ACN 612 008 358
CONSOLIDATED FINANCIAL REPORT
FOR THE YEAR ENDED
30 JUNE 2023
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 2023
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 2023
Consolidated Statement of Financial Position as at 30 June 2023
Consolidated Statement of Changes In Equity for the Year Ended 30 June 2023
Consolidated Statement of Cash Flows for the Year Ended 30 June 2023
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2023
Directors’ Declaration
Independent Auditor’s Report
Shareholder Information
Interests in Tenements
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TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
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 Limited 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 2023
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 Limited
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, 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
Page 3
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Letter from the Chairman
Dear Shareholder
On behalf of the Board of Directors of Tempest Minerals Limited (Tempest or the Company), I take
pleasure in presenting the Annual Report for 2023.
Tempest’s primary focus continues to be to progress exploration work at its four key WA projects being
Messenger, Meleya, War West and Euro.
Tempest has also secured additional ground in the Yalgoo region acquiring a further 5 tenements
totalling 195 km2.
A deal of technical survey work has also been undertaken with a view to identifying exploration
targets to be progressed in the coming year.
Tempest also continues to consider opportunities to unlock the value in its WA lithium projects.
Tempest also invested at an earlier stage in the PNG exploration company Tolu Minerals Ltd (Tolu)
which has the Tolukuma mine in PNG and nearby deposits with similar geology, investing $1m at $0.37
per share. Tolu is now progressing its IPO with a view to listing shortly on ASX.
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.
We also respectfully acknowledge the Traditional Custodians of the land in which we operate. We
pay our respect to all the elders, past, present and emerging, who carry deep knowledge of these
lands, and we commit to being open to receive this knowledge and incorporate it into the work we
do. We recognise their continuing connection to the land, waters and culture in the areas we
operate.
On behalf of the Board, I think 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 LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Review of Operations
Overview
Tempest continued its growth during the 2022/2023 financial year both through solid exploration
and development efforts:
- 3 drill programs (91 Holes for 7,336 metres of drilling (diamond, reverse circulation and
aircore) with highly anomalous critical minerals uncovered
- 3 geophysical surveys (Electron Paramagnetic Resonance, airborne and downhole
electromagnetics) with multiple zones of mineralisation defined as well as numerous further
exploration targets
- Multiple large scale surface geochemistry and geology mapping surveys which defined a
>4km high priority drill target
Tempest also was exploring various corporate opportunities including:
- making an investment in a near term gold producer Tolu Minerals
- and pursuing further value add for the lithium portfolio
Highlights
Figure 1: TEM Project Locations
● Multiple drilling programs completed across Meleya Project
● Critical metals intercepted in extensive drilling at Clover Target
● Multi-km base metal, rare earth geochemical anomaly at Remorse Target
● Regional EM survey undertaken
● Regional EPR survey undertaken
●
●
●
Increase in landholdings
Investment in near term gold production
Lithium value creation options
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TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Review of Operations
Yalgoo
Background
Tempest enjoys a dominant position with one of the largest granted holdings in the Yalgoo region of
Western Australia. Tempest considers the region to be highly prospective and has been exploring
the region for several years with multiple zones of mineralisation discovered in previously
unrecognised, fertile geological terrains. This is in line with industry trends where exploration
opportunities in new areas and discoveries ‘under cover’ are becoming the norm.
The Yalgoo Mineral Belt encompasses a rough area of 4,000km² with Tempest holding a footprint of
more than 1,000km2 which equates to more than a quarter of the active exploration leases
regionally. This contains a near contiguous 100 kilometre strike length of the Yalgoo mineral field.
This is separated into and often referred to as four discrete geological segments or ‘project areas’
which denote slightly different conceptual geological domains and exploration foci - namely:
Messenger, Meleya, War West, Euro. However, through tenement consolidation, these areas have
become an almost contiguous holding and there is considerable geological overlap.
The Messenger project is area of over 170km2 and a continuous strike of almost
50km bordering the world-class EMR Golden Grove base and precious metal mine
and other local gold projects and the historic Messengers Patch mining area (up
to 10 oz/t gold).
The Messenger Project holds strong potential for discovery. Previous drilling in the
area intersected high-grade veins including exceptional intersections such as 2
metres @ 228.92 g/t gold from 10m including 1m @ 451 g/t gold.
Figure 2:
Messenger
Project Location
A shallow maiden drilling program in 2021 by Tempest intercepted thick zones of
anomalous gold within mineralised quartz and strongly hydrothermally altered
zones of up to 17m thickness. These are believed to be similar to the mineralisation
historically mined at very high grades at the surface and remain open in all
directions.
A newer proposed model of the geology at the Messenger Project features a more prospective
outlook based on the mapping, drilling and other geology work done by Tempest. This includes
extensive underexplored volcanics, greenstones and associated quartz lodes prospective for gold,
nickel and critically, a raft of the much sought after Golden Grove stratigraphy prospective for base
and precious metals.
The War West project - first identified in 2018 by Tempest as an Intrusive Related
Gold (IRG) system - hosts multi-kilometre geochemical anomalies across a 55km2
land holding. Highly successful gold prospecting and artisanal mining has
occurred in this area for several decades.
One of the targets known as “Wee Lode'' was discovered when a company
mapping team in 2019 discovered outcropping gold-bearing quartz veins. Drilling
then proved the IRG concept by intersecting shallow high-grade gold from 7m
and broad low grade disseminated gold mineralisation zones from surface
throughout the surrounding lateritic country rock. The mineralized zone remains
open at depth and along strike.
The mentioned drilling program also uncovered shallow (less than 10 metres from
surface) greenstones previously thought to be hundreds of metres or kilometres of
depth. This has opened hundreds of square kilometres of new exploration ground
in the region for Tempest and dozens of exploration targets. This was influential in
the understanding of the Meleya project and the significant opportunity which is
present throughout the Yalgoo Belt.
Figure 3: War
West Project
Location
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TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Review of Operations
Figure 4: Simplified geological map of Meleya and War West Projects
Figure 5: Meleya
Project Location
The Meleya project - Data analysis and fieldwork conducted by Tempest at the
adjoining War West Project highlighted inconsistencies in legacy mapping of the
region. The broader extent of the project is historically inaccurately mapped
geology. Prior to Tempest work, the majority of the current project had never had
any lease, nor been explored.
Early fieldwork identified kilometres of outcropping greenstones in regions where
barren granite were previously mapped in state datasets.
A large number of exploration and drill targets for Gold and VMS (Volcanogenic
Massive Sulphide) and other related mineralisation types have been identified.
Two initial stratigraphic holes were completed at 709m and 1,020m depth at the
“Orion” target in early 2022 which provided the presence of the new Yalgoo
Greenstone Belt sequence and the presence of strong mineralisation. The
presence of favourable stratigraphy and the presence of a mineralised
environment indicates a highly fertile system.
The Euro project is a combined total of 165km2 granted tenure with a number of
applications totalling more than 150km2 in addition. The Project is situated within
the Southern Yalgoo Greenstone Belt and is nestled between 3 major mines Karara
(Iron), Mt Mulgine (Gold/Tungsten) and Rothsay (Gold/Copper) which share the
same host geology.
Some areas were explored for gold and iron ore in the 1990s and early 2000s with
drilling intersecting extensive gold mineralisation. Tempest has conducted a
number of mapping projects and drilling with polymetallic/multicommodity
present including gold, base metal, lithium pegmatites and iron ore.
Figure 6: Euro
Project Location
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TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Review of Operations
Figure 7: Yalgoo Projects within regional context
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TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Review of Operations
Exploration Ground Increase
Tempest maintains a vigilance for new opportunities in the Yalgoo region and have recently
increased the Company’s landholding - extending 3 of Yalgoo exploration fronts (Messenger, Euro
and Meleya) through 5 addition tenements totalling over 195km2 (three of these were acquired for
$45,000 in TEM shares).
The new tenements provide opportunity for extending the anomaly detected at the Remorse target
(eastern side of Meleya area) and other gold projects in the Barron Rothchild mineral field.
Additionally, the new Euro tenements increase the strategic holding.
Yalgoo Region
Project Outline
Existing Tenure
New Application
New Granted
Mine/Advanced
Project
0
20
km
40
km
Regional EPR Survey
Figure 8: Yalgoo Projects with new exploration leases
As part of Tempest innovation strategy the company completed a regional (Electron Paramagnetic
Resonance) EPR surveys across its Yalgoo and Mt Magnet projects. EPR is a geophysical tool where
certain ground conditions are met has the potential to detect hydrocarbons, metals, halogens,
biomarkers and other pathfinder elements potentially associated with precious and base metal
deposits at significant depth.
EPR is used in other industries and as the emphasis in exploration changes to more difficult terrains,
has had some success in Western Australian gold exploration.
Numerous (more than 250) potentially mineralised responses were detected during the survey. Many
of these are spatially proximal or coincident to established exploration targets already identified by
Tempest.
EPR augments and can be used in conjunction as another layer of evidence with more well known
methods of standard exploration methods such as Magnetics and drilling.
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TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Review of Operations
Regional EM Survey
Tempest commenced a regional airborne electromagnetic (AEM) The survey will cover a large
percentage of the Meleya and War West project areas with the intent of providing multiple
outcomes: new exploration and drill targets; verify and provide more detail on existing exploration
targets; and give more resolution to the underlying geology - much of which is under shallow cover.
Electromagnetic surveys measure the electrical conductivity and magnetic susceptibility of the earth
which can be used to measure various parameters of the geology including identifying types of
sulphide mineralisation including those of volcanogenic massive sulphides (VMS).
The program consists of 300 lines of 200m spacing for around a total of about 2,000 kilometres of line
survey measurements.
WarWest
Meleya
Figure 9: Schematic map of survey area
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TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Review of Operations
Figure 10: EM Survey In Progress Over The Meleya Project
\
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TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Review of Operations
Drilling: Orion
Results from Orion drilling completed in the previous reporting period were received and confirmed
the presence of large-scale mineralisation at the Orion target. The abundant iron and copper
sulphides reported were added to by the presence of large-scale zinc-sulphide mineralisation
(sphalerite) which can be difficult to identify prior to assays. Horizons of more than 200m geological
thickness with isolated greater enrichment were identified in both stratigraphic holes WARDH72 and
WARDH73.
WARDH72
● 4.3m @ 512.3ppm Ni from 93.5m
● 0.9m @ 428ppm Cu + 0.39gpt Ag and 0.008gpt Au from 186.5m
● 14m @ 305.7ppm Cu + 277.1ppm Zn and 0.19gpt Ag from 426m
●
Including 1m @ 1290ppm Cu + 411ppm Zn and 0.84gpt Ag from 431m
● 21.58m @ 277.1ppm Zn + 0.07gpt Ag from 476.9m
●
Including 2m @ 1118ppm Zn + 0.31gpt Ag from 485m
● 1m @ 545ppm Zn + 247ppm Cu and 0.16gpt Ag from 523m
WARDH73
● 0.5m @ 940ppm Cu from 290.5m
● 1.1m @ 818ppm Cu and 0.11gpt Ag from 476.1m
● 9.7m @ 274.9ppm Ni from 659.0m
● 18.9m @ 362.2ppm Zn + 87.9ppm Pb and 0.1gpt Ag from 852.1m
●
●
Including 4m @ 928ppm Zn + 220.5ppm Pb and 0.18 Ag from 858
Including 1m @ 1710ppm Zn + 430.5ppm Pb and 0.19gpt Ag from 860
● 0.4m @ 588ppm Mo and 107ppm Cu from 945.6m
● 4.5m @ 0.40gpt Ag from 981
DHEM: Orion
Down Hole Electromagnetic (DHEM) is extensively used to identify and delineate geological
formations, mineralisation systems and orebodies - particularly those which have large-scale sulphide
contents such as volcanogenic massive sulphide (VMS), skarn and porphyry - that have the potential
to respond to electromagnetic signals.
TEM conducted a survey on WARDH72 and WARDH73 at the Orion target. This was principally a 2 x
300m diameter loop using DHEM to produce a field normal to sub perpendicular to the known
geology. The presence of appreciable sulphides such as pyrrhotite and chalcopyrite described in
various releases as expected, responded to signals produced during an electromagnetic (EM)
surveys and the large raw dataset was processed and interpreted to generate models of the
geology of the Orion Target.
This identified at least 2 modest sized highly conductive bodies corresponding with logged copper
and iron sulphide mineralisation in the 2 drillholes completed.
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TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Review of Operations
Figure 11: DHEM Survey layout with magnetics and drillhole underlay
Projected near
surface EM
Sulphide
target zone
>200m Zone
of Continuous
Zn
Mineralisation
W
Figure 12: DHEM section view with primary field direction, drillholes and model plates (red)
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TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Review of Operations
Drilling: Master
The Master Target is among targets identified through ongoing data interpretation and fieldwork.
The Master anomaly is located in the central southern section of the Meleya Project approximately
8km south of the high profile Orion target.
The target was defined by a large magnetic feature and is interpreted as representing part of or
another previously unidentified segment of the mineralised ‘Eastern Yalgoo Greenstone belt’.
The area is dominated by fluvial surface material yet has a mildly anomalous geochemical
geochemistry at surface. Specifically, multiple samples over several kilometres contain up to 3%
sulphur and multiple indicator metals. This was also backed by the corresponding anomalies
including EPR.
Figure 13: Master target with underlying TMI magnetic image and sulphur geochemistry
Tempest completed 1 diamond drill hole for 427.1m at the Master target. WARDH74 encountered
minor sulphides and strong alteration throughout the drillhole.
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TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Review of Operations
Figure 14: Shear zone with silica flooding and minor sulphides
The geology encountered was a continuation of the Meleya greenstone belt with 40m of cover and
lateritic clay horizons with sand and gravel lenses overlaying repeating sequences of greenstones
and intermediate intrusives. Intermittent minor sulphides were intersected throughout the hole in bleb
and veinlet form usually associated with contained intermittent potassium-feldspar epidote
alteration. Multiple zones were silica flooded associated with shear zones.
Subsequent assays demonstrated shallow elevated gold and associated Tellurium and Arsenic at the
location of a significant regional structure.
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TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Review of Operations
Drilling: Clover
The ‘Clover’ Target is a magnetic low stratigraphic sequence in the central Meleya Project area. The
magnetic low is strongly altered and likely a ‘demagnetised’ zone such is typical of greenstone
hosted hydrothermal gold mineralisation in Western Australia.
Diamond hole WARDH75 was drilled to 637.1m designed to intersect the western edge of the above-
mentioned multi-km low magnetism zone.
The hole encountered a thick (~68m) laterite zone of weathered intrusives. Underlying the regolith
profile was extensive highly sheared intermediate intrusives to 75m. Several hundred meters of
altered and mineralised fine grained mafic to ultramafic sequences were encountered to 422m with
at least 3 dyke generations intruding upon the host rocks with contacts altered with, calcite and
trace sulphide species.
From 422m to 569m further greenstones followed, with significant silica and epidote overprinting.
Finally a continuation of the dyke swarm continued till the end of hole (637.1m) which showed skarn-
like alteration, silica alteration and trace sulphides (<0.1%).
A broad shallow drill pattern across the central Meleya Project area was completed immediately
surrounding the Clover target and extending to the Orion Target. Drilling was done on nominal 500m
x 500m spacing and with an area of some 4km x 4km of the central Meleya Belt tested.
Depending on ground conditions and other factors, a combination of RAB and RC were completed
for 90 holes / 6,346 metres of aircore and reverse circulation drilling (2,202 metres of Aircore, 4,069m
of RC). This program represents the testing of only a small fraction of the total Meleya Project.
Geological observations indicate that sulphide and fluid altered domains were intersected through
the drill sections with east plunging zones of disseminated sulphide (pyrite 0.5%) and silica was noted
in holes WARDH135 (between 150-200m downhole) and WARDH136 (bifurcated from 58-86m and
133-175m downhole). Skarnification of the greenstone surrounding the intrusive mafic was originally
reported in hole WARDH75, drillhole WARDH139 intersected a similar zone of alteration with
associated ultra trace sulphide (pyrite 0.25%) at the uphole contact of the mafic intrusive at 40-43m.
An additional sulphide altered skarn was recorded on hole WARDH146 at 82-90m within the Big Bell
suite.
Figure 15: Section view of drilling through the Clover Target - Section A-A
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TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Review of Operations
Extensive anomalism was encountered throughout the drilling with multiple commodities represented
including Copper, Zinc, Rare Earths, Nickel and Tungsten.
Copper/Zinc Key Intercepts:
● 163m @ 149ppm Cu + 101ppm Zn + 126ppm Ni + 309ppm Cr (WARDH79)
● 71m @ 186ppm Cu, 152ppm Zn, 106ppm Ni and 333ppm Cr (WARDH146)
● 4m @ 353ppm Cu + 425 ppm Zn + 149ppm Ni (WARDH145)
● 1m @ 617ppm Cu + 93ppm Zn + 126ppm Ni (WARDH 110)
● 118m @ 138ppm Cu, 120ppm Zn (WARDH138)
○
Including 1m @ 750ppm Cu + 97ppm Zn + 138ppm Ni (WARDH138)
● 88m @ 132ppm Cu, 99ppm Zn, 134ppm Ni and 281ppm Cr (WARDH139)
Rare Earth Key Intercepts:
● 6m @ 0.13% REO (Rare Earth Element Oxide) - 686ppm Ce + 348 La + 86pm Y from 51m
○
Including: 3m @ 0.2% REO - 1085ppm Ce + 348ppm La + 135ppm Y from 48m
And
● 4m @ 0.09% REO from 23m in WARDH150m (552ppm Ce + 238ppm La + 50ppm Y)
● 4m @ 0.05% REO from 32m in WARDH79 (244ppm Ce + 144ppm La + 194ppm Y)
● 6m @ 0.03% REO from 9m in WARDH121 (237ppm Ce + 69ppm La + 4ppm Y)
● 1m @ 0.05% REO from 22m in WARDH138 (18ppm Ce + 375ppm La + 331ppm Y)
(WARDH145)
● 7m @ 0.011% Sc2O3 (91ppm Sc) from 51m
○
Including 3m @ 0.013% Sc2O3 (104ppm Sc) from 52m
● 4m @ 111ppm Sc2O3 from 44m
(WARDH146)
Nickel Key Intercepts:
Zone 1
5m @ 0.11% Ni + 0.09% Cr from 101m (WARDH156)
●
And Zone 2
●
9m @ 0.05% Ni + 0.06% Cr from 36m (WARDH150)
Tungsten Key Intercepts:
Zone 1
●
●
●
●
●
●
3m @ 0.54% WO3 (4,270ppm W) and 0.07% Co (699ppm) from 21m (WARDH83)
1m @ 0.26% WO3 (2,050ppm W) from 45m (WARDH122)
1m @ 0.15% WO3 (1,220ppm W) from 159m (WARDH135)
4m @ 0.05% WO3 (428ppm W from 163m (WARDH139)
●
Including 1m @ 0.11% WO3 (930 ppm W) from 166m (EOH sample)
1m @ 0.09% WO3 (710ppm W) from 145m (WARDH139)
1m @ 0.06% WO3 (520ppm W) from 150m (WARDH142)
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TEMPEST MINERALS LIMITED - ACN 612 008 358
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Review of Operations
Figure 16: Meleya Project Drilling Program Overview
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TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Review of Operations
Geochem: Remorse
During Q4 2022 broad 200mx200m spaced soil sampling and mapping campaigns of over 1,000
samples were incrementally completed over 45km2 for the purpose of ground-truthing and
developing a broad preliminary understanding of the regions including a target area in the easterly
portion of the Meleya Project colloquially known as the Ktulu area. The area is known to host several
historical workings at the Baron Rothschild and Pinyalling Mining Centres where gold was produced
between 1902 - 1939 and only sparingly if at all explored.
Additionally, the purpose of the campaign was to sample the geochemistry and geology of several
targets in this vicinity including the Remorse target.
The geochemical data received highlighted the presence of a substantial geochemical anomaly.
The anomaly is multiple kilometres in dimension and defined by clear layering of copper and zinc
with nickel and rare earths to the north-east.
Figure 17: Remorse (base metal) and Outlaw (Nickel Rare Earth) anomalies
Assay highlights include:
● 635 ppm Cu + 96 ppm Zn + 14 ppm Pb,
● 280 ppm Cu + 182 ppm Zn + 24.3 ppm Pb
● 0.15% REO (929 ppm Ce + 457 ppm La + 82 ppm Y),
● and 0.12% REO (799 ppm Ce + 321 ppm La + 46 ppm Y)
● outcrop rock sample with 0.9% Ni + 0.15% Cr
●
soil samples up to 0.5% Ni + 0.14% Cr
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TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Review of Operations
Mt Magnet
Background
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 18: Stylised Mt Magnet regional geology map
Range Project
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.
Tempest conducted multiple field geological mapping programs and data analyses which were
compiled and will be used in the coming financial year for further exploration including potential
drilling.
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Review of Operations
Papua New Guinea
Background
TEM as part of corporate activities entered into various agreements with Tolu Minerals Ltd (Tolu) who
were in the process of acquisition of projects in Papua New Guinea. Tolu subsequently completed
the purchase of a number of high-grade gold opportunities in Papua New Guinea including the Mt
Penck epithermal gold exploration project and the flagship Tolukuma Gold Mine.
Tolukuma is a previously operating high-grade gold mine with existing processing plant and
infrastructure and sits within a large highly prospective 2,000km2 exploration package with identified
mineralisation and significant potential for resource upgrades and further discoveries.
The Mt. Penck Project is located within easy vehicle access of Kimbe in the Papua New Guinean
West New Britain Province and has significant exploration completed with extensive high-grade gold
encountered in drilling.
Tolu subsequently announced the intention to complete an initial public offering (IPO) on the ASX
and have been heavily supported by a number of corporates in Australia and internationally. More
information can be found on the company website www.toluminerals.com.
Simberi
Lihir
Frieda
Porgera
Mt Penck
Ok Tedi
Kainantu
Wafi Golpu
Tolukuma
Port Moresby
Misima
Figure 19: Overview of Lole Mining Projects
TEM investment
TEM joined several other public and private companies in taking initial positions in the 2022 pre-IPO
capital raising in Tolu at $0.37 per share. TEM will become a notable shareholder of Tolu through an
investment of $1M that will provide strong exposure to a near term gold producer.
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Review of Operations
Lithium
Background
Tempest through legacy work and current development 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).
During the reporting period, TEM announced the intent to pursue a demerger opportunity with
another party. However, unfortunate delays in progressing the agreement with LON resulted in
Tempest electing to terminate that agreement.
The Company's WA lithium projects are held in its subsidiary, Electra Minerals Ltd. Electra is in a
position, as one of the options open to Tempest, to progress towards further value creation (such as
stock exchange listing through initial public offering or other means). TEM is currently evaluating such
opportunities as they arise.
Rocky Hill
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 of the Rocky Hill leases include 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).
YLP
Figure 20: Location of Rocky Hill Project
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. Tempest continued progression work towards the approval of the pending
tenements in the portfolio.
Page 22
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Review of Operations
Figure 21: YLP tenement locations
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 this equity
holding of (25,000,000 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.
Page 23
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
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 2023.
Directors
The following persons were directors of Tempest Minerals Limited during the financial year and up to the
date of this report, unless otherwise stated:
Brian Moller
Don Smith
Andrew Haythorpe
Owen Burchell
Information on Directors
The board has a strong combination of technical, managerial and capital markets experience. Expertise
and experience include operating and mineral exploration. The names and qualifications of the current
directors are summarised as follows:
Brian Moller – Non-Executive Chairman LL.B (Hons)
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)
Clara Resources Limited* (since 1 December 2006)
Newpeak Metals Limited* (since 22 January 2003)
Platina Resources Ltd* (since 30 January 2007)
Mineral Commodities Limited* (since 23 December 2022)
*denotes current directorship
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.
Page 24
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
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 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 of that committee on 10 March 2022.
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 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
B. Moller
D. Smith
Shares
1,392,714
12,850,465
A. Haythorpe
641,250
O. Burchell
12,378,222
Unlisted Options ($0.14,
expiring 30-Jun-2025)
3,000,000
4,000,000
3,000,000
3,000,000
Page 25
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Directors’ Report
Principal Activities
The principal activity of the Group during the financial year 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 $1,069,392 (2022: $953,572). Exploration and
evaluation expenditure incurred during the year totalled $3,806,957 (2022: $2,232,294).
Capital Structure
As at 30 June 2022 the Company had on issue 504,766,176 ordinary shares, 40,471,408 listed options
(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 (15,000,000 exercise price $0.14, expiry 30 June 2025 and 18,000,000
unlisted options (exercise price $0.04, expiry 30 September 2022).
During the year ended 30 June 2023, the following securities were issued or expired:
In September 2022, 18,000,000 unlisted options expired unexercised.
In February 2023, the Company issued 1,736,458 fully paid ordinary shares for the acquisition of
E59/2493; and
319,013 shares were issued on the exercise of 319,013 listed options between February to April 2023
at 3 cents each, raising $9,570. 40,152,395 listed options expired unexercised on 31 March 2023.
As at 30 June 2023 the Company had 506,821,647 ordinary shares, 62,062,467 listed options (exercise price
$0.14, expiry 24 June 2024) and 15,000,000 unlisted options (exercise price $0.14, expiry 30 June 2025) on
issue.
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.
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
In August 2023, TEM confirmed the allotment of 4,561,828 ordinary fully paid shares (Shares) and payment
of $36,000 cash as consideration for the purchase of 100% of the issued capital of Five Wheels Pty Ltd,
which owns the Five Wheels Project, comprising Exploration licence 69/3884 (refer TEM ASX release dated
20 July 2023).
In August 2023 TEM announced it had entered into a non-binding terms sheet (“Agreement”) for the
potential acquisition of Lusture Pty Ltd, which is the owner of the Elephant Project, a large-scale
exploration target located on the periphery of the Albany Fraser Belt in Western Australia. Under the
Agreement, TEM has the right to earn 80% of the issued share capital of Lusture. The Agreement is
subject to:
Page 26
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Directors’ Report
● a due diligence period expiring on 30 September 2023 (formerly 31 August 2023), where TEM has
the right to complete legal, financial and technical due diligence in relation to the Elephant
Project and Lusture to TEM’s satisfaction.
● Upon completion of the due diligence period, TEM will pay $31,000 cash and issue to MAC3 Pty
Ltd (“MAC3”)(or its nominee) $69,000 in fully paid ordinary shares (pursuant to TEM’s existing
placement capacity under Listing Rule 7.1), to be issued at a price equal to the average of the
daily VWAP of TEM Shares for the thirty trading days prior to Completion for 80% of Lusture.
To maintain its 80% interest in Lusture, TEM has agreed to incur $500,000 of exploration expenditure
over a period of 3 years.
●
● Upon identification of an aggregate minimum of 250,000 ounces of gold equivalent of not less
than JORC (indicated) category on the Elephant Project within 5 years, TEM will issue as further
consideration 30 million fully paid ordinary shares, which will be subject to TEM obtaining corporate
and regulatory approvals.
● MAC3 will retain 20% of Lusture and will be free carried until a decision to mine is made.
●
TEM will be responsible for maintaining the tenements in good standing as defined by the West
Australian mining act and sole funding of all tenement expenditure until a decision to mine is
made.
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.
Risks
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 progress 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 and deals with local
regulatory authorities in relation to the exploration of its properties. The Group may not achieve
the required local regulatory approvals to continue exploration or properly assess development
prospects. The Group takes appropriate legal and technical advice to ensure it manages its
compliance obligations appropriately.
Social Licence to Operate – the ability of the Group to secure and undertake exploration and
development activities within prospective areas is also reliant upon satisfactory resolution of native
title and (potentially) overlapping tenure. To address this risk, the Group develops strong, long term
effective relationships with landholders with a focus on developing mutually acceptable access
arrangements. The Group takes appropriate legal and technical advice to ensure it manages its
compliance obligations appropriately.
Page 27
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Directors’ Report
Environmental – All phases of mining and exploration present environmental risks and hazards. The
Group’s operations are subject to environmental regulations pursuant to a variety of state and
municipal laws and regulations. Environmental legislation provides for, among other things,
restrictions and prohibitions on spills, releases or emissions of various substances produced in
association with mining operations. Compliance with such legislation can require significant
expenditures and a breach may result in the imposition of fines and penalties, some of which may
be material. Environmental legislation is evolving in a manner expected to result in stricter
standards and enforcement, larger fines and liability and potentially increased capital
expenditures and operating costs. Environmental assessments of proposed projects carry a
heightened degree of responsibility for companies and directors, officers and employees. The
Group assesses each of its projects very carefully with respect to potential environmental issues, in
conjunction with specific environmental regulations applicable to each project, prior to
commencing field exploration. Periodic reviews are undertaken once field exploration
commences.
Safety – Safety is of critical importance in the planning, organisation and execution of the Group’s
exploration and development activities. The Group is committed to providing and maintaining a
working environment in which its employees are not exposed to hazards that will jeopardise an
employee’s health, safety or the health and safety of others associated with our business. The
Group recognises that safety is both an individual and shared responsibility of all employees,
contractors and other persons involved with the operation of the organisation. The Group has a
Safety and Health Management system which is designed to minimise the risk of an uncontrolled
safety and health event and to continuously improving safety culture within the organisation.
Funding – the Group will require additional funding to continue exploration and potentially move
from the exploration phase to the development phases of its projects. There is no certainty that
the Group will have access to available financial resources sufficient to fund its exploration,
feasibility or development costs at those times.
Market – there are numerous factors involved with exploration and early stage development of its
projects, including variance in commodity price and labour costs which can result in projects
being uneconomical.
Environmental Issues
The Group is subject to significant environmental regulations under the (Federal, State and local) laws in
which the Group operates, which currently includes Australia.
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.
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.
Page 28
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Directors’ Report
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 Limited who have held office during the
financial year are:
Brian Moller
Non-Executive Chairman
Don Smith
Managing Director
Andrew Haythorpe
Non-Executive Director
Owen Burchell
Non-Executive Director
The Group’s remuneration policy seeks to align director and executive objectives with those of
shareholders and the business, while at the same time, recognising the early development stage of the
Group and the criticality of funds being utilised to achieve development objectives. The board believes
the current policy has been appropriate and effective in achieving a balance of these objectives.
The Group’s remuneration policy provides for long-term incentives to be offered through a director and
employee share option plan and also through a performance rights plan. Options may be granted under
these plans to align directors’, executives’, employees’ and shareholders’ interests. Two methods may be
used to achieve this aim, the first being performance rights and options that vest upon reaching or
exceeding specific predetermined objectives, and the second being options granted with higher exercise
prices (than the share price at issue) rewarding share price growth.
The board of directors is responsible for determining and reviewing the Group’s remuneration policy,
remuneration levels and performance of both executive and non-executive directors. Independent
external advice will be sought when required. No independent external advice was sought during the
current year.
Performance-Based Remuneration
Performance-based remuneration includes both short-term and long-term incentives and is designed to
reward key management personnel for reaching or exceeding specific objectives or as recognition for
strong individual performance. Short-term incentives are available to eligible staff of the Group and may
be comprised of cash bonuses, determined on a discretionary basis by the board. No short-term
incentives were made available during the year.
Long-term incentives are comprised of share options and performance rights, which are granted from
time-to-time to encourage sustained strong performance in the realisation of strategic outcomes and
growth in shareholder value.
The exercise price of the options is determined after taking into account the underlying share price
performance in the period leading up to the date of grant and if applicable, performance conditions
attached to the share options. Subject to specific vesting conditions, each option is convertible into one
ordinary share.
The Group’s policy for determining the nature and amount of remuneration of board members and key
executives is set out below.
Directors
Board policy is to remunerate non-executive directors at market rates for comparable companies for time,
commitment and responsibilities. The maximum aggregate amount of fees that can be paid to non-
executive directors is subject to approval by shareholders at the Annual General Meeting and is not linked
to the performance of the Group. The maximum aggregate amount of fees that can be paid to non-
executive directors approved by shareholders is currently $300,000. One-third, by number, of non-
executive directors retires by rotation at the Company’s Annual General Meeting. Retiring directors are
eligible for re- election by shareholders at the Annual General Meeting of the Company. The appointment
conditions of the non-executive directors are set out and agreed in letters of appointment.
Page 29
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Directors’ Report
Remuneration Report (Audited) (Continued)
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;
Long term incentive and KPIs to be decided by the Board; and
6 months’ written notice of termination by Mr Smith and the shorter of 12 months written notice or
the remaining period left in the initial term by the Company.
Remuneration Details of Key Management Personnel
The remuneration of the key management personnel of the Group for the years ended 30 June 2023 and
30 June 2022 was as follows:
Year Ended 30 June 2023:
Short Term Benefits
Post-Employment
Key
Management
Personnel
Salary &
Fees
Non-
cash
Benefits
Super-
annuation
Terminati
on
Equity-settled Share-
based Payments
Shares
Options
Total
Performance
related %
%
consisting
of options
$
$
$
$
$
$
$
%
%
B. Moller
D. Smith
A. Haythorpe
O. Burchell
Total
60,000
240,000
40,000
40,000
380,000
-
-
-
-
-
Year Ended 30 June 2022:
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
60,000
240,000
40,000
40,000
-
380,000
-
-
-
-
-
-
-
-
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
-
-
-
-
-
-
Page 30
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Directors’ Report
Remuneration Report (Audited) (Continued)
1. 13 million options were issued to directors, following shareholder approval received at a general meeting of shareholders
held on 21 June 2022. Refer to note 20 for assumptions used to value these options.
2. Mr Mascolo ceased to be a director from 10 March 2022.
Company Performance, Shareholder Wealth, and Director and Executive Remuneration
During the financial year, the Company has generated losses as its principal activity was mineral
exploration. As the Company is still in the exploration and development stage, the link between
remuneration, company performance and shareholder wealth is tenuous. Share prices are subject to the
influence of commodity prices and market sentiment towards the sector, and as such, increases and
decreases might occur independent of executive performance and remuneration.
Shares Held by Key Management Personnel
Details of shares held directly, indirectly or beneficially by key management personnel during the year
ended 30 June 2023 and 2022 were as follows:
Key Management
Personnel
Balance at
1 July 2022
Other Changes
Balance at
30 June 2023
B. Moller
D. Smith
A. Haythorpe
O. Burchell
1,392,714
12,850,465
641,250
12,378,222
-
-
-
-
1,392,714
12,850,465
641,250
12,378,222
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.
Options Held by Key Management Personnel
-
-
-
-
-
1,392,714
12,850,465
N/A
641,250
12,378,222
Details of options held directly, indirectly or beneficially by key management personnel during the year
ended 30 June 2023 and 2022 were as follows:
Key Management
Personnel
Balance at 1
July 2022
Granted as
remuneration
Net other
change 1
Balance at 30
June 2023
Total Vested and
Exercisable 30
June 2023
B. Moller
D. Smith
A. Haythorpe
O. Burchell
6,106,035
8,856,698
6,042,750
6,825,215
-
-
-
-
(3,106,035)
3,000,000
3,000,000
(4,856,698)
4,000,000
4,000,000
(3,042,750)
3,000,000
3,000,000
(3,825,215)
3,000,000
3,000,000
1.
Options expired unexercised.
Page 31
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Directors’ Report
Remuneration Report (Audited) (Continued)
Key Management
Personnel
Balance at 1
July 2021
Participation
in Rights issue
Granted as
remuneration
Balance at 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
4,000,000
856,698
4,000,000
8,856,698
8,856,698
V. Mascolo 2
3,000,000
-
-
N/A
N/A
A. Haythorpe
3,000,000
42,750
3,000,000
6,042,750
6,042,750
O. Burchell
3,000,000
825,215
3,000,000
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.
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
year ended 30 June 2022 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 20 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 2023
and 2022.
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
$1,224,808 excluding GST (30 June 2022 - $639,984) were provided by Galt Mining Solutions Pty Ltd, a
company controlled by directors, Don Smith and Owen Burchell for year ended 30 June 2023. Legal fees,
professional fee relating to capital raising and reimbursements amounting to $195,322 excluding GST (30
June 2022 - $149,640) were paid to HopgoodGanim Lawyers, a legal firm where director Brian Moller is a
partner in their Brisbane office. As at 30 June 2023, $69,610 and $33,603 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
2023.
End of Remuneration Report (Audited)
Page 32
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Directors’ Report
Options
At the date of this report, the unissued ordinary shares of the Company under option are as follows:
Listed Options (ASX: TEMOA)
Issue Date
24-Jun-22
TOTAL
Unlisted Options
Issue Date
24-Jun-22
TOTAL
Expiry Date
Exercise Price
Number
24-Jun-24
$0.14
62,062,467
62,062,467
Expiry Date
Exercise Price
Number
30-Jun-25
$0.14
15,000,000
15,000,000
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
A. Haythorpe
O. Burchell
Board
Audit & Risk Management
Committee
Meetings
Attended
Meetings
Attended
7
7
7
7
7
7
6
7
2
n/a
2
n/a
2
n/a
2
n/a
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 2023, 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.
Page 33
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Directors’ Report
Indemnifying Directors and Auditors
The Company has entered into a Deed with each of the Directors (and the Company Secretary) whereby
the Company has agreed to provide certain indemnities to each Director (and the Company Secretary)
to the extent permitted by the Corporations Act and to use its best endeavours to obtain and maintain
directors’ and officers’ indemnity insurance, subject to such insurance being available at reasonable
commercial terms.
The Company has paid premiums to insure each of the directors (and the Company Secretary) of the
Company against liabilities for costs and expenses incurred by them in defending any legal proceedings
arising out of their conduct while acting in the capacity of director (or Company Secretary) of the
Company, other than conduct involving a wilful breach of duty in relation to the Company. The contracts
include a prohibition on disclosure of the premium paid and nature of the liabilities covered under the
policy.
The Company has not given an indemnity or entered into an agreement to indemnify, or paid or agreed
to pay insurance premiums in respect of any person who is or has been an auditor of the Company or a
related entity during the year and up to the date of this report.
Proceedings on Behalf of the Company
No person has applied for leave of Court to bring proceedings on behalf of the Company or intervene in
any proceedings to which the Company is a party for the purpose of taking responsibility on behalf of the
Company for all or any part of those proceedings. The Company was not a party to any such proceedings
during the year.
Non-Audit Services
There have been no non-audit services provided by the Group’s auditor during the year ended 30 June
2023. 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
27 September 2023
Perth, Western Australia
Page 34
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 2023, 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
27 September 2023
L Di Giallonardo
Partner
Page 35
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Consolidated Statement of Profit or Loss and Other Comprehensive Income
For the Year Ended 30 June 2023
Note
30 June 2023
30 June 2022
Interest income
Corporate and administrative expenses
Depreciation
Employee benefits expense
Exploration expenses impaired / expensed as incurred
Fair value gain on financial assets at FVTPL
Foreign exchange gain / (loss)
Impairment on loans provided
Legal expenses
Share-based payment expense
Loss before income tax expense
Income tax expense
Loss for the year
Other comprehensive income
2
3a
9
13
3b
20
4
$
$
86,711
21,216
(594,721)
(6,233)
(260,000)
(230,747)
308,694
59,123
(225,849)
(206,370)
-
(1,069,392)
-
(473,179)
(6,167)
(350,000)
(2,214)
114,383
(7,064)
-
(54,242)
(196,305)
(953,572)
-
(1,069,392)
(953,572)
Other comprehensive income/(loss) for the period, net
of tax
-
-
Total comprehensive loss for the year
(1,069,392)
(953,572)
Loss for the year attributable to:
Owners of the parent company
Non-controlling interests
Total comprehensive loss for the year attributable to:
Owners of the parent company
Non-controlling interests
(1,069,334)
(953,517)
(58)
(55)
(1,069,392)
(953,572)
(1,069,334)
(953,517)
(58)
(55)
(1,069,392)
(953,572)
Loss per share attributable to owners of the parent
company
Basic and diluted loss per share
16
Cents
(0.21)
Cents
(0.25)
The accompanying notes form part of these financial statements.
Page 36
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Consolidated Statement of Financial Position
As at 30 June 2023
Note
30 June 2023
30 June 2022
$
$
2,644,501
7,889,767
61,504
33,455
1,218,893
3,958,353
7,486
7,582,334
7,589,820
254,322
25,234
359,790
8,529,113
13,719
4,140,550
4,154,269
11,548,173
12,683,382
267,169
267,169
386,275
386,275
267,169
386,275
11,281,004
12,297,107
23,394,972
494,205
23,341,683
766,605
(12,607,185)
(11,810,251)
11,281,992
12,298,037
(988)
(930)
11,281,004
12,297,107
CURRENT ASSETS
Cash and cash equivalents
Trade and other receivables
Prepayments
Financial assets at fair value through profit or loss
(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
13
9
8
10
11
12
28
The accompanying notes form part of these financial statements.
Page 37
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Consolidated Statement of Changes in Equity
For the Year Ended 30 June 2023
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 2021
13,628,282
(10,856,734)
200,400
2,971,948
(875)
2,971,073
Loss for the period
Total comprehensive loss
Issue of shares
Exercise of options
Share-based payment expense
Balance at 30 June 2022
Loss for the period
Total comprehensive loss
Issue of shares
Exercise of options
Transfer of lapsed options
Balance at 30 June 2023
-
-
(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
-
-
(1,069,334)
(1,069,334)
43,719
9,570
-
-
-
-
-
-
-
272,400
(272,400)
(1,069,334)
(1,069,334)
(58)
(58)
(1,069,392)
(1,069,392)
43,719
9,570
-
-
-
-
43,719
9,570
-
23,394,972
(12,607,185)
494,205
11,281,992
(988)
11,281,004
11
12
12
11
12
12
The accompanying notes form part of these financial statements.
Page 38
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Consolidated Statement of Cash Flows
For the Year Ended 30 June 2023
CASH FLOWS FROM OPERATING ACTIVITIES
Interest received
Payments to suppliers and employees
Net cash used in operating activities
15(a)
CASH FLOWS FROM INVESTING ACTIVITIES
Loans provided to unrelated party
Payments for purchase of investments
Payments for exploration and evaluation assets
Purchase of property, plant and equipment
Proceeds from sale of investments
Receipts from government funded drilling rebate
9
13
30 June 2023
30 June 2022
$
$
94,219
(1,021,275)
(927,056)
(215,815)
(1,000,000)
(3,777,708)
-
484,928
155,125
13,708
(1,093,251)
(1,079,543)
-
-
(1,964,459)
(15,687)
80,130
-
Net cash used in investing activities
(4,353,470)
(1,900,016)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from the issue of shares
Share issue cost refunds / (costs)
Proceeds from the exercise of options
Net cash provided by financing activities
Net (decrease) / increase in cash held
Cash at beginning of year
Foreign exchange movement on cash balances
Cash at End of Year
5
The accompanying notes form part of these financial statements.
-
11,938
9,570
21,508
(5,259,018)
7,889,767
13,752
2,644,501
10,584,365
(727,203)
226,958
10,084,120
7,104,561
785,206
-
7,889,767
Page 39
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2023
NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The financial statements are for the Group consisting of Tempest Minerals Limited and its Controlled Entities.
Tempest Minerals Limited is a listed public company, incorporated and domiciled in Australia. The principal
activity of the Group during the year was mineral 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 Limited 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 assets that are fair valued. The financial report was authorised for issue on 27 September 2023
by the directors of the Company. Separate financial statements for Tempest Minerals Limited as an
individual entity are no longer presented following a change to the Corporations Act 2001. However,
financial information required for Tempest Minerals Limited as an individual entity is included in Note 25.
Material accounting policies adopted in the preparation of these financial statements are presented
below. They have been consistently applied unless otherwise stated.
Going Concern
The financial statements have been prepared on a going concern basis which contemplates the
continuity of normal business activities and the realisation of assets and discharge of liabilities in the
ordinary course of business.
For the year ended 30 June 2023 the Group generated a consolidated loss of $1,069,392 and incurred
operating cash outflows of $927,056. As at 30 June 2023 the Group has cash and cash equivalents of
$2,644,501 and net assets of $11,281,004.
The Group’s ability to continue as a going concern will depend upon the Group being able to manage
its liquidity requirement and by taking some or all of the following actions:
1.
raising additional capital;
2. disposal of investments and listed shares held;
3.
4.
successful exploration and subsequent exploitation of the Group’s tenements;
reducing its working capital expenditure; and
5. disposing of non-core projects.
After taking into account the current financial position of the Group the directors have a reasonable
expectation that the Group will have adequate resources to fund its future operational requirements and
for these reasons they continue to adopt the going concern basis in preparing the financial report.
Should the Group be unable to raise the funds required via any of the above means, there exists a material
uncertainty that may cast significant doubt on the Group’s ability to continue as a going concern, in which
case it may be required to realise its assets and extinguish its liabilities other than in the ordinary course of
business, and at amounts that differ from those stated in the financial statements. This financial report does
not include any adjustments relating to the recoverability and classification of recorded asset amounts or
the amounts or classification of liabilities and appropriate disclosures that may be necessary should the
Group be unable to continue as a going concern.
Page 40
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2023
NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Principles of Consolidation
Subsidiaries
The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of Tempest
Minerals Limited ("Company" or "parent entity") as at 30 June 2023, and the results of all subsidiaries for the
period then ended. Tempest Minerals Limited and its subsidiaries together are referred to in these financial
statements as the Group.
The names of the subsidiaries are contained in Note 23. All subsidiaries in Australia have a 30 June financial
year end and are accounted for by the parent entity at cost.
Subsidiaries are all entities over which the Group has control. The Group has control over an entity when
the Group is exposed to, or has a right to, variable returns from its involvement with the entity, and has the
ability to use its power to affect those returns. Subsidiaries are fully consolidated from the date on which
control is transferred to the Group. They are de-consolidated from the date that control ceases.
Intercompany transactions, balances and unrealised gains on transactions between Group companies
are eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of the
impairment of the asset transferred. Accounting policies of controlled entities have been changed where
necessary to ensure consistency with the policies adopted by the Group.
Non-controlling Interests
Equity interests in a subsidiary not attributable, directly or indirectly, to the Group are presented as “non-
controlling interests”. The Group initially recognises non-controlling interests that are present ownership
interests in subsidiaries and are entitled to a proportionate share of the subsidiary’s net assets on liquidation
at either fair value or at the non-controlling interests’ proportionate share of the subsidiary’s net assets.
Subsequent to initial recognition, non-controlling interests are attributed their share of profit or loss and
each component of other comprehensive income. Non-controlling interests are shown separately within
the equity section of the statement of financial position and statement of profit or loss and other
comprehensive income.
Changes in ownership interests
When the Group ceases to have control, joint control or significant influence, any retained interest in the
entity is remeasured to its fair value, with the change in the carrying amount recognised in profit or loss.
The fair value is the initial carrying amount for the purposes of subsequently accounting for the retained
interest as an associate, joint venture or financial asset. In addition, any amounts previously recognised in
other comprehensive income in respect of that entity are accounted for as if the Group had directly
disposed of the related assets or liabilities. This may mean that amounts previously recognised in other
comprehensive income are reclassified to profit or loss.
Segment Reporting
Operating segments are identified on the basis of internal reports that are regularly reviewed by the chief
operating decision maker (‘CODM’) in assessing performance and determining the allocation of
resources. Due to the nature and size of the Group, the Board as a whole has been determined to be the
CODM.
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
Page 41
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2023
NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
at reporting date. Current tax liabilities/(assets) are therefore measured at the amounts expected to be
paid to/ (recovered from) the relevant taxation authority.
Deferred income tax expense reflects movements in deferred tax asset and deferred tax liability balances
during the period as well unused tax losses. Current and deferred income tax expense/(income) is
charged or credited directly to equity instead of profit or loss when the tax relates to items that are
credited or charged directly to equity.
Deferred tax assets and liabilities are calculated at the tax rates that are expected to apply to the period
when the asset is realised or the liability is settled, based on tax rates enacted or substantively enacted at
reporting date. Their measurement also reflects the manner in which management expects to recover or
settle the carrying amount of the related asset or liability.
Deferred tax assets and liabilities are ascertained based on temporary differences arising between the tax
bases of assets and liabilities and their carrying amounts in the financial statements. Deferred tax assets
also result where amounts have been fully expensed but future tax deductions are available. No deferred
income tax will be recognised from the initial recognition of an asset or liability, excluding a business
combination, where there is no effect on accounting or taxable profit or loss. The Company and its
Australian 100% owned controlled entities have formed a tax consolidated group.
Deferred tax assets relating to temporary differences and unused tax losses are recognised only to the
extent that it is probable that future taxable profit will be available against which the benefits of the
deferred tax asset can be utilised. The amount of benefits brought to account or which may be realised
in the future is based on the assumption that no adverse change will occur in income taxation legislation
and the anticipation that the economic entity will derive sufficient future assessable income to enable the
benefit to be realised and comply with the conditions of deductibility imposed by the law.
Exploration and Evaluation Assets
Exploration and evaluation expenditure incurred is accumulated in respect of each identifiable area of
interest. Such expenditures comprise net direct costs and an appropriate portion of related overhead
expenditure but do not include overheads or administration expenditure not having a specific nexus with
a particular area of interest. These costs are only carried forward to the extent that they are expected to
be recouped through the successful development of the area or where activities in the area have not yet
reached a stage which permits reasonable assessment of the existence of economically recoverable
reserves and active or significant operations in relation to the area are continuing.
A regular review will be undertaken on each area of interest to determine the appropriateness of
continuing to carry forward costs in relation to that area of interest. A provision is raised against exploration
and evaluation assets where the directors are of the opinion that the carried forward net cost may not be
recoverable or the right of tenure in the area lapses. The increase in the provision is charged against the
results for the year. Accumulated costs in relation to an abandoned area are written off in full against
profit or loss in the year in which the decision to abandon the area is made.
When production commences, the accumulated costs for the relevant area of interest are amortised over
the life of the area according to the rate of depletion of the economically recoverable reserves.
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.
Page 42
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2023
NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
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.
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
Page 43
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2023
NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
consideration for the equity instruments granted shall be based on the number of equity instruments that
eventually vest.
Where the fair value of services rendered by other parties can be reliably determined, this is used to
measure the equity-settled payment.
Goods and Services Tax (GST)
Revenues, expenses and assets are recognised net of the amount of GST (or overseas VAT), except where
the amount of GST incurred is not recoverable. In these circumstances the GST (or overseas VAT) is
recognised as part of the cost of acquisition of the asset or as part of an item of the expense. Receivables
and payables in the statement of financial position are shown inclusive of GST. Cash flows are presented
in the statement of cash flows on a gross basis except for the GST component of investing and financing
activities which are disclosed as operating cash flows.
Foreign Currency Transactions and Balances
Functional and presentation currency
The functional and presentation currency of Tempest Minerals Limited 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.
Page 44
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2023
NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
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.
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 rate 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.
Page 45
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2023
NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Adoption of new and revised Accounting Standards
For the year ended 30 June 2023, the Board has reviewed all new and revised standards and
interpretations issued by the AASB, that are applicable for the current financial year.
The Board has also reviewed all new Standard and Interpretations that have been issued but not yet
mandatory for the year ended 30 June 2023.
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.
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 2023 were $7,582,334 (2022: $4,140,550).
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 2023 is $Nil (2022: $196,305). Refer to note 20 for details.
NOTE 2: INTEREST INCOME
Interest received
30 June 2023
30 June 2022
$
$
86,711
86,711
21,216
21,216
Page 46
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2023
NOTE 3a: CORPORATE AND ADMINISTRATIVE EXPENSES
Included in corporate and administrative expenses are the following
items:
ASX, ASIC, share registry expenses
Audit and external accounting fees
Business development
Consulting fees
Insurance
Marketing
Travel expenses
Other expenses
Total
30 June 2023
30 June 2022
$
$
74,746
33,711
66,769
120,000
24,615
159,190
52,359
63,331
594,721
64,629
49,187
-
120,000
21,522
124,869
5,045
87,927
473,179
NOTE 3b: IMPAIRMENT OF LOANS PROVIDED
In November 2022, Tempest advised it had entered into an agreement with Lithium of Nevada Pty Ltd
(LON) which had entered into a binding agreement with TSX-V listed Iconic Minerals Ltd for the rights to
acquire up to 50% of the Smiths Creek Nevada lithium project. In February 2022, Tempest loaned LON
USD $150k to allow LON to make payment to Iconic Minerals Ltd in order to comply with the terms of the
binding agreement with Iconic Minerals Ltd. The loan agreement had a repayment date of 31 March
2023 and also contemplated interest due of 10% per annum. As of balance date, no funds have been
repaid. Unfortunate delays in progressing the agreement with LON resulted in Tempest electing to
terminate that agreement in May 2023.
Tempest is continuing to negotiate with LON, and remains hopeful of receiving repayment of the loan
funds, including interest, but as LON has not yet repaid, the directors have taken the view that it should
impair the amount loaned to LON.
Page 47
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2023
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%
(320,818)
(286,072)
30 June 2023
30 June 2022
$
$
Adjust for tax effect of:
Non-deductible amounts
Non-assessable amounts
Deferred tax assets not bought to account
Income tax expense/(benefit)
Deferred tax asset not recognised through equity
(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
-
(17,737)
338,555
-
247,204
58,892
4,082
223,098
-
84,892
6,855
5,398,881
13,976
2,836,156
(2,274,700)
(1,242,165)
(55,553)
(81,638)
3,075,483
1,526,329
The tax losses do not expire under current tax legislation and have been disclosed on a tax effected basis.
Deferred tax assets have not been recognised in respect of these items because, pending commercial
operations, it is not yet probable that future taxable profit will be available against which the Company can
utilise these benefits.
NOTE 5: CASH AND CASH EQUIVALENTS
Cash at bank and on hand
NOTE 6: RECEIVABLES
Current:
Other receivables
EIS refund
Interest receivable
Page 48
30 June 2023
30 June 2022
$
$
2,644,501
7,889,767
2,644,501
7,889,767
30 June 2023
30 June 2022
$
$
61,504
-
-
61,504
114,814
132,000
7,508
254,322
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2023
NOTE 7: PREPAYMENTS
Current:
Prepayments
NOTE 8: EXPLORATION AND EVALUATION ASSETS
30 June 2023
30 June 2022
$
$
33,455
33,455
25,234
25,234
30 June 2023
30 June 2022
$
$
Exploration and evaluation expenditure carried forward in respect of
areas of interest are:
Exploration and evaluation phase - at cost
7,582,334
4,140,550
Movement in exploration and evaluation assets:
Opening balance - at cost
Capitalised exploration expenditure
EIS grant offset
Exploration expenditure impaired
Total exploration and evaluation assets
Carrying amount at the end of the year
4,140,550
3,806,957
(155,125)
(210,048)
7,582,334
7,582,334
1,908,256
2,232,294
-
-
4,140,550
4,140,550
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 2023
30 June 2022
$
$
29,724
(22,238)
7,486
13,719
-
(6,233)
7,486
29,724
(16,005)
13,719
4,199
15,687
(6,167)
13,719
Page 49
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2023
NOTE 10: TRADE AND OTHER PAYABLES
Current:
Trade payables and accrued expenses
Total payables (unsecured)
30 June 2023
30 June 2022
$
$
267,169
267,169
386,275
386,275
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
504,766,176
23,341,683
271,791,306
15,389,928
2023
2022
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
Issue of shares on exercise of options
Share placement at an issue price of
$0.085 each in April 2022
-
-
-
-
-
-
-
-
Issue of shares on exercise of options
319,013
9,570
Issue of shares at a deemed issue price
of $0.0259 for acquisition of tenement in
February 2023
1,736,458
45,000
52,411,765
891,000
73,697,827
1,252,864
7,565,278
226,958
99,300,000
8,440,500
-
-
-
-
Balance as at 30 June
506,821,647
23,396,253
504,766,176
26,201,250
Total transaction costs associated with
share issues
Net issued capital
(1,281)
23,394,972
(2,859,567)
23,341,683
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.
Page 50
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2023
NOTE 11: CONTRIBUTED EQUITY (Continued)
Options
Unlisted options
Balance at the beginning of the
reporting year
Options issued – listed (TEMO)
Options issued – listed
(TEMOA)
Options issued to directors and company
secretary
Weighted
average
exercise price
30 June 2023
No. of
Options
Weighted
average
exercise price
30 June 2022
No. of
Options
$0.09
135,533,875
$0.04
18,000,000
-
-
-
-
-
-
$0.03
48,037,086
$0.14
62,062,467
$0.14
15,000,000
Exercise of options (refer to Note 11)
$0.03
(319,013)
$0.03
(7,565,678)
Expired/forfeited
$0.03
(58,152,395)
-
-
Exercisable at end of year
$0.15
77,062,467
$0.09
135,533,875
Capital Management
Exploration companies such as Tempest Minerals Limited 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 expiry of options
Issue of options to directors and management
Advisor options issued
Closing balance
30 June 2023
30 June 2022
$
$
766,605
200,400
(272,400)
-
-
494,205
-
196,305
369,900
766,605
No share based payments were made during the year ended 30 June 2023.
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 20).
6,000,000 and 12,412,500 advisor options were issued to Euroz and Pac Partners respectively for
their roles in the October 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.
Page 51
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2023
NOTE 13: FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS
30 June 2023
30 June 2022
$
$
Financial assets at fair value through profit or loss
Listed equity securities – Investment in Premier African Minerals Ltd
Unlisted equity securities – Investment in Tolu Minerals Ltd
At Year End
218,893
1,000,000
1,218,893
359,790
-
359,790
(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 $344,031(2022: $122,561) and unrealised exchange loss
of $35,337 (2022: unrealised exchange loss ($8,178)) for the year. During the period, the Group
sold 40,000,000 shares Premier African Minerals Ltd for net proceeds of $484,928.
(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 2023
$
$
$
Level 1
Level 2
Level 3
Equity securities
Fair value at 30 June 2023
218,893
1,000,000
218,893
1,000,000
June 2022
$
$
$
Level 1
Level 2
Level 3
Equity securities
Fair value at 30 June 2023
359,790
359,790
-
-
Total
$
1,218,893
1,218,893
Total
$
359,790
359,790
-
-
-
-
Financial assets and liabilities held for sale are measured at fair value on a non-recurring basis.
NOTE 14: OPERATING SEGMENTS
Segment Information
Identification of reportable segments
The Group operates in one industry and geographical sector, being the exploration of mineral projects in
Western Australia.
Page 52
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2023
NOTE 15: CASH FLOW INFORMATION
30 June 2023
30 June 2022
$
$
(a) Reconciliation of Cash Flow from Operations with Loss after
Income Tax:
Loss after income tax
(1,069,392)
(953,572)
Non-cash flows in loss from ordinary activities:
Depreciation
Exploration expenses impaired
Foreign exchange gains
Impairment on loans provided
Share based payment
Fair value adjustment to financial asset
Changes in operating assets and liabilities:
Decrease/(Increase) in receivables and prepayments
Increase in payables and accruals
6,233
230,747
(59,123)
225,849
-
(308,694)
15,844
31,480
6,167
-
-
-
196,305
(114,383)
(243,216)
29,156
Cash flows from operations
(927,056)
(1,079,543)
(b). Non-cash Financing Activities
-
-
-
1,736,458 shares issued at no consideration for acquisition
of tenements
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
NOTE 16: LOSS PER SHARE
45,000
-
-
-
72,000
297,900
30 June 2023
30 June 2022
$
$
Net loss used in the calculation of basic and diluted loss per share
attributable to owners of the parent company
(1,069,334)
(953,517)
Weighted average number of ordinary shares outstanding during the
period used in the calculation of basic loss per share
505,452,070
382,712,736
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.
Page 53
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2023
NOTE 17: 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 2023
30 June 2022
$
$
669,180
1,170,556
97,671
1,937,407
607,347
1,349,442
188,164
2,144,953
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 18: 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 has
attached royalty clauses in place, ranging from 0.5% to 2% net smelter return (NSR) royalty payable to the
vendors from production date. The Company is currently at an exploration stage and cannot ascertain
an amount that would constitute a contingent liability.
NOTE 19: RELATED PARTY TRANSACTIONS
Parent Entity
Tempest Minerals Limited is the legal parent and ultimate parent entity of the Group.
Subsidiary
Interests in subsidiaries are disclosed in Note 23.
Key Management Personnel
Short-term employee benefits
Share-based payments
Page 54
30 June 2023
30 June 2022
$
$
380,000
-
380,000
410,000
170,131
580,131
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2023
NOTE 19: RELATED PARTY TRANSACTIONS (Continued)
Related Party Transactions
A number of key management persons, or their related parties, hold positions in other entities that result in
them having control or significant influence over the financial or operating policies of those entities.
Transactions between related parties are on normal commercial terms and conditions unless otherwise
stated. During the year, the Authority had the following Government-related entity transactions (exclusive
of GST).
Technical consulting services, including office rent provided by Galt
Mining Solutions Pty Ltd, a company controlled by directors, Don Smith
and Owen Burchell.
1,224,808
639,984
Legal fees provided by HopgoodGanim Lawyers, a legal firm where
Brian Moller is a Brisbane based partner
195,322
149,640
30 June 2023
30 June 2022
$
$
NOTE 20: SHARE-BASED PAYMENTS
Director and Employee Share-based Payments
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
30 June 2023
30 June 2022
$
$
-
-
196,305
196,305
The weighted average exercise price of all outstanding options is $0.14 and weighted average time to
expiry is 14 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 year ended 30 June 2022 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.
The inputs used for the Black-Scholes option pricing model for the options granted during the year ended
30 June 2022 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.
Page 55
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2023
NOTE 21: AUDITOR’S REMUNERATION
Remuneration for the auditor of the parent entity:
Auditing or reviewing the financial reports
-
HLB Man Judd (WA Partnership)
33,368
28,987
30 June 2023
30 June 2022
$
$
Others
-
HLB Man Judd (WA Partnership) – Form 5 audit
NOTE 22: FINANCIAL RISK MANAGEMENT
(a) Financial Risk Management Policies
-
33,368
1,010
29,997
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.
Page 56
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2023
NOTE 22: FINANCIAL RISK MANAGEMENT (Continued)
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 2023, 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 13), the foreign currency risk to
the Group is considered immaterial.
(b) Financial Instrument Composition and Contractual Maturity Analysis
Financial assets:
Within 6 months:
Cash & cash equivalents (i)
Receivables (i)
Financial assets at FVTPL
Financial liabilities:
Within 6 months:
Payables (i)
30 June 2023
30 June 2022
$
$
2,644,501
7,889,767
61,504
1,218,893
254,322
359,790
3,924,898
8,503,879
(267,169)
(386,275)
(267,169)
(386,275)
(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 13. 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 loss 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 $10,047 (2022: $11,297).
Page 57
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2023
NOTE 23: 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
Electra Minerals
Resource Ventures Pty Ltd)
Ltd
(previously West
South Resource Ventures Pty Ltd
LCME Holdings Inc.
NOTE 24: SUBSEQUENT EVENTS
Country of
incorporation
Ownership interest
30 June 2023
30 June 2022
Australia
Australia
Australia
U.S.A.
100%
100%
80%
100%
100%
100%
80%
100%
In August 2023, TEM confirmed the allotment of 4,561,828 ordinary fully paid shares (Shares) and payment
of $36,000 cash as consideration for the purchase of 100% of the issued capital of Five Wheels Pty Ltd,
which owns the Five Wheels Project, comprising Exploration licence 69/3884 (refer TEM ASX release dated
20 July 2023).
In August 2023 TEM announced it had entered into a non-binding terms sheet (“Agreement”) for
the potential acquisition of Lusture Pty Ltd, which is the owner of the Elephant Project, a large-scale
exploration target located on the periphery of the Albany Fraser Belt in Western Australia. Under
the Agreement, TEM has the right to earn 80% of the issued share capital of Lusture. The
Agreement is subject to:
● a due diligence period expiring on 30 September 2023 (formerly 31 August 2023) , where TEM has
the right to complete legal, financial and technical due diligence in relation to the Elephant
Project and Lusture to TEM’s satisfaction.
● Upon completion of the due diligence period, TEM will pay $31,000 cash and issue to MAC3 Pty
Ltd (“MAC3”)(or its nominee) $69,000 in fully paid ordinary shares (pursuant to TEM’s existing
placement capacity under Listing Rule 7.1), to be issued at a price equal to the average of the
daily VWAP of TEM Shares for the thirty trading days prior to Completion for 80% of Lusture.
To maintain its 80% interest in Lusture, TEM has agreed to incur $500,000 of exploration expenditure
over a period of 3 years.
●
● Upon identification of an aggregate minimum of 250,000 ounces of gold equivalent of not less
than JORC (indicated) category on the Elephant Project within 5 years, TEM will issue as further
consideration 30 million fully paid ordinary shares, which will be subject to TEM obtaining corporate
and regulatory approvals.
● MAC3 will retain 20% of Lusture and will be free carried until a decision to mine is made.
●
TEM will be responsible for maintaining the tenements in good standing as defined by the West
Australian mining act and sole funding of all tenement expenditure until a decision to mine is
made.
Other than the matters noted above, there are no material matters or circumstances that have arisen
since the end of the year which significantly affected or may significantly affect the operations of the
Group, the results of those operations, or the state of affairs of the Group in future financial years.
Page 58
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2023
NOTE 25: PARENT ENTITY INFORMATION
The following information relates to the parent entity, Tempest Minerals Limited at 30 June 2023. 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 2023
30 June 2022
$
3,666,741
4,968,207
8,634,498
84,970
84,970
8,549,978
23,394,972
494,205
$
8,321,704
809,769
9,131,473
84,642
84,642
9,046,831
23,341,683
766,605
(15,339,199)
(15,061,457)
8,549,978
(550,142)
(550,142)
9,046,831
(3,269,964)
(3,269,964)
The Company has no contingent liabilities other than as referred to in Note 18, 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 26: COMPANY DETAILS
The registered office and principal place of business is:
Level 2, Suite 9
389 Oxford Street
Mount Hawthorn, Western Australia 6016 Australia
NOTE 27: DIVIDENDS & FRANKING CREDITS
There were no dividends paid or recommended during the financial year. There are no franking credits
available to the shareholders of the Company.
Page 59
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Notes to the Consolidated Financial Statements for the Year Ended 30 June 2023
NOTE 28: 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 2023
30 June 2022
$
$
(1,069,334)
(953,517)
(58)
(55)
(1,069,392)
(953,572)
(1,069,334)
(953,517)
(58)
(55)
(1,069,392)
(953,572)
2
(988)
(986)
2
(930)
(928)
The non-controlling interest relates to a 20% interest that the Group does not own in one of its subsidiaries,
South Resource Ventures Pty Ltd.
Page 60
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
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 2023 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 2023.
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 27 September 2023
Perth, Western Australia
Page 61
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 2023, 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 2023 and of its financial
performance for the year then ended; and
(b) complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for Opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those
standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Report section
of our report. We are independent of the Group in accordance with the auditor independence requirements
of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical
Standards Board’s APES 110 Code of Ethics for Professional Accountants (“the Code”) that are relevant to
our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in
accordance with the Code.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
opinion.
Material Uncertainty Related to Going Concern
We draw attention to Note 1 in the financial report, which indicates that a material uncertainty exists that
may cast significant doubt on the Group’s ability to continue as a going concern. Our opinion is not modified
in respect of this matter.
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our
audit of the financial report of the current period. These matters were addressed in the context of our audit
of the financial report as a whole, and in forming our opinion thereon, and we do not provide a separate
opinion on these matters.
Page 62
In addition to the matter described in the Material Uncertainty Related to Going Concern section, we have
determined the matters described below to be the key audit matters to be communicated in our report.
Key Audit Matter
How our audit addressed the key audit matter
Exploration and evaluation assets
Refer to Note 8
In accordance with AASB 6 Exploration for and
Evaluation of Mineral Resources, the Group
evaluation
capitalises
expenditure and as at 30 June 2023, had an
exploration and evaluation asset balance of
$7,582,334.
exploration
and
for exploration and evaluation
Accounting
assets 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
those charged with
communication with
governance.
Our procedures included but were not limited to the
following:
- Obtained an understanding of the key processes
associated with management’s review of the
carrying value of exploration and evaluation
assets;
- Considered
the Directors’ assessment of
potential indicators of impairment in addition to
making our own assessment;
- Obtained evidence that the Group has current
rights to tenure of its areas of interest;
- Considered the nature and extent of planned
-
-
ongoing activities;
Substantiated a sample of expenditure by
agreeing to supporting documentation; and
Examined 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 2023, 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 63
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 64
REPORT ON THE REMUNERATION REPORT
Opinion on the Remuneration Report
We have audited the Remuneration Report included in the directors’ report for the year ended 30 June 2023.
In our opinion, the Remuneration Report of Tempest Minerals Limited for the year ended 30 June 2023
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
27 September 2023
L Di Giallonardo
Partner
Page 65
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
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 26 September 2023.
(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
68
230
471
1,777
790
3,336
13,655
859,711
3,861,015
74,130,658
432,518,436
511,383,475
There are 1,910 shareholders holding less than a marketable parcel.
Listed Options @ $0.14 EX 24/06/2024 (TEMOA)
No. Holders
No. Options
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 – 100,000
100,001 and over
Total
3
0
10
63
63
139
20
0
66,378
2,669,667
59,326,402
62,062,467
%
0.00
0.17
0.76
14.50
84.57
100
%
0.00
0.00
0.11
4.30
95.59
100
Page 66
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
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
V-DOOR PTY LTD
CELBRIDGE INVESTMENTS PTY LTD
CITICORP NOMINEES PTY LIMITED
MORGAN STANLEY AUSTRALIA SECURITIES (NOMINEE) PTY
LIMITED
Number of Shares
% of total
Shares
12,850,465
12,378,222
10,589,771
5,540,987
2.51%
2.42%
2.07%
1.08%
ALERIA PTY LTD
MR YING KAY WONG
MR KHANH HOANG NGUYEN
MISS JIAZHEN WANG
MAC3 PTY LTD
MR PETER KARAS &
MRS CHRISTINA KARAS
MR MICHAEL MASCOLO
MR PANPOT SURAWANNAGOL
CAPRICORN TRADER PROPRIETARY LIMITED
MORSEC NOMINEES PTY LTD
MRS FAYE LESLEY DUFFIELD
MR DAVID JOHN EGGERS
MR GIUSEPPE MARIO COMMISSO
BIG SMOKEY EXPLORATION LLC
MR MATTHEW BASCLAIN
MR JALAL GHEBAR
Top 20 total
Total shares on issue
5,120,521
1.00%
4,986,110
4,710,901
4,627,643
0.98%
0.92%
0.90%
4,561,828
0.89%
4,534,452
0.89%
4,468,750
4,045,768
4,000,001
0.87%
0.79%
0.78%
4,000,000
0.78%
4,000,000
3,500,000
3,400,000
3,378,320
3,328,631
3,322,743
0.78%
0.68%
0.66%
0.66%
0.65%
0.65%
107,345,113
20.96%
511,383,475
100.0%
Page 67
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Shareholder Information
The names of the twenty largest holders of listed options (TEMOA) are:
Registered Name
Number of Options
% of total
Options
MERRILL LYNCH (AUSTRALIA) NOMINEES PTY LIMITED
7,366,831
11.87%
6,000,000
5,000,000
4,117,647
3,100,000
2,482,500
2,482,500
2,044,118
2,000,000
1,610,386
9.67%
8.06%
6.63%
5.00%
4.00%
4.00%
3.29%
3.22%
2.59%
1,600,000
2.58%
1,330,000
1,266,666
1,177,000
1,000,000
1,000,000
1,000,000
1,000,000
2.14%
2.04%
1.90%
1.61%
1.61%
1.61%
1.61%
839,807
1.35%
821,731
1.32%
47,239,186
76.10%
62,062,467
100.0%
#
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
MR PHILIP JOHN CAWOOD
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED - A/C 2
J P MORGAN NOMINEES AUSTRALIA PTY LIMITED
CEDAR RIDGE PTY LTD
MR JOSHUA GORDON
PAC PARTNERS SECURITIES PTY LTD
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
MR ANDREW PETER FISHER
MR PHILLIP LLOYD CARTER
TEMPEST DAWN PTY LIMITED
MR CHRISTOPHER HUON-GIT LO
MR WEI JIE CHONG
MR ILAN SAUL DAVIDOFF
MR ANDREW FULFORD
MR JACKIE TA
MR RAMIN VAHDANI
MR PETER KELLY &
MRS NURIA KELLY
CLANNOR HOLDINGS PTY LTD
20
MR GURBACHAN SINGH KHAIHRA
Top 20 total
Total options on issue
Page 68
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Shareholder Information
Unquoted equity securities
Unquoted equity securities on issue at 26 September 2023 were as follows:
Class
Number
Number of Holders
Note
Unlisted Options exercisable at $0.14 each
on or before 30 June 2025
15,000,000
5
1
Note 1: Holders of more than 20% of this class of options:
Don Smith
4,000,000 options.
(c) Substantial Shareholders
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 69
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Interests in Tenements
Tempest Minerals Limited 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
E59/2374
Meleya
Messenger
Euro
E59/2308
E59/2375
E59/2465
E59/2479
E59/2493
E59/2785
E59/2786
E59/2350
E59/2381
M59/495 1
E59/2689
P59/2276
E59/2507
P59/2366
E59/2319
E59/2410
E59/2418
E59/2419
E59/2498
E59/2787
E59/2803
E59/2805
E59/2809
Magnet Region
P58/1770
P58/1773
P58/1781
P58/1783
Page 70
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
Western Australia
100%
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%
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
Pending
Granted
Granted
Granted
Granted
Granted
Pending
Pending
Pending
Pending
Granted
Granted
Granted
Granted
TEMPEST MINERALS LIMITED - ACN 612 008 358
ANNUAL REPORT 2023
Interests in Tenements
Tenement/Project
Name
Tenement
Number
Status
Interest
P58/1784
P58/1785
P58/1786
P58/1787
M58/229
P58/1680
P58/1697
P58/1698
P58/1753
P58/1761
P58/1768
P58/1769
P58/1774
P58/1796
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
1 50% earn in joint venture
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
Western Australia
Page 71