ACN 612 008 358
CONSOLIDATED FINANCIAL REPORT
FOR THE YEAR ENDED
30 JUNE 2021
TEMPEST MINERALS LTD ACN 612 008 358
Phone: +61 8 9200 0435 Fax: +61 8 9380 6761 Address: Level 2, Suite 9 389 Oxford Street, Mount Hawthorn WA 6016
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Contents
Cautionary Statements
Corporate Information
Letter from the Chairman
Review of Operations
Directors’ Report
Auditor’s Independence Declaration
Consolidated Statement of Profit or Loss and Other Comprehensive Income for the
Year Ended 30 June 2021
Consolidated Statement of Financial Position as at 30 June 2021
Consolidated Statement of Changes In Equity for the Year Ended 30 June 2021
Consolidated Statement of Cash Flows for the Year Ended 30 June 2021
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2021
Directors’ Declaration
Independent Auditor’s Report
Shareholder Information
Interests in Tenements
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TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Cautionary Statements
Forward-looking statements
This document may contain certain forward-looking statements. Such statements are only predictions,
based on certain assumptions and involve known and unknown risks, uncertainties and other factors,
many of which are beyond the company’s control. Actual events or results may differ materially from the
events or results expected or implied in any forward-looking statement.
The inclusion of such statements should not be regarded as a representation, warranty or prediction with
respect to the accuracy of the underlying assumptions or that any forward-looking statements will be or
are likely to be fulfilled.
Tempest Minerals Ltd undertakes no obligation to update any forward-looking statement to reflect events
or circumstances after the date of this document (subject to securities exchange disclosure requirements).
The information in this document does not take into account the objectives, financial situation or particular
needs of any person or organisation. Nothing contained in this document constitutes investment, legal,
tax or other advice.
Competent Person Statement
The information in this report that relates to Exploration Results is based on, and fairly represents information
compiled by Mr Don Smith, a Competent Person who is a member of AusIMM and the Australian Institute
of Geoscientists (AIG). Mr Smith is the Managing Director of the Company and has sufficient experience
that is relevant to the style of mineralisation and type of deposit under consideration and to the activity
being undertaken to qualify as a Competent Person as defined in the 2012 Edition of the “Australasian
Code for Reporting of Exploration Results, Mineral Resource and Ore Reserves”. Mr Smith consents to the
inclusion in this report of the matters based on his information in the form and context in which it appears.
Information relating to Previous Disclosure
This report contains information extracted from previous ASX market announcements reported in
accordance with the 2012 JORC Code and is available for viewing at www.tempestminerals.com.
The Company confirms that it is not aware of any new information or data that materially affects the
information included in these earlier market announcements. The Company confirms that the form and
context in which the competent persons findings have not been materially modified from these earlier
market announcements.
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TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Corporate Information
Directors and Company Secretary
Brian Moller (Non-Executive Chairman)
Don Smith (Managing Director)
Vincent Mascolo (Non-executive Director)
Andrew Haythorpe (Non-executive Director)
Owen Burchell (Non-Executive Director)
Paul Jurman (Company Secretary)
Head Office and Registered Office
Tempest Minerals Ltd
Level 2, Suite 9
389 Oxford Street
Mt Hawthorn, WA 6016
Tel: +61 8 9200 0435
www.tempestminerals.com
Auditors
HLB Mann Judd (WA Partnership)
Level 4, 130 Stirling Street
Perth WA 6000
Share Registry
Automic Pty Ltd
Level 5, 126 Phillip Street
Sydney NSW 2000
Tel: 1300 288 664
www.automicgroup.com.au
Stock Exchange Listing
Australian Securities Exchange Ltd
ASX Code: TEM
Australian Company Number
612 008 358
Solicitor
HopgoodGanim Lawyers
Level 8, Waterfront Place
1 Eagle Street
Brisbane QLD 4000
Tel: +61 7 3024 0000
Fax: +61 7 3024 0300
www.hopgoodganim.com.au
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TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Letter from the Chairman
Dear Shareholder
On behalf of the Board of Directors of Tempest Minerals Ltd (Tempest or the Company), I take
pleasure in presenting the Annual Report for 2021.
Despite the continuation of the challenges provided by the ongoing coronavirus pandemic, Tempest
has had a busy year and been able to advance work on its key projects.
At Yalgoo, it has identified new exploration targets generated from regional datasets exclusive to
Tempest and drilling is planned for FY2021-22.
We are excited to be quickly approaching drilling at our Euro Project. Ongoing fieldwork continues
to uncover geology prospective for both gold, base metals and iron ore in an environment known
for world class deposits including 4 major mining projects within 5km. Work at Euro has identified the
presence of iron rich geology mapped during reconnaissance field work with an additional 45
outcrops of similar iron rich geology in the south and central parts of the Euro Project which has
extended the overall potential strike length to over 20 kilometres.
At Meleya, a deal of data analyses and modelling work has been undertaken, with numerous drill
targets identified.
We consider Meleya to be one of the most exciting exploration targets in Australia today and
numerous drill targets are planned to be tested from Q4 2021 along strike from World Class Copper-
Zinc-Lead-Gold-Silver VMS deposit Golden Grove, based upon strong geophysical and geochemical
signatures.
At War West, exploration work resulted in new gold bearing veins being discovered at Wee Lode.
Geochemistry study work is in progress and further drilling is planned.
At Messenger, Tempest completed some 2,100m of drilling at the Dally and Wally Targets confirming
the presence of significant gold in many holes and the prospectivity of the project.
At Mt Magnet Target zones at Range to be drill tested across the next 18 months. New geological
models for the region include Intrusion Related Gold which further increases the prospectivity of the
area.
The Company was pleased to announce completion of a placement raising $391,000 in late August
2021 to be followed by an Entitlement Offer to raise a further approximately $1.252 million, which is
expected to close in October 2021. Proceeds therefrom will be applied to fund exploration programs
over the next 6-12 months at the WA projects.
I would like to extend my thanks to the Company’s Managing Director Mr Don Smith, my fellow
Directors and the management team for their ongoing efforts in advancing the Company’s projects
and look forward to being able to update all shareholders with the progress on exploration of our
projects over the course of the coming year.
On behalf of the Board, I thank you for your continued support and look forward to bringing you
further news as our exploration efforts continue.
Yours faithfully
Brian Moller
Chairman
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TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Review of Operations
Overview
• Ongoing exploration work
Several drilling programs
•
• Discoveries
Projects
Since the acquisition of Warrigal Mining Pty Ltd in 2019
Tempest Minerals Ltd (‘TEM’, ‘Tempest’, ‘the Company’) has been actively exploring the Company’s
Western Australian portfolio.
Technical points:
●
2 drill programs
● 100% success rate discovering new mineralisation
● Gold discovery at 2 projects
● New greenstone belt
● Extension of tenure
● Presence of Iron
● New Euro targets
Figure 1: Project locations
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TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Review of Operations
Yalgoo
Meleya Project
Background
The Meleya Project comprises 413km2 (210km2 granted and 203km2 pending) including >50km strike
length of previously unrecognised greenstones and volcanics of the Yalgoo Foldbelt which are a
continuation of the same geology as the World Class Copper-Zinc-Lead-Gold-Silver VMS deposit
Golden Grove and >1MOz Golden Dragon Minjar operations.
This previously unexplored sequence wraps around the gold bearing Walganna intermediate
intrusive suite and includes large exposures of outcropping rocks mapped geologically and
geochemically as both metal bearing and highly prospective for hosting significant orogenic gold
and Volcanogenic Massive Sulphide (VMS) deposits.
Activities
In response to regional geological study and landholder changes, Tempest increased its tenure at
the Meleya Project from 210km2 to 413km2 (+100%) to include several areas of prospectivity.
Using high resolution regional magnetic data acquired by Tempest in 2020, a structural interpretation
model of the project was completed with numerous large-scale structures typical of those found
associated with major orebodies were observed. These have contributed to a number of exploration
targets being generated.
Figure 2: Total Magnetic Intensity image of the Meleya Zone with structural model and new targets
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TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Review of Operations
Wide spaced surface sampling programs completed in early 2020 yielded multiple anomalies.
Several of these areas of interest were infilled to circa 250m spaced sampling and several of these
were found to coincide with zones of interpreted structural complexity.
Figure 3: Total Magnetic Intensity image of the Meleya Zone Orion target with arsenic geochemistry
A number of select surface samples were analysed using high quality full digestion, fused bead LA-
ICPMS and XRF methods. These were further scrutinized with advanced geochemical ‘fingerprinting’
techniques including chondrite normalised immobile element trace plots and fertility indicators.
The majority of samples received, further demonstrated the overwhelming prospectivity of the
project by plotting within the ‘F-II / F-IIIa / F-IV’ fertility fields - which is a key requirement for enabling
economically viable archaean VMS deposits in Australia and worldwide (including Golden Grove –
figure 5 & 6).
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TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Review of Operations
Figure 4: Warriedar geology map with distribution of CHI4 index data
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ANNUAL REPORT 2021
Review of Operations
Figure 5: Comparable host rock geochemistry between Golden Grove and Meleya (a-b immobile
element plots, c-d normalised chondrite trace element plots)
Figure 6: Plot of La/Yb vs Yb as proxy for fertility receptor for VMS (F1 Purple being non-fertile)
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TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Review of Operations
Euro Project
Background
The Euro Project covers more than 176km2 of 100% Tempest owned tenements in the Yalgoo region
of Western Australia.
The project represents a significant section of the Yalgoo Greenstone belt. Parts of the project were
explored in the 1990’s and early 2000’s for gold and iron ore, with drilling occurring in the North of the
project area encountering significant gold mineralisation but due to depressed metal prices, were
not considered priority at the time and not followed up.
The Euro Project is wedged between 4 current major operations: Karara (Iron), Shine (Iron), Mt
Mulgine (Gold/Tungsten) and Rothsay (Gold/Copper) and share the same geology. Yet despite this,
much of the project remains largely unexplored and highly prospective for a number of commodities.
Activities
Work completed during the reporting period include data compilation and analysis, geological
interpretation and reconnaissance fieldwork.
Figure 7: Euro Project overview
New geological interpretations confirm the presence of significant structural complexity with
heavily folded, large open folds showing an axial planar orientation roughly NW-SE in association
with vestiges of a second phase of refolding striking N-S. The former generation of fold axial
planes are host to intense shearing visible both on local and regional scales and appears
relevant to hosting both the gold discovered in the N-E of the Euro Project and potentially the
Rothsay Mine itself.
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TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Review of Operations
Using large data sets including Tempests’ exclusive magnetic geophysical models, the
company has identified significant prospectivity at the Euro Project much greater than
previously recognised and clear stratigraphic and alteration trends linking known mineralisation
to areas of little or no exploration.
Figure 8: Euro Project new Kiev target area identified from magnetics
Calais Target: Shallow drilling (mostly (<50m) RAB holes) conducted in the late 90’s and early
2000’s by Aztec, Normandy Gindalbie and others for basement geochemical analysis were
concentrated in one small area in the central western apex of the major fold hinge.
A number of these early holes intersected appreciable levels of near surface gold which were
not considered a priority at the time due to depressed metal prices.
This drilling is open in all directions and indicate the Calais target may represent a much larger
overall mineralised zone.
Kiev Target: NW-SE striking structures may be part of a larger fold and shear complex which
formed the ‘heart shaped’ greenstone sequence that now separates the Kiev target with its
distinct demagnetised zone similar to the Rothsay deposit.
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TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Review of Operations
Initial fieldwork at the Euro Project has uncovered the presence of iron rich formations
throughout the project. Although exploration on the project into this target type is in its infancy,
Tempest considers the presence of large strikes of this iron rich stratigraphy outcropping with
comparable geology to the proximal multiple large scale (multi-billion tonne) iron ore
production centres to be highly encouraging and ripe for potential additional iron ore sources.
Figure 9: Outcropping iron formations at the Euro Project
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TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Review of Operations
War West Project
Background
123km2 of granted tenure with multiple known gold occurrences and sits within 20km of two milling
and processing facilities. The War West Project is interpreted by Tempest to host a significant Intrusive
Related Gold System (IRGS).
Recent high-profile discoveries such as De Grey Mining Ltd’s (ASX: DEG) Hemi Deposit have
spotlighted the potential of this lesser known mineralisation style in Western Australia.
The War West Project is exemplified by a large 15km x 3km highly altered zone of intermediate
composition intrusive known as the Walganna Suite which in turn flanked and underlain by
greenstones and volcanics and.
The project is highlighted further by large scale multiple indicator geochemical anomalies within the
altered zone with high grade vein rock chips, frequent visible gold and significant alluvial and
artisanal hard rock gold mining within the project bounds.
Figure 10: War West schematic geological overview with 2020 drill targets
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TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Review of Operations
Activities
Tempest continued field work at the War West Project after a short pause while assessing and
responding to impacts of the emergence of Covid-19 in early 2020. Activities included geological
mapping, surface geochemistry sampling and drilling.
An initial reconnaissance drilling program was completed to test several areas within the northern
portion of the Warriedar West Project. These areas contain previously announced surface anomalies
including 8gpt gold from rock chip sampling.
Widespread gold was intersected at the OK Corral target at surface to shallow subsurface zones
interpreted as silica rich cap to the Walganna Suite and showing the potential for large scale bulk
tonnage style mineralisation at the project.
Figure 11: War West schematic geological overview with 2020 drill targets
Drilling at the Wee Lode target concentrated on several target areas of shallow, outcropping zones
of highly altered silica rich intrusive cap and known quartz lodes and intersected similarly wide
spaced shallow gold with a maximum 1m @ 5gpt gold as part of several metres of weathered
mineralized quartz vein in hole 13. This mineralized lode extends the continuity of the outcropping
vein down-dip, however, the mineralization remains open in all directions.
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TEMPEST MINERALS LTD - ACN 612 008 358
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Review of Operations
Figure 12: WARDH0013 Sample trays (wet and dry) with key intercepts highlighted in red
Figure 13: Simplified Cross section through WARD0013
Further drilling at the Clementine target yielded further mineralised laterite and quartz lode
intercepts, however with the geologically important discovery of greenstone stratigraphy underlying
the Walganna suite within 10 metres of the surface.
Previous geophysical modelling and geological survey interpretations have shown the Walganna
Suite as likely to exist as a mushroom diapir. This drilling program confirmed this geometry for the first
time. This is particularly relevant as (contrary to historical depiction) the Walganna Suite is extremely
thin within kilometres of its periphery and therefore unbridles enormous potential for shallow ‘under
cover’ discoveries.
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TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Review of Operations
Figure 14: Schematic cross section through Walganna Suite diapir with underlying Yalgoo
Greenstones
A large surface geochemistry program was undertaken across the span of the Wee Lode and
Clementine target areas to determine the effectiveness of this technique for determining the
presence and depth of the underlying greenstones and potential mineralisations. This study is in
progress.
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TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Review of Operations
Figure 15: Wee Lode and Clementine target area surface mapping and geochemistry
Messenger Project
Background
The Messenger Project comprises 2 tenements totalling 201km2 (93km2 granted and 108km2 pending)
located nearby the world class EMR Golden Grove base and precious metal mine.
The project itself and neighbouring prospecting leases have all been subject to artisanal mining since
at least the late 1890’s when gold was first discovered, and the project hosted a state processing
facility which processed ore at an estimated grade of between 2 and 10 ounces per ton. The
Messenger Project has outcrops of the key Golden Grove Unit as well as large outcrops of
underexplored mafics, ultramafics and greenstone and associated quartz lodes.
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TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Review of Operations
Figure 16: Nuggets found at surface at the Messenger Project in FY2020-2021
Activities
Activities completed in FY2020-2021 at the Messenger Project included a significant enlargement of
the project (application for an additional ~108km2 / 107% increase) in addition to several mapping
and sampling campaigns and drilling.
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TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Review of Operations
Figure 17: Additional tenure applied for by Tempest in the Yalgoo Region
Several mapping and geochemical sampling programs were completed with 273 samples taken
across two target zones. All samples sieved to coarse medium and fine fractions and were assayed
using pXRF with selected trial lines check assayed with conventional aqua-regia and ultrafine
analysis.
Figure 18: Surface mapping and total magnetic intensity at the Dally and Wally targets
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TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Review of Operations
2,100m of RC drilling was completed at two priority drill target areas delineated by mapping and
sampling at the Messenger Project (Dally and Wally).
Figure 19: 2020 Drilling at the Dally and Wally targets
Several drillholes were drilled below known mineralisation at the “Messengers Patch” mining centre.
Quartz veining prevalent throughout the drilling is believed to be analogous to the mineralisation
historically mined at very high grades from the surface to several 10’s of metres in the early 1900’s.
Although most drillholes intercepted thick quartz veining - including occasional minor visible sulphide
and oxide after sulphide - geochemical relationships noted in the assay results indicate that the host
rocks have been altered by at least 2 generations of gold bearing mineralization (associated with
sodic alteration and another associated with more mafic rocks). Preliminary indications are that
these are not specifically associated only with the quartz reefs.
Peak values included 11m @ 163ppb including 1m @ 0.7gpt Au from 11m. Although significant gold
was discovered in this initial program - these results indicate that the primary source of much of the
mineralization is yet to be revealed and may yield additional substantial results in the future.
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Review of Operations
Figure 20: Cross section through the Messengers Patch historic mining centre (WARDH51-52)
Figure 21: Cross section through drilling at the Dally with new parallel mineralized zone
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TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Review of Operations
Mt Magnet
Range Project
Background
The Range Project consists of 17 tenements for 20km2 located in Mount Magnet, 5km along strike
from the prolific +6Moz Mount Magnet Operations. The project hosts a number of artisanal mining
shafts and surface workings with known gold mineralisation within an over geological, geophysical
and geochemical target envelope.
Activities
Work completed during the reporting period included continued data analysis, reconnaissance field
mapping and sampling was also conducted with the view of generating drill targets to be potentially
tested.
Figure 22: Overview of the TEM Range Project in Mt Magnet
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TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Review of Operations
South East Yilgarn
(YLP)
Background
The YLP consists of 3 tenements (1 granted 2 pending) for a total of 105.4km2 highly prospective for
lithium and gold.
Activities
Work conducted during the reporting period include further technical review and data analysis.
Koolyanobbing
Windarling
Mt Marion
Kalgoorlie KCGM
Kambala St
Ives
Bald HIll
Widgiemooltha
Rocky Hill
Caranning
Greenbushes
Mt Cattlin
African Projects
Figure 23: YLP Projects Overview
In June 2020, the Company entered into a sale agreement with an African focussed multi-
commodity explorer Premier African Minerals Limited (AIM listed under the ticker PREM). Premier
agreed to purchase the African projects and settlement occurred by payment of the purchase
consideration of AUD$150,000 plus the payment of inspection fees through the issue of 124,512,702
Premier shares to Tempest. In March 2021, the Company sold 50,000,000 PREM shares for net sale
proceeds of GBP 88,228.50 (AUD $159,042).
Tempest retains exposure to the projects and Premier through this equity holding.
US Projects
The Company sold its 80% interest in the Tonopah Lithium Project in Nevada, United States of America,
to ASX listed Argosy Minerals Ltd (ASX:AGY). Tempest retains exposure to the project through an
agreed milestone payment of $250,000 payable upon Argosy announcing a JORC compliant reserve
at the project of at least one million tonnes of lithium carbonate equivalent product or the
commencement of commercial production of lithium product at the Tonopah Lithium Project.
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TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Review of Operations
Strategy
Tempest’s strategy is to maximise shareholder value and benefit all through the discovery and
development of high potential precious, base and energy metals. We will achieve this by being
industry leaders through excellence in sustainable business, innovation and science.
Growth
As part of the Company’s obligation to increase shareholder value, Tempest frequently reviews
organic and acquisition-based growth opportunities which fit the company’s corporate and
technical criteria.
Likely Developments
The Company will continue its mineral exploration activities with the objective of finding mineralised
resources. The Company will also consider the acquisition of further prospective exploration interests and
where appropriate secure joint venture partners to assist in financing exploration activities.
The Coronavirus (COVID-19) pandemic has to date not had a significant direct financial impact on the
Company. Staff have been able to work from home and have remained in good health. Whilst field
exploration programs have been delayed or rescheduled as a result of certain travel restrictions and
gradual opening up of borders, the Company is on track to complete the majority of its planned 2021/22
exploration program during the current field season.
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TEMPEST MINERALS LTD- ACN 612 008 358
ANNUAL REPORT 2021
Directors’ Report
The directors submit their report on the consolidated entity (“Group”) consisting of Tempest Minerals Ltd
and the entities it controlled at the end of, and during, the financial year ended 30 June 2021.
Directors
The following persons were directors of Tempest Minerals Ltd during the financial year and up to the date
of this report, unless otherwise stated:
Brian Moller
Don Smith
Vincent Mascolo
Andrew Haythorpe
Owen Burchell
Information on Directors
The board has a strong combination of technical, managerial and capital markets experience. Expertise
and experience include operating and mineral exploration. The names and qualifications of the current
directors are summarised as follows:
Brian Moller – Non-Executive Chairman
Brian specialises in capital markets, mergers and acquisitions and corporate restructuring, and has acted
in numerous transactions and capital raisings in the industrial, resources and energy sectors. He has been
a partner at the legal firm, HopgoodGanim for 30 years and leads the Corporate Advisory and
Governance practice. Mr Moller acts for many publicly listed companies in Australia and regularly advises
boards of directors on corporate governance and related issues.
Brian is a solicitor of the Supreme Court of Queensland and Solicitor and Barrister of the Supreme Court of
Western Australia.
During the past three years, Mr Moller has also served as a director of the following listed companies:
▪ DGR Global Ltd* (since 2 October 2002)
▪ Aus Tin Mining Limited* (since 1 December 2006)
▪ Newpeak Metals Limited* (since 22 January 2003)
▪ Platina Resources Ltd* (since 30 January 2007)
▪
▪ Aguia Resources Limited (from 18 December 2013 to 14 June 2019)
Solgold PLC*^ (since 28 February 2013)
*denotes current directorship
^denotes listed on the Toronto Stock Exchange and the London Stock Exchange
Brian is a member of the Audit & Risk Management Committee.
Don Smith – Managing Director
Don is a geologist and entrepreneur with over 20 years in the mining industry. He has worked in operational,
development, exploration and consultant roles for junior through to multinational firms spanning over 10
countries and numerous commodities including base metals, precious metals and energy minerals.
Don has a Bachelor of Science from Newcastle University and a Master of Business Administration from the
Australian Institute of Business. Don is also a member of the Australasian Institute of Mining and Metallurgy
and a member of the Australian Institute of Geoscientists.
Don does not sit on the board of any other listed companies, nor has he served as a director of any other
listed company in the last three years.
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TEMPEST MINERALS LTD- ACN 612 008 358
ANNUAL REPORT 2021
Directors’ Report
Vincent Mascolo – Independent Non-Executive Director
Vincent is a qualified mining engineer with extensive experience in gold and coal mining, quarrying and
civil works. He has been a director of various public and private companies over the past 27 years and is
currently Chief Executive Officer and Managing Director of AIM listed IronRidge Resources Ltd.
During the past three years, Vince has also served as a director of the following listed companies:
IronRidge Resources Limited^ (since listing on 12 February 2015)
▪
▪ DGR Global Ltd (from 30 September 2002 to 28 June 2021)
^denotes listed on the Alternative Investment Market of the London Stock Exchange
Vincent is chairman of the Audit & Risk Management Committee.
Andrew Haythorpe – Independent Non-Executive Director
Andrew has 30 years’ experience in geology, funds management and has been a Director and Chairman
of a number of TSX and ASX listed companies. Since 1999, Andrew has been involved in over A$300 million
of mergers and acquisitions and capital raisings in mining and technology companies listed on the TSX
and ASX.
Andrew has a Bachelor of Science (Hons) from the James Cook University, is a member of the Australian
Institute of Company Directors (MAICD) and a Fellow of the Australian Minerals Institute (FAusIMM).
During the past three years, Andrew has also served as a director of the following listed companies:
▪ New Energy Minerals Ltd (appointed 3 May 2021 as Managing Director)
▪ Accelerate Resources Ltd (from 7 September 2017 to 3 July 2020)
Owen Burchell – Non-Executive Director
Owen is a mining engineer with 20 years of technical, operational and corporate experience including
management positions at Rio Tinto, BHP and Barrick Gold through to numerous mining start-ups, closures
and operational turnaround projects.
Owen holds several post graduate qualifications from the West Australian School of Mines and is the holder
of a First Class Managers Certificate of Competency. Owen is also a member of the Australasian Institute
of Mining and Metallurgy.
Owen does not sit on the board of any other listed companies, nor has he served as a director of any
other listed company in the last three years.
Company Secretary
Paul Jurman is involved with a diverse range of Australian public listed companies in company secretarial
and financial roles. He is currently company secretary of Platina Resources Ltd and Carnavale Resources
Ltd.
Interests in Securities
As at the date of this report, the interests of each director in shares and options issued by the Company
are shown in the table below:
Directors
B. Moller
D. Smith
V. Mascolo
A. Haythorpe
O. Burchell
Page 26
Shares
1,074,613
10,280,372
1,575,000
513,000
9,902,577
Unlisted Options ($0.04,
expiring 30-Sep-2022)
3,000,000
4,000,000
3,000,000
3,000,000
3,000,000
TEMPEST MINERALS LTD- ACN 612 008 358
ANNUAL REPORT 2021
Directors’ Report
Principal Activities
The principal activity of the Group during the period was mineral exploration.
Dividends Paid or Recommended
There were no dividends paid or recommended during the financial year.
Review of Operations
Information on the operations of the Group during the financial year and up to the date of this report is
set out separately in the Annual Report under Review of Operations.
Operating Results
The Group’s operating loss for the financial year was $754,810 (2020: $1,652,907). Exploration and
evaluation expenditure incurred during the year totalled $946,445 (2020: $366,546).
Review of Financial Condition
Capital Structure
As at 30 June 2020 the Company had 147,266,673 ordinary shares, 500,000 performance rights and
40,774,943 unlisted options on issue.
During the year ended 30 June 2021, the following shares were issued:
•
•
•
•
•
In July 2020, the Company raised $817,949 through a non-underwritten non renounceable 1-for-2
pro-rata Entitlement Offer (Offer) issuing 51,121,816 ordinary shares at an offer price of $0.016 per
ordinary share, as well as $360,186, being the shortfall of 22,511,599 ordinary shares, which was
taken up by sophisticated and professional investors of the Lead Manager, RM Corporate Finance
Pty Ltd (RM), for a total of $1.178 million from the Offer;
To accommodate the excess demand for the shortfall under the Offer, the Company, in
conjunction with RM, raised a further $176,000 (before costs) at an issue price of $0.016 per ordinary
share from professional and other exempt investors sophisticated clients of RM;
In September 2020, 377,796 unlisted options were exercised at $0.04896 per option and converted
to 377,796 ordinary shares;
In September 2020, 3,750,000 ordinary shares were issued to RM for acting as Lead Manager to the
Offer; and
In December 2020, the Company raised $1,155,443 through a placement of 35,013,422 ordinary
shares at an issue price of $0.033 each (Placement) to sophisticated investors of RM, the Lead
Manager of the Placement. The Company also issued 750,000 shares to nominees of RM as part
consideration for acting as Lead Manager to the Placement.
During the year ended 30 June 2021, the following unlisted options were issued:
•
16,000,000 unlisted options were issued to the Directors, following approval by shareholders at the
General Meeting held on 27 August 2020. An additional 2,000,000 unlisted options were issued
under the Employee Share and Option Plan to company secretary, Mr Jurman. These unlisted
options are exercisable at $0.04 each and expire on 30 September 2022;
No new performance rights were issued during the year ended 30 June 2021.
During the year ended 30 June 2021, 377,796 unlisted options were exercised and converted to 377,796
ordinary shares, 40,397,147 options expired and the remaining 500,000 performance rights expired.
As at 30 June 2021 the Company had 271,791,306 ordinary shares and 18,000,000 unlisted options on issue.
Page 27
TEMPEST MINERALS LTD- ACN 612 008 358
ANNUAL REPORT 2021
Directors’ Report
Treasury policy
The Group does not have a formally established treasury function. The Board is responsible for managing
the Group’s finance facilities. The Group does not currently undertake hedging of any kind and is not
currently directly exposed to material currency risks.
Liquidity and funding
The Group has sufficient funds to finance its operations and exploration activities, and to allow the Group
to take advantage of favourable business opportunities, not specifically budgeted for, or to fund
unforeseen expenditure.
Significant Changes in State of Affairs
Other than the securities issued as noted above, there were no other significant changes in the state of
affairs of the Group in the financial year.
Subsequent Events
On 28 August 2021, the Company announced a capital raising, comprising of a placement of 23,000,000
ordinary shares at an issue price of $0.017 cents per share to raise $391,000 and a non-renounceable
entitlement offer to eligible shareholders of one new fully paid ordinary share for every three ordinary
shares held at an issue price of $0.017 per share, to raise approximately an additional $1,252,000 (before
costs), together with one free attaching option for every three shares issued.
Other than the matters noted above, there are no material matters or circumstances that have arisen
since the end of the year which significantly affected or may significantly affect the operations of the
Group, the results of those operations, or the state of affairs of the Group in future financial years.
Business Results
The prospects of the Group in progressing their exploration projects may be affected by a number of
factors. These factors are similar to most exploration companies moving through exploration phase and
attempting to get projects into development. Some of these factors include:
▪
Exploration - the results of the exploration activities may be such that the estimated resources are
insufficient to justify the financial viability of the projects. The Group undertakes extensive
exploration and product quality testing prior to establishing JORC compliant resource estimates
and to (ultimately) support mining feasibility studies. The Group engages external experts to assist
with the evaluation of exploration results where required and utilises third party competent persons
to prepare JORC resource statements or suitably qualified senior management of the Group.
Economic feasibility modelling of projects will be conducted in conjunction with third party experts
and the results of which will usually be subject to independent third-party peer review.
▪ Regulatory and Sovereign - the Group currently operates only in Australia during the year and
deals with local regulatory authorities in relation to the exploration of its properties. The Group may
not achieve the required local regulatory approvals to continue exploration or properly assess
development prospects. The Group takes appropriate legal and technical advice to ensure it
manages its compliance obligations appropriately.
▪
Social Licence to Operate – the ability of the Group to secure and undertake exploration and
development activities within prospective areas is also reliant upon satisfactory resolution of native
title and (potentially) overlapping tenure. To address this risk, the Group develops strong, long term
effective relationships with landholders with a focus on developing mutually acceptable access
arrangements. The Group takes appropriate legal and technical advice to ensure it manages its
compliance obligations appropriately.
Page 28
TEMPEST MINERALS LTD- ACN 612 008 358
ANNUAL REPORT 2021
Directors’ Report
▪
▪
▪
Environmental - All phases of mining and exploration present environmental risks and hazards. The
Group’s operations are subject to environmental regulations pursuant to a variety of state and
municipal laws and regulations. Environmental legislation provides for, among other things,
restrictions and prohibitions on spills, releases or emissions of various substances produced in
association with mining operations. Compliance with such legislation can require significant
expenditures and a breach may result in the imposition of fines and penalties, some of which may
be material. Environmental legislation is evolving in a manner expected to result in stricter
standards and enforcement, larger fines and liability and potentially increased capital
expenditures and operating costs. Environmental assessments of proposed projects carry a
heightened degree of responsibility for companies and directors, officers and employees. The
Group assesses each of its projects very carefully with respect to potential environmental issues, in
conjunction with specific environmental regulations applicable to each project, prior to
commencing field exploration. Periodic reviews are undertaken once field exploration
commences.
Safety - Safety is of critical importance in the planning, organisation and execution of the Group’s
exploration and development activities. The Group is committed to providing and maintaining a
working environment in which its employees are not exposed to hazards that will jeopardise an
employee’s health, safety or the health and safety of others associated with our business. The
Group recognises that safety is both an individual and shared responsibility of all employees,
contractors and other persons involved with the operation of the organisation. The Group has a
Safety and Health Management system which is designed to minimise the risk of an uncontrolled
safety and health event and to continuously improving safety culture within the organisation.
Funding - the Group will require additional funding to continue exploration and potentially move
from the exploration phase to the development phases of its projects. There is no certainty that
the Group will have access to available financial resources sufficient to fund its exploration,
feasibility or development costs at those times.
▪ Market - there are numerous factors involved with exploration and early stage development of its
projects, including variance in commodity price and labour costs which can result in projects
being uneconomical.
Environmental Issues
The Group is subject to significant environmental regulations under the (Federal, State and local) laws in
which the Group operates, which currently includes Australia and previously included Zimbabwe and
Mozambique.
The directors monitor the Group’s compliance with environmental obligations. The directors are not aware
of any compliance breach arising during the year and up to the date of this report.
Page 29
TEMPEST MINERALS LTD- ACN 612 008 358
ANNUAL REPORT 2021
Directors’ Report
Native Title
Mining tenements that the Group currently holds, may be subject to Native Title claims. The Group has a
policy that is respectful of the Native Title rights and will, as required, negotiate with relevant indigenous
bodies.
Covid-19
The financial results for the year have been influenced by the ongoing impacts of COVID-19 and the
resulting changes in government legislation relating to matters such as limited physical contact between
staff and with clients, temporary closure of some businesses that the Group would otherwise have traded
with, changes to the welfare system and various stimulus payments.
It is not practical to quantify the exact financial impact of COVID-19, but changes in the current year's
result that are directly or indirectly attributable to COVID-19 include:
-Reduced travel costs
-Increased information technology costs
-Increased workplace health & safety costs
-Physical access to some locations in Western Australia were limited for a short period.
The Group has taken the following steps to minimise regulatory and financial risk to the business
-Significantly reducing staff travel to minimise physical contact
-Enabling staff to work from home, where possible
-Education programs for staff to build awareness of how to reduce risk of infection
-Maintaining relationships with suppliers and other partners
-Continuous updating of cash-flow projections as circumstances change.
Remuneration Report (Audited)
This report details the nature and amount of remuneration for each director and other key management
personnel.
The names of key management personnel of Tempest Minerals Ltd who have held office during the
financial year are:
Brian Moller
Non-Executive Chairman
Don Smith
Managing Director
Vincent Mascolo
Non-Executive Director
Andrew Haythorpe
Non-Executive Director
Owen Burchell
Non-Executive Director
The Group’s remuneration policy seeks to align director and executive objectives with those of
shareholders and the business, while at the same time, recognising the early development stage of the
Group and the criticality of funds being utilised to achieve development objectives. The board believes
the current policy has been appropriate and effective in achieving a balance of these objectives.
The Group’s remuneration policy provides for long-term incentives to be offered through a director and
employee share option plan and also through a performance rights plan. Options may be granted under
these plans to align directors’, executives’, employees’ and shareholders’ interests. Two methods may be
used to achieve this aim, the first being performance rights and options that vest upon reaching or
exceeding specific predetermined objectives, and the second being options granted with higher exercise
prices (than the share price at issue) rewarding share price growth.
The board of directors is responsible for determining and reviewing the Group’s remuneration policy,
remuneration levels and performance of both executive and non-executive directors. Independent
external advice will be sought when required. No independent external advice was sought during the
current year.
Page 30
TEMPEST MINERALS LTD- ACN 612 008 358
ANNUAL REPORT 2021
Directors’ Report
Remuneration Report (Audited) (Continued)
Performance-Based Remuneration
Performance-based remuneration includes both short-term and long-term incentives and is designed to
reward key management personnel for reaching or exceeding specific objectives or as recognition for
strong individual performance. Short-term incentives are available to eligible staff of the Group and may
be comprised of cash bonuses, determined on a discretionary basis by the board. No short-term incentives
were made available during the year.
Long-term incentives are comprised of share options and performance rights, which are granted from
time-to-time to encourage sustained strong performance in the realisation of strategic outcomes and
growth in shareholder value.
The exercise price of the options is determined after taking into account the underlying share price
performance in the period leading up to the date of grant and if applicable, performance conditions
attached to the share options. Subject to specific vesting conditions, each option is convertible into one
ordinary share.
The Group’s policy for determining the nature and amount of remuneration of board members and key
executives is set out below.
Directors
Board policy is to remunerate non-executive directors at market rates for comparable companies for time,
commitment and responsibilities. The maximum aggregate amount of fees that can be paid to non-
executive directors is subject to approval by shareholders at the Annual General Meeting and is not linked
to the performance of the Group. The maximum aggregate amount of fees that can be paid to non-
executive directors approved by shareholders is currently $300,000. One-third, by number, of non-
executive directors retires by rotation at the Company’s Annual General Meeting. Retiring directors are
eligible for re- election by shareholders at the Annual General Meeting of the Company. The appointment
conditions of the non-executive directors are set out and agreed in letters of appointment.
Executives
The remuneration structure for executives is based on a number of factors, including length of service,
particular experience of the individual concerned, and overall performance of the Group.
The executives receive payments provided for under an employment or service agreement, which may
include cash, superannuation, short-term incentives, and equity-based performance remuneration.
The Company agreed terms with Mr Don Smith under which Mr Smith agreed to be employed as the
Managing Director and Chief Executive Officer of the Company (“CEO Agreement). The key terms of the
CEO agreement are set out below:
•
•
•
Base remuneration of $240,000 per annum inclusive of superannuation (from ASX listing date,
being 3 April 2020);
Long term incentive and KPIs to be decided by the Board; and
6 months’ written notice of termination by Mr Smith and the shorter of 12 months written notice or
the remaining period left in the initial term by the Company.
Remuneration Details of Key Management Personnel
The remuneration of the key management personnel of the Group for the years ended 30 June 2021 and
30 June 2020 were as follows:
Page 31
TEMPEST MINERALS LTD- ACN 612 008 358
ANNUAL REPORT 2021
Directors’ Report
Remuneration Report (Audited) (Continued)
Year Ended 30 June 2021:
Short Term Benefits
Post-Employment
Equity-settled Share-
based Payments
Key Management
Personnel
Salary &
Fees
Non-
cash
Benefits
Super-
annuati
on
Termination
Shares
Options
1
Total
Performance
related %
%
consisting
of options
/rights
$
$
$
$
$
$
$
%
%
B. Moller
D. Smith
V. Mascolo
A. Haythorpe
O. Burchell
Total
55,001
240,000
36,667
36,667
36,667
405,002
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
34,950
89,951
46,600
286,600
34,950
71,617
34,950
71,617
34,950
71,617
-
186,400
591,402
-
-
-
-
-
39
16
49
49
49
1. 16 million options were issued to directors, following shareholder approval received at a general meeting of shareholders
held in In August 2020. Refer to Note 22 for assumptions used to value these options.
Year Ended 30 June 2020:
Short Term Benefits
Post-Employment
Equity-settled Share-
based Payments
Key Management
Personnel
Salary &
Fees
Non-
cash
Benefits
Super-
annuation
Termina
tion
Shares
Options
Total
/Rights
Performance
related %
%
consisting
of options
/rights
$
$
$
$
$
$
$
%
%
B. Moller
D. Smith 1
V. Mascolo
A. Haythorpe 2
O. Burchell 1
56,250
53,700
37,500
148,522
16,200
S. Pathmanathan 3
61,276
D. Cornish 4
Total
62,500
435,948
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
5,821
33,517
-
-
5,821
33,517
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
56,250
53,700
37,500
148,522
16,200
100,614
62,500
-
475,286
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1. Mr Smith and Mr Burchell were appointed as Non-Executive Directors on 10 January 2020. Mr Smith replaced Mr Haythorpe
as Managing Director on 3 April 2020.
2. Mr Haythorpe was appointed as Interim Managing Director on 11 October 2019 and resumed as a Non-Executive Director
on 3 April 2020.
3. Mr Pathmanathan resigned on 11 October 2019.
4. Mr Cornish resigned on 3 March 2020.
No equity-based remuneration was provided to key management personnel of the Group for the year
ended 30 June 2020.
Page 32
TEMPEST MINERALS LTD- ACN 612 008 358
ANNUAL REPORT 2021
Directors’ Report
Remuneration Report (Audited) (Continued)
Company Performance, Shareholder Wealth, and Director and Executive Remuneration
During the financial year, the Company has generated losses as its principal activity was mineral
exploration.
As the Company is still in the exploration and development stage, the link between remuneration,
company performance and shareholder wealth is tenuous. Share prices are subject to the influence of
commodity prices and market sentiment towards the sector, and as such, increases and decreases might
occur independent of executive performance and remuneration.
Shares Held by Key Management Personnel
Details of shares held directly, indirectly or beneficially by key management personnel during the year
ended 30 June 2021 and 2020 were as follows:
Key
Management
Personnel
B. Moller
D. Smith
V. Mascolo
A. Haythorpe
O. Burchell
Balance at
1 July 2020
Participation in
Rights issue
Other Changes
Balance at
30 June 2021
2,162,500
6,601,718
1,050,000
342,000
525,000
171,000
6,601,718
3,300,859
312,500
(1,400,387) 1
1,074,613
3,300,858
377,796 2
10,280,372
-
-
-
1,575,000
513,000
9,902,577
1. Off market trade and transfer
2. Exercise of unlisted options
Key
Management
Personnel
B. Moller
D. Smith1
V. Mascolo
A. Haythorpe2
O. Burchell1
S. Pathmanathan3
D. Cornish4
Balance at
1 July 2019
Conversion of
performance rights
Other Changes
Balance at
30 June 2020
1,530,000
500,000
132,5005
2,162,500
NA
-
6,601,7186
6,601,718
550,000
500,000
-
1,050,000
NA
NA
636,750
510,000
-
-
342,0007
342,000
6,601,7186
6,601,718
2,000,000
500,000
NA
NA
NA
NA
1. Appointed 10 January 2020
2. Appointed 11 October 2019
3. Resigned 11 October 2019
4. Resigned 3 March 2020
5. Participation in September 2019 entitlement offer capital raising
6. The Company issued 1,253,091 shares as an exclusivity fee and a further 16,637,384 shares as consideration for the
acquisition of 100% of the share capital of Warrigal Mining Pty Ltd to Warrigal shareholders. These shares were issued
to Mr Smith and Mr Burchell in their capacity as Warrigal shareholders.
7. Shares held on appointment date
Options Held by Key Management Personnel
Details of options held directly, indirectly or beneficially by key management personnel during the year
ended 30 June 2021 and 2020 were as follows:
Page 33
TEMPEST MINERALS LTD- ACN 612 008 358
ANNUAL REPORT 2021
Directors’ Report
Remuneration Report (Audited) (Continued)
Key Management
Personnel
Balance at 1
July 2020
Other
Movement2
Issued1
Balance at 30
June 2021
Total Vested
30 June 2021
Total Vested and
Exercisable 30
June 2021
B. Moller
D. Smith
V. Mascolo
A. Haythorpe
132,500
(132,500)
3,000,000
3,000,000
3,000,000
3,000,000
377,796
(377,796)
4,000,000
4,000,000
4,000,000
4,000,000
-
-
-
-
3,000,000
3,000,000
3,000,000
3,000,000
3,000,000
3,000,000
3,000,000
3,000,000
O. Burchell
377,796
(377,796)
3,000,000
3,000,000
3,000,000
3,000,000
1. Options issued to directors, following shareholder approval received at a general meeting of shareholders held in
August 2020.
2. Mr Smith exercised 377,796 options and the options held by Mr Moller and Mr Burchell expired unexercised.
Key Management
Personnel
Balance at 1
July 2019
Other
Expired/
Movement5
Forfeited
Balance at 30
June 2020
Total Vested
30 June 2020
Total Vested and
Exercisable 30
June 2020
B. Moller
D. Smith1
V. Mascolo
A. Haythorpe2
O. Burchell1
-
132,500
NA
377,796
-
NA
NA
-
-
377,796
-
-
-
-
-
132,500
132,500
377,796
377,796
-
-
-
-
132,500
377,796
-
-
377,796
377,796
377,796
S. Pathmanathan3
2,000,000
D. Cornish4
1,000,000
-
-
(2,000,000)
(1,000,000)
NA
NA
NA
NA
NA
NA
1. Appointed 10 January 2020
2. Appointed on 11 October 2019
3. Resigned 11 October 2019
4. Resigned 3 March 2020
5. Free attaching options issued during September 2019 entitlement offer and Additional Offer component of the
Entitlement Offer.
Options Granted as Remuneration
16,000,000 unlisted options were issued to Directors, as approved by shareholders at the General Meeting
held on 27 August 2020. These unlisted options are exercisable at $0.04 each and expire on 30 September
2022.
The basic terms and conditions of each option affecting key management personnel remuneration in the
current year is as follows:
Grant date
vested
Date
and
exercisable
Expiry date
Exercise price
(Cents)
per
Value
option at grant
date (Cents)
Number
options
of
27 August 2020 27 August 2020 30 September
4
1.17
16,000,000
2022
Refer to Note 22 for assumptions used to value these options.
Performance Rights Held by Key Management Personnel
There were no performance rights held by key management personnel for the year ended 30 June 2021.
Performance Rights Granted as Remuneration
No performance rights were granted during the year as remuneration.
Page 34
TEMPEST MINERALS LTD- ACN 612 008 358
ANNUAL REPORT 2021
Directors’ Report
Remuneration Report (Audited) (Continued)
Other transactions with Key Management Personnel
Technical consulting services amounting to $433,996 (30 June 2020 - $77,098) were provided by Galt Mining
Solutions Pty Ltd, a company controlled by directors, Don Smith and Owen Burchell for year ended 30 June
2021. Legal fees amounting to $59,840 (30 June 2020 - $254,591) were paid to Hopgood Ganim Lawyers,
a legal firm where director Brian Moller is a partner in their Brisbane office.
There have been no other transactions with key management personnel during the year ended 30 June
2021.
End of Remuneration Report (Audited)
Options
At the date of this report, the unissued ordinary shares of the Company under option are as follows:
Unlisted Options
Issue Date
28-Aug-20
TOTAL
Expiry Date
Exercise Price
Number
30-Sep-22
$0.04
18,000,000
18,000,000
There have been no unissued shares or interests under option of any controlled entity within the Group
during or since reporting date. Option holders do not have any rights to participate in any share issue or
other interests in the Company or any other entity.
Performance Rights
At the date of this report, there were no performance rights on issue. The remaining 500,000 performance
rights on issue expired unvested on 10 January 2021.
Directors’ Meetings
The meetings (held while a director) attended by each director during the financial year were:
Board
Audit & Risk Committee
Meetings
Attended
Meetings
Attended
9
9
9
9
9
9
9
9
8
9
2
n/a
2
n/a
n/a
2
n/a
2
n/a
n/a
Directors
B. Moller
D. Smith
V. Mascolo
A. Haythorpe
O. Burchell
Page 35
TEMPEST MINERALS LTD- ACN 612 008 358
ANNUAL REPORT 2021
Directors’ Report
Corporate Governance Statement
The Board of Directors of the Company is responsible for the corporate governance of the Company and
guides and monitors the business and affairs on behalf of the shareholders by whom they are elected and
to whom they are accountable. The Company’s governance approach aims to achieve exploration,
development and financial success while meeting stakeholders’ expectations of sound corporate
governance practices by proactively determining and adopting the most appropriate corporate
governance arrangements.
ASX Listing Rule 4.10.3 requires listed companies to disclose the extent to which they have followed the
recommendations set by the ASX Corporate Governance Council during the reporting period. The
Company has disclosed this information on its website at www.tempestminerals.com/governance. The
Corporate Governance Statement is current as at 30 June 2021, and has been approved by the Board of
Directors.
The Company’s website at www.tempestminerals.com contains a corporate governance section that
includes copies of the Company’s corporate governance policies.
Indemnifying Directors and Auditors
The Company has entered into a Deed with each of the Directors (and the Company Secretary) whereby
the Company has agreed to provide certain indemnities to each Director (and the Company Secretary)
to the extent permitted by the Corporations Act and to use its best endeavours to obtain and maintain
directors’ and officers’ indemnity insurance, subject to such insurance being available at reasonable
commercial terms.
The Company has paid premiums to insure each of the directors (and the Company Secretary) of the
Company against liabilities for costs and expenses incurred by them in defending any legal proceedings
arising out of their conduct while acting in the capacity of director (or Company Secretary) of the
Company, other than conduct involving a wilful breach of duty in relation to the Company. The contracts
include a prohibition on disclosure of the premium paid and nature of the liabilities covered under the
policy.
The Company has not given an indemnity or entered into an agreement to indemnify, or paid or agreed
to pay insurance premiums in respect of any person who is or has been an auditor of the Company or a
related entity during the year and up to the date of this report.
Proceedings on Behalf of the Company
No person has applied for leave of Court to bring proceedings on behalf of the Company or intervene in
any proceedings to which the Company is a party for the purpose of taking responsibility on behalf of the
Company for all or any part of those proceedings. The Company was not a party to any such proceedings
during the year.
Non-Audit Services
There have been no non-audit services provided by the Company’s auditor during the year.
Auditor’s Independence Declaration
The Company’s auditor, HLB Mann Judd (WA Partnership), has provided the Board of Directors with an
independence declaration in accordance with section 307C of the Corporations Act 2001 and is
attached to and forms part of this financial report.
Signed in accordance with a resolution of the board of directors.
Don Smith
Managing Director
29 September 2021
Perth, Western Australia
Page 36
AUDITOR’S INDEPENDENCE DECLARATION
As lead auditor for the audit of the consolidated financial report of Tempest Minerals Ltd for the
year ended 30 June 2021, I declare that to the best of my knowledge and belief, there have been
no contraventions of:
a)
the auditor independence requirements of the Corporations Act 2001 in relation to the
audit; and
b)
any applicable code of professional conduct in relation to the audit.
Perth, Western Australia
29 September 2021
L Di Giallonardo
Partner
Page 37
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Consolidated Statement of Profit or Loss and Other Comprehensive Income
For the Year Ended 30 June 2021
Note
30 June 2021
30 June 2020
Other Income
Fair value gain on investments
Corporate and administrative expenses
Depreciation
Employee benefits expense
Exploration expenses expensed as incurred
Fair value adjustment for held for sale asset
Fixed asset written off
Foreign exchange gain/(loss)
Impairment of exploration assets
Legal expenses
Share-based payments (expense) / reversal
Loss from continuing operations
Loss from discontinued operations
Loss before income tax expense
Income tax expense
Loss for the year
Other comprehensive income
2
15
3
9
3
14
8
22
14
4
$
$
25,726
316,655
47,714
-
(283,994)
(327,039)
(2,997)
(530,001)
-
-
-
4,025
-
(62,942)
(200,400)
(4,012)
(502,746)
(175,326)
42,588
(2,175)
(6,656)
(749,785)
(197,353)
221,883
(733,928)
(1,652,907)
(20,882)
-
(754,810)
(1,652,907)
-
-
(754,810)
(1,652,907)
Other comprehensive income/(loss) for the period, net of
tax
-
-
Total comprehensive loss for the period
(754,810)
(1,652,907)
Loss for the period attributable to:
Owners of the parent company
Non-controlling interests
Total comprehensive loss for the period attributable to:
Owners of the parent company
Non-controlling interests
Loss per share attributable to owners of the parent
company
Basic and diluted earnings per share
Basis and diluted earnings per share from continuing
operations
18
18
The accompanying notes form part of these financial statements.
Page 38
(754,756)
(1,652,831)
(54)
(76)
(754,810)
(1,652,907)
(754,756)
(1,652,831)
(54)
(76)
(754,810)
(1,652,907)
Cents
(0.3)
Cents
(1.3)
(0.3)
(1.3)
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Consolidated Statement of Financial Position
As at 30 June 2021
Note
30 June 2021
30 June 2020
$
$
5
6
7
14
15
9
8
10
11
12
30
785,206
26,920
9,419
-
325,537
1,147,082
4,199
1,908,256
1,912,455
106,008
25,479
21,701
167,924
-
321,112
7,196
961,811
969,007
3,059,537
1,290,119
88,464
88,464
149,975
149,975
88,464
149,975
2,971,073
1,140,144
13,628,282
11,242,943
200,400
246,410
(10,856,734)
(10,348,388)
2,971,948
1,140,965
(875)
(821)
2,971,073
1,140,144
CURRENT ASSETS
Cash and cash equivalents
Trade and other receivables
Prepayments
Held for sale assets
Financial assets at FVTPL
Total Current Assets
NON-CURRENT ASSETS
Plant and equipment
Exploration and evaluation assets
Total Non-Current Assets
TOTAL ASSETS
CURRENT LIABILITIES
Trade and other payables
Total Current Liabilities
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued capital
Reserves
Accumulated losses
Equity attributable to owners of the parent company
Non-controlling interests
TOTAL EQUITY
The accompanying notes form part of these financial statements.
Page 39
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Consolidated Statement of Changes in Equity
For the Year Ended 30 June 2021
Attributable to Owners of Parent Company
Note
Issued Capital
Accumulated
Losses
Share-Based
Payments
Reserve
$
$
$
Total
$
Non-
controlling
Interests
Total Equity
$
$
Balance at 30 June 2019
8,965,067
(8,695,557)
667,057
936,567
(745)
935,822
Loss for the period
Total comprehensive loss
Issue of shares
Issue of options
Exercise of performance rights
Share-based payments expense / (benefit)
Balance at 30 June 2020
Loss for the period
Total comprehensive loss
Issue of shares
Exercise of options
Share-based payments expense
Transfer of lapsed options
Balance at 30 June 2021
11
12
11
22
11
12
22
The accompanying notes form part of these financial statements.
Page 40
-
-
(1,652,831)
(1,652,831)
1,943,711
-
334,165
-
-
-
-
-
-
-
-
(1,652,831)
(1,652,831)
1,943,711
135,401
135,401
(334,165)
-
(221,883)
(221,883)
(76)
(76)
(1,652,907)
(1,652,907)
-
-
-
-
1,943,711
135,401
-
(221,883)
11,242,943
(10,348,388)
246,410
1,140,965
(821)
1,140,144
-
-
(754,756)
(754,756)
-
-
-
-
200,400
(754,756)
(754,756)
2,366,842
18,497
200,400
-
-
-
246,410
(246,410)
-
2,366,842
18,497
-
-
(54)
(54)
(754,810)
(754,810)
-
-
-
-
2,366,842
18,497
200,400
-
13,628,282
(10,856,734)
200,400
2,971,948
(875)
2,971,073
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Consolidated Statement of Cash Flows
For the Year Ended 30 June 2021
CASH FLOWS FROM OPERATING ACTIVITIES
Interest receipts
Payments to suppliers and employees
30 June 2021
30 June 2020
$
$
6,994
4,747
(862,584)
(1,113,148)
Net cash used in operating activities
17 (A)
(855,590)
(1,108,401)
CASH FLOWS FROM INVESTING ACTIVITIES
Payments for exploration and evaluation assets
(954,204)
(451,816)
Purchase of property, plant and equipment
Proceed from sale of assets
Cash acquired on acquisition of Warrigal Mining Pty Ltd
9
15
13
-
159,042
-
(8,354)
42,967
4,724
Net cash used in investing activities
(795,162)
(412,479)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from the issue of shares
Share issue costs
Net cash provided by financing activities
Net increase/(decrease) in cash held
Cash at Beginning of Year
Foreign exchange movement on cash balances
Cash at End of Year
5
2,494,358
(162,114)
2,332,244
681,492
106,008
(2,294)
785,206
1,521,946
(183,218)
1,338,728
(182,152)
298,125
(735)
115,238
The accompanying notes form part of these financial statements.
Page 41
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2021
NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The financial statements are for the Group consisting of Tempest Minerals Ltd and its Controlled Entities.
Tempest Minerals Ltd is a listed public company, incorporated and domiciled in Australia. The principal
activity of the Group during the year was gold and lithium exploration.
The financial statements are general purpose financial statements that have been prepared in
accordance with the Corporations Act 2001, Australian Accounting Standards, and other authoritative
pronouncements of the Australian Accounting Standards Board. Tempest Minerals Ltd is a for-profit entity
for the purpose of preparing the financial statements. The financial statements are presented in Australian
dollars.
Compliance with Australian Accounting Standards ensures that the financial statements and notes also
comply with International Financial Reporting Standards.
The financial statements have been prepared on an accruals basis and are based on historical cost,
except for held for sale assets that are fair valued. The financial report was authorised for issue on 29
September 2021 by the directors of the Company. Separate financial statements for Tempest Minerals Ltd
as an individual entity are no longer presented following a change to the Corporations Act 2001. However,
financial information required for Tempest Minerals Ltd as an individual entity is included in Note 27.
Material accounting policies adopted in the preparation of these financial statements are presented
below. They have been consistently applied unless otherwise stated.
Going Concern
The financial statements have been prepared on a going concern basis which contemplates the
continuity of normal business activities and the realisation of assets and discharge of liabilities in the
ordinary course of business.
For the year ended 30 June 2021 the Group generated a consolidated loss of $754,810 and incurred
operating cash outflows of $855,590. As at 30 June 2021 the Group has cash and cash equivalents of
$785,206 and net assets of $2,971,073.
The Group’s ability as a going concern will depend upon the Group being able to manage its liquidity
requirement and by taking some or all of the following actions:
1.
raising additional capital;
2.
successful exploration and subsequent exploitation of the Group’s tenements;
3.
reducing its working capital expenditure; and
4. disposing of non-core projects.
After taking into account the current financial position of the Group and the placement, completed in
September 2021 and Entitlement Offer, expected to be completed in October 2021, the directors have a
reasonable expectation that the Group will have adequate resources to fund its future operational
requirements and for these reasons they continue to adopt the going concern basis in preparing the
financial report.
Should the Group be unable to raise the funds required, there exists a material uncertainty that may cast
significant doubt on the Group’s ability to continue as a going concern, in which case it may be required
to realise its assets and extinguish its liabilities other than in the ordinary course of business, and at amounts
that differ from those stated in the financial statements. This financial report does not include any
adjustments relating to the recoverability and classification of recorded asset amounts or the amounts or
classification of liabilities and appropriate disclosures that may be necessary should the Group be unable
to continue as a going concern.
Page 42
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2021
NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Principles of Consolidation
Subsidiaries
The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of Tempest
Minerals Ltd ("Company" or "parent entity") as at 30 June 2021, and the results of all subsidiaries for the
period then ended. Tempest Minerals Ltd and its subsidiaries together are referred to in these financial
statements as the Group or the economic entity.
The names of the subsidiaries are contained in Note 25. All subsidiaries in Australia have a 30 June financial
year end and are accounted for by the parent entity at cost.
Subsidiaries are all entities over which the Group has control. The Group has control over an entity when
the Group is exposed to, or has a right to, variable returns from its involvement with the entity, and has the
ability to use its power to affect those returns. Subsidiaries are fully consolidated from the date on which
control is transferred to the Group. They are de-consolidated from the date that control ceases.
Intercompany transactions, balances and unrealised gains on transactions between Group companies
are eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of the
impairment of the asset transferred. Accounting policies of controlled entities have been changed where
necessary to ensure consistency with the policies adopted by the Group.
Non-controlling Interests
Equity interests in a subsidiary not attributable, directly or indirectly, to the Group are presented as “non-
controlling interests”. The Group initially recognises non-controlling interests that are present ownership
interests in subsidiaries and are entitled to a proportionate share of the subsidiary’s net assets on liquidation
at either fair value or at the non-controlling interests’ proportionate share of the subsidiary’s net assets.
Subsequent to initial recognition, non-controlling interests are attributed their share of profit or loss and
each component of other comprehensive income. Non-controlling interests are shown separately within
the equity section of the statement of financial position and statement of profit or loss and other
comprehensive income.
Changes in ownership interests
When the Group ceases to have control, joint control or significant influence, any retained interest in the
entity is remeasured to its fair value, with the change in the carrying amount recognised in profit or loss.
The fair value is the initial carrying amount for the purposes of subsequently accounting for the retained
interest as an associate, joint venture or financial asset. In addition, any amounts previously recognised in
other comprehensive income in respect of that entity are accounted for as if the Group had directly
disposed of the related assets or liabilities. This may mean that amounts previously recognised in other
comprehensive income are reclassified to profit or loss.
Segment Reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the chief
operating decision maker. The chief operating decision maker, who is responsible for allocating resources
and assessing performance of the operating segments, has been identified as the Managing Director.
The Group has identified its operating segments based on the internal reports that are reviewed and used
by the Board of Directors (chief operating decision makers) in assessing performance and determining the
allocation of resources.
Page 43
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2021
NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Segment Reporting (Continued)
The Group is managed primarily on the basis of geographical locations as these locations have notably
different risk profiles and performance assessment criteria. Operating segments are therefore determined
on the same basis. Reportable segments disclosed are based on aggregating operating segments where
the segments are considered to have similar economic characteristics and are similar with respect to any
external regulatory requirements. Management currently identifies the Group as having only one
reportable segment, being the exploration of mineral projects in Western Australia.
Income Tax
The income tax expense/(income) for the period comprises current income tax expense/(income) and
deferred tax expense/(income). Current income tax expense charged to profit or loss is the tax payable
on taxable income calculated using applicable income tax rates enacted, or substantially enacted, as
at reporting date. Current tax liabilities/(assets) are therefore measured at the amounts expected to be
paid to/ (recovered from) the relevant taxation authority.
Deferred income tax expense reflects movements in deferred tax asset and deferred tax liability balances
during the period as well unused tax losses. Current and deferred income tax expense/(income) is
charged or credited directly to equity instead of profit or loss when the tax relates to items that are
credited or charged directly to equity.
Deferred tax assets and liabilities are calculated at the tax rates that are expected to apply to the period
when the asset is realised or the liability is settled, based on tax rates enacted or substantively enacted at
reporting date. Their measurement also reflects the manner in which management expects to recover or
settle the carrying amount of the related asset or liability.
Deferred tax assets and liabilities are ascertained based on temporary differences arising between the tax
bases of assets and liabilities and their carrying amounts in the financial statements. Deferred tax assets
also result where amounts have been fully expensed but future tax deductions are available. 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. The Company and its
Australian 100% owned controlled entities have formed a tax consolidated group.
Deferred tax assets relating to temporary differences and unused tax losses are recognised only to the
extent that it is probable that future taxable profit will be available against which the benefits of the
deferred tax asset 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 economic entity will derive sufficient future assessable income to enable the
benefit to be realised and comply with the conditions of deductibility imposed by the law.
Exploration and Evaluation Assets
Exploration and evaluation expenditure incurred is accumulated in respect of each identifiable area of
interest. Such expenditures comprise net direct costs and an appropriate portion of related overhead
expenditure but do not include overheads or administration expenditure not having a specific nexus with
a particular 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 which permits reasonable assessment of the existence of economically recoverable
reserves and active or significant operations in relation to the area are continuing.
A regular review will be undertaken on each area of interest to determine the appropriateness of
continuing to carry forward costs in relation to that area of interest. A provision is raised against exploration
and evaluation assets where the directors are of the opinion that the carried forward net cost may not be
recoverable or the right of tenure in the area lapses. The increase in the provision is charged against the
results for the year. Accumulated costs in relation to an abandoned area are written off in full against
profit or loss in the year in which the decision to abandon the area is made.
When production commences, the accumulated costs for the relevant area of interest are amortised over
the life of the area according to the rate of depletion of the economically recoverable reserves.
Page 44
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2021
NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Restoration Costs
Costs of site restoration are provided over the life of the facility from when exploration commences and
are included in the costs of that stage. Site restoration costs include the dismantling and removal of mining
plant, equipment and building structures, waste removal, and rehabilitation of the site in accordance with
clauses of the exploration and mining permits. Such costs have been determined using estimates of future
costs, current legal requirements and technology on an undiscounted basis.
Any changes in the estimates for the costs are accounted for on a prospective basis. In determining the
costs of site restoration, there is uncertainty regarding the nature and extent of the restoration due to
community expectations and future legislation. Accordingly, the costs have been determined on the basis
that the restoration will be completed within one year of abandoning the site.
The economic entity is not currently liable for any future restoration costs in relation to current areas of
interest. Consequently, no provision for restoration has been deemed necessary.
Impairment of Non- Financial Assets
At each reporting date, the economic entity reviews the carrying values of its tangible and intangible
assets to determine whether there is any indication that those assets have been impaired. If such an
indication exists, the recoverable amount of the asset, being the higher of the asset’s fair value less costs
to sell and value in use, is compared to the asset's carrying value. Any excess of the asset's carrying value
over its recoverable amount is expensed to profit or loss.
Other Receivables
Due to the short-term nature of these receivables, their carrying value is assumed to approximate fair
value. The maximum exposure to credit risk is the carrying value of receivables. Collateral is not held as
security, and the receivables are not exposed to foreign exchange risk.
The Group has applied the simplified approach to measuring expected credit losses, which uses a lifetime
expected loss allowance. To measure the expected credit losses, trade receivables have been grouped
based on days overdue.
Other receivables are recognised at amortised cost, less any allowance for expected credit losses
Cash and Cash Equivalents
Cash and cash equivalents include cash on hand, deposits held at call with banks and other short-term
highly liquid investments with original maturities of less than 3 months.
Issued Capital
Ordinary shares are classified as equity. Transaction costs (net of tax where the deduction can be utilised)
arising on the issue of ordinary shares are recognised in equity as a reduction of the share proceeds
received.
Trade and Other Payables
These amounts represent financial liabilities for goods and services provided to the Group prior to the end
of the financial year and which are unpaid.
Financial liabilities are carried at amortised cost and are initially measured at fair value including
transaction costs. They are subsequently measured at amortised cost using the effective interest rate
method.
Trade payables are non-interest bearing and are generally on 30-60 days terms. Due to their short-term
nature trade and other payables are not discounted.
Page 45
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2021
NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Share Based Payments
The economic entity makes equity-settled share based payments to directors, employees and other
parties for services provided or the acquisition of exploration assets. Where applicable, the fair value of
the equity is measured at grant date and recognised as an expense over the vesting period, with a
corresponding increase to an equity account. The fair value of shares is ascertained as the market bid
price. The fair value of options is ascertained using the Black and Scholes option valuation pricing model
which incorporates all market vesting conditions. Where applicable, the number of shares and options
expected to vest is reviewed and adjusted at each reporting date such that the amount recognised for
services received as consideration for the equity instruments granted shall be based on the number of
equity instruments that eventually vest.
Where the fair value of services rendered by other parties can be reliably determined, this is used to
measure the equity-settled payment.
Goods and Services Tax (GST)
Revenues, expenses and assets are recognised net of the amount of GST (or overseas VAT), except where
the amount of GST incurred is not recoverable. In these circumstances the GST (or overseas VAT) is
recognised as part of the cost of acquisition of the asset or as part of an item of the expense. Receivables
and payables in the statement of financial position are shown inclusive of GST. Cash flows are presented
in the statement of cash flows on a gross basis except for the GST component of investing and financing
activities which are disclosed as operating cash flows.
Foreign Currency Transactions and Balances
Functional and presentation currency
The functional and presentation currency of Tempest Minerals Ltd and its Australian subsidiaries is Australian
dollars ($A).
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 measured. 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.
Group Companies
The financial results and position of foreign operations whose functional currency is different from the
economic entity’s presentation currency are translated as follows:
▪ assets and liabilities are translated at period-end exchange rates prevailing at that reporting date;
▪
▪
retained earnings are translated at the exchange rates prevailing at the date of the transaction.
income and expenses are translated at average exchange rates for the period;
Exchange differences arising on translation of foreign operations are recognised in other comprehensive
income.
Page 46
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2021
NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Plant and Equipment
Each class of property, plant and equipment is carried at cost less, accumulated depreciation and any
impairment losses.
Plant and equipment are measured on the cost basis and therefore carried at cost less accumulated
depreciation and any accumulated impairment. In the event the carrying amount of plant and
equipment is greater than the estimated recoverable amount, the carrying amount is written down
immediately to the estimated recoverable amount and impairment losses are recognised either in profit
or loss. A formal assessment of recoverable amount is made when impairment indicators are present.
The carrying amount of plant and equipment is reviewed periodically 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.
The cost of fixed assets constructed within the Group includes the cost of materials, direct labour,
borrowing costs and an appropriate proportion of fixed and variable overheads.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as
appropriate, only when it is probable that future benefits associated with the item will flow to the
Consolidated Entity and the cost of the item can be measured reliably. All other repairs and maintenance
are charged to the profit or loss and other comprehensive income during the financial year in which they
are incurred.
Depreciation
The depreciable amount of all fixed assets is depreciated on a straight-line basis over the asset’s useful life
to the 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 plant and equipment is 33%. The assets’ residual values and useful lives are
reviewed, and adjusted if appropriate, at each balance date.
Gains and losses on disposals are determined by comparing proceeds with the carrying amount. These
gains and losses are included in the profit or loss.
Earnings Per Share (EPS)
Basic earnings per share is calculated by dividing the loss 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 any bonus elements in ordinary shares
issued during the year.
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take
into account the after income tax effect of interest and other financing costs associated with dilutive
potential ordinary shares and the weighted average number of shares assumed to have been issued for
no consideration in relation to dilutive potential ordinary shares.
Page 47
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2021
NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Financial Instruments
Financial instruments are initially measured at fair value on trade date, which includes transaction costs,
when the related contractual rights or obligation exist. Subsequent to initial recognition these instruments
are measured as follows:
Financial assets at fair value through profit or loss
Financial assets are valued at ‘fair value through profit or loss’ when they are either held for trading for the
purpose of short term profit taking or when they are designated as such to avoid an accounting mismatch
or to enable performance evaluation where a group of financial assets is managed by key management
personnel on a fair value basis in accordance with a documented risk management or investment
strategy. Such assets are subsequently measured at fair value with changes in carrying value bring
included in the profit or loss.
Held for sale assets
For the year ended 30 June 2020, the Directors resolved to dispose its exploration assets held in Africa and
these have been classified as assets held for sale as at that reporting period. The carrying value of this
disposal group is estimated by reference to the negotiation conducted with third parties and the Directors’
judgement as to the probably value that can be realised by the Group. These exploration assets were
disposed off during this financial year ended 30 June 2021.
Adoption of new and revised Accounting Standards
For the year ended 30 June 2021, the Board has reviewed all new and revised standards and
interpretations issued by the AASB.
The Board has also reviewed all new Standard and Interpretations that have been issued but not yet
mandatory for the year ended 30 June 2021. As a result of these reviews, the Board has determined that
there is no impact, material or otherwise, of the new and revised Standards and Interpretations on its
business and, therefore, no change necessary to accounting policies.
Critical Accounting Estimates and Judgements
The directors evaluate estimates and judgments incorporated into the financial statements 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 economic entity.
Key Judgements:
Exploration and Evaluation Assets
The Group performs regular reviews on each area of interest to determine the appropriateness of
continuing to carry forward costs in relation to that area of interest. These reviews are based on detailed
surveys and analysis of exploration and drilling results performed to reporting date. Exploration and
evaluation assets at 30 June 2021 were $1,908,256.
Share based payments transactions
The Group measures the cost of equity-settled transactions with employees and consultants by reference
to the fair value of the equity instruments at the date at which they are granted. The fair value of options
is determined by an internal valuation using a Black-Scholes option pricing model. The fair value of
performance rights is determined by the underlying share price at grant date. Share based payment
expense for the year ended 30 June 2021 is $200,400. Refer to note 22 for details.
Page 48
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2021
NOTE 2: OTHER INCOME
Interest received
Sale of tenements 1
30 June 2021
30 June 2020
$
$
6,994
18,732
25,726
4,747
42,967
47,714
1. During the year ended 30 June 2021, the Company sold its African Lithium and Gold assets in
Zimbabwe and Mozambique to Premier African Minerals Ltd for a total consideration of $167,924
(including some reimbursement) in shares. This transaction was recognized as held for sale asset
at 30 June 2020, with fair value adjustment put through the profit or loss statement.
NOTE 3: EXPENSES
Included in expenses are the following items:
ASX, ASIC, share registry expenses
Audit and external accounting fees
Consulting fees
Insurance
Marketing
Travel expenses
Share based payment expense / (reversal)
Others
Employee benefits expense comprises:
Salaries, wages and superannuation
Directors and senior management fees
Provision for leave entitlement
30 June 2021
30 June 2020
$
$
49,496
34,829
50,939
34,887
29,320
5,419
200,400
79,104
-
530,001
-
98,337
54,214
1,200
37,300
29,855
70,069
(221,883)
36,064
100,614
433,672
(31,540)
Page 49
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2021
NOTE 4: INCOME TAX EXPENSE
(a) The prima facie tax on the operating loss is reconciled to income
tax expense as follows:
Prima facie tax/(benefit) on loss from ordinary activities before income
tax at 30% (2020: 27.5%)
(226,443)
(454,549)
30 June 2021
30 June 2020
$
$
Adjust for tax effect of:
Non-deductible amounts
Non-assessable amounts
Deferred tax assets not bought to account
Income tax expense/(benefit)
60,120
(2,737)
169,060
-
(77,940)
-
532,489
-
Deferred tax asset not recognised through equity
108,768
148,418
(b) Recognised deferred tax assets and liabilities
Deferred tax assets
Temporary differences
Carried forward tax losses
Deferred tax liabilities
Exploration and evaluation assets
Financial assets at FVTPL
Net unrecognised deferred tax asset
15,221
2,755,700
13,060
2,042,966
(572,477)
(67,514)
(88,061)
-
2,130,931
1,967,966
The ability of the Company to utilise the tax losses is subject to the Company satisfying either the continuity of
ownership test or the same business test.
NOTE 5: CASH AND CASH EQUIVALENTS
Cash at bank and on hand
Less: reclassification to available for sale asset – refer Note 14
NOTE 6: RECEIVABLES
Current:
Other receivables
NOTE 7: PREPAYMENTS
Current:
Prepayments
Page 50
30 June 2021
30 June 2020
$
$
785,206
-
785,206
115,238
(9,230)
106,008
30 June 2021
30 June 2020
$
$
26,920
26,920
25,479
25,479
30 June 2021
30 June 2020
$
$
9,419
9,419
21,701
21,701
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2021
NOTE 8: EXPLORATION AND EVALUATION ASSETS
Exploration and evaluation expenditure carried forward in respect
of areas of interest are:
Exploration and evaluation phase - at cost
1,908,256
911,811
30 June 2021
30 June 2020
$
$
Movement in exploration and evaluation assets:
Opening balance - at cost
Capitalised exploration expenditure
Warrigal Mining Pty Ltd acquisition
Impairment of exploration assets
Reclass to Held for sale asset – refer Note 14
Total exploration and evaluation assets
Carrying amount at the end of the year
961,811
946,445
-
-
-
1,908,256
1,908,256
711,263
366,546
754,113
(749,785)
(120,326)
961,811
961,811
During the year ended 30 June 2021, the Company disposed of its African assets in Mozambique and
Zimbabwe. The carrying values of these assets were reclassified as Held for Sale asset in the previous year
ended 30 June 2020 (refer to note 14).
During the year ended 30 June 2020, the Company acquired Warrigal Mining Pty Ltd and recognised
$754,113 of exploration expenditure as initial share acquisition cost (refer to note 13). The Board also
reviewed, assessed and impaired the carrying value of tenements held in Western Australia, Zimbabwe
and Mozambique that were either surrendered or deemed not prospective for lithium mineralisation.
Recoverability of the carrying amount of exploration assets is dependent on the successful development
and commercial exploitation of projects, or alternatively, through the sale of the areas of interest.
NOTE 9: PLANT AND EQUIPMENT
At cost
Accumulated depreciation
Write-off
Total plant and equipment
Reconciliation of the carrying amounts for property, plant and
equipment is set out below:
Balance at the beginning of year
Additions during the year
Acquisition of Warrigal Mining Pty Ltd – assets acquired
Depreciation expense
Write-off
Carrying amount at the end of year
30 June 2021
30 June 2020
$
$
11,861
(7,662)
-
4,199
7,196
-
-
(2,997)
-
4,199
14,036
(4,665)
(2,175)
7,196
2,529
8,354
2,500
(4,012)
(2,175)
7,196
Page 51
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2021
NOTE 10: TRADE AND OTHER PAYABLES
Current:
Trade payables and accrued expenses
Total payables (unsecured)
30 June 2021
30 June 2020
$
$
88,464
88,464
149,975
149,975
The average credit period on purchases of goods and services is 30 days. No interest is paid on trade
payables.
NOTE 11: CONTRIBUTED EQUITY
Fully paid ordinary shares
2021
2020
No. of
Shares
$
No. of
Shares
$
Balance at the beginning of year
147,266,673
12,777,103
90,822,122
10,133,023
Share issues:
28 July 2020
3 August 2020
4 August 2020
11 September 2020
30 September 2020
26 November & 14 December 2020
14 December 2020
1 July 2019
19 September 2019
26 November 2019
12 December 2019
12 December 2019
30 December 2019
Balance as at 30 June
Total transaction costs associated with
share issues
(a)
(a)
(b)
(c)
(d)
(e)
(f)
(g)
(h)
(i)
(j)
(j)
(k)
51,121,816
22,511,599
11,000,000
3,750,000
377,796
817,949
360,186
176,000
60,000
18,497
35,013,422
1,155,443
750,000
24,750
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
3,500,000
334,165
29,734,064
1,486,354
1,253,091
16,637,384
4,001,791
1,318,221
38,846
549,034
200,089
35,592
271,791,306
15,389,928
147,266,673
12,777,103
-
(1,761,646)
-
(1,534,160)
Net issued capital
13,628,282
11,242,943
Ordinary shareholders are entitled to participate in dividends and the proceeds on the winding up of the
company in proportion to the number of and amount paid on the shares held. Every ordinary shareholder
present at a meeting in person or by proxy is entitled to one vote on a show of hands or by poll. Ordinary
shares have no par value.
Notes for the above table:
(a) In July 2020, the Company completed a non-underwritten non renounceable 1-for-2 pro-rata
Entitlement Offer (Offer) of ordinary shares at an offer price of $0.016 per ordinary share. On 24
July 2020, the Company advised shareholders subscribed for 51,121,816 ordinary shares (raising
$817,949), representing a 69.43% take-up of their rights entitlement and leaving a shortfall of
22,511,599 ordinary shares, which was taken up by sophisticated and professional investors of the
Lead Manager, RM Corporate Finance Pty Ltd (RM) raising a further $360,186.
(b) In August 2020, to accommodate the excess demand for the Shortfall under the Offer, the
Company raised a further $176,000 (before costs) at an issue price of $0.016 per ordinary share
from professional and other exempt investors.
Page 52
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2021
NOTE 11: CONTRIBUTED EQUITY (Continued)
(c) On 11 September 2020, the Company issued 3,750,000 ordinary shares to nominees of RM as
consideration for acting as Lead Manager and for placing the Shortfall from the Offer.
(d) Options were exercised at $0.04896 each.
(e) In November and December 2020, the Company raised $1,155,443 through a placement of
35,013,422 new ordinary shares at an issue price of $0.033 each (“Placement”) to sophisticated
investors of RM, the Lead Manager to the Placement.
(f) In December 2020, the Company issued 750,000 ordinary shares to nominees of RM as partial
consideration for acting as Lead Manager to the Placement.
(g) 3,500,000 ordinary shares with a fair value of $334,165 were issued upon exercise of performance
rights at no consideration, as per the performance rights agreement.
(h) In September 2019, the Company completed a capital raising comprised of a (1 for 4) non-
renounceable entitlement offer combined with an additional offer on the same terms, raising
$1,486,354 before costs.
(i) 1,253,091 ordinary shares were issued as an exclusivity fee to the shareholders of Warrigal Mining
(j)
Pty Ltd (Warrigal) as part of the share sale agreement.
In December 2019, the Company completed the purchase of a 100% interest in Warrigal. Under
the share sale agreement, the Company issued a total of 16,637,384 ordinary shares in satisfaction
of Tranche 1 and 2 of the agreement. These shares were valued at $0.033. Tranche 3 under the
share sale agreement which required a cash payment of $200,089 was satisfied by the issue of
4,001,791 ordinary shares and 4,001,791 unlisted options pursuant to the Additional Offer
component of the Entitlement Offer (refer to note 13).
(k) In December 2019, the Company completed a private placement to sophisticated investors at
$0.027 per ordinary share.
Options
Unlisted options
Note
Weighted average
30 June 2021
Weighted average
30 June 2020
exercise price
No. of Options
exercise price
No. of Options
Balance at the beginning of
the reporting year
Options issued during the year:
Options issued to directors and
company secretary
Exercise of options (refer to
Note 11d)
Issued pursuant to Rights issue
and Additional Offer
Issued pursuant to Entitlement
Offer – Lead manager
12
Issued in satisfaction of Tranche
3 Warrigal Mining acquisition
Expired/forfeited
Exercisable at end of year
Performance Rights
Unlisted performance rights
$0.04896
40,774,943
$0.188
4,000,000
$0.04
18,000,000
$0.04896
(377,796)
-
-
-
-
-
-
-
-
-
-
$0.04896
29,734,064
$0.04896
6,693,088
$0.04896
4,001,791
$0.04896
(40,397,147)
$0.182
(3,654,000)
$0.04
18,000,000
$0.04896
40,774,943
30 June 2021
30 June 2020
Note
No. of Performance
Rights
No. of Performance
Rights
Balance at the beginning of the year
500,000
9,200,000
Performance Rights issued/cancelled during the year:
Exercised
Forfeited/expired
Balance at end of year
Page 53
11
-
(500,000)
-
(3,500,000)
(5,200,000)
500,000
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2021
NOTE 11: CONTRIBUTED EQUITY (Continued)
Capital Management
Exploration companies such as Tempest Minerals Ltd are funded almost exclusively by share capital.
Management controls the capital of the Group to ensure it can fund its operations and continue as a
going concern. Capital management policy is to fund its exploration activities principally by way of equity,
and where required, debt and/or project finance. No dividend will be paid while the Group is in
exploration stage. There are no externally imposed capital requirements.
There have been no other changes to the capital management policies during the year.
NOTE 12: RESERVES
Share-Based Payments Reserve
Opening balance
Conversion of performance rights
Issue of options to lead manager
Recognised as share based payment (reversal) – refer Note 22
Transfer to accumulated losses on options and performance rights
expiry
Issue of options to directors and management
Closing balance
During the year ended 30 June 2021:
30 June 2021
30 June 2020
$
$
246,410
667,057
-
-
-
(246,410)
200,400
200,400
(334,165)
135,401
(221,883)
-
-
246,410
• Options and performance rights that lapsed during the year amounting to $246,410 were
•
transferred to accumulated losses in the statement of changes in equity; and
18 million unlisted options were issued to directors and the company secretary of the Company.
These options were valued using the Black-Scholes option pricing model and recognised as a
share based payment expense (refer Note 22).
During the year ended 30 June 2020:
•
•
3,500,000 performance rights vested during the year and were converted to ordinary shares. The
full amount of $334,165 was transferred out of the share-based payment reserve (note 11a);
$3,184 share-based payment expense was recognised from the remaining value allocation of the
performance rights granted in October 2016;
• Options and performance rights that did not vest during the year amounting to $225,067 were
•
adjusted through profit or loss; and
6,693,088 options were issued to the corporate advisors as partial consideration for acting as Lead
Managers of the capital raising undertaken in September 2019. These options were valued using
the Black-Scholes option pricing model and recognised as a capital raising cost (note 22).
NOTE 13: ACQUISITION OF SUBSIDIARY
During the year ended 30 June 2020, the parent entity acquired 100% of the issued capital of Warrigal
Mining Pty Ltd (Warrigal). The purchase was satisfied by the issue of:
•
1,253,091 ordinary shares issued to Warrigal shareholders on 21 November 2019 as an option
exclusivity fee at a deemed issue price of $0.031 each
• Under the share sale agreement, the Company issued a total of 16,637,384 ordinary shares in
satisfaction of Tranche 1 and 2 of the agreement. These shares were valued based on the ASX
closing price prior to acquisition date of $0.033 per share. Tranche 3 under the share sale
agreement which required a cash payment of $200,089 was satisfied in full by the issue of 4,001,791
ordinary shares and 4,001,791 unlisted options issued pursuant to the Additional Offer component
of the Entitlement Offer at a price of $0.05.
Page 54
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2021
NOTE 13: ACQUISITION OF SUBSIDIARY (Continued)
This transaction was an acquisition of assets and does not meet the requirements of AASB 3 Business
Combinations.
The purchase price was allocated as follows:
Purchase consideration (shares issued)
Cash consideration
Assets and liabilities acquired at acquisition date:
Cash
Other receivables
Plant and equipment
Exploration and evaluation expenditure – fair value of mineral properties acquired
Total
The cash inflow on acquisition is as follows:
Net cash acquired on acquisition of Warrigal
Cash paid for reimbursement of past expenditure
Net cash outflow
30 June 2020
$
787,969
-
787,969
4,724
26,632
2,500
754,113
787,969
4,724
-
4,724
NOTE 14: DISCONTINUED OPERATIONS AND HELD FOR SALE ASSETS
On 29 July 2020, the Company completed the disposal of its African Lithium and Gold assets in Zimbabwe
and Mozambique and recognised a loss from discontinued operations of $20,882, being the foreign
currency translation reserve brought to profit or loss.
The disposal was recognised as a held for sale asset on 30 June 2020 as follows:
Net assets
The carrying value of assets and liabilities as at 30 June 2020:
Exploration and evaluation assets
Other receivables
Cash
Fair value adjustment to assets
Total asset held for sale
Trade creditors
Net assets
Sale consideration
Sale price (share issue)
Reimbursement of fees (share issue)
30 June 2020
$
120,326
1,659
9,230
42,588
173,803
(5,879)
167,924
150,000
17,924
167,924
Purchase consideration of AUD $150,000 plus the payment of inspection fees for the claims in Zimbabwe
satisfied through the issue of 124,512,702 Premier African Minerals Limited (Premier) shares at a deemed
issue price of 0.0744 pence.
Page 55
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2021
NOTE 15: FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS
Financial assets at fair value through profit or loss
Listed equity securities – Investment in Premier African Minerals Ltd
At acquisition (refer to note 14)
Disposal of shares
Fair value movement
At Year End
30 June 2021
$
167,924
(159,042)
316,655
325,537
(i)
Classification of financial assets at fair value through profit or loss
The Group classifies its equity based financial assets at fair value through profit or loss in accordance
with AASB 9. They are presented as current assets if they are expected to be sold within 12 months after
the end of the reporting period; otherwise they are presented as non-current assets. Changes in the fair
value of financial assets are recognised in the profit or loss as applicable.
(ii)
Amounts recognised in profit or loss
Changes in the fair values of financial assets at fair value have been recorded through profit or loss,
representing an investment gain of $314,331 and unrealised exchange gain of $2,324 for the year.
(iii)
Fair value measurement of financial instruments
Financial assets and financial liabilities measured at fair value in the statement of financial position are
grouped into three (3) levels of a fair value hierarchy. The three (3) levels are defined based on the
observability of significant inputs to the measurement, as follows:
Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities
Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or
liability, either directly or indirectly
Level 3: unobservable inputs for the asset or liability
The following table shows the levels within the hierarchy of financial assets and liabilities measured at
fair value on a recurring basis:
June 2021
$
$
$
Level 1
Level 2
Level 3
Listed equity securities
Fair value at 30 June 2021
325,537
325,537
-
-
-
-
Total
$
325,537
325,537
Assets and liabilities held for sale are measured at fair value on a non-recurring basis.
NOTE 16: OPERATING SEGMENTS
Segment Information
Identification of reportable segments
The Group has identified its operating segments based on the internal reports that are reviewed and used
by the Board of Directors (chief operating decision makers) in assessing performance and determining the
allocation of resources.
The Group is exploring only in Western Australia since the disposal of all its overseas exploration licences.
Operating segments are therefore determined on the basis of function.
Reportable segments disclosed are based on aggregating operating segments where the segments are
considered to have similar economic characteristics and are similar with respect to any external regulatory
requirements. Management currently identifies the Group as having two reportable segments, being the
exploration of mineral projects in Australia and discontinued operations.
Page 56
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2021
NOTE 16: OPERATING SEGMENTS (Continued)
Basis of accounting for purposes of reporting by operating segments
(a) Accounting policies adopted
Unless stated otherwise, all amounts reported to the Board of Directors, being the chief decision maker
with respect to operating segments, are determined in accordance with accounting policies that are
consistent to those adopted in the annual financial statements of the Group.
(b) Segment assets
Where an asset is used across multiple segments, the asset is allocated to that segment that receives
majority economic value from that asset. In most instances, segment assets are clearly identifiable on the
basis of their nature and physical location.
(c) Segment liabilities
Liabilities are allocated to segments where there is a direct nexus between the incurrence of the liability
and the operations of the segment. Borrowings and tax liabilities are generally considered to relate to the
Group as a whole and are not allocated. Segment liabilities include trade and other payables and certain
direct borrowings.
(d) Unallocated items
The following items of revenue, expenses, assets and liabilities are not allocated to operating segments as
they are not considered part of the core operations of any segment:
Impairment of assets and other non-recurring items of revenue or expense
Income tax expense
▪ Derivatives
▪ Net gains on disposal of available-for-sale investments
▪
▪
▪ Deferred tax assets and liabilities
▪ Current tax liabilities
▪ Other financial liabilities
▪
▪ Discontinuing operations
Intangible assets
i. Segment Performance
30 June 2021
INCOME
Interest income
Other income
Total segment income
Reconciliation of segment income to Group
income
Total Group income
Reconciliation of segment result
of Group net loss after tax
Exploration
Unallocated
items
Discontinued
operations
$
$
$
Total
$
-
-
-
-
6,994
18,732
25,726
25,726
-
-
-
-
6,994
18,732
25,726
25,726
Segment net loss before tax
-
25,726
(20,882)
4,844
Amounts not included in segment result but reviewed by Board
- Fair value movements
- Corporate charges
- Depreciation and amortisation
Net Loss after tax from continuing operations
Page 57
316,655
(1,073,312)
(2,997)
(754,810)
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2021
NOTE 16: OPERATING SEGMENTS (Continued)
Australia
Zimbabwe Mozambique
Unallocated
items
$
$
$
$
Total
$
30 June 2020
REVENUE
Interest revenue
Other income
Total segment revenue
4,747
-
4,747
Reconciliation of segment revenue to Group revenue
Total Group revenue
4,747
-
-
-
-
-
-
-
-
-
42,967
42,967
4,747
42,967
47,714
42,967
47,714
Reconciliation of segment result of Group net loss after tax
Segment net loss before tax
(756,021)
(145,875)
(80,177)
(52,577)
(1,034,650)
Amounts not included in segment result but reviewed by Board
- Corporate charges
- Depreciation and
amortisation
- Fair value adjustment
Net Loss after
tax
continuing operations
from
ii. Segment assets
(656,833)
(4,012)
42,588
(1,652,907)
Exploration
Unallocated
items
Discontinued
operations
$
$
$
Total
$
30 June 2021
Reconciliation of segment assets to Group assets
Segment Assets
- Unallocated
- Corporate
1,908,256
-
-
1,151,281
Total Group Assets
1,908,256
1,151,281
Segment Asset Increases (Decreases)
Capitalised expenditure for the period
- Exploration and Other
946,445
946,445
-
-
-
-
-
-
-
1,908,256
1,151,281
3,059,537
946,445
946,445
Page 58
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2021
NOTE 16: OPERATING SEGMENTS (Continued)
Australia
Zimbabwe Mozambique
Unallocated
items
$
$
$
$
Total
$
30 June 2020
Reconciliation of segment
assets to Group assets
Segment Assets
Unallocated Assets
- Corporate
- Held for sale asset
Total Group Assets
Segment Asset Increases
(Decreases)
Capitalised expenditure for the
period
961,811
-
-
-
-
-
-
-
-
-
961,811
160,384
160,384
167,924
167,924
1,290,119
- Exploration and Other
297,326
37,572
34,185
- Impairment write-down
(689,650)
(36,541)
(23,594)
(392,324)
1,031
10,591
-
-
-
369,083
(749,785)
(380,702)
iii. Segment liabilities
30 June 2021
Reconciliation of
liabilities
segment
Unallocated
Total Group Liabilities
Exploration
Unallocated
items
Discontinued
operations
$
$
$
Total
$
32,700
-
32,700
-
55,704
55,764
-
-
-
32,700
55,704
88,464
Australia
Zimbabwe Mozambique
Unallocated
items
$
$
$
$
Total
$
30 June 2020
Reconciliation of segment
liabilities to group liabilities
Unallocated Liabilities
149,975
259
5,620
- Available for sale asset
-
(259)
(5,620)
Total Group Liabilities
149,975
-
-
-
-
-
155,854
(5,879)
149,975
Page 59
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2021
NOTE 17: CASH FLOW INFORMATION
30 June 2021
30 June 2020
$
$
A. Reconciliation of Cash Flow from Operations with Loss after Income
Tax:
Loss after income tax
(754,810)
(1,652,907)
Non-cash flows in loss from ordinary activities:
Depreciation
Fixed asset written off
Impairment – Mining assets
Share based payment / reversal
Fair value adjustment to held for sale asset
Fair value adjustment to financial asset
Others
Changes in operating assets and liabilities:
Decrease/(increase) in receivables
(Decrease)/increase in payables and accruals
2,997
-
-
4,012
2,175
749,785
200,400
(221,883)
-
(42,588)
(316,655)
-
10,841
(1,637)
-
26,306
(32,418)
59,118
Cash flows from operations
(855,590)
(1,108,401)
B. Non-cash Financing Activities
-
-
-
3,750,000 ordinary shares issued at no consideration to RM
Corporate Finance for lead manager fee
750,000 ordinary shares issued at no consideration to RM
Corporate Finance for lead manager fee
3,500,000 ordinary shares issued at no consideration upon the
exercise of performance rights
- A total of 21,892,266 ordinary shares were issued to complete
the acquisition of Warrigal Mining Pty Ltd
NOTE 18: EARNINGS PER SHARE
60,000
24,750
-
-
-
-
334,165
787,969
30 June 2021
30 June 2020
$
$
Net loss used in the calculation of basic and diluted EPS attributable to
owners of the parent company
(754,756)
(1,652,831)
Net loss used in the calculation of basic and diluted EPS from continuing
operations attributable to owners of the parent company
(733,874)
(1,652,831)
Weighted average number of ordinary shares outstanding during the
period used in the calculation of basic EPS
248,963,821
130,357,100
Options are considered potential ordinary shares. Options issued are not presently dilutive and were not
included in the determination of diluted earnings per share for the period.
Page 60
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2021
NOTE 19: COMMITMENTS
(a) Exploration Commitments
The Group has certain obligations to expend minimum amounts on exploration in tenement areas. These
obligations may be varied from time to time and are expected to be fulfilled in the normal course of
operations of the Group.
The following commitments exist at balance date but have not been brought to account. If the relevant
option to acquire a mineral tenement is relinquished the expenditure commitment also ceases. The Group
has the option to negotiate new terms or relinquish the tenements and also to meet expenditure
requirements by joint venture or farm-in arrangements.
30 June 2021
30 June 2020
$
$
419,207
854,196
117,671
300,831
803,556
127,671
1,391,074
1,232,058
Not later than 1 year
Later than 1 year but not later than 5 years
Later than 5 years
Total commitment
(b) Lease Commitments
The Group has no leases.
(c) Capital Commitments
The Group has no capital commitments.
NOTE 20: CONTINGENT LIABILITIES
At the date of signing this report, the Company is unaware of any contingent liabilities that should be
disclosed in accordance with AASB 137. It is however noted that the Warrigal Mining acquisition (refer to
Note 13) has attached royalty clauses in place, ranging from 0.5% to 2% net smelter return (NSR) royalty
payable to the vendors from production date. The Company is currently at an exploration stage and
cannot ascertain an amount that would constitute a contingent liability.
NOTE 21: RELATED PARTY TRANSACTIONS
Parent Entity
Tempest Minerals Ltd is the legal parent and ultimate parent entity of the Group.
Subsidiary
Interests in subsidiaries are disclosed in Note 25.
Key Management Personnel
Short-term employee benefits
Share-based payments
Page 61
30 June 2021
30 June 2020
$
$
405,002
186,400
591,402
475,286
-
475,286
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2021
NOTE 21: RELATED PARTY TRANSACTIONS (Continued)
Related Party Transactions
A number of key management persons, or their related parties, hold positions in other entities that result in
them having control or significant influence over the financial or operating policies of those entities.
Transactions between related parties are on normal commercial terms and conditions unless otherwise
stated.
Technical consulting services provided by Galt Mining Solutions Pty Ltd,
a company controlled by directors, Don Smith and Owen Burchell.
Legal fees provided by Hopgood Ganim Lawyers, a legal firm where
Brian Moller is a Brisbane based partner
30 June 2021
30 June 2020
$
$
433,996
77,098
59,840
254,591
NOTE 22: SHARE-BASED PAYMENTS
Director and Employee Share-based Payments
Share based payment expenses / (benefits) recognised during the year are as follows:
Share based payment expense recognised during the period:
Allocation of value of performance rights issued to directors in
Oct 2016 1
Options and Performance Rights lapsed/expired or forfeited 2
18 million unlisted options issued to directors and management
30 June 2021
30 June 2020
$
$
-
-
200,400
200,400
3,184
(225,067)
-
(221,883)
1.
7.5 million performance rights with various vesting conditions, performance hurdles and expiry dates
were granted to directors in October 2016. The weighted average fair value of performance rights
granted was 9.04 cents. All of the performance rights expire 72 months after issue date. In January
2018, 200,000 performance rights were exercised and 600,000 performance rights expired when a
director resigned. The fair value of the performance rights after the excise and cancellation totalled
$623,700 and has been spread over the period to 30 June 2020, being the last vesting date on the
performance rights.
2. Options and performance rights that lapsed/expired or forfeited in the year ended 30 June 2020 were
adjusted through the profit or loss statement.
Other Share-based Payments
During the year, the Company issued 18 million options to directors and management, the fair value
of which has been recognised as a share based payment expense in the reporting year. The options
vested on grant date and expire on 30 September 2022.
The weighted average fair value of options granted during the period was 1.17 cents. The fair values
at grant date were determined by using a Black-Scholes option pricing model that takes into account
the share price at issue date, exercise price, expected volatility, option life, expected dividends, the
risk free rate, the impact of dilution, the fact that the options are not tradable.
Page 62
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2021
NOTE 22: SHARE-BASED PAYMENTS (Continued)
The inputs used for the Black-Scholes option pricing model for the options granted were as follows:
Issue date: 27 August 2020
share price at issue date: 2.7 cents
•
•
• exercise price: 4 cents
• expected volatility: 100%
• expected dividend yield: nil
•
risk free rate: 0.25%
The fair value of the options is valued at $200,400 in total.
NOTE 23: AUDITOR’S REMUNERATION
Remuneration for the auditor of the parent entity:
Auditing or reviewing the financial reports
-
-
HLB Man Judd (WA Partnership)
BDO Audit Pty Ltd
Taxation
-
BDO Services Pty Ltd
30 June 2021
30 June 2020
$
$
27,225
29,045
12,033
68,303
-
41,511
7,636
49,147
Taxation includes review of tax-effect accounting note and preparation of income tax returns.
NOTE 24: FINANCIAL RISK MANAGEMENT
(a) Financial Risk Management Policies
The Group's financial instruments comprise cash balances, receivables and payables, loans to and from
subsidiaries and financial assets at fair value through profit or loss. The main purpose of these financial
instruments is to provide finance for Group operations.
Treasury Risk Management
Key executives of the Company meet on a regular basis to analyse exposure and to evaluate treasury
management strategies in the context of the most recent economic conditions and forecasts. The board
of directors has overall responsibility for the establishment and oversight of the Group's risk management
framework. Management is responsible for developing and monitoring the risk management policies and
reports to the board.
Financial Risks
The main risks the Group is exposed to through its financial instruments are interest rate risk, foreign currency
risk, credit risk and liquidity risk. These risks are managed through monitoring of forecast cash flows, interest
rates, economic conditions and ensuring adequate funds are available.
Page 63
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2021
NOTE 24: FINANCIAL RISK MANAGEMENT (Continued)
Interest Rate Risk
The Group's exposure to interest rate risk, which is the risk that a financial instrument's cash flows or fair
value will fluctuate as a result of changes in market interest rates, arises in relation to the Group's bank
balances. This risk is managed through the use of variable rate bank accounts.
Liquidity Risk
Liquidity risk is the risk that the Group will not be able meet its financial obligations as they fall due. This risk
is managed by ensuring, to the extent possible, that there is sufficient liquidity to meet liabilities when due,
without incurring unacceptable losses or risking damage to the Group's reputation.
The Group's activities are funded from equity and where required and available debt and/or project
finance.
Credit Risk
The maximum exposure to credit risk, excluding the value of any collateral or other security, at balance
date to recognised financial assets, is their 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.
Credit risk arises from exposures to deposits with financial institutions and sundry receivables.
Credit risk is managed and reviewed regularly by key executives. The key executives monitor credit risk by
actively assessing the rating quality and liquidity of counter parties:
▪ only banks and financial institutions with an ‘A’ rating are utilised; and
▪ all other entities are rated for credit worthiness taking into account their size, market position and
financial standing.
At 30 June 2021, there was no concentration of credit risk, other than bank balances.
Foreign Currency Risk
The Group is exposed to fluctuations in foreign currencies arising from the purchase of goods and services
in currencies other than the relevant entity's functional currency, as well as financial asset denominated
in a currency other than the functional currency of the Group.
Other than the investment held in Premier African Minerals Limited (Note 15), the foreign currency risk to
the Group is considered immaterial.
(b) Financial Instrument Composition and Contractual Maturity Analysis
Financial assets:
Within 6 months:
Cash & cash equivalents (i)
Receivables (i)
Financial assets at FVTPL
Financial liabilities:
Within 6 months:
Payables (i)
30 June 2021
30 June 2020
$
$
785,206
26,920
325,537
106,008
25,479
-
1,137,663
131,487
(88,464)
(88,464)
(149,975)
(149,975)
(i) Non-interest bearing. The contractual cash flows do not differ to the carrying amount.
Page 64
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2021
NOTE 24: FINANCIAL RISK MANAGEMENT (Continued)
(c) Net Fair Values
Fair values of financial assets and financial liabilities are materially in line with carrying values. No financial
assets and financial liabilities are readily traded on organised markets in standardised form, except for the
financial assets at fair value through profit or loss, as disclosed in Note 15. The aggregate net fair values
and carrying amounts of financial assets and financial liabilities are disclosed in the statement of financial
position and in the notes to and forming part of the financial report.
(d) Sensitivity Analysis
The Company has performed sensitivity analysis relating to its exposure to interest rate risk. At year end,
the effect on profit and equity as a result of a 1% change in the interest rate, with all other variables
remaining constant, is immaterial.
(e) Market Risk
Market risk is the risk that changes in market prices, such as equity prices and foreign exchange rates that
will affect the Group’s income or the value of its holdings in financial assets at FVTPL. The Company is
exposed to fluctuation in the share price of its financial assets as well as the foreign exchange rates being
denominated in a currency other than AUD.
A 10% change in the market price, with all other variables remaining constant, would result in a gain or
loss of $7,715.
NOTE 25: SUBSIDIARIES
The consolidated financial statements incorporate the assets, liabilities and results of the following wholly
owned subsidiaries in accordance with the accounting policy described in Note 1:
Warrigal Mining Pty Ltd
West Resource Ventures Pty Ltd
South Resource Ventures Pty Ltd
LCME Holdings Inc.
Li3 (Mozambique) Pty Ltd 1
Li3B (Mozambique)Pty Ltd 1
Li3C (Mozambique) Pty Ltd 1
LithiumB, S.A 1
Licomex (Private) Limited 1
Country of
incorporation
Ownership interest
30 June 2021
30 June 2020
Australia
Australia
Australia
U.S.A.
Australia
Australia
Australia
Mozambique
Zimbabwe
100%
100%
80%
100%
-
-
-
-
-
100%
100%
80%
100%
100%
100%
100%
100%
100%
1. During the year, the Company sold its African assets (refer to Note 14) and relinquished control of those
above subsidiaries.
NOTE 26: SUBSEQUENT EVENTS
On 28 August 2021, the Company announced a capital raising, comprising of a placement of 23,000,000
ordinary shares at an issue price of $0.017 cents per share to raise $391,000 and a non-renounceable
entitlement offer to eligible shareholders of one new fully paid ordinary share for every three ordinary
shares held at an issue price of $0.017 per share, to raise approximately an additional $1,252,000 (before
costs), together with one free attaching option for every three shares issued.
Other than the matters noted above, there are no material matters or circumstances that have arisen
since the end of the year which significantly affected or may significantly affect the operations of the
Group, the results of those operations, or the state of affairs of the Group in future financial years.
Page 65
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2021
NOTE 27: PARENT ENTITY INFORMATION
The following information relates to the parent entity, Tempest Minerals Ltd at 30 June 2021. This information
has been prepared using consistent accounting policies as presented in Note 1.
Current assets
Non-current assets
Total assets
Current liabilities
Non-current liabilities
Total liabilities
Net assets
Contributed equity
Reserves
Accumulated losses
Total equity
Loss for the period
Other comprehensive income for the period
30 June 2021
30 June 2020
$
1,110,222
793,548
$
128,137
969,007
1,903,770
1,097,144
62,152
142,094
-
62,152
1,841,618
-
142,094
955,050
13,628,282
11,242,943
200,400
246,410
(11,987,064)
(10,534,303)
1,841,618
955,050
(1,699,171)
(1,001,341)
-
-
Total comprehensive income for the period
(1,699,171)
(1,001,341)
The Company has no contingent liabilities other than as referred to in Note 20, nor has it entered into any
guarantees in relation to the debts of its subsidiaries. The Company has not entered into any contractual
commitments for the acquisition of property, plant and equipment.
The Company and its Australian controlled entities have formed a tax consolidated group as at the date
of this report.
NOTE 28: COMPANY DETAILS
The registered office and principal place of business is:
Level 2, Suite 9
389 Oxford Street
Mount Hawthorn, Western Australia 6016 Australia
NOTE 29: DIVIDENDS & FRANKING CREDITS
There were no dividends paid or recommended during the financial year. There are no franking credits
available to the shareholders of the Company.
Page 66
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2021
NOTE 30: NON-CONTROLLING INTEREST
Loss for the period attributable to:
Owners of the parent company
Non-controlling interest
Total comprehensive loss for the period attributable to:
Owners of the parent company
Non-controlling interest
Interest in:
Issued capital
Accumulated losses
30 June 2021
30 June 2020
$
$
(754,756)
(1,652,831)
(54)
(76)
(754,810)
(16,52,907
(754,756)
(1,652,831)
(54)
(76)
(754,810)
(16,52,907
2
(875)
(873)
2
(821)
(819)
The non-controlling interest relates to a 20% interest that the Group does not own in one of its subsidiary,
South Resource Ventures Pty Ltd.
Page 67
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Directors’ Declaration
In the opinion of the Directors of Tempest Minerals Limited:
(a)
The accompanying financial statements and notes are in accordance with the Corporations
Act 2001 including:
(i) giving a true and fair view of the Group’s financial position as at 30 June 2021 and of its
performance for the year then ended; and
(ii) complying with Accounting Standards, the Corporations Regulations 2001, professional
reporting requirements and other mandatory requirements.
(b)
(c)
There are reasonable grounds to believe that the Company will be able to pay its debts as
and when they become due and payable.
The financial statements and notes thereto are in accordance with International Financial
Reporting Standards issued by the International Accounting Standards Board.
This declaration has been made after receiving the declarations required to be made to the
directors in accordance with section 295A of the Corporations Act 2001 for the financial year
ended 30 June 2021.
Signed in accordance with a resolution of the Directors made pursuant to s 295(5) of the
Corporations Act 2001.
On behalf of the Board.
Don Smith
Managing Director
Dated 29 September 2021
Perth, Western Australia
Page 68
INDEPENDENT AUDITOR’S REPORT
To the members of Tempest Minerals Ltd
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of Tempest Minerals Ltd (“the Company”) and its controlled
entities (“the Group”), which comprises the consolidated statement of financial position as at 30
June 2021, the consolidated statement of profit or loss and other comprehensive income, the
consolidated statement of changes in equity and the consolidated statement of cash flows for the
year then ended, and notes to the financial statements, including a summary of significant
accounting policies, and the directors’ declaration.
In our opinion, the accompanying financial report of the Group is in accordance with the
Corporations Act 2001, including:
a) giving a true and fair view of the Group’s financial position as at 30 June 2021 and of its
financial performance for the year then ended; and
b) complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities
under those standards are further described in the Auditor’s Responsibilities for the Audit of the
Financial Report section of our report. We are independent of the Group in accordance with the
auditor independence requirements of the Corporations Act 2001 and the ethical requirements of
the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for
Professional Accountants (“the Code”) that are relevant to our audit of the financial report in
Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
Material uncertainty related to going concern
We draw attention to Note 1 in the financial report, which indicates that a material uncertainty exists
that may cast significant doubt on the Group’s ability to continue as a going concern. Our opinion
is not modified in respect of this matter.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance
in our audit of the financial report of the current period. These matters were addressed in the context
of our audit of the financial report as a whole, and in forming our opinion thereon, and we do not
provide a separate opinion on these matters. In addition to the matter described in the Material
Uncertainty Related to Going Concern paragraph above, we have determined the matters
described below to be the key audit matters to be communicated in our report.
Page 69
Key Audit Matter
How our audit addressed the key audit
matter
Exploration and evaluation assets
Refer to Note 8
In accordance with AASB 6 Exploration for
and Evaluation of Mineral Resources, the
Group capitalises exploration and
evaluation expenditure and as at 30 June
2021 had an exploration and evaluation
asset balance of $1,908,256.
Exploration and evaluation expenditure was
determined to be a key audit matter as it is
important to the users’ understanding of the
financial statements as a whole and was an
area which involved the most audit effort
and communication with those charged with
governance.
Our procedures included but were not limited to
the following:
- Obtaining an understanding of the key
processes associated with management’s
review of the carrying value of exploration
and evaluation expenditure;
- Considering the Directors’ assessment of
potential indicators of impairment in addition
to making our own assessment;
- Obtaining evidence that the Group has
current rights to tenure of its areas of
interest;
- Considering the nature and extent of
planned ongoing activities;
- Substantiating a sample of expenditure by
agreeing to supporting documentation; and
- Examining the disclosures made in the
financial report.
Information other than the financial report and auditor’s report thereon
The directors are responsible for the other information. The other information comprises the
information included in the Group’s annual report for the year ended 30 June 2021, but does not
include the financial report and our auditor’s report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not
express any form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information
and, in doing so, consider whether the other information is materially inconsistent with the financial
report or our knowledge obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this
other information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the directors for the financial report
The directors of the Company are responsible for the preparation of the financial report that gives
a true and fair view in accordance with Australian Accounting Standards and the Corporations Act
2001 and for such internal control as the directors determine is necessary to enable the preparation
of the financial report that gives a true and fair view and is free from material misstatement, whether
due to fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the Group
to continue as a going concern, disclosing, as applicable, matters related to going concern and
using the going concern basis of accounting unless the directors either intend to liquidate the Group
or to cease operations, or have no realistic alternative but to do so.
Page 70
Auditor’s responsibilities for the audit of the financial report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is
free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee
that an audit conducted in accordance with Australian Auditing Standards will always detect a
material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the
aggregate, they could reasonably be expected to influence the economic decisions of users taken
on the basis of this financial report.
As part of an audit in accordance with the Australian Auditing Standards, we exercise professional
judgement and maintain professional scepticism throughout the audit. We also:
-
Identify and assess the risks of material misstatement of the financial report, whether due to
fraud or error, design and perform audit procedures responsive to those risks, and obtain audit
evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not
detecting a material misstatement resulting from fraud is higher than for one resulting from
error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the
override of internal control.
-
-
- Obtain an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of expressing
an opinion on the effectiveness of the Group’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of
accounting estimates and related disclosures made by the directors.
Conclude on the appropriateness of the directors’ use of the going concern basis of accounting
and, based on the audit evidence obtained, whether a material uncertainty exists related to
events or conditions that may cast significant doubt on the Group’s ability to continue as a
going concern. If we conclude that a material uncertainty exists, we are required to draw
attention in our auditor’s report to the related disclosures in the financial report or, if such
disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit
evidence obtained up to the date of our auditor’s report. However, future events or conditions
may cause the Group to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the financial report, including the
disclosures, and whether the financial report represents the underlying transactions and
events in a manner that achieves fair presentation.
-
We communicate with the directors regarding, among other matters, the planned scope and timing
of the audit and significant audit findings, including any significant deficiencies in internal control
that we identify during our audit.
We also provide the directors with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable,
related safeguards.
From the matters communicated with the directors, we determine those matters that were of most
significance in the audit of the financial report of the current period and are therefore the key audit
matters. We describe these matters in our auditor’s report unless law or regulation precludes public
disclosure about the matter or when, in extremely rare circumstances, we determine that a matter
should not be communicated in our report because the adverse consequences of doing so would
reasonably be expected to outweigh the public interest benefits of such communication.
Page 71
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included within the directors’ report for the year ended
30 June 2021.
In our opinion, the Remuneration Report of Tempest Minerals Ltd for the year ended 30 June 2021
complies with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the
Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our
responsibility is to express an opinion on the Remuneration Report, based on our audit conducted
in accordance with Australian Auditing Standards.
HLB Mann Judd
Chartered Accountants
Perth, Western Australia
29 September 2021
L Di Giallonardo
Partner
Page 72
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Shareholder Information
Additional information required by the Australian Securities Exchange Ltd and not shown elsewhere in this
report is as follows. The information is current as at 24 September 2021.
(a) Distribution of equity securities
The number of holders, by size of holding, in each class of security are:
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 – 100,000
100,001 and over
Total
Ordinary Shares
No. Holders
No. Shares
14
56
150
719
395
1,334
3,018
197,235
1,366,111
30,596,304
262,628,638
294,791,306
%
0.00
0.07
0.46
10.38
89.09
100
There are 447 shareholders holding less than a marketable parcel.
(b) Twenty Largest Shareholders
The names of the twenty largest holders of Quoted Ordinary Shares are:
#
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
Registered Name
V-DOOR PTY LTD
GALT INDUSTRIES PTY LTD
MR PETER KARAS & MRS CHRISTINA KARAS
MR PAUL ST WOOD
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
BLUE COASTERS PTY LTD
INJI INVESTMENTS PTY LYD
MR VINCE TRUDA
BOND STREET CUSTODIANS LIMITED
MR DAVID LEANDER NICHOLS
CERTANE CT PTY LTD
MR PAUL GREGORY BROWN & MRS JESSICA ORIWIA BROWN
MR DAVID JOHN EGGERS
EASTERN GOLDFIELDS EXPLORATION PTY LTD
BIG SMOKEY EXPLORATION LLC
MR MICHAEL PEREIRA
MRS FAYE LESLEY DUFFIELD
WHITMEAL PTY LTD
MR PETER HOWELLS
MR MARCUS STEVEN DING
Top 20 total
Total shares on issue
Number of Shares
% of total
Shares
10,280,372
9,902,577
7,745,301
7,430,000
6,561,330
5,500,000
5,295,000
5,000,000
4,000,000
4,000,000
3,530,294
3,500,000
3,500,000
3,457,358
3,378,320
3,228,428
2,801,743
2,775,000
2,600,000
2,600,000
3.49%
3.36%
2.63%
2.52%
2.23%
1.87%
1.80%
1.70%
1.36%
1.36%
1.20%
1.19%
1.19%
1.17%
1.15%
1.10%
0.95%
0.94%
0.88%
0.88%
97,085,723
32.97%
294,791,306
100.0%
Page 73
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Shareholder Information
Unquoted equity securities
Unquoted equity securities on issue at 24 September 2021 were as follows:
Class
Number
Number of Holders
Note
Unlisted Options exercisable at $0.04 each
18,000,000
6
1
on or before 30 September 2022
Note 1: Holders of more than 20% of this class of options:
Don Smith
4,000,000 options.
(c) Substantial Shareholders
The Company has no substantial shareholders.
(d) Voting rights
All ordinary shares carry one vote per share without restriction.
Options and Performance Rights do not carry voting rights.
(e) Restricted securities
As at the date of this report, there are no ordinary shares subject to ASX escrow.
(f) On-market buy back
There is not a current on-market buy-back in place.
Page 74
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Interests in Tenements
Tempest Minerals Ltd held the following interests in tenements as at the date of this report:
Tenement/Project
Name
Tenement
Number
Status
Interest
Golden Grove
E70/5321
Granted
Caranning
E63/1815
Application
Windarling
E77/2384
Application
Warriedar Region
E59/2224
Messenger
Euro
E59/2308
E59/2374
E59/2375
E59/2465
E59/2479
E59/2350
E59/2381
M59/495
P59/2276
E59/2507
E59/2319
E59/2410
E59/2418
E59/2419
E59/2498
Magnet Region
P58/1770
P58/1773
P58/1781
P58/1783
P58/1784
P58/1785
P58/1786
P58/1787
M58/229
P58/1680
P58/1697
P58/1698
P58/1753
Page 75
Granted
Granted
Granted
Granted
Pending
Pending
Granted
Granted
Granted
Granted
Pending
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Location of
Tenements
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
50%
Western Australia
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2021
Interests in Tenements
Tenement/Project
Name
Tenement
Number
Status
Interest
P58/1761
P58/1768
P58/1769
P58/1774
P58/1796
Granted
Granted
Granted
Granted
Granted
100%
100%
100%
100%
100%
Location of
Tenements
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Page 76