Annual Report
2023/24
Corporate Information
Iondrive Limited
ACN 107 424 519
ABN 30 107 424 519
Directors
Michael McNeilly
Non-Executive Chairman
John Rock
Non-Executive Director
Jack Hamilton
Non-Executive Director
Adam Slater
Non-Executive Director
Andrew Sissian
Non-Executive Director
CEO
Ebbe Dommisse
Company Secretary
Ray Ridge
Corporate Governance Statement
Iondrive’s Corporate Governance
Statement can be found at the Company’s website:
Iondrive.com.au/corporate-governance
Registered and Principal Address
6 The Parade
Norwood, SA 5067
PO Box 255
Kent Town SA 5071
T +61 (0)8 8368 8888
iondrive.com.au
Solicitor
Mills Oakley
Level 6, 530 Collins Street
Melbourne VIC 3000
PO Box 453, Collins Street
Melbourne VIC 8007
T +61 (0)3 9670 9111
F +61 (0)3 9605 0933
millsoakley.com.au
Auditor
Grant Thornton Audit Pty Ltd
Level 3 170 Frome Street
Adelaide SA 5000
T +61 (0)8 8372 6666
F +61 (0)8 8372 6677
grantthornton.com.au
Share Registry
Automic Pty Ltd
Level 5, 126 Phillip Street
Sydney NSW 2000
T 1300 288 664 (within Australia)
T +61 (0)2 9698 5414 (International)
automicgroup.com.au
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Iondrive Limited – Consolidated Entity // Annual Report 2024
Contents
The Chairmans Letter to Shareholders ..................................................................................................................... 3
Directors’ Report .......................................................................................................................................................... 4
Remuneration Report (audited) ............................................................................................................................... 13
Auditors Independence Declaration ........................................................................................................................ 22
Statement of Profit or Loss and Other Comprehensive Income ......................................................................... 23
Statement of Financial Position ............................................................................................................................... 24
Statement of Changes in Equity .............................................................................................................................. 25
Statement of Cash Flows .......................................................................................................................................... 26
Notes to the Financial Statements for the Financial Year Ended 30 June 2024 .............................................. 28
Consolidated Entity Disclosure Statement ............................................................................................................. 55
Directors’ Declaration ................................................................................................................................................ 56
Independent Audit Report to the Members ............................................................................................................ 57
Shareholders Information .......................................................................................................................................... 61
Tenement Schedule ................................................................................................................................................... 63
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Iondrive Limited – Consolidated Entity // Annual Report 2024
The Chairmans Letter to Shareholders
Dear Fellow Iondrive Shareholders
The year ending June 30, 2024, has been a period of significant advancement and strategic positioning for Iondrive,
marked by several key developments that are pivotal to our mission of advancing our battery recycling technology.
This year, we have made important changes to our Board to ensure we have the right expertise and experience to
guide our Company through this transformative phase. In November 2023, we welcomed Dr. Jack Hamilton and Mr.
Adam Slater as Non-Executive Directors, bringing with them extensive experience in the renewable energy sector.
Additionally, in June 2024, Andrew Sissian joined the Board as a Non-Executive Director. Andrew’s wealth of
experience in corporate finance and technology, coupled with his strategic insight, will be instrumental as we continue
to grow. Furthermore, the appointment of Dr. Ebbe Dommisse as CEO has provided the focused leadership necessary
to drive the commercialisation of our technologies.
Our primary focus this year has been advancing our proprietary Deep Eutectic Solvent (DES) battery recycling
technology. This innovative approach, which is environmentally sustainable, has garnered significant interest,
particularly in Europe, where stringent regulations are driving demand for cleaner, more efficient battery recycling
solutions. The EU's mandate to process all recycled batteries within Europe by 2030 presents a tremendous
opportunity for Iondrive, as our early adoption of DES technology positions us at the forefront of this transition.
On our journey towards completing the Pre-Feasibility Study for the DES technology, we have achieved several
positive milestones. The large-scale bench trials conducted at the University of Adelaide returned excellent results,
confirming the scalability and economic potential of our process. These results were independently verified by
Independent Metallurgical Operations in Perth, further de-risking the technical aspects of our project. The PFS is
expected to be completed next month, with the final stage being the capex and opex estimations for a commercial
plant, including benchmarking against plants using conventional hydrometallurgical processes.
Our progress has been supported by strong shareholder backing, as evidenced by the successful $2 million placement
in June 2024. We are particularly pleased with the participation and continued support from all our shareholders,
including the Board and management. With this funding, Iondrive is now well-positioned to finalise the PFS, advance
our industry collaborations, and proceed with the planning and development of our Pilot Plant.
As we look ahead, the Board and management are fully committed to capitalising on the significant opportunities that
lie before us. The progress we have made this year has laid a strong foundation, and we are well-equipped to drive
Iondrive forward as a leader in sustainable battery recycling technology.
I extend my sincere thanks to our shareholders, partners, and the entire Iondrive team for their support and
dedication. Together, we are steering the company toward a sustainable and prosperous future.
Yours sincerely
Michael McNeilly
Chairman
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Iondrive Limited – Consolidated Entity // Annual Report 2024
Directors’ Report
The directors present their report of Iondrive Limited (the Company or Iondrive) and its controlled entities
(Consolidated Group or Group) for the financial year ended 30 June 2024.
Principal Activities
The principal continuing activities of the group during the year were the battery technology development and
commercialisation, as well as Lithium exploration.
Financial Results
The net result of operations for the group for the year was a loss after income tax of ($6,119,130) (2023: loss of
$8,044,850).
Dividends
No dividends were declared in relation to the current financial year ended 30 June 2024, and the directors do not
recommend the payment of dividends in respect of the financial year.
Review of Operations
The year ended 30 June 2024 was a pivotal year for Iondrive with completion of the acquisition of battery technology
company Iondrive Technologies Pty Ltd (IDT), and quickly progressing a Pre-Feasibility study on the priority
technology, being a recycling solution/process for Li-ion batteries.
Iondrive Technologies Pty Ltd (IDT) Acquisition
The acquisition of IDT occurred on 4 July 2023, following shareholder approval, for $1.2 million paid through the issue
of Iondrive fully paid ordinary shares. IDT held the first right to acquire or enter the three exclusive world-wide
licences across patent protected battery technologies developed by the University of Adelaide (the “University”).
The year ended 30 June 2024 was a pivotal year for Iondrive with completion of the acquisition of battery technology
company Iondrive Technologies Pty Ltd (IDT), and quickly progressing a Pre-Feasibility Study (PFS) on the priority
technology, being a process for extracting critical minerals from recycled Li-ion batteries. A $2.0 million capital raise
announced in June 2024 (tranche 2 completed in July following shareholder approval), provided funding to assist in
completing the PFS by the target date of October 2024, advancing industry collaborations and early preparations for
an anticipated Pilot Plant.
In addition, the Company progressively undertook a Board renewal process, changed its Company name effective 15
November 2023 (previously Southern Gold Limited (ASX: SAU)) and appointed a new Chief Executive Officer on 12
February 2024. These changes reflect the continued strategic shift towards battery technologies, with an exploration
business focussed on minerals critical to the renewable energy transition.
Iondrive Technologies Pty Ltd (IDT)
The year ended 30 June 2024 marked a transformative period for Iondrive, as the company advanced its strategic
focus on lithium battery recycling technology following the acquisition of Iondrive Technologies Pty Ltd (IDT). This
acquisition provided Iondrive with three exclusive worldwide licenses for innovative battery technologies developed
by the University of Adelaide.
Lithium Battery Recycling
Central to the Company's strategy is the development and commercialisation of its Deep Eutectic Solvent (DES)
technology, which offers a novel, environmentally friendly process for extracting critical minerals such as lithium,
cobalt, nickel, and manganese from spent lithium-ion batteries. The increasing demand for sustainable solutions in the
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Iondrive Limited – Consolidated Entity // Annual Report 2024
battery recycling market, particularly in Europe, has presented Iondrive with a substantial opportunity to leverage its
innovative technology.
The European market has become a focal point for Iondrive, driven by stringent environmental regulations and the
growing emphasis on circular economy principles within the EU. A Rho Motion market research study, completed in
November 2023, provided a comprehensive analysis of the global battery recycling market, highlighting several key
factors that underpin Iondrive's strategic advantage. The study identified a projected compound annual growth rate
(CAGR) of 25% in battery material available for recycling, with black mass volumes expected to reach two million
tonnes by 2030. This growth is primarily fuelled by the rise of electric vehicles (EVs) and the consequent increase in
production scrap and end-of-life (EoL) batteries.
In Europe, where legislative support is creating a sense of urgency for establishing battery recycling capability,
Iondrive's DES technology is positioned to capitalise on 'green' price premiums for recycled materials, particularly as
new regulations will mandate the inclusion of recycled metals in new EV batteries from 2030. The Rho Motion study
underscored the competitive advantage that Iondrive holds as an early mover with a process that not only promises
higher recovery rates but also addresses environmental concerns associated with traditional recycling methods, such
as smelting and acid leaching.
Throughout the year, Iondrive made substantial strides in validating its DES technology through large-scale bench
trials. Iondrive successfully completed the first phase of its large-scale bench trials at the University of Adelaide in
April 2024, with results indicating the scalability of high metal recoveries and solvent losses of less than 2%. Given that
solvent is the largest input cost, low solvent loss is critical for the process's economic viability. These trials are crucial
for scaling the technology and generating the necessary process data to inform the design of a pilot plant.
Subsequent to the financial year-end, the metal recoveries were independently verified by Independent Metallurgical
Operations (IMO) in Perth. These large-scale trials not only validated the scalability of Iondrive's DES battery recycling
technology but also confirmed that low solvent losses enhance the economics of the process. Building on this success,
large-scale process optimisation trials are currently underway at the University of Adelaide to further improve reagent
loads and selectivity in metals recovery.
The insights gained from these trials have been important in advancing Iondrive's ongoing PFS, which is on track for
completion by October 2024. The PFS aims to de-risk the commercialisation of the DES technology by addressing
technical, commercial, and executional risks. It includes a thorough analysis of various business models, to ensure that
Iondrive's path to market is both efficient and maximises the commercial opportunity.
To support completion of the PFS, Iondrive engaged in several strategic initiatives, including the engagement of:
-
Wood Group for the conceptual engineering design of a 10,000 tpa commercial black mass processing plant.
This study is essential for defining the process, estimating project economics, and ensuring that the plant
design is scalable and efficient; and
-
the Production Engineering of E-Mobility Components (PEM) department at RWTH Aachen University,
Germany and Koch Modular Process Systems, New Jersey, USA. These benchmarking and engineering studies
are focused on optimising the DES process by comparing it against conventional hydrometallurgical methods
and identifying areas for cost optimisation. Specifically, the benchmarking study is to compare Capex and
Opex costs and overall economics with conventional hydrometallurgical processes.
With the PFS nearing completion, Iondrive has commenced planning to advance to the pilot plant stage in FY2025. The
insights from the large-scale bench trials and the ongoing strategic evaluations will guide the Company as it plans to
scale its DES technology from batch-mode trials to a continuous, fully integrated closed-loop process at pilot plant
scale. This progression is vital for mitigating risks and ensuring that Iondrive's innovative recycling process is ready for
commercial operations.
In parallel with the PFS, Iondrive is engaging with a number of participants in the recycling industry, and the wider
green energy transition, across the EU, US, Asia and Australia. This is an important process with a view to identifying
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Iondrive Limited – Consolidated Entity // Annual Report 2024
collaboration opportunities with strategic industry partners for the commercialisation of the DES battery recycling
technology.
Subsequent to year end, Iondrive signed a Collaboration Agreement with the Production Engineering of E-Mobility
Components (PEM) at RWTH Aachen University, along with PEM Motion GmbH. This agreement represents a
significant milestone in Iondrive's European market strategy, formalising a strategic partnership aimed at addressing
the challenges of battery recycling in Europe. Together, the partners plan to establish a consortium of industry
partners – representing all areas of the battery recycling value chain – to validate Iondrive’s DES battery recycling
technology at scale, secure necessary funding, and accelerate the development of a pilot plant. Importantly, this
collaboration represents the first market validation of the attractiveness of Iondrive’s unique environmentally
sustainable battery recycling technology.
Other Battery Technologies
The Company is undertaking a high-level review to assess the technical and commercial aspects of its exclusively
licensed Sodium Aqueous Battery and its High-Performance Safe Lithium Metal Battery technologies. These
technologies are described further below.
Aqueous Sodium-Ion Battery (ASIB)
Aqueous batteries are much cheaper to produce than lithium-ion batteries due to the use of readily available
inputs, albeit at a lower energy density than lithium-ion batteries. They also provide much longer cycle life,
making them ideal for large scale grid energy storage. The historic technical challenge with water-based batteries
has been to increase energy density while maintaining a water-based batteries’ long cycle life.
Applied research conducted by the University of Adelaide led to development of a water-based battery that uses
proprietary technology involving the application of a patented novel layer on the cathode, a titanium compound-
based anode, and a sodium chloride-based electrolyte. The University has reported that the performance of the
Company’s Aqueous Sodium-Ion Battery exceeded initial expectations, achieving leading-class energy density
values with 120Wh/kg over 13,000 cycles, exceeding all known published research.
High Performance Safe Lithium Metal (LiM) Batteries
Lithium-based batteries are currently the most efficient method to store energy on scale today and until better
options reach the market, new developments are needed to improve the safety and longevity of lithium cells.
Under this project, the University of Adelaide has developed three innovative technologies relating to the
cathode, anode and electrolyte components of lithium-ion batteries. Together, these components create an
improved battery system that has a very high energy density, long cycle life, and is non-flammable, therefore
safer.
Performance figures for the NCM811 cathode doping technology shows 87% capacity retention after 500 cycles
compared to 36% for conventional NCM811 cathodes. In October 2023, the University, with Iondrive as the
industry partner, was awarded a $191,897 grant from Australia’s Economic Accelerator (AEA) to further progress
the development of the high-performance nickel-rich cathodes. Iondrive will also contribute $125,000 in cash to
this research.
South Korean Exploration
In November 2023, the Group secured an Earn-In and Joint Venture Agreement (JV or the Agreement) with a
subsidiary of KoBold Metals Company (KoBold), a US-based exploration company backed by significant AI technology
and institutional investors. The Agreement covers the Samguen, Seobyeok, Danyang, Seosan, and Cheonpyeong
Lithium Projects in South Korea. Under the terms of the agreement, KoBold can earn a 75% interest in the Lithium
Projects through a two stage earn-in arrangement of up to $7 million over 5 years:
•
Stage 1: $2 million sole-funded exploration and evaluation of the Lithium Projects, by November 2026, for a
51% interest. A minimum spend of $500,000 is required by May 2025;
•
Stage 2: the option to sole fund exploration expenditure of an additional $5 million, by November 2028, to
increase KoBold’s interest to 75%;
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Iondrive Limited – Consolidated Entity // Annual Report 2024
•
Iondrive may maintain its 25% interest by funding its pro-rata commitment after Stage 2; and
•
If Iondrive’s interest falls below 10%, this interest is replaced with a 1% net smelter royalty, subject to a
US$9,540,000 cap.
Iondrive’s wholly owned subsidiary, Korea Metals Resources (KMR), has been engaged as Field Operator by KoBold
during the earn-in period, for a minimum of 18 months (ending May 2025). Under the Agreement, costs incurred by
KMR in providing services as the Field Operator are reimbursed by Kobold on a monthly basis, including the full-time
cost of three South Korean field staff, any other staff utilised and direct support costs, assisting the Group to reduce
its cost base of the exploration business in South Korea.
Iondrive, in partnership with KoBold, reported promising results from rock-chip samples collected during
reconnaissance exploration at the Samgeun, Seobyeok, and Danyang lithium projects. Conducted in late November
2023, the sampling at Samgeun returned ten samples with over 400 ppm Li2O, with the highest at 0.43% Li2O.
Mapping confirmed the presence of pegmatite dikes, consistent with previous geological maps. Similarly, at Seobyeok,
72 samples were collected, with two showing over 400 ppm Li2O, validating the accuracy of historical geological data.
Further fieldwork is underway, following up these results as well as generating new targets.
For other exploration projects that include gold, copper and RRE projects, we are progressing a number of avenues to
realise value through either a sale or Earn-in/Joint Ventures.
Corporate
The Group completed its acquisition of 100% of the issued capital of battery technology company Iondrive
Technologies Pty Ltd (IDT) through the issue of 60 million fully paid ordinary shares, valued at $1.38 million.
Change of Company name
The parent Company announced a change in its name from Southern Gold Limited to Iondrive Limited. The change of
name, together with the change of ASX code from SAU to ION, was effective for ASX purposes from 15 November
2023. The Group also changed its website address to: Iondrive.com.au. The change of name to Iondrive Limited
followed overwhelming shareholder approval for the change at the Annual General Meeting held on 9 November
2023.
Chief Executive Officer Appointment
In October 2023, Dr Ebbe Dommisse was appointed Interim CEO of Iondrive’s battery technology business, Iondrive
Technologies. Following strong progress with the PFS for the battery recycling technology, Dr Dommisse was
appointed Chief Executive Officer of Iondrive Limited and the consolidated Group, effective 12 February 2024. With a
career spanning over two and a half decades, Dr Dommisse has held key executive positions across various global
markets including Australia, USA, South Africa, Europe, China, and South-East Asia. Based in Australia and with his
experience in enhancing company operations, and in bringing innovative products to market, Dr Dommisse is perfectly
positioned to progress Iondrive's strategic objectives, including the commercialisation of three battery related
technologies exclusively licensed from the University of Adelaide.
Mr Robert Smillie retired from his position as Managing Director and CEO of Iondrive Ltd on 10 February 2024. Mr
Smillie continues with the Group in a consulting capacity, with a primary focus on South Korean lithium exploration in
collaboration with Kobold Metals.
Board Renewal
There were also a number of changes to the composition of the Board to align to the Company’s acquisition of the
battery technology business. Firstly, Dr Jack Hamilton was appointed as a Non-Executive Director and Mr Adam Slater
was initially engaged as an advisor to the Board, both effective at the conclusion of the Annual General Meeting held
on 9 November 2023. Mr Slater was then appointed a Non-Executive Director on 4 December 2023 following receipt
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Iondrive Limited – Consolidated Entity // Annual Report 2024
of his ASIC director identification number. The Board renewal process was completed by the appointment of Mr
Andrew Sissian as a Non-Executive Director on 12 June 2024.
As the Group transitions to a new phase, the Board bid a sincere farewell to three retiring Directors that have played
key roles in the Group’s journey. Mr Peter Bamford, a seasoned mining engineer and corporate executive, has been an
integral part of the Board since 2018. Likewise, Mr Doug Kirwin, a respected Australian geologist with an impressive
45 years of international experience, served as a Non-Executive Director since February 2020. Finally, Mr BeeJay Kim
with his guidance and leadership in relation to the Company’s South Korean exploration business in particular.
Funding
During the year, Iondrive progressively sold its remaining holding of 149,900,000 BMV shares, resulting in total
proceeds of £781,272 ($1,505,277) providing additional funding for the Group’s activites.
On 3 June 2024, Iondrive announced a $2.0 million placement to advance its battery recycling technology. The
placement raised gross proceeds of approximately $2.0 million through the issue of 222,222,222 fully paid ordinary
shares at a price of $0.009 per share. Cornerstone participation came from Iondrive’s two largest shareholders: Strata
Investment Holdings Plc and Ilwella Pty Ltd, with additional participation from the Board and Management totalling
$260,000. The funds will be used primarily to finalise the Battery Recycling PFS and to progress industry collaborations
and early planning for the Pilot Plant. The placement was managed by Prenzler Group. The second tranche of the
placement was completed post year-end, following shareholder approval at the General Meeting in July 2024.
Changes in State of Affairs
There were no significant changes in the state of affairs of the Group other than that referred to in the Review of
Operations, or in the financial statements or notes thereto.
Events Subsequent to Reporting Date
Tranche 2 share placement
Following shareholder approval, the Company completed Tranche 2 of a share placement on 29 July 2024 by issuing
103,650,902 shares at $0.009 per share, raising approximately $0.93 million.
Completion of large-scale bench trials
On 30 July 2024, Iondrive announced the successful completion of its large-scale bench trials for its DES battery
recycling technology. The trials, representing a 1,000x scale-up, demonstrated high metal recoveries and minimal
solvent losses, with results from testing at the University of Adelaide and independently verified by Independent
Metallurgical Operations (IMO) in Perth. These outcomes validate the scalability and economic potential of Iondrive's
recycling technology, with further process optimisation trials currently underway.
Issue of unlisted options
On 6 August 2024, the Company granted 5,000,000 unlisted options to the Company’s former Chief Executive Officer
who has been retained as a consultant. The granting of the options had been approved by shareholders on 18 July
2024. The options vest subject to the satisfaction of performance conditions relating to the continuation of the Earn-in
and Joint Venture activities with KoBold Metals and the monetisation of non-core exploration assets in South Korea
(refer Note 22).
Issue of securities as a long-term incentive
On 6 August 2024, the Company granted 30,625,000 unlisted options and 30,625,000 performance rights to the
Company’s Chief Executive Officer and Chief Financial Officer as a long-term incentive. The granting of the options had
been approved by shareholders on 18 July 2024. The options and the performance rights vest in four tranches, subject
to the satisfaction of both service conditions and performance conditions (Refer note 22).
EU Collaboration Agreement
On 12 August 2024, Iondrive announced the signing of a collaboration agreement with the Production Engineering of
E-Mobility Components at RWTH Aachen University (PEM) and PEM Motion GmbH (PEM Motion). This collaboration
aims to attract investment to validate the Iondrive DES recycling technology at pilot plant scale and to form a
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Iondrive Limited – Consolidated Entity // Annual Report 2024
consortium of strategic industry partners to solve a pressing industry need, being the establishment of a robust and
scalable process for recycling lithium-ion batteries within the EU, with a focus on converting recycled materials into
high-quality precursors for battery active materials for the expanding EV market. The pilot plant, as part of the
proposed consortium, utilising Iondrive’s battery recycling technology, is likely to be located at PEM’s facilities in
Germany.
Iondrive’s early invitation to participate in the formation of this consortium, formalises a strategic industry partnership
in Europe, a key target market, and underscores the value proposition of its unique sustainable battery recycling
process.
Other than the above, there has not arisen any other matters or circumstances, since the end of the financial year
which significantly affected or could affect the operations of the Group, the results of those operations, or the state of
the Group in future years.
Environmental Regulation and Performance Statement
Iondrive’s wholly owned subsidiary in South Korea, Korea Metal Resources, carries out exploration activities. In South
Korea, exploration activity is principally regulated at the national level by the Ministry of Trade, Industry and Energy
(MOTIE) which in turn manages mining and exploration affairs through the Mine Registration Office and the Mine
Safety Office.
There have been no known environmental breaches attributed to the Group’s exploration activities to date.
Options
At the date of this report, the unissued ordinary shares of Iondrive Limited under option are as follows:
Issue Date
Date of Expiry
Fair Value at
Grant Date
$
Exercise
Price
$
Number
under
Option
09/09/2021
16/09/2025
$0.02845
$0.100
680,000
29/10/2021
31/10/2025
$0.03259
$0.120
3,700,000
22/02/2023
22/02/2027
$0.01213
$0.050
300,000
30/06/2023
30/12/2024
$0.00000
$0.027
63,000,000
04/07/2023
3/07/2026
$0.00402
$0.040
7,000,000
24/07/2023
23/07/2026
$0.00402
$0.040
3,000,000
09/11/2023
9/11/2026
$0.00181
$0.040
10,000,000
09/11/2023
9/11/2027
$0.00532
$0.025
6,000,000
22/01/2024
22/01/2028
$0.00404
$0.025
100,000
06/08/2024
12/02/2026
$0.00123
$0.025
5,000,000
06/08/2024
06/08/2029
$0.00424
$0.012
30,625,000
129,405,000
On 6 August 2024, Company granted 30,625,000 unlisted options (as included in the table above), together with
30,625,000 performance rights, to the Company’s Chief Executive Officer and Chief Financial Officer as a long-term
incentive, following shareholder approval on 18 July 2024. The options and performance shares vest, after a minimum
service period to 12 August 2025, in four tranches when the 30-day volume weighted average price of the Company’s
ordinary shares exceeds the set price hurdles at any time prior to 12 February 2027. The performance rights convert
into one fully paid ordinary share upon vesting. The options have an exercise price of $0.012 and lapse 6 August 2029.
The fair value per option is $0.00424 per option (as noted above) and the fair value of the performance rights is
$0.00510 per performance right. As the options and performance rights had been agreed prior to 30 June 2024, albeit
subject to shareholder approval, an expense has been recognised in the financial statements for the year ended 30
June 2024 (refer Note 22).
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Iondrive Limited – Consolidated Entity // Annual Report 2024
No option holders have any rights to participate in any issues of shares or other interests in the Company.
For details of options issued to Directors and Executives as remuneration, refer to the Remuneration Report.
Performance Rights
Ausino Drilling Services Pty Ltd (ADS) holds 10 million performance rights at US$0.11 per right for US$1.1 million. The
performance rights will vest if, and when, ADS provide drilling services, with 25% of the invoices for drilling services to
be paid in Iondrive shares. There are currently no immediate plans to utilise this facility and the performance rights
are expected to lapse on 31 December 2024.
As noted above, subsequent to 30 June 2024, the Company 30,625,000 performance rights as part of a long-term
incentive plan for the Company’s Chief Executive Officer and Chief Financial Officer, following shareholder approval on
18 July 2024.
Directors
The following were Directors of the Company at any time during the financial year, or at any time subsequent to the
end of the financial year through to the date of this report, are as set out below:
Michael McNeilly (Non-Executive Chair)
John Rock (Non-Executive Director, appointed 23 July 2023)
John Hamilton (Non-Executive Director, appointed 9 November 2023)
Adam Slater (Non-Executive Director, appointed 4 December 2023)
Andrew Sissian (Non-Executive Director, appointed 12 June 2024)
Peter Bamford (Non-Executive Director and Chair until 31 July 2023, resigned 9 November 2023)
Robert Smillie (Managing Director, resigned 10 February 2024)
Beejay Kim (Non-Executive Director, resigned 1 June 2024)
Douglas Kirwin (Non-Executive Director, resigned 9 November 2023)
Details of Directors’ qualifications, experience and special responsibilities of the existing Directors are as follows:
Michael McNeilly (Non-Executive Chair)
BA (Internal Economics)
Michael McNeilly is CEO, and Director of AIM/ASX dual listed natural resources investing company Metal Tiger Plc. Mr
McNeilly has extensive experience in listed companies and is currently Non-Executive Director of ASX-listed Cobre
Limited. He sits on several private company boards within the Metal Tiger group.
Past board appointments include MOD Resources Ltd (up to acquisition by Sandfire in November 2019), Metal Capital
Ltd (until November 2018), Greatland Gold Plc (until October 2017), Arkle Resources Plc (until November 2019). Mr
McNeilly also has a deep understanding of the equity capital markets having worked at broking house Arden Partners
Plc and Allenby Capital Ltd where he was part of their corporate finance teams during 2011-2015.
Mr McNeilly studied Biology at Imperial College London and has a BA in International Economics at the American
University of Paris. He is fluent in French.
Mr McNeilly currently holds 1,111,111 shares and 600,000 options in Iondrive Limited.
John Rock (Non-Executive Director)
BA (Arts)
John Rock was appointed Non-Executive Director, effective from 24 July 2023. His appointment coincided closely with
Iondrive’s acquisition of Iondrive Technologies in July 2023. Mr Rock brings extensive leadership, entrepreneurial and
commercialisation experience and has been directly involved with the IDT business since its inception.
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Iondrive Limited – Consolidated Entity // Annual Report 2024
Mr Rock has ongoing experience in the startup and commercialisation sector. He is a Co-founder and Director of OTB
Ventures, a company with the specific mandate of finding, nurturing, and commercialising early-stage University
technologies. In this role, he is responsible for sourcing and evaluating research and its potential commercial
outcomes.
With a background in Business, Mr Rock has a broad skill base coupling management, strategy implementation and
culture.
Mr Rock currently holds 5,916,667 shares and 3,375,000 options in Iondrive Limited.
Jack Hamilton (Non-Executive Director, appointed 9 November 2023)
PhD, B.Eng (Chem), FAICD, FAIE
Dr Hamilton is a highly experienced senior executive and board director with extensive expertise across technology,
operations and manufacturing, project management, business development and commercial ventures. His career in
the energy sector includes leading Australia's largest resource project as Director of North West Shelf Ventures for
Woodside Energy Ltd. He has held senior positions both locally and internationally.
Currently, Dr Hamilton serves as a Non-Executive Director of Hazer Group Ltd (ASX: HZR). His recent board
experiences include roles as Chairman of AnteoTech (ASX: ADO) and Non-Executive Director of Calix Ltd (ASX: CXL). Dr.
Hamilton holds a Bachelor of Engineering (Chemical) and a Doctorate of Philosophy (Engineering) from the University
of Melbourne. He is a Fellow of the Australian Institute of Energy (FAIE) and a Fellow of the Australian Institute of
Company Directors (FAICD).
Dr Hamilton currently holds 4,444,444 shares and 3,000,000 options in Iondrive Limited.
Adam Slater (Non-Executive Director, appointed 4 December 2023)
BA (Arts)
Mr Slater is a seasoned professional with nearly three decades of experience in the commodities industry. From 2007
to 2018, he spearheaded the development of the commodity division at CWT Limited, an SGX-listed company,
overseeing financial services, commodity brokerage, trading, and supply chain management. During this period, he
served on the boards of all CWT Limited's commodity-related businesses, including chairing the board of MRI Trading.
In 2019, Mr Slater shifted his focus to venture capital and private equity, taking on multiple board positions and
advisory roles. He currently holds a non-executive role at Iondrive and is a member of OurCrowd's Global Investor
Advisory Council. As a founding LP in Genesis Alternative Ventures, he sits on the LP Boards for their Funds I and II. He
previously served on the board of Elminda (now part of NASDAQ-listed WAVD) and recently joined the board of
TradeCloud Services Pte Ltd. A graduate of McGill University in East Asian Studies, Mr Slater is fluent in English,
Hebrew, and Chinese.
Mr Slater currently holds 4,444,444 shares and 3,000,000 options in Iondrive Limited.
Andrew Sissian (Non-Executive Director, appointed 12 June 2024)
CPA, MAcc, BCom (Finance)
Mr Sissian is a seasoned corporate and capital markets executive and CPA. Mr Sissian is a co-founder and NED of
Cobre Limited ASX.CBE and CEO of high growth IoT technology company Procon Telematics. Mr Sissian advises and
partners with a range of companies in the technology and future minerals sectors. Mr Sissian has also spent more than
a decade in equities and institutional banking including with the National Australia Bank in Australia and Shanghai and
with Wilsons Advisory.
Mr Sissian currently holds 2,777,778 shares in Iondrive Limited.
12
Iondrive Limited – Consolidated Entity // Annual Report 2024
Chief Executive Officer
The following person held the position of Chief Executive Officer at the date of this report:
Ebbe Dommisse
B.Eng (Chem), MSc, PhD, MBA, GAIC
Mr Dommisse is a seasoned professional with over 25 years of experience in commercialising technologies,
execution and manufacturing. He previously served as the COO at Circa Group, an Australian start-up that
commercialised a biochemical process from laboratory scale to commercial scale. Prior to this, he was Regional
GM of Pact Group, an ASX-listed manufacturer, where he was responsible for establishing a world-class plant in
Indonesia and overseeing operations in South-East Asia.
Mr Dommisse currently holds 1,111,111 shares, 24,500,000 options and 24,500,000 performance rights in Iondrive
Limited.
Chief Financial Officer and Company Secretary
The following person held the position of Chief Financial Officer and Company Secretary during the financial year:
Ray Ridge
BA (Acc), CA, GIA (cert)
With over 30 years experience, Mr Ridge has held senior management positions in finance, compliance and commerce
across a range of industries, including previous appointments as General Manager Commercial & Operations with the
Utilities, Government and Power Business Group of Parsons Brinckerhoff, CFO of the Merchandise Division of Elders
Ltd and Senior Audit Manager at Arthur Andersen. Mr Ridge has recently held, or currently holds, Chief Financial
Officer and/or Company Secretary roles at four other ASX listed companies.
Mr Ridge currently holds 5,444,444 shares, 6,725,000 options and 6,125,000 performance rights in Iondrive Limited.
13
Iondrive Limited – Consolidated Entity // Annual Report 2024
Remuneration Report (audited)
The remuneration policy is designed to align Key Management Personnel objectives with shareholder and business
objectives by providing a fixed remuneration package to Non-executive Directors and time-based remuneration to
Executive Directors. The Board of Iondrive believes the policy to be appropriate and effective in attracting and
retaining the best Directors and Executives to manage and direct the Group, as well as create goal congruence
between Directors, Executives and shareholders.
The Company’s policy for determining the nature and amounts of emoluments of board members and other Key
Management Personnel of the Company is detailed below.
The Company's constitution specifies that the total amount of remuneration for Non-Executive Directors shall be fixed
from time to time by a general meeting. For the year ended 30 June 2024, the maximum aggregate cash remuneration
for Non-Executive Directors was set at $300,000 per annum. Following the shareholder approval on 18 July 2024, this
cap was increased, and the current maximum aggregate cash remuneration of Non-Executive Directors has been set at
$350,000 per annum. Directors may apportion any amount up to this maximum amount amongst the Non-executive
Directors as they determine. Directors are also entitled to be paid reasonable travelling, accommodation and other
expenses incurred in performing their duties as Directors. The remuneration of the Managing Director or Chief
Executive Officer is determined by the Non-executive Directors and approved by the Board as part of the terms and
conditions of employment which are subject to review from time to time. The remuneration of other executive
officers and employees is determined by the Managing Director subject to the approval of the Board.
Non-executive Director remuneration is by way of fees and statutory superannuation contributions where applicable.
Directors do not participate in schemes designed for remuneration of executives and are not provided with retirement
benefits. The Group currently has no performance-based remuneration component built into Non-executive Director
packages.
The Company’s remuneration structure is based on a number of factors including the particular experience and
performance of the individual in meeting key objectives of the Company. The Board is responsible for assessing
relevant employment market conditions and achieving the overall, long-term objective of maximising shareholder
value, through the retention of high-quality personnel.
The Company has an Employee Incentive Plan approved by shareholders that enables the Board to offer eligible
employees and consultants options or performance rights to acquire ordinary fully paid shares in the Company. Under
the terms of the Plan, options and performance rights to acquire ordinary fully paid shares may be offered to the
Company’s employees at no cost unless otherwise determined by the Board in accordance with the terms and
conditions of the Plan. The objective of the Plan is to align the interests of employees, consultants and shareholders
by providing employees and consultants of the Company with the opportunity to participate in the equity of the
Company as an incentive to achieve greater success and profitability for the Company and to maximise the long-term
performance.
The employment conditions of the Chief Executive Officer are formalised in a contract of employment. The base salary
as set out in the employment contract is reviewed annually. The Chief Executive Officer’s contract may be terminated
at any time by mutual agreement. The Company may terminate the contract without notice in instances of serious
misconduct.
The employment conditions of the Managing Director were formalised in a contract of employment. The base salary
was set out in the employment contract and reviewed annually. The Managing Director retired effective 10 February
2024.
Mr Ridge is not employed by the Company. His services are provided in his capacity as a consultant to act as Company
Secretary of, and provide accounting services to, Iondrive.
During the financial year there were no remuneration consultants engaged by the Company.
Chief Executive Officer’s Remuneration
The Chief Executive Officer has an annual salary of $350,000, inclusive of superannuation. Following the shareholder
approval on 18 July 2024, the Company granted the Chief Executive Officer 24,500,000 non-transferrable performance
rights and 24,500,000 options to vest in four tranches, subject to the satisfaction of both Service Conditions and
Performance Conditions.
Managing Director’s Remuneration
The former Managing Director had an annual salary of $320,000, inclusive of superannuation. Following the
shareholder approval on 12 January 2023, the Company granted the then-Managing Director 5,000,000 non-
14
Iondrive Limited – Consolidated Entity // Annual Report 2024
transferrable performance rights to vest and convert into fully paid ordinary shares in one tranche on 9 May 2025,
subject to service and share price conditions. The performance rights forfeited upon retirement on 10 February 2024.
The Company provided accommodation in South Korea for the Managing Director, together with health insurance and
two return flights to New Zealand per annum. There was no formal relationship between the board policy for
remuneration of Key Management Personnel and the Company's performance for the last five years. The Managing
Director retired effective 10 February 2024. Upon his retirement, the unvested performance rights lapsed in
accordance with the terms of the incentive plan.
Shares issued on exercise of remuneration options
No shares were issued to Directors or other Key Management Personnel as a result of the exercise of remuneration
options during the financial year.
Directors’ and other Key Management Personnel interests in shares and options
Directors’ and other Key Management Personnel relevant interests in shares and options of the Company are
disclosed in section (d) of the Remuneration Report and in Note 4 of the Financial Report.
Options and performance rights granted as remuneration
There were 66,725,000 options and 30,625,000 performance rights granted, or agreed to be granted, to employees,
consultants and directors during the year, summarised as follows:
-
A total of 9,000,000 options to three newly appointed Directors;
-
17,100,000 options to consultants and employees (27,100,000 granted less 10,000,000 which subsequently
lapsed);
-
30,625,000 options and 30,625,000 performance rights agreed with Executives in February 2024 as a long-
term incentive. The securities were subsequently granted on 6 August 2024, following shareholder approval.
-
5,000,000 options agreed to be granted to the former Managing Director on 12 February 2024 to incentivise
and retain his continuing engagement as a consultant. The options were subsequently granted on 6 August
2024, following shareholder approval. [5,000,000 previously granted performance rights were forfeited upon
the Managing Director’s retirement on 10 February 2024]
The above securities that were issued to key management personnel as remuneration in the year ended 30 June 2024
are detailed further in section (a) below.
All securities granted and held by Directors & Key Management Personnel are disclosed in section (c). No options were
exercised by Directors & Key Management Personnel in the financial year.
Remuneration of Directors and Key Management Personnel
This report details the nature and amount of remuneration for each Key Management Person of Iondrive Limited.
(a) Directors and Key Management Personnel
The names and positions held by Directors and Key Management Personnel of the Group during or since the end of
the financial year are:
Directors
Position
M McNeilly
Chairman – Non-Executive (appointed as Chair 31 July 2023)
J Rock
Director – Non-Executive (appointed 24 July 2023)
J Hamilton
Director – Non-Executive (appointed 9 November 2023)
A Slater
Director – Non-Executive (appointed 4 December 2023)
A Sissian
Director – Non-Executive (appointed 4 June 2024)
P Bamford
Director – Non-Executive (resigned 9 November 2023)
R Smillie
Managing Director – Executive (resigned 10 February 2024)
B Kim
Director – Non-Executive (resigned 1 June 2024)
D Kirwin
Director – Non-Executive (resigned 9 November 2023)
Key Management Personnel
Position
E Dommisse
Chief Executive Officer
R Ridge
Company Secretary & Chief Financial Officer
15
Iondrive Limited – Consolidated Entity // Annual Report 2024
(b) Remuneration Directors and Key Management Personnel
2024
Short Term Benefits
Share Based
Payments11
Post
Employment
Primary
Benefits
Directors’
Fees
Salary and
Leave
Cash
Bonus
Consulting
fees
Super
Contribution
Total
Remunerati
on as share
based
$
$
$
$
$
$
$
%
Directors
M McNeilly1
70,750
-
-
-
-
-
70,750
0%
J Rock2
45,032
-
-
-
11,269
-
56,301
20%
J Hamilton3
35,292
-
-
-
10,204
-
45,496
22%
A Slater4
32,083
-
-
3,361
10,204
-
45,648
22%
A Sissian5
2,750
-
-
-
-
-
2,750
0%
R Smillie6
-
189,235
-
-
(2,252)
2,354
189,337
-1%
P Bamford7
18,018
-
-
-
-
1,982
20,000
0%
D Kirwin8
20,000
-
-
-
-
-
20,000
0%
B Kim9
44,000
-
-
-
-
-
44,000
0%
Other KMP
-
E Dommisse10
-
124,975
-
102,424
37,111
10,539
275,049
13%
R Ridge
-
-
-
173,377
9,278
-
182,655
5%
267,925
314,210
-
279,162
75,814
14,875
951,986
8%
1 Appointed Chair 31 July 2023, 2 Appointed 24 July 2023, 3 Appointed 9 November 2023, 4 Appointed as a consultant to the Board on 9
November 2023 and as a Director on 4 December 2023, 5 Appointed 12 June 2024, 6 Retired 10 February 2024; 7 Retired as Chair on 31 July
2023 and retired as a Director on 9 November 2023, 8 Retired 9 November 2023. 9 Retired 1 June 2024, 10 Appointed CEO 12 February 2024.
11 Share based payments comprised:
-
3,000,000 unlisted options issued to Mr John Rock on 24 July 2023, following shareholder approval. The options have an exercise
price of $0.04, vest after a one-year minimum service period to 24 July 2024 and expire on 23 July 2026. The fair value of the
options was calculated as $12,060 using the Black-Scholes method with volatility of 62% and an interest rate of 3.9% (based on the
Commonwealth bond rate) and an underlying share price of $0.018 being the closing price the day prior to shareholder approval.
The fair value of the options is expensed over the one-year vesting period to 24 July 2024.
-
3,000,000 unlisted options issued to Dr John Hamilton on 9 November 2023. The options have an exercise price of $0.025, vest in
upon his re-election at the Company’s 2024 AGM and expire on 9 November 2027. The fair value of the options was calculated as
$15,960 using the Black-Scholes method with volatility of 71% and an interest rate of 4.3% (based on the Commonwealth bond
rate) and an underlying share price of $0.013 being the closing price the day prior to execution of his contract of appointment as a
director on 7 November 2023. The fair value of the options is expensed over the estimated one-year vesting period to November
2024.
-
3,000,000 unlisted options issued to Mr Adam Slater on 9 November 2023. The options have an exercise price of $0.025, vest in
upon his re-election at the Company’s 2024 AGM and expire on 9 November 2027. The fair value of the options was calculated as
$15,960 using the Black-Scholes method with volatility of 71% and an interest rate of 4.3% (based on the Commonwealth bond
rate) and an underlying share price of $0.013 being the closing price the day prior to execution of his contract of appointment as a
director on 7 November 2023. The fair value of the options is expensed over the estimated one-year vesting period to November
2024.
-
5,000,000 performance shares lapsed when Mr Smillie resigned as Managing Director on 10 February 2024. As the performance
shares were forfeited prior to their vesting date, the fair value of the options previously expensed was reversed in the current
financial year ended 30 June 2024.
-
A long-term incentive plan comprising 24,500,000 unlisted options and 24,500,000 performance rights was agreed with the
Company’s incoming Chief Executive Officer on 12 April 2024, subject to shareholder approval. The options and performance
shares vest, after a minimum service period to 12 August 2025, in four tranches dependent on share price performance hurdles
(refer section (c) of the remuneration report). The fair value of these securities was calculated using the Monte Carlo method as
$103,775 for the options and $125,000 for the performance rights. The total fair value of $228,775 is being expensed over the
minimum service period between 12 April 2024 and 12 August 2025. The options and performance shares were granted on 6
August 2024, following shareholder approval on 18 July 2024.
-
A long-term incentive plan comprising 6,125,000 unlisted options and 6,125,000 performance rights was agreed with the
Company’s Chief Financial Officer on the same basis as the long-term incentive agreed with Company’s Chief Executive Officer as
noted above (refer section (c) of the remuneration report). The fair value of these securities was calculated using the Monte Carlo
method as $25,944 for the options and $31,250 for the performance rights. The total fair value of $57,194 is being expensed over
the minimum service period between 12 April 2024 and 12 August 2025. The options and performance shares were granted on 6
August 2024, following shareholder approval on 18 July 2024.
16
Iondrive Limited – Consolidated Entity // Annual Report 2024
Remuneration Directors and Key Management Personnel
2023
Short Term Benefits
Share Based
Payments3
Post
Employment
Primary
Benefits
Directors’
Fees
Salary and
Leave
Cash
Bonus1
Consulting
fees
Super
Contribution
Total
Remuneration
as share based
$
$
$
$
$
$
$
%
Directors
M McNeilly
48,000
-
-
-
-
-
48,000
0%
G C Boulton1
32,000
-
-
-
-
-
32,000
0%
R Smillie
-
320,000
-
-
2,252
2,562
324,814
1%
P Bamford2
43,439
-
-
-
-
4,561
48,000
0%
D Kirwin
48,000
-
-
-
-
-
48,000
0%
B Kim
48,000
-
-
-
-
-
48,000
0%
Other KMP
R Ridge
-
-
-
133,573
-
-
133,573
0%
219,439
320,000
-
133,573
2,252
7,123
682,387
0%
1 Retired 27 October 2022.
2 Appointed Chair 27 October 2022.
3 Following the shareholder approval on 12 January 2023, 5,000,000 non-transferrable performance rights were granted to Mr Smillie under
the Board proposed long term incentive that aligns with shareholder interest, in respect to growth in share price, to incentivise/retain the
Managing Director. These performance rights convert into ordinary shares for nil consideration in one tranche based on the 20-day weighted
average ION share price prior to 9 May 2025, subject to continued employment. Where that weighted average share price is greater than
$0.10, then the performance rights convert into 1,000,000 shares plus 400,000 shares for each cent that the weighted average share price
exceeds $0.10, up to a maximum of 5,000,000 shares. Any unvested performance rights expire 9 May 2025. The performance rights were
valued at $0.027 per right using the Monte Carlo method and are being expensed over the vesting period to 9 May 2025, with. $2,252
expensed 30 June 2023, and $4,877 and $4,171 to be expensed 30 June 2024 and 30 June 2025 respectively.
(c) Securities Held by Directors and Key Management Personnel
The number of ordinary shares held by Directors and Key Management Personnel in Iondrive Limited during the
financial year is as follows:
30 June
2024
Balance at
beginning of
year (or at
appointment)
Acquired/ (disposed)
on market
Participation in
Placement
Balance at
end of year (or at
retirement)
M McNeilly1
-
-
-
-
R Smillie2
2,000,000
-
-
2,000,000
P Bamford3
2,501,171
-
-
2,501,171
D Kirwin4
3,333,334
-
-
3,333,334
B Kim5
800,000
-
-
800,000
J Rock6
5,916,667
-
-
5,916,667
A Slater7
-
-
-
-
J Hamilton8
-
-
-
-
A Sissian9
-
-
-
-
E Dommisse10
-
-
-
-
R Ridge
1,000,000
-
-
1,000,000
15,551,172
-
-
15,551,172
1 Appointed Chair 31 July 2023, 2 Retired 10 February 2024, 3 Retired 9 November 2023, 4 Retired 9 November 2023, 5 Retired 1 June 2024; 6
Appointed 24 July 2024, 7 Appointed 4 December 2023, 8 Appointed 9 November 2023. 9 Appointed 12 June 2024, 10 Appointed CEO 12
February 2024.
17
Iondrive Limited – Consolidated Entity // Annual Report 2024
The number of unlisted options over ordinary shares held by Directors and Key Management Personnel in Iondrive
Limited during the year is as follows:
30 June
2024
Balance at
beginning of
year (or date of
appointment)
Options
granted
Balance at end
of year (or at date
of retirement)
Disposed
(other)
Vested and
exercisable
M McNeilly1
600,000
-
600,000
-
600,000
R Smillie2
1,000,000
-
1,000,000
(750,000)
250,000
P Bamford3
1,350,000
-
1,350,000
-
1,350,000
D Kirwin4
600,000
-
600,000
-
600,000
B Kim5
1,000,000
-
1,000,000
-
1,000,000
J Rock6
375,000
3,000,000
3,375,000
-
3,375,000
A Slater7
3,000,000
-
3,000,000
-
-
J Hamilton8
-
3,000,000
3,000,000
-
-
A Sissian9
-
-
-
-
-
E Dommisse10
-
-
-
-
-
R Ridge11
600,000
-
600,000
-
600,000
8,525,000
6,000,000
14,525,000
(750,000)
7,775,000
1 Appointed Chair 31 July 2023, 2 Retired 10 February 2024, 3 Retired 9 November 2023, 4 Retired 9 November 2023, 5 Retired 1 June 2024; 6
Appointed 24 July 2024, 7 Appointed 4 December 2023, 8 Appointed 9 November 2023. 9 Appointed 12 June 2024, 10 Appointed CEO 12
February 2024. Mr Dommisse was granted 24,500,000 options on 6 August 2024 as part of a long-term Incentive, following shareholder
approval on 18 July 2024 – this is not included above as this occurred after the end of the financial year. However, as the options were agreed
on 12 April 2024 (subject to shareholder approval) the options were valued and are being expensed between 12 April 2024 and 12 August
2025. The long-term incentive plan is explained further below. 11 Mr Ridge was granted 6,125,000 options on 6 August 2024 as part of a long-
term Incentive, following shareholder approval on 18 July 2024 – this is not included above as this occurred after the end of the financial year.
However, as the options were agreed on 12 April 2024 (subject to shareholder approval) the options were valued and are being expensed
between 12 April 2024 and 12 August 2025. The long-term incentive plan is explained further below.
Performance Rights: Mr Smillie held 5,000,000 performance rights, which were forfeited on the date of his retirement
as Managing Director on 12 May 2024.
Long-term incentive plan: A long-term incentive plan was agreed with the Company’s Chief Executive Officer (CEO)
and Chief Financial Officer (CFO) on 12 April 2024 (subject to shareholder approval), comprising a total of 30,625,000
performance rights and 30,625,000 unlisted options. The options and performance shares vest, after a minimum
service period to 12 August 2025, in four tranches when the 30-day volume weighted average price of the Company’s
ordinary shares exceeds the following price hurdles at any time prior to 12 February 2027:
Price
Hurdles
Fair Value
per Option
Fair Value per
Performance
Right
CEO
Number of
Options
to Vest
CEO
Number of
Performance
Rights to Vest
CFO
Number of
Options
to Vest
CFO
Number of
Performance
Rights to Vest
Tranche 1
$0.017
$0.0063
$0.0087
2,250,000
2,250,000
562,500
562,500
Tranche 2
$0.025
$0.0056
$0.0073
2,250,000
2,250,000
562,500
562,500
Tranche 3
$0.050
$0.0044
$0.0052
10,000,000
10,000,000
2,500,000
2,500,000
Tranche 4
$0.075
$0.0033
$0.0037
10,000,000
10,000,000
2,500,000
2,500,000
24,500,000
24,500,000
6,125,000
6,125,000
None of the performance rights or options have vested. The performance rights convert into one fully paid ordinary
share upon vesting. The options have an exercise price of $0.012 and lapse 6 August 2029.
The fair value of these long-term incentive securities of $285,969 was calculated using the Monte Carlo method. The
fair value is being expensed over the minimum service period between 12 April 2024 and 12 August 2024. The options
and performance shares were granted on 6 August 2024, following shareholder approval on 18 July 2024.
18
Iondrive Limited – Consolidated Entity // Annual Report 2024
The above number of securities as at 30 June 2024, may differ from the number of holdings disclosed in the Directors
Report, as the Directors Report provides each Directors’ security holdings as at the date of the Directors report.
(d) Service agreements
Remuneration and other items of employment for the Managing Director, Mr Robert Smillie, were formalised in a
service agreement approved by the Board. Mr Smillie retired from his position effective 10 February 2024. The major
provisions of his agreement were as follows:
•
As Managing Director, Mr Smillie received an annual salary of $320,000, inclusive of any superannuation.
•
A long-term incentive consisting of 5,000,000 non-transferrable performance rights were to vest in one
tranche on 9 May 2025 depending on service and share price conditions. The performance rights were
forfeited on the date of Mr Smillie’s retirement on 10 February 2024.
•
Termination without notice in the event that Mr Smillie:
▪
was guilty of serious or wilful misconduct; or
▪
failed to remedy a breach of the Agreement within 14 days of receipt of notice to do so.
•
Termination without cause by either party with the provision of maximum three calendar months’ notice or
by agreement in writing by the parties.
Remuneration and other items of employment for the Chief Executive Officer, Mr Ebbe Dommisse (appointed 12
February 2024) are formalised in a service agreement approved by the Board. The major provisions are as follows:
•
As Chief Executive Officer, Mr Dommisse receives an annual salary of $350,000, inclusive of any
superannuation.
•
A long-term incentive consisting of 24,500,000 performance rights and 24,500,000 options. The terms of
these securities are summarised on the previous page.
•
Termination without notice in the event that Mr Dommisse engages in misconduct or refuses lawful and
reasonable directions.
•
Termination without cause by either party with the provision of maximum three calendar months’ notice or
by agreement in writing by the parties.
The Company entered into a new service agreement with an entity associated with Mr Ridge on 6 March 2024 to
provide financial services. The contract is subject to a three-month termination without cause.
(e) Post-employment/retirement and termination benefits
There were no post-employment retirement and termination benefits paid or payable to Directors or Key
Management Personnel, other than as disclosed elsewhere in the Remuneration Report.
(f) Amounts payable to Directors and Key Management related entities
2024
$
2023
$
Payable to Michael McNeilly – Director Fees
7,250
4,000
Payable to Adam Slater – Director Fees
9,167
-
Payable to Andrew Sissian – Director Fees
2,750
-
Payable to Douglas Kirwin – Director Fees
-
4,000
Payable to Beejay Kim – Director Fees
-
4,000
Payable to Ebbe Dommisse – Salary
1,534
-
Payable to Ray Ridge – Consultancy Fees
44,715
39,010
65,416
51,010
19
Iondrive Limited – Consolidated Entity // Annual Report 2024
(g) Voting at 2023 AGM
Iondrive Limited received 95.77% of ‘yes’ votes on its remuneration report for the 2023 financial year. The Company
did not receive any specific feedback at the AGM on its remuneration report.
End of Remuneration Report
20
Iondrive Limited – Consolidated Entity // Annual Report 2024
Meetings of Directors
The Company held 8 meetings of Directors (including committees of Directors) during the financial year. Attendances
by each Director during the year were as follows:
Director Meetings
Audit Committee Meetings
Number of
Meetings Eligible
to Attend
Number of
Meetings
Attended
Number of
Meetings Eligible
to Attend
Number of
Meetings
Attended
M McNeilly1
6
6
-
-
J Rock2
6
6
-
-
J Hamilton3
4
4
1
1
A Slater4
4
4
-
-
A Sissian5
1
1
-
-
R Smillie6
3
3
-
-
P Bamford7
2
2
1
1
B Kim8
5
5
2
2
D Kirwin9
2
2
-
-
1 Appointed Chair 31 July 2023. 2 Appointed 24 July 2023. 3 Appointed 9 November 2023, 4 Appointed 4 December 2023, 5 Appointed 12 June
2024, 6 Resigned 10 February 2024; 7 Resigned 9 November 2023, 8 Resigned 1 June 2024, 9 Resigned 9 November 2023.
Non-audit services
The Board of Directors is satisfied that the provision of the non-audit services is compatible with the general standard
of independence for auditors imposed by the Corporations Act 2001. The directors are satisfied that the provision of
non-audit services, as set out below, did not compromise the audit independence requirement of the Corporations
Act 2001.
All non-audit services have been reviewed by the Board to ensure they do not adversely affect the integrity and
objectivity of the auditor.
The nature of the services provided do not compromise the general principle relating to auditor independence as set
out in the APES 110 Code of Ethics for Professional Accountants (including independence standards) set by the
Accounting Professional and Ethical Standards Board.
Non-audit services paid and/or payable to the external auditors during the year ended 30 June 2024 were Nil (2023:
$2,500).
Indemnification and insurance of officers
The Company is required to indemnify the Directors and other officers of the Group against any liabilities incurred by
the Directors and officers that may arise from their position as Directors and officers of the Group. No costs were
incurred during the year pursuant to this indemnity.
The Group has entered into deeds of indemnity with each Director whereby, to the extent permitted by the
Corporations Act 2001, the Group agreed to indemnify each Director against loss and liability as an officer of the
Group, including all liability in defending any relevant proceedings.
Insurance Premiums
Since the end of the previous year the Group has paid insurance premiums in respect of Directors’ and Officers’
liability and legal expenses’ insurance contracts.
The terms of the policies prohibit disclosure of details of the amount of insurance cover, the nature thereof and the
premium paid.
Proceedings on behalf of the Company
No person has applied to the Court for leave to bring proceedings on behalf of the Group 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. The Group was not a party to any such proceedings during the year.
21
Iondrive Limited – Consolidated Entity // Annual Report 2024
Auditor of the Company
The auditor of the Group for the financial year was Grant Thornton Audit Pty Ltd.
Auditor’s Independence Declaration
The auditor’s independence declaration as required by section 307C of the Corporations Act 2001 for the year ended
30 June 2024 is set out immediately following the end of the Directors’ report.
The report of Directors, incorporating the Remuneration Report is signed in accordance with a resolution of the Board
of Directors:
M McNeilly
J Hamilton
Chairman
Non-Executive Director
Dated at Adelaide, this 5th day of September 2024.
Grant Thornton Audit Pty Ltd
Grant Thornton House
Level 3
170 Frome Street
Adelaide SA 5000
GPO Box 1270
Adelaide SA 5001
T +61 8 8372 6666
www.grantthornton.com.au
ACN-130 913 594
Grant Thornton Audit Pty Ltd ACN 130 913 594 a subsidiary or related entity of Grant Thornton Australia Limited ABN 41 127 556 389 ACN 127 556 389.
‘Grant Thornton’ refers to the brand under which the Grant Thornton member firms provide assurance, tax and advisory services to their clients and/or
refers to one or more member firms, as the context requires. Grant Thornton Australia Limited is a member firm of Grant Thornton International Ltd (GTIL).
GTIL and the member firms are not a worldwide partnership. GTIL and each member firm is a separate legal entity. Services are delivered by the member
firms. GTIL does not provide services to clients. GTIL and its member firms are not agents of, and do not obligate one another and are not liable for one
another’s acts or omissions. In the Australian context only, the use of the term ‘Grant Thornton’ may refer to Grant Thornton Australia Limited ABN 41 127
556 389 ACN 127 556 389 and its Australian subsidiaries and related entities. Liability limited by a scheme approved under Professional Standards
Legislation.
Auditor’s Independence Declaration
To the Directors of Iondrive Limited
In accordance with the requirements of section 307C of the Corporations Act 2001, as lead auditor for the audit
of Iondrive Limited for the year ended 30 June 2024, I declare that, to the best of my knowledge and belief, there
have been:
a a no contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the
audit; and
b b no contraventions of any applicable code of professional conduct in relation to the audit.
GRANT THORNTON AUDIT PTY LTD
Chartered Accountants
I S Kemp
Partner – Audit & Assurance
Adelaide, 5 September 2024
23
Iondrive Limited – Consolidated Entity // Annual Report 2024
Statement of Profit or Loss and Other Comprehensive Income
for the Year ended 30 June 2024
Consolidated
Note
2024
$
2023
$
Interest income
40,440
30,390
R&D Tax Incentive
436,692
-
Other income
2a
401,829
16,289
Loss on sale of BMV shares
2b
(66,463)
(11,349)
Loss on discount to fair value
2b
(182,360)
-
Equity accounted share of loss
2b
-
(287,162)
Impairment expense
2b
-
(3,479,343)
Exploration expenditure written off
10
(1,797,339)
-
Exploration expenses
(982,057)
(2,341,186)
R&D expenditure
(1,824,901)
-
Salaries and wages
(617,119)
(676,107)
Directors fees
(267,925)
(219,439)
Interest expense
(1,731)
(1,950)
Shareholder relations
(179,620)
(212,555)
Other consulting expenses
(387,118)
(207,172)
Other administrative expenses
(489,461)
(511,857)
Depreciation
(67,310)
(119,654)
Loss on sale of plant and equipment
(9,074)
(1,995)
Realised foreign exchange loss
(2,183)
(12,836)
Share based payments - options
22
(100,335)
(6,672)
Share based payments – performance rights
22
(23,095)
(2,252)
Profit/(Loss) before income tax
(6,119,130)
(8,044,850)
Income tax (expense)/benefit attributable to profit/(loss) from ordinary activities
3
-
-
Net Profit/(Loss) for the year
(6,119,130)
(8,044,850)
Other comprehensive income
Items that may be reclassified to profit or loss:
Exchange differences on translation
(479)
13,035
Total comprehensive income
(6,119,609)
(8,031,815)
Earnings Per Share
Basic (cents per share) – Profit/(Loss)
24
(1.24)
(3.08)
Diluted (cents per share) – Profit/(Loss)
24
(1.24)
(3.08)
The above Consolidated Statement of Profit or Loss and Other Comprehensive Income should be read in conjunction with the accompanying notes.
24
Iondrive Limited – Consolidated Entity // Annual Report 2024
Statement of Financial Position
as at 30 June 2024
Consolidated
Note
2024
$
2023
$
CURRENT ASSETS
Cash and cash equivalents
5
2,759,282
4,212,502
Receivables
6
639,535
668,216
Other assets
7
71,648
95,551
Held for sale assets
8
-
1,756,071
TOTAL CURRENT ASSETS
3,470,465
6,732,340
NON-CURRENT ASSETS
Right of use asset
9
19,311
33,130
Exploration and evaluation expenditure
10
-
1,694,804
Plant and equipment
11
54,677
145,000
Intangible assets
12
1,449,856
-
TOTAL NON-CURRENT ASSETS
1,523,844
1,872,934
TOTAL ASSETS
4,994,309
8,605,274
CURRENT LIABILITIES
Trade and other payables
13
722,915
627,666
Provisions
14
215,086
274,946
Lease liability
15
19,816
23,376
Liability directly associated with held for sale assets
8
-
-
TOTAL CURRENT LIABILITIES
957,817
925,988
NON-CURRENT LIABILITIES
Provisions
14
412
8,197
Lease liability
15
-
10,147
TOTAL NON-CURRENT LIABILITIES
412
18,344
TOTAL LIABILITIES
958,229
944,332
NET ASSETS
4,036,080
7,660,942
EQUITY
Issued capital
16
64,582,718
62,211,401
Reserves
29
75,021
(7,550)
Retained losses
(60,621,659)
(54,542,909)
TOTAL EQUITY
4,036,080
7,660,942
The above Consolidated Statement of Financial Position should be read in conjunction with the accompanying notes.
25
Iondrive Limited – Consolidated Entity // Annual Report 2024
Statement of Changes in Equity
for the Year ended 30 June 2024
The above Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying notes.
Issued
Capital
Retained
Losses
Share-
Based
Payment
Reserve
Foreign
Currency
Translation
Reserve
Total
$
$
$
$
$
Balance at 30 June 2022
58,011,777
(46,676,553)
355,771
(206,786)
11,484,209
Profit or loss
-
(8,044,850)
-
-
(8,044,850)
Other comprehensive income
-
-
-
13,035
13,035
Total comprehensive income
-
(8,044,850)
-
13,035
(8,031,815)
Issue of share capital
4,520,000
-
-
-
4,520,000
Options lapsed
-
178,494
(178,494)
-
-
Fair value of securities issued
-
-
6,672
-
6,672
Share based expense related to
performance rights
-
-
2,252
-
2,252
Costs associated with the issue of shares
(320,376)
-
-
-
(320,376)
Total transactions with owners
4,199,624
178,494
(169,570)
-
4,208,548
Balance at 30 June 2023
62,211,401
(54,542,909)
186,201
(193,751)
7,660,942
Profit or loss
-
(6,119,130)
-
-
(6,119,130)
Other comprehensive income
-
-
-
(479)
(479)
Total comprehensive income
-
(6,119,130)
-
(479)
(6,119,609)
Issue of share capital
2,447,142
-
-
-
2,447,142
Options & performance rights lapsed
-
40,380
(40,380)
-
-
Fair value of securities issued
-
-
100,335
-
100,335
Share based expense related to
performance rights
-
-
23,095
-
23,095
Costs associated with the issue of shares
(75,825)
-
-
-
(75,825)
Total transactions with owners
2,371,317
40,380
83,050
-
2,494,747
Balance at 30 June 2024
64,582,718
(60,621,659)
269,251
(194,230)
4,036,080
26
Iondrive Limited – Consolidated Entity // Annual Report 2024
Statement of Cash Flows
for the Year ended 30 June 2024
Consolidated
Note
2024
$
2023
$
Cash flows relating to operating activities
Interest received
40,440
30,390
R&D Tax offset received
584,419
-
Other income
222,095
16,289
Payments to suppliers and employees
(2,747,137)
(4,182,303)
R&D expenditure
(1,545,165)
-
Interest paid
(1,731)
(1,950)
Net operating cash inflows/(outflows) (Note (a))
(3,447,079)
(4,137,574)
Cash flows relating to investing activities
Payments for mining tenements, exploration and evaluation expenditure
(181,150)
(576,729)
Proceeds from sale of investments
1,505,277
448,654
Payments to acquire other non-current assets
-
(318,103)
Payments for plant and equipment
(20,222)
(86,459)
Proceeds from the sale of plant and equipment
62,863
1,545
Cash held by acquired entity
16,799
-
Net investing cash inflows/(outflows)
1,383,567
(531,092)
Cash flows relating to financing activities
Proceeds from share issues
1,067,143
4,520,000
Payments for share issue costs
(244,336)
(143,168)
Repayment of lease liability
9(iii)
(27,681)
(63,739)
Repayment of borrowings
(171,362)
-
Net financing cash inflows/(outflows)
623,764
4,313,093
Net increase/(decrease) in cash
(1,439,748)
(355,573)
Net foreign exchange difference
(13,472)
7,453
Cash at beginning of financial year
5
4,212,502
4,560,622
Cash at end of financial year
5
2,759,282
4,212,502
The above Consolidated Statement of Cash Flows should be read in conjunction with the accompanying notes.
27
Iondrive Limited – Consolidated Entity // Annual Report 2024
Statement of Cash Flows (Continued)
for the Year ended 30 June 2024
Consolidated
2024
$
2023
$
Note (a): Reconciliation of net loss from ordinary activities to net
cash flow from operating activities
Profit/(Loss) from ordinary activities after income tax
(6,119,130)
(8,044,850)
Adjustments to reconcile profit before tax to net cash flows
Share based payments
123,430
8,924
Depreciation
67,310
119,654
Unrealised foreign exchange gain
-
-
Exploration written off
1,797,339
-
Loss on sale of plant & equipment
9,074
1,995
Fair value adjustment on financial assets FVTPL
182,360
-
Loss on sale of BMV shares
66,463
-
BMV share transactions net loss (Note 2)
-
3,777,854
Realised foreign exchange loss on sale of BMV shares
2,183
12,836
Changes in assets and liabilities
(Increase)/decrease in trade and other receivables
235,294
(153,446)
(Increase)/decrease in other financial assets
877,376
1,710
Increase/(decrease) in trade and other payables
(631,012)
45,904
Increase/(decrease) in provisions
(57,766)
91,845
Net operating cash flows
(3,447,079)
(4,137,574)
The above Consolidated Statement of Cash Flows should be read in conjunction with the accompanying notes.
28
Iondrive Limited – Consolidated Entity // Annual Report 2024
Notes to the Financial Statements for the
Financial Year Ended 30 June 2024
1. STATEMENT OF MATERIAL ACCOUNTING POLICIES
This financial report includes the consolidated financial statements and notes of Iondrive Limited and controlled
entities (‘Consolidated Group’ or ‘Group’).
Iondrive Limited (ASX: ION), previously Southern Gold Limited (ASX: SAU), changed its name effective 15 November
2023 following overwhelming shareholder approval at its AGM on 9 November 2023. The name change reflects the
continued strategic shift towards advanced battery technology and exploration focused on minerals critical to the
renewable energy transition.
Basis of Preparation
The financial report is a general-purpose financial report that has been prepared in accordance with Australian
Accounting Standards, Australian Accounting Interpretations, other authoritative pronouncements of the Australian
Accounting Standards Board (AASB) and the Corporations Act 2001.
The financial report has been prepared under the assumption that the Group operates on a going concern basis.
The financial report covers the Consolidated Group of Iondrive Limited, a listed public company incorporated and
domiciled in Australia.
Australian Accounting Standards set out accounting policies that the AASB has concluded would result in a financial
report containing relevant and reliable information about transactions, events and conditions to which they apply.
Compliance with Australian Accounting Standards ensures compliance with International Financial Reporting
Standards. Iondrive Limited is a for-profit entity for the purpose of preparing the financial statements.
The following is a summary of the material accounting policies adopted by the Consolidated Group in the preparation
of the financial report. The accounting policies have been consistently applied, unless otherwise stated.
These financial statements have been prepared on an accruals basis and are based on the historical cost convention
where applicable, by the measurement at fair value of selected non-current assets, financial assets and financial
liabilities.
The accounting policies set out below have been consistently applied to all years presented.
Two comparative periods are presented for the statement of financial position when the Group:
•
Applies an accounting policy retrospectively,
•
Makes a retrospective restatement of items in its financial statements, or
•
Reclassifies items in the financial statements
The Group has determined that only one comparative period for the statement of financial position was required for
the current reporting period as the application of the new accounting standards have had no material impact on the
previously presented primary financial statements that were presented in the prior year financial statements.
Changes in accounting policies and accounting policies applied for the first time
The accounting policies adopted by the Group are consistent with those of the previous financial year.
Adoption of New and Revised Accounting Standards (issued but not yet effective)
At the date of authorisation of the financial statements, the Group has not applied any new and revised Australian
Accounting Standards, Interpretations and amendments that have been issued but are not yet effective, as they will
not have a material impact on the financial statements of the Group.
a. Principles of Consolidation
The Group financial statements consolidate those of the Parent Company and all of its subsidiaries as of 30 June
2024. The Parent controls a subsidiary if it is exposed, or has rights, to variable returns from its involvement with
the subsidiary and has the ability to affect those returns through its power over the subsidiary. All subsidiaries
have a reporting date of 30 June.
All transactions and balances between Group companies are eliminated on consolidation, including unrealised
gains and losses on transactions between Group companies. Where unrealised losses on intra-group asset sales
are reversed on consolidation, the underlying asset is also tested for impairment from a Group perspective.
29
Iondrive Limited – Consolidated Entity // Annual Report 2024
Amounts reported in the financial statements of subsidiaries have been adjusted where necessary to ensure
consistency with the accounting policies adopted by the Group.
Profit or loss and other comprehensive income of subsidiaries acquired or disposed of during the year are
recognised from the effective date of acquisition, or up to the effective date of disposal, as applicable.
b. Income Tax
The income tax expense / (benefit) for the year comprises current income tax expense / (income) and deferred
income tax expense / (income).
Current income tax expense charged to the profit or loss is the tax payable on taxable income calculated using
applicable income tax rates enacted at reporting date.
Deferred income tax expense reflects movements in deferred tax asset and deferred tax liability balances during
the year as well as unused tax losses.
Current and deferred income tax (expense)/benefit is charged or credited directly to equity instead of the profit
and loss when the tax relates to items that are credited or charged directly to equity.
Deferred tax is accounted for using the balance sheet liability method in respect of temporary differences arising
between the tax bases of assets and liabilities and their carrying amounts in the financial statements. No
deferred income tax will be recognised from the initial recognition of an asset or liability, excluding a business
combination, where there is no effect on accounting or taxable profit or loss.
Deferred tax is calculated at the tax rates that are expected to apply to the period when the asset is realised or
liability is settled. Deferred tax is credited in the Statement of Profit or Loss and Other Comprehensive Income
except where it relates to items that may be credited directly to equity, in which case the deferred tax is adjusted
directly against equity.
Deferred income tax assets are recognised to the extent that it is probable that future tax profits will be available
against which deductible temporary differences can be utilised.
The amount of benefits brought to account or which may be realised in the future is based on the assumption
that no adverse change will occur in income taxation legislation and the anticipation that the Consolidated Group
will derive sufficient future assessable income to enable the benefit to be realised and comply with the
conditions of deductibility imposed by the law.
Iondrive Limited and its wholly owned Australian subsidiaries have formed an income tax consolidated group
under the tax consolidation regime. Each entity in the group recognises its own current and deferred tax
liabilities, except for any deferred tax liabilities resulting from unused tax losses and tax credits, which are
immediately assumed by the parent entity. The current tax liability of each group entity is then subsequently
assumed by the parent entity. The group notified the Australian Tax Office that it had formed an income tax
consolidated group to apply from 1 July 2006. The tax consolidated group has entered a tax sharing agreement
whereby each company in the group contributes to the income tax payable in proportion to their contribution to
the net profit before tax of the tax consolidated group.
c.
Plant and Equipment
Each class of plant and equipment is carried at cost or fair value less, where applicable, any accumulated
depreciation and impairment losses.
Plant and equipment
Plant and equipment are measured on a cost basis. The carrying amount of plant and equipment is reviewed
annually by directors to ensure it is not in excess of the recoverable amount from these assets. The recoverable
amount is assessed on the basis of the expected net cash flows that will be received from the asset’s
employment and subsequent disposal. The expected net cash flows have been discounted to their present values
in determining recoverable amounts.
30
Iondrive Limited – Consolidated Entity // Annual Report 2024
Depreciation
The depreciable amount of all fixed assets is depreciated on a straight-line basis over their useful lives to the
Consolidated Group commencing from the time the asset is held ready for use. Leasehold improvements are
depreciated over the shorter of either the unexpired period of the lease or the estimated useful lives of the
improvements.
The depreciation rates used for each class of depreciable assets are:
Plant and equipment 10–33%
The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at reporting date. An
asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is
greater than its estimated recoverable amount.
Gains and losses on disposals are determined by comparing proceeds with the carrying amount. These gains and
losses are included in the Statement of Profit or Loss and Other Comprehensive Income.
d. Exploration and Evaluation Expenditure
Exploration and evaluation expenditure incurred is accumulated in respect of each identifiable area of interest.
These costs are only carried forward to the extent that they are expected to be recouped through the successful
development of the area or where activities in the area have not yet reached a stage that permits reasonable
assessment of the existence of economically recoverable reserves.
Accumulated costs in relation to an abandoned area are written off in full against profit in the year in which the
decision to abandon the area is made.
A regular review is undertaken of each area of interest to determine the appropriateness of continuing to carry
forward costs in relation to that area of interest.
Costs of site restoration are provided from when exploration commences and are included in the costs of that
stage.
Any changes in the estimates for the costs are accounted 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. Accordingly, costs have been determined on the basis that the restoration
will be completed within one year of abandoning the site.
e. Financial Instruments
Initial recognition and measurement
Financial assets and financial liabilities are recognised when the Group becomes a party to the contractual
provisions of the financial instrument.
Financial assets are derecognised when the contractual rights to the cash flows from the financial asset expire, or
when the financial asset and substantially all the risks and rewards are transferred. A financial liability is
derecognised when it is extinguished, discharged, cancelled or expires.
Classification and initial measurement of financial assets
Except for those trade receivables that do not contain a significant financing component and are measured at the
transaction price in accordance with IFRS 15, all financial assets are initially measured at fair value adjusted for
transaction costs (where applicable).
Financial assets, other than those designated and effective as hedging instruments, are classified into one of the
following categories:
•
amortised cost
•
fair value through profit or loss (FVTPL), or
•
fair value through other comprehensive income (FVOCI).
The classification is determined by both:
•
the entity’s business model for managing the financial asset, and
•
the contractual cash flow characteristics of the financial asset. All revenue and expenses relating to financial
assets that are recognised in profit or loss are presented within finance costs, finance income or other
31
Iondrive Limited – Consolidated Entity // Annual Report 2024
financial items, except for impairment of trade receivables which is presented within other expenses.
Subsequent measurement of financial assets
Financial assets at amortised cost
Financial assets are measured at amortised cost if the assets meet the following conditions (and are not
designated as FVTPL):
•
they are held within a business model whose objective is to hold the financial assets and collect its
contractual cash flows, and
•
the contractual terms of the financial assets give rise to cash flows that are solely payments of principal and
interest on the principal amount outstanding
After initial recognition, these are measured at amortised cost using the effective interest method. Discounting is
omitted where the effect of discounting is immaterial.
Financial assets at fair value through other comprehensive income
Financial assets at fair value through other comprehensive income (FVOCI) comprise:
•
Equity securities which are not held for trading, and which the Group has irrevocably elected at initial
recognition to recognise in this category. These are strategic investments and the Group considers this
classification to be more relevant.
•
Debt securities where the contractual cash flows are solely principal and interest and the objective of the
Group’s business model is achieved both by collecting contractual cash flows and selling financial assets.
On disposal of these equity investments, any related balance within the FVOCI reserve is reclassified to retained
earnings.
f.
Impairment of Non-Financial Assets
Intangible and tangible assets are tested at each reporting period for impairment whenever events or changes in
circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for
the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is
the higher of an asset's fair value less costs of disposal and value in use. For the purposes of assessing
impairment, assets are grouped at the lowest levels for which there are separately identifiable cash inflows
which are largely independent of the cash inflows from other assets or groups of assets (cash-generating units).
g. Investments in Associates
Investments in associate companies are recognised in the financial statements by applying the equity method of
accounting. The equity method of accounting recognises the Group’s share of post-acquisition reserves of its
associates.
Where there has been a change recognised directly in an associate’s equity, the Group recognises its share of any
changes and discloses this in the statement of profit of loss and other comprehensive income. The reporting
dates and the associates accounting policies in the associated companies are amended as necessary to conform
with the Group.
h. Held for Sale Assets
Non-current assets classified as held for sale are presented separately and measured at the lower of their
carrying amounts immediately prior to their classification as held for sale and their fair value less costs to sell.
However, some held for sale assets such as financial assets or deferred tax assets, continue to be measured in
accordance with the Group’s relevant accounting policy for those assets. Once classified as held for sale, the
assets are not subject to depreciation or amortisation. Any profit or loss arising from the sale of a discontinued
operation or its remeasurement to fair value less costs to sell is presented as part of a single line item, profit or
loss from discontinued operations.
32
Iondrive Limited – Consolidated Entity // Annual Report 2024
i.
Intangible Assets
Intangible assets are initially measured at the cost of acquisition. Following initial recognition, intangible assets
are carried at historical cost, less any accumulated amortisation and impairment losses.
The useful lives of intangible assets that are available for use are assessed to be either finite or indefinite.
Intangible assets with finite lives are amortised over the useful life and assessed for impairment whenever there
is an indication of impairment. Amortisation methods and periods for an intangible asset with a finite useful life
is reviewed at least at each financial year end. Changes in the expected useful life or the expected pattern of
consumption of future economic benefits embodied in the asset are accounted for by changing the amortisation
method and/or period, as appropriate, which is a change in accounting estimate and applied prospectively. The
amortisation expense on intangible assets with finite lives is recognised in profit or loss. At 30 June 2024, the
Group’s Intangible Assets are assessed as not yet being available for use.
Research and development Expenditure on research activities, undertaken with the prospect of obtaining new or
extending existing scientific or technical knowledge and understanding, is recognised in the consolidated
statement of profit or loss and other comprehensive income as an expense when it is incurred.
Expenditure on development activities, being the application of research findings or other knowledge to a plan or
design for the production of new or substantially improved products or services before the start of commercial
production or use, is capitalised if it is probable that the product or service is technically and commercially
feasible, will generate probable economic benefits, adequate resources are available to complete development
and cost can be measured reliably. As at 30 June 2024, the Group is not yet at this stage of development for its
battery related technologies., therefore all such development expenditure is recognised in the consolidated
statement of profit or loss and other comprehensive income as an expense as incurred.
j.
Employee Benefits
Provision is made for the Group’s liability for employee benefits arising from services rendered by employees to
report date. Employee benefits that are expected to be settled within one year have been measured at the
amounts expected to be paid when the liability is settled, plus related on-costs. Employee benefits payable later
than one year have been measured at the present value of the estimated future cash outflows to be made for
those benefits. The cash flows are discounted using market yields on national government bonds with terms to
maturity that match the expected timing of cash flows.
In determining the liability, consideration is given to employee wage increases and the probability that the
employee may satisfy vesting requirements. Those cash flows are discounted using market yields on high quality
corporate bonds with terms to maturity that match the expected timing of cash flows.
Share based payments
The Group has an Employee Incentive Plan where employees may be provided with options and performance
rights to acquire shares in the Company. The fair value of the options and performance rights are measured at
grant date and recognised as an expense over the vesting period, with a corresponding increase in equity. Where
market based vesting conditions are present, a Monte Carlo pricing model was used to calculate the fair value of
options and performance rights granted. The Black Scholes pricing model is used in all other instances.
k. Provisions
Provisions are recognised when the Group has a legal or constructive obligation, as a result of past events, for
which it is probable that an outflow of economic benefits will result and that outflow can be reliably measured.
Onerous provisions are recognised by the Group for its obligation to deliver goods and services under an existing
contract and measuring that obligation to reflect the cost of the goods or services it must deliver.
l.
Cash and Cash Equivalents
Cash and cash equivalents include cash on hand, deposits held at call with banks, other short-term highly liquid
investments with original maturities of three months or less, and bank overdrafts.
m. Trade and other payables
Trade and other payables represent the liability outstanding at the end of the reporting period for goods and
services received by the Group during the period which remains unpaid. The balance is recognised as a current
liability with the amount being normally paid within 30 days of recognition of the liability.
n. Comparative Figures
When required by Accounting Standards, comparative figures have been adjusted to conform to changes in
presentation for the current financial year.
33
Iondrive Limited – Consolidated Entity // Annual Report 2024
o. Critical Accounting Estimates and Judgements
The Directors evaluate estimates and judgments incorporated into the financial report based on historical
knowledge and best available current information. Estimates assume a reasonable expectation of future events
and are based on current trends and economic data, obtained both externally and within the Group.
Estimates and judgements – Intangible Asset Acquisition
IDT was acquired on 4 July 2023. Management assessed at the date of acquisition whether the acquisition
represented a business combination under AASB 3 - Business Combinations. On the basis that IDT did not have
outputs and the processes acquired were not substantive in nature, management concluded that a business was
not acquired, consequently accounting for the acquisition as an asset acquisition. Following the identification of
acquired tangible assets and liabilities of IDT upon acquisition, valued at ($69,856), the fair value of consideration
paid was allocated to acquired assets on a relative fair value basis. Refer Note 12.
Estimates and judgements – Impairment of Intangible Assets
The Group's intangible assets are assessed for impairment at each reporting period. Management has considered
the following potential indicators:
•
The market capitalisation of Iondrive Limited on the Australian Securities Exchange on the impairment
testing date of 30 June 2024 in excess of the net book value of assets;
•
The scientific results and progress of the battery technology research;
•
The emergence of competing technologies; and
•
Changes in growth and dynamics of the renewable energy sector.
At this stage of commercialisation there are no known impairment indicators.
In determining whether the Intangible assets are ready for use, Management has assessed the technology
readiness and the remaining research and development required to bring the battery technologies to market.
Management evaluates the development path of these battery assets at each reporting period to determine if
they are ready for use. Management have determined that none of the Intangible assets are ready for use.
As the Intangible Assets are not ready for use, Management have completed an assessment to identify the
recoverable amount under the replacement cost approach. The assessment took into consideration internal and
external costs incurred, wastage or inefficiency costs, obsolescence and disposal costs. It was identified for all
Intangible Assets that the recoverable amount under this assessment was higher than the carrying amount of the
assets thus no impairment was required.
Estimates and judgements – Valuation of unlisted options & performance rights
A key area of judgement, for the year ended 30 June 2024, relates to the calculation of the market value of the
options and performance rights granted to Directors, employee and consultants. The fair value of the options
and performance rights are measured at grant date and recognised as an expense over the vesting period, with a
corresponding increase in equity. Where market based vesting conditions are present, a Monte Carlo pricing
model was used to calculate the fair value of options and performance rights granted. The Black Scholes pricing
model is used in all other instances. A key assumption in these calculations is the Company’s future share price
volatility. Future volatility was based on the historic daily price movements of the Company’s ASX listed shares
immediately prior to the relevant valuation date for each of the option series. For further information in relation
to the performance rights and options issued, refer to Note 22.
p. Earnings per share
Basic earnings per share
Basic earnings per share is calculated by dividing the profit attributable to equity holders of the Company,
excluding any costs of servicing equity other than ordinary shares, by the weighted average number of ordinary
shares outstanding during the financial year, adjusted for bonus elements in ordinary shares during the year.
Diluted earnings per share
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into
account the after income tax effect and other financing costs associated with dilutive potential ordinary shares
and the weighted average number of additional ordinary shares that would have been outstanding assuming the
conversion of all dilutive potential ordinary shares.
34
Iondrive Limited – Consolidated Entity // Annual Report 2024
q. Parent Entity
The financial information of the parent entity, Iondrive Limited, disclosed at note 26, has been prepared on the
same basis, using the same accounting policies as the consolidated financial statements, other than investments
in controlled entities which are carried at cost, less any provision for impairment.
r.
Foreign Currency Transactions and Balances
i) Functional and presentation currency
The functional currency of each of the Group’s entities is measured using the currency of the primary
economic environment in which that entity operates. The consolidated financial statements are presented in
Australian dollars, which is the parent entity’s functional currency.
ii) Transactions and balances
Foreign currency transactions are translated into functional currency using the exchange rates prevailing at
the date of the transaction. Foreign currency monetary items are translated at the year-end exchange rate.
Non-monetary items measured at historical cost continue to be carried at the exchange rate at the date of
the transaction. Non-monetary items measured at fair value are reported at the exchange rate at the date
when fair values were determined.
Exchange differences arising on the translation of monetary items are recognised in profit or loss, except
where deferred in equity as a qualifying cash flow or net investment hedge.
Exchange differences arising on the translation of non-monetary items are recognised directly in other
comprehensive income to the extent that the underlying gain or loss is recognised in other comprehensive
income; otherwise, the exchange difference is recognised in profit or loss.
Group companies
The financial results and position of foreign operations, whose functional currency is different from the Group’s
presentation currency, are translated as follows:
•
assets and liabilities are translated at exchange rates prevailing at the end of the reporting period;
•
income and expenses are translated at average exchange rates for the period; and
•
retained earnings are translated at the exchange rates prevailing at the date of the transaction.
Exchange differences arising on translation of foreign operations with functional currencies other than Australian
dollars are recognised in other comprehensive income and included in the foreign currency translation reserve in
the statement of financial position. The cumulative amount of these differences is reclassified into profit or loss
in the period in which the operation is disposed of.
s.
Leases
The Company as Lessee
At inception of a contract, the Company assesses if the contract contains or is a lease. If there is a lease present,
a right-of-use asset and a corresponding lease liability are recognised by the Company where the Company is a
lessee. However, all contracts that are classified as short-term leases (ie a lease with a term of 12 months or less)
and leases of low-value assets are recognised as operating expenses on a straight-line basis over the term of the
lease.
Initially the lease liability is measured at the present value of the lease payments still to be paid at the
commencement date. The lease payments are discounted at the interest rate implicit in the lease. If this rate
cannot be readily determined, the Company uses the incremental borrowing rate.
Lease payments included in the measurement of the lease liability are as follows:
•
fixed lease payments less any lease incentives;
•
variable lease payments that depend on an index or rate, initially measured using the index or rate at the
commencement date;
•
the amount expected to be payable by the lessee under residual value guarantees;
•
the exercise price of purchase options, if the lessee is reasonably certain to exercise the options;
•
lease payments under extension options, if the lessee is reasonably certain to exercise the options; and
35
Iondrive Limited – Consolidated Entity // Annual Report 2024
•
payments of penalties for terminating the lease, if the lease term reflects the exercise of an option to
terminate the lease.
The right-of-use assets comprise the initial measurement of the corresponding lease liability, any lease
payments made at or before the commencement date and any initial direct costs. The subsequent
measurement of the right-of-use assets is at cost less accumulated depreciation and impairment losses.
Right-of-use assets are depreciated over the lease term or useful life of the underlying asset, whichever is the
shortest.
Where a lease transfers ownership of the underlying asset or the cost of the right-of-use asset reflects that the
Company anticipates to exercise a purchase option, the specific asset is depreciated over the useful life of the
underlying asset.
The Company as Lessor
As the Company has no contracts as a lessor, the provisions of AASB 16 relating accounting for lease contracts
as a lessor are not applicable.
The financial report was authorised for issue on 5th September 2024 by the Board of Directors.
36
Iondrive Limited – Consolidated Entity // Annual Report 2024
2024
$
2023
$
2a
OTHER INCOME
KoBold JV reimbursement
401,829
-
Other income
-
16,289
401,829
16,289
In November 2023, the Group entered into an Earn-In and Joint Venture Agreement with a subsidiary of KoBold
Metals Company for lithium projects in South Korea. KoBold can earn up to 75% interest through a two-stage earn-
in of up to $7 million over 5 years.
As part of this agreement, Iondrive's subsidiary, Korea Metals Resources (KMR), was engaged as Field Operator
during the earn-in period, for a minimum of 18 months until May 2025. Under this arrangement, KoBold
reimburses KMR monthly for costs incurred in providing field operator services. These reimbursements cover the
full-time costs of three South Korean field staff, utilisation costs of any other staff, and direct support costs.
In the 2024 financial year, Iondrive received a total of $401,829 from KoBold under this arrangement.
2b
BMV SHARE TRANSACTIONS NET LOSS
Loss on sale of BMV shares
(66,463)
(11,349)
Loss on discount to fair value
(182,360)
-
Equity accounted share of loss
-
(287,162)
Impairment expense
-
(3,479,343)
(248,823)
(3,777,854)
BMV Background
Iondrive Ltd, through its wholly owned Singaporean subsidiary, International Gold Private Limited (IGPL), held a
50% equity interest in two incorporated joint ventures, Gubong Project Chusik Hoesa and Kochang Project Chusik
Hoesa, in the Republic of Korea. The other 50% was held by London Stock Exchange (LSE) listed BMV, (ticker
BMV:LN). On 28 June 2021, following a disagreement regarding BMV's decision to mine for each project, Iondrive
and BMV executed a definitive agreement (Completion Agreement) to settle the matter through the sale of IGPL's
50% interest in the two joint ventures to BMV for consideration of US$10,000,000 (AU$13,870,947). This
consideration was to be settled through 50 million BMV shares and a further 150,000,000 BMV shares or
US$7,500,000 cash (at BMV's option). Iondrive received 50,000,000 BMV shares on 29 June 2021.
BMV chose to issue Iondrive with 150,000,000 BMV shares on 22 December 2021. With the resulting balance of
200,000,000 BMV Ordinary Shares at that time representing 32% of the issued capital of BMV, the financial asset
was reclassified to an investment in an associate, subject to equity accounting, from 22 December 2021.
On 13 April 2022, Iondrive agreed to sell 50,000,000 BMV shares at a discounted rate of £0.01 per share, to assist
in BMV negotiating a funding package to accelerate its move to production. The sale occurred in two instalments
of 25,000,000 BMV Shares each. As part of the transaction, the Group agreed to a twelve-month standstill clause
on the remaining 150,000,000 shares, which ceased on 11 April 2023.
Transactions in the year ended 30 June 2023
As at 30 June 2022, Iondrive held 150,000,000 BMV shares, representing a significant investment in the
company. During the 2023 financial year, following the completion of Iondrive's escrow conditions on 11 April
2023, the company sold 1,000,000 BMV shares on market. This sale reduced the total number of BMV shares
held to 149,000,000 as at 30 June 2023. The consideration received was $21,091, resulting in a loss on sale of
$11,349.
Iondrive's equity accounted share of BMV's loss for the year ended 30 June 2023 was $287,162, based on
Iondrive's average ownership interest of 22.8% during that year. This was calculated using BMV's reported loss of
US$848,113, converted at the USD:AUD average exchange rate of 0.6734 for that year.
The carrying value of the remaining 149,000,000 BMV shares as at 30 June 2023 was determined to be
$1,756,071. This valuation was based on 75% of the market traded value of BMV shares, using the LSE closing
price of £0.00825 and the GBP:AUD exchange rate of 0.5250 on that date. As a result, an impairment expense of
37
Iondrive Limited – Consolidated Entity // Annual Report 2024
$3,479,343 was recognized. The 25% discount applied to the market traded value reflects the company's
assessment of the discount required to sell such a large proportion of BMV's issued capital in a reasonable
timeframe.
Transaction in the year ended 30 June 2024
During July and August 2023, Iondrive sold 26,250,000 BMV shares on the London Stock Exchange. Between 28
August 2023 and 6 February 2024, Iondrive progressively sold the remaining 122,750,000 BMV shares under an
agreement with UK-based Catalyse Capital Ltd (ASX Announcement 22 August 2023). Iondrive achieved an
average price per BMV share of £0.005243 for the 149,000,000 BMV shares, resulting in total proceeds of
£781,272 ($1,505,277) and a net of foreign exchange loss of ($2,183).
The disposal of the 149,000,000 BMV shares in the 2024 financial year resulted in a loss of $66,463, together
with a loss on revaluation of $182,360 that was recognised as a fair value adjustment through the Group's Profit
or Loss (FVTPL) on the 50,250,000 BMV Shares that had remained outstanding at 31 December 2023.
2024
$
2023
$
3.
INCOME TAX EXPENSE
a)
The prima facie income tax benefit on pre-tax accounting loss reconciles to the
income tax attributable to operating loss as follows:
Income tax (expense)/benefit at 30% (2023: 25%) of operating loss
1,835,739
2,011,213
Tax effect of capital raising costs
22,748
-
Tax effect of Share-based payments expensed
(37,029)
(2,231)
Tax effect of non-assessable income (R&D Tax Incentive)
131,008
-
Tax effect of non-deductible expenses
(236,464)
(1,767,611)
Timing differences and tax losses not brought to account
(1,716,002)
(321,465)
Income tax (expense)/ benefit attributable to loss from ordinary activities
-
-
b)
Deferred tax assets not brought to account, the benefits of which will only be
realised if the conditions for deductibility set out in Note 1(b) occur
Operating Losses
-
-
c)
Income tax losses
Total deferred tax asset arising from carried forward tax losses not recognised as
meeting probable criteria
Gross income tax losses
28,390,791
25,683,357
Capital tax losses
11,404,135
11,404,135
Total tax losses
39,794,926
37,087,492
Tax Benefit of Losses at 30% (2023: 25%)
11,938,478
9,271,873
A deferred tax asset is only recognised for the carry forward of unused tax losses to the extent that it is
considered probable that future taxable profit will be available against which the unused tax losses can be
utilised.
The taxation benefits of tax losses and timing differences not brought to account will only be obtained if:
• assessable income is derived of a nature and amount sufficient to enable the benefit from the deductions to
be realised;
• conditions for deductibility imposed by the law are complied with; and
• no changes in tax legislation adversely affect the realisation of the benefit from the deductions.
38
Iondrive Limited – Consolidated Entity // Annual Report 2024
2024
$
2023
$
4. KEY MANAGEMENT PERSONNEL REMUNERATION
Refer to the Remuneration Report contained in the Directors’ Report for details of the remuneration paid or
payable to each member of the Group’s key management personnel for the year ended 30 June 2024. The totals
of remuneration paid to key management personnel during the year are as follows:
Short term employee benefits
861,297
673,012
Post-employment benefits
14,875
7,123
Termination benefits
-
-
Share-based payments
75,814
2,252
951,986
682,387
5. CASH AND CASH EQUIVALENTS
Cash at bank and in hand
2,759,282
4,212,502
2,759,282
4,212,502
6. RECEIVABLES
Current
Trade and other receivables
193,274
-
R&D Tax Incentive
342,534
-
GST receivable
20,058
95,631
Lease and credit card bonds
83,669
254,483
Loans receivable 1
-
318,102
Current receivables
639,535
668,216
1 Short-term 3-month interest free loan provided to Iondrive Technologies Pty Ltd (IDT) in June 2023 prior to the acquisition of IDT. Following
the acquisition of IDT on 3 July 2023, the loan is now eliminated upon preparation of the consolidated financial statements. Refer Note 12.
7. OTHER ASSETS
Current
Prepayments
71,648
95,551
71,648
95,551
8. HELD FOR SALE ASSETS
Shares held in BMV
Fair value of asset
-
1,756,071
Provision for discount to fair value
-
-
Total closing balance
-
1,756,071
In the prior year ended 30 June 2023, the Board made the decision to sell the remaining 149,000,000 BMV shares
within 12 months, therefore the carrying value was classified as a Held for Sale Asset. The carrying value at that
time was assessed as $1,756,071 based on the London Stock Exchange traded value of the BMV shares. All BMV
shares were sold in the year ended 30 June 2024 (refer Note 2).
39
Iondrive Limited – Consolidated Entity // Annual Report 2024
2024
$
2023
$
(i) AASB 16 related amounts recognised in the Statement of Financial Position
Leased buildings
59,741
46,772
Less: accumulated depreciation
(40,430)
(13,642)
Right of Use Asset
19,311
33,130
Movements in the Carrying Amount
Opening balance
33,130
49,350
New operating leases
14,977
46,593
Depreciation expense
(28,604)
(62,902)
FX on opening balance
(192)
89
19,311
33,130
(ii) AASB 16 related amounts recognised in the Statement of Comprehensive
Income/(Loss)
Depreciation charge related to right of use asset
(28,604)
(62,902)
Interest expense on lease liabilities
(1,731)
(1,950)
Short term lease expense (included in Other administration expenses)
(30,200)
(27,170)
(iii) Total Full Year cash out flows for leases
(27,681)
(63,739)
9. RIGHT OF USE ASSET
The Group’s Right of use assets comprise the leased office in Korea, a building to house exploration
equipment in Korea and accommodation for staff in Korea where this is provided as part of their
remuneration package.
Options to extend or terminate
One of the Group’s leases contains an option to extend. The extension option is only exercisable by the
Group. The extension option is included in the calculation of the lease liability and right to use asset only to
the extent management are reasonably certain to exercise that option.
Variable lease payments
The Group does not have any variable lease payments.
40
Iondrive Limited – Consolidated Entity // Annual Report 2024
2024
$
2023
$
10.
EXPLORATION AND EVALUATION EXPENDITURE
Costs carried forward in respect of areas of interest:
Exploration and evaluation phase
-
1,694,804
The ultimate recoupment of costs carried forward for exploration and evaluation
phase is dependent on the successful development and commercial exploitation
or sale of respective areas.
(i) Reconciliation
A reconciliation of the carrying amount of exploration and evaluation phase
expenditure is set out below:
Costs brought forward
1,694,804
993,973
Net foreign exchange translation differences
31,557
23,775
Expenditure incurred during the year
70,978
677,056
Impairment expense
(1,797,339)
-
-
1,694,804
Exploration and evaluation expenditure incurred is accumulated in respect of each identifiable area of interest.
These costs are only carried forward to the extent that they are expected to be recouped through the
successful development of the area or where activities in the area have not yet reached a stage that permits
reasonable assessment of the existence of economically recoverable reserves.
A regular review is undertaken of each area of interest to determine the appropriateness of continuing to carry
forward costs in relation to that area of interest. Accumulated costs in relation to an area are derecognised
when no future economic benefits are expected from its use or disposal. In the year ended 30 June 2024, the
Group has written off the $1,797,339 balance of the exploration asset as the total balance related to deferred
exploration costs associated with the Group’s precious metals tenements and the Group has decided to cease
further exploration work on precious metals. This was part of the Company’s strategic shift to focus exploration
on minerals critical to the growing renewable energy sector. Whilst the Group is progressing opportunities for
divestment, as a area of key judgement the Group has determined there is no reasonable and supportable
basis to reliably estimate the amount that may be recovered for these tenements given their early stage of
exploration and the under-developed exploration industry in South Korea.
11.
PLANT AND EQUIPMENT
Plant and equipment at cost
339,631
456,007
Less: Accumulated depreciation
(284,954)
(311,007)
54,677
145,000
Opening written down value
145,000
188,044
Additions
22,326
13,969
Net foreign currency exchange differences
(3,776)
3,279
Disposals
(70,167)
(3,541)
Depreciation
(38,706)
(56,751)
Closing written down value
54,677
145,000
41
Iondrive Limited – Consolidated Entity // Annual Report 2024
12.
INTANGIBLE ASSETS
Iondrive Limited completed its acquisition of 100% of the issued capital of battery technology company
Iondrive Technologies Pty Ltd (IDT) on 4 July 2023. The transaction was finalised for a total consideration of
$1.38 million, which was settled through the issue of 60 million Iondrive fully paid ordinary shares, valued at a
price of $0.023 per share, being the ASX closing price of Iondrive’s shares on 3 July 2023.
The Group has determined that IDT did not meet the definition of a business as defined under Australian
Accounting Standard AASB3, and there is not a business combination, rather an acquisition of assets and
liabilities. At the time of acquisition, IDT had not yet generated any revenue. The primary objective of the
acquisition was to procure the intellectual property rights associated with the exclusive right to commercialise
relevant battery technologies.
Following the identification of acquired tangible assets and liabilities of IDT upon acquisition, valued at
($69,856), the fair value of consideration paid was allocated to acquired assets on a relative fair value basis.
Purchase consideration and fair value of net assets of Iondrive Technologies acquired as at the date of
acquisition are as follows:
$’000
Purchase consideration
1,380,000
Less cash held by IDT
(16,799)
Net purchase consideration
1,363,201
Fair value of the assets and liabilities of Iondrive Technologies
Fair value
$’000
Intangible asset
1,449,856
Cash
16,799
Receivables (R&D Tax Incentive accrued and GST)
524,478
Property, plant and equipment
2,490
Trade and other payables
(124,159)
Short term loan
(171,362)
Payable to Iondrive
(318,102)
Net identifiable assets/liabilities acquired
1,380,000
The acquisition of IDT represents the acquisition of an intangible asset comprising three exclusively licensed
technologies, with provisional patents:
•
Lithium-ion Battery Recycling: A process for extracting critical minerals from end-of-life Lithium-ion
batteries, in a more environmentally friendly manner compared to the incumbent technologies.
•
Safer Lithium Metal Batteries: This includes innovative technologies relating to the cathode, anode and
electrolyte components of lithium-ion batteries. Together, these components create an improved
battery system that has a very high energy density, long cycle life, and is non-flammable therefore safer,
making it a significant advancement in battery technology with potential applications across multiple
industries.
•
Aqueous Sodium Batteries: A water-based battery that uses technology involving the application of a
patented novel layer on the cathode, a titanium compound-based anode, and a sodium chloride-based
electrolyte.
42
Iondrive Limited – Consolidated Entity // Annual Report 2024
2024
$
2023
$
13.
TRADE AND OTHER PAYABLES
Trade payables
144,233
344,768
Sundry payables and accruals
513,266
231,888
Amount payable to Directors and Key Management related entities1
65,416
51,010
722,915
627,666
1 Payable to Adam Slater $9,167 (2023: $Nil)
Payable to Andrew Sissian $2,750 (2023: $Nil)
Payable to Ebbe Dommisse $1,534 (2023: $Nil)
Payable to Douglas Kirwin $Nil (2023: $4,000)
Payable to Michael McNeilly $7,250 (2023: $4,000)
Payable to Beejay Kim $Nil ($2023: $4,000)
Payable to Ray Ridge $44,715 ($2023: $39,010)
14.
PROVISIONS
The aggregate provisions recognised in and included in the financial
statements is as follows:
Current Employee entitlements provision
215,086
274,946
Non-Current Employee entitlements provision
412
8,197
Total Employee entitlement provisions
215,498
283,143
15.
LEASE LIABILITY
Current Lease liability
19,816
23,376
Non-Current Lease liability
-
10,147
19,816
33,523
16.
ISSUED CAPITAL
(a) Ordinary Shares
Issued share capital:
64,582,718
62,211,401
604,856,599 fully paid ordinary shares (2023: 426,285,279)
Movement in issued shares for the year:
No.
2024
$
No.
2023
$
Balance at beginning of 2020 financial year
426,285,279
62,211,401
213,328,756
58,011,777
Placement of shares (21 Nov 2022)
-
-
53,332,120
1,226,639
Placement of shares (12 Jan 2023)
-
-
33,624,403
773,361
Placement of shares (30 Jun 2023)
-
-
126,000,000
2,520,000
Issue of acquisition shares (3 Jul 2023)
60,000,000
1,380,000
-
-
Placement of shares (11 Jun 2024)
118,571,320
1,067,142
-
-
Net costs associated with the issue of shares
-
(75,825)
-
(320,376)
Balance at end of financial year
604,856,599
64,582,718
426,285,279
62,211,401
Holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled
to one vote per share at shareholders’ meetings. In the event of winding up of the Company, ordinary
shareholders rank after all creditors and are fully entitled to any proceeds of liquidation.
43
Iondrive Limited – Consolidated Entity // Annual Report 2024
The Group completed its acquisition of 100% of the issued capital of battery technology company Iondrive
Technologies Pty Ltd (IDT) on 4 July 2023. The transaction was finalised for a total consideration of
$1,380,000, which was settled through the issue of 60,000,000 fully paid ordinary shares, valued at a price
of $0.023 per share, being the ASX closing price of ION’s shares on 3 July 2023. Refer Note 12.
On 3 June 2024, the Iondrive announced that it had received binding commitments from sophisticated and
institutional investors in respect of a placement of 222,222,222 ordinary shares in the Company at $0.009
per share to raise $2 million. The placement was conducted in two tranches:
•
Tranche 1 being 118,571,320 shares, pursuant to available share placement capacity, issued 11
June 2024, raising $1,067,142 before costs; and
•
Subsequent to 30 June 2024, tranche 2 was completed on 29 July 2024, following shareholder
approval, being the issuance of 103,650,902 shares, raising $932,858 (refer to note 28).
The net costs associated with the issue of shares in the year ended 30 June 2023 were $75,825.
(b) Options on Issue
At 30 June 2024, there were 93,780,000 unlisted options outstanding (30 June 2023: 69,280,000),
comprising:
•
30,780,000 options held by employees, directors and service providers. Refer Note 22 for further
detail and;
•
63,000,000 options held by participants in the $2.5m placement completed on 30 June 2023. These
options were issued following shareholder approval, on the basis of 1 option for every 2 shares
subscribed and expire 30 December 2024.
Refer to Notes 22 and 28 for further details.
(c) Capital Management
The capital of the Group is managed by assessing the financial risks and adjusting the capital structure in
response to changes in these risks and in the market. The responses include the management of dividends
to shareholders and share issues. There have been no changes in the strategy adopted by management to
control the capital during the year.
The amounts managed as capital by the Group for the reporting periods under review are as follows:
2024
$
2023
$
Debt
-
-
Cash
2,759,282
4,212,502
Net cash
2,759,282
4,212,502
Equity
4,036,080
7,660,942
Net debt to equity ratio
0%
0%
17.
REMUNERATION OF AUDITORS
The auditor of Iondrive Limited is Grant Thornton Audit Pty Ltd.
2024
$
2023
$
Amounts received or due and receivable by Grant Thornton for:
An audit or review of the financial report of the entity and any other entity
of the Group
50,000
47,819
Taxation and other services
-
2,500
50,000
50,319
44
Iondrive Limited – Consolidated Entity // Annual Report 2024
18.
RELATED PARTY AND KEY MANAGEMENT DISCLOSURES
The terms and conditions of the transactions between related parties are on normal commercial terms and
conditions no more favourable than those available to other parties unless otherwise stated.
a) Equity Interests
Equity Interests in controlled entities
Details of the percentage of ordinary shares held in controlled entities are disclosed in Note 25.
b) Transactions within wholly owned group
The wholly owned group includes:
▪
The ultimate parent entity in the wholly-owned group; and
▪
The wholly-owned controlled entities.
The ultimate parent entity in the wholly owned group is Iondrive Limited.
During the financial year, Iondrive Limited provided accounting and administrative services at no cost to
the controlled entities and the advancement of interest free loans.
c) Related party balances
Amounts receivable from and payable to Directors and Key Management Personnel and their related
entities at report date arising from these transactions were as follows:
2024
$
2023
$
Current payables
Amounts payable to Directors and Key Management Personnel related entities
(refer Note 13 for further detail).
65,416
51,010
65,416
51,010
There were no amounts receivable from related parties.
d) Remuneration of Key Management Personnel (Refer Note 4)
19.
JOINT OPERATIONS
The consolidated entity had interests in unincorporated joint operations at 30 June as follows:
Interest
2024
Interest
2023
Southern Gold (Asia) Joint Venture (SG Asia)
15%
15%
Under the terms of the sale of Iondrive’s former subsidiary, SG Asia, Iondrive retains a 15% free carried interest
in an unincorporated Joint venture with SG Asia based on selected tenements held by SG Asia that were re-
granted by the Cambodian authorities until the completion of a positive definitive feasibility study, together
with a 2% gross sales royalty on all products sold from the tenements until US$11 million is received, then
reverting to a 1% gross sales royalty. The Cambodian tenements were relinquished by the Joint Venture during
the year ended 30 June 2024.
20.
COMMITMENTS FOR EXPENDITURE AND CONTINGENT LIABILITIES
a) Exploration Expenditure Commitments
The South Korean tenements have minimum exploration activity requirements, rather than minimum
expenditure requirements, and includes metrics such as meters drilled and number of assays undertaken.
45
Iondrive Limited – Consolidated Entity // Annual Report 2024
b) Technology Research Expenditure Commitments
Through the acquisition of IDT, the Group has commitments to provide research funding of $2,500,000 to
the University of Adelaide over a two-and-a-half-year period. To date the Group has provided funding of
$1,244,828, leaving the remaining commitments as at 30 June 2024:
$
Not later than one year
755,172
Later than one year but not later than two years
500,000
Later than two years but not later than five years
-
Greater than five years
-
Total
1,255,172
21.
FINANCIAL INSTRUMENTS
Financial Risk Management
The Group’s financial instruments consist mainly of deposits with banks, short-term investments, accounts
receivable and accounts payable.
The totals for each category of financial instruments, measured in accordance with AASB 9 as detailed in Note
1, are as follows:
2024
$
2023
$
Financial Assets
Cash and cash equivalents
2,759,282
4,212,502
Current receivables
276,943
572,585
3,036,225
4,785,087
Financial Liabilities
Trade and other payables
689,483
578,951
689,483
578,951
(i) Treasury Risk Management
The Board of the Consolidated Group meets on a regular basis. Matters considered at the Board
meetings include material currency and interest rate exposure, and treasury management strategies in
the context of the most recent economic conditions and forecasts.
(ii) Financial Risks
The main risks that the Group is exposed to through its financial instruments are liquidity risk, credit risk,
exchange rate risk and interest rate risk.
Liquidity risk
Liquidity risk arises from the possibility that the Group might encounter difficulty in settling its debts or
otherwise meeting its obligations related to financial liabilities.
The Consolidated Group manages liquidity risk by monitoring forecast cash flows.
46
Iondrive Limited – Consolidated Entity // Annual Report 2024
As at 30 June 2024, the Group’s non-derivative financial liabilities have contractual maturities (including
interest payments where applicable) as summarised below:
30 June 2024
Rate
Current
Non-current
Within 6 months
6 to 12 months
1 to 5 years
Later than 5years
Borrowings
-
-
-
-
Trade and other payables
689,483
-
-
-
Leases
6.6%
14,671
5,145
-
-
Total
704,154
5,145
-
-
This compares to the maturity of the Group’s non-derivative financial liabilities in the previous reporting
period as follows:
30 June 2023
Rate
Current
Non-current
Within 6 months
6 to 12 months
1 to 5 years
Later than 5years
Borrowings
-
-
-
-
Trade and other payables
578,951
-
-
-
Leases
5.8%
11,519
11,857
10,147
-
Total
590,470
11,857
10,147
-
Credit risk
Credit risk represents the loss that would be recognised if counterparties failed to perform as contracted.
The maximum exposure to credit risk, excluding the value of any collateral or other security, at report date to
recognised financial assets, is the carrying amount, net of any provisions for impairment of those assets, as
disclosed in the statement of financial position and notes to the financial statements.
Refer Note 6 for further detail.
No receivables are considered past due and/or impaired at report date.
Exchange rate risk - KRW
The Group incurs expenditure in Korean Won (KRW) in relation to its activities in the Republic of South Korea,
while it raises capital, and holds cash, predominantly in AUD to fund those activities. The KRW denominated
cash expenditure in the year ended 30 June 2024 was KRW 1,217,212,485 or AU $1,392,437 translated at the
average KRW:AUD exchange for the year of 874.16. A 10% increase in the KRW:AUD exchange rate from
874.16 would decrease the AUD required to fund that same KRW denominated expenditure by $126,585.
Conversely, a 10% decrease in the KRW:AUD exchange rate would increase the AUD required to fund that
same KRW denominated expenditure by $154,715.
The Group expects this level of exploration expenditure to reduce significantly in the next financial year
ending 30 June 2025.
Interest rate risk
The Group’s exposure to interest rate risk, being the risk, that a financial instrument’s value will fluctuate as a
result of changes in market interest rates, is contained in the following table which details the exposure to
interest rate risk at the reporting date. All other financial assets and liabilities are non-interest bearing.
47
Iondrive Limited – Consolidated Entity // Annual Report 2024
2024
Interest
Bearing
Non-interest
Bearing
Total
Floating
interest rate
Fixed
interest rate
Financial assets
Cash and deposits
2,364,575
394,707
2,759,282
1.4%
-
Receivables
-
276,943
276,943
-
-
Less: Payables
-
(689,483)
(689,483)
-
-
Less: Leases
(19,816)
-
(19,816)
6.6%
-
Less: Borrowings
-
-
-
-
-
Net financial assets
2,344,759
(17,833)
2,326,926
2023
Interest
Bearing
Non-interest
Bearing
Total
Floating
interest rate
Fixed
interest rate
Financial assets
Cash and deposits
4,212,502
-
4,212,502
1.9%
-
Receivables
-
572,585
572,585
-
-
Less: Payables
-
(578,951)
(578,951)
-
-
Less: Leases
(33,523)
-
(33,523)
5.8%
-
Less: Borrowings
-
-
-
-
-
Net financial assets
4,178,979
(6,366)
4,172,613
Interest rate risk is managed with a mixture of fixed and floating rate cash deposits. At 30 June 2024, none of
Group’s cash deposits are fixed (2023: Nil).
The Group has not performed a sensitivity analysis relating to its exposure to interest rate risk at reporting
date as a change in interest rates by 10% is not considered to have a material impact on profit and equity.
(iii) Net fair values
The carrying amount of financial assets and financial liabilities recorded in the financial statements
represents their respective net fair values, determined in accordance with the accounting policies
disclosed in Note 1 to the financial statements.
22.
SHARE BASED PAYMENTS
Shares
No costs have been recognised as a share-based payments expense, relating to shares issued to directors,
employees or service providers, in the year ended 30 June 2024 (2023: Nil).
Options – Directors and Employees
The Group has an ownership-based compensation plan for employees and key consultants. In accordance
with the provisions of the Employee Incentive Plan, as approved by shareholders at an Annual General
Meeting, Directors may issue options or performance rights to acquire shares in the Company to employees
and consultants. No Directors participate in the Employee Incentive Plan as securities issued to Directors
must be separately approved by shareholders.
Share options and performance rights are not listed, carry no rights to dividends and no voting rights.
A total of $123,430 was recognised as a share-based payments expense, $100,335 relating to options, and
$23,095 relating to performance rights, issued to directors, employees and consultants, in the year ended 30
June 2024 (2023: $6,672). For further details refer to the table below.
48
Iondrive Limited – Consolidated Entity // Annual Report 2024
The following share-based payment arrangements were in existence at 30 June 2024:
Options – Series
No.
Grant Date
Expiry Date
Exercise
Price
Fair value
at grant
date
Expensed
In 2024
Employee & Consultants
Sep-20211
680,000
17/09/2021
16/09/2025
$0.100
$0.02850
-
Dec-20222
300,000
22/02/2023
22/02/2027
$0.050
$0.01213
-
Jul-20233
7,000,000
04/07/2023
03/07/2026
$0.040
$0.00402
$28,140
Nov-20234
10,000,000
09/11/2023
09/11/2026
$0.040
$0.00181
$12,921
Jan-20245
100,000
22/01/2024
22/01/2028
$0.025
$0.00404
$404
Aug-20246
5,000,000
06/08/2024
12/02/2026
$0.025
$0.00123
$6,150
LTI-20247
30,625,000
06/08/2024
06/08/2029
$0.012
$0.00424
$21,043
Director Held
Oct-20218
3,700,000
02/11/2021
31/10/2025
$0.120
$0.03260
-
Jul-20239
3,000,000
24/07/2023
23/07/2026
$0.040
$0.00402
$11,269
Nov-202310
6,000,000
09/11/2023
09/11/2027
$0.025
$0.00181
$20,408
Share based payments - options
$100,335
Performance rights lapsed
($2,252)
LTI Performance rights granted
$25,347
Share based payments – performance rights
$23,095
Total share based payments
$123,430
1.
1,890,000 unlisted options were granted to employees on 17 September 2021, under the Company’s shareholder approved
Employee Incentive Plan. 750,000 of the options were granted to Mr Smillie as Exploration Manager (prior to his appointment as
Managing Director on 9 May 2022). All options vested immediately and are exercisable at $0.10 at any time through to the expiry
date of 16 September 2025. The $53,771 fair value of the options was calculated, using the Black Scholes valuation method, using a
volatility of 74% and an interest rate of 0.43% (the five-year Australian Government bond rate). 260,000 options lapsed due to
cessation of employment prior to 30 June 2023. A further 950,000 options lapsed due to cessation of employment in the financial
year ended 30 June 2024.
2.
550,000 unlisted options were granted to employees on 22 February 2023, under the Company’s shareholder approved Employee
Incentive Plan. The options vested immediately and are exercisable at $0.05 at any time through to the expiry date of 22 February
2027. The $6,672 fair value of the options was calculated, using the Black Scholes valuation method, using a volatility of 74%, an
interest rate of 3.13% (the five-year Australian Government bond rate) and an underlying share price the day prior to Board
approval of $0.025. 250,000 options lapsed due to cessation of employment in the financial year ended 30 June 2024.
3.
17,000,000 unlisted options were granted to two consultants on 4 July 2023, following shareholder approval. 10,000,000
subsequently lapsed prior to vesting. The remaining 7,000,000 options vested after 6 months service and are exercisable at $0.04 at
any time through to the expiry date of 3 July 2026. The $28,140 fair value of the options was calculated, using the Black Scholes
valuation method, using a volatility of 62%, an interest rate of 3.912% (the three-year Australian Government bond rate) and an
underlying share price the day prior to shareholder approval of $0.018. The options were fully expensed in the year ended 30 June
2024.
4.
10,000,000 unlisted options were granted to a consultant on 9 November 2023, following shareholder approval. A total of
5,000,000 options vest monthly over an 18 month period from the issue date (approximately 277,777 per month) and 5,000,000
options vest on the basis of agreements executed with industry or collaboration partners. All options are exercisable at $0.04 at any
time after vesting through to the expiry date of 9 November 2026. The $18,100 fair value of the options was calculated using the
Black Scholes valuation method, using a volatility of 64%, an interest rate of 4.156% (the three-year Australian Government bond
rate) and an underlying share price the day prior to shareholder approval of $0.012. The fair value is being expensed over the
vesting period to 9 May 2025.
5.
100,000 unlisted options were granted to an employee on 22 January 2024, under the Company’s shareholder approved Employee
Incentive Plan. The options vested immediately and are exercisable at $0.025 at any time through to the expiry date of 22 January
2028. The $404 fair value of the options was calculated, using the Black Scholes valuation method, using a volatility of 71%, an
interest rate of 3.89% (an average between the three-year and five-year Australian Government bond rates) and an underlying
share price the day prior to Board approval of $0.011. The options were fully expensed in the year ended 30 June 2024.
6.
5,000,000 unlisted options were granted to a consultant (being the former Managing Director, Mr Smillie) on 6 August 2024,
following shareholder approval. A total of 2,000,000 options vest upon KoBold Metals electing to enter into the second phase of
the Earn-in and joint venture agreement, 1,000,000 vest with the sale or joint venture of the South Korean exploration business or
any of its exploration projects and a further 2,000,000 vest upon the sale or joint venture of the South Korean exploration business.
All options are exercisable at $0.025 at any time after vesting through to the expiry date of 12 February 2026. The $6,150 fair value
of the options was calculated using the Black Scholes valuation method, using a volatility of 71%, an interest rate of 3.763% (the
two-year Australian Government bond rate) and an underlying share price the day prior to shareholder approval of $0.009. The fair
value was expensed in full in the financial year ended 30 June 2024.
49
Iondrive Limited – Consolidated Entity // Annual Report 2024
7.
30,625,000 unlisted options were granted on 6 August 2024 as part of an Executive long-term incentive plan – further details are
provided below.
8.
3,700,000 options were issued to the Directors on 2 November 2021, following shareholder approval on 29 October 2021. The
options vested immediately, and are exercisable at $0.12 at any time through to the expiry date of 31 October 2025. The $120,583
fair value of the options was calculated, using the Black Scholes valuation method, using a volatility of 74%, an interest rate of
1.26% (the five-year Australian Government bond rate) and an underlying share price the day prior to shareholder approval of
$0.074.
9.
3,000,000 unlisted options were granted a newly appointed director on 24 July 2023, following shareholder approval. The options
vest after 12 months service and are exercisable at $0.04 at any time through to the expiry date of 23 July 2026. The $12,060 fair
value of the options was calculated, using the Black Scholes valuation method, using a volatility of 62%, an interest rate of 3.912%
(the three-year Australian Government bond rate) and an underlying share price the day prior to shareholder approval of $0.018.
The fair value of the options is being expensed over the 12 month vesting period.
10. 6,000,000 unlisted options were granted to newly appointed Directors on 9 November 2023, being 3,000,000 options to Dr
Hamilton and 3,000,000 to Mr Slater. The options vest upon their re-election at the Company’s 2024 AGM. The options are
exercisable at $0.025 at any time after vesting through to the expiry date of 9 November 2027. The $31,920 fair value of the
options was calculated using the Black Scholes valuation method, using a volatility of 71%, an interest rate of 4.316% (the three-
year Australian Government bond rate) and an underlying share price the day prior to execution of their director services contracts
of $0.013. The fair value is being expensed over the estimated vesting period of 12 months.
Historical volatility has been used as the basis for determining expected share price volatility as it is assumed
that this is indicative of future movements.
The life of the options is based on the historical exercise patterns, which may not eventuate in the future.
Other than the above, there were no other options granted to Key Management Personnel.
The following reconciles the outstanding share options granted as share based payments at the beginning
and end of the financial year:
Options granted as share based
payments
2024
2023
Number of options
Weighted average
exercise price
$
Number of
options
Weighted average
exercise price
$
Balance at beginning of financial year
6,280,000
$0.107
9,544,100
$0.134
Granted during the financial year (i)
71,725,000
$0.026
550,000
$0.050
Exercised during the financial year
-
-
-
-
Lapsed/forfeited during the financial
year (ii)
(11,600,000)
$0.047
(3,814,100)
$0.167
Balance at end of the financial year (iii)
66,405,000
$0.030
6,280,000
$0.107
(i)
Options granted
71,725,000 options, relating to share-based payments, were granted in the year ended 30 June 2024
(2023: 550,000), including the 30,625,000 options granted after the end of the financial year that were
accounted for as a share-based payment in during the financial year ended 30 June 2024 (refer
Executive long-term incentive detailed below).
(ii) Options lapsed/forfeited
Share based payments relating to 11,600,000 options lapsed or forfeited during the year ended 30 June
2024 (2023: 3,814,100).
(iii) Options outstanding at end of the financial year
66,405,000 options, relating to share-based payments, are outstanding at the end of the financial year,
including the 30,625,000 options granted as an Executive long-term incentive (detailed below). The
66,405,000 options had an average exercise price of $0.030 (2023: $0.107) and a weighted average
remaining contractual life of 1,294 days (2023: 891 days).
50
Iondrive Limited – Consolidated Entity // Annual Report 2024
Executive long-term incentive (Performance Rights and Options)
A long-term incentive plan was agreed with the Company’s Chief Executive Officer (CEO) and Chief Financial
Officer (CFO) on 12 April 2024 (subject to shareholder approval), comprising a total of 30,625,000
performance rights and 30,625,000 unlisted options. The options and performance shares vest, after a
minimum service period to 12 August 2025, in four tranches when the 30-day volume weighted average price
of the Company’s ordinary shares exceeds the following price hurdles at any time prior to 12 February 2027:
Price
Hurdles
Fair Value
per Option
Fair Value
per
Performance
Right
CEO
Number of
Options
to Vest
CEO
Number of
Performance
Rights to Vest
CFO
Number of
Options
to Vest
CFO
Number of
Performance
Rights to Vest
Tranche 1
$0.017
$0.0063
$0.0087
2,250,000
2,250,000
562,500
562,500
Tranche 2
$0.025
$0.0056
$0.0073
2,250,000
2,250,000
562,500
562,500
Tranche 3
$0.050
$0.0044
$0.0052
10,000,000
10,000,000
2,500,000
2,500,000
Tranche 4
$0.075
$0.0033
$0.0037
10,000,000
10,000,000
2,500,000
2,500,000
24,500,000
24,500,000
6,125,000
6,125,000
The performance rights convert into one fully paid ordinary share upon vesting. The options have an exercise
price of $0.012 and lapse 6 August 2029.
The fair value of these long-term incentive securities of $285,969 was calculated using the Monte Carlo
method. The fair value is being expensed over the minimum service period between 12 April 2024 and 12
August 2024, with $46,389 expensed to share based payments in the year ended 30 June 2024. Relevant
input to the Monte Carlo model:
• Consideration: nil.
• Exercise price: $0.012 for the options and nil for the performance shares
• Grant date for the purposes of the valuation (agreement date): 12 February 2024
• Share price at grant date: $0.010
• Expiry date for options: 6 August 2029
• Expected volatility of the Company’s shares: 81.3%
• Risk free rate: 3.911%
The options and performance shares were granted on 6 August 2024, following shareholder approval on 18
July 2024.
Performance Rights – Service Provider
Ausino Drilling Services Pty Ltd (ADS) holds 10 million performance rights at US$0.11 per right for US$1.1
million. The performance rights will vest if, and when, ADS provide drilling services, with 25% of the invoices
for drilling services to be paid in Iondrive shares. These performance rights are expected to lapse on 31
December 2024. No drilling services were rendered under this arrangement, and such services are not
anticipated to be provided prior to the expiration date.
23.
OPERATING SEGMENTS
Segment Information
Identification of reportable segments
AASB 8 requires operating segments to be identified on the basis of internal reports about components of the
consolidated entity that are regularly reviewed by the chief operating decision maker in order to allocate
resources to the segment and to assess its performance. The Board have concluded that at this time, there
are two separately identifiable operating segments, being exploration and battery technology. The battery
technology business commenced on 4 July 2023 with the acquisition of IDT. Prior to that date, the Group
operated in only one industry segment being the exploration for precious metals and operates in one
geographic segment being the Republic of Korea (South Korea) – therefore there is no prior period
comparative information presented for this segment note.
51
Iondrive Limited – Consolidated Entity // Annual Report 2024
Year Ended 30 June 2024
Unallocated
$
Exploration
$
Battery
Technology
$
Consolidated
$
Segment Revenue
Revenue from Joint Operations
-
-
-
-
(Loss)/Profit on sale of investments
(248,823)
-
-
(248,823)
Other Income
33,271
401,971
443,719
878,961
Total Segment Income
(215,552)
401,971
443,719
630,138
Segment Expenses
Exploration expenditure written off
-
(1,797,339)
-
(1,797,339)
Exploration expenses
-
(982,057)
-
(982,057)
Technology expenditure
-
-
(1,824,901)
(1,824,901)
Other expenditure
(1,160,539)
(813,673)
(170,759)
(2,144,971)
Total Segment Expenditure
(1,160,539)
(3,593,069)
(1,995,660)
(6,749,268)
Segment Profit/(Loss) before income
tax
(1,376,091)
(3,191,098)
(1,551,941)
(6,119,130)
Income Tax Benefit
-
-
-
-
(Loss)/Profit
(1,376,091)
(3,191,098)
(1,551,941)
(6,119,130)
As at 30 June 2024
Unallocated
$
Exploration
$
Battery
Technology
$
Consolidated
$
Assets and Liabilities
Intangible assets
-
-
1,449,857
1,449,857
Other segment assets
2,830,861
341,395
372,196
3,544,452
Segment Assets
2,830,861
341,395
1,822,053
4,994,309
Other Segment Liabilities
(269,753)
(251,160)
(437,316)
(958,229)
Segment Liabilities
(269,753)
(251,160)
(437,316)
(958,229)
Net Segment Assets
2,561,108
90,235
1,384,737
4,036,080
24.
EARNINGS PER SHARE
2024
Cents per share
2023
Cents per share
Basic (cents per share) – Profit/(Loss)
(1.24)
(3.08)
Basic and Dilutive Earnings per share
The earnings and weighted average number of ordinary shares used in the
calculation of basic and diluted earnings per share are as follows:
$
$
Net Profit / (Loss) for the year
(6,119,130)
(8,044,850)
Earnings used in the calculation of basic and diluted earnings per share agrees
directly to net profit/(loss) in the statement of financial performance.
No.
No.
Weighted average number of ordinary shares – for Basic EPS
491,948,817
261,188,818
Weighted average number of ordinary shares – for Diluted EPS
491,948,817
261,188,818
52
Iondrive Limited – Consolidated Entity // Annual Report 2024
25.
CONTROLLED ENTITIES CONSOLIDATED
Entity name
Country of
Incorporation
% of share
capital held 2024
% of share
capital held 2023
Parent Entity
Iondrive Limited
Australia
Controlled Entities
Challenger West Holdings Pty Ltd
Australia
100%
100%
CMH Resources Pty Ltd
Australia
100%
100%
Gawler Arc Holdings Pty Ltd
Australia
100%
100%
Southern Mining Pty Ltd
Australia
100%
100%
Inferus Resources Pty Ltd 1
Australia
100%
100%
New Southern Mining Pty Ltd
Australia
100%
100%
Iondrive Technologies Pty Ltd
Australia
100%
-
International Gold Private Limited
Singapore
100%
100%
Korea Metal Resources Ltd.2
South Korea
100%
100%
1 All shares in Inferus Resources Pty Ltd are held by Southern Mining Pty Ltd.
2 All shares in Korea Metal Resources Ltd are held by International Gold Private Limited.
26.
IONDRIVE LIMITED COMPANY INFORMATION
2024
$
2023
$
Assets
Current assets
2,625,322
4,033,877
Non-current assets
230,654
4,860,007
Total assets
2,855,976
8,893,884
Liabilities
Current liabilities
269,341
1,224,744
Non-current liabilities
412
8,197
Total liabilities
269,753
1,232,941
Net Assets
2,586,223
7,660,943
Equity
Issued capital
64,582,718
62,211,401
Retained earnings
(62,265,746)
(54,736,658)
Share based payments reserve
269,251
186,200
2,586,223
7,660,943
Financial Performance
Profit/(loss) for the year
(7,569,468)
(8,031,811)
Other comprehensive income
-
-
Total comprehensive income
(7,569,468)
(8,031,811)
Guarantees in relation to the debts of subsidiaries
-
-
53
Iondrive Limited – Consolidated Entity // Annual Report 2024
27.
GOING CONCERN BASIS OF ACCOUNTING
The financial report has been prepared on the basis of a going concern.
The Consolidated Group incurred a net loss after tax from continuing operations of $6,119,130 for the year
ended 30 June 2024, and a net cash outflow of $3,447,079 from operating activities. As at 30 June 2024, the
Consolidated Group has a cash position of $2,759,282. These conditions give rise to a material uncertainty
that may cast significant doubt upon the Group’s ability to continue as a going concern.
The Directors believe that it is appropriate to prepare the financial statements on the going concern basis. The
Group raised sufficient capital during the year to progress the commercialisation of its battery technologies
and its exploration activities. The Group’s ability to continue as a going concern is contingent on raising
additional capital and/or the successful exploration and subsequent exploitation of its areas of interest through
sale or development.
If additional capital is not obtained or successful exploration performed, the going concern basis may not be
appropriate, with the result that the Group may have to realise its assets and extinguish its liabilities, other
than in the ordinary course of business and at amounts different from those stated in the interim financial
report. No allowance for such circumstances has been made in the financial report.
28.
EVENTS SUBSEQUENT TO REPORTING DATE
a) Tranche 2 share placement
Following shareholder approval, the Company completed Tranche 2 of a share placement on 29 July 2024
by issuing 103,650,902 shares at $0.009 per share, raising approximately $0.93 million.
b) Completion of large-scale bench trials
On 30 July 2024, Iondrive announced the successful completion of its large-scale bench trials for its DES
battery recycling technology. The trials, representing a 1,000x scale-up, demonstrated high metal
recoveries and minimal solvent losses, with results from testing at the University of Adelaide and
independently verified by Independent Metallurgical Operations (IMO) in Perth. These outcomes validate
the scalability and economic potential of Iondrive's recycling technology, with further process
optimisation trials currently underway.
c) Issue of unlisted options
On 6 August 2024, the Company granted 5,000,000 unlisted options to the Company’s former Chief
Executive Officer who has been retained as a consultant. The granting of the options had been approved
by shareholders on 18 July 2024. The options vest subject to the satisfaction of performance conditions
relating to the continuation of the Earn-in and Joint Venture activities with KoBold Metals and the
monetisation of non-core exploration assets in South Korea (refer Note 22).
d) Issue of securities as a long-term incentive
On 6 August 2024, the Company granted 30,625,000 unlisted options and 30,625,000 performance rights
to the Company’s Chief Executive Officer and Chief Financial Officer as a long-term incentive. The granting
of the options had been approved by shareholders on 18 July 2024. The options and the performance
rights vest in four tranches, subject to the satisfaction of both service conditions and performance
conditions (Refer note 22).
e) EU Collaboration Agreement
On 12 August 2024, Iondrive announced the signing of a collaboration agreement with the Production
Engineering of E-Mobility Components at RWTH Aachen University (PEM) and PEM Motion GmbH (PEM
Motion). This collaboration aims to attract investment to validate the Iondrive DES recycling technology at
pilot plant scale and to form a consortium of strategic industry partners to solve a pressing industry need,
being the establishment of a robust and scalable process for recycling lithium-ion batteries within the EU,
with a focus on converting recycled materials into high-quality precursors for battery active materials for
the expanding EV market. The pilot plant, as part of the proposed consortium, utilising Iondrive’s battery
recycling technology, is likely to be located at PEM’s facilities in Germany.
Iondrive’s early invitation to participate in the formation of this consortium, formalises a strategic
industry partnership in Europe, a key target market, and underscores the value proposition of its unique
sustainable battery recycling process.
54
Iondrive Limited – Consolidated Entity // Annual Report 2024
Other than the above, there has not arisen any other matters or circumstances, since the end of the financial
year which significantly affected or could affect the operations of the Group, the results of those operations,
or the state of the Group in future years.
29.
RESERVES
The share-based payments reserve records items recognised as expenses on valuation of options issued to
employees or other service providers (refer Note 22).
The foreign currency translation reserve records foreign currency exchange differences arising on translation
of a foreign controlled subsidiary.
30.
REGISTERED OFFICE AND PRINCIPAL OFFICE
The registered and principal office of the Company and its controlled entities is:
6 The Parade, Norwood, South Australia, 5067
ABN 30 107 424 519
55
Iondrive Limited – Consolidated Entity // Annual Report 2024
Consolidated Entity Disclosure Statement
Bodies corporate
Tax Residency
Entity name
Entity type
Trustee,
partner or
participant in
Joint Venture
Country of
Incorporation
% of share
capital held
Australian
or foreign
Foreign
Jurisdiction
Parent Entity
Iondrive Limited
Body Corporate
N/A
Australia
N/A
Australian
N/A
Controlled Entities
Challenger West Holdings Pty
Ltd
Body Corporate
N/A
Australia
100%
Australian
N/A
CMH Resources Pty Ltd
Body Corporate
N/A
Australia
100%
Australian
N/A
Gawler Arc Holdings Pty Ltd
Body Corporate
N/A
Australia
100%
Australian
N/A
Southern Mining Pty Ltd
Body Corporate
N/A
Australia
100%
Australian
N/A
Inferus Resources Pty Ltd
Body Corporate
N/A
Australia
100%
Australian
N/A
New Southern Mining Pty Ltd
Body Corporate
N/A
Australia
100%
Australian
N/A
Iondrive Technologies Pty Ltd
Body Corporate
N/A
Australia
100%
Australian
N/A
International Gold Private
Limited
Body Corporate
N/A
Singapore
100%
Foreign
Singapore
Korea Metal Resources Ltd
Body Corporate
N/A
South Korea
100%
Foreign
South Korea
Consolidated Entity Disclosure Statement – Basis of preparation
Basis of Preparation
This Consolidated Entity Disclosure Statement (CEDS) has been prepared in accordance with the Corporations Act
2001 and includes required information for each entity that was part of the consolidated entity as at the end of the
financial year.
Consolidated entity
This CEDS includes only those entities consolidated as at the end of the financial year in accordance with AASB 10
Consolidated Financial Statements (AASB 10).
Determination of Tax Residency
Section 295 (3A) of the Corporations Act 2001 defines tax residency as having the meaning in the Income Tax
Assessment Act 1997. The determination of tax residency involves judgment as there are currently several different
interpretations that could be adopted, and which could give rise to a different conclusion on residency.
In determining tax residency, the consolidated entity has applied the following interpretations:
Australian tax residency
The consolidated entity has applied current legislation and judicial precedent, including having regard to the Tax
Commissioner's public guidance.
Foreign tax residency
Where necessary, the consolidated entity has used independent tax advisers in foreign jurisdictions to assist in its
determination of tax residency to ensure applicable foreign tax legislation has been complied with.
Partnerships and Trusts
Australian tax law does not contain specific residency tests for partnerships and trusts. Generally, these entities
are taxed on a flow-through basis so there is no need for a general residence test. There are some provisions
which treat trusts as residents for certain purposes but this does not mean the trust itself is an entity that is
subject to tax.
Additional disclosures on the tax status of partnerships and trusts have been provided where relevant.
56
Iondrive Limited – Consolidated Entity // Annual Report 2024
Directors’ Declaration
The Directors of Iondrive Limited declare that:
a) the financial statements and notes are in accordance with the Corporations Act 2001, and:
i.)
give a true and fair view of the financial position as at 30 June 2024 and of the performance for the year
ended on that date of the Consolidated Group; and
ii.)
comply with Accounting Standards; and
iii.)
Iondrive Limited complies with International Financial Reporting Standards as described in Note 1; and
b) the Chief Executive Officer and Chief Financial Officer have declared that:
i)
The financial records of the Company for the financial year have been properly maintained in accordance
with s286 of the Corporations Act 2001;
ii) The financial statements and notes for the financial year comply with the Accounting Standards; and
iii) The financial statements and notes for the financial year give a true and fair view;
c) in the directors’ opinion, there are reasonable grounds to believe that the Company will be able to pay its debts
as and when they become due and payable.
d) With regard to the Consolidated entity disclosure statement, the statement is true and correct and complies with
the requirements of Section 295 of the Corporations Act 2001.
This declaration is made in accordance with a resolution of the Board of Directors
Dated at Adelaide this 5th day of September 2024.
M McNeilly
J Hamilton
Chairman
Non-Executive Director
Grant Thornton Audit Pty Ltd
Grant Thornton House
Level 3
170 Frome Street
Adelaide SA 5000
GPO Box 1270
Adelaide SA 5001
T +61 8 8372 6666
w
www.grantthornton.com.au
ACN-130 913 594
Grant Thornton Audit Pty Ltd ACN 130 913 594 a subsidiary or related entity of Grant Thornton Australia Limited ABN 41 127 556 389 ACN 127 556 389.
‘Grant Thornton’ refers to the brand under which the Grant Thornton member firms provide assurance, tax and advisory services to their clients and/or
refers to one or more member firms, as the context requires. Grant Thornton Australia Limited is a member firm of Grant Thornton International Ltd (GTIL).
GTIL and the member firms are not a worldwide partnership. GTIL and each member firm is a separate legal entity. Services are delivered by the member
firms. GTIL does not provide services to clients. GTIL and its member firms are not agents of, and do not obligate one another and are not liable for one
another’s acts or omissions. In the Australian context only, the use of the term ‘Grant Thornton’ may refer to Grant Thornton Australia Limited ABN 41 127
556 389 ACN 127 556 389 and its Australian subsidiaries and related entities. Liability limited by a scheme approved under Professional Standards
Legislation.
Independent Auditor’s Report
To the Members of Iondrive Limited
Report on the audit of the financial report
Qualified Opinion
We have audited the financial report of Iondrive Limited (the Company) and its subsidiaries (the Group),
which comprises the consolidated statement of financial position as at 30 June 2024, the consolidated
statement of profit or loss and other comprehensive income, consolidated statement of changes in equity
and consolidated statement of cash flows for the year then ended, and notes to the consolidated financial
statements, including material accounting policy information, the consolidated entity disclosure statement,
and the Directors’ declaration.
In our opinion, except for the effects of the matters described below in the Basis for qualified opinion section
of our report, 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 2024 and of its performance for
the year ended on that date; and
b complying with Australian Accounting Standards and the Corporations Regulations 2001.
Grant Thornton Audit Pty Ltd 2
Material uncertainty related to going concern
We draw attention to Note 27 in the financial statements, which indicates that the Group incurred a loss of
$6,119,130 for the year ended 30 June 2024 and net cash outflows from operating and investing activities of
$2,063,512. As stated in Note 27, these events or conditions, along with other matters as set forth in Note 27,
indicate that a material uncertainty exists that may cast 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.
Key audit matter
How our audit addressed the key audit matter
Intangibles impairment (Note 12)
The Group completed the acquisition of 100% of the
issued capital of battery technology company Iondrive
Technologies Pty Ltd (IDT) on 4 July 2023. It was
concluded that IDT did not meet the definition of a
business as defined by AASB 3 Business
Combinations, consequently the acquisition was
accounted for as an asset acquisition.
Following the identification of acquired net tangible
assets and liabilities of IDT, valued at ($69,856), the
$1,449,856 excess of the consideration paid represents
the value of the intangible assets, representing
intellectual property rights associated with the exclusive
right to commercialise relevant battery technologies.
Our procedures included, amongst others:
•
Obtaining an understanding of the acquisition of IDT
and identification of the assets and liabilities
acquired.
•
Obtaining an understanding of the underlying
processes for the intangible asset impairment
process, through discussion with management and
review of relevant documentation;
•
Documenting the processes and assessing the
internal controls relating to impairment
considerations;
•
Obtaining Management’s impairment model and
testing the mathematical accuracy;
Basis for qualified opinion
We draw attention to the impairment expenses of $3,479,343 and equity accounted share of loss of
$287,162 included in the comparative information in the Consolidated Statement of Profit or Loss and other
Comprehensive Income. The disclosures in Note 2b are based on publicly available unaudited financial
information of Bluebird Merchant Ventures Limited. In the prior year we were unable to obtain appropriate
audit evidence to support the accuracy of these disclosures. As such in the comparative period’s disclosures
the allocation between “Equity accounted share of loss” of $287,162 and the impairment expense of
$3,479,343 (Note 2b) may not be accurate. Our audit report has been qualified as a result of this limitation
of scope in the prior year.
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 (including Independence
Standards) (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled
our other ethical responsibilities in accordance with the Code.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
qualified opinion.
Grant Thornton Audit Pty Ltd 3
Key audit matter
How our audit addressed the key audit matter
AASB 136 Impairment of Assets requires that an entity
shall assess, at least annually, whether there is any
indication that its finite life assets may be impaired. If
impairment indicators are present, the entity is required
to undertake impairment testing to determine whether
the relevant carrying amount is in excess of the
recoverable amount.
For indefinite life intangible assets or for intangible
assets that are not yet available for use, an annual
impairment test is required. The Group’s assets are not
yet available for use.
This area is a key audit matter due to the inherent
subjectivity involved in Management’s judgements in
estimating the recoverable amount as part of evaluating
potential impairment.
•
Assessing the methodology used by Management
against the requirements of AASB 136;
•
Assessing Management’s determination of the
Group’s CGUs based on our understanding of the
business and the requirements of AASB 136;
•
Evaluating the appropriateness of key assumptions
and inputs used in the calculations, by obtaining
corroborating evidence;
•
Performing an assessment of replacement cost in
relation to the intangible asset in considering if the
current carrying value is reasonable and
supportable;
•
Considering if there are any other indicators of
impairment (such as results of recent trials or
changes in factors that underpinned the initial
valuation of the assets) and other qualitative
considerations (e.g. market valuation of the Group
compared to its net assets, subsequent events,
other public information available or press
releases); and
•
Assessing the adequacy of the Group’s disclosures
within the financial statements
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 2024, 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 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:
a the financial report that gives a true and fair view in accordance with Australian Accounting Standards and
the Corporations Act 2001 (other than the consolidated entity disclosure statement); and
b the consolidated entity disclosure statement that is true and correct in accordance with the Corporations
Act 2001, and
for such internal control as the directors determine is necessary to enable the preparation of:
i
the financial report that gives a true and fair view and is free from material misstatement, whether due
to fraud or error; and
ii
the consolidated entity disclosure statement that is true and correct and is free of misstatement,
whether due to fraud or error.
Grant Thornton Audit Pty Ltd 4
In preparing the financial report, the Directors are responsible for assessing the Group’s ability to continue as a
going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of
accounting unless the Directors either intend to liquidate the 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 the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements
can arise from fraud or error and are considered material if, individually or in the aggregate, they could
reasonably be expected to influence the economic decisions of users taken on the basis of this financial report.
A further description of our responsibilities for the audit of the financial report is located at the Auditing and
Assurance Standards Board website at: http://www.auasb.gov.au/auditors_responsibilities/ar1_2020.pdf.This
description forms part of our auditor’s report.
Report on the remuneration report
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.
GRANT THORNTON AUDIT PTY LTD
Chartered Accountants
I S Kemp
Partner – Audit & Assurance
Adelaide, 5 September 2024
Opinion on the remuneration report
We have audited the Remuneration Report included in the Directors’ report for the year ended 30 June
2024.
In our opinion, the Remuneration Report of Iondrive Limited, for the year ended 30 June 2024 complies with
section 300A of the Corporations Act 2001.
61
Iondrive Limited – Consolidated Entity // Annual Report 2024
Shareholders Information
Shareholder Information
The shareholder information set out below was applicable as at 18 September 2024.
1. Substantial Equity Holders
There following individual shareholders have a relevant interest of 5% or more in the total ordinary shares on issues as
at 18 September 2024, as disclosed in the most recent substantial shareholder notices.
Name of Shareholders
Date of
Notification
Notified Number of
Shares Held
Notified
Percentage of
Shares on Issue
ILWELLA PTY LTD
07/07/23
72,978,070
15.0
STRATA INVESTMENT HOLDINGS PLC
23/08/24
133,430,758
18.8
2. Number of Shareholders
The number of Ordinary Shares on issue at 18 September 2024 is 708,507,501 held by 1,388 shareholders.
3. Distribution of Equity Securities
Ordinary Shares
Distribution of holdings:
Number of Holders
1
-
1,000
136
1,001
-
5,000
330
5,001
-
10,000
192
10,001
-
100,000
456
100,001
-
and over
274
1,388
Number of holders of less than a marketable parcel of $500
902
Unlisted Options (various exercise prices and expiry dates)
Distribution of holdings:
Number of Holders
1
-
1,000
-
1,001
-
5,000
-
5,001
-
10,000
-
10,001
-
100,000
11
100,001
-
and over
59
70
62
Iondrive Limited – Consolidated Entity // Annual Report 2024
4. Twenty Largest Shareholders
The names of the twenty largest holders of fully paid ordinary shares comprise:
Name
Number
Percentage
Held
of Issued
Shares
1
HSBC CUSTODY NOMINEES
139,658,379
19.7
2
STRATA INVESTMENT HOLDINGS PLC
137,556,846
19.4
3
JAF CAPITAL PTY LTD
33,800,000
4.8
4
MS CHUNYAN NIU
23,276,737
3.3
5
SAILORS OF SAMUI PTY LTD
15,000,000
2.1
6
RICHARD ALAN WALLIS
12,000,000
1.7
7
SCINTILLA STRATEGIC INVESTMENTS LIMITED
10,260,000
1.4
8
MRS LIESL RENATA CHAN
9,510,000
1.3
9
PUNTERO PTY LTD
9,500,000
1.3
10
LJT AUSTRALIA PTY LTD
9,000,001
1.3
11
AUKERA CAPITAL PTY LTD
9,000,000
1.3
12
EDLOU INVESTMENTS PTY LIMITED
8,500,000
1.2
13
MR DOUGLAS JOHN KIRWIN
8,333,334
1.2
14
SRP FUNDS PTY LTD
7,666,667
1.1
15
FOLEY PTY LTD
7,500,000
1.1
16
CITICORP NOMINEES PTY LIMITED
6,966,524
1.0
17
MIZPOCHA PTY LTD
6,000,000
0.8
18
MR JOHN ROCK
5,916,667
0.8
19
POTEZNA GROMADKA LTD
5,904,185
0.8
20
MR RAYMOND ROBERT RIDGE
5,444,444
0.8
470,793,784
66.4
5. Unquoted Equity Securities
Class:
Unlisted Options (various exercise prices and expiry dates)
Number on issue:
129,405,000
Number of holders:
70
There are no option holders with greater than 20% of options on issue.
Class:
Performance Rights
Number on issue:
40,625,000
Number of holders:
3
1. Ausino Drilling Services Pty Ltd (ADS) was contracted to provide drilling services into South Korea to the value
of US$4.4 million. ADS holds 10,000,000 performance rights at US$0.11 per right for US$1.1 million. The
performance rights were to vest as ADS provides the drilling services, with 25% of the invoices for drilling
services provided to be paid in Iondrive shares. The Company does not expect to utilise these services and
10,000,000 performance rights are expected to lapse on 31 December 2024.
2. The Company granted 24,500,000 performance rights to the Company’s Chief Executive Officer and 6,125,000
to the Chief Financial Officer as a long-term incentive (LTI). The granting of the options had been approved by
shareholders on 18 July 2024. The options and the performance rights vest in four tranches, subject to the
satisfaction of both service conditions and performance conditions. The LTI also consistent of the same number
of unlisted options which are included in the total number of unlisted options of 129,405,000, as noted above.
63
Iondrive Limited – Consolidated Entity // Annual Report 2024
Tenement Schedule
The following tenements are held by a 100% owned South Korean subsidiary, Korea Metal Resources Ltd, as at 30
June 2024.
Project Name
Tenement Info
Register Info
Korean
English
Block ID
No.
Type
Date of Granting
Hampyeong
나주
Naju
136
200970
Exploration
11/01/2018
Aphae
무안
Muan
99
201136
Exploration
27/03/2019
Deokon*
전주
Jeonju
70
201041
Exploration
1/08/2018
전주
Jeonju
80
201040
Exploration
1/08/2018
전주
Jeonju
60
201218
Exploration
18/12/2019
Dokcheon
영암
Yeongam
114
201465
Exploration
19/01/2024
영암
Yeongam
116
201143
Exploration
13/04/2019
Haenam
해남
Haenam
139
201302
Exploration
20/08/2021
Daedeok
충무
Chungmu
136
201414
Exploration
22/11/2022
Goseong
충무
Chungmu
131
201439
Exploration
18/05/2023
충무
Chungmu
142
201440
Exploration
19/05/2023
삼천포
Samcheonpo
1
201469
Exploration
19/04/2024
Samgeun
현동
Hyeondong
46
201473
Exploration
5/07/2024
* Korea Metal Resources Ltd has granted an exclusive option to a third party to acquire the Deokon tenements. The
option period expires in November 2024.
iondrive.com.au
Iondrive Limited
ACN 107 424 519