2021
Annual Report
SHEFFIELD RESOURCES LIMITED
Table of Contents
CORPORATE DIRECTORY ................................................................................................................................................... 3
CHAIRMAN’S LETTER ......................................................................................................................................................... 4
REVIEW OF OPERATIONS ................................................................................................................................................... 5
ORE RESERVES AND MINERAL RESOURCES ................................................................................................................... 9
DIRECTORS’ REPORT ....................................................................................................................................................... 16
REMUNERATION REPORT (AUDITED) .............................................................................................................................. 21
AUDITOR’S INDEPENDENCE DECLARATION ................................................................................................................... 33
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME ..................................... 34
CONSOLIDATED STATEMENT OF FINANCIAL POSITION ................................................................................................. 35
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY .................................................................................................. 36
CONSOLIDATED STATEMENT OF CASH FLOWS .............................................................................................................. 37
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS ............................................................................................ 38
DIRECTORS’ DECLARATION ............................................................................................................................................. 62
INDEPENDENT AUDITOR’S REPORT................................................................................................................................ 63
ASX ADDITIONAL INFORMATION ..................................................................................................................................... 67
TENEMENT SCHEDULE .................................................................................................................................................... 69
ANNUAL REPORT 2021 2
SHEFFIELD RESOURCES LIMITED
Corporate Directory
CORPORATE DIRECTORY
Directors
Securities Exchange
Mr Bruce Griffin, Executive Chair
Australian Securities Exchange
Mr John Richards, Lead Independent Non-Executive Director
Level 40 Central Park
Mr Ian Macliver, Non-Executive Director
152-158 St Georges Terrace
Mr Gordon Cowe, Non-Executive Director
Perth WA 6000
Company Secretary
Mr Mark Di Silvio
Registered Office
Level 2, 41-47 Colin Street
West Perth WA 6005
T: +61 8 6555 8777
F: +61 8 6555 8787
ASX Code: SFX
Solicitors
HWL Ebsworth Lawyers
Level 20, 240 St Georges Terrace
Perth WA 6000
Bankers
W: www.sheffieldresources.com.au
Australia and New Zealand Banking Group Ltd (ANZ)
Postal Address
PO Box 205
West Perth WA 6872
Share Register
Link Market Services
Level 12 QV1 Building
250 St Georges Terrace
Perth WA 6000
T: +61 8 9211 6670
Level 5, 240 St Georges Terrace
Perth WA 6000
Auditors
HLB Mann Judd
Level 4, 130 Stirling Street
Perth WA 6000
Australian Business Number (ABN)
29 125 811 083
ANNUAL REPORT 2021 3
SHEFFIELD RESOURCES LIMITED
Review of Operations
CHAIRMAN’S LETTER
Dear Shareholders,
The 2021 financial year heralded a significant milestone by your Company. As described in last year’s Annual Report, in August
of 2020, Sheffield announced that a non-binding term sheet to form a 50:50 Joint Venture for the development of the
Thunderbird Mineral Sands Project (Thunderbird Project) had been signed with YGH Australia Investment Pty Ltd (Yansteel). The
agreement was approved by the Foreign Investment Review Board on 15 December 2020, and binding agreements executed on
6 January 2021.
Sheffield and Yansteel have now formally established the Kimberley Mineral Sands Joint Venture (KMSJV) with Yansteel
subscribing for a 50% interest in the joint venture entity Kimberley Mineral Sands Pty Ltd (KMS) through a cash investment of
$130.1m on 12 March 2021. This investment, combined with the effort our team has made to secure offtake and financing
from existing partners, has meant that development of the Thunderbird Project has made a significant step forward. Yansteel
are a cornerstone offtake partner, having entered into an offtake agreement to take or pay for 100% of the ilmenite produced
from Stage 1 of the Thunderbird Project.
The Yansteel $130.1m joint venture equity funding, together with project financing to be secured from lenders, is expected to
deliver a fully funded project. In accordance with terms of the Joint Venture agreement, Sheffield will provide funding of $10m
following a final investment decision in relation to the Thunderbird Project, with any further joint venture equity to be funded
50:50 by Yansteel and Sheffield.
In addition to being a joint venture partner, we also extended a warm welcome to Yansteel as a significant shareholder of
Sheffield Resources Limited, with a share placement approved by the Board and completed on 11 August 2020 seeing Yansteel
invest $12.9m for a 9.9% shareholding of the Company.
Following the formation of KMS in March 2021, the KMS team have led an early works program with expenditure of approximately
$8m to the end of August 2021 and commitments of $20m to date. The early works program includes completion of trial mining
activities, commencement of mine access road construction and continuation of engineering and design activities ahead of a
proposed final investment decision expected during the course of the 2022 financial year. Coupled with new key management
appointments, the KMS team is led by several executives and staff previously engaged by Sheffield, having joined KMS upon its
inception in March 2021.
A number of changes were made to the Board and management during the year substantially completing the reformulation of
the Board and management which commenced two years ago with the appointment of Mr John Richards and Mr Ian Macliver as
independent Non-Executive Directors. With the Thunderbird Project moving towards execution, the Company welcomed Mr
Gordon Cowe to the Board as an independent Non-Executive Director. A qualified mechanical engineer with over 30 years’
experience leading and managing major resource construction projects globally, Mr Cowe has enjoyed an extensive career with
leading contractors on a wide range of projects.
Following formation of the joint venture, founding directors Mr Will Burbury and Mr David Archer stepped down from the Sheffield
Board. Along with my fellow Board members, I extend my sincere thanks and gratitude to Mr Burbury, the Company’s former
Chair, and Mr Archer, the former Technical Director, for their valued contributions in guiding and positioning the Company for
this exciting next stage in its evolution.
Having successfully delivered the $143 million KMSJV transaction with Yansteel, in April 2021 we announced that Mr Bruce
McFadzean, Sheffield’s Managing Director and Chief Executive Officer since November 2015, would step down from his
executive role effective from 1 July 2021. Mr McFadzean has most recently retired from the Board, and I’d like to thank Bruce
for his great achievements in steering the Company and the Thunderbird Project to where it is today.
I’ve been honoured to step into the Executive Chair role. I wish to thank Mr John Richards, Sheffield’s previous Non-Executive
Chair, for his continued stewardship as he moved into the Lead Independent Director role.
I would like to thank each of my fellow Directors, our management team, dedicated employees and the management and
employees of KMS for their efforts over this transformational year for your Company.
With the KMSJV formed and the offtake required to support financing in place, the next 12 months will see your Company take
further significant steps toward the execution of the Thunderbird Project. A bankable feasibility study will be completed for the
revised project scope, ahead of concluding project finance arrangements and an expected Final Investment Decision during the
2022 financial year.
In closing, I thank Sheffield’s loyal shareholders for your continued support of our Company as we look forward to an exciting
year ahead as we commence construction at Thunderbird.
Bruce Griffin
Executive Chair
ANNUAL REPORT 2021 4
SHEFFIELD RESOURCES LIMITED
Review of Operations
REVIEW OF OPERATIONS
KIMERBERLY MINERAL SANDS (KMS)
Joint Venture Overview
During the reporting period, Sheffield Resources Limited (Sheffield, the Company or the Group) made significant progress to
advance the Thunderbird Mineral Sands Project (Thunderbird, Project or Thunderbird Project), located near Derby in the Canning
Basin region of Western Australia, toward construction.
On 12 March 2021, the Kimberley Mineral Sands Joint Venture (KMS or KMSJV) was formally established, with YGH Australia
Investment Pty Ltd (Yansteel) subscribing for a 50% interest in the Joint Venture, providing $130.1m in joint venture equity
funding at that time. The Yansteel $130.1m joint venture equity funding, together with project financing to be secured from
lenders by the KMSJV, is expected to deliver a fully funded project. In accordance with terms of the Agreement, Sheffield will
fund any excess equity shortfall up to a maximum of $10.0m with any further joint venture equity thereafter to be funded 50:50
by Yansteel and Sheffield.
Yansteel is a wholly-owned subsidiary of Tangshan Yanshan Iron & Steel Co., Ltd, a privately owned steel manufacturer
headquartered in Hebei, China producing approximately 10mt per annum of steel products and having annual revenues of
~A$6bn. Construction by Yansteel’s parent of a 500ktpa integrated titanium dioxide processing facility including a titanium slag
smelter has commenced. This complex will consume the Low Temperature Roast (LTR) ilmenite from Stage 1 of the Thunderbird
Project.
Key elements of the Agreement with Yansteel included:
•
•
•
•
•
•
Completion of a 9.9% share placement in favour of Yansteel for $12.9m at approximately $0.376 per share, on 11 August
2020
An investment of $130.1m to acquire 50% of the Project, concluded on 12 March 2021
A binding Stage 1 life of mine LTR ilmenite offtake agreement
the joint venture is to be conducted through KMS
the KMSJV is governed by a four-person Board of Directors with Sheffield and Yansteel each nominating, and being
represented by, two directors
key KMSJV decisions require unanimous approval of both shareholders and the KMSJV is operated as a standalone entity
with its own management and employees. An organisational structure is described below.
YGH Australia
Investment Limited
50%
9.9%
Sheffield Resources
Limited
50%
Kimberley Mineral
Sands Pty Ltd
(KMSJV)
Thunderbird Mineral
Sands Project
The development concept for Stage 1 of the Project will be a 10.4mt per annum mine and process plant producing a zircon rich
non-magnetic concentrate and LTR ilmenite. As is customary with a transaction of this nature, Foreign Investment Review Board
(FIRB) approval was sought and granted on 15 December 2020. The formal agreements were signed on 6 January 2021.
ANNUAL REPORT 2021 5
SHEFFIELD RESOURCES LIMITED
Review of Operations
Thunderbird Mineral Sands Project Overview
The Thunderbird Mineral Sands Project status, is described as follows:
•
•
Thunderbird Ore Reserve of 748 million tonnes at 11.2% HM
$130m of project equity secured in March 2021 from Sheffield’s joint venture partner Yansteel
• Granted State and Federal environmental approvals in place
•
Executed Native Title Agreement with traditional owners
• Granted Thunderbird Mining Lease in place
•
•
•
•
Secured product offtake agreements covering approximately 80% of the Stage 1 revenue to be derived from Thunderbird
Established support infrastructure to enable commencement of construction activities
Bankable Feasibility Study underway in relation to a 10.4mt per annum mine and process plant producing a zircon rich non-
magnetic concentrate and LTR ilmenite
Since inception of the KMSJV on 12 March 2021, an early works program has commenced including the completion of trial
mining activities, commencement of mine access road construction and continued engineering and design activities. Early
works expenditure to end of August 2021 was approximately $8 million, with total commitments to date of $20m.
Figure 1: Location of Thunderbird Mineral Sands Project
Moving forward, through KMS, Sheffield is focused on the following key objectives:
• Delivery of a Bankable Feasibility Study for the Thunderbird Project
•
•
Securing project financing and other key commercial agreements to support a Final Investment Decision (FID)
Commencing a targeted early works program at Thunderbird including construction of mine access roads, accommodation
and plant site earthworks, along with procurement of long lead items to maximise the 2022 Kimberley dry season
construction window.
ANNUAL REPORT 2021 6
SHEFFIELD RESOURCES LIMITED
Review of Operations
Thunderbird Work Program Activities
Project development work programs completed during the period benefited from detailed engineering work completed during
earlier 2017 and 2019 feasibility studies. Project development opportunities identified during this work will inform the Bankable
Feasibility Study (BFS) scheduled for completion later this year. The current flowsheet reintroduces the Low Temperature Roast
(LTR) and simplifies the ilmenite circuit from earlier studies, as well as removing the zircon-related Mineral Separation Plant
components included in earlier studies. Metallurgical test work has been completed on the current flowsheet to a standard to
support the 2021 BFS and the project financing process. The detailed engineering work has also advanced, with revised
procurement and construction schedules to assist the Joint Venture ahead of finalising the implementation strategy.
Trial Mining and Variability Sample Collection
A full-scale trial mining program was completed during the period. The trial mining pit was designed to:
•
•
•
•
•
expose the full thickness of the high grade “T2” ore zone
enable full scale ore mining via dozer push method through the orebody
enable a bulk sample from dozer push ore material to be collected
confirm mine digging and traffic rates of waste and ore material in various conditions
enable the collection of geotechnical and pit slope information assisting final pit design parameters.
Waste material was removed by excavator and truck operations with some zones of harder and competent waste materials
requiring ripping by dozer to enable excavation. Regular zones of ore material on each mining flitch were marked up and dozer
pushed towards a mined slot where the excavator loaded the ore material into trucks, simulating the fixed location of a future
mining unit plant (MUP).
Figure 2: Waste mining by excavator and truck
Figure 3: Ore mining by dozer push to fixed excavator location
The trial mining program confirmed that ore mining via a dozer push method is a viable and practical mining method over a range
of ground and weather conditions, including a rain event of up 50mm during a 24-hour period. Mining operations were able to
continue throughout this period with good heavy vehicle trafficability in waste and ore materials.
A 25-tonne bulk sample collected from dozer pushed ore material, enabling final design criteria to be determined for the ore
feed preparation plant and additional metallurgical test work. Excavated and dozer push bulk samples were collected from
regular flitches through the orebody.
A second phase of trial mining activities commenced in June 2021, to assess an alternative mining method for the upper ore
layer of Thunderbird. Information from the initial mining trial completed in late 2020 and subsequent process test-work along
with current trial mining activities shall be used to develop the final MUP design.
Aboriginal and Community Engagement
Prior to the commencement of the trial mining program, Traditional Owners’ heritage monitors and Company rangers conducted
pre and post land clearing artefact checks and Greater Bilby surveys of the area. No artefacts or evidence of Greater Bilby
presence or activity was found in the trial mining area. Senior Traditional Owners were invited to site to share artefact knowledge
with heritage monitors and rangers. Areas where final artefact checks had occurred since 2018 were revisited by heritage
monitors, rangers and Senior Traditional Owners.
ANNUAL REPORT 2021 7
SHEFFIELD RESOURCES LIMITED
Review of Operations
Heritage monitors and rangers continued final artefact checks and Greater Bilby surveys over land where Project infrastructure
will be constructed. Evidence of Greater Bilby activity was found in some of the surveyed areas. The Greater Bilby Disturbance
Protocols outlined in Thunderbird’s Terrestrial Fauna Environmental Management Plan, approved by the Federal Government, is
followed prior to land clearing.
Figure 4: Site knowledge share between Heritage Monitors and Elders
Markets
The mineral sands market has performed well over the period, despite the backdrop of the global COVID-19 pandemic having
affected key markets in the first half of CY 2020. Zircon and titanium industries outperformed subdued forecasts for the 2H of
2020, with a particularly strong recovery in sulfate ilmenite resulting in full year 2020 global demand exceeding 2019.
2021 has seen a continued strengthening of the mineral sands industry. The rebound in the titanium feedstock market
evidenced in late 2020 continued into 2021, with tight supply and strong demand resulting in strengthening prices of feedstock,
and in particular sulfate ilmenite. Easing of zircon demand during 2020 reversed during 2021 with the market steadying and
prices rebounding to pre-COVID levels. Further price increases have recently been announced by major suppliers.
Demand for sulfate ilmenite remains robust with growth expected to continue in the near term. High grade pigment feedstock
demand for production of chloride grade pigment is a growth area for the longer term, with demand forecast to out-strip supply
in the coming years and chloride slag (produced from sulfate ilmenite) the most likely source of new supply. This provides a
strong justification for the decision to include the LTR circuit in the final project design.
The outlook for zircon supply remains tight as previously reported, with price strengthening expected during the remainder of
calendar 2021 and forecast supply constraints driving a strong future market position.
Thunderbird is well placed to be a significant supplier in what is forecast to be a strengthening market.
Exploration
Eneabba & McCalls Projects (Sheffield – 100%)
Sheffield’s 100% owned Eneabba Project is located approximately 230km north of Perth in Western Australia’s Midwest region.
The Eneabba Project has a Mineral Resource inventory totalling 211.4 million tonnes @ 3.0% HM containing 6.3 million tonnes
of Valuable Heavy Mineral above various HM cut-offs (Measured, Indicated and Inferred) (refer to ASX announcement 3 October
2018 and 24 September 2019). The mineralisation is across seven Mineral Resources including Yandanooka, Durack,
Drummond Crossing, Robbs Cross, Thomson, West Mine North, Ellengail and Corridor.
The McCalls Mineral Sands Project (McCalls) is located 110km to the north of Perth near the town of Gingin. Across two deposits
(McCalls and Mindarra Springs) the Project has a Mineral Resource of 5,800 million tonnes @ 1.4% HM above a 1.1% HM cut-
off (Indicated and Inferred). The McCalls Project contains 67 million tonnes of chloride ilmenite grading 59-66% TiO2 and is
considered a longer-term strategic asset (refer to ASX announcement 3 October 2018 and 24 September 2019). Both HM
deposits in the McCalls Project have retention status.
As 100% owner of the Eneabba & McCalls mineral sands projects in the North Perth Basin, Sheffield is updating scoping studies
for both these locations. Given the buoyant mineral sands market outlook Sheffield is exploring opportunities to maximise the
value of the deposits to its shareholders.
ANNUAL REPORT 2021 8
SHEFFIELD RESOURCES LIMITED
Ore Reserves and Mineral Resources
ORE RESERVES AND MINERAL RESOURCES
Sheffield announced an updated Ore Reserve totalling 748 million tonnes @ 11.2% HM for the Thunderbird deposit, in the
Kimberley Region of Western Australia, on 31 July 2019, and has completed a Bankable Feasibility Study Update for development
of the Thunderbird Mineral Sands Project, on 31 July 2019. The Ore Reserve estimate is based on the current, July 2016
Thunderbird Mineral Resource estimate, announced to the ASX on 5 July 2016. Measured and Indicated Mineral Resources
were converted to Proved and Probable Ore Reserves respectively, subject to mine design, modifying factors and economic
evaluation.
Ore Reserve for Dampier Project as at 30 June 2021
Dampier Project Ore Reserve 1,2,3,4
Deposit
Ore
Reserve
Category
Material
(Million
Tonnes)
In-situ HM
(Million
Tonnes)7
Thunderbird
Proved
Probable
Total
219
529
748
30.0
53.4
83.8
Deposit
Ore
Reserve
Category
Material
(Million
Tonnes)
In-situ HM
(Million
Tonnes)7
Thunderbird
Proved
Probable
Total
219
529
748
30.0
53.4
83.8
Total
HM
Grade
(%)
13.7
10.1
11.2
Total
HM
Grade
(%)
13.7
10.1
11.2
Valuable HM Grade (In-situ)5
Zircon
(%)
1.02
0.79
0.86
HiTi
Leuc
(%)
0.30
0.26
0.27
Leuc
(%)
Ilmenite
(%)
Slimes
(%)
Oversize
(%)
0.28
0.27
0.27
3.68
2.87
3.11
16.1
14.5
15.0
14.0
10.5
11.6
HM Assemblage6
Zircon
(%)
7.4
7.8
7.7
HiTi
Leuc
(%)
2.2
2.6
2.4
Leuc
(%)
Ilmenite
(%)
Slimes
(%)
Oversize
(%)
2.0
2.7
2.4
26.9
28.4
27.8
16.1
14.5
15.0
14.0
10.5
11.6
Note 1: The Ore Reserve estimate was prepared by Entech Pty Ltd and first disclosed under the JORC Code (2012), refer to ASX
announcement 31 July 2019 for further details. Ore Reserve is reported to a design overburden surface with appropriate consideration of
modifying factors, costs, mineral assemblage, process recoveries and product pricing.
Note 2: Ore Reserve is a sub-set of Mineral Resource
Note 3: HM is within the 38µm to 1mm size fraction and reported as a percentage of the total material, slimes is the -38µm fraction and
oversize is the +1mm fraction.
Note 4: Tonnes and grades have been rounded to reflect the relative accuracy and confidence level of the estimate, thus the sum of columns
may not equal.
Note 5: The in-situ assemblage grade is determined by multiplying the percentage of HM by the percentage of each valuable heavy mineral
within the heavy mineral assemblage at the Resource block model scale.
Note 6: Mineral assemblage as a percentage of HM Grade, it is derived by dividing the in-situ grade by the HM grade.
Note 7: The contained in-situ tonnes derived from HM and material tonnes from information in the Mineral Resource tables
The Ore Reserve estimate was prepared by Entech Pty Ltd, an experienced and prominent mining engineering consultancy with
appropriate mineral sands experience in accordance with the JORC Code (2012 Edition). The Ore Reserve is estimated using all
available geological and relevant drill hole and assay data, including mineralogical sampling and test work on mineral recoveries
and final product qualities.
The Company is not aware of any new information or data that materially affects the information included in the Ore Reserve
estimate and confirms that all material assumptions and technical parameters underpinning the estimate continue to apply and
have not materially changed.
ANNUAL REPORT 2021 9
SHEFFIELD RESOURCES LIMITED
Ore Reserves and Mineral Resources
Mineral Resources for Dampier Project as at 30 June 2021
Dampier Project Mineral Resources 1,2,3
Deposit
(cut-off)
Mineral
Resource
Category
Cut-off
(Total
HM%)
Material
(Million
Tonnes)
In-situ
HM
(Million
Tonnes)7
Total
HM
Grade
(%)
HM Assemblage
Zircon
(%)
HiTi
Leuc6
(%)
Leuc
(%)
Ilmenite
(%)
Slimes
(%)
Oversize
(%)
Thunderbird4
(low-grade)
Night Train5
(low-grade)
All Dampier
(low-grade)
Thunderbird4
(high-grade)
Night Train5,6
(high-grade)
All Dampier
(high-grade)
Measured
Indicated
Inferred
Total
Inferred
Total
Measured
Indicated
3.0
3.0
3.0
3.0
1.2
1.2
3.0
3.0
510
2,120
600
3,230
130
130
510
2,120
Inferred
Various
730
Total
Various
3,360
Measured
Indicated
Inferred
Total
Inferred
Total
Measured
Indicated
7.5
7.5
7.5
7.5
2.0
2.0
7.5
7.5
Inferred
Various
220
640
180
1,050
127
50
50
220
640
230
3.0
3.0
32
76
23
Total
Various
1,090
130
45
140
38
223
4.2
4.2
45
140
42
227
32
76
20
8.9
6.6
6.3
6.9
3.3
3.3
8.9
6.6
5.8
6.8
14.5
11.8
10.8
12.2
5.9
5.9
14.5
11.8
9.7
11.9
8.0
8.4
8.4
8.3
14
14
8.0
8.4
8.9
8.4
7.4
7.6
8.0
7.6
14
14
7.4
7.6
8.8
7.8
2.3
2.7
2.6
2.6
5.4
5.4
2.3
2.7
2.9
2.7
2.1
2.4
2.5
2.3
5.6
5.6
2.1
2.4
2.9
2.4
2.2
3.1
3.2
2.9
46
46
2.2
3.1
7.5
3.7
1.9
2.1
2.4
2.1
49
49
1.9
2.1
8.6
3.2
27
28
28
28
22
22
27
28
27
28
27
28
28
27
18
18
27
28
27
27
18
16
15
16
8.7
8.7
18
16
13
15
16
14
13
15
10.2
10.2
16
14
12
14
12
9
8
9
2.2
2.2
12
9
7.2
8.7
15
11
9
11
2.2
2.2
15
11
7.2
11
Note 1: Night Train: The Mineral Resources estimate was prepared by Optiro Pty Ltd and first disclosed under the JORC Code (2012) refer
to ASX announcement 31 January 2019 for further details. The Mineral Resource reported above 1.2% HM cut-off is inclusive of (not
additional to) the Mineral Resource reported above 2.0% HM cut-off. Thunderbird: The Mineral Resource estimate was prepared by Optiro
Pty Ltd and first disclosed under the JORC Code (2012) refer to ASX announcement 5 July 2016 fur further details including Table 1. The
Dampier Project Mineral Resources are reported inclusive of (not additional to) Ore Reserves. Thunderbird: The Mineral Resource reported
above 3.0% HM cut-off is inclusive of (not additional to) the Mineral Resource reported above 7.5% HM cut-off.
Note 2: HM is within the 38µm to 1mm size fraction and reported as a percentage of the total material, slimes is the -38µm fraction and
oversize is the +1mm fraction.
Note 3: Tonnes and grades have been rounded to reflect the relative accuracy and confidence level of the estimate, thus the sum of columns
may not equal.
Note 4: Thunderbird: Estimates of Mineral Assemblage are presented as percentages of the Heavy Mineral (HM) component of the deposit,
as determined by magnetic separation, QEMSCANTM and XRF. Magnetic fractions were analysed by QEMSCANTM for mineral determination
as follows: Ilmenite: 40-70% TiO2 >90% Liberation; Leucoxene: 70-94% TiO2 >90% Liberation; High Titanium Leucoxene (HiTi Leucoxene):
>94% TiO2 >90% Liberation; and Zircon: 66.7% ZrO2+HfO2 >90% Liberation. The non-magnetic fraction was submitted for XRF analysis and
minerals determined as follows: Zircon: ZrO2+HfO2/0.667 and High Titanium Leucoxene (HiTi Leucoxene): TiO2/0.94.
Note 5: Night Train: Estimates of Mineral Assemblage are presented as percentages of the Heavy Mineral (HM) component of the deposit, as
determined by magnetic separation, QEMSCANTM and XRF for one of 12 composite samples. Magnetic fractions were analysed by QEMSCANTM
for mineral determination as follows: Ilmenite: 40-70% TiO2 >90% Liberation; Leucoxene: 70-90% TiO2 >90% Liberation; High Titanium
Leucoxene (HiTi Leucoxene) and Rutile 90% TiO2 >90% Liberation, and Zircon: 66.7% ZrO2+HfO2 >90% Liberation. The non-magnetic fraction
was submitted for XRF analysis and minerals determined as follows: Zircon: ZrO2+HfO2/0.667 and High Titanium Leucoxene (HiTi
Leucoxene): TiO2/0.94. HM assemblage determination- was by the QEMSCANTM process for 11 of 12 composite samples which uses observed
mass and chemistry to classify particles according to their average chemistry, and then report mineral abundance by dominant % mass in
particle. For the TiO2 minerals the following breakpoints were used to distinguish between Ilmenite 40% to 70% TiO2, Leucoxene 70% to 90%
TiO2, High Titanium Leucoxene and Rutile > 90%, Screening of the heavy mineral was not required.
Note 6: HiTi Leucoxene and Rutile (%) combined for Night Train at a >90% TiO2 (as one assemblage sample utilised=> 90% rutile and HiTi
Leucoxene), HiTi Leucoxene for Thunderbird > 94% TiO2
Note 7: The contained in-situ tonnes for the valuable heavy minerals were derived from information from the Mineral Resource tables. The
in-situ assemblage grade is determined by multiplying the percentage of HM by the percentage of each valuable heavy mineral within the
heavy mineral assemblage at the Resource block model scale.
ANNUAL REPORT 2021 10
SHEFFIELD RESOURCES LIMITED
Ore Reserves and Mineral Resources
Mineral Resources for Eneabba Project as at 30 June 2021
Eneabba Project Mineral Resources 1,2
Deposit
Mineral
Resource
Category
Cut off
(Total
HM%)
Material
(Million
Tonnes)
In-situ
HM11
(Thousand
Tonnes)
Total
HM
Grade
(%)
HM Assemblage8,9,10
Zircon
(%)
Rutile
(%)
Leuco-
xene
(%)
Ilmenite
(%)
Oversize
(%)
Slimes
Yandanooka4,6,8
Measured
Indicated
Inferred
Total
Indicated
Durack4,6,7,8
Inferred
Drummond
Crossing3,4, 6,8
Robbs
Cross5,6,8
Thomson5,8,
West
Mine
North3,4,6,9,
Ellengail3,4,9,10
Corridor11, 12, 13,
14
Total
Total
Indicated
Inferred
Total
Indicated
Inferred
Total
Inferred
Total
Indicated
Inferred
Total
Indicated
Inferred
Total
Inferred
Total
Measured
Indicated
Inferred
Total
1.4
1.4
1.4
1.4
1.4
1.4
1.4
1.4
1.4
1.4
1.4
1.4
1.4
1.4
1.4
2.0
2.0
2.0
2.0
2.0
2.0
2.0
2.0
1.4
Various
Various
Various
2.6
57.7
0.4
60.8
20.7
5.6
26.3
35.5
3.3
38.8
14.0
3.8
17.8
26
26
10.2
1.8
12.0
6.5
5.3
11.8
18
18
112
1,726
7
1,845
600
148
748
838
77
915
261
77
338
516
516
748
48
796
346
218
565
568
568
4.3
3.0
1.5
3.0
2.9
2.6
2.8
2.4
2.3
2.4
1.9
2.0
1.9
2.0
2.0
7.3
2.7
6.6
5.3
4.1
4.8
3.1
3.1
10
12
11
12
14
14
14
14
11
14
15
14
15
19
19
6
9
6
10
10
10
7
7
2.1
3.6
3.0
3.5
2.9
2.6
2.9
10.3
9.0
10.2
12.7
10.9
12.3
13.8
13.8
6.5
8.6
6.6
8.0
8.2
8.1
5.5
5.5
2.3
3.7
4.4
3.6
3.7
7.4
4.4
3.4
2.7
3.4
5.0
4.1
4.8
5.4
5.4
1.8
2.1
1.8
10.4
8.4
9.6
0.4
0.4
2.6
112
4.3
10
2.1
2.3
144.6
64.1
211.4
4,519
1,660
6,291
3.1
2.6
3.0
12
12
12
6.1
8.7
6.7
3.9
4.0
3.9
72
69
68
70
71
64
70
53
56
54
47
50
48
42
42
48
50
48
66
62
64
47
47
72
62
50
59
11.3
11.4
21.9
11.5
14.7
18.3
15.5
7.7
7.2
7.7
6.2
8.1
6.6
6.9
6.9
2.3
3.0
2.4
3.2
2.5
2.9
4.8
4.8
11
9
7
9
15
15
20
15
14
16
14
14
12
14
6
6
6
18
18
11
17
12
15
15
15
14
14
15
14
15
14
Note 1: The Mineral Resource estimates were prepared by Optiro Pty Ltd and first disclosed under the JORC Code (2012). Refer to ASX
announcement 3 October 2018 for Yandanooka, Durack, Drummond Crossing, West Mine North, Ellengail for further details. Refer to
December 2017 Quarterly Activities Report for Robbs Cross and Thomson deposits for further details.
Note 2: All tonnages and grades have been rounded to reflect the relative uncertainty of the estimate, thus the sums of columns may not
equal.
Note 3: HM %: Samples from 1989 and 1996 (Drummond Crossing, Ellengail and West Mine North) were analysed using a -75 µm slimes /
+2 mm oversize screen. Separation of HM% was by heavy liquid TBE (density 2.84 g/ml) from the -710µm+75µm fraction.
Note 4: HM %: RGC samples from 1998 and Iluka samples (Drummond Crossing, Durack, Ellengail, West Mine North and Yandanooka) were
analysed using a -53 µm slimes / +2 mm oversize screen. Separation of total HM% was by heavy liquid TBE (density 2.90 g/ml) from the -
710µm+53µm fraction.
Note 5: HM %: Samples from Robbs Cross and Thomson analysed by Diamantina Laboratories in Perth using a -45 µm slimes / +1 mm
oversize screen (method DIA_HLS_45µm_1mm). Separation of total HM% was by heavy liquid TBE (density 2.96g/ml) from the -45 µm+1mm
fraction.
Note 6: HM %: Samples from Drummond Crossing, Durack, West Mine North and Yandanooka were analysed by Western Geolabs in Perth
using a -53 µm slimes / +1 mm oversize screen. Separation of total HM% was by heavy liquid TBE (density 2.96 g/ml) from the +53µm-1mm
fraction.
Note 7: Reported below an upper cut-off grade of 35% slimes.
Note 8: Estimates of mineral assemblage are presented as percentages of the total heavy mineral (THM) component of the deposit, as
determined by QEMSCAN analysis. For the TiO2 minerals specific breakpoints are used to distinguish between rutile (>95% TiO2), leucoxene
(85-95% TiO2) and ilmenite (<55-85% TiO2).
ANNUAL REPORT 2021 11
SHEFFIELD RESOURCES LIMITED
Ore Reserves and Mineral Resources
Note 9: At West Mine North and Ellengail mineral assemblage data determined by Iluka using Method 4 (HMC is separated into magnetics
and non-magnetics) was used with the Sheffield QEMSCANTM data.
Note 10: At Ellengail mineral assemblage data determined by Iluka using Method 3 (magnetic separation and XRF analysis) was used with
the Sheffield QEMSCANTM data and Iluka Method 4 data.
Note 11: THM % is the total heavy minerals from within the -2mm+75µm fraction (45% of the input data), the -710µm+53µm fraction (49%
of the input data) and the -1mm+53µm fraction (6% of the input data) and is reported as a percentage of the total material.
Note 12: Slimes is measured from the -53 µm fraction (55% of the input data) and the -75 µm fraction (45% of the input data) and oversize
is measured as the +2 mm (94% of the input data) and -1 mm (6% of the input data) fraction
Note 13: All tonnages and grades have been rounded to reflect the relative uncertainty of the estimate, thus the sums of columns may not
equal.
Note 14: Estimates of mineral assemblage are presented as percentages of the T HM component of the deposit, as determined from historical
data.
Note 15: The contained in-situ tonnes for the valuable heavy minerals were derived from information from the Mineral Resource tables. The
in-situ assemblage grade is determined by multiplying the percentage of HM by the percentage of each valuable heavy mineral within the
heavy mineral assemblage at the Resource block model scale.
Mineral Resources for McCalls Project as at 30 June 2021
McCalls Project Mineral Resources 1,2,3,4,7
Deposit
(cut-off)
Mineral
Resource
Category
Cut off
(Total
HM%)
Material
(Million
Tonnes)
In-situ
HM
(Million
Tonnes)6
Total
HM
Grade
(%)
HM Assemblage5
Zircon
(%)
Rutile
(%)
Leuc
(%)
Ilmenite
(%)
Slimes
(%)
Oversize
(%)
Indicated
McCalls
Inferred
Mindarra
Springs
All
McCalls
Project
Total
Inferred
Total
Indicated
Inferred
Total
1.1
1.1
1.1
1.1
1.1
1.1
1.1
1.1
1,630
1,980
3,600
2,200
2,200
1,630
4,180
5,800
23.3
24.4
47.7
36.3
36.3
2.3
60.7
84.0
1.4
1.2
1.3
1.6
1.6
1.4
1.5
1.4
5.2
5.0
5.1
4.2
4.2
5.2
4.5
4.7
3.3
3.8
3.6
0.9
0.9
3.3
2.1
2.4
2.8
3.2
3.0
3.1
3.1
2.8
3.2
3.1
77
81
79
80
80
77
81
79
21
26
24
20
20
21
23
22
1.1
1.1
1.1
5.1
5.1
1.1
3.2
2.6
Note 1: The Mineral Resource estimates were prepared by Optiro Pty Ltd and first disclosed under the JORC Code (2012) refer to ASX
announcement 3 October 2018 for McCalls and Mindarra Spring.
Note 2: All tonnages and grades have been rounded to reflect the relative uncertainty of the estimate, thus the sums of columns may not
equal.
Note 3: HM is within the 45µm to 1mm size fraction and reported as a percentage of the total material, slimes is the -45µm fraction and
oversize is the +1mm fraction.
Note 4: Reported below an upper cut-off grade of 35% slimes.
Note 5: Estimates of mineral assemblage (Sheffield) are presented as percentages of the total heavy mineral (HM) component of the deposit,
as determined by QEMSCAN analysis. For the TiO2 minerals specific breakpoints are used to distinguish between rutile (>95% TiO2), leucoxene
(85-95% TiO2) and ilmenite (<55-85% TiO2). Estimates of mineral assemblage (BHP) HM assemblage determination was by magnetic
separation and observation (grain-counting)
Note 6: The contained in-situ tonnes for the valuable heavy minerals were derived from information from the Mineral Resource tables. The
in-situ assemblage grade is determined by multiplying the percentage of HM by the percentage of each valuable heavy mineral within the
heavy mineral assemblage at the Resource block model scale.
Note 7: Excludes Mineral Resources within the Mogumber Nature Reserve
GOVERNANCE AND INTERNAL CONTROLS
Mineral Resource and Ore Reserve are compiled by qualified Sheffield personnel and / or independent consultants following
industry standard methodology and techniques. The underlying data, methodology, techniques and assumptions on which
estimates are prepared are subject to internal peer review by senior Company personnel, as is JORC compliance. Where deemed
necessary or appropriate, estimates are reviewed by independent consultants. Competent Persons named by the Company are
members of the Australasian Institute of Mining and Metallurgy and / or the Australian Institute of Geoscientists and qualify as
Competent Persons as defined in the JORC Code 2012.
ANNUAL REPORT 2021 12
SHEFFIELD RESOURCES LIMITED
Ore Reserves and Mineral Resources
COMPETENT PERSONS AND COMPLIANCE STATEMENTS
The information in this report that relates to Exploration Results is based on information compiled by Mr Seb Gray, a Competent
Person who is a Member of Australian Institute of Geoscientists (AIG). Mr Gray is a consultant to Sheffield Resources Ltd and
has sufficient experience that 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 Gray consents to the inclusion in the report of the matters based
on his information in the form and context in which it appears.
The Company’s Ore Reserves and Mineral Resources Statement is based on information first reported in previous ASX
announcements by the Company. These announcements are listed below and are available to view on Sheffield’s website
www.sheffieldresources.com.au. Mineral Resources and Ore Reserves reported for the Dampier Project and Mineral Resources
reported for the Eneabba and McCalls Projects, are prepared and disclosed under the JORC Code 2012. The Company confirms
that it is not aware of any new information or data that materially affects the information included in the relevant original market
announcements and that all material assumptions and technical parameters underpinning the estimates in the relevant original
market announcement continue to apply and have not materially changed.
The information in this report that relates to the estimation of the Ore Reserve is based on information compiled by Mr Per
Scrimshaw, a Competent Person who is a Member of the Australasian Institute of Mining and Metallurgy. Mr Scrimshaw is
employed by Entech Pty Ltd and has sufficient experience that 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 Scrimshaw consents to the
inclusion in the report of the matters based on his information in the form and context in which it appears.
The information in this report that relates to the estimation of the Mineral Resources is based on information compiled by Mrs
Christine Standing, a Competent Person who is a Member of the Australian Institute of Geoscientists (AIG) and the Australasian
Institute of Mining and Metallurgy (AusIMM). Mrs Standing is a full-time employee of Optiro Pty Ltd and has sufficient experience
which is relevant to the style of mineralisation and type of deposit under consideration and to the activity which she is undertaking
to qualify as a Competent Person as defined in the 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results,
Mineral Resources and Ore Reserves’. Mrs Standing consents to the inclusion in this report of the matters based on her
information in the form and context in which it appears.
The information in this report that relates to the Thunderbird Mineral Resource is based on information compiled under the
guidance of Mr Mark Teakle, a Competent Person who is a Member of the Australian Institute of Geoscientists (AIG) and the
Australasian Institute of Mining and Metallurgy (AusIMM). Mr Teakle is an employee of Thunderbird Operations Pty Ltd and has
sufficient experience that 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 Teakle consents to the inclusion in the report of the matters based
on his information in the form and context in which it appears.
The Competent Persons for reporting of Mineral Resources and Ore Reserves in the relevant original market announcements
are listed below. The Company confirms that the form and context in which the Competent Persons’ findings are presented have
not been materially modified from the relevant original market announcement.
SUPPORTING INFORMATION REQUIRED UNDER ASX LISTING RULES, CHAPTER 5
The supporting information below is required, under Chapter 5 of the ASX Listing Rules, to be included in market announcements
reporting estimates of Mineral Resources and Ore Reserves.
PREVIOUSLY REPORTED INFORMATION
This report includes information that relates to Exploration Results, Mineral Resources and Ore Reserves prepared and first
disclosed under the JORC Code 2012 and a Bankable Feasibility Study. The information was extracted from the Company’s
previous ASX announcements as follows:
• Mineral Resource and Ore Reserve Statement: “MINERAL RESOURCE AND ORE RESERVE STATEMENT” 24 September 2019
•
•
Thunderbird Ore Reserve Update: “THUNDERBIRD ORE RESERVE UPDATE” 31 July 2019
Thunderbird BFS Update: “BFS UPDATE MATERIALLY REDUCES CAPITAL”, 31 July 2019
• Night Train Inferred Resource and Mineral Assemblage results “HIGH GRADE MAIDEN MINERAL RESOURCE AT NIGHT TRAIN”
31 January 2019
•
•
•
Yandanooka, Durack, Drummond Crossing, West Mine North, Ellengail, McCalls and Mindarra Springs Resource Estimates
and including Mineral Resource and Ore Statement “MINERAL RESOURCE AND RESERVE STATEMENT” 3 October, 2018
Thomson and Robbs Cross Mineral Resources: “QUARTERLY ACTIVITIES REPORT FOR THE PERIOD ENDED 31 DECEMBER
2017” 30 January 2018
Thunderbird Mineral Resource: “SHEFFIELD DOUBLES MEASURED MINERAL RESOURCE AT THUNDERBIRD” 5 July 2016
ANNUAL REPORT 2021 13
SHEFFIELD RESOURCES LIMITED
Ore Reserves and Mineral Resources
•
Thunderbird drilling: “EXCEPTIONALLY HIGH GRADES FROM INFILL DRILLING AT THUNDERBIRD MINERAL SANDS PROJECT”
9 February 2015
These announcements are available to view on Sheffield’s website at www.sheffieldresources.com.au.
The Company confirms that it is not aware of any new information or data that materially affects the information included in the
relevant market announcements and, in the case of estimates of Mineral Resources, Ore Reserves and the Bankable Feasibility
Study Update, that all material assumptions and technical parameters underpinning the estimates in the relevant market
announcement continue to apply and have not materially changed. The Company confirms that the form and context in which
the Competent Persons’ findings are presented have not been materially modified from the relevant original market
announcements.
Ore Reserves and Mineral Resources prepared and first disclosed under the JORC Code (2012):
Item
Report title
Report Date
Competent
Person(s)
Thunderbird Ore Reserve
Thunderbird 10% Ore Reserve Increase
31 July 2019
P. Scrimshaw
Thunderbird Mineral Resource
Night Train Mineral Resource
Robbs Cross Mineral Resource
Thomson Mineral Resource
Sheffield Doubles Measured Mineral Resource at
Thunderbird
5 July 2016
M. Teakle,
C. Standing
High Grade Maiden Mineral Resource at Night
Train
Quarterly Activities Report for The Period Ended
31 December 2017
Quarterly Activities Report for The Period Ended
31 December 2017
31 January 2019
C. Standing
30 January 2018
C. Standing
30 January 2018
C. Standing
Yandanooka Mineral Resource
Mineral Resource and Ore Reserve Statement
3 October 2018
C. Standing
Durack Mineral Resource
Mineral Resource and Ore Reserve Statement
3 October 2018
C. Standing
Drummond Crossing Mineral Resource Mineral Resource and Ore Reserve Statement
3 October 2018
C. Standing
West Mine North Mineral Resource
Mineral Resource and Ore Reserve Statement
3 October 2018
C. Standing
Ellengail Mineral Resource
Mineral Resource and Ore Reserve Statement
3 October 2018
C. Standing
McCalls Mineral Resource
Mineral Resource and Ore Reserve Statement
3 October 2018
C. Standing
Mindarra Springs Mineral Resource
Mineral Resource and Ore Reserve Statement
3 October 2018
C. Standing
Corridor Mineral Resource
Heavy Mineral Sand Deposit Mineral Resource
Estimate
May 2021
C Standing
Item
Name
Company
Professional Affiliation
Exploration Results
Mr Seb Gray
Sheffield Resources
MAIG
Mineral Resource Reporting
Mr Mark Teakle
Thunderbird Operations
MAIG, MAusIMM
Mineral Resource Estimation
Mrs Christine Standing
Ore Reserve
Mr Per Scrimshaw
Optiro
Entech
MAIG, MAusIMM
MAusIMM
ANNUAL REPORT 2021 14
SHEFFIELD RESOURCES LIMITED
Ore Reserves and Mineral Resources
FORWARD LOOKING, CAUTIONARY STATEMENTS AND RISK FACTORS
The contents of this report reflect various technical and economic conditions at the time of writing. Given the nature of the
resources industry, these conditions can change significantly over relatively short periods of time. Consequently, actual results
may vary from those contained in this report.
Some statements in this report regarding estimates or future events are forward-looking statements. They include indications of,
and guidance on, future earnings, cash flow, costs and financial performance. Forward-looking statements include, but are not
limited to, statements preceded by words such as “planned”, “expected”, “projected”, “estimated”, “may”, “scheduled”,
“intends”, “anticipates”, “believes”, “potential”, "predict", "foresee", "proposed", "aim", "target", "opportunity", “could”, “nominal”,
“conceptual” and similar expressions. Forward-looking statements, opinions and estimates included in this report are based on
assumptions and contingencies which are subject to change without notice, as are statements about market and industry trends,
which are based on interpretations of current market conditions. Forward-looking statements are provided as a general guide
only and should not be relied on as a guarantee of future performance. Forward-looking statements may be affected by a range
of variables that could cause actual results to differ from estimated results and may cause the Company’s actual performance
and financial results in future periods to materially differ from any projections of future performance or results expressed or
implied by such forward-looking statements. So there can be no assurance that actual outcomes will not materially differ from
these forward-looking statements.
ANNUAL REPORT 2021 15
SHEFFIELD RESOURCES LIMITED
Directors’ Report
DIRECTORS’ REPORT
The Directors present their report on Sheffield Resources Limited (Sheffield, parent entity or the Company) and its controlled
entities (collectively known as the Group or consolidated entity) for the year ended 30 June 2021.
DIRECTORS AND COMPANY SECRETARY
The Directors and Company Secretary of the Company during and until the date of this report are:
Mr Bruce Griffin
Qualifications
Appointed
Experience
Executive Chair
B.Ch.Eng, B.A.Econ, MBA
10 June 2020
(Previously Commercial Director, appointed Executive Chair on 13 April 2021)
Mr Griffin most recently held the position of Senior Vice President Strategic
Development of Lomon Billions Group, the world’s third largest producer of high-
quality titanium dioxide pigments. Bruce previously held executive management
positions in several resource companies, including acting as the Chief Executive
Officer and a director of TZ Minerals International Pty. Ltd. (TZMI), the leading
independent consultant on the global mineral sands industry, Chief Executive Officer
and a director of World Titanium Resources Ltd, a development stage titanium
project in Africa and as Vice President Titanium for BHP Billiton.
Responsibilities
Member of the Board
Interest in shares, options and rights
200,000 Ordinary Shares
3,000,000 Performance Rights
Other current directorships
Titanium Corporation Inc. (since 2019)
Past directorships last 3 years
None
Mr John Richards
Qualifications
Appointed
Experience
Responsibilities
Lead Independent Director
B. Econ (Hons)
1 August 2019
(Previously Non-Executive Chair, appointed Lead Independent Director 13 April
2021)
Mr Richards is an economist with more than 35 years’ experience in the resources
industry. During this time, he has held strategy and business development positions
within mining companies as well as in investment banks and private equity groups.
He has been involved in a wide range of mining M&A transactions in multiple
jurisdictions.
Previous positions include Group Executive – Strategy and Business Development
at Normandy Mining Ltd, Head of Mining and Metals Advisory (Asia-Pacific) at
Standard Bank, Managing Director at Buka Minerals Ltd and Operating Partner at
GNRI.
Member of the Board, Chair of the Remuneration and Nomination Committee,
Member of the Audit and Risk Committee
Interest in shares, options and rights
480,000 Options
Other current directorships
Past directorships last 3 years
Northern Star Resources Limited (appointed 12 February 2021)
Sandfire Resources Limited (appointed 1 January 2021)
Saracen Mineral Holdings Ltd (appointed May 2019, resigned February 2021)
Adriatic Metals PLC (appointed November 2019, resigned July 2020)
ANNUAL REPORT 2021 16
SHEFFIELD RESOURCES LIMITED
Directors’ Report
Mr Ian Macliver
Qualifications
Appointed
Experience
Responsibilities
Non-Executive Director
BCom, FCA, SF Fin, FAICD
1 August 2019
Mr Macliver is a Chartered Accountant with significant experience as a senior
executive and director of both resource and industrial companies, with particular
responsibility for company strategy development, capital raising and all other forms
of corporate development initiatives. Mr Macliver is Chair of Grange Consulting
Group Pty Ltd which provides specialist corporate advisory services to both listed
and unlisted companies.
Member of the Board, Chair of the Audit and Risk Committee, Member of the
Remuneration and Nomination Committee
Interest in shares, options and rights
100,000 Ordinary Shares
480,000 Options
Other current directorships
Western Areas Limited (appointed October 2011)
MMA Offshore Limited (appointed January 2020)
Past directorships last 3 years
Otto Energy Limited (appointed September 2010, resigned November 2019)
Mr Bruce McFadzean
Non-Executive Director (resigned 6 September 2021)
Qualifications
Appointed
Experience
Dip. Mining, FAusIMM
2 November 2015
(Previously Managing Director, appointed Non-Executive Director 1 July 2021)
A qualified mining engineer with more than 40 years’ experience in the global
resources industry. Mr McFadzean has led the financing, development and
operation of several new mines around the world. Mr McFadzean’s technical,
operating and corporate experience includes gold, silver, nickel, diamonds, iron ore
and mineral sands. Mr McFadzean’s professional career includes 15 years with BHP
Billiton and Rio Tinto in a variety of positions and four years as Managing Director of
successful ASX gold miner Catalpa Resources Limited.
Responsibilities
Member of the Board
Interest in shares, options and rights
2,249,239 Ordinary Shares
Other current directorships
Hastings Technology Metals Limited (appointed 1 January 2021)
Aquirian Limited (appointed 27 July 2021)
Past directorships last 3 years
Indiana Resources Limited (appointed March 2015, resigned February 2019)
Mr Gordon Cowe
Qualifications
Appointed
Experience
Responsibilities
Non-Executive Director
BSc (Hons) Mechanical Engineering, GAICD
12 March 2021
A qualified mechanical engineer with over 30 years' experience, Gordon has had
significant involvement in leading business start-up, planning and delivery of
multiple complex projects including Mining & Mineral Processing, Oil & Gas and
Resources based infrastructure projects globally. He has enjoyed an extensive
career with leading contractors (including Bechtel and Worley Parsons) and project
owners on a wide range of projects.
Member of the Board, member of the Remuneration and Nomination Committee,
member of the Audit and Risk Committee
Interest in shares, options and rights
Other current directorships
Nil
Nil
Past directorships last 3 years
None
ANNUAL REPORT 2021 17
SHEFFIELD RESOURCES LIMITED
Directors’ Report
Mr David Archer
Qualifications
Appointed
Experience
Non-Executive Director (resigned 12 March 2021)
B.Sc (Hons)
December 2009 (Previously Technical Director) (resigned 12 March 2021)
Mr Archer is a geologist with over 30 years’ experience in exploration and mining in
Australia. He has held senior positions with major Australian mining companies,
including Renison Goldfields Consolidated Ltd and ten years as a Director of Archer
Geological Consulting specialising in project generation, geological mapping and
project evaluation.
Mr Archer was a consultant to ASX listed Atlas Iron Limited and Warwick Resources
Limited and was responsible for significant iron ore discoveries for both companies
in the Pilbara. Other major West Australian discoveries include the Raleigh and
Paradigm gold mines and the Magellan lead mine.
Responsibilities
Nil
Interest in shares, options and rights
8,411,549 Ordinary Shares (12 March 2021)
639,713 Performance Rights (12 March 2021)
Other current directorships
Carawine Resources Limited (since 2017)
Past directorships last 3 years
None
Mr Will Burbury
Qualifications
Appointed
Experience
Non-Executive Director (resigned 12 March 2021)
B.Comm, LLB
June 2007 (resigned 12 March 2021)
Mr Burbury practised as a corporate lawyer with a leading Australian law firm prior
to entering the mining and exploration industry in 2003. During this time, he has
been actively involved in the identification and financing of many resources’ projects
in Australia and overseas and has held senior management positions and served on
boards of several private and publicly listed companies.
Responsibilities
Nil
Interest in shares, options and rights
8,255,483 Ordinary Shares (12 March 2021)
Other current directorships
Carawine Resources Limited (since 2017)
Past directorships last 3 years
None
Mr Mark Di Silvio
Qualifications
Appointed
Experience
Company Secretary
B.Bus, CPA, MBA
15 February 2016
Mr. Di Silvio is a CPA qualified accountant with experience in the resources sector
spanning three decades. Mr Di Silvio held a variety of finance-based roles within the
gold mining sector early in his career, before gaining oilfield experience with
Woodside Energy Limited through the financial management of joint ventures and
the financial management of Woodside’s Mauritanian oilfield assets. Mr Di Silvio
has held executive positions including Central Petroleum Limited, Centamin Plc,
Ausgold Limited and Mawson West Limited.
ANNUAL REPORT 2021 18
SHEFFIELD RESOURCES LIMITED
Directors’ Report
DIRECTORS’ MEETINGS
The number of meetings held and attended by each Director during the year is shown are as follows:
Directors’ Meetings
Audit & Risk Committee
Remuneration & Nomination
Committee
Held
Attended
Held
Attended
Held
Attended
9
9
9
9
2
7
7
9
9
9
9
2
6
7
-
2
-
2
-
-
2
-
2
-
2
-
-
2
-
1
-
1
-
-
1
-
1
-
1
-
-
1
B Griffin
J Richards
B McFadzean
I Macliver
G Cowe
D Archer
W Burbury
OPTIONS
Total unlisted options on issue at the date of this report are as follows:
Date of expiry
Grant date
Exercise price
Number under options
30 November 2023
19 November 2019
$0.65
960,000
PERFORMANCE RIGHTS
Total unlisted performance rights on issue at the date of this report are as follows:
Date of expiry
Grant date
Exercise price
Number under rights
30 November 2021
30 November 2017
31 December 2021
18 December 2020
1 March 2022
1 March 2018
26 October 2025
6 November 2018
1 December 2025
22 December 2018
Nil
Nil
Nil
Nil
Nil
1,700,000
3,000,000
256,173
480,342
1,947,552
7,384,067
PRINCIPAL ACTIVITIES
The principal activities during the year were mineral sands exploration and development within Australia.
OPERATING AND FINANCIAL REVIEW
The Group’s operations during the year ended 30 June 2021 is set out in the Review of Operations and Ore Reserves and Mineral
Resources sections.
The Group recorded a net profit after tax for the year ended 30 June 2021 of $28.0m (2020: net loss after tax of 8.4m). At 30
June 2021, the Group had $6.5m in cash and cash equivalents (2020: $7.1m) and the Group’s net assets were $128.4m
(2020: $86.8m).
COVID-19 IMPACT
The Group continues to follow recommendations from State and Federal Government authorities to provide a COVID-19 safe
workplace.
COVID-19 impacts have not been significant to the Group during the period. The Company does not expect any negative impacts
to the financial statements nor triggers for any significant uncertainties with respect to events or conditions which may adversely
impact the Group as at the reporting date or subsequently as a result of the COVID-19 pandemic.
ANNUAL REPORT 2021 19
SHEFFIELD RESOURCES LIMITED
Directors’ Report
DIVIDENDS
No dividends were paid or declared during the year ended 30 June 2021.
CORPORATE GOVERNANCE STATEMENT
The Corporate Governance Statement is available on the Company’s website at www.sheffieldresources.com.au.
LIKELY DEVELOPMENTS AND EXPECTED RESULTS
Disclosure of information regarding likely developments in the operations of the Company in future years and the expected
results of those operations is likely to result in unreasonable prejudice to the Company. Therefore, this information has not been
presented in this report.
ENVIRONMENTAL REGULATION
The Group’s exploration activities are governed by environmental regulation. To the best of the Directors’ knowledge the Group
believes it has adequate systems in place to ensure the compliance with the requirements of applicable environmental legislation
and is not aware of any material breach of those requirements during the year and up to the date of the Directors’ Report.
INDEMNIFICATION AND INSURANCE OF DIRECTORS AND OFFICERS
The Company agreed to indemnify all the Directors and key management personnel of the Company for any liabilities to another
person (other than the company or related body corporate) that may arise from their designated position of the Company, except
where the liability arises out of conduct involving a lack of good faith.
During the year the Company paid a premium in respect of a contract insuring the Directors and Officers of the Company against
any liability incurred in the course of their duties to the extent permitted by the Corporations Act 2001.
INDEMNIFICATION OF INSURANCE OF AUDITOR
The Company has not, during or since the end of the year, indemnified or agreed to indemnify the auditor of the Company or any
related entity against a liability incurred by the auditor. During the year, the Company has not paid a premium in respect of a
contract to insure the auditor of the Company or any related entity.
NON-AUDIT SERVICES
During the year the Company has not used its auditors, HLB Mann Judd, to complete any non-audit related work (2020: nil).
PROCEEDINGS ON BEHALF OF THE COMPANY
No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on behalf of
the Company, or to intervene in any proceedings to which the Company is a party, for the purpose of taking responsibility on
behalf of the Company for all or part of those proceedings.
ROUNDING
The amounts contained in the financial report have been rounded to the nearest $1,000 (unless otherwise stated) pursuant to
the option available to the Company under ASIC Class Order 2016/191. The Company is an entity to which the class order
applies.
AUDITOR’S INDEPENDENCE
This Auditor’s Independence Declaration is set out on page 33 and forms part of the Directors’ report for the year ended 30 June
2021.
EVENTS SUBSEQUENT TO REPORTING PERIOD
Mr Bruce McFadzean stepped down from the Managing Director role on 1 July 2021 and subsequently retired from his position
as Non-Executive Director on 6 September 2021. Cash benefits (including leave entitlements) totalling $238,308 were made in
favour of Mr McFadzean on 1 July 2021, representing the Company’s contractual and statutory obligations associated with his
position as Managing Director. Additionally, the Board determined that Mr McFadzean retain a portion of awards made under
the employee incentive plan and 532,794 out of 1,236,421 performance rights held by Mr McFadzean vested on 1 July 2021
with the remainder forfeited. Mr McFadzean exercised the performance rights on 6 August 2021. The benefits and entitlements
were recognised at 30 June 2021.
Other than noted above, there has been no additional matter or circumstance that has arisen after balance date that has
significantly affected, or may significantly affect, the operations of the Group, the results of those operations, or the state of
affairs of the Group in future financial periods.
ANNUAL REPORT 2021 20
SHEFFIELD RESOURCES LIMITED
Directors’ Report
REMUNERATION REPORT (AUDITED)
This report sets out the remuneration strategy and arrangements for Key Management Personnel (KMP) of Sheffield Resources
Limited for year ended 30 June 2021. This Remuneration Report forms part of the Directors’ Report.
KEY MANAGEMENT PERSONNEL
For the purposes of this report KMP are defined as those persons having authority and responsibility for planning, directing and
controlling the major activities of the Company and the Group, directly or indirectly, including any Director (whether Executive or
otherwise) of the Company and are detailed in the table below:
Name
Position
Non-Executive Directors
John Richards
Lead Independent Director (appointed 13 April 2021, previously Non-Executive Chair)
Ian Macliver
Gordon Cowe
David Archer
Will Burbury
Senior Executives
Non-Executive Director
Non-Executive Director (appointed 12 March 2021)
Non-Executive Director (resigned 12 March 2021)
Non-Executive Director (resigned 12 March 2021)
Bruce McFadzean
Managing Director (appointed Non-Executive Director 1 July 2021, resigned 6 September 2021)
Bruce Griffin
Mark Di Silvio
Stuart Pether
BOARD POLICY
Executive Chair (appointed 13 April 2021, previously Commercial Director)
Chief Financial Officer and Company Secretary
Chief Operating Officer (resigned 12 March 2021)
The Board is responsible for the nomination and appointment of Directors and the remuneration of its Directors, Managing
Director and Senior Executives. To assist the Board in meeting its obligations and to address all matters pertaining to Board
nomination and executive remuneration, the Board has set in place a Nomination & Remuneration Committee during the
reporting period.
OVERVIEW OF COMPANY PERFORMANCE
The table below sets out summary of information about the movements in shareholder wealth for the following financial periods:
Profit / (loss) before tax ($’000)
Net profit / (loss) after tax ($’000)
Dividend (cents)
Basic earnings / (loss) per share (cents)
Diluted earnings / (loss) per share (cents)
Share price at year end (cents)
2021
29,096
28,008
-
8.19
7.82
35.5
2020
(8,370)
(8,370)
-
(2.81)
(2.81)
12.5
2019
(10,250)
(10,250)
-
(4.18)
(4.18)
36.0
2018
(4,305)
(4,305)
-
(2.02)
(2.02)
78.5
2017
(10,338)
(10,338)
-
(5.95)
(5.95)
51.69
VOTING AT THE COMPANY’S 2020 ANNUAL GENERAL MEETING
The Company believes it has addressed matters raised by investors in relation to which a “first strike” was received by the
Company at the 2020 Annual General Meeting, with a 37.39% vote against the prior year Remuneration Report. The Company
received advice from a proxy adviser recommending a qualified vote in favour of the Remuneration Report in 2020, noting that
remuneration practices of the Company were in line with market standards. Qualifications expressed by the proxy adviser
included the award of incentive securities in favour of non-executive directors, along with the tenor and change of control
conditions associated with other incentive securities. The Company does note that reservations expressed were subject to
shareholder approval and granted by shareholders accordingly.
The Remuneration Committee engaged independent remuneration consultants during 2021 to address the above matters,
ensuring rigour was applied in remuneration deliberations, independent of management. Remuneration consultants have
reviewed and developed a revised Executive Incentive Plan to be tabled at the 2021 Annual General Meeting.
ANNUAL REPORT 2021 21
SHEFFIELD RESOURCES LIMITED
Directors’ Report
Changes to Board composition since the 2020 Annual General Meeting have resulted in the proportion of independent non-
executive directors increasing to 100%, addressing previous concerns in relation to Board independence raised by the proxy
adviser. The Board continues to review its composition, a process that commenced 18 months ago, and is targeting wider Board
diversity as the Company moves forward with development of the Thunderbird Mineral Sands Project via Kimberley Mineral
Sands Pty Ltd. The Board is also very confident that the forthcoming financial year remuneration structure is appropriate for the
Company, in order to reward and retain Sheffield’s executive team.
REMUNERATION STRUCTURE - NON-EXECUTIVE DIRECTORS
The structure of Non-Executive Director and Senior Executive remuneration is separate and distinct. Shareholders approve the
aggregate or total fees payable to Non-Executive Directors, with the current approved limit being $600,000 (excluding share-
based payments). The fees paid to Non-Executive Directors are set at levels that reflect both the responsibilities of, and the time
commitments required from, each Non-Executive Director to discharge their duties and are not linked to the performance of the
Company.
All Non-Executive Directors have their indemnity insurance paid by the Company. Non-Executive Directors receive fixed
remuneration consisting of a base fee and statutory superannuation contributions as set out below:
Base fees excluding statutory superannuation1
Non- Executive Chair / Lead Independent Non-Executive Director
Other Non-Executive Directors
2021
$
2020
$
100,000
80,000
100,000
80,000
Note 1: All Non-Executive Directors agreed to an up to 50% reduction in base fees for the period between 1 April 2020 to 12 March 2021.
Share Options Grants
No share options were granted to non-executive directors during the year.
Share Options Vested
No share options vested in favour of non-executive directors during the year.
Share Options Expired
No share options awarded to non-executive directors expired during the year.
Measurement of Share Options
There are no participating rights or entitlements inherent in the options and the holders will not be entitled to participate in new
issues of capital offered to shareholders during the currency of the options. All shares allotted upon the exercise of options will
rank pari passu in respect with other shares.
REMUNERATION STRUCTURE - SENIOR EXECUTIVES
External and independent executive remuneration advice may be sought by the Board in determining remuneration strategy.
In determining the level and composition of Senior Executive remuneration year on year, the Board takes into consideration the
operational and economic circumstances the Company is facing and likely to face in the medium term together with the
complexity and responsibility associated with each role.
The Policy of the Board in determining Senior Executive remuneration levels is to:
•
•
•
•
•
•
•
provide total remuneration and employment conditions which will enable the Company to attract and retain high quality
senior executives to the business;
align remuneration with the creation and maximisation of shareholder value and the achievement of Company strategy,
business objectives and core values;
ensure the structure and quantum of remuneration is competitive and reflective of the external market in which the
Company operates;
provide a mix of fixed and variable, performance-based remuneration to drive superior performance;
reward the achievement of individual and Company objectives thus promoting a balance of individual performance and
teamwork across the executive management team;
provide a fair, equitable and scalable system that allows for sustainable business growth and is regularly reviewed for
relevance and reliability; and
is transparent, easily understood and is acceptable to Shareholders.
ANNUAL REPORT 2021 22
SHEFFIELD RESOURCES LIMITED
Directors’ Report
The Board’s specific remuneration aims for the year ending 30 June 2021 were to:
•
•
retain a core group of Senior Executives at the early stage in the Company’s development;
ensure cash preservation measures were set in place across the Company;
• maintain a Long Term Incentive (LTI) scheme designed to create alignment with the Thunderbird project objectives,
sustainability aims and maximise overall shareholder value;
•
•
ensure effective benchmarking of fixed and variable remuneration for Senior Executives for a clearly defined peer group of
similar companies to ensure remuneration is fair and competitive; and
retain total remuneration at or around the 50th percentile of market.
Use of External Remuneration Consultants
The Remuneration Committee approved the engagement of BDO Reward (WA) Pty Ltd (BDO WA) to provide remuneration
recommendations regarding the mix and quantum for executives. Sheffield and BDO WA are satisfied that the advice received
from BDO WA is free from undue influence from the KMP to whom the remunerations recommendations apply.
The remuneration recommendations were provided to the Remuneration Committee as an input to its decision making process.
Along with a range of other factors, the Remuneration Committee considered and has made relevant remuneration decisions.
Fees paid to BDO WA totalled $3,075 for the period.
Remuneration Mix
Senior Executive remuneration consists of the following key elements:
•
•
•
fixed annual remuneration (FAR);
short term incentives (STI); and
long term incentives (LTI).
Fixed Annual Remuneration
The level of FAR is set to provide a base level of remuneration which is both appropriate to the position and is competitive in the
market. FAR includes a base salary, inclusive of superannuation. Allowances and other benefits may be provided, including
leased motor vehicles and additional superannuation, provided that no extra cost is incurred by the Group. FAR is reviewed
annually with any adjustments to FAR for Senior Executives ultimately approved by the Board following consideration by the
Remuneration Committee.
Following a Company wide review in 2020, FAR applicable to Senior Executives was reduced up to 25% as a contribution to the
Company’s strategy of cash preservation. This continued through to inception of the Kimberley Mineral Sands Joint Venture in
March 2021. At that time, several Senior Executives of the Company departed the Group and were transferred to the Joint
Venture under new employment arrangements. FAR applicable to Senior Executives including the Managing Director,
Commercial Director and Chief Financial Officer was reviewed by the Remuneration Committee in line with recommendations
proposed by independent remuneration consultants.
Short Term Incentive
Following successful completion of the Kimberley Mineral Sands Joint Venture, the Board awarded one-off performance bonuses
to the Managing Director, Chief Financial Officer and Chief Operations Officer totalling $572,466. Details of the award to each
individual Senior Executive are disclosed in the Remuneration of Key Management Personnel table, which forms part of the
Directors’ Report.
Long Term Incentive
The LTI program comprises of the Employee Share Option Plan (ESOP) and Performance Rights Plan (PRP). Each plan contains
performance hurdles that need to be achieved prior to award.
The objective of the LTI program is to:
•
•
•
align the interest of Senior Executives more closely with the interests of Shareholders by providing an opportunity to earn
shares in the Company;
provide Senior Executives with the opportunity to share in any future growth in value of the Company; and
provide greater incentive for Senior Executives to focus on the Company’s longer-term goals.
ANNUAL REPORT 2021 23
SHEFFIELD RESOURCES LIMITED
Directors’ Report
Employee Share Option
The ESOP is an equity component of at-risk remuneration. The Board determined the quantum of options to be issued to the
relevant Senior Executive dependent on FAR and seniority of position in the Company. Whilst the Board has discretion to award
options to Senior Executives under the ESOP going forward, no such awards have taken place in favour of Senior Executives in
recent years with the Board favouring a PRP mechanism to incentivise Senior Executives.
Share Options Grants
No share options were granted to employees during the year.
Share Options Vested
No share options vested in favour of employees during the year.
Share Options Expired
No share options awarded to employees expired during the year.
Measurement of Share Options
There are no participating rights or entitlements inherent in the options and the holders will not be entitled to participate in new
issues of capital offered to shareholders during the currency of the options. All shares allotted upon the exercise of options will
rank pari passu in respect with other shares.
Change of Control Measures
In the event of a change of control event occurring, options that are not exercisable will become exercisable on and from the
date of the change of control event occurring.
Performance Rights Plan
The current PRP is a long term (typically 4 year), performance centred, at risk scheme based on the issue of performance rights.
An amount calculated as a percentage of the Senior Executive’s FAR is used to calculate the number of performance rights to
be granted. The percentage can range from 50% to 100% of FAR based on the seniority of position in the Company.
A performance right is a right which, upon the satisfaction or waiver of the relevant vesting conditions entitles its holder to receive
fully paid ordinary shares for nil consideration.
Performance Hurdles
To date, the Group uses two performance hurdle measures to determine the proportion of performance rights which vest, if at
all, as follows:
•
•
80% of the performance rights are subject to an Absolute Total Shareholder Return (ATSR); and
20% of the performance rights are subject to a Sustainability Performance hurdle.
Performance hurdles under future awards may be similar to the above or may include alternate thresholds, aligned with material
company milestones or other factors to align with shareholder value creation.
Absolute TSR Performance Hurdle
The Board considers that ATSR is an appropriate performance hurdle because it ensures that a proportion of each participant’s
remuneration is explicitly linked to shareholder value and ensures that participants only receive a benefit where there is a
corresponding direct benefit to shareholders.
TSR measures the return received by shareholders from holding shares in the Company over a particular period. TSR is
calculated by taking into account the growth in a Company’s share price over the period as well as the capital returns and
dividends received during that period.
ATSR refers to the setting of threshold, target and stretch levels of TSR for the Company at the beginning of the performance
period. Thus, they are determined in advance having regard to expectations of the Company’s performance. The ATSR
performance rights are separated into two tranches, each with equal weighting of 50%.
The Tranche 1 ATSR performance rights were calculated by reference to the 30-day VWAP for the period ended 31 August 2018.
The Tranche 2 ATSR performance rights will be calculated by reference to the 30-day VWAP for the period ending 30 November
2020. The Board may, in its absolute discretion, set a different reference price for the Tranche 2 ATSR performance rights where
it could potentially be unfair or unjust to the Senior Executive or the Group.
To the extent that the performance hurdles are not satisfied by the applicable testing dates, the performance rights will
automatically lapse.
ANNUAL REPORT 2021 24
SHEFFIELD RESOURCES LIMITED
Directors’ Report
As described below, following measurement of the Tranche 1 ATSR performance rights on 30 November 2020, it was determined
that Tranche 1 performance conditions were not satisfied, and performance rights lapsed unexercised. Any Tranche 2 ATSR
performance rights that may vest will be determined on or after 30 November 2022 on the basis of the below Tranche 2 scale.
Weighting
Measure
ATSR (%)
Performance rights
vested (%)
Performance period
Tranche 1:
Tranche 1:
Less than 16%
0%
Tranche 1:
50%
Increase in Sheffield
share price between
31 Aug 2018 and 30
Nov 2020
16%
(lower threshold)
25%
31 Aug 2018 to
30 Nov 2020
Tranche 2:
50%
Tranche 2:
Increase in Sheffield
share price between
Between 16% to 26%
(being the upper
threshold)
Pro rata between 25%
and 50%
Between 26% to 40%
(being the target)
Pro rata between 50%
and 75%
30 Nov 2020 and 30
Nov 2022
Between 40% to 50%
(being the stretch)
Pro rata between 75%
and 100%
50% or above
100%
Outcome:
Performance
condition not satisfied
Tranche 2:
30 Nov 2020 to
30 Nov 2022
Outcome:
To be determined 30
November 2022
Sustainability Performance Hurdles
The Company aims to optimise shared value and develop long term trusting relationships with the communities in which we
operate.
The Board therefore considers that sustainability measures are important inclusions as performance hurdles due to the
Thunderbird projects success being central in the Kimberley region, particularly in relation to local and Aboriginal economic,
social and cultural advancement.
The Sustainability Performance Rights are subject to up to three separate hurdles, allocated and weighted to the Senior Executive
by the Board, according to the individual’s role. These hurdles are as follows;
• Meet Aboriginal Employment Targets
• Meet Local Content Employment Targets
• Develop and Implement Succession Planning system
The Aboriginal and Local Employment targets relate to the make-up of the Company’s employee base for the Thunderbird Project
(Employment Hurdle), particularly in relation to developing a locally based workforce, employed on a Drive in and Drive out (DIDO)
basis rather than a Fly in and Fly out (FIFO) basis, with high rates of Aboriginal employment.
Specifically, the Employment Hurdles are as follows:
Aboriginal Employment
Threshold: a minimum of 3% Aboriginal employment by end calendar Year 1 of Thunderbird operations (in production) and a
minimum of 8% by end Year 2 of operations.
Target: a minimum of 5% Aboriginal employment by end calendar Year 2 of Thunderbird operations (in production) and a
minimum of 10% by end Year 2 of operations.
ANNUAL REPORT 2021 25
SHEFFIELD RESOURCES LIMITED
Directors’ Report
Local Content Employment
Threshold: ensure 40% Thunderbird employees (excluding EPC contractor) are employed on a DIDO basis by end calendar Year
1 of Thunderbird operations (in production) and 60% by end Year 2 of operations.
Target: ensure 60% Thunderbird employees (excluding EPC contractor) are employed on a DIDO basis by end calendar Year 1 of
Thunderbird operations (in production) and 75% by end Year 2 of operations.
For the performance rights subject to the Employment Hurdles:
•
•
•
•
50% of those performance rights will vest if relevant Threshold is achieved;
100% of those performance rights will vest if relevant Target is achieved;
pro rata vesting of those performance rights will occur for achievements between the relevant Threshold and Target and;
none of those performance rights will vest if the relevant Threshold is not achieved.
Succession Plan
The Board considers an effective Succession Plan as an important tool in both talent management and risk management for the
Company. The hurdle involves the development and implementation of the Succession Plan for specified Senior Executive roles
across the four-year measurement period until 30 November 2022 (Succession Plan Hurdle).
For the performance rights subject to the Succession Plan Hurdle:
•
100% of those performance rights will vest if the Succession Plan Hurdle is achieved; and
• None of those performance rights will vest if the Succession Plan Hurdle is not achieved.
The performance period for both the Employment Hurdles and the Succession Plan Hurdle is 30 November 2022, but it is noted
that the Thresholds and Target for the Employment Hurdles will be measured as at the end of calendar years 1 and 2 after the
Thunderbird Project is in operation.
Performance Rights on Cessation of Employment
Employment cessation after 30 November 2020 but prior to 1 January 2023
Vested performance rights held by a Senior Executive who ceases to, or has ceased to, hold a position of employment, office, or
engagement with the Company after 30 November 2020 but before 1 January 2023 will be exercisable by the Senior Executive
unless the Board has determined that the Senior Executive’s position of employment, office or engagement was terminated for
cause.
Grant of Performance Rights
3,000,000 performance rights were granted to Mr Bruce Griffin in June 2020 and were subsequently awarded following receipt
of shareholder approval at the Annual General Meeting held on 15 December 2020.
Performance Hurdles
Applicable performance hurdles in relation to Mr Griffin’s performance rights include an announcement to the ASX that the
Company has made a Final Investment Decision for the development of the Company’s Thunderbird Mineral Sands Project on
or before 31 December 2021. Any unvested performance rights following testing on 31 December 2021 will automatically lapse
in accordance with the Company’s Performance Rights Plan.
Performance Rights Vested
No performance rights vested during the reporting period.
532,794 performance rights vested in favour of Mr Bruce McFadzean subsequent to the end of the financial year on 1 July 2021.
Mr McFadzean stepped down from the Managing Director role on 1 July 2021 and subsequently retired from his position as Non-
Executive Director on 6 September 2021. In addition to cash benefits made in favour of Mr McFadzean, the Board determined
that of 1,236,421 performance rights, Mr McFadzean could retain a portion of awards made under the LTI plan totalling 532,794
performance rights and the balance of 703,627 performance rights were forfeited. The adjustments were recognised at 30 June
2021 and disclosed in the Remuneration of Key Management Personnel table, which forms part of the Directors’ Report.
Hedging of At-Risk Remuneration
A participant in the PRP must not enter into an arrangement if the arrangement would have the effect of limiting the exposure of
the participant to risk relating to performance rights that have not vested.
ANNUAL REPORT 2021 26
SHEFFIELD RESOURCES LIMITED
Directors’ Report
Performance Rights on Change of Control
All vesting conditions attached to performance rights will be deemed to be automatically waived on a change of control event
occurring. Accordingly, in the case of a change of control event occurring, all performance rights will be deemed to have vested
and will be eligible for exercise.
Proposed Forward (2022 onwards) Executive Incentive Planning & Strategy
During 2021, the Company engaged BDO Remuneration & Reward Pty Ltd (BDO) to advise and provide a report on proposed
remuneration structuring and incentive planning for its executives, namely the Executive Chair and Chief Financial Officer, going
forward. The methodology encompasses Total Fixed Remuneration (TFR), an Incentive Plan (Short Term Incentive (STI) and Long
Term Incentive (LTI)) and a Reward Plan (RP).
The Remuneration Committee has considered a forward executive incentive plan which will be subject to shareholder approval.
The executive incentive plan shall consist of a STI and LTI linked to non-market performance measures and a Reward Plan linked
to market measures. The LTI would take the form of a performance right vesting after three years and subject to satisfaction of
performance criteria and with three further years to exercise. The STI would be based upon annual performance targets and
paid 50% in cash and 50% in the form of performance rights which vest after one further year with 3 years to exercise. The
Reward Plan would consider an annual grant of out of the money options vesting after three years subject to satisfaction of
market based performance criteria and with one further year to exercise.
The Remuneration Committee has proposed the following Total Incentive Opportunity (TIO) for the Executive Chair and Chief
Financial Officer (CFO):
Position
Executive Chair
Chief Financial Officer
ANNUAL TFR
$
$300,000
$370,000
ANNUAL TIO
(% TFR)
ANNUAL STI
(% TFR)
ANNUAL LTI
(% LTI)
ANNUAL REWARD
(% TFR)
150%
120%
50%
40%
60%
50%
40%
30%
Further details in relation to the proposed 2022 remuneration structure will be made available to shareholders in conjunction
with the 2021 Notice of Annual General Meeting, scheduled for release in October 2021.
Senior Executive Employment Agreements
Remuneration and other terms of employment for the following KMP are formalised in employment agreements. All contracts
with Senior Executives may be terminated early by either party with notice, per individual agreement, and subject to the
termination payments as detailed below:
Name
Position
Commencement
date
Base salary
(Including superannuation)
Termination benefit
B McFadzean1 Managing Director
2 November 2015
$383,250
B Griffin2
Commercial Director
10 June 2020
$300,000
M Di Silvio
CFO & Company Secretary
15 February 2016
$370,000
S Pether3
Chief Operating Officer
1 April 2017
$328,500
3 months’ notice
1 months’ notice
4 months’ notice
4 months’ notice
Note 1: Mr McFadzean stepped down from the Managing Director role on 1 July 2021 and subsequently retired from his position as Non-
Executive Director on 6 September 2021.
Note 2: Mr Griffin was appointed Executive Chair on 13 April 2021 with no change in employment terms.
Note 3: Mr Pether departed the Group on 12 March 2021 and was contemporaneously appointed Chief Executive Officer of the KMS Joint
Venture.
ANNUAL REPORT 2021 27
SHEFFIELD RESOURCES LIMITED
Directors’ Report
REMUNERATION OF KEY MANAGEMENT PERSONNEL
The tables below show the fixed and variable remuneration for KMP:
Short-term
Cash
bonus
$
Post -
employment
Other
Share based
payments
Non-
monetary2
Super-
annuation
Termination
Benefits7
Options &
rights1
$
$
$
$
Total
$
Salary & fees
2021
$
Non-Executive Directors
J Richards3
I Macliver
G Cowe4
D Archer5
W Burbury6
82,518
66,014
30,545
28,205
28,205
-
-
-
-
-
Senior Executives
B McFadzean7
318,790
230,000
B Griffin8
M Di Silvio
S Pether9
258,065
-
272,721
171,233
183,680
171,233
1,268,743
572,466
9,278
9,278
8,505
6,959
6,959
11,354
9,278
11,354
9,078
82,043
7,839
6,271
2,332
2,680
2,680
-
-
-
-
-
-
-
-
99,635
81,563
41,382
26,977
64,821
-
37,844
21,694
238,308
708,240
1,528,386
-
21,535
24,892
-
-
-
279,042
546,385
44,418
521,261
62,058
450,941
89,923
238,308
1,120,735
3,372,218
Note 1: The fair value of the options is calculated at the date of grant using a Black-Scholes valuation model and allocated to each reporting
period starting from grant date to vesting date.
Note 2: Non-monetary benefits include either cost to the Company in providing fringe benefits and/or attributable non-cash benefit applied by
virtue of the Company’s Directors and Officer Liability policy.
Note 3: Mr Richards was appointed Lead Independent Director on 13 April 2021 (previously Non-Executive Chair).
Note 4: Mr Cowe was appointed on 12 March 2021. Compensation includes $6,000 consulting fees paid to Mr Cowe. Further details disclosed
in Other Transactions with KMP and their Related Parties section, which forms part of the Directors’ Report.
Note 5: Mr Archer resigned on 12 March 2021.
Note 6: Mr Burbury resigned on 12 March 2021.
Note 7: Mr McFadzean stepped down from the Managing Director role on 1 July 2021 and subsequently retired from his position as Non-
Executive Director on 6 September 2021. Cash benefits (including leave entitlements) totalling $238,308 were made in favour of Mr McFadzean
reflecting his contractual and statutory rights associated with his role as Managing Director. Additionally, the Board determined that Mr
McFadzean retain a portion of awards made under the LTI plan. That amount ($337,548), in conjunction with the number of awards forfeited by
Mr McFadzean ($370,692) and totalling $708,240, was recognised at 30 June 2021. Please also refer to the Performance Rights table on Page
31, which forms part of the Directors’ Report for further information.
Note 8: Compensation includes consulting fees paid to Mr Griffin. Further details disclosed in Other Transactions with KMP and their Related
Parties section, which forms part of the Directors’ Report.
Note 9: Mr Pether departed the Group on 12 March 2021 and was contemporaneously appointed Chief Executive Officer of the KMS Joint
Venture.
ANNUAL REPORT 2021 28
SHEFFIELD RESOURCES LIMITED
Directors’ Report
Short-term
Post -
employment
Long
term
Share based
payments
Salary &
fees
Cash
bonus
Non-
monetary2
Superannuation
2020
$
$
$
$
Long
service
leave
$
Options &
rights1
$
Total
$
Non-Executive Directors
J Richards
I Macliver
D Archer3
W Burbury4
B McQuitty5
Senior Executives
B McFadzean6
B Griffin7
M Di Silvio8
S Pether9
72,083
68,334
199,148
49,063
24,375
379,616
20,000
321,091
321,455
1,455,165
-
-
-
-
-
-
-
-
-
-
8,327
8,327
10,536
9,184
3,428
12,395
770
12,001
12,001
76,969
6,966
6,492
13,320
4,661
2,316
21,986
-
21,096
21,003
97,840
-
-
-
-
-
-
-
-
-
-
61,288
148,664
61,288
144,441
317,355
540,359
-
-
62,908
30,119
556,282
970,279
15,290
36,060
322,912
677,100
62,228
416,687
1,396,643
3,026,617
Note 1: The fair value of the options is calculated at the date of grant using a Black-Scholes valuation model and allocated to each reporting
period starting from grant date to vesting date.
Note 2: Non-monetary benefits include, where applicable, the cost to the Company of providing fringe benefits and the fringe benefits and the
fringe benefits tax on those benefits and the attributable non-cash benefit applied by virtue of the Company’s Directors and Officer Liability policy.
Note 3: Mr Archer resigned as Technical Director on 29 February 2020 and was appointed Non-Executive Director thereafter. $58,940 of salary
and fees described above relates to the payment of accrued annual and long service leave entitlements. In the 2019 financial year, Mr Archer
entered into an agreement with the Company to defer a portion of his salary and superannuation. Mr Archer has waived his right to repayment
of all amounts deferred under the agreement.
Note 4: In the 2019 financial year, Mr Burbury entered into an agreement with the Company to defer a portion of his salary and superannuation.
Mr Burbury has waived his right to repayment of all amounts deferred under the agreement.
Note 5: Mr McQuitty retired as Non-Executive Director on 19 November 2019. In the prior financial year, Mr McQuitty entered into an agreement
with the Company to defer a portion of his salary and superannuation. $10,950 of Mr McQuitty’s salary and superannuation described above
relates to the repayment of deferred salary and superannuation under this agreement.
Note 6: During the 2019 financial year, Mr McFadzean entered into an agreement with the Company to defer a portion of his salary and
superannuation. $95,813 of Mr McFadzean’s salary and superannuation described above relates to the repayment of deferred salary and
superannuation under this agreement.
Note 7: Mr Griffin commenced as Commercial Director on 10 June 2020.
Note 8: During the 2019 financial year, Mr Di Silvio entered into an agreement with the Company to defer a portion of his salary and
superannuation. $82,125 of Mr Di Silvio’s salary and superannuation described above relates to the repayment of deferred salary and
superannuation under this agreement.
Note 9: During the 2019 financial year, Mr Pether entered into an agreement with the Company to defer a portion of his salary and
superannuation. $82,125 of Mr Pether’s salary and superannuation described above relates to the repayment of deferred salary and
superannuation under this agreement.
ANNUAL REPORT 2021 29
SHEFFIELD RESOURCES LIMITED
Directors’ Report
The relative proportions of those elements of remuneration of key management personnel that are linked to performance:
Fixed remuneration
Remuneration linked to performance
Non-Executive Directors
J Richards
I Macliver
G Cowe
D Archer1
W Burbury1
Senior Executives
B McFadzean
B Griffin
M Di Silvio
S Pether
2021
100%
100%
100%
58%
100%
39%
49%
59%
48%
2020
59%
58%
100%
41%
100%
43%
58%
52%
85%
2021
2020
-
-
-
42%
-
61%
51%
41%
52%
41%
42%
-
59%
-
57%
42%
48%
15%
Note 1: Both Mr Archer and Mr Burbury resigned on 12 March 2021.
EQUITY INSTRUMENTS
Share Options
The table below outlines the movement of the options held by each KMP:
2021
Opening
balance
Non-Executive Directors
J Richards
I Macliver
G Cowe
D Archer1
W Burbury1
Senior Executives
B McFadzean
B Griffin
M Di Silvio
S Pether
480,000
480,000
-
550,000
-
-
-
500,000
-
2,010,000
Granted
Exercised
Lapsed
Closing
balance
Vested &
exercisable
Unvested
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(550,000)
-
-
-
(500,000)
-
480,000
480,000
480,000
480,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(1,050,000)
960,000
960,000
-
-
-
-
-
-
-
-
-
-
Note 1: Both Mr Archer and Mr Burbury resigned on 12 March 2021.
ANNUAL REPORT 2021 30
SHEFFIELD RESOURCES LIMITED
Directors’ Report
Performance Rights
The table below outlines the movement of the rights held by each KMP:
Year
granted
Opening
balance
Granted
Rights to deferred shares
Closing
balance
(unvested)
Value
yet to
vest
Vested
Forfeited/Lapsed
2021
Number
Number
Number
%
Number
%
Number
$
Non-Executive Directors
J Richards
I Macliver
G Cowe
D Archer1
W Burbury1
-
-
-
-
-
-
2018
1,066,189
-
-
Senior Executives
B McFadzean2
2018
2,060,701
B Griffin
M Di Silvio
S Pether
2020
3,000,000
2018
1,097,547
2017
1,700,000
8,924,437
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
426,476 40%
639,713 174,645
-
-
-
-
-
-
532,794 26%
1,527,907 74%
-
-
-
-
-
-
-
-
3,000,000 140,668
439,019 40%
658,528 179,781
-
-
1,700,000
26,013
532,794
2,393,402
5,998,241 521,107
Note 1: Both Mr Archer and Mr Burbury resigned on 12 March 2021.
Note 2: Mr McFadzean stepped down from the Managing Director role on 1 July 2021 and subsequently retired from his position as Non-
Executive Director on 6 September 2021. 824,280 rights lapsed during the year due to performance conditions not being satisfied. A further
703,627 rights lapsed upon cessation of Mr McFadzean’s executive employment effective 1 July 2021. The Board determined that Mr
McFadzean retain 532,794 rights, vesting on 1 July 2021 and remaining unexercised as at that date. This was taken into account at 30 June
2021.
Shareholdings
The table below outlines the relevant interest of each KMP in the share capital (held directly or indirectly of the Company):
Opening
balance
Granted as
remuneration
Received on
exercise of
options / rights
Other
Changes1
Closing
balance
2021
Non-Executive Directors
J Richards
I Macliver
G Cowe
D Archer2
W Burbury2
-
100,000
-
8,411,579
8,255,483
Senior Executives
B McFadzean3
1,716,445
B Griffin
M Di Silvio
S Pether
-
641,854
430,215
19,555,576
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
200,000
-
-
-
100,000
-
8,411,579
8,255,483
1,716,445
200,000
641,854
430,215
200,000
19,755,576
Note 1: Include on-market purchases by KMP.
Note 2: Both Mr Archer and Mr Burbury resigned on 12 March 2021.
Note 3: Mr McFadzean stepped down from the Managing Director role on 1 July 2021 and subsequently retired from his position as Non-
Executive Director on 6 September 2021. In addition to cash benefits made in favour of Mr McFadzean, the Board determined that Mr McFadzean
could retain a portion of awards totalling 532,794 performance rights and the balance of 703,627 performance rights were forfeited. The
adjustments were recognised at 30 June 2021 and disclosed in the Remuneration of Key Management Personnel table, which forms part of the
Directors’ Report. The 532,794 performance rights vested in favour of Mr Bruce after the reporting date on 1 July 2021.
ANNUAL REPORT 2021 31
SHEFFIELD RESOURCES LIMITED
Directors’ Report
OTHER TRANSACTIONS WITH KMP AND THEIR RELATED PARTIES
Farview Solutions Limited (Farview) provides consultancy services to the Group. Mr Griffin is a director and controlling
shareholder of Farview and also serves as Executive Chair of Sheffield. The total amount paid to Farview during the year was
$258,065 (2020: $20,000). The payment was disclosed in the Remuneration of Key Management Personnel table, which forms
part of the Directors’ Report.
Ozscot Trust (Ozscot) provides general consultancy services and workshop participation to the Group. Mr Cowe is a director of
Ozscot and also serves as Non-Executive Director of Sheffield. The total amount paid to Ozscot during the year was $6,000 plus
GST (2020: nil). The payment was disclosed in the Remuneration of Key Management Personnel table, which forms part of the
Directors’ Report.
LOANS TO KEY MANAGEMENT PERSONNEL
No loans were granted to KMP during the year.
END OF AUDITED REMUNERATION REPORT
Signed in accordance with a resolution of the Directors.
For and on behalf of the Directors
Bruce Griffin
Executive Chair
Perth, Western Australia
9 September 2021
ANNUAL REPORT 2021 32
AUDITOR’S INDEPENDENCE DECLARATION
As lead auditor for the audit of the financial report of Sheffield Resources Limited for the year
ended 30 June 2021, I declare that to the best of my knowledge and belief, there have been no
contraventions of:
a)
the auditor independence requirements of the Corporations Act 2001 in relation to the
audit; and
b)
any applicable code of professional conduct in relation to the audit.
Perth, Western Australia
9 September 2021
N G Neill
Partner
ANNUAL REPORT 2021 33
SHEFFIELD RESOURCES LIMITED
Consolidated Financial Statements
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
For the year ended 30 June 2021
Continuing operations
Other income
Gain on loss of control of subsidiary
Share of joint venture loss
Finance costs
Other expenses
Employee benefits expenses
Share-based payments expenses
Depreciation expenses
Impairment exploration expenses
Occupancy expenses
Legal expenses
Gain on disposal of assets
Net profit / (loss) before income tax
Income tax expense
Profit / (Loss) after income tax
Other comprehensive income / (loss)
Other comprehensive income / (loss)
Total comprehensive income / (loss), net of tax
Note
10
7
8
21
15
16
2021
$’000
2020
$’000
330
271
43,987
-
(3,717)
-
(3,441)
(3,100)
(2,958)
(1,027)
(457)
(401)
(100)
(20)
(154)
(2,098)
(3,334)
(1,460)
(684)
(887)
(127)
(48)
-
151
29,096
(8,370)
11
(1,088)
-
28,008
(8,370)
-
-
28,008
(8,370)
Earnings / (Loss) per share attributable to ordinary equity holders
Basic earnings / (loss) per share (cents per share)
Diluted earnings / (loss) per share (cents per share)
23
23
8.19
8.04
(2.81)
(2.81)
The consolidated statement of profit or loss and other comprehensive income should be read in conjunction with the
accompanying notes
ANNUAL REPORT 2021 34
SHEFFIELD RESOURCES LIMITED
Consolidated Financial Statements
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
Investment in joint venture
Other non-current assets
Plant and equipment
Right of use asset
Mine development
Exploration and evaluation assets
Total non-current assets
Total assets
Current liabilities
Trade and other payables
Lease liabilities
Provisions
Total current liabilities
Non-current liabilities
Lease liabilities
Provisions
Deferred tax liabilities
Total non-current liabilities
Total liabilities
Net assets
Equity
Issued capital
Reserves
Accumulated losses
Total equity
Note
12
13
2021
$’000
2020
$’000
6,519
7,083
297
500
6,816
7,583
8
14
15
15
15
16
17
18
19
18
19
11
20
21
22
116,401
-
-
3,364
-
3,719
-
1,393
-
64,979
6,648
10,137
123,049
83,592
129,865
91,175
335
2,576
-
19
55
205
390
2,800
-
1,492
-
63
1,088
1,088
-
1,555
1,478
4,355
128,387
86,820
133,091
120,559
12,150
11,123
(16,854)
(44,862)
128,387
86,820
The consolidated statement of financial position should be read in conjunction with the accompanying notes
ANNUAL REPORT 2021 35
SHEFFIELD RESOURCES LIMITED
Consolidated Financial Statements
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the year ended 30 June 2021
Issued
capital
$’000
Reserves
Accumulated
losses
$’000
$’000
Total
$’000
Balance as at 1 July 2020
120,559
11,123
(44,862)
86,820
Comprehensive income / (loss)
Profit for the year
-
-
28,008
28,008
Other comprehensive income / (loss)
-
-
-
-
Total comprehensive income
-
-
28,008
28,008
Transactions with owners
Shares issued
Share issue costs
12,882
-
-
12,882
(350)
-
-
(350)
Share-based payments
-
1,027
-
1,027
Total transactions with owners
12,532
1,027
-
13,559
Balance as at 30 June 2021
133,091
12,150
(16,854)
128,387
Issued
capital
$’000
Reserves
Accumulated
losses
$’000
$’000
Total
$’000
Balance as at 1 July 2019
99,469
9,663
(36,492)
72,640
Comprehensive income / (loss)
Loss for the year
Other comprehensive income / (loss)
Total comprehensive loss
Transactions with owners
Shares issued
Share issue costs
Share-based payments
-
-
-
22,463
(1,373)
-
-
-
-
-
-
1,460
Total transactions with owners
21,090
1,460
(8,370)
-
(8,370)
(8,370)
-
(8,370)
-
-
-
-
22,463
(1,373)
1,460
22,550
Balance as at 30 June 2020
120,559
11,123
(44,862)
86,820
The consolidated statement of changes in equity should be read in conjunction with the accompanying notes
ANNUAL REPORT 2021 36
SHEFFIELD RESOURCES LIMITED
Consolidated Financial Statements
CONSOLIDATED STATEMENT OF CASH FLOWS
For the year ended 30 June 2021
Cash flows from operating activities
Receipts from customers
Payments to suppliers and employees
Interest received
Interest paid
Note
2021
$’000
2020
$’000
-
7
(7,298)
(4,384)
41
-
74
(154)
Net cash used in operating activities
12
(7,257)
(4,457)
Cash flows from investing activities
Research and development tax refund
Payments for exploration and evaluation expenditure
Payments for plant and equipment
Proceeds from disposal of assets
Payments for development expenditure
Net cash outflow on loss of control of subsidiary
Release of / (Payments for) bonds
Payments for lease liabilities
Net cash used in investing activities
Cash flows from financing activities
Proceeds from issue of shares
Payments for share issue costs
Payments for lease liabilities
Net cash from financing activities
Net increase / (decrease) in cash and cash equivalents
Cash and cash equivalents at the beginning of the year
Cash and cash equivalents at the end of the period
12
-
(795)
(8)
-
(4,742)
(323)
41
-
(5,827)
12,882
(350)
(12)
12,520
(564)
7,083
6,519
670
(1,349)
-
1,755
(5,403)
-
(67)
(3,260)
(7,654)
18,000
(1,373)
(131)
16,496
4,385
2,698
7,083
The consolidated statement of cash flows should be read in conjunction with the accompanying notes
ANNUAL REPORT 2021 37
SHEFFIELD RESOURCES LIMITED
Notes to the Consolidated Financial Statements
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the year ended 30 June 2021
1. CORPORATE INFORMATION
The consolidated financial report for the year ended 30 June 2021 covers Sheffield Resources Limited (Sheffield, parent entity
or the Company) and its controlled entities (collectively known as the Group or consolidated entity). The principal activities during
the year were mineral sands exploration and development within Australia.
Sheffield is a for-profit company limited by shares whose shares are publicly traded on the Australian Securities Exchange. The
Company and its controlled entities were incorporated and domiciled in Australia. The registered office and principal place of
business of the Company is Level 2, 41-47 Colin Street, West Perth, WA 6005.
The consolidated financial report of Sheffield for the year ended 30 June 2021 was authorised for issue in accordance with a
resolution of the Directors on 9 September 2021.
2. BASIS OF PREPARATION
These general purpose financial statements have been prepared in accordance with Australia Accounting Standards and
Interpretations issued by the Australia Accounting Standards Board (AASB) and the Corporations Act 2001. The consolidated
financial statements also comply with International Financial Reporting Standards (IFRS) as issued by the International
Accounting Standards Board (IASB). The financial statements have been prepared on a going concern basis.
(a) Functional and presentation currency
Both the functional and presentation currency of Sheffield is Australian Dollars. Each entity in the Group determines its own
functional currency and items included in the financial statements of each entity are measured using that currency.
(b) Rounding of amounts
The amounts contained in the financial report have been rounded to the nearest $1,000 (unless otherwise stated) pursuant to
the option available to the Company under ASIC Class Order 2016/191. The Company is an entity to which this class order
applies.
(c) Historical cost convention
These financial statements have been prepared under the historical cost convention and on an accruals basis, except for certain
financial assets and liabilities which are required to be measured at fair value.
(d) Going concern
The financial statements have been prepared on a going concern basis. The Group recorded a net profit after tax for the year
ended 30 June 2021 of $28.0m (2020: net loss after tax of 8.4m). At 30 June 2021, the Group had $6.5m in cash and cash
equivalents (2020: $7.1m). The Group’s net assets were $128.4m (2020: $86.8m) and the net cash outflows from operating
activities were $7.3m (2020: $4.5m).
During the year, Sheffield and YGH Australia Investment Pty Ltd (Yansteel) entered into a binding joint venture agreement for the
formation of a 50:50 Joint Venture to own and develop the Thunderbird project. As per the terms of the agreement, Yansteel
subscribed for a 50% interest in Kimberly Mineral Sands Pty Ltd (KMS) and provided $130.1 million in project equity funding.
Sheffield had owned 100% of high-grade mineral sands Thunderbird project, located in north-west Western Australia. The
ownership of Thunderbird project was held by Sheffield through its 100% owned subsidiary KMS which included tenements and
other assets associated with Thunderbird.
In accordance with the terms of the agreement regarding the KMS Joint Venture, Sheffield recognised a contingent liability to
fund any excess equity shortfall up to a maximum of $10m. The payment is not yet due and remains contingent upon KMS
reaching a final investment decision in relation to the Thunderbird project.
The Directors prepared a cash flow forecast for the next 12 month period reflecting the need for further funding in the event that
a final investment decision was reached in relation to the Thunderbird project. Whilst the Directors are confident that funding
requirements will be successfully covered, the timing and costs of any additional funding remains uncertain. Should the Company
be unsuccessful in obtaining such funding, there is a material uncertainty which may cast significant doubt whether the Group
will be able to continue as a going concern and therefore, whether it will realise its assets and extinguish its liabilities in the
normal course of business and at the amounts stated in the financial report.
The Directors have discretion regarding the level and timing of expenditure to be incurred against forecast expenditure. Steps
can be taken to contain operating and investment activities which may include a review of assets held to rationalise the number
of tenements on hand which will assist in ensuring the Group’s ability to manage the timing of cash flows to meet committed
obligations of the business as and when they fall due.
ANNUAL REPORT 2021 38
SHEFFIELD RESOURCES LIMITED
Notes to the Consolidated Financial Statements
3. SIGNIFICANT ACCOUNTING ESTIMATES AND JUDGEMENTS
The preparation of the Group’s consolidated financial statements requires management to make judgements, estimates and
assumptions that affect the reporting amounts of assets and liabilities at the date of the consolidated financial statements, and
the reported amounts of revenues and expenses during the reporting period.
Estimates and assumptions are continuously evaluated and are based on management’s experience and other factors, including
expectations of future events, which are believed to be reasonable under the circumstances. However, actual outcomes would
differ from these estimates if different assumptions were used, and different conditions existed.
The Group has identified the following areas where significant judgements, estimates and assumptions are required, and where
actual results were to differ, may materially affect the financial position or financial results reported in future periods.
Share-based payments 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 using a Black-Scholes model.
Exploration and evaluation expenditure
The future recoverability of capitalised exploration and evaluation expenditure is dependent on several factors, including whether
the Group decides to exploit the related area of interest itself or, if not, whether it successfully recovers the related exploration
and evaluation asset through sale.
Factors which could impact the future recoverability include the level or reserves and resources, future technological changes
which could impact the cost of mining, future legal changes (including changes to environmental obligations) and changes to
commodity prices. To the extent that capitalised exploration and evaluation expenditure is determined not to be recoverable in
the future, this will reduce profits and net assets in the period in which this determination is made.
In addition, exploration and evaluation expenditure is capitalised if rights to tenure of the area of interest are current and
activities in the area of interest have not yet reached a stage which permits a reasonable assessment of the existence or
otherwise of economically recoverable reserves.
Mine development
The future recoverability of capitalised mine development expenditure is dependent on several factors, including the level of
proved and probable reserves and measured, indicated and inferred mineral resources, future technological changes which
could impact the cost of mining, future legal changes (including changes to environmental obligations) and changes to
commodity prices.
To the extent that capitalised mine development expenditure is determined not to be recoverable in the future, this will reduce
profits and net assets in the period in which this determination is made.
Mineral resources and ore reserves
The determination of reserves impacts the accounting asset carrying values, depreciation and amortisation rates, and provision
for decommissioning and restoration. The information in this report as it relates to ore reserves, mineral resources or
mineralisation is reported in accordance with the AusIMM “Australasian Code for Reporting of Identified Mineral Resources and
Ore Reserves 2012”. The information has been prepared by or under supervision of competent persons as identified by the
Code.
There are numerous uncertainties inherent in estimating mineral resources and ore reserves and assumptions that are valid at
the time of estimation may change significantly when new information becomes available. Changes in the forecast prices of
commodities, exchange rates, production costs or recovery rates may change the economic status of reserves and may ultimately
result in the reserves being restated.
4. NEW AND REVISED ACCOUNTING STANDARDS AND INTERPRETATIONS
The Group adopted all new or amended Accounting Standards and Interpretations issued by the Australian Accounting Standards
Board that are relevant to its operations and are mandatory for the current financial reporting period beginning 1 July 2020. Any
new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early adopted.
The following Accounting Standards and Interpretations are most relevant to the Group:
Conceptual Framework for Financial Reporting (Conceptual Framework)
The Group adopted the Conceptual Framework from 1 July 2020. The Conceptual Framework contains new definitions and
recognition criteria as well as new guidance on measurement that affects several Accounting Standards, but it has not had a
material impact on the Group’s financial statements.
ANNUAL REPORT 2021 39
SHEFFIELD RESOURCES LIMITED
Notes to the Consolidated Financial Statements
5. SEGMENT REPORTING
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision
maker (CODM). The CODM is responsible for allocating resources and assessing performance of the operating segments and
has been identified as the Board.
The Group’s operating segments are as follows:
•
•
Sheffield project – Project consists of mineral sand exploration tenements located in Western Australia held by Sheffield
Resources Limited.
Thunderbird project – Project consists of mineral sands tenements located in the Canning Basin that form part of the
potential Thunderbird mineral sand mining operation held by Thunderbird Operations Pty Ltd, subsidiary of Kimberley
Mineral Sands Pty Ltd (KMS). The Company deconsolidated KMS Group during the year. On 12 March 2021, YGH Australia
Investment Pty Ltd entered into a 50:50 joint venture with Sheffield to own and develop the Thunderbird project. The
ownership of Thunderbird project was held by Sheffield through its 100% owned subsidiary KMS prior to the formation of
the joint venture. Please refer to Notes 7 and 8.
• Other unallocated items – corporate expenses and share-based payments expenses are examples of items that are not
allocated to operating segments as they are not considered part of the core operation of any segment.
Current taxes and deferred taxes are not allocated to the segments as they are managed on a group basis.
Sheffield project
Thunderbird project
$’000
$’000
2021
Segment Reporting
Other income
Employee benefits expenses
Corporate expenses
Depreciation expenses
Gain on loss of control of subsidiary
-
-
-
-
-
Impairment exploration expenses
(408)
Share-based payments expenses
Share of joint venture loss
Finance costs
Segment profit / (loss) before tax
Segment assets
Segment liabilities
Other disclosures
Investment in joint venture
Capital expenditure
-
-
-
(408)
6,648
-
-
250
107
-
-
(331)
43,987
7
-
(3,717)
(3,441)
36,612
116,401
-
116,401
4,617
Other
$’000
223
(2,958)
(3,220)
(126)
-
-
(1,027)
-
-
(7,108)
6,816
1,478
Total
$’000
330
(2,958)
(3,220)
(457)
43,987
(401)
(1,027)
(3,717)
(3,441)
29,096
129,865
1,478
-
-
116,401
4,867
ANNUAL REPORT 2021 40
SHEFFIELD RESOURCES LIMITED
Notes to the Consolidated Financial Statements
2020
Segment Reporting
Other income
Employees benefit expense
Corporate expenses
Depreciation expenses
Gain on disposal of assets
Impairment exploration expenses
Share-based payments expenses
Finance costs
Segment loss before tax
Segment assets
Segment liabilities
Other disclosure
Capital expenditure
Sheffield project
Thunderbird project
$’000
$’000
-
-
-
-
-
(120)
-
-
(120)
6,806
-
-
-
-
(496)
-
(767)
-
(119)
(1,382)
78,651
3,171
Other
$’000
271
(3,334)
(2,273)
(188)
151
-
(1,460)
(35)
(6,868)
5,718
1,184
Total
$’000
271
(3,334)
(2,273)
(684)
151
(887)
(1,460)
(154)
(8,370)
91,175
4,355
323
14,508
-
14,831
6. FINANCIAL RISK MANAGEMENT
The Group manages its capital to ensure that entities in the Group will be able to continue as a going concern while maximising
the return to stakeholders through the optimisation of the debt and equity balance. The Group does not enter into or trade
financial instruments, including derivative financial instruments, for speculative purposes.
The Group have exposure to the following risks from their use of financial instruments:
•
•
•
Interest rate risk;
Credit risk; and
Liquidity risk
Risk management
The Group’s principal financial instruments comprise of cash, receivables and payables. The Group monitors and manages its
exposure to key financial risks in accordance with the Group’s financial management policy.
Interest rate risk management
The Group is exposed to interest rate risk as the Group holds cash and interest-bearing lease liabilities at both fixed and floating
interest rates. The Group constantly analyses its interest rate exposure. The Group’s exposure to interest rate risk is limited to
the amount of interest income it can potentially earn on surplus cash deposits and the discount rate used to determine the
present value of lease payments for interest bearing lease liabilities.
ANNUAL REPORT 2021 41
SHEFFIELD RESOURCES LIMITED
Notes to the Consolidated Financial Statements
Credit risk management
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Group.
The Group has adopted a policy of only dealing with creditworthy counterparties and obtaining sufficient collateral where
appropriate, as a means of mitigating the risk of financial loss from defaults. The Group’s exposure and the credit ratings of its
counterparties are continuously monitored, and the aggregate value of transactions concluded is spread amongst approved
counterparties. Credit exposure is controlled by counterparty limits that are reviewed and approved by the Directors periodically.
The carrying amount of financial assets recorded in the financial statements, net of any allowance for losses, represents the
Group’s maximum exposure to credit risk without taking account of the value of any collateral obtained.
Liquidity risk management
Ultimate responsibility for liquidity risk management rests with the Directors, who have built an appropriate liquidity risk
management framework for the management of the Group’s short, medium and long-term funding and liquidity management
requirements. The Group manages liquidity risk by maintaining adequate reserves, banking facilities and reserve borrowing
facilities by continuously monitoring forecast and actual cash flows and matching the maturity profiles of financial assets and
liabilities.
The Group financial instruments are as follows:
Floating
interest
rate
< 1 year
1 to 5
years
> 5
years
Non-
interest
bearing
Total
Weighted average
interest rate
$’000
$’000
$’000
$’000
$’000
$’000
Fixed
Floating
2021
Financial assets
Cash and cash equivalents
5,619
Trade and other receivables
Total financial assets
-
5,619
Financial liabilities
Trade and other payables
Total financial liabilities
-
-
-
51
51
-
-
-
-
-
-
-
-
-
-
-
-
900
246
6,519
297
0.23%
0.23%
1,146
6,816
335
335
335
335
-
0.22%
-
-
Floating
interest
rate
< 1 year
1 to 5
years
> 5
years
Non-
interest
bearing
Total
Weighted average
interest rate
$’000
$’000
$’000
$’000
$’000
$’000
Fixed
Floating
2020
Financial assets
Cash and cash equivalents
863
4,000
Trade and other receivables
-
180
Total financial assets
863
4,180
Financial liabilities
Trade and other payables
Lease liabilities
Total financial liabilities
-
-
-
-
19
19
-
-
-
-
-
-
-
-
154
154
1,338
1,338
2,220
7,083
0.67%
0.40%
320
500
0.67%
2,540
7,583
2,576
2,576
-
-
1,511
7.90%
2,576
4,087
-
-
-
ANNUAL REPORT 2021 42
SHEFFIELD RESOURCES LIMITED
Notes to the Consolidated Financial Statements
The Group’s expected contractual outflows and maturities of financial liabilities, including estimated interest payments, are as
follows:
2021
Financial liabilities
Trade and other payables
Current liabilities
Non-current liabilities
< 6 months
6 to 12 months
1 to 5 years
$’000
$’000
$’000
> 5 years
$’000
335
335
-
-
-
-
-
-
2020
Financial liabilities
Trade and other payables
Lease liabilities
Current
Non-Current
< 6 months
6 to 12 months
1 to 5 years
$’000
2,551
68
2,619
$’000
$’000
-
69
69
-
727
727
> 5 years
$’000
-
2,253
2,253
7. LIST OF SUBSIDIARIES AND OTHER ENTITIES
Subsidiaries are 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 consolidated from the date on which control is transferred to the Group. They
are deconsolidated from the date that control ceases.
Sheffield Resources Limited
Moora Talc Pty Ltd
Ironbridge Resources Pty Ltd
Sheffield Exploration (WA) Pty Ltd
Kimberley Minerals Sands Pty Ltd (formerly Thunderbird Finance Pty Ltd)
Kimberley Minerals Sands Pty Ltd Group
Thunderbird Operations Pty Ltd
Thunderbird Infraco Holdings Pty Ltd
Thunderbird Infraco Pty Ltd
Country of
incorporation
Ownership interest %
2021
2020
Australia
Australia
Australia
Australia
Australia
Australia
Australia
100%
100%
100%
50%
50%
50%
50%
100%
100%
100%
100%
100%
100%
100%
The Company deconsolidated Kimberley Mineral Sands Pty Ltd (KMS) and its subsidiaries during the year. On 12 March 2021,
YGH Australia Investment Pty Ltd entered into a 50:50 joint venture with Sheffield to own and develop the Thunderbird project.
The ownership of Thunderbird project was held by Sheffield through its 100% owned subsidiary KMS prior to the formation of
the joint venture. Please refer to Note 8.
ANNUAL REPORT 2021 43
SHEFFIELD RESOURCES LIMITED
Notes to the Consolidated Financial Statements
Reconciliation of the gain on loss of control of subsidiary, KMS at 12 March 2021 is as follows:
Kimberley Mineral Sands Pty Ltd Group - deconsolidation
Recognition of investment in Kimberley Minerals Sands Pty Ltd joint venture
Derecognition of subsidiary assets
Derecognition of subsidiary liabilities
Gain on loss of control of subsidiary in statement of profit or loss
2021
$’000
120,118
(78,399)
2,268
43,987
2020
$’000
-
-
-
-
8.
INTEREST IN A JOINT VENTURE
A joint venture is a type of joint arrangement whereby the parties that have joint control of the arrangement have rights to the
net assets of the joint venture. Joint control is the contractually agreed sharing of control of an arrangement, which exist only
when the decisions about relevant activities require the unanimous consent of the parties sharing control.
The considerations made in determining significant influence or joint control are similar to those necessary to determine control
over subsidiaries. The Group’s investment in its joint venture is accounted for using the equity method. Under the equity method,
the investment in a joint venture is initially recognised at cost. The carrying amount of the investment is adjusted to recognise
changes in the Group’s share of net assets of the joint venture since the acquisition date.
The statement of profit or loss reflects the Group’s share of the results of operations of the joint venture. The aggregate of the
Group’s share of profit or loss of a joint venture is shown on the face of the statement of profit or loss outside operating profit
and represents profit or loss after tax.
Kimberley Mineral Sands Pty Ltd Joint Venture
On 6 January 2021, Sheffield and YGH Australia Investment Pty Ltd (Yansteel) entered into a binding joint venture agreement
for the formation of a 50:50 Joint Venture to own and develop the Thunderbird project. As per the terms of the agreement,
Yansteel subscribed for a 50% interest in Kimberley Mineral Sands Pty Ltd (KMS) and provided $130.1 million in project equity
funding. Sheffield had owned 100% of high-grade mineral sands Thunderbird project, located in north-west Western Australia.
The ownership of Thunderbird project was held by Sheffield through its 100% owned subsidiary KMS which included tenements
and other assets associated with Thunderbird.
KMS became jointly owned by Sheffield and Yansteel as at 12 March 2021 following completion of the joint venture transaction.
Since that date, Sheffield’s interest in KMS is accounted for using the equity method in the consolidated financial statements.
ANNUAL REPORT 2021 44
SHEFFIELD RESOURCES LIMITED
Notes to the Consolidated Financial Statements
Summarised consolidated statement of profit or loss and other comprehensive income of KMS for the year ended 30 June 2021
is as follows:
Kimberley Mineral Sands Pty Ltd Joint Venture – continuing operations
Other income
Expenses
Loss before income tax
Income tax expense
Loss after income tax
Other comprehensive income / (loss)
Total comprehensive loss, net of tax
Reconciliation of loss after income tax – continuing operations
KMS reported loss before deconsolidation (1 July 2020 to 11 March 2021) 1
KMS joint venture loss (12 March 2021 to 30 June 2021)
Loss after income tax
2021
$’000
140
(4,053)
(3,913)
(7,074)
(10,987)
-
(10,987)
(3,553)
(7,434)
(10,987)
Reconciliation of share of joint venture loss – continuing operations
Sheffield’s share of KMS joint venture loss – 50% (12 March 2021 to 30 June 2021)
(3,717)
2020
$’000
-
-
-
-
-
-
-
-
-
-
-
Note 1: KMS’ financial results before formation of the joint venture on 12 March 2021 were consolidated into the Group’s statement of profit
or loss. Following the formation of the joint venture, the Group is only entitled to 50% of the loss for the remaining period 12 March 2021 to 30
June 2021 being 50% of $7.4m.
ANNUAL REPORT 2021 45
SHEFFIELD RESOURCES LIMITED
Notes to the Consolidated Financial Statements
Summarised consolidated statement of financial position of KMS as at 30 June 2021 is as follows:
Kimberley Mineral Sands Pty Ltd Joint Venture
2021
$’000
2020
$’000
Assets
Current assets
Non-current assets
Total assets
Liabilities
Current liabilities
Non-current liabilities
Total liabilities
Net assets
Reconciliation of carrying amount in joint venture investment
Opening balance of share of joint venture investment
Less contingent liabilities (Note 27)
Carrying amount of joint venture investment as at 12 March 2021
Sheffield’s share of KMS joint venture loss – 50% (12 March 2021 to 30 June 2021)
Closing carrying amount of joint venture investment as at 30 June 2021
128,589
81,753
210,342
1,983
9,142
11,125
199,217
130,118
(10,000)
120,118
(3,717)
116,401
-
-
-
-
-
-
-
-
-
KMS is governed by a four-person Board of Directors with Sheffield and Yansteel each nominating, and being represented by,
two directors. Key decisions require unanimous approval of both shareholders.
KMS had no other contingent liabilities as at 30 June 2021, except for exploration and capital commitments, for which the Group
has a corresponding commitment as disclosed in Note 26.
9. REMUNERATION OF AUDITORS
The auditor of Sheffield is HLB Mann Judd.
HLB Mann Judd
Amounts received or receivable for audit or review of the financial report of the entity
49,425
57,125
2021
$
2020
$
ANNUAL REPORT 2021 46
SHEFFIELD RESOURCES LIMITED
Notes to the Consolidated Financial Statements
10. OTHER INCOME
Other income is recognised when the amount can be reliably measured and control of the right to receive income is passed to
the Group.
The Group’s other income is as follows:
Other income
Government incentives
Interest income
11. INCOME TAX
2021
$’000
215
74
41
330
2020
$’000
196
-
75
271
The income tax expense or benefit is the tax payable on the current period’s taxable income based on the applicable income tax
rate for each jurisdiction adjusted by changes in deferred tax assets and liabilities attributable to temporary difference and to
unused tax losses.
The carrying amount of deferred tax assets is reviewed at each balance date and reduced to the extent that it is no longer
probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be utilised.
Unrecognised deferred income tax assets are reassessed at each balance date and are recognised to the extent that it has
become probable that future taxable profit will allow the deferred tax asset to be recovered.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the asset is realised
or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the balance date.
Income taxes relating to items recognised directly in equity are recognised in equity and not in profit or loss. Income taxes relating
to items recognised directly in equity are recognised in equity and not in profit or loss.
Deferred tax assets and deferred tax liabilities are offset only if a legally enforceable right exists to set off current tax assets
against current tax liabilities and the deferred tax assets and liabilities relate to the same taxable entity and the same taxation
authority.
The deductible temporary difference and tax losses do not expire under current tax legislation. Deferred tax is provided on all
temporary differences at the balance date between the tax bases of assets and liabilities and their carrying amounts for financial
reporting purposes.
Deferred tax liabilities
Deferred tax liabilities are recognised for all taxable temporary differences except:
• when the deferred tax liability arises from initial recognition of an asset or liability in a transaction that is not a business
combination and that, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss; or
• when the taxable temporary difference is associated with investments in subsidiaries or interests in joint ventures, and the
timing of the reversal of the temporary difference can be controlled and it is probable that the temporary difference will not
reverse in the foreseeable future.
Deferred tax assets
Deferred tax assets are recognised for all deductible temporary differences, carry-forward of unused tax assets and unused tax
losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary differences
and the carry-forward of unused tax credits and unused tax losses can be utilised, except:
• when the deferred income tax asset relating to the deductible temporary difference arises from the initial recognition of an
asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the
accounting profit nor taxable profit or loss; or
• when the deductible temporary difference is associated with investments in subsidiaries or interests in joint ventures, in
which case a deferred tax asset is only recognised to the extent that it is probable that the temporary difference will reverse
in the foreseeable future and taxable profit will be available against which the temporary difference can be utilised.
ANNUAL REPORT 2021 47
SHEFFIELD RESOURCES LIMITED
Notes to the Consolidated Financial Statements
Tax consolidation
Sheffield Resources Limited and its wholly-owned Australian controlled entities implemented the tax consolidation legislation.
These entities are taxed as a single entity and the deferred tax assets and liabilities of these entities are set off in the consolidated
financial statements. The current and deferred tax are recognised in the statement of profit or loss.
Reconciliation of income tax expense to prima facie tax is as follows:
2021
$’000
2020
$’000
Profit / (loss) before income tax
29,096
(8,370)
Prima facie tax calculated at 26% (2020: 27.5%)
7,565
(2,302)
Adjusted for the tax effect of:
Non-deductible share-based payments
Share of joint venture loss
Accruals
Other non-assessable income
Other non-deductible expenses
Other deductible items
Share issue costs
Immediate deduction for exploration and evaluation expenditure
Unrecognised tax losses
Income tax expense reported in the statement of profit or loss
Reconciliation of recognised deferred tax balances is as follows:
Recognised deferred tax
Exploration and evaluation expenditure
Mine development expenditure
Trade and other receivables
Plant and equipment
Capitalised business expenditure
Other timing differences
254
966
62
(11,437)
878
(3)
(376)
(100)
1,103
(1,088)
2021
$’000
(1,728)
-
(20)
7
569
84
Net deferred tax assets / (liabilities) reported in the statement of financial position
(1,088)
687
-
(1)
-
759
(1,306)
(408)
(380)
2,951
-
2020
$’000
-
-
-
-
-
-
-
ANNUAL REPORT 2021 48
SHEFFIELD RESOURCES LIMITED
Notes to the Consolidated Financial Statements
Reconciliation of unrecognised deferred tax balances is as follows:
Unrecognised deferred tax
Exploration and evaluation expenditure
Mine development expenditure
Joint venture investment
Carried forward tax losses
Other timing differences
Unrecognised deferred tax assets / (liabilities)
20212
$’000
-
-
(27,225)
21,841
-
(5,384)
20201
$’000
(2,636)
(6,801)
-
-
19,696
10,259
Note 1: Deferred tax assets of $10.3m are not recognised because it is not probable that future taxable profit will be available against which the
Company can utilise the benefits.
Note 2: Deferred tax liabilities of $5.4m are not recognised as the balance is associated with the interest in the joint venture, the timing of the
reversal of the temporary difference can be controlled and it is probable that it will not be reversed in the foreseeable future.
12. CASH AND CASH EQUIVALENTS
Cash comprises of cash at bank and in hand. Cash equivalents are short term, highly liquid investments that are readily
convertible to known amounts of cash. Cash at bank earns interest at floating rates based on daily bank deposit rates.
Short-term deposits are made for varying periods of up to three months, depending on the immediate cash requirements of the
Group, and earn interest at the respective short-term deposit rates.
For the purposes of the statement of cash flows, cash and cash equivalents consist of cash and cash equivalents, net of
outstanding bank overdrafts.
The Group’s cash and cash equivalents are as follows:
Current assets
Cash at bank and on hand
Short-term deposits
2021
$’000
6,519
-
6,519
2020
$’000
3,083
4,000
7,083
ANNUAL REPORT 2021 49
SHEFFIELD RESOURCES LIMITED
Notes to the Consolidated Financial Statements
Reconciliation of cash used in operating activities is as follows:
Profit / (Loss) after income tax
28,008
(8,370)
2021
$’000
2020
$’000
Adjustments for non-cash items
Income tax expense
Depreciation expenses
Share-based payments expenses
Impairment exploration expenses
Gain on disposal of assets
Gain on loss of control of subsidiary1
Share of joint venture loss
Discontinued borrowing costs and fees
Other
Changes in assets and liabilities
(Increase) / Decrease in trade and other receivables
Increase / (Decrease) in trade and other payables
Increase / (Decrease) in provisions
Net cash (used in) operating activities
1,088
457
1,027
401
-
(43,987)
3,717
3,364
-
684
2,843
887
(151)
-
-
-
-
(203)
203
(1,322)
(213)
(7,257)
17
34
(198)
(4,457)
Note 1: The Company deconsolidated its subsidiary, Kimberley Mineral Sands Pty Ltd during the year. Please refer to Notes 7 and 8.
13. TRADE AND OTHER RECEIVABLES
Trade receivables are measured on initial recognition at fair value and are subsequently measured at amortised cost using the
effective interest rate method, less any allowance for impairment. Trade receivables are generally due for settlement within 30
days.
Impairment of trade receivables is continually reviewed and those that are considered uncollectable are written off by reducing
the carrying amount directly. An allowance account is used when there is objective evidence that the Group will not be able to
collect all amounts due according to the original contractual terms.
The Group’s trade and other receivables are as follows:
Current assets
Trade and other receivables
Bank guarantees – office lease and credit card facilities
2021
$’000
246
51
297
2020
$’000
320
180
500
ANNUAL REPORT 2021 50
SHEFFIELD RESOURCES LIMITED
Notes to the Consolidated Financial Statements
14. OTHER NON-CURRENT ASSETS
The Group’s non-current assets are as follows:
Non-current assets
Transaction costs1
2021
$’000
-
-
2020
$’000
3,364
3,364
Note 1: The Company deconsolidated its subsidiary, Kimberley Mineral Sands Pty Ltd during the year. The transaction costs were related to the
establishment of the loan facilities negotiated for the Thunderbird project. The loan facilities were terminated in March 2021. Please refer to
Notes 7 and 8.
15. PLANT AND EQUIPMENT, RIGHT OF USE ASSETS & MINE DEVELOPMENT
Plant and equipment
Plant and equipment is stated at historical cost less accumulated depreciation and any accumulated impairment losses.
Historical cost includes expenditure that is directly attributable to the acquisition of the items.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is
probable that future economic benefits associated with the item will flow to the group and the cost of the item can be measured
reliably. The carrying amount of any component accounted for as a separate asset is derecognized when replaced. All other
repairs and maintenance are charged to profit or loss during the reporting period in which they are incurred.
The carrying values of plant and equipment are reviewed for impairment at each balance date, with recoverable amount being
estimated when events or changes in circumstances indicate that the carrying value may be impaired.
An item of plant and equipment is derecognised upon disposal or when no further future economic benefits are expected from
its use or disposal. Any gain or loss arising on derecognition of the asset (calculated as the difference between the net disposal
proceeds and the carrying amount of the asset) is included in profit or loss in the year the asset is derecognised.
Depreciation is calculated on a straight-line basis over the estimated useful life of the assets as follows:
•
Buildings – 10 years
• Motor Vehicles – 4 years
•
Plant and equipment – 2 to 10 years
Right of use assets
The right of use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease
payments made at or before the commencement date. The right of use asset is subsequently depreciated using the straight-line
method from the commencement date to the earlier of the end of the useful life of the right of use asset or the end of the lease
term.
Mine development
Mine development costs are accumulated when economically recoverable reserves have been identified and a decision to
develop has occurred. This expenditure includes all capitalised exploration and evaluation expenditure in respect of the area of
interest, direct costs of construction, overheads and where applicable borrowing costs capitalised during construction. Once
mining of the area can commence, the aggregated capitalised costs are classified under non-current assets as an appropriate
class of property, plant and equipment.
The Group assesses at each balance date whether there is an indication that an asset may be impaired. If any such indication
exists, or when annual impairment testing for an asset is required, the Group makes an estimate of the asset’s recoverable
amount.
An assessment is also made at each balance date as to whether there is any indication that previously recognised impairment
losses may no longer exist or may have decreased. If such indication exists, the recoverable amount is estimated. A previously
recognised impairment loss is reversed only if there has been a change in the estimates used to determine the asset’s
recoverable amount since the last impairment loss was recognised.
The recoverable amount which makes up these development costs was estimated on the present value of the future cash flows
expected to be derived from the Project, using a pre-tax discount rate of 10%. The recoverable amount of the Thunderbird project
was estimated to be higher than the carrying amount and no impairment was required.
ANNUAL REPORT 2021 51
SHEFFIELD RESOURCES LIMITED
Notes to the Consolidated Financial Statements
The Group’s non-current assets are as follows:
2021
Non-current assets
Carrying amount – at cost
Accumulated depreciation
Reconciliation
Opening balance at the beginning of the year
Additions
Derecognition of assets – deconsolidation1
Depreciation expenses
163
(163)
-
3,719
8
(3,316)
(411)
-
Plant &
equipment
Right of use
assets
Mine
development
$’000
$’000
$’000
-
-
-
-
-
-
1,393
-
64,979
4,072
70,091
4,080
(1,347)
(69,051)
(73,714)
(46)
-
-
-
(457)
-
Note 1: The Company deconsolidated its subsidiary, Kimberley Mineral Sands Pty Ltd during the year. Please refer to Notes 7 and 8.
2020
Non-current assets
Carrying amount – at cost
Accumulated depreciation
Reconciliation
Plant &
equipment
Right of use
assets
Mine
development
$’000
$’000
$’000
4,891
(1,172)
3,719
1,544
(151)
1,393
64,979
-
64,979
53,952
9,971
3,331
-
(670)
(1,605)
-
64,979
Opening balance at the beginning of the year
4,232
2,058
Additions
Transfers between asset classes1
Derecognition of right of use asset2
Capitalisation of research & development grant
Disposal of assets
Depreciation expenses
-
-
-
-
(38)
(475)
3,719
-
-
(456)
-
-
(209)
1,393
Note 1: The Group transferred $3.3m in relation to commitment fees paid on the undrawn US$175m Taurus Mining Fund Facility.
Note 2: The lease for the corporate office lease reached the expiry date for the initial term. The Group elected not to renew for the option term
of a further 3 years. The Group renegotiated the lease for a fixed term 6 months, then monthly by agreement with the lessor.
ANNUAL REPORT 2021 52
Total
$’000
163
(163)
-
Total
$’000
71,414
(1,323)
70,091
60,242
9,971
3,331
(456)
(670)
(1,643)
(684)
70,091
SHEFFIELD RESOURCES LIMITED
Notes to the Consolidated Financial Statements
16. EXPLORATION AND EVALUATION ASSETS
Exploration and evaluation assets are initially measured at cost and include acquisition of rights to explore, studies, exploratory
drilling, trenching and sampling and associated activities and an allocation of depreciation and amortised of assets used in
exploration and evaluation activities. General and administrative costs are only included in the measurement of exploration and
evaluation costs where they are related directly to operational activities in a particular area of interest.
The recoupment of costs carried forward in relation to areas of interest in the exploration and evaluation phases is dependent
on the successful development and commercial exploitation or sale of the respective areas. Exploration and evaluation
expenditures in relation to each separate area of interest are recognised as an exploration and evaluation asset in the year in
which they are incurred where the following conditions are satisfied:
•
•
the rights to tenure of the area of interest are current; and
at least one of the following conditions is also met:
-
-
the exploration and evaluation expenditures are expected to be recouped through successful development and
exploitation of the area of interest, or alternatively, by its sale; or
exploration and evaluation activities in the area of interest have not at the balance 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 in relation to, the area of interest are continuing.
Exploration and evaluation assets are assessed for impairment when facts and circumstances suggest that the carrying amount
of an exploration and evaluation asset may exceed its recoverable amount. The recoverable amount of the exploration and
evaluation asset is estimated to determine the extent of the impairment loss, if any.
Where an impairment loss subsequently reverses, the carrying amount of the asset is increased to the revised estimate of its
recoverable amount, but only to the extent that the increased carrying amount does not exceed the carrying amount that would
have been determined had no impairment loss been recognised for the asset in previous years.
The Group’s exploration and evaluation assets are as follows:
Non-current assets
Exploration and evaluation assets – at cost
Expenditure incurred
Derecognition of assets – deconsolidation1
Impairment of exploration expenditure2
2021
$’000
10,137
788
(3,876)
(401)
6,648
2020
$’000
9,641
1,383
-
(887)
10,137
Note 1: The Company deconsolidated its subsidiary, Kimberley Mineral Sands Pty Ltd during the year. Please refer to Notes 7 and 8.
Note 2: The exploration and evaluation expenditure were not considered to have further commercial value at reporting date.
17. TRADE AND OTHER PAYABLES
Trade and other payables represent liabilities for goods and services provided to the Group prior to the year end and which are
unpaid. These amounts are unsecured and have 30 to 60-day payment terms.
The Group’s trade and other payables are as follows:
Current liabilities
Trade payables
Other payables
2021
$’000
17
318
335
2020
$’000
1,584
992
2,576
ANNUAL REPORT 2021 53
SHEFFIELD RESOURCES LIMITED
Notes to the Consolidated Financial Statements
18. LEASE LIABILITIES
A lease liability is initially measured at the present value of the remaining lease payments, discounted using the interest rate
implicit in the lease or, if that rate cannot be readily determined, the Group’s incremental borrowing rate. The lease liability is
measured at amortised cost using the effective interest method.
The Group’s lease liabilities are as follows:
Current liabilities
Lease liabilities1
Non-current liabilities
Lease liabilities1
2021
$’000
-
-
-
2020
$’000
19
1,492
1,511
Note 1: The Company deconsolidated its subsidiary, Kimberley Mineral Sands Pty Ltd during the year. Please refer to Notes 7 and 8.
19. PROVISIONS
Provisions are measured at the present value of management’s best estimate of the expenditure required to settle the present
obligation at the reporting date. The discount rate used to determine the present value reflects current market assessments of
the time value of money and the risks specific to the liability. The increase in the provision due to the passage of time is
recognised as an expense.
Employee benefits
Short term obligations
Liabilities accruing to employees in respect of wages and salaries, annual leave, long service leave and sick leave expected to
be settled within 12 months of the balance date are recognised as current liabilities in respect of employees’ services up to the
balance date. They are measured at the amounts expected to be paid when the liabilities are settled. Liabilities for non-
accumulated sick leave are recognised when the leave is taken and are measured at the rates paid or payable.
Long term obligations
Liabilities accruing to employees in respect of wages and salaries, annual leave, long service leave and sick leave not expected
to be settled within 12 months of the balance date are recognised in non-current liabilities in respect of employees’ services up
to the balance date. They are measured as the present value of the estimated future outflows to be made by the Group.
Provision for rehabilitation
Rehabilitation costs are recognised in full at present value as a non-current liability. An equivalent amount is capitalised as part
of the cost of the asset when an obligation arises to decommission or restore a site to a certain condition as a result of bringing
the assets to its present location.
Any changes in the estimates for the costs or other assumptions against the cost of relevant assets are accounted for on a
prospective basis. In determining the costs of site restoration there is uncertainty regarding the nature and extent of the
restoration due to community expectations and future legislation.
The Group’s provisions are as follows:
Current liabilities
Provision for employee benefits
Non-current liabilities
Provision for rehabilitation1
2021
$’000
55
-
55
2020
$’000
205
63
268
Note 1: The Company deconsolidated its subsidiary, Kimberley Mineral Sands Pty Ltd during the year. Please refer to Notes 7 and 8.
ANNUAL REPORT 2021 54
SHEFFIELD RESOURCES LIMITED
Notes to the Consolidated Financial Statements
20. ISSUED CAPITAL
Ordinary shares are classified as equity. Costs attributable to the issue of new shares or options are shown in equity as a
deduction, net of tax.
Ordinary shares entitle the holder to participate in dividends and the proceeds on winding up of the company in proportion to the
number of and amounts paid on the shares held. Ordinary shares entitle their holder to one vote, either in person or by proxy, at
a meeting of the Company.
Reconciliation of movements in issued capital is as follows:
2021
2020
Number
$’000
Number
$’000
Equity
Opening balance at the beginning of the year
311,795,340
120,559
260,555,374
Issue of fully paid ordinary shares1
Issued pursuant to a Facility Agreement2
Issued pursuant to an Agreement3
-
-
-
Issued of fully paid ordinary shares4
34,259,421
Share issue costs
-
-
-
-
46,153,846
2,250,000
2,836,120
12,882
(350)
-
-
346,054,761
133,091
311,795,340
99,469
18,000
1,463
3,000
-
(1,373)
120,559
Note 1: On 16 September 2019, the Company issued 26,550,002 fully paid ordinary shares for $0.39 per share to sophisticated and
professional investors as part of a share placement to raise $18 million. On 30 October 2019, the Company completed the share placement by
issuing a further 19,603,844 fully paid ordinary shares for $0.39 per share.
Note 2: On 1 August 2019, the Company issued 2,250,000 fully paid ordinary shares for $0.650 per share to Taurus Mining Finance and Taurus
Mining Finance Annex Fund L.P. in partial satisfaction of a front end fee associated with the bridge facility mandate dated 25 June 2019. The
shares were valued using the closing share price on the day prior to issue, being 31 July 2019.
Note 3: On 9 April 2020, the Company issued 2,836,120 fully paid ordinary shares for $1.057 per share for consideration to Kimberley
Sustainable Development Pty Ltd pursuant to the Thunderbird Project Co-existence Agreement dated 31 October 2018. The shares were valued
using the 20-day VWAP up to and including 31 October 2018. These shares are held in escrow until 9 September 2020.
Note 4: On 12 August 2020, the Company issued 34,259,421 fully paid ordinary shares for $0.376 per share for consideration to YGH Australia
Investment Pty Ltd.
21. RESERVES
The Company provides benefits to employees (including Directors) in the form of share-based payments whereby employees
render services in exchange for shares or rights over shares (share-based payments). The cost of these share-based payments
with employees is measured by reference to the fair value at the date they are granted. The value is determined using an
appropriate valuation model. In valuing share-based payments, no account is taken of any performance conditions, other than
conditions linked to the price of the shares of Sheffield (market conditions) if applicable.
The cumulative expense is recognised for share-based payments at each reporting date until vesting date and reflects the extent
to which the vesting period has expired and the number of awards, that will ultimately vest. 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 a share-based payment 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 a share-based payment is cancelled (other than cancellation when a vesting condition has not been satisfied), 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 submitted for the cancelled award and designated as a replacement award on the date that it is
granted, the cancelled and new awards are treated as if they were a modification of the original award, as described in the
previous paragraph.
ANNUAL REPORT 2021 55
SHEFFIELD RESOURCES LIMITED
Notes to the Consolidated Financial Statements
Reconciliation of movements in reserves is as follows:
Equity
Opening balance at the beginning of the year
Share-based payments expenses
2021
$’000
11,123
1,027
12,150
2020
$’000
9,663
1,460
11,123
Employee share option plan
Employees of the Group (including Directors) may be issued with options over ordinary shares of Sheffield. Options are issued
for nil consideration and are subject to performance criteria established by the Directors of Sheffield. The objective of the grant
of options to employees is to assist in the recruitment, retention, reward and motivation of the employees of the Group.
Options granted may be exercised at any time from the date of vesting to the date of expiry. The exercise price for employee
options granted under the Employee Share Option Plan will be fixed by the Directors prior to the grant of the option. Each
employee share option converts to one fully paid ordinary share of Sheffield. The options do not provide any dividend or voting
rights and are not quoted on the Australian Securities Exchange.
The following options were in place:
Date of expiry
Grant date
Exercise price
Number under options
30 November 2023
19 November 2019
$0.65
960,000
Detailed disclosures regarding vesting conditions of the options are set out in the Remuneration Report, which forms part of the
Directors’ Report.
Options issued in consideration for services
No options were issued in consideration for services during the year.
Options issued as remuneration
No options were issued as remuneration during the year.
Movement in options
2021
2020
Number
under options
Weighted average
exercise price
Number
under options
Weighted average
exercise price
Movement in options
Outstanding at the beginning of the year
4,517,037
$0.57
10,501,667
Granted during the year
Exercised during the year
Lapsed during the year
Cancelled during the year
Outstanding at the end of the year
Exercisable at the end of the year
-
-
-
-
960,000
-
(3,557,037)
$0.50
(6,666,667)
-
960,000
960,000
-
(277,963)
$0.65
$0.65
4,517,037
2,553,998
$0.47
$0.65
-
$0.37
$1.00
$0.57
$0.94
ANNUAL REPORT 2021 56
SHEFFIELD RESOURCES LIMITED
Notes to the Consolidated Financial Statements
The weighted average contractual remaining life of the share options outstanding as at 30 June 2020 is 2.42 years (2020: 1.89
years).
The table lists the inputs to the model for options outstanding during the year:
Dividend yield
Expected volatility
Risk-free interest rate
Expected life of options
Exercise price
Grant date share price
Number
Fair value at grant date
Grant date
Expiry date
0%
70%
0.75%
2.42 years
$0.65
$0.34
960,000
$0.13
19 November 2019
30 November 2023
The expected life of an option is based on historical data and is not necessarily indicative of exercise payments that may occur.
The expected volatility reflects the assumption that the historical volatility is indicative of future trends, which may also not
necessarily be the actual outcome. No other features of the options granted were incorporated into the measurement of fair
value.
Employee incentive plan
The Employee Incentive Plan was established to enable employees of the Group to be issued with performance rights entitling
each participant to a fully paid ordinary share. The performance rights issued for nil consideration are issued in accordance with
the terms and conditions approved at a General Meeting by shareholders and in accordance with performance criteria
established by the Directors. The objective of the Employee Incentive Plan is to assist in the recruitment, reward, retention and
motivation of employees of the Group.
Employees do not possess any rights to participate in the Employee Incentive Plan as participation is solely determined by the
Directors. Performance rights convert to one fully paid ordinary share in Sheffield at an exercise price of nil upon meeting certain
non-market-based performance conditions. The performance rights do not provide any dividend or voting rights and are not
quoted on the Australian Securities Exchange. If an employee ceases to be employed by the Group within the period, the
unvested performance rights will be forfeited.
The following performance rights were in place and are subject to the Company Performance Rights plan:
Date of expiry
Grant date
Exercise price
Number under rights
30 November 2021
30 November 2017
31 December 2021
18 December 2020
28 February 2022
1 March 2018
26 October 2025
6 November 2018
1 December 2025
22 December 2018
Nil
Nil
Nil
Nil
Nil
1,700,000
3,000,000
256,173
480,342
2,480,346
7,916,861
Detailed disclosures regarding vesting conditions of the Performance Rights are set out in the Remuneration Report, which forms
part of the Directors’ Report.
ANNUAL REPORT 2021 57
SHEFFIELD RESOURCES LIMITED
Notes to the Consolidated Financial Statements
Movement in performance rights
2021
2020
Number
under rights
Weighted average
grant price
Number
under rights
Weighted average
grant price
Movement in performance rights
Outstanding at the beginning of the year
11,191,318
$0.60
9,338,359
Granted during the year
Vested during the year
Lapsed during the year
Forfeited during the year1
Cancelled during the year
-
-
(2,570,830)
(703,627)
-
-
$0.78
$0.77
3,000,000
-
-
-
-
-
(1,147,041)
Outstanding at the end of the year
7,916,861
$0.53
11,191,318
Exercisable at the end of the year
-
-
-
$0.78
$0.15
-
-
-
$0.84
$0.60
-
Note 1: Mr Bruce McFadzean stepped down from the Managing Director role on 1 July 2021 and subsequently retired from his position as Non-
Executive Director on 6 September 2021. In addition to cash benefits made in favour of Mr McFadzean, the Board determined that Mr McFadzean
could retain a portion of awards totalling 532,794 performance rights and the balance of 703,627 performance rights were forfeited. The
adjustments were recognised at 30 June 2021 and disclosed in the Remuneration of Key Management Personnel table, which forms part of the
Directors’ Report. The 532,794 performance rights vested in favour of Mr Bruce after the reporting date on 1 July 2021.
The fair value of the performance rights is measured at grant date was estimated by taking the market price of the Company’s
shares on that date less the present value of expected dividends that will not be received on the performance rights during the
vesting period. The weighted average remaining contractual life of the performance rights as at 30 June 2021 is 1.95 years
(2020: 3.67 years).
Rights issued in consideration for services
No rights were issued in consideration for services during the year.
Rights issued as remuneration
No rights were issued as remuneration during the year.
22. ACCUMULATED LOSSES
Reconciliation of movements in accumulated losses is as follows:
Equity
Accumulated losses at the beginning of the year
Profit / (Loss) after income tax
2021
$’000
(44,862)
28,008
(16,854)
2020
$’000
(36,492)
(8,370)
(44,862)
23. EARNINGS / (LOSS) PER SHARE
Basic earnings per share is determined by dividing the operating loss after income tax by the weighted average number of
ordinary shares outstanding during the year.
Diluted earnings per share adjusted the figures used in the determination of basic earnings per share by taking into account
amounts unpaid on ordinary shares and any reduction in earnings per share that will probably arise from the exercise of partly
paid shares or options outstanding during the year.
The conversion of options and performance rights to shares for purposes of dilutive calculation is not required when the Group
is in a loss position because the conversion would cause the loss position to decrease.
ANNUAL REPORT 2021 58
SHEFFIELD RESOURCES LIMITED
Notes to the Consolidated Financial Statements
From continuing operations
Basic earnings / (loss) per share
Diluted earnings / (loss) per share
2021
Cents per
share
2020
Cents per
share
8.19
8.04
(2.81)
(2.81)
2021
$’000
2020
$’000
Earnings used in calculating earnings / (loss) per share – continuing operations
Profit / (Loss) after income tax attributable to owners
28,008
(8,370)
Weighted average number of shares used as denominator
Weighted average number of ordinary shares for basic earnings / (loss) per share
342,019
297,735
2021
2020
Number (‘000)
Number (‘000)
Effects of dilution from:
- Options
- Performance rights
-
6,511
-
-
Weighted average number of ordinary shares for diluted earnings / (loss) per share
348,530
297,735
24. RELATED PARTIES
Loans to subsidiaries
Loans made by Sheffield to its controlled entities are made to meet required expenditure. The loans are payable on demand and
are not interest bearing.
Transactions with other related parties
Farview Solutions Limited (Farview) provides consultancy services to the Group. Mr Griffin is a director and controlling
shareholder of Farview and also serves as Executive Chair of Sheffield. The total amount paid to Farview during the year was
$258,065 (2020: $20,000). The payment was disclosed in Remuneration Report section, which forms part of the Directors’
Report.
Ozscot Trust (Ozscot) provides general consultancy services and workshop participation to the Group. Mr Cowe is a director of
Ozscot and also serves as Non-Executive Director of Sheffield. The total amount paid to Ozscot during the year was $6,000 plus
GST (2020: nil). The payment was disclosed in Remuneration Report section, which forms part of the Directors’ Report.
25. KEY MANAGEMENT PERSONNEL
The following persons acted as Directors of the Company during the year:
• Mr John Richards – Lead Independent Director (appointed 13 April 2021, previously Non-Executive Chair)
• Mr Ian Macliver – Non-Executive Director
• Mr Gordon Cowe – Non-Executive Director (appointed 12 March 2021)
• Mr David Archer – Non-Executive Director (resigned 12 March 2021)
• Mr Will Burbury – Non-Executive Director (resigned 12 March 2021)
• Mr Bruce McFadzean – Managing Director (appointed Non-Executive Director 1 July 2021; resigned 6 September 2021)
• Mr Bruce Griffin – Executive Chair (appointed 13 April 2021, previously Commercial Director)
ANNUAL REPORT 2021 59
SHEFFIELD RESOURCES LIMITED
Notes to the Consolidated Financial Statements
The following persons are the other key management personnel of the Company during the year:
• Mr Mark Di Silvio – Company Secretary & Chief Financial Officer
• Mr Stuart Pether – Chief Operating Officer (resigned 12 March 2021)
The aggregate compensation made to directors and other key management personnel of the Group is as follows:
Short-term employee benefits
Post-employment benefits
Share-based payments expenses1
Termination benefits1
2021
$
2020
$
1,923,252
1,532,134
89,923
97,840
1,120,735
1,396,643
238,308
-
3,372,218
3,026,617
Note 1: Mr McFadzean stepped down from the Managing Director role on 1 July 2021 and subsequently retired from his position as Non-
Executive Director on 6 September 2021. Cash benefits (including leave entitlements) totalling $238,308 were made in favour of Mr McFadzean,
comprising statutory and contractual obligations associated with his employment as Managing Director. Additionally, the Board determined that
Mr McFadzean could retain a portion of awards made under the Long Term Incentive plan and that amount ($337,548), in conjunction with the
number of awards forfeited ($370,692), was recognised at 30 June 2021. Detailed remuneration disclosures are set out in the Remuneration
Report section, which forms part of the Directors’ Report.
Other Key Management Personnel Transactions with The Company
There were no other key management personnel transactions with the Company other than the fees paid to Farview Solutions
Limited and Ozscot Trust as detailed in Note 24.
Loans to Key Management Personnel
No loans were granted to key management personnel during the year.
26. COMMITMENTS
Exploration commitments
To maintain current rights of tenure to exploration tenements, the Group is required to meet the minimum expenditure
requirements specified by various State and Territory Governments. The minimum amounts required to retain tenure is $263k
(2020: $1.6m). These obligations are expected to be fulfilled in the normal course of operations.
Joint venture with YGH Australia Investment Pty Ltd
On 6 January 2021, Sheffield and YGH Australia Investment Pty Ltd (Yansteel) entered into a binding joint venture agreement
for the formation of a 50:50 Joint Venture to own and develop the Thunderbird project. As per the terms of the agreement,
Yansteel subscribed for a 50% interest in Kimberly Mineral Sands Pty Ltd (KMS) and provided $130.1 million in project equity
funding. Sheffield had owned 100% of high-grade mineral sands Thunderbird project, located in north-west Western Australia.
The ownership of Thunderbird project was held by Sheffield through its 100% owned subsidiary KMS which included tenements
and other assets associated with Thunderbird.
KMS became jointly owned by Sheffield and Yansteel as at 12 March 2021 following completion of the joint venture transaction.
Please refer to Notes 7 and 8. KMS reported exploration commitments of $1.49m for 2022. KMS also has the following capital
commitments relating to Thunderbird Operations Pty Ltd:
•
•
$0.4m annual support payment; and
$1.5m payable on a positive final investment decision for the Thunderbird project.
27. CONTINGENT LIABILITIES
In accordance with the terms of agreement with regards to the KMS Joint Venture, Sheffield recognised a contingent liability to
fund any excess equity shortfall up to a maximum of $10m. The payment is contingent upon KMS reaching a final investment
decision with regards to the Thunderbird project. No such decision was made at 30 June 2021.
The Group has no other contingent liabilities as at 30 June 2021 (2020: nil).
ANNUAL REPORT 2021 60
SHEFFIELD RESOURCES LIMITED
Notes to the Consolidated Financial Statements
28. EVENTS SUBSEQUENT TO REPORTING PERIOD
Mr McFadzean stepped down from the Managing Director role on 1 July 2021 and subsequently retired from his position as Non-
Executive Director on 6 September 2021. Cash benefits (including leave entitlements) totalling $238,308 were made in favour
of Mr McFadzean on 1 July 2021, representing the Company’s contractual and statutory obligations associated with his role as
Managing Director. Additionally, the Board determined that Mr McFadzean retain a portion of awards made under the employee
plan and 532,794 out of 1,236,421 performance rights held by Mr McFadzean vested on 1 July 2021 with the remainder
forfeited. Mr McFadzean exercised the performance rights on 6 August 2021. The benefits and entitlements were recognised at
30 June 2021.
Other than noted above, there has been no additional matter or circumstance that has arisen after balance date that has
significantly affected, or may significantly affect, the operations of the Group, the results of those operations, or the state of
affairs of the Group in future financial periods.
29. PARENT ENTITY INFORMATION
Assets
Current assets
Non-current assets
Total assets
Liabilities
Current liabilities
Non-current liabilities
Total liabilities
Net assets
Equity
Issued capital
Reserves
Accumulated losses
Total equity
Financial performance
Profit / (Loss) after income tax
Other comprehensive income
Total comprehensive income / (loss), net of tax
Parent entity
Parent entity
2021
$’000
6,816
123,049
129,865
390
1,088
1,478
2020
$’000
5,592
82,412
88,004
1,168
16
1,184
128,387
86,820
133,091
12,150
(16,854)
128,387
120,559
11,123
(44,862)
86,820
28,008
(8,370)
-
-
28,008
(8,370)
ANNUAL REPORT 2021 61
SHEFFIELD RESOURCES LIMITED
Directors’ Declaration
DIRECTORS’ DECLARATION
1.
In the opinion of the Directors of the Company:
a.
the accompanying financial statements and notes are in accordance with the Corporations Act 2001 including:
i.
ii.
giving a true and fair view of the Group’s financial position as at 30 June 2021 and of its performance
for the year then ended; and
complying with Australian Accounting Standards, the Corporations Regulations 2001, professional
reporting requirements and other mandatory requirements.
b.
there are reasonable grounds to believe that the Company will be able to pay its debts as and when they
become due and payable.
c. the financial statements and notes thereto are in accordance with International Financial Reporting Standards
issued by the International Accounting Standards Board.
2.
This declaration has been made after receiving the declarations required to be made to the Directors in accordance
with Section 295A of the Corporations Act 2001 for the year ended 30 June 2021.
This declaration was signed in accordance with a resolution of the Board of Directors.
Bruce Griffin
Executive Chair
Perth, Western Australia
9 September 2021
ANNUAL REPORT 2021 62
INDEPENDENT AUDITOR’S REPORT
To the members of Sheffield Resources Limited
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of Sheffield Resources Limited (“the Company”) and its
controlled entities (“the Group”), 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, and notes to the financial statements, including a summary of significant
accounting policies, and the directors’ declaration.
In our opinion, the accompanying financial report of the Group is in accordance with the
Corporations Act 2001, including:
a) giving a true and fair view of the Group’s financial position as at 30 June 2021 and of its
financial performance for the year then ended; and
b) 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 are independent of the Group 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 (“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.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
Material uncertainty related to going concern
We draw attention to Note 2(d) in the financial report, which indicates that a material uncertainty
exists that may cast significant doubt on the Group’s ability to continue as a going concern. Our
opinion is not modified in respect of this matter.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance
in our audit of the financial report of the current period. These matters were addressed in the context
of our audit of the financial report as a whole, and in forming our opinion thereon, and we do not
provide a separate opinion on these matters. In addition to the matter described in the Material
Uncertainty Related to Going Concern section, we have determined the matters described below
to be the key audit matters to be communicated in our report.
ANNUAL REPORT 2021 63
Key Audit Matters
How our audit addressed the key audit
matter
Accounting for Kimberly Mineral Sands Joint Venture
Refer to Notes 7 & 8
The carrying amount of the investment in the joint
venture as at 30 June 2021 is $116.4 million and the
share of joint venture loss for period then ended was
$3.7 million.
involved
transaction
A joint venture was entered into with YGH Australia
Investment Pty Ltd (“Yansteel”) during the period.
This
the subscription by
Yansteel of 50% of the shares in Kimberly Mineral
Sands Pty Ltd (“KMS”), a former controlled entity of
Sheffield Resources Limited. Yansteel provided
consideration of $130.1m for this interest with the
Company contributing the Thunderbird project to the
joint venture.
This transaction was considered a key audit matter
as it involved a number of complexities and formed
a large component of the overall result for the
Company for the year.
Our procedures included but were not limited
to:
• Review management’s accounting
treatment of the joint arrangement;
• Reviewed journals processed upon
initial recognition of the joint venture,
and corresponding journals for the
deconsolidation of Kimberley Mineral
Sands Pty Ltd;
• Examined the recognition of the share
of joint venture loss in comparison to
the
joint venture entity’s audited
financial statements and ensured it has
been correctly recorded and disclosed;
and
• Examined the disclosures made in the
financial report.
Carrying value of exploration and evaluation assets
Refer to Note 16
The carrying amount of exploration and evaluation
assets as at 30 June 2021 is $6.6 million.
Our procedures included but were not limited
to the following:
In accordance with AASB 6 Exploration for and
Evaluation of Mineral Resources,
the Group
all
capitalises
evaluation
and
including acquisition costs and
expenditure,
subsequently applies
the cost model after
recognition.
exploration
Our audit focussed on the Group’s assessment of
the carrying amount of the capitalised exploration
and evaluation asset, as this is one of the most
significant assets of the Group.
We planned our work to address the audit risk that
the capitalised expenditure may no longer meet the
recognition criteria of the standard. In addition, we
considered it necessary to assess whether facts and
circumstances existed to suggest that the carrying
amount of an exploration and evaluation asset may
exceed its recoverable amount.
• Obtained an understanding of the key
processes
with
management’s review of the carrying
values of each area of interest;
associated
• Considered the Directors’ assessment
of potential indicators of impairment;
• Obtained evidence that the Group has
current rights to tenure of its areas of
interest;
• Examined the exploration budget for
the year ending 30 June 2022 and
discussed with management
the
nature of planned ongoing activities;
• Enquired with management, reviewed
ASX announcements and reviewed
minutes of Directors’ meetings
to
ensure that the Group had not resolved
to
and
evaluation at any of its areas of
interest;
discontinue
exploration
• Substantiated a sample of expenditure
supporting
to
agreeing
by
documentation; and
• Examined the disclosures made in the
financial report.
ANNUAL REPORT 2021 64
Information other than the financial report and auditor’s report thereon
The directors are responsible for the other information. The other information comprises the
information included in the Group’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.
In connection with our audit of the financial report, our responsibility is to read the other information
and, in doing so, consider whether the other information is materially inconsistent with the financial
report or our knowledge obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this
other information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the directors for the financial report
The directors of the Company are responsible for the preparation of the financial report that gives
a true and fair view in accordance with Australian Accounting Standards and the Corporations Act
2001 and for such internal control as the directors determine is necessary to enable the preparation
of the financial report that gives a true and fair view and is free from material misstatement, whether
due to fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the Group
to continue as a going concern, disclosing, as applicable, matters related to going concern and
using the going concern basis of accounting unless the directors either intend to liquidate the Group
or to cease operations, or 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 the 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 the 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 Group’s internal control.
-
-
Evaluate the appropriateness of accounting policies used and the reasonableness of
accounting estimates and related disclosures made by the directors.
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
ANNUAL REPORT 2021 65
events or conditions that may cast significant doubt on the Group’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 Group 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.
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,
related safeguards.
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 on the Remuneration Report
We have audited the Remuneration Report included within the directors’ report for the year ended
30 June 2021.
In our opinion, the Remuneration Report of Sheffield Resources Limited for the year ended 30 June
2021 complies with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the
Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our
responsibility is to express an opinion on the Remuneration Report, based on our audit conducted
in accordance with Australian Auditing Standards.
HLB Mann Judd
Chartered Accountants
Perth, Western Australia
9 September 2021
N G Neill
Partner
ANNUAL REPORT 2021 66
SHEFFIELD RESOURCES LIMITED
ASX Additional Information
ASX ADDITIONAL INFORMATION
The Company was admitted to the official list of ASX on 15 December 2010. The shareholder information set out below was
applicable as at 7 September 2021.
DISTRIBUTION OF EQUITY SECURTIES
Spread of Holdings
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 and over
Total holders
Number held
236
564
368
1,081
377
2,626
85,776
1,630,772
2,917,603
40,928,187
301,025,217
346,587,555
Unmarketable parcels amount to 178,236 shares held by 311 shareholders.
SUBSTANTIAL SHAREHOLDERS
Ordinary shareholders – fully paid ordinary shares
Number held
Percentage %
YGH AUSTRALIA INVESTMENT PTY LTD
MR WALTER MICK GEORGE YOVICH & MRS JEANETTE JULIA YOVICH
BLACKROCK GROUP
34,259,421
30,126,843
21,956,836
86,343,100
9.9%
8.7%
6.3%
24.9%
UNLISTED OPTIONS
Date of expiry
Grant date
Exercise price
Number under options
30 November 2023
19 November 2019
$0.65
960,000
UNLISTED PERFORMANCE RIGHTS
Date of expiry
Grant date
Exercise price
Number under rights
30 November 2021
30 November 2017
31 December 2021
18 December 2020
28 February 2022
1 March 2018
26 October 2025
6 November 2018
1 December 2025
22 December 2018
Nil
Nil
Nil
Nil
Nil
1,700,000
3,000,000
256,173
480,342
1,947,552
7,384,067
STATEMENT OF QUOTATION AND RESTRICTIONS
•
•
•
Listed on the ASX are 346,587,555 fully paid shares. All fully paid shares are free of escrow conditions.
All 960,000 options are not quoted on the ASX. All options are free of escrow conditions.
All 7,384,067 rights are not quoted on the ASX. All rights are free of escrow conditions.
VOTING RIGHTS
All ordinary shares carry one vote per share without restriction. Options for ordinary shares do not carry any voting rights.
ANNUAL REPORT 2021 67
SHEFFIELD RESOURCES LIMITED
ASX Additional Information
TWENTY LARGEST SHAREHOLDERS
Details of the twenty largest shareholders by registered shareholding are as follows:
Ordinary shareholders – fully paid ordinary shares
Number held
Percentage %
YGH AUSTRALIA INVESTMENT PTY LTD
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
MR WALTER MICK GEORGE YOVICH & MRS JEANETTE JULIA YOVICH
CITICORP NOMINEES PTY LIMITED
MR WALTER MICK GEORGE YOVICH
BNP PARIBAS NOMINEES PTY LTD HUB24 CUSTODIAL SERV LTD
MR BRUCE MORRISON MCQUITTY
UBS NOMINEES PTY LTD
MR WILLIAM BURBURY
SATORI INTERNATIONAL PTY LTD
BNP PARIBAS NOMINEES PTY LTD SIX SIS LTD
ARCHER ENTERPRISES (WA) PTY LTD
SEVEN FOUR SEVEN PTY LTD
KIMBERLEY SUSTAINABLE DEVELOPMENT PTY LTD
KNAPPICK INVESTMENTS PTY LTD
MR DAVID LINDSAY ARCHER & MRS SIMONE ELIZABETH ARCHER
TUCARNDI PTY LTD
CRESCENT NOMINEES LIMITED
RENEAGLE PTY LTD
PENMAEN LIMITED
34,259,421
25,602,404
16,745,524
14,919,701
13,402,516
10,149,887
8,186,612
8,149,738
7,548,500
6,830,000
6,165,107
5,827,634
3,180,000
2,836,120
2,668,740
2,503,945
2,240,000
2,237,085
2,210,000
2,200,000
9.9%
7.4%
4.8%
4.3%
3.9%
2.9%
2.4%
2.4%
2.2%
2.0%
1.8%
1.7%
0.9%
0.8%
0.8%
0.7%
0.6%
0.6%
0.6%
0.6%
177,862,934
51.3%
ANNUAL REPORT 2021 68
SHEFFIELD RESOURCES LIMITED
Tenement Schedule
TENEMENT SCHEDULE
Sheffield Resources Limited
Project
Mineral Sands
Mineral Sands
Mineral Sands
Mineral Sands
Mineral Sands
Mineral Sands
Mineral Sands
Mineral Sands
Mineral Sands
Mineral Sands
Mineral Sands
Mineral Sands
Mineral Sands
Mineral Sands
Mineral Sands
Mineral Sands
Tenement
E70/3762
E70/3813
E70/3814
E70/3859
E70/3929
E70/3967
E70/4190
E70/4292
E70/4584
E70/4719
E70/4747
E70/4922
M70/8721
M70/9651
M70/11531
R70/3521
Holder
Sheffield Resources Ltd
Sheffield Resources Ltd
Sheffield Resources Ltd
Sheffield Resources Ltd
Sheffield Resources Ltd
Sheffield Resources Ltd
Sheffield Resources Ltd
Sheffield Resources Ltd
Sheffield Resources Ltd
Sheffield Resources Ltd
Sheffield Resources Ltd
Sheffield Resources Ltd
Sheffield Resources Ltd
Sheffield Resources Ltd
Sheffield Resources Ltd
Sheffield Resources Ltd
Interest
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
Location
Perth Basin
Perth Basin
Perth Basin
Perth Basin
Perth Basin
Perth Basin
Perth Basin
Perth Basin
Perth Basin
Perth Basin
Perth Basin
Perth Basin
Perth Basin
Perth Basin
Perth Basin
Perth Basin
Status
Granted
Granted
Granted
Pending
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Note 1: Iluka Resources Ltd (ASX:ILU) retains a gross sales royalty of 1.5% in respect to tenements R70/35, M70/872, M70/965 & M70/1153.
Kimberley Mineral Sands Pty Ltd Joint Venture (Sheffield interest – 50%)2
Project
Mineral Sands
Mineral Sands
Mineral Sands
Mineral Sands
Mineral Sands
Mineral Sands
Mineral Sands
Mineral Sands
Mineral Sands
Mineral Sands
Mineral Sands
Mineral Sands
Mineral Sands
Mineral Sands
Mineral Sands
Mineral Sands
Mineral Sands
Mineral Sands
Mineral Sands
Mineral Sands
Mineral Sands
Mineral Sands
Tenement
E04/2081
E04/2083
E04/2084
E04/2171
E04/2349
E04/2390
E04/2456
E04/2478
E04/2494
E04/2509
E04/2540
E04/2554
E04/2571
E04/2597
L04/82
L04/83
L04/84
L04/85
L04/86
L04/92
L04/93
M04/459
Holder
Thunderbird Operations Pty Ltd
Thunderbird Operations Pty Ltd
Thunderbird Operations Pty Ltd
Thunderbird Operations Pty Ltd
Thunderbird Operations Pty Ltd
Thunderbird Operations Pty Ltd
Thunderbird Operations Pty Ltd
Thunderbird Operations Pty Ltd
Thunderbird Operations Pty Ltd
Thunderbird Operations Pty Ltd
Thunderbird Operations Pty Ltd
Thunderbird Operations Pty Ltd
Thunderbird Operations Pty Ltd
Thunderbird Operations Pty Ltd
Thunderbird Operations Pty Ltd
Thunderbird Operations Pty Ltd
Thunderbird Operations Pty Ltd
Thunderbird Operations Pty Ltd
Thunderbird Operations Pty Ltd
Thunderbird Operations Pty Ltd
Thunderbird Operations Pty Ltd
Thunderbird Operations Pty Ltd
Interest
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
Location
Canning Basin
Canning Basin
Canning Basin
Canning Basin
Canning Basin
Canning Basin
Canning Basin
Canning Basin
Canning Basin
Canning Basin
Canning Basin
Canning Basin
Canning Basin
Canning Basin
Canning Basin
Canning Basin
Canning Basin
Canning Basin
Canning Basin
Canning Basin
Canning Basin
Canning Basin
Status
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Note 2: Thunderbird Operations Pty Ltd is a wholly owned subsidiary of Kimberley Mineral Sands Pty Ltd (refer to ASX announcement 12 March
2021). Kimberley Mineral Sands Pty Ltd is a 50:50 incorporated joint venture between Sheffield Resources Limited and YGH Australia
Investment Ltd (Yansteel).
ANNUAL REPORT 2021 69