets
are classified as non-current.
A liability is current when: it is expected to be settled in normal operating cycle; it is held primarily for the
purpose of trading; it is due to be settled within twelve months after the reporting period; or there is no
unconditional right to defer the settlement of the liability for at least twelve months after the reporting
period. All other liabilities are classified as non-current.
32
Notes to the Consolidated Financial Statements
For the Year Ended 30 June 2021
1.
Summary of Significant Accounting Policies (continued)
(k)
Cash and cash equivalents
Cash and cash equivalents includes cash on hand, deposits held at call with banks, other short-term highly
liquid investments with original maturities of three months or less, that are readily convertible to known
amounts of cash and which are subject to an insignificant risk of changes in value.
(l)
Revenue recognition
The Group recognises revenue as follows:
Revenue from contracts with customers
Revenue is recognised at an amount that reflects the consideration to which the Group is expected to be
entitled in exchange for transferring goods or services to a customer. For each contract with a customer,
the Group: identifies the contract with a customer; identifies the performance obligations in the contract;
determines the transaction price which takes into account estimates of variable consideration and the
time value of money; allocates the transaction price to the separate performance obligations on the basis
of the relative stand-alone selling price of each distinct good or service to be delivered; and recognises
revenue when or as each performance obligation is satisfied in a manner that depicts the transfer to the
customer of the goods or services promised.
Variable consideration within the transaction price, if any, reflects concessions provided to the customer
such as discounts, rebates and refunds, any potential bonuses receivable from the customer and any other
contingent events. Such estimates are determined using either the 'expected value' or 'most likely
amount' method. The measurement of variable consideration is subject to a constraining principle
whereby revenue will only be recognised to the extent that it is highly probable that a significant reversal
in the amount of cumulative revenue recognised will not occur. The measurement constraint continues
until the uncertainty associated with the variable consideration is subsequently resolved. Amounts
received that are subject to the constraining principle are recognised as a refund liability.
Rendering of services
Revenue from a contract to provide services is recognised over time as the services are rendered based
on either a fixed price or an hourly rate.
Interest
Interest revenue is recognised as interest accrues using the effective interest method. This is a method of
calculating the amortised cost of a financial asset and allocating the interest income over the relevant
period using the effective interest rate, which is the rate that exactly discounts estimated future cash
receipts through the expected life of the financial asset to the net carrying amount of the financial asset.
Other revenue
Other revenue is recognised when it is received or when the right to receive payment is established.
33
Notes to the Consolidated Financial Statements
For the Year Ended 30 June 2021
1.
Summary of Significant Accounting Policies (continued)
(m) Goods and services tax
Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST
incurred is not recoverable from the Australian Tax Office. In these circumstances the GST is recognised as
part of the cost of acquisition of the asset or as part of an item of the expense. Receivables and payables in
the statement of financial position are shown inclusive of GST.
Cash flows are presented in the statement of cash flow on a gross basis, except for the GST component of
investing and financing activities, which are disclosed as operating cash flows.
(n)
Impairment
Financial Assets
The Group recognises a loss allowance for expected credit losses on financial assets which are either
measured at amortised cost or fair value through other comprehensive income. The measurement of the
loss allowance depends upon the Group's assessment at the end of each reporting period as to whether
the financial instrument's credit risk has increased significantly since initial recognition, based on
reasonable and supportable information that is available, without undue cost or effort to obtain.
Where there has not been a significant increase in exposure to credit risk since initial recognition, a 12-
month expected credit loss allowance is estimated. This represents a portion of the asset's lifetime
expected credit losses that is attributable to a default event that is possible within the next 12 months.
Where a financial asset has become credit impaired or where it is determined that credit risk has increased
significantly, the loss allowance is based on the asset's lifetime expected credit losses. The amount of
expected credit loss recognised is measured on the basis of the probability weighted present value of
anticipated cash shortfalls over the life of the instrument discounted at the original effective interest rate.
For financial assets measured at fair value through other comprehensive income, the loss allowance is
recognised within other comprehensive income. In all other cases, the loss allowance is recognised in
profit or loss.
Exploration and Evaluation Assets
Exploration and evaluation assets are assessed for impairment when facts and circumstances suggest that
the carrying amount of the asset may exceed its recoverable amount at the reporting date.
Exploration and evaluation assets are tested for impairment in respect of cash generating units, which are
no larger than the area of interest to which the assets relate.
Non-Financial Assets Other Than Exploration and Evaluation 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. For goodwill and intangible assets that have indefinite lives or that are
not yet available for use, the recoverable amount is estimated at each reporting date.
34
Notes to the Consolidated Financial Statements
For the Year Ended 30 June 2021
1.
Summary of Significant Accounting Policies (continued)
(n)
Impairment (continued)
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.
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 the income statement. Impairment losses
recognised in respect of cash-generating units are allocated first to reduce the carrying amount of any
goodwill allocated to the units, then to reduce the carrying amount of the other assets in the unit 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 exits. 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 has been recognised.
Joint operations
A joint operation is a joint arrangement whereby the parties that have joint control of the arrangement
have rights to the assets, and obligations for the liabilities, relating to the arrangement. The Group has
recognised its share of jointly held assets, liabilities, revenues and expenses of joint operations. These
have been incorporated in the financial statements under the appropriate classifications.
Trade and other payables
Liabilities for trade creditors and other amounts are carried at cost which is the fair value of consideration
to be paid in the future for goods and services received, whether or not billed to the Group. Due to their
short-term nature they are measured at amortised cost and are not discounted. The amounts are
unsecured and are usually paid within 30 days of recognition.
(o)
(p)
(q)
Share based payment transactions
The Group provides benefits to employees (including Directors) of the Group in the form of share-based
payment transactions, whereby employees render services in exchange for shares or rights over shares
(“equity-settled transaction”).
The cost of these equity-settled transactions with employees is measured by reference to the fair value
at the date at which they are granted. The fair value is determined by an independent external valuation
using Black-Scholes, an option valuation model that takes into account the exercise price, the term of the
option, the impact of dilution, the share price at grant date and expected price volatility of the underlying
share, the expected dividend yield and the risk free interest rate for the term of the option, together with
35
Notes to the Consolidated Financial Statements
For the Year Ended 30 June 2021
1.
Summary of Significant Accounting Policies (continued)
(q)
Share based payment transactions (continued)
non-vesting conditions that do not determine whether the Group receives services that entitle the
employees to receive payment.
The cost of equity-settled transactions is recognised, together with a corresponding increase in equity,
over the period in which the performance conditions are fulfilled, ending on the date on which the
relevant employees become fully entitled to the award (“vesting date”).
The cumulative expense recognised for equity-settled transactions at each reporting date until vesting
date reflects (i) the extent to which the vesting period has expired and (ii) the number of awards that, in
the opinion of the Directors of the Company, will ultimately vest. This opinion is formed based on the
best available information at reporting date. No adjustment is made for the likelihood of market
performance conditions being met as the effect of these conditions is included in the determination of
fair value at grant date.
No expense is recognised for awards that do not ultimately vest, except for awards where vesting is
conditional upon a market condition.
Where the terms of an equity-settled award are modified, as a minimum an expense is recognised as if
the terms had not been modified. In addition, an expense is recognised for any increase in the value of
the transaction as a result of the modification, as measured at the date of modification.
Where an equity-settled award is cancelled, it is treated as if it had vested on the date of cancellation,
and any expense not yet recognised for the award is recognised immediately. However, if a new award
is substituted for the cancelled award and designated as a replacement award on the date that it is
granted, the cancelled and new award are treated as if they were a modification of the original award, as
described in the previous paragraph.
(r)
Trade and other receivables
Trade receivables are initially recognised at fair value and subsequently measured at amortised cost using
the effective interest method, less any provision for impairment. Trade receivables are generally due for
settlement within 30 days.
Collectability of trade receivables is reviewed on an ongoing basis. Debts which are known to be
uncollectable are written off by reducing the carrying amount directly. A provision for impairment of trade
receivables is raised when there is objective evidence that the Group will not be able to collect all amounts
due according to the original terms of the receivables. Significant financial difficulties of the debtor,
probability that the debtor will enter bankruptcy or financial reorganisation and default or delinquency in
payments (more than 60 days overdue) are considered indicators that the trade receivable may be
impaired. The amount of the impairment allowance is the difference between the asset’s carrying amount
and the present value of estimated future cash flows, discounted at the original effective interest rate.
36
Notes to the Consolidated Financial Statements
For the Year Ended 30 June 2021
1.
Summary of Significant Accounting Policies (continued)
(r)
Trade and other receivables
Cash flows relating to short-term receivables are not discounted if the effect of discounting is immaterial.
Other receivables are recognised at amortised cost, less any provision for impairment.
(s)
Contributed equity
Ordinary shares are classified as equity.
Incremental costs directly attributable to the issue of new shares or options are shown in equity as a
deduction, net of tax, from the proceeds. Incremental costs directly attributable to the issue of new
shares or options, or for the acquisition of a business, are included in the cost of the acquisition as part of
the purchase consideration.
(t)
Plant and equipment
Plant and equipment is stated at historical cost less accumulated depreciation and impairment. Historical
cost includes expenditure that is directly attributable to the acquisition of the items.
Depreciation is calculated on a straight-line basis to write off the net cost of each item of property, plant and
equipment (excluding land) over their expected useful lives as follows:
Office equipment
Exploration equipment
2 years
5 years
The residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each
reporting date.
An item of property, plant and equipment is recognised upon disposal or when there is no future economic
benefit to the Group. Gains and losses between the carrying amount and the disposal proceeds are taken to
profit or loss.
(u)
Employee benefits
Short-term employee benefits
Liabilities for wages and salaries, including non-monetary benefits, annual leave and long service leave
expected to be settled within 12 months of the reporting date are recognised in current liabilities in respect
of employees’ services up to the reporting date and are measured at the amounts expected to be paid when
the liabilities are settled.
37
Notes to the Consolidated Financial Statements
For the Year Ended 30 June 2021
1.
Summary of Significant Accounting Policies (continued)
(u)
Employee benefits (continued)
Other long-term employee benefits
The liability for annual leave and long service leave not expected to be settled within 12 months of the
reporting date are recognized in non-current liabilities, provided there is an unconditional right to defer
settlement of the liability. The liability is measured as the present value of expected future payments to be
made in respect of services provided by employees up to the reporting date using the projected unit credit
method. Consideration is given to expect future wage and salary levels, experience of employee departures
and periods of service. Expected future payments are discounted using market yields at the reporting date
on national corporate bonds with terms to maturity and currency that match, as closely as possible, the
estimated future cash outflows.
Defined contribution superannuation expense
Contributions to defined contribution superannuation plans are expensed in the period in which they are
incurred.
(v)
Earnings per share
Basic earnings per share
Basic earnings per share is calculated by dividing the profit/loss attributable to the owners of Riedel
Resources Limited, excluding any costs of servicing equity other than ordinary shares, by the weighted
average number of ordinary shares outstanding during the financial year, adjusted for bonus elements in
ordinary shares issued during the financial year.
Diluted earnings per share
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take
into account the after income tax effect of interest and other financing costs associated with dilutive
potential ordinary shares and the weighted average number of shares assumed to have been issued for no
consideration in relation to dilutive potential ordinary shares.
(w) Comparative figures
When required by Accounting Standards, comparative figures have been adjusted to conform to changes
in presentation for the current financial year.
(x) New accounting standards and interpretations adopted by the Group
The Group has considered the implications of new and amended Accounting Standards which have
become applicable for the current financial reporting period.
38
Notes to the Consolidated Financial Statements
For the Year Ended 30 June 2021
4
Income tax expense (continued)
The following deferred tax balances have not been recognised
:
Deferred Tax Assets:
At 30% (2020:30%)
Carry forward revenue losses
Capital raising cost
Provisions and accruals
2021
$
2020
$
1,971,585
59,387
4,028
2,035,000
1,798,120
30,719
2,325
1,831,164
The tax benefits of the above Deferred Tax Assets will only be obtained if:
(a)
the Group derives future assessable income of a nature and of an amount sufficient to enable
the benefits to be utilised;
the Group continues to comply with the conditions for deductibility imposed by law; and
no changes in income tax legislation adversely affect the Company in utilising the benefits.
(b)
(c)
2021
$
2020
$
Deferred Tax Liabilities:
At 30% (2020:30%)
Exploration and evaluation expenditure
234,243
234,243
The above Deferred Tax Liabilities have not been recognised as they have given rise to the carry forward
revenue losses for which the Deferred Tax Asset has not been recognised.
5
Auditors remuneration
Remuneration of the auditor of the parent entity for:
Auditing or reviewing the financial report
Other non-audit services
6
Cash and cash equivalents
Cash on hand
Cash at bank
2021
$
38,690
-
38,690
2021
$
312
2,722,876
2,723,188
2020
$
20,005
-
20,005
2020
$
312
885,317
885,629
41
Notes to the Consolidated Financial Statements
For the Year Ended 30 June 2021
7
Trade and other receivable
Prepayments
GST/VAT paid
Other debtors
2021
$
18,703
8,029
118,997
145,729
2020
$
6,368
213,611
34,592
254,571
Included in other debtors is $105,162 held by Flagstaff Minerals in trust on its behalf.
Refer to note 20 for further information on financial instruments
8
Financial Assets
2021
$
2020
$
Prepaid acquisition costs associated with the Option to
acquire shares in Flagstaff Minerals (US) Inc
Gross capitalised pre-paid acquisition costs
Less: Provision for impairment
Net amount
Prepaid acquisition costs reconciliation
Opening balance
Exploration and evaluation activities funded on
behalf of Flagstaff Minerals (US) Inc as
Other consideration paid in accordance with the
terms of earn-in agreement
(i)
(ii)
Closing balance
1,806,956
-
1,806,956
-
1,476,955
330,000
1,806,956
-
-
-
-
-
-
-
As announced to Australian Securities Exchange on 22 October 2020 (“Commencement Date”), the
Company entered into an agreement to acquire up to an 80% interest in the shares of Flagstaff Minerals
(USA) Inc (“Flagstaff:) (“the Agreement”), a unlisted company incorporated in the United States which
holds the rights to 100% of the Kingman Gold Silver Project, located in the north-west of Arizona.
During the period the Company has been focused on progressing the exploration and evaluation on the
Kingsman Project to advance its option to acquire an interest in the project in accordance with the terms
set out in the Agreement.
42
Notes to the Consolidated Financial Statements
For the Year Ended 30 June 2021
8
Financial Assets (continued)
(i)
In accordance with Stage 1 of the Agreement – Initial Exploration Expenditure
•
Riedel must expend at least AUD$1,500,000 on the Kingman Project within 12-months from
the Stage 1 Commencement Date, being 22 October 2020.
Riedel must expend AUD$5,000,000 on the Kingman Project within 3 years from the Stage 1
Commencement Date, being 22 December 2023 to obtain a 51% equity interest in Flagstaff
USA (Stage 1 Earn-In).
•
• On meeting the $5,000,000 spend and to allow Riedel to move to Stage 2, Riedel is then
required to issue 100,000,000 shares at a deemed issue price of $0.055 per RIE Share to obtain
a 51% equity interest in Flagstaff USA.
• On meeting these requirements and providing Flagstaff with a written election notice, the
commencement date for Stage 2 will commence at the date that the Stage 1 expenditure
requirement is met.
In the event that Riedel withdraws before completing the Stage 1 Earn-In, subject to Riedel incurring
at least AUD$1,500,000 of expenditure on the Kingman Project within 12-months from the Stage 1
Commencement Date, Riedel shall obtain a 15% equity interest in Flagstaff USA.
(ii) On 11 December 2020 the Company issued 60,000,000 fully paid ordinary shares to Flagstaff
Minerals Limited at an issue price of $0.055, which were subject to voluntary escrow for 6 months,
in accordance with the terms of the Agreement.
9
Exploration and evaluation expenditure
Gross capitalised exploration and evaluation expenditure
Less: Provision for impairment
Net amount
Exploration and evaluation expenditure reconciliation
Opening balance
Exploration and development expenditure incurred
Exploration and evaluation written off
Impairment
Closing balance
10
Trade and other payables
Trade creditors
Accruals
Refer to note 20 for further information on financial instruments
43
2021
$
780,810
(120,855)
659,955
780,810
-
-
(120,855)
659,955
2021
$
91,663
28,000
119,663
2020
$
1,679,124
(898,314)
780,810
1,669,485
17,653
(10,551)
(895,777)
780,810
2020
$
15,571
8,235
23,806
Notes to the Consolidated Financial Statements
For the Year Ended 30 June 2021
11
Contributed equity
(a) Issued capital
Ordinary shares (fully paid)
Less: Cost of issue
Closing balance at 30 June 2021
Ordinary shares (fully paid)
Less: Cost of issue
Closing balance at 30 June 2020
(b) Ordinary shares
2021
Shares
962,707,062
962,707,062
2020
Shares
418,069,699
418,069,699
2021
$
24,345,624
(1,103,675)
23,241,949
2020
$
20,200,609
(963,512)
19,237,097
Ordinary shares participate in dividends and the proceeds on winding up of the Company in
proportion to the number of shares held and in proportion to the amount paid up on the shares
held. At shareholders meetings, each ordinary share is entitled to one vote in proportion to the
paid-up amount of the share when a poll is called, otherwise each shareholder has one vote on a
show of hands.
(c) Options
Information relating to options including details of options issued, exercised and lapsed during the
financial year and options outstanding at the end of the financial year, is set out in note 12.
(d) Capital management
Management controls the capital of the Group by monitoring performance against budget to provide
the shareholders with adequate returns and ensure that the Group can fund its operations and
continue as a going concern.
The Group’s liabilities and capital includes ordinary share capital, options and financial liabilities,
supported by financial assets.
Management effectively manages the Group’s capital by assessing the Group’s financial risks and
adjusting its capital structure in response to changes in these risks and in the market. These responses
include the management of debt levels, distributions to shareholders and share issues.
There have been no changes in the strategy by management to control the capital of the Group since
the prior year.
44
Notes to the Consolidated Financial Statements
For the Year Ended 30 June 2021
11
Contributed equity (continued)
(e) Movements in issued capital
Opening balance 1 July 2019
Closing balance 30 June 2020
Date
Shares
418,069,699
418,069,699
Issue Price
Total ($)
19,237,097
19,237,097
There were no shares issued during 2020 financial year
Opening balance 1 July 2020
Placement
Flagstaff consideration shares
Placement
Placement under Prospectus
dated 27 Nov 2020
Less: Transaction costs
Closing balance 30 June 2021
Date
11 Dec 20
11 Dec 20
10 Jun 21
Shares
418,069,699
363,636,363
60,000,000
121,000,000
Issue Price
$0.055
$0.055
$0.015
15 Jun 21
1,000
$0.015
962,707,062
Total ($)
19,237,097
2,000,000
330,000
1,815,000
15
(140,163)
23,241,949
12
Share options
Exercise
price
Balance at
start of
year
Granted
during the
year
Exercised
during
the year
Cancelled/
lapsed
during the
year
Balance at
end of the
year
2021 unlisted option details
11cents
23 Nov 21
1.25cents
14 Dec 23
10,000,000
-
- 150,000,000
Closing balance 30 Jun 21
Weighted average exercise price
10,000,000 150,000,000
1.25 cents
11 cents
2020 unlisted option details
23 Nov 21
11.00cents 10,000,000
Closing balance 30 Jun 20
Weighted average exercise price
10,000,000
11 cents
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
10,000,000
150,000,000
160,000,000
1.86 cents
10,000,000
-
-
10,000,000
11.00 cents
The weighted average remaining contractual life of options at the end of the financial year was 2.3
years (2020: 1.4 years).
45
Notes to the Consolidated Financial Statements
For the Year Ended 30 June 2021
13
Share based payment reserves
Opening balance
Unlisted options issued
Closing balance
2021
$
34,800
2,775,000
2,809,800
2020
$
34,800
-
34,800
(i)
(i) Refers to fair value of options issued in accordance with AASB 2 Share Based Payment.
The unlisted options reserve records items recognised on valuation of director, vendor and
consultant share options. Information relating to options issued, exercised and lapsed during the
financial year and options outstanding at the end of the financial year is set out in note 12 and 14.
14
Share based payments
(a) Fair value of unlisted options granted
2021
The value of 150,000,000 options was calculated using Black-Scholes Option Price Model and totalled
$2,775,000. The values and inputs are as follows:
Underlying share price
Exercise price
Risk free interest rate
2020
There were no unlisted options issued during 2020 year, however the carried forward value of
10,000,000 options issued during 2019 year was calculated using Black-Scholes Option Price Model
and totalled $34,800. The values and inputs are as follows:
Underlying share price
Exercise price
Risk free interest rate
Share price volatility
Expiry date
Value per option
Share price volatility
Expiry date
Value per option
95%
23 Nov 2021
$0.00348
100%
14 Dec 2023
$0.0185
$0.0250
$0.0125
0.10%
$0.016
$0.110
2.11%
Per volatility has been the basis for determining expected share price volatility as it assumed that this is
indicative of future tender, which may not eventuate. The life of the options is based on historical
exercise patterns, which may not eventuate in the future. Total share-based payment transactions
recognised during the year are as set out in (d) below. Details of other options movements and balances
are set out in note 12.
(b) Fair value of unlisted options granted
The fair value of listed options granted is calculated as the market value prevailing at the date on which
the options are authorised for issue. No listed options were issued this year.
46
Notes to the Consolidated Financial Statements
For the Year Ended 30 June 2021
15
Foreign currency translation reserve
Opening balance
Unlisted options issued
Closing balance
2021
$
(124)
3,451
3,327
2020
$
(2,015)
1,891
(124)
The foreign currency translation reserve is used to record exchange differences arising from the
translation of the financial statements of foreign subsidiaries.
16
Accumulated losses
Accumulated losses at the beginning of the year
Net profit/(loss) for the year
Accumulated losses at the end of the year
17
Notes to the statement of cash flows
Reconciliation of cash flow from operating activities to
profit/(loss)
Profit/(loss) from ordinary activities after income tax
Add: non-cash items:
Share based payments
Depreciation
Impairment of exploration expenditure
Exploration and evaluation expenditure written off
Write off assets
Changes in assets and liabilities:
Decrease/(increase) in receivables
Increase/(decrease) in payables
Net used in Operating Activities
2021
$
(17,374,569)
(3,464,342)
(20,838,911)
2020
$
(16,240,583)
(1,133,986)
(17,374,569)
2021
$
2020
$
(3,464,342)
(1,133,986)
2,775,000
-
120,855
-
-
108,842
35,856
(423,789)
-
645
895,777
10,551
645
(24,819)
(142)
(251,329)
Non-cash investing and financing activities
There were no other non-cash investing and financing activities, except the options issued detailed in
notes 11 and 13.
47
Notes to the Consolidated Financial Statements
For the Year Ended 30 June 2021
18
Basic and diluted earnings
2021
Cents
2020
Cents
Basic and diluted earnings per share
(0.53)
(0.27)
Profit/(Loss) from operations attributable to
ordinary equity holders of Riedel Resources
Limited used to calculate basic loss per share
Weighted average number of ordinary shares used
as the denominator in calculating basic earnings
per share
(3,464,342)
(1,133,986)
658,984,581
418,069,699
The Company has not disclosed diluted earnings per share as the effect of potential ordinary shares is to
increase/(decrease) the profit/(loss) per share.
19
Segment reporting
The Company has identified its operating segments based on the internal reports that are reviewed and
used by the chief operating decision maker to make decisions about resources to be allocated to the
segments and assess their performance.
Operating segments are identified by Management based on the mineral resource and exploration
activities in Australia, United States and Spain. Discrete financial information about each project is
reported to the chief operating decision maker on a regular basis.
The reportable segments are based on aggregated operating segments determined by the similarity of
the economic characteristics, the nature of the activities and the regulatory environment in which those
segments operate.
2021
Australia
Revenue
$
405
Net profit / (loss) before
tax
(3,445,118)
United
States
$
-
-
Spain
Unallocated
Total
$
$
-
-
$
405
(19,497)
273
(3,464,342)
Reportable segment
assets
Reportable segment
liabilities
3,325,276
1,806,956
203,596
(121,398)
-
1,735
-
-
5,335,828
(119,663)
48
Notes to the Consolidated Financial Statements
For the Year Ended 30 June 2021
19
Segment reporting (continued)
2020
Australia
Revenue
$
66,425
United
States
$
Net profit / (loss) before
tax
(1,125,866)
Reportable segment
assets
Reportable segment
liabilities
828,178
(23,321)
20
Financial instruments
Spain
Unallocated
Total
$
-
$
-
$
66,425
(15,273)
7,153
(1,133,986)
221,862
870,970
1,921,010
(485)
-
(23,806)
-
-
-
-
The Group’s principal financial instruments comprise cash and short term deposits. The main purpose of
the financial instruments is to earn the maximum amount of interest at a low risk to the Group. The Group
also has other financial instruments such as trade debtors and creditors which arise directly from its
operations. For the period under review, it has been the Group’s policy not to trade in financial
instruments
The main risks arising from the Group’s financial instruments are interest rate risk, foreign exchange risk
and credit risk. The board reviews and agrees policies for managing each of these risks and they are
summarised below:
(a) Interest Rate Risk
The Group is exposed to movements in market interest rates on short term deposits. The policy is to
monitor the interest rate yield curve out to 180 days to ensure a balance is maintained between the
liquidity of cash assets and the interest rate return. The Group does not have any other short or long term
debt, and therefore this risk is minimal.
(b) Foreign exchange risk
The Group undertakes certain transactions in foreign currencies, hence exposure to exchange rate
fluctuations arise. Payments made by the Group are made at the prevailing exchange rate at the time of
payment. Loans advanced from the ultimate holding Company to subsidiary companies are denominated
in Australian dollars. The Group does not utilise derivative instruments to hedge the exchange rate risk.
49
Notes to the Consolidated Financial Statements
For the Year Ended 30 June 2021
20
Financial instruments (continued)
(c) Credit Risk
Credit risk refers to the risk that counterparty will default on its contractual obligations resulting in
financial loss to the Group. The Group has adopted the policy of only dealing with credit worthy
counterparties and obtaining sufficient collateral or other security where appropriate, as a means of
mitigating the risk of financial loss from defaults.
The Group does not have any significant credit risk exposure to any single counterparty or any Group of
counterparties having similar characteristics. The carrying amount of financial assets recorded in the
financial statements, net of any provisions for losses, represents the Group’s maximum exposure to
credit risk.
(a)
Exposure to credit risk
The carrying amount of the Group’s financial assets represents the maximum credit exposure. The
Group’s maximum exposure to credit risk at the reporting date was:
Financial assets
Cash and cash equivalents
Other receivables
Carrying Amount
2021
$
Carrying Amount
2020
$
2,723,188
118,996
2,842,184
885,629
248,203
1,133,832
(b)
(c)
Exposure to credit risk
None of the Group’s other receivables are past due hence no impairment were provided for.
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.
The Group manages liquidity risk by maintaining adequate reserves by continuously monitoring forecast
and actual cash flows. The Group does not have any external borrowings.
The Company does anticipate a need to raise additional capital in the next 12 months to meet forecasted
operational and exploration activities.
The contractual maturities of financial liabilities, including estimated interest payments and excluding the
impact of netting agreements are shown (e) below.
50
Notes to the Consolidated Financial Statements
For the Year Ended 30 June 2021
20
Financial instruments (continued)
(d)
Market risks
Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and
equity prices 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.
Riedel entered into an agreement to acquire up to 80% interest in the shares of Flagstaff Minerals (USA)
Inc. (‘Flagstaff US’). At 30 June 2021 the financial asset of $1,806,956 is not subject to any market risk as
the Company only holds the option to earn in an interest in Flagstaff USA.
(e)
Interest rate risks
The Group is exposed to interest rate risk (primarily on its cash and cash equivalents), which is the risk
that a financial instrument's value will fluctuate as a result of changes in the market interest rates on
interest-bearing financial instruments. The Group does not use derivatives to mitigate these exposures.
The Group adopts a policy of ensuring that as far as possible it maintains excess cash and cash equivalents
in short terms deposit at interest rates maturing over 30-180 day rolling periods.
Interest Rate Risk Exposure Analysis
Weighted
average
effective
interest
rate
2021
Financial assets
%
Cash and cash equivalents 0.05%
Trade and other
receivables
Total financial assets
0.00%
Financial liabilities
Trade and other payables 0.00%
Total financial liabilities
Floating
interest
rate
$
1,865,073
-
1,865,073
-
-
Within 1
year
Over 1
year
Non
interest
bearing
Total
$
$
$
$
-
-
-
-
-
-
-
-
-
-
858,115 2,723,188
118,996
118,996
977,111 2,842,184
119,663
119,663
119,663
119,663
51
Notes to the Consolidated Financial Statements
For the Year Ended 30 June 2021
20
Financial instruments (continued)
(e)
Interest rate risks (continued)
Interest Rate Risk Exposure Analysis
Weighted
average
effective
interest
rate
2020
Financial assets
%
Cash and cash equivalents 0.05%
Trade and other
receivables
Total financial assets
0.00%
Financial liabilities
Trade and other payables 0.00%
Total financial liabilities
Floating
interest
rate
$
864,773
-
864,773
-
-
Within 1
year
Over 1
year
$
$
-
-
-
-
-
-
-
-
-
-
Non
interest
bearing
Total
$
20,856
$
885,629
248,203
248,203
269,059 1,133,832
23,806
23,806
23,806
23,806
(f)
Cash flow sensitivity analysis for variable rate instruments
A change of 100 basis points in interest rates at the reporting date would have increased (decreased)
profit or loss by the amounts shown below. The analysis is performed on the same basis for 2020.
Change in profit
Increase in interest rate by 1%
(100 basis points)
Decrease in interest rate by 1%
(100 basis points)
Change in equity
Increase in interest rate by 1%
(100 basis points)
Decrease in interest rate by 1%
(100 basis points)
2021
$
18,651
(18,651)
18,651
(18,651)
2020
$
8,648
(8,648)
8,648
(8,648)
52
Notes to the Consolidated Financial Statements
For the Year Ended 30 June 2021
21
Commitments
On 2 October 2020, the Company announced its agreement to acquire up to 80% interest in Flagstaff
Minerals (US) Inc, the owner of the Kingman Project. The following represents the Company’s
commitments for stage 1 of transaction, refer additional information at note 8.
Within one year
After one year but not more than five years
More than five years
2021
$
1,974,948
1,548,097
-
3,523,045
2020
$
-
-
-
-
The above commitments relate to planned expenditure to meet the Stage 1 requirements of the
Flagstaff Transaction, refer note 10. Expenditure required to complete Stage 2 and/or 3 of the
Transaction is discretionary and will be dependent upon the outcome of current drilling.
Once the next phase of drilling has been completed, the results will be analysed and a decision on further
works will be undertaken.
22
Interests in controlled entities
The consolidated financial statements include the financial statements of Riedel Resources Limited and
the subsidiaries listed in the following table:
Name
Country of
incorporation
AuDAX Minerals Pty Ltd
Australia
Riedel Resources (Spain) Pty Ltd
Australia
Equity interest (%)
2021
100
100
2020
100
100
Riedel Resources Limited is the ultimate Australian parent entity and ultimate parent of the Group.
53
Notes to the Consolidated Financial Statements
For the Year Ended 30 June 2021
23
Related party disclosure
Terms and conditions of transactions with related parties
Sales to and purchases from related parties are made in arm's length transactions both at normal market
prices and on normal commercial terms.
The following transactions occurred with related parties:
The following transactions occurred with related parties:
1. The Company paid $42,000 to Mooney & Partners, a company associated with Mr Mooney, as follows
• $36,000 for the provision of company secretarial services;
• $6,000 for the rental of office space, the rental lease is settled on a monthly basis.
As at 30 June 2021, $3,000 remained outstanding.
2. The Company paid $61,000 to Cerbat Hills Pty Ltd, a company which Mr Michael Bohm is a director,
for technical consulting services provided during the year.
As at 30 June 2021, no invoices remained outstanding, however an accrual of $8,000 was provided for
June services yet to be invoiced.
Outstanding balances at year-end are unsecured, interest free and settlement occurs in cash. The
outstanding balances outstanding at the reporting date in relation to transactions with related parties
total $11,000 and are disclosed above.
Post Balance Date Events
There have not been any events that have arisen between 30 June 2021 and the date of this report or
any other item, transaction or event of a material and unusual nature likely, in the opinion of the
directors, to materially affect the operations of the Group, the results of those operations or the state
of affairs of the Group, in subsequent financial years.
Contingent assets and liabilities
The Company is not aware of any contingent assets or liabilities.
Dividends
No dividends were paid or declared during the year.
Fair value measurement
The carrying amounts of trade and other receivables and trade and other payables are assumed to be
approximately the fair value due to their short-term nature.
24
25
26
27
54
Notes to the Consolidated Financial Statements
For the Year Ended 30 June 2021
28
Parent entity disclosure
Financial Position
Assets
Current assets
Non-current assets
Total assets
Liabilities
Current liabilities
Total liabilities
Net assets
Equity
Contributed equity
Reserves
Accumulated losses
Total equity
Financial Performance
Profit/ (loss) for the year
Total comprehensive profit/ (loss)
Commitments
For details see note 21.
2021
$
2,662,397
1,806,956
4,469,353
118,998
118,998
2020
$
876,660
40,960
917,620
23,321
23,321
4,350,355
894,299
23,241,949
2,809,800
(21,701,394)
4,350,355
2021
$
(3,323,796
(3,323,796)
19,237,097
34,800
(18,377,598)
894,299
2020
$
(229,627)
(229,627)
Contingent liabilities / guarantees
The Company is not aware of any contingent liabilities or guarantees
55
Directors’ Declaration
The directors of the Company declare that:
1.
The attached financial statements and notes are in accordance with the Corporations Act 2001:
(a)
(b)
comply with Australian Accounting Standards, the Corporations Regulations 2001 and other
mandatory professional reporting requirements; and
give a true and fair view of the Group’s financial position as at 30 June 2021 and of its performance
for the year ended on that date.
(c)
comply with International Financial Reporting Standards as issued by the International Accounting
Standards Board as described in note 1 to the financial statements.
2.
In the directors’ opinion there are reasonable grounds to believe that the Company will be able to pay its
debts as and when they become due and payable.
3.
The directors have been given the declarations required by section 295A of the Corporations Act 2001.
This declaration is made in accordance with a resolution of the Board of Directors.
Michael Bohm
Non-Executive Chairman
Date: 30 September 2021
56
PKF Perth
INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF
RIEDEL RESOURCES LIMITED
Report on the Financial Report
Opinion
We have audited the accompanying financial report of Riedel Resources Limited (the “Company”), which
comprises the consolidated statement of financial position as at 30 June 2021, the consolidated statement of
profit or loss and other comprehensive income, the consolidated statement of changes in equity and the
consolidated statement of cash flows for the year then ended, notes comprising a summary of significant
accounting policies and other explanatory information, and the Directors’ Declaration of the Company and the
consolidated entity comprising the Company and the entities it controlled at the year’s end or from time to time
during the financial year.
In our opinion the accompanying financial report of Riedel Resources Limited is in accordance with the
Corporations Act 2001, including:
i) Giving a true and fair view of the consolidated entity’s financial position as at 30 June 2021 and of its
performance for the year ended on that date; and
ii) Complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for Opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those
standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Report section of
our report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
opinion.
Material Uncertainty Relating to Going Concern
Without modifying our opinion, we draw attention to the financial report which indicates the consolidated entity
has incurred a loss of $3,464,342 (2020: loss of $1,133,986) and operating cash outflows of $432,789 (2020:
outflows of $251,329) for the year ended 30 June 2021. These conditions along with other matters detailed in
note 1, indicate the existence of a material uncertainty that may cast significant doubt about the consolidated
entity’s ability to continue as a going concern and therefore, the consolidated entity may be unable to realise its
assets and discharge its liabilities in the normal course of business.
The financial report of the consolidated entity does not include any adjustments in relation to the recoverability
and classification of recorded asset amounts or to the amounts and classification of liabilities that might be
necessary should the consolidated entity not continue as a going concern.
Level 4, 35 Havelock Street, West Perth, WA 6005
PO Box 609, West Perth, WA 6872
T: +61 8 9426 8999 F: +61 8 9426 8900 www.pkfperth.com.au
PKF Perth is a member firm of the PKF International Limited family of legally independent firms and does not accept any responsibility or liability for the actions or
inactions of any individual member or correspondent firm or firms.
Liability limited by a scheme approved under Professional Standards Legislation.
57
PKF Perth
Independence
We are independent of the consolidated entity in accordance with the auditor independence requirements of the
Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s
APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code) that are
relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in
accordance with the Code.
Key Audit Matters
A key audit matter is a matter that, in our professional judgement, was of most significance in our audit of the
financial report of the current year. These matters were addressed in the context of our audit of the financial report
as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. For
each matter below, our description of how our audit addressed the matter is provided in that context
1. Carrying value of capitalised exploration expenditure
Why significant
As at 30 June 2021 the carrying value of exploration
and evaluation assets was $659,955 (2020: $780,810),
as disclosed in Note 9.
The Group’s accounting policy in respect of exploration
and evaluation expenditure is outlined in Note 1(g).
Significant judgement is required:
in determining whether facts and circumstances
indicate that the exploration and evaluation assets
should be tested for impairment in accordance
with Australian Accounting Standard AASB 6
Exploration
for and Evaluation of Mineral
Resources (“AASB 6”); and
in determining the treatment of exploration and
evaluation expenditure in accordance with AASB
6, and the Group’s accounting policy. In particular:
o whether the particular areas of interest meet
the recognition conditions for an asset; and
o which elements of exploration and evaluation
expenditures qualify for capitalisation for each
area of interest.
•
•
.
How our audit addressed the key audit matter
Our work included, but was not limited to, the following
procedures:
• conducting a detailed review of management’s assessment
of impairment trigger events prepared in accordance with
AASB 6 including:
o assessing whether the rights to tenure of the areas of
interest remained current at reporting date as well as
confirming that rights to tenure are expected to be
renewed for tenements that will expire in the near
future;
holding discussions with management as to the status
of ongoing exploration programmes for the areas of
interest, as well as assessing if there was evidence
that a decision had been made to discontinue activities
in any specific areas of interest; and
obtaining and assessing evidence of the Group’s future
intention for the areas of interest.
o
o
reached a stage where a
• considering whether exploration activities for the areas of
reasonable
interest had
assessment of economically recoverable reserves exist;
testing, on a sample basis, exploration and evaluation
expenditure incurred during the year for compliance with
AASB 6 and the Group’s accounting policy; and
•
• assessing the appropriateness of the related disclosures in
Note 1(g) and 9.
58
PKF Perth
2. Share based payments
Why significant
How our audit addressed the key audit matter
issued
For the year ended 30 June 2021 the value of share
based payments
totalled $2,775,000, as
disclosed in Note 13. This has been recognised as a
share-based payment expense within the employee
benefits expense in the Statement of Profit or Loss and
Other Comprehensive Income.
The consolidated entity’s accounting judgement and
estimates in respect of share based payments is
outlined in Note 1(q). Significant judgement is required
in relation to:
• The valuation method used; and
• The assumptions and inputs used within the model.
Our work included, but was not limited to, the following
procedures:
Reviewed internal management’s valuation of the equity
instruments issued, including:
o assessing the appropriateness of the valuation method
used; and
o assessing the reasonableness of the assumptions and
inputs used within the valuation model.
• Reviewed Board meeting minutes and ASX announcements
as well as enquired of relevant personnel to ensure all share
based payments had been recognised;
• Assessed the allocation and recognition to ensure it is
reasonable; and
• Assessed the appropriateness of the related disclosures in
Notes 1(q) and 13.
3. Classification and carrying value of the option to acquire shares in Flagstaff Minerals (USA) Inc
Why significant
How our audit addressed the key audit matter
As at 30 June 2021, the carrying value of the financial
asset related to the options to acquire shares in
Flagstaff Minerals (USA) Inc was $1,806,956 (2020:
Nil) as disclosed in Note 8.
The Group’s accounting policy in respect of Financial
Assets is outlined in Note 1(h/n).
Significant judgement is required:
facts
whether
determining
in
and
circumstances indicate that the transaction
should be classified
in accordance with
Australian Accounting Standard AASB 9
Financial Instruments (“AASB 9”) or AASB 6
Exploration for and Evaluation of Mineral
Resources (“AASB 6”); and
in determining the fair value of the asset in
accordance with AASB 9.
o
o
.
Our work included, but was not limited to, the following
procedures:
• Obtaining a detailed understanding of the transaction;
• Conducting a review of management’s assessment of
classification of asset as financial asset, according to AASB
9;
• Testing all cash call transactions incurred during the year for
compliance with AASB 9 measurement requirements;
• Assessing the fair value of the asset at reporting date;
• Assessing the appropriateness of the related disclosures in
Note 1(h/n) and 8.
59
PKF Perth
Other Information
Those charged with governance are responsible for the other information. The other information comprises the
information included in the consolidated entity’s annual report for the year ended 30 June 2021 but does not
include the financial report and our auditor’s report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not express any
form of assurance conclusion thereon, with the exception of the Remuneration Report.
In connection with our audit of the financial report, our responsibility is to read the other information and, in doing
so, consider whether the other information is materially inconsistent with the financial report or our knowledge
obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other
information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of Directors’ for the Financial Report
The Directors of the Company are responsible for the preparation of the financial report that gives a true and fair
view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal
control as the Directors determine is necessary to enable the preparation of the financial report that gives a true
and fair view and is free from material misstatement, whether due to fraud or error.
In preparing the financial report, the Directors are responsible for assessing the consolidated entity’s ability to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the going
concern basis of accounting unless the Directors either intend to liquidate the consolidated entity or to cease
operations, or have no realistic alternative but to do so.
Auditor’s Responsibilities for the Audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from
material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion.
Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance
with Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements can
arise from fraud or error and are considered material if, individually or in aggregate, they could reasonably be
expected to influence the economic decisions of users taken on the basis of this financial report.
As part of an audit in accordance with Australian Auditing Standards, we exercise professional judgement and
maintain professional scepticism throughout the audit. We also:
•
Identify and assess the risks of material misstatement of the financial report, whether due to fraud or error,
design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and
appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from
fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the
consolidated entity’s internal control.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates
and related disclosures made by the Directors.
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PKF Perth
• Conclude on the appropriateness of the Directors’ use of the going concern basis of accounting and, based
on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may
cast significant doubt on the consolidated entity’s ability to continue as a going concern. If we conclude that a
material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures
in the financial report or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based
on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may
cause the consolidated entity to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the financial report, including the disclosures, and
whether the financial report represents the underlying transactions and events in a manner that achieves fair
presentation.
• Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business
activities within the consolidated entity to express an opinion on the group financial report. We are responsible
for the direction, supervision and performance of the group audit. We remain solely responsible for our audit
opinion.
We communicate with the Directors regarding, among other matters, the planned scope and timing of the audit
and significant audit findings, including any significant deficiencies in internal control that we identify during our
audit.
We also provide the Directors with a statement that we have complied with relevant ethical requirements regarding
independence, and to communicate with them all relationships and other matters that may reasonably be thought
to bear on our independence, and where applicable, actions taken to eliminate threats or safeguards applied.
From the matters communicated with the Directors, we determine those matters that were of most significance in
the audit of the financial report of the current period and are therefore the key audit matters. We describe these
matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in
extremely rare circumstances, we determine that a matter should not be communicated in our report because the
adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such
communication.
Report on the Remuneration Report
Opinion
We have audited the Remuneration Report included in the Directors’ Report for the year ended 30 June 2021.
In our opinion, the Remuneration Report of Riedel Resources Limited for the year ended 30 June 2021, complies
with section 300A of the Corporations Act 2001.
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PKF Perth
Responsibilities
The Directors of the Company are responsible for the preparation and presentation of the Remuneration Report
in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the
Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.
PKF PERTH
SIMON FERMANIS
PARTNER
30 September 2021
WEST PERTH,
WESTERN AUSTRALIA
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Additional shareholder information
Corporate Governance Statement
In accordance with ASX Listing Rule 4.10.3 the company’s Corporate Governance Statement can be found on the
company’s website, refer to https://www.riedelresources.com.au/corporate/corporate-governance.
Shareholding
The distribution of members and their holdings of equity securities in the holding company as at 24 September
2021 were as follows:
Number Held as at 24 September 2021
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 and above
Class of Equity Securities
Fully Paid Ordinary Shares
35
7
41
365
419
867
Substantial Shareholding
The names of the substantial shareholders listed in the company’s register as at 24 September 2021:
Shareholder
SATORI INTERNATIONAL PTY LTD
FLAGSTAFF MINERALS LIMITED
SOUTHERN CROSS CAPITAL PTY LTD
SKIFFINGTON SUPER PTY LTD
Percentage
8.00
6.21
5.82
5.08
Number
77,338,479
60,000,000
56,242,424
49,125,000
Voting Rights
In accordance with the holding company's Constitution, on a show of hands every member present in person or
by proxy or attorney or duly authorised representative has one vote. On a poll, every member present in person
or by proxy or attorney or duly authorised representative has one vote for every fully paid ordinary share held.
And Option holders are not entitled to vote.
Options
Unlisted options
Unlisted options
Exercise price
$0.1000
$0.0125
Expiry date
23 November 2021
14 December 2023
Number of options Number of holders
1,000,000
150,000,000
2
9
63
Additional shareholder information
Options (continued)
Number Held as at 24 September 2021
1- 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 and above
Twenty Largest Shareholders
Shareholder
Class of Equity Securities
Unlisted Options
-
-
-
-
10
10
SATORI INTERNATIONAL PTY LTD
FLAGSTAFF MINERALS LIMITED
SOUTHERN CROSS CAPITAL PTY LTD
SKIFFINGTON SUPER PTY LTD
FLOURISH SUPER PTY LTD
QUINLYNTON PTY LTD
CLJML INVESTMENTS PTY LTD
HARDY ROAD INVESTMENTS PTY LTD
MR BIN LIU
CITICORP NOMINEES PTY LTD
GOLD LEAF CORPORATE PTY LTD
STYLEPOINT INVESTMENTS PTY LTD
ALMESH PTY LTD
MR JEFFREY JOHN MOORE + MRS JULIA ROSALIND MOORE
FLATHEAD DEVELOPMENTS PTY LTD
SHAH NOMINEES PTY LTD
PROVISTA HOLDINGS PTY LTD
MR GARY TATASCIORE
CAMPEON PTY LTD
ORITOR PTY LTD
Number
77,338,479
60,000,000
56,242,424
49,125,000
38,000,000
34,924,470
20,000,000
17,767,516
16,666,668
16,241,279
14,033,334
13,993,199
13,714,607
13,000,000
11,727,268
10,000,000
9,857,589
9,857,589
8,545,825
8,320,209
% Held of
Issued
Ordinary
Capital
8.00
6.21
5.82
5.82
3.93
3.61
2.07
1.84
1.72
1.68
1.45
1.45
1.42
1.34
1.21
1.03
1.02
1.02
0.88
0.86
Totals: Top 21 holders of Ordinary Fully Paid Shares
523,991,820
54.20
Total remaining holders balance
442,715,242
45.80
64
Additional shareholder information
Unmarketable Parcels
There were 236 holders with less than a marketable parcel based on closing price of $0.015.
Restricted Securities
There were no restricted securities
Company Secretary
Susan Field
On-Market Buy Back
The Company has not initiated an on-market buy back.
65
Tenement Listing
SCHEDULE OF MINING TENEMENTS AS AT 24 SEPTEMBER 2021
8.
Area of Interest
Tenement reference
Nature of interest
Interest
Australia
Marymia
Marymia
West Yandal
Porphyry
E52/2394
E52/2395
M36/615
M31/157
Direct
Direct
Royalty
Royalty
16%
16%
0%
0%
MINERAL RESOURCE STATEMENT
At 30 June 2021, the Company does not have any mineral resource.
66