ACN 612 008 358
CONSOLIDATED FINANCIAL REPORT
FOR THE YEAR ENDED
30 JUNE 2022
TEMPEST MINERALS LIMITED 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 LIMITED - ACN 612 008 358
ANNUAL REPORT 2022
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 2022
Consolidated Statement of Financial Position as at 30 June 2022
Consolidated Statement of Changes In Equity for the Year Ended 30 June 2022
Consolidated Statement of Cash Flows for the Year Ended 30 June 2022
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2022
Directors’ Declaration
Independent Auditor’s Report
Shareholder Information
Interests in Tenements
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TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2022
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 LIMITED - ACN 612 008 358
ANNUAL REPORT 2022
Corporate Information
Directors and Company Secretary
Brian Moller (Non-Executive Chairman)
Don Smith (Managing 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, TEMO, TEMOA
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 2022
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 2022.
Tempest has had a busy year, raising further funds, advancing work on its key projects and exploring
other opportunities to deliver value to shareholders.
At its Meleya Project an initial drilling campaign was completed with a significant discovery in the first
hole with multiple zones of copper mineralisation. Further substantial mineralisation was intercepted
in the second hole drilled at Meleya and further work is planned. Tempest also secured further
ground, doubling its granted tenure and securing a dominant landholding within a new mineral
province.
At its Euro Project a drilling program was completed with sulphides intercepted in multiple holes and
Tempest believes that the Mineralisation corridor extends over 1km. Lithium potential has also been
identified.
Ongoing fieldwork at the Euro Project 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 1 km.
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.
In April 2022, Tempest was pleased to announce it had completed a significant capital raising of
$8.44 million (before costs) to support the acceleration of exploration at the Yalgoo and Mount
Magnet project areas in Western Australia.
Tempest also has entered into agreement with Karara Mining Limited which provides Tempest with
access to 138km2 of underexplored Yalgoo Greenstone Belt and an exclusive right to earn up to 70%
of the project area over 4 years.
Tempest also secured agreement with Lole Mining Ltd which gives Tempest various rights in respect
of the world class portfolio of assets including the high grade Tolukuma Mine (+1MOz gold historic
production) and Mt Penck Project (Historical Exploration Targets) in Papua New Guinea (PNG). In
addition to committing to invest $1 m towards the progression of the PNG projects, Tempest is able
to continue due diligence and has a right to acquire Lole Mining for an equity transaction valued at
$25.69M if Lole has not completed an IPO by 31 December 2022.
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.
During the period, the Company advised with deep sadness and sincere condolences the sudden
death of Non-Executive Director Vincent Mascolo. Vincent was one of the founders of Tempest and
provided continual guidance to the Tempest Board of Directors. With his contributions to both
Tempest and other listed companies, he was a highly regarded and well-respected member of the
mining and exploration sector. He will be sorely missed by many people.
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 2022
Review of Operations
Tempest Minerals Limited (TEM or Tempest) continued its exciting rise as an exploration and
development company within the global mineral industry with an active 2021/2022 financial year
and a number of ‘firsts’. The first drillholes ever drilled at the flagship Meleya Project resulted in the
discovery of mineralisation at the Orion Target. The Company’s first drilling at Euro Project also
extended known mineralisation at the Calais Target whilst highlighting multi-element potential and
delineating a greater than 1km corridor for future exploration. Tempest also signed a non-binding
MOU with Karara Mining Ltd with the view to entering into a joint venture on ground adjoining the
Euro Project. The first ever exploration at the Rocky Hill Project uncovered highly anomalous Lithium
and pathfinder elements in surface sampling and resulted in an expansion of the project tenure.
Highlights
● Maiden drillhole at the Meleya Project co-funded by the WA state government EIS program
intersected copper and other base metal mineralisation
● Multiple polymetallic intercepts at the Company’s first drilling program at the Euro Project in
addition to the identification of lithium potential
● Highly anomalous lithium and pathfinder elements in surface sampling at the Rocky Hill
Project
Figure 1: TEM Project Locations
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TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Review of Operations
Yalgoo
Tempest enjoys a dominant position with one of the largest granted holdings in the Yalgoo region of
Western Australia. This contains a near contiguous 100 kilometres strike length of the Yalgoo mineral
field. This is separated into 4 geological segments with each having a slightly different geology and
exploration focus. These are known as the Messenger, War West, Meleya and Euro Projects
respectively.
Orion
Master
Figure 2: Yalgoo Projects within regional context
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TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Review of Operations
Meleya Project
Background
The Meleya Project is part of Tempest Minerals’ flagship Yalgoo Portfolio with
a combined tenure of 4 exploration leases extending over more than
600km2. Tempest has for some time considered the target zones at Meleya
to represent one of the most exciting greenfields base and precious metal
upside exploration opportunities in the industry today.
In 2019, the TEM technical team noted discordant geophysical signatures
which did not correlate with existing geological maps of the region.
In 2020/21, interpretations, based on extensive fieldwork, resulted in the
length of a previously
identification of more than 50 km of strike
unrecognised and unexplored segment of the Yalgoo Greenstone Belt
which currently hosts a number of world class mines.
In March 2022, TEM commenced state government co-funded (EIS) drilling
of the first 2 drill holes for the purpose of establishing stratigraphic controls
over the new geological province. Both drill holes, totaling 1,730.5m in the
Orion Target, encountered multiple zones of visual mineralisation.
Significantly, this program revealed the presence of multiple mineralisation
styles across multiple geologic settings, presently considered to be consistent
with volcanogenic massive sulphide (VMS) and intrusion-related mineral
systems.
Figure 3: Meleya Project
Location
Lightning
Orion
Master
Figure 4: Evolution of the Meleya Project (Legacy map, outcrop, 2021 interpreted geology and
targets)
Activities
EIS approval
Tempest was successful in its application in round 24 of the Western Australian Government’s
Exploration Incentive Scheme. The highly competitive Exploration Incentive Scheme (EIS) provides
funding for research-based geoscience (including drilling) with aims to stimulate increased private
sector resource exploration. This grant allows up to $150,000 towards co-funded drilling at the Meleya
Project.
Orion Drilling
In February 2022, Tempest commenced an EIS co-funded drilling program at Meleya Project
designed to test a correlative geochemical and magnetic anomaly known as the Orion Target. The
Orion target drilling program - which consisted of 2 x deep diamond drill holes for a total of 1,730.5m.
The purpose was to drill a coherent cross section of the so called Eastern Yalgoo Greenstone belt to
develop a stronger understanding of the stratigraphy to assist future exploration in the new mineral
province.
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TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Review of Operations
Figure 5: Plan View of the Orion target holes WARDH72 / 73 with magnetics (TMI-sun45)
WARDH72 was drilled to a final depth of 709.1 metres and intersected multiple zones of mineralisation
including.
● ~8 metres of interbedded magnetite/base metal mineralised geological strata from 18
metres
● ~10 metres of mineralisation within a 20 metres disseminated sulphide zone from 422 metres;
and
● ~18 metres disseminated within a broader ~100 metre disseminated sulphide and strongly
potassic altered intrusive zone from 500m
WARDH73 was drilled to a depth of 1021.4 metres and had intersected further significant
mineralisation including:
● ~400m of disseminated mineralisation from surface
● 3 zones of mineralisation from 466m
● 12m of mineralisation from 587m
● 16m of disseminated sulphides from 804m.
● Broad zones of disseminated mineralisation and strongly potassic altered intrusive zone from
911 metres to end of hole.
Subsequent to the end of the reporting period TEM announced the presence of highly elevated
metals including copper and zinc which correlated with visual logs of mineralisation noted in the
above drilling. TEM also announced the completion of downhole geophysics on WARDH72/73.
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TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Review of Operations
Lithology
Intermediate
intrusion
Greenstones
Porphyry
dykes
Estimated
total
sulphides
WARDH72
WARDH73
Figure 6: Cross-section along WARDH072 and WARDH073 highlighting geology (hole trace) against
sulphide mineralisation intensity (cylinders)
Euro Project
Background
The Euro Project covers more than 176km2 of 100% Tempest owned tenements
in the Yalgoo region of Western Australia. Parts of the project were explored in
the 1990’s and early 2000’s for gold and iron ore but due to poor economic
conditions at the time of previous exploration, the prospects had not been
rigorously analysed.
The Euro Project is located at the confluence of 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. Drilling in the North of the project area encountered significant
gold mineralisation.
TEM conducted large amounts of field work in preparation for drilling in the
same general area. In late 2021/early 2022 drilled several targets and
encountered extensive mineralisation which has extended the project size and
prospectivity.
Figure 4: Euro Project
Location
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TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Review of Operations
Activities
Fieldwork
Frequent fieldwork was undertaken at the Euro Project including sampling and mapping. Ongoing
geological mapping and modelling has shown that the key stratigraphy at the Calais target has
been disrupted by several generations of deformation as evidenced by macro scale folding seen in
geophysics and aerial imagery. The major folding system appears northwest–southeast with
remnants of a later phase of refolding striking north–south and east–west. Multiple generations of
shearing are also present, including offsets of fold axial planes. At least two of the shearing events
appear relevant to the presence of gold mineralisation at the nearby Rothsay Mine as well as the
Euro Project.
Mapping at the Euro project identified multiple outcrops of iron rich formations which are prospective
for iron ore and gold. The iron potential is highlighted by the close proximity of multiple world class
iron ore mines. The iron rich formations are also known to host gold deposits throughout the region.
This work has also shown that the structural zone which may have not been apparent in previous
interpretations due to 3 dimensional errors, appears to host much of the mineralisation in historic
drilling sits within a more than 1-kilometre-long corridor.
Figure 8: Outcropping iron formations at the Euro Project
As part of ongoing data analysis, TEM recognised the presence of lithium bearing pegmatites noted
in historic geological work at Euro. These pegmatite dykes appear to be younger (cross cutting
existing geology being studied) and TEM are currently evaluating methods to explore further
including correlating existing data and looking for additional targets through geochemistry and
remote sensing.
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TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Review of Operations
Figure 9: Pegmatite outcrops at the Euro Project after Price et al 2020
Calais Drilling
TEM completed an initial diamond drilling program in early 2022 which tested several new targets, in
addition to testing the historic thick, high grade intercepts previously drilled at the Calais target.
Approximately 890m of drilling at the project encountered broad zones of strong alteration (chlorite,
biotite, albite and garnet with visible mineralisation of quartz breccias) consistent with historic gold
results in addition to zones which included sulphides as part of skarn or vms like alteration.
Assays from the reconnaissance program displayed the presence of widespread polymetallic
mineralisation including peak values included:
Iron - 38% Fe (1.2m from 4m downhole WARDH67)
• Gold - 4.1 gpt gold (2.9m from 130m downhole WARDH71)
•
• Copper - 0.15% copper (2.5m from 163m dowhole WARDH71)
Zinc - 0.14% zinc (3.3m from 68.7m downhole WARDH66)
•
Figure 10: Pyrrhotite and chalcopyrite vein WARDH0068 (164.10m)
5 cm
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TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Review of Operations
400m
Figure 11: Geological mapping of the drilling area
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TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Review of Operations
WARDH69
WARDH68
WARDH70
C
B
A
WARDH71
Euro Project
Legacy Drillhole
Planned Drilling
Complete Drilling
Mineralised
Corridor
Project Outline
N
WARDH65
WARDH66
WARDH67
Figure 12: Drillholes completed at the Euro Project 2022 with magnetic (TMI) imagery
Karara JV
In June 2022, TEM signed a non-binding memorandum of understanding to enter into a joint venture
(JV) with Karara Mining Limited. Upon completion of the agreement, the JV will allow TEM to explore
138km2 of highly prospective and underexplored Yalgoo Greenstone Belt directly adjacent and
potentially geologically related to the mineralisation present at the Euro Project.
Under the staged agreement TEM will have the exclusive right to earn up to a 70% legal and
beneficial interest in the Assets over a 4 year earn-in period and will entail exploration expenditure of
up to $1.2M and milestone payments totalling $50,000. The deal is subject to normal due diligence
and other conditions being met.
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TEMPEST MINERALS LTD - ACN 612 008 358
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Review of Operations
Figure 13: Map showing proposed KML JV ground and TEM Euro Project
War West Project
Background
The War West Project is interpreted by Tempest to host a significant Intrusive
Related Gold System (IRGS) of which more recent high-profile projects such as
De Grey Mining Ltd’s (ASX: DEG) Hemi Deposit have spotlighted the potential
for this lesser known mineralisation style in Western Australia.
The Warriedar West Project is ~123km2 of granted tenure with multiple known
gold occurrences and sits within 20km of two underutilised milling and
processing facilities.
The War West Project is exemplified by a large 15km x 3km highly altered zone
of intrusive monzonite that displays large scale multiple indicator geochemical
anomalies and high-grade vein swarms.
The project continues to host high grade rock chips, frequent visible gold and
significant alluvial and artisanal hard rock gold mining within the project
bounds.
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TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Review of Operations
Figure 14: War West schematic geological overview with 2020 drill targets
Activities
The discovery of substantial mineralisation at the Meleya Project has resulted in a reassessment of the
War West Project which possesses the same diffuse geophysical signature visible in the stratigraphy
drilled in WARDH73 at the Orion Target. Tempest continued with data review and further field work
with the view towards drill targeting at the War West Project.
Messenger Project
Background
The Messenger Project is the northern most segment of the TEM Yalgoo holdings.
The project comprises 6 granted and 1 pending tenement totalling ~190km2.
The project is area is located nearby a number of existing and historic mines
including the world class 29M 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 key geology known to host the above
mining centres 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 2022
Review of Operations
Gnows
Nest (Au)
Messengers
Patch (Au)
Golden Grove
(Cu/Zn/Pb/Au/
Ag)
Golden
Dragon (Au)
10km
Figure 15: Overview of Messenger Project tenements
Activities
Activities during the 2021/2022 financial year included fieldwork and mapping, review of previous
drilling with respect to new geological knowledge. TEM also commenced an update of the
companies new geological model which has resulted from the drilling at the Orion target.
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TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Review of Operations
Mt Magnet
One of the most prolific gold production regions in Australia with numerous high profile ASX
companies’ operations within 100km of the township of Mt Magnet. Tempest maintains a strategic
holding in the region through its 100% owned Range Project.
Figure 16: Stylised Mt Magnet regional geology map
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 compilation of regional data to complement
previous targeting work. A study of critical mineral potential has also commenced in response to
new geological potential highlighted in the region.
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TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Review of Operations
Figure 17: Range Project tenure (blue) with regional neighbours
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Lithium (Australia)
Rocky Hill
Background
The Rocky Hill Project is 100% TEM owned tenure (29km2 granted tenure, 250km2 pending) located
approximately 100km from Perth within the exciting new exploration front known as the South West
Terrane and includes neighbours like Newmont Corporation.
The project is primarily a lithium exploration target however and there is potential for other minerals
including gold, magnesium and high purity alumina (HPA).
Activities
TEM completed reconnaissance field mapping and
surface sampling at the Rocky Hill Project with more
than 60 surface samples taken across the project.
This preliminary work yielded multiple exciting
anomalous geochemical zones of Lithium in soil up
to 60.3 ppm and strong Lithium–caesium–tantalum
(‘LCT’) and pathfinder elements anomalies.
With the new geochemical results in mind, Tempest
has applied for a substantial spatial expansion of the
project tenure of the project which substantially
expands the footprint and takes in potential new
target zones is in progress.
Figure 18: Rocky Hill Project Location
Legend
TEM tenure
TEM pending
< 20 ppm
20 - 30 ppm
30 - 40 ppm
40 - 50 ppm
>50 ppm
2km
Figure 19: LCT SnWNb assay data plotted upon total magnetic intensity
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TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Review of Operations
Figure 20: Rocky Hill tenements
Yilgarn Lithium Projects (YLP)
Background
The YLP is part of a project pipeline suite, known collectively as the Yilgarn Lithium Projects (YLP). The
YLP consists of 2 pending tenements (2 pending) for a total of approximately 65 km2 in the Yilgarn
craton of Western Australia.
Tempest analysis has confirmed the Company view that these are highly prospective for Lithium and
other commodities.
Activities
Work conducted during the reporting period include progression of tenement approvals, technical
review and data analysis.
Page 20
Figure 21: YLP tenement locations
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Review of Operations
Lithium (International Exposure)
Tempest maintains a strong de-risked position in the global lithium market through corporate interests
in international projects (hard rock lithium exploration targets in Africa and lithium brine in the USA).
African Lithium
TEM previously entered into a sale agreement with African focussed multi-commodity
explorer Premier African Minerals Limited (AIM listed under the ticker PREM to purchase
the African projects for consideration of AUD$150,000 in Premier shares. Tempest
retains exposure to the projects and Premier through its current equity holding of
65,000,000 shares.
USA Lithium
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.
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.
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TEMPEST MINERALS LTD- ACN 612 008 358
ANNUAL REPORT 2022
Directors’ Report
The directors submit their report on the consolidated entity (“Group”) consisting of Tempest Minerals
Limited and the entities it controlled at the end of, and during, the financial year ended 30 June 2022.
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
Andrew Haythorpe
Owen Burchell
Vincent Mascolo (ceased 10 March 2022)
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)
▪
Solgold PLC*^ (since 28 February 2013 to 15 December 2021)
*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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Directors’ Report
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:
▪ Allup Silica Ltd (admitted to the official list on ASX on 28 April 2022, Andrew appointed 5 April 2013)
▪ GoldOz Limited (formerly New Energy Minerals Ltd) (removed from Official list on 26 August 2022,
Andrew appointed 3 May 2021)
▪ Accelerate Resources Ltd (from 7 September 2017 to 3 July 2020)
Andrew was appointed to the Audit & Risk Management Committee on 30 November 2021 and became
Chairman on 10 March 2022, replacing Vincent Mascolo.
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, Carnavale Resources Ltd
and Lord 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
Shares
B. Moller
D. Smith
1,392,714
12,850,465
A. Haythorpe
641,250
O. Burchell
12,378,222
Listed Options ($0.03,
expiring 31-Mar-2023)
Unlisted Options
($0.04, expiring 30-
Sep-2022)
Unlisted Options
($0.14, expiring 30-
Jun-2025)
106,034
856,698
42,750
825,215
3,000,000
4,000,000
3,000,000
3,000,000
3,000,000
4,000,000
3,000,000
3,000,000
Page 23
TEMPEST MINERALS LTD- ACN 612 008 358
ANNUAL REPORT 2022
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 $953,572 (2021: $754,810). Exploration and evaluation
expenditure incurred during the year totalled $2,232,294 (2021: $946,445).
Review of Financial Condition
Capital Structure
As at 30 June 2021 the Company had 271,791,306 ordinary shares and 18,000,000 unlisted options on issue.
During the year ended 30 June 2022, the following securities were issued:
•
•
•
•
•
•
In September 2021, the Company issued 23,000,000 shares at 0.017 per share, together with
7,666,667 options (exercise price $0.03, expiry 31 March 2023) to professional and sophisticated
investors in a private placement (Placement) raising $391,000;
In October 2021, the Company completed a non-renounceable entitlement issue to eligible
shareholders of one (1) share for every four (4) shares held at an offer price of $0.017 per Share
with one attaching option for every three shares allotted (Offer). In October 2021, the Company
issued 73,697,827 shares and 24,566,097 options (exercise price $0.03, expiry 31 March 2023)
pursuant to the Offer for total gross proceeds of $1,252,863;
In October 2021, to accommodate the excess demand for the shortfall under the Offer, the
Company, in conjunction with Euroz Hartleys Limited (Euroz), raised a further $500,000 (before
costs) at an issue price of $0.017 per ordinary share from professional and and sophisticated clients
of Euroz. The Company issued 29,411,765 shares and 9,803,922 options on the same terms as the
Offer. The Company issued 6,000,000 options on the same terms as the Offer to Euroz for acting
as broker to the Further Placement and the Offer (and its role to place any resulting Shortfall and
the Top-Up Placement) pursuant to the Broker Mandate;
In April 2022, the Company raised $8,440,500 through a placement of 99,300,000 ordinary shares
at an issue price of $0.085 each together with 49,649,967 free attaching options (exercise price
$0.14, expiry 24 June 2024) (Placement) to several leading domestic and international institutional
investors and funds. PAC Partners Securities Pty Ltd (PAC) acted as Lead Manager of the
Placement and the Company agreed to pay a 6% selling fee on the Placement and issued 12.4125
million options on the same terms as the Placement to PAC;
7,565,278 shares were issued on the exercise of 7,565,278 listed options between April to June 2022
at 3 cents each, raising a further $226,958; and
13,000,000 KMP options were issued to Directors, following approval by shareholders at the General
Meeting held on 21 June 2022. 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 $0.14 each and expire on 30 June 2025.
No new performance rights were issued during the year ended 30 June 2022.
During the year ended 30 June 2022, 7,565,678 options (exercise price $0.03, expiry 31 March 2023 were
exercised and converted to ordinary shares. The market value at the time of exercise ranged from $0.049
- $0.10 per share.
As at 30 June 2022 the Company had 504,766,176 ordinary shares, 40,471,408 listed options (exercise price
exercise price $0.03, expiry 31 March 2023), 62,062,467 listed options (exercise price $0.14, expiry 24 June
2024) and 33,000,000 unlisted options on issue.
Page 24
TEMPEST MINERALS LTD- ACN 612 008 358
ANNUAL REPORT 2022
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 5 August 2022, the Company entered into a conditional agreement with Lole Mining (Lole) to acquire
the world class portfolio of assets including the high grade Tolukuma Mine and Mt Penck project in Papua
New Guinea for an equity transaction valued at $25.69 million, subject to due diligence and other
regulatory requirements, including shareholder approval.
Subsequent to this announcement, the agreement with Lole was varied and the Company has agreed to
invest $1 million in Lole and retains the right, but not the obligation, to acquire Lole if Lole has not
completed an IPO within 120 days of the variation.
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.
Page 25
TEMPEST MINERALS LTD- ACN 612 008 358
ANNUAL REPORT 2022
Directors’ Report
▪
▪
▪
▪
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.
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.
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.
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.
Page 26
TEMPEST MINERALS LTD- ACN 612 008 358
ANNUAL REPORT 2022
Directors’ Report
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 and 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 (ceased 10 March 2022)
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.
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.
Page 27
TEMPEST MINERALS LTD- ACN 612 008 358
ANNUAL REPORT 2022
Directors’ Report
Remuneration Report (Audited) (Continued)
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.
Page 28
TEMPEST MINERALS LTD- ACN 612 008 358
ANNUAL REPORT 2022
Directors’ Report
Remuneration Report (Audited) (Continued)
Remuneration Details of Key Management Personnel
The remuneration of the key management personnel of the Group for the years ended 30 June 2022 and
30 June 2021 were as follows:
Year Ended 30 June 2022:
Short Term Benefits
Post-Employment
Equity-settled Share-
based Payments
Key
Management
Personnel
Salary &
Fees
Non-
cash
Benefits
Super-
annuation
Terminati
on
Shares
Options
1
Total
Performance
related %
%
consisting
of options
$
$
$
$
$
$
$
%
%
B. Moller
D. Smith
V. Mascolo 2
A. Haythorpe
O. Burchell
Total
60,000
240,000
30,000
40,000
40,000
410,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
39,261
99,261
52,348
292,348
-
30,000
39,261
79,261
39,261
79,261
-
170,131
580,131
40
18
-
50
50
-
-
-
-
-
-
1. 13 million options were issued to directors, following shareholder approval received at a general meeting of shareholders
held in June 2022. Refer to note 21 for assumptions used to value these options.
2. Mr Mascolo ceased to be a director from 10 March 2022.
Year Ended 30 June 2021:
Short Term Benefits
Post-Employment
Key
Management
Personnel
Salary &
Fees
Non-cash
Benefits
Super-
annuation
Terminati
on
Equity-settled Share-
based Payments
Total
Shares
Options
1
Performance
related %
%
consisting
of options
$
$
$
$
$
$
$
%
%
B. Moller
D. Smith
V. Mascolo
A. Haythorpe
O. Burchell
55,001
240,000
36,667
36,667
36,667
Total
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 August 2020. Refer to Note 21 for assumptions used to value these options.
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.
Page 29
TEMPEST MINERALS LTD- ACN 612 008 358
ANNUAL REPORT 2022
Directors’ Report
Remuneration Report (Audited) (Continued)
Shares Held by Key Management Personnel
Details of shares held directly, indirectly or beneficially by key management personnel during the year
ended 30 June 2022 and 2021 were as follows:
Key Management
Personnel
Balance at
1 July 2021
Participation in
Rights issue
Other Changes
Balance at
30 June 2022
B. Moller
D. Smith
V. Mascolo 1
A. Haythorpe
O. Burchell
1,074,613
318,101
10,280,372
2,570,093
1,575,000
513,000
-
128,250
9,902,577
2,475,645
1. Mr Mascolo ceased to be a director from 10 March 2022
-
-
-
-
-
1,392,714
12,850,465
N/A
641,250
12,378,222
Key Management
Personnel
Balance at
1 July 2020
Participation in
Rights issue
Other Changes
Balance at
30 June 2021
B. Moller
D. Smith
V. Mascolo
A. Haythorpe
O. Burchell
2,162,500
312,500
(1,400,387) 1
1,074,613
6,601,718
3,300,858
377,796 2
10,280,372
1,050,000
342,000
525,000
171,000
6,601,718
3,300,859
-
-
-
1,575,000
513,000
9,902,577
1. Off market trade and transfer
2. Exercise of unlisted options.
Options Held by Key Management Personnel
Details of options held directly, indirectly or beneficially by key management personnel during the year
ended 30 June 2022 and 2021 were as follows:
Key Management
Personnel
Balance at 1
July 2021
Participation
in Rights issue
Issued1
Balance at 30
June 2022
Total Vested
30 June 2022
Total Vested and
Exercisable 30
June 2022
B. Moller
D. Smith
3,000,000
106,035
3,000,000
6,106,035
6,106,035
6,106,035
4,000,000
856,698
4,000,000
8,856,698
8,856,698
8,856,698
V. Mascolo 2
3,000,000
-
-
N/A
N/A
N/A
A. Haythorpe
3,000,000
42,750
3,000,000
6,042,750
6,042,750
6,042,750
O. Burchell
3,000,000
825,215
3,000,000
6,825,215
6,825,215
6,825,215
1. Options issued to directors, following shareholder approval received at a general meeting of shareholders held
on 21 June 2022.
2. Mr Mascolo ceased to be a director from 10 March 2022.
Page 30
TEMPEST MINERALS LTD- ACN 612 008 358
ANNUAL REPORT 2022
Directors’ Report
Remuneration Report (Audited) (Continued)
Key Management
Personnel
Balance at 1
July 2020
Other
Movement
2
Issued 1
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.
Options Granted as Remuneration
13,000,000 unlisted options were issued to Directors, as approved by shareholders at the General Meeting
held on 21 June 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
21 June 2022
21 June 2022
30 June 2025
14
1.31
13,000,000
Refer to Note 21 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 2022
and 2021.
Performance Rights Granted as Remuneration
No performance rights were granted during the year as remuneration.
Other transactions with Key Management Personnel
Technical consulting services, including the provision of storage facilities and office space, amounting to
$703,983 (30 June 2021 - $433,996) were provided by Galt Mining Solutions Pty Ltd, a company controlled
by directors, Don Smith and Owen Burchell for year ended 30 June 2022. Legal fees, professional fee
relating to capital raising and reimbursements amounting to $164,604 (30 June 2021 - $59,840) were paid
to HopgoodGanim Lawyers, a legal firm where director Brian Moller is a partner in their Brisbane office. As
at 30 June 2022, $83,920 and $16,492 were outstanding and owed to Galt Mining Solutions Pty Ltd and
HopgoodGanim Lawyers respectively.
There have been no other transactions with key management personnel during the year ended 30 June
2022.
End of Remuneration Report (Audited)
Page 31
TEMPEST MINERALS LTD- ACN 612 008 358
ANNUAL REPORT 2022
Directors’ Report
Options
At the date of this report, the unissued ordinary shares of the Company under option are as follows:
Listed Options (ASX: TEMO & TEMOA)
Issue Date
26-Oct-21
24-Jun-22
TOTAL
Unlisted Options
Issue Date
27-Aug-20
24-Jun-22
TOTAL
Expiry Date
Exercise Price
31-Mar-23
24-Jun-24
$0.03
$0.14
Number
40,471,408
62,062,467
102,533,875
Expiry Date
Exercise Price
Number
30-Sep-22
30-Jun-25
$0.04
$0.14
18,000,000
15,000,000
33,000,000
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.
Directors’ Meetings
The meetings (held while a director) attended by each director during the financial year were:
Directors
B. Moller
D. Smith
V. Mascolo 1
A. Haythorpe 2
O. Burchell
Board
Audit & Risk Management
Committee
Meetings
Attended
Meetings
Attended
7
7
5
7
7
7
7
5
7
7
2
n/a
1
1
2
n/a
1
1
n/a
n/a
1 Mr Mascolo ceased to be a director from 10 March 2022.
2 Mr Haythorpe was appointed to the Audit and Risk Management Committee on 30 November 2021 and became
Chairman on 10 March 2022, replacing Mr Mascolo.
Page 32
TEMPEST MINERALS LTD- ACN 612 008 358
ANNUAL REPORT 2022
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 2022, 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
During the year ended 30 June 2022, the Company engaged HLB Mann Judd (WA Partnership) to
complete a Form 5 audit on one of its tenements, amounting to $1,010 being paid for professional fees
rendered.
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 Directors’ report.
Signed in accordance with a resolution of the board of directors.
Don Smith
Managing Director
29 September 2022
Perth, Western Australia
Page 33
AUDITOR’S INDEPENDENCE DECLARATION
As lead auditor for the audit of the consolidated financial report of Tempest Minerals Limited for the
year ended 30 June 2022, 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 2022
L Di Giallonardo
Partner
Page 34
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Consolidated Statement of Profit or Loss and Other Comprehensive Income
For the Year Ended 30 June 2022
Other Income
Fair value gain on financial assets at FVTPL
Corporate and administrative expenses
Depreciation
Employee benefits expense
Exploration expenses expensed as incurred
Foreign exchange (loss)/gain
Legal expenses
Share-based payment expense
Loss from continuing operations
Loss from discontinued operations
Loss before income tax expense
Income tax expense
Loss for the year
Other comprehensive income
Note
30 June 2022
30 June 2021
$
$
2
14
3
9
21
13
4
21,216
114,383
(473,179)
(6,167)
(350,000)
(2,214)
(7,064)
(54,242)
(196,305)
(953,572)
-
(953,572)
-
25,726
316,655
(408,994)
(2,997)
(405,001)
-
4,025
(62,942)
(200,400)
(733,928)
(20,882)
(754,810)
-
(953,572)
(754,810)
Other comprehensive income/(loss) for the period, net
of tax
-
-
Total comprehensive loss for the period
(953,572)
(754,810)
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 loss per share
Basis and diluted loss per share from continuing
operations
17
17
The accompanying notes form part of these financial statements.
(953,517)
(754,756)
(55)
(54)
(953,572)
(754,810)
(953,517)
(754,756)
(55)
(54)
(953,572)
(754,810)
Cents
(0.25)
(0.25)
Cents
(0.3)
(0.3)
Page 35
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Consolidated Statement of Financial Position
As at 30 June 2022
Note
30 June 2022
30 June 2021
$
$
CURRENT ASSETS
Cash and cash equivalents
Trade and other receivables
Prepayments
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
5
6
7
14
9
8
10
11
12
29
7,889,767
254,322
25,234
359,790
785,206
26,920
9,419
325,537
8,529,113
1,147,082
13,719
4,140,550
4,154,269
4,199
1,908,256
1,912,455
12,683,382
3,059,537
386,275
386,275
88,464
88,464
386,275
88,464
12,297,107
2,971,073
23,341,683
766,605
(11,810,251)
12,298,037
(930)
12,297,107
13,628,282
200,400
(10,856,734)
2,971,948
(875)
2,971,073
The accompanying notes form part of these financial statements.
Page 36
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Consolidated Statement of Changes in Equity
For the Year Ended 30 June 2022
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 2020
11,242,943
(10,348,388)
246,410
1,140,965
(821)
1,140,144
Loss for the period
Total comprehensive loss
Issue of shares
Exercise of options
Share-based payment expense
Transfer of lapsed options
Balance at 30 June 2021
Loss for the period
Total comprehensive loss
Issue of shares
Exercise of options
Share-based payments expense
Balance at 30 June 2022
11
12
21
12
11
12
12
The accompanying notes form part of these financial statements.
Page 37
-
-
(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
-
-
(953,517)
(953,517)
9,486,443
226,958
-
-
-
-
-
-
-
-
566,205
(953,517)
(953,517)
9,486,443
226,958
566,205
(55)
(55)
(953,572)
(953,572)
-
-
-
9,486,443
226,958
566,205
23,341,683
(11,810,251)
766,605
12,298,037
(930)
12,297,107
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Consolidated Statement of Cash Flows
For the Year Ended 30 June 2022
30 June 2022
30 June 2021
$
$
CASH FLOWS FROM OPERATING ACTIVITIES
Interest receipts
Payments to suppliers and employees
Net cash used in operating activities
16(A)
13,708
(1,093,251)
(1,079,543)
6,994
(862,584)
(855,590)
CASH FLOWS FROM INVESTING ACTIVITIES
Payments for exploration and evaluation assets
(1,964,459)
(954,204)
Purchase of property, plant and equipment
Proceed from sale of assets
Net cash used in investing activities
9
14
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from the issue of shares
Share issue costs
Proceeds from the exercise of options
Net cash provided by financing activities
Net increase in cash held
Cash at beginning of year
Foreign exchange movement on cash balances
(15,687)
80,130
(1,900,016)
10,584,365
(727,203)
226,958
10,084,120
7,104,561
785,206
-
Cash at End of Year
5
7,889,767
-
159,042
(795,162)
2,494,358
(162,114)
-
2,332,244
681,492
106,008
(2,294)
785,206
The accompanying notes form part of these financial statements.
Page 38
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2022
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 2022 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 26.
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.
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 2022, 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.
The names of the subsidiaries are contained in Note 24. 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
Page 39
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2022
NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Principles of Consolidation (Continued)
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.
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
Page 40
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2022
NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Income Tax (Continued)
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.
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 Group 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 Group 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.
Page 41
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2022
NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
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 that are readily convertible to known amounts of cash and which are subject to
insignificant risk of changes in value.
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.
Share Based Payments
The Group 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.
Page 42
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2022
NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
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.
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 Group
and the cost of the item can be measured reliably. All other repairs and maintenance are charged to
the profit or loss during the financial year in which they are incurred.
Page 43
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2022
NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Plant and Equipment (Continued)
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/Loss Per Share (EPS)
Basic earnings/loss per share is calculated by dividing the profit/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/loss 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.
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.
Adoption of new and revised Accounting Standards
For the year ended 30 June 2022, 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 2022. 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 Group.
Page 44
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2022
NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
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 2022 were $4,140,550 (2021: $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 2022 is $196,305 (2021: $200,400). Refer to note 21 for details.
NOTE 2: OTHER INCOME
Interest received
Sale of tenements 1
30 June 2022
30 June 2021
$
$
21,216
-
21,216
6,994
18,732
25,726
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: CORPORATE AND ADMINISTRATIVE EXPENSES
30 June 2022
30 June 2021
$
$
64,629
49,187
120,000
21,522
124,869
5,045
87,927
473,179
49,496
34,829
175,939
34,887
29,320
5,419
79,104
408,994
Included in corporate and administrative expenses are the following
items:
ASX, ASIC, share registry expenses
Audit and external accounting fees
Consulting fees
Insurance
Marketing
Travel expenses
Other expenses
Total
Page 45
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2022
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%
(286,072)
(226,443)
30 June 2022
30 June 2021
$
$
Adjust for tax effect of:
Non-deductible amounts
Non-assessable amounts
Deferred tax assets not bought to account
Income tax expense/(benefit)
58,892
4,082
223,098
-
60,120
(2,737)
169,060
-
Deferred tax asset not recognised through equity
84,892
108,768
(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
13,976
2,836,156
15,221
2,755,700
(1,242,165)
(572,477)
(81,638)
(67,514)
1,526,329
2,130,930
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
30 June 2022
30 June 2021
$
7,889,767
7,889,767
$
785,206
785,206
30 June 2022
30 June 2021
$
$
114,814
132,000
7,508
254,322
26,920
-
-
26,920
Cash at bank and on hand
NOTE 6: RECEIVABLES
Current:
Other receivables
EIS refund
Interest receivable
Page 46
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2022
NOTE 7: PREPAYMENTS
Current:
Prepayments
NOTE 8: EXPLORATION AND EVALUATION ASSETS
30 June 2022
30 June 2021
$
$
25,234
25,234
9,419
9,419
30 June 2022
30 June 2021
$
$
Exploration and evaluation expenditure carried forward in respect of
areas of interest are:
Exploration and evaluation phase - at cost
4,140,550
1,908,256
Movement in exploration and evaluation assets:
Opening balance - at cost
Capitalised exploration expenditure
Total exploration and evaluation assets
Carrying amount at the end of the year
1,908,256
2,232,294
4,140,550
4,140,550
961,811
946,445
1,908,256
1,908,256
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
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
Depreciation expense
Carrying amount at the end of year
30 June 2022
30 June 2021
$
$
29,724
(16,005)
13,719
4,199
15,687
(6,167)
13,719
14,037
(9,838)
4,199
7,196
-
(2,997)
4,199
Page 47
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2022
NOTE 10: TRADE AND OTHER PAYABLES
Current:
Trade payables and accrued expenses
Total payables (unsecured)
30 June 2022
30 June 2021
$
$
386,275
386,275
88,464
88,464
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
Balance at the beginning of year
271,791,306
15,389,928
147,266,673
12,777,103
2022
2021
No. of
Shares
$
No. of
Shares
$
Share issues:
Share placement at an issue price of
$0.017 each in August and October
2021
issue
Non-renounceable
completed in October 2021 at an issue
price of $0.017 each
rights
52,411,765
891,000
73,697,827
1,252,864
Issue of shares on exercise of options
7,565,278
226,958
99,300,000
8,440,500
-
-
-
-
-
-
-
-
Share placement at an issue price of
$0.085 each in April 2022
Non-renounceable
issue
completed in July 2020 at an issue price
of $0.016 each
rights
Shortfall from Non-renounceable rights
issue completed in August 2020 at an
issue price of $0.016 each
Share placement at an issue price of
$0.016 each in August 2020
Shares issued at a deemed issue price
of $0.016 to the Lead Manager for the
August 2020 placement in September
2020
Issue of shares on exercise of options
Share placement at an issue price of
$0.033 each
in November and
December 2020
Shares issued at a deemed issue price
of $0.033 to the Lead Manager for the
December
in
December 2020
placement
2020
-
-
-
-
-
-
-
-
-
-
-
-
-
-
51,121,816
817,949
22,511,599
360,186
11,000,000
176,000
3,750,000
60,000
377,796
18,497
35,013,422
1,155,443
750,000
24,750
Balance as at 30 June
504,766,176
26,201,250
271,791,306
15,389,928
Total transaction costs associated with
share issues
Net issued capital
(2,859,567)
23,341,683
(1,761,646)
13,628,282
Page 48
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2022
NOTE 11: CONTRIBUTED EQUITY (Continued)
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.
Options
Unlisted options
Balance at the beginning of the
reporting year
Weighted
average
exercise price
30 June 2022
No. of
Options
Weighted
average
exercise price
30 June 2021
No. of
Options
$0.04
18,000,000
$0.04896
40,774,943
Options issued – listed (TEMO)
$0.03
48,037,086
$0.14
62,062,467
-
-
-
-
Options issued – listed
(TEMOA)
Options issued to directors and company
secretary
$0.14
15,000,000
$0.04
18,000,000
Exercise of options (refer to Note 11)
$0.03
(7,565,678)
$0.04896
(377,796)
Expired/forfeited
-
-
$0.04896
(40,397,147)
Exercisable at end of year
$0.09439
135,533,875
$0.04
18,000,000
Performance Rights
Unlisted performance rights
Note
Balance at the beginning of the year
Performance Rights issued/cancelled during the year:
Forfeited/expired
Balance at end of year
Capital Management
30 June 2022
30 June 2021
No. of
Performance
Rights
No. of
Performance
Rights
-
-
-
500,000
(500,000)
-
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
Transfer to accumulated losses on options and performance rights
expiry
Issue of options to directors and management
Advisor options issued
Closing balance
Page 49
30 June 2022
30 June 2021
$
$
200,400
246,410
-
(246,410)
196,305
369,900
766,605
200,400
-
200,400
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2022
NOTE 12: RESERVES (Continued)
During the year ended 30 June 2022:
•
•
15,000,000 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 21).
6,000,000 and 12,412,500 advisor options were issued to Euroz and Pac Partners respectively for
their roles in the Oct 2021 and April 2022 capital raising exercise. These options were valued based
on their listed price on grant date of $0.012 and $0.024 respectively and recognised as capital
raising costs in equity.
During the year ended 30 June 2021:
• 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
18,000,000 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 21).
NOTE 13: 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 (refer to Note 14).
Page 50
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2022
NOTE 14: 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 13)
Disposal of shares
Fair value movement
At Year End
30 June 2022
30 June 2021
$
$
325,537
(80,130)
114,383
359,790
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 $122,561 (2021: $314,331) and unrealised exchange loss
of ($8,178) (2021: unrealised exchange gain $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 2022
$
$
$
Level 1
Level 2
Level 3
Listed equity securities
Fair value at 30 June 2022
359,790
359,790
-
-
June 2021
$
$
$
Level 1
Level 2
Level 3
Listed equity securities
Fair value at 30 June 2021
325,537
325,537
-
-
Total
$
359,790
359,790
Total
$
325,537
325,537
-
-
-
-
Financial assets and liabilities held for sale are measured at fair value on a non-recurring basis.
Page 51
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2022
NOTE 15: 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.
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
Page 52
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2022
NOTE 15: OPERATING SEGMENTS (Continued)
i. Segment Performance
30 June 2022
INCOME
Interest income
Total segment income
Reconciliation of segment income to Group income
Total Group income
Reconciliation of segment result of Group net loss after tax
Segment net loss before tax
Amounts not included in segment result but reviewed by Board
- Corporate charges
- Depreciation and amortisation
- Fair value movements
Net Loss after tax from continuing operations
Exploration
Unallocated items
$
$
Total
$
-
-
-
-
21,216
21,216
21,216
21,216
21,216
21,216
21,216
21,216
(1,083,004)
(6,167)
114,383
(953,572)
Exploration
Unallocated
items
Discontinued
operations
$
$
$
Total
$
30 June 2021
INCOME
Interest revenue
Other income
Total segment revenue
-
-
-
6,994
18,732
25,726
Reconciliation of segment income to Group income
Total Group income
-
25,726
Reconciliation of segment result of Group net loss
after tax
-
-
-
-
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
316,655
(1,073,312)
(2,997)
(754,810)
Page 53
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2022
NOTE 15: OPERATING SEGMENTS (Continued)
ii. Segment assets
Exploration
$
Unallocated
operations
$
Total
$
30 June 2022
Reconciliation of segment assets to Group assets
Segment Assets
- Unallocated
- Corporate
Total Group Assets
Segment Asset Increases
Capitalised expenditure for the period
- Exploration and Other
4,140,550
-
4,140,550
2,232,294
2,232,294
-
8,542,832
8,542,832
4,140,550
8,542,832
12,683,382
-
-
2,232,294
2,232,294
Exploration
$
Unallocated
items
$
Discontinued
operations
$
Total
$
30 June 2021
Reconciliation of segment assets to Group assets
Segment Assets
- Unallocated
- Corporate
Segment Asset Increases
Capitalised expenditure for the period
- Exploration and Other
iii. Segment liabilities
30 June 2022
1,908,256
-
1,908,256
-
1,151,281
1,151,281
946,445
946,445
-
-
-
-
-
-
-
1,908,256
1,15,1281
3,059,537
946,445
946,445
Exploration
Unallocated items
Total
$
$
$
Reconciliation of segment liabilities to Group liabilities
301,355
-
301,355
Unallocated
Total Group Liabilities
Page 54
-
84,920
84,920
301,355
84,920
386,275
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2022
NOTE 15: OPERATING SEGMENTS (Continued)
30 June 2021
Reconciliation of segment liabilities
to group liabilities
Unallocated
Total Group Liabilities
NOTE 16: CASH FLOW INFORMATION
Exploration
$
Unallocated
items
$
Discontinued
operations
$
Total
$
32,700
-
32,700
-
55,704
55,765
-
-
-
32,700
55,704
88,464
30 June 2022
30 June 2021
$
$
A. Reconciliation of Cash Flow from Operations with Loss after
Income Tax:
Loss after income tax
(953,572)
(754,810)
Non-cash flows in loss from ordinary activities:
Depreciation
Share based payment
6,167
196,305
2,997
200,400
Fair value adjustment to financial asset
(114,383)
(316,655)
Changes in operating assets and liabilities:
(Increase)/Decrease in receivables
Increase/(Decrease) in payables and accruals
Cash flows from operations
B. Non-cash Financing Activities
-
-
-
-
-
6,000,000 options issued at no consideration to Euroz
Hartleys for lead manager fee
12,412,500 advisor options issued at no consideration to
Pac Partners for lead manager fee
750,000 ordinary shares issued at no consideration to RM
Corporate Finance for lead manager fee
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
(243,216)
29,156
10,841
(1,637)
(1,079,543)
(855,590)
72,000
297,900
-
-
-
-
-
24,750
60,000
24,750
Page 55
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2022
NOTE 17: LOSS PER SHARE
Net loss used in the calculation of basic and diluted loss per share
attributable to owners of the parent company
Net loss used in the calculation of basic and diluted loss per share from
continuing operations attributable to owners of the parent company
30 June 2022
30 June 2021
$
$
(953,517)
(754,756)
(953,517)
(733,874)
Weighted average number of ordinary shares outstanding during the
period used in the calculation of basic loss per share
382,712,736
248,963,821
Options are considered potential ordinary shares. Options issued are not presently dilutive and were not
included in the determination of diluted loss per share for the period.
NOTE 18: 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 2022
30 June 2021
$
$
607,347
1,349,442
188,164
2,144,953
419,207
854,196
117,671
1,391,074
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 19: 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 in the
prior year 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.
Page 56
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2022
NOTE 20: 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 24.
Key Management Personnel
Short-term employee benefits
Share-based payments
Related Party Transactions
30 June 2022
30 June 2021
$
$
410,000
170,131
580,131
405,002
186,400
591,402
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, including office rent provided by Galt
Mining Solutions Pty Ltd, a company controlled by directors, Don Smith
and Owen Burchell.
Legal fees provided by HopgoodGanim Lawyers, a legal firm where
Brian Moller is a Brisbane based partner
NOTE 21: SHARE-BASED PAYMENTS
Director and Employee Share-based Payments
30 June 2022
30 June 2021
$
$
703,983
433,996
164,604
59,840
Share based payment expenses recognised during the year are as follows:
Share based payment expense recognised during the year:
15,000,000 unlisted options issued to directors and management
18,000,000 unlisted options issued to directors and management
30 June 2022
30 June 2021
$
$
196,305
-
196,305
-
200,400
200,400
The weighted average exercise price of all outstanding options is $0.09 and weighted average time to
expiry is 18 months.
During the year ended 30 June 2022, the Company issued 15 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 June 2025.
The weighted average fair value of options granted during the period was 1.3087 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 57
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2022
NOTE 21: SHARE-BASED PAYMENTS (Continued)
The inputs used for the Black-Scholes option pricing model for the options granted were as follows:
Issue date: 21 June 2022
share price at issue date: 3.7 cents
•
•
• exercise price: 14 cents
• expected volatility: 100%
• expected dividend yield: nil
•
risk free rate: 0.85%
The fair value of the options is valued at $196,305 in total.
During the year ended 30 June 2021, 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.
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 22: AUDITOR’S REMUNERATION
Remuneration for the auditor of the parent entity:
Auditing or reviewing the financial reports
-
-
Others
-
-
HLB Man Judd (WA Partnership)
BDO Audit Pty Ltd
HLB Man Judd (WA Partnership) – Form 5 audit
BDO Services Pty Ltd - taxation
30 June 2022
30 June 2021
$
$
28,987
-
1,010
-
29,997
27,225
29,045
-
12,033
68,303
Taxation includes review of tax-effect accounting note and preparation of income tax returns.
Page 58
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2022
NOTE 23: 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.
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 2022, 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 14), the foreign currency risk to
the Group is considered immaterial.
Page 59
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2022
NOTE 23: FINANCIAL RISK MANAGEMENT (Continued)
(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 2022
30 June 2021
$
$
7,889,767
254,322
359,790
785,206
26,920
325,537
8,503,879
1,137,663
(386,275)
(386,275)
(88,464)
(88,464)
(i) Non-interest bearing. The contractual cash flows do not differ to the carrying amount.
(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 $11,297 (2021: $7,715).
NOTE 24: 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.
Page 60
Country of
incorporation
Ownership interest
30 June 2022
30 June 2021
Australia
Australia
Australia
U.S.A.
100%
100%
80%
100%
100%
100%
80%
100%
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2022
NOTE 25: SUBSEQUENT EVENTS
On 5 August 2022, the Company entered into a conditional agreement with Lole Mining (Lole) to acquire
the world class portfolio of assets including the high grade Tolukuma Mine and Mt Penck project in Papua
New Guinea for an equity transaction valued at $25.69 million, subject to due diligence and other
regulatory requirements , including shareholder approval.
Subsequent to this announcement, the agreement with Lole was varied and the Company has agreed to
invest $1 million in Lole and retains the right, but not the obligation, to acquire Lole if Lole has not
completed an IPO within 120 days of the variation.
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.
NOTE 26: PARENT ENTITY INFORMATION
The following information relates to the parent entity, Tempest Minerals Ltd at 30 June 2022. This information
has been prepared using consistent accounting policies as presented in Note 1.
Current assets
Non-current assets
Total assets
Current liabilities
Total liabilities
Net assets
Issued capital
Reserves
Accumulated losses
Total equity
Loss for the period
Total comprehensive loss for the period
30 June 2022
30 June 2021
$
8,321,704
809,769
9,131,473
84,642
84,642
9,046,831
23,537,254
766,605
$
1,110,222
793,548
1,903,770
62,152
62,152
1,841,618
13,628,282
200,400
(15,257,028)
(11,987,064)
9,046,831
(3,269,964)
(3,269,964)
1,841,618
(1,699,171)
(1,699,171)
The Company has no contingent liabilities other than as referred to in Note 19, 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 27: COMPANY DETAILS
The registered office and principal place of business is:
Level 2, Suite 9
389 Oxford Street
Mount Hawthorn, Western Australia 6016 Australia
Page 61
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2022
NOTE 28: 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.
NOTE 29: 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 2022
30 June 2021
$
$
(953,517)
(754,756)
(55)
(54)
(953,572)
(754,810)
(953,517)
(754,756)
(55)
(54)
(953,572)
(754,810)
2
(930)
(928)
2
(875)
(873)
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 62
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
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 2022 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 2022.
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 2022
Perth, Western Australia
Page 63
INDEPENDENT AUDITOR’S REPORT
To the members of Tempest Minerals Limited
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of Tempest Minerals Limited (“the Company”) and its controlled
entities (“the Group”), which comprises the consolidated statement of financial position as at 30 June
2022, 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 2022 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.
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. We have determined the matter described in the next page to be
a key audit matter to be communicated in our report.
Page 64
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 2022, had an
exploration and evaluation asset balance of
$4,140,550.
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 2022, 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 65
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 66
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included the directors’ report for the year ended 30 June
2022.
In our opinion, the Remuneration Report of Tempest Minerals Limited for the year ended 30 June 2022
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 2022
L Di Giallonardo
Partner
Page 67
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
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 27 September 2022.
(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
67
259
560
2,078
821
3,785
13,057
976,617
4,594,932
86,442,105
412,739,465
504,766,176
There are 1,219 shareholders holding less than a marketable parcel.
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 – 100,000
100,001 and over
Total
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 – 100,000
100,001 and over
Total
Listed Options @ $0.03 EX 31/03/2023 (TEMO)
No. Holders
No. Shares
21
39
40
150
92
342
8,395
105,127
314,313
5,823,680
34,219,893
40,471,408
Listed Options @ $0.14 EX 24/06/2024 (TEMOA)
No. Holders
No. Shares
1
0
10
74
75
160
1
0
66,378
3,218,368
58,777,720
62,062,467
%
0.00
0.19
0.91
17.13
81.77
100
%
0.02
0.26
0.78
14.39
84.55
100
%
0.00
0.00
0.11
5.18
94.71
100
Page 68
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Shareholder Information
(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
MR PASQUALE BEVILACQUA & MRS MARIA CARMELA
BEVILACQUA
Number of Shares
% of total
Shares
26,000,000
5.15%
V-DOOR PTY LTD
CELBRIDGE INVESTMENTS PTY LTD
CITICORP NOMINEES PTY LIMITED
IERACE PTY LTD
MISS JIAZHEN WANG
MR PETER KARAS & MRS CHRISTINA KARAS
CAPRICORN TRADER PROPRIETARY LIMITED
MRS FAYE LESLEY DUFFIELD
STICHTING LEGAL OWNER CDFUND
BNP PARIBAS NOMINEES PTY LTD
SUPERHERO SECURITIES LIMITED
BIG SMOKEY EXPLORATION LLC
MR KHANH HOANG NGUYEN
MR PETER HOWELLS
MR ZHE GAO
MR YING KAY WONG
MR MICHAEL MASCOLO
MR DAVID JOHN EGGERS
MR JALAL GHEBAR
Top 20 total
Total shares on issue
12,850,465
12,378,222
7,025,936
6,028,022
4,900,000
4,534,452
3,750,001
3,502,179
3,500,000
3,487,504
3,432,552
3,378,320
3,236,377
3,200,000
3,000,000
2,807,567
2,500,000
2,500,000
2,499,411
2.55%
2.45%
1.39%
1.19%
0.97%
0.90%
0.74%
0.69%
0.69%
0.69%
0.68%
0.67%
0.64%
0.63%
0.59%
0.56%
0.50%
0.50%
0.50%
114,511,008
22.68%
504,766,176
100.0%
Page 69
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Shareholder Information
The names of the twenty largest holders of listed options (TEMO) are:
#
1
2
3
4
5
6
7
8
9
Registered Name
MR PETER KARAS & MRS CHRISTINA KARAS
MR OWEN HUNTER WALDRON & MRS JANET CHRISTINE
WALDRON
M & K KORKIDAS PTY LTD
JARNIEL PTY LTD
AUGMENTURE PTY LTD
FRASAMA PTY LTD
MRS PIERINA-LEE RAMM
V-DOOR PTY LTD
MR CHAO ZHANG
10 CELBRIDGE INVESTMENTS PTY LTD
11 MRS JYOTHI VADREVU
12
EXCLUSIVE RESIDENTIAL REAL ESTATE PTY LTD
13 MR MARK ANDREW TKOCZ
14 MR RICHARD HENRY LAWRENCE PETERS & MRS MAUREEN
ANDREY PETERS
15
SUPERHERO SECURITIES LIMITED
16 MRS JANICE ELAINE CHISHOLM
17 MR MORNE FERREIRA
18 CLANNOR HOLDINGS PTY LTD
19
STEELE SYSTEMS SOLUTIONS PTY LTD
20 WD KING PTY LTD
Number of Shares
% of total
Shares
1,778,776
1,500,000
1,470,530
1,250,000
1,138,221
1,000,000
895,099
856,698
850,000
825,215
740,274
722,079
700,000
669,415
609,236
600,000
535,000
519,608
508,235
500,001
4.40%
3.71%
3.63%
3.09%
2.81%
2.47%
2.21%
2.12%
2.10%
2.04%
1.83%
1.78%
1.73%
1.65%
1.51%
1.48%
1.32%
1.28%
1.26%
1.24%
Top 20 total
Total options on issue
17,668,387
43.66%
40,471,408
100.0%
Page 70
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Shareholder Information
The names of the twenty largest holders of listed options (TEMOA) are:
#
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
Registered Name
Number of Shares
% of total
Shares
MERRILL LYNCH (AUSTRALIA) NOMINEES PTY LIMITED
MR PHILIP JOHN CAWOOD
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED – A/C2
J P MORGAN NOMINEES AUSTRALIA PTY LIMITED
CEDAR RIDGE PTY LTD
MR JOSHUA GORDON
PAC PARTNERS SECURITIES PTY LTD
STICHTING LEGAL OWNER CDFUND
MR PHILLIP LLOYD CARTER
BNP PARIBAS NOMINEES PTY LTD
EMERGING EQUITIES PTY LTD
MR JUSTIN ANTHONY VIRGIN
MR ANDREW PETER FISHER
MR MARK ANDREW TKOCZ
MERRILL LYNCH (AUSTRALIA) NOMINEES PTY LIMITED
MR ANDREW FULFORD
CLANNOR HOLDINGS PTY LTD
ASCENSION SUPER FUND PTY LTD
TEMPEST DAWN PTY LIMITED
MR VELUPPILLAI SIVASUPRAMANIAM
Top 20 total
Total options on issue
6,176,470
6,000,000
5,000,000
4,117,647
3,100,000
2,482,500
2,482,500
1,750,000
1,610,386
1,581,333
1,551,562
1,500,000
1,500,000
1,275,442
1,190,361
1,000,000
839,807
9.95%
9.67%
8.06%
6.63%
5.00%
4.00%
4.00%
2.82%
2.59%
2.55%
2.50%
2.42%
2.42%
2.06%
1.92%
1.61%
1.35%
808,000
1.30%
735,294
700,000
1.18%
1.13%
45,401,302
73.16%
62,062,467
100.0%
Page 71
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Shareholder Information
Unquoted equity securities
Unquoted equity securities on issue at 27 September 2022 were as follows:
Class
Number
Number of Holders
Note
Unlisted Options exercisable at $0.04 each
18,000,000
on or before 30 September 2022
Note 1: Holders of more than 20% of this class of options:
Don Smith
4,000,000 options.
Unlisted Options exercisable at $0.14 each
on or before 30 June 2025
15,000,000
Note 1: Holders of more than 20% of this class of options:
Don Smith
4,000,000 options.
(c) Substantial Shareholders
6
5
1
1
The Company has not received notification of any 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 72
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Interests in Tenements
Tempest Minerals Ltd held the following interests in tenements as at the date of this report:
Status
Interest
Tenement/Project
Name
Tenement
Number
Golden Grove
E70/5321
Caranning
Rocky Hill
Windarling
E63/1815
E70/6134
E77/2384
Warriedar Region
E59/2224
Meleya
Messenger
Euro
E59/2308
E59/2374
E59/2375
E59/2465
E59/2479
E59/2689 1
E59/2350
E59/2381
M59/495 2
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
Page 73
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
Western Australia
Western Australia
100%
100%
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%
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
Granted
Pending
Pending
Pending
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
TEMPEST MINERALS LTD - ACN 612 008 358
ANNUAL REPORT 2022
Interests in Tenements
Tenement/Project
Name
Tenement
Number
Status
Interest
P58/1698
P58/1753
P58/1761
P58/1768
P58/1769
P58/1774
P58/1796
Granted
Granted
Granted
Granted
Granted
Granted
Granted
100%
100%
100%
100%
100%
100%
100%
Location of
Tenements
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
Western Australia
1 Granted on 8 July 2022.
2 50% earn in joint venture
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