2021 Annual Report
Contents
About Terramin ...................................................................................................................................................................... 3
Chairman’s Review ................................................................................................................................................................. 4
Financial Report ..................................................................................................................................................................... 5
Directors’ Report .................................................................................................................................................................... 6
Directors’ Declaration .......................................................................................................................................................... 16
Auditor’s Independence Declaration .................................................................................................................................... 17
Auditor’s Independent Report .............................................................................................................................................. 18
Consolidated Statement of Profit or Loss and Other Comprehensive Income ....................................................................... 21
Consolidated Statement of Financial Position ...................................................................................................................... 22
Consolidated Statement of Changes in Equity ...................................................................................................................... 23
Consolidated Statement of Cash Flows ................................................................................................................................. 24
Notes to the Consolidated Financial Statements .................................................................................................................. 25
Tenement Information ......................................................................................................................................................... 42
Reserves and Resources ....................................................................................................................................................... 43
Additional Securities Exchange Information ......................................................................................................................... 45
2
About Terramin
Terramin Australia Limited (the Company or Terramin) engages in the exploration, evaluation and development of base and precious
metal projects.
Terramin has a clear focus on growing a production pipeline of base and precious metal projects close to infrastructure and with low
capital and operating costs. Consistent with this focus, the Group holds a number of highly prospective mineral deposits and
exploration tenements across South Australia and Algeria.
Terramin’s major projects are:
Bird in Hand Gold Project (100% Terramin)
A high-grade mineral Resource of 265,000 gold ounces at 12.6 g/t gold with the ore body open at depth and exploration upside in
near proximity. A completed feasibility study indicates a Post-Tax Nominal NPV8 of $141m1 and IRR of 80.5%. The pre-production
capital is a modest $54 million due to utilisation of Terramin’s nearby Angas processing facility to produce a gold concentrate.
Government approval processes are well advanced.
Tala Hamza Zinc Project (65% Terramin, reducing to 49%)
A large mineral Resource of 53.0 million tonnes @ 5.3% zinc and 1.3% lead on which a definitive feasibility study was completed in
2018. Mining lease and associated environmental impact study have been lodged for approval. Extensive established infrastructure
in place with attractive low power and fuel costs. Strong government support has been provided for the project.
Regional Prospects - South Australia
Additional interests include a joint venture interest in the Kapunda Copper InSitu Recovery Project and exploration agreements with
Newmont and JOGMEC in relation to the Wild Horse and South Gawler Ranges Projects, respectively.
1. NPV8: NPV has been calculated using a discount rate of 8%. NPV and IRR are calculated from ramp up of start-up capital.
Registered and Business Office
Terramin Australia Limited
2115 Callington Road,
Strathalbyn, South Australia, 5255
+61 8 8536 5950
info@terramin.com.au
www.terramin.com.au
T
E
W
ABN 67 062 576 238
ACN 062 576 238
Auditors
Grant Thornton Audit Pty Ltd
Level 3, 170 Frome Street
Adelaide, South Australia, 5000
Share Registry
Computershare Investor Services Pty Ltd
Level 5, 115 Grenfell Street
Adelaide, South Australia, 5000
T 1300 556 161
Australian Securities Exchange
ASX ticker code: TZN
Corporate Information
Directors
Feng Sheng
Executive Chairman
Michael Kennedy
Non-Executive Deputy-Chairman
Angelo Siciliano
Non-Executive Director
Kevin McGuinness
Non-Executive Director
Lulu Shi
Non-Executive Director
Executive Officer
Martin Janes
Company Secretary
André van Driel
3
Chairman’s Review
Dear Fellow Shareholders,
It is my pleasure to present Terramin Australia Limited’s 2021 Annual Report.
Throughout 2021, Terramin has continued to work diligently in moving its major assets into development and production.
I am pleased to advise that these efforts have been recently rewarded with the approval of the world-class Tala Hamza Zinc Project
by our Algerian Government joint venture partners, which will clear the way for the issue of the mining permit. This significant
decision will facilitate the development of one of the largest undeveloped zinc and lead deposits in the world, containing 3.5 million
tonnes of zinc, of which Terramin will retain a 49% interest.
A 2018 Definitive Feasibility Study indicated that Tala Hamza will produce an average of 129,300 tpa of zinc concentrate and 36,000
tpa of lead concentrate over a 21-year mine life. Terramin has completed an optimisation study that increases the throughput of
the project which could further increase returns.
I would like to commend and acknowledge the hard work and support of our Algerian partners.
In respect of the Bird in Hand Gold Project, we are awaiting the decision by the South Australian Department for Energy and Mining
regarding our applications for a Mining Lease and Miscellaneous Purposes Licence. Terramin remains optimistic about the
development of this low-capital high-return mine.
Recently, Terramin announced the formation of a $10.5 million exploration agreement with the Japan Oil, Gas and Metals National
Corporation (JOGMEC) relating to the South Gawler Ranges Project. A particular focus of this exploration arrangement will be the
search for large IOCG deposits.
We are also pleased to report the progress of our joint venture partner, Environmental Copper Recovery Pty Ltd, at the Kapunda
Copper InSitu Recovery Project as they continue to produce positive test results.
I wish to thank our shareholders for your ongoing support as we transition to what promises to be an exciting and
transformational year ahead.
Feng (Bruce) Sheng
Executive Chairman
4
Financial Report
5
Directors’ Report
for the Year Ended 31 December 2021
Your Directors submit their report on the consolidated entity
Terramin Australia Limited (the Company or Terramin) and its
controlled entities (the Group), for the Year Ended 31
December 2021 and auditor’s report.
Mr Kevin McGuinness
BAA, ACA
Non-Executive Director
Appointed 17 April 2013
Directors
The following persons were Directors of the Company during
the whole of the year and up to the date of the report unless
stated otherwise:
Mr Feng (Bruce) Sheng
Executive Chairman
Appointed Director 17 April 2013 and
Executive Chairman 11 January 2018
Mr Sheng is Chairman of Melbourne based Asipac Group
(including Asipac Capital Pty Ltd and Asipac Group Pty Ltd)
(Asipac). He has owned and operated several businesses over
the years predominantly focused in property investment and
development. Asipac is an active investor in the resources
sector and a significant shareholder in Terramin. Asipac is also
an active member of the Australia China Business Council
(ACBC) and Mr Sheng is the Vice-President of the ACBC
(Victoria).
Mr Michael H Kennedy
B.Com (Economics)
Non-Executive Deputy Chairman
Appointed 15 June 2005
Mr Kennedy has enjoyed a 40-year career in the non-ferrous
mining and smelting industry, and has held a number of senior
marketing and
logistics roles with the CRA/RTZ Group,
managing raw material sales from the Bougainville, Broken Hill,
Cobar and Woodlawn mines, managed raw material purchases
and supply into the Port Pirie lead smelter, Budel zinc smelter
(Netherlands), and the Avonmouth (UK) and Cockle Creek
(Newcastle) zinc-lead smelters. He was the resident Director of
the Korea Zinc group of companies in Australia from 1991 until
2005, which encompassed the construction and commissioning
of the Sun Metals zinc refinery in Townsville. Mr Kennedy is a
member of the Audit, Risk and Compliance Committee and the
Nominations and Remuneration Committee.
Ms Lulu Shi
Non-Executive Director
Appointed 28 May 2020
Ms Shi is Vice President of China Non-Ferrous Metals Industry’s
Foreign Engineering and Construction and has considerable
project management experience through the acquisition and
development of base metals projects in Southern-Central Africa
and South-East Asia, notably the Launshya Copper Mine in
Zambia and the Tagaung Taung Nickel Project in Myanmar.
Mr McGuinness is a finance executive with more than 25
years of experience as a Director and
in executive
management with ASX listed and private companies in the
mining, medical equipment industries and not-for-profit
organisations. Mr McGuinness was previously the Chief
Financial Officer of Exact Mining Services. He is the current
Chairman of Green Industries SA, a former Director and
Chairman of the Royal Zoological Society of SA and a former
Director of ASX listed, Ellex Medical Lasers Limited. Mr
McGuinness is Chair of the Audit, Risk and Compliance
Committee and the Nominations and Remuneration
Committee.
Mr Angelo Siciliano
FIPA, Registered Tax Agent, BBus
Non-Executive Director
Appointed 2 January 2013
in property development and
Mr Siciliano has more than 20 years of experience as an
accountant
financial
accounting. Mr Siciliano is the Chief Financial Officer of
Asipac and for the last 18 years has owned and managed an
accounting practice predominantly focusing on taxation
advice and business consulting. Mr Siciliano is a fellow of the
Institute of Public Accountants. He is a member of the
Company’s Audit, Risk and Compliance Committee, and of
the Nominations and Remuneration Committee.
Company Secretary
Mr André van Driel
BCom, CPA, CertGovPrac
Finance Manager
Appointed 6 March 2020
Mr van Driel has more than 18 years’ experience in
accounting and tax roles within the resources sector,
including having worked for Newmont Australia Limited,
BHP Billiton Limited (now known as BHP Group Limied) and
Ramelius Resources Limited. André is a graduate of the CPA
Australia Certified Practising Accountants (CPA) program,
and has completed the Certificate in Governance Practice
with the Governance Institute of Australia Limited.
6
Directors’ Report (continued)
Meetings of Directors
The number of meetings of the Company’s Board of Directors
and of each Board committee held during the year ended 31
December 2021, and the number of meetings attended by each
Director were:
Directors
F Sheng
M Kennedy
K McGuinness
A Siciliano
L Shi
Directors’
Meetings
E
12
12
12
12
12
A
12
11
12
12
5
Audit,
Risk & Compliance
Committee
A
E
-
-
3
4
4
4
3
4
-
-
Nominations &
Remuneration
Committee
A
E
-
-
1
-
1
1
1
1
-
-
E Number of meetings eligible to attend.
A Number of meetings attended.
Principal Activities
During the year, there were no significant changes in the nature
of the Group’s principal activities which continued to focus on
the development of and exploration for base and precious
metals (in particular zinc, lead and gold) and other economic
mineral deposits.
Operating Results
The consolidated loss of the Group after providing for income
tax was $6.3 million for the year ended 31 December 2021
(2020: $5.4 million). The major contributors to the result were
development costs, interest and administration expenditure in
relation to Australian and overseas operations.
The consolidated net asset position as at 31 December 2021
was $35.6 million, decreased from $41.9 million as at 31
December 2020. The decrease
is represented by the
consolidated Group loss of $6.3 million during the period.
Dividends Paid or Recommended
No dividends were paid or declared during the year and no
recommendation was made to pay a dividend.
Review of Operations
During the year, the Company continued to focus on the
exploration, evaluation and development of base and precious
metal projects in Australia and Algeria. Highlights for each of
the Company’s major projects are reported below.
North African Projects
Tala Hamza Zinc Project
(Terramin 65%, reducing to 49%)
et Minière (ORGM) (2.5%). WMZ was formed following a
resolution of the State Participation Council (CPE) to create
a
legal entity between ENOF and Terramin for the
development and mining of the Tala Hamza zinc-lead
deposit.
Following extensive discussions and review of the project
studies, the partners have agreed for the project to be
submitted to the Algerian mining regulator for approval. The
project submission was made in July 2020.
The lodgement of the application for approval has triggered
negotiations on the future structure and management of the
joint venture as the project transitions to construction and
production.
Subsequent to the end of the reporting period, these
negotiations have resulted in an agreement with the
partners to formally endorse the project, enabling the
project to proceed to final regulatory approval. Terramin’s
interest in the project will be reduced to 49%.
Australian Projects
Bird in Hand Gold Project (including Angas Zinc Mine and
Processing Facility)
(Terramin / Terramin Exploration Pty Ltd 100%)
The Bird in Hand Gold Project is located approximately
30km north of Terramin’s existing mining and processing
facilities at the Angas Zinc Mine in Strathalbyn. The project
has a high-grade Resource of 265,000 ounces of gold at
12.6g/t, which is amenable to underground mining.
Subject to required regulatory approvals, the Bird in Hand
material will be processed utilising the facilities at the Angas
Zinc Mine, which can be modified to process gold-bearing
material. The existing tailings dam has the capacity to hold
all the Bird in Hand tailings.
The Angas Zinc Mine and Processing Facility is located 2 km
outside the town of Strathalbyn, 60 km south east of
Adelaide. The mine is currently in care and maintenance
pending the resumption of exploration at depth and near
mine, in addition to evaluation of the development of the
Bird in Hand Gold Project. The site remains in compliance
with the lease conditions on all levels.
The Bird in Hand deposit has a global Mineral Resource
Estimate of 650 Kt (at a cut off of 1.0 g/t) including an
Indicated Resource of 432 Kt. Total material mined (at a
project evaluation cut-off grade of 1.0 grams per tonne) is
595 Kt at 11g/t (76% Indicated and 24% Inferred) with an
average mine production rate of 150 Ktpa and mine life of 4
years (5 years including pre-production and final backfilling).
The Tala Hamza Zinc Project is 100% owned by Western
Mediterranean Zinc Spa
(WMZ). Terramin has a 65%
shareholding in WMZ. The remaining 35% is held by two
Algerian Government owned companies: Enterprise National
des Produits Miniers Non-Ferreux et des Substances Utiles Spa
(ENOF) (32.5%) and Office National de Recherché Géologique
In June 2019, Terramin lodged the Mining Lease Application
(MLA) for the Bird in Hand Gold Project and a Miscellaneous
Purpose Lease (MPL) in respect of the processing of ore at
the Angas Zinc Mine site. The
lodgement of these
applications was followed by an extensive period of public
consultation that closed in late September 2019.
7
Directors’ Report (continued)
In 2021, Terramin has continued to make progress in respect of
its MLA and MPL applications. Terramin continues to respond
to queries and information requests by the South Australian
Department for Energy and Mines (DEM) in respect of these
applications.
In August 2021, DEM advised Terramin that it has completed its
assessment of the completeness and validity of the applications
and has moved into the final phase of its assessment and
approvals process.
Terramin continues to update the Program for Environment
Protection and Rehabilitation (PEPR) in line with the MLA and
MPL and has developed advanced project implementation
plans.
Terramin continues to engage with a number of parties with
strong interest, including offtake parties, streaming and royalty
companies, financial institutions and other mining companies,
and has received advanced proposals.
Adelaide Hills Project
(Terramin / Terramin Exploration Pty Ltd 100%)
The Adelaide Hills Project consists of eleven exploration
tenements that cover 3,214km² (nine of these exploration
tenements comprise
the Adelaide Hills Amalgamated
Expenditure Agreement, which cover 2,649km2) largely over
the southern Adelaide Fold Belt. This project area is considered
prospective for gold, copper, lead and zinc.
In June 2019, Terramin entered into an earn in agreement with
Freeport-McMoRan Exploration Pty Ltd (Freeport) in respect of
the Wild Horse Copper Gold prospect (Wild Horse) near Murray
Bridge. Freeport agreed to spend $3.0 million over a maximum
of 4 years to earn 51% and a further $20.0 million over a
maximum of 6 years to earn a further 24%. In June 2021,
Newmont Australia Pty Ltd (Newmont) acquired the earn-in
rights held by Freeport in respect of Wild Horse. Following the
entry of Newmont into the earn in, Terramin has completed a
new drill hole design which targets the distinct Wild Horse
magnetic anomaly. The magnetic anomaly is 1,300 metres by
2,000 metres and has been modelled from a depth of
approximately 100 metres to 1,400 metres. Approval for the
drilling of this anomaly has been obtained from DEM and the
relevant landowners. Subject to the availability of drill rigs,
drilling is expected in the coming months.
Kapunda Copper Joint Venture
(Terramin Exploration Pty Ltd 100%, subject to farm-out)
In August 2017, Terramin entered into an agreement with
Environmental Copper Recovery Pty Ltd (ECR) in respect of the
potential development of a low cost in situ recovery (ISR)
copper project near Kapunda, South Australia, approximately
90 km north of Adelaide. The joint venture is investigating the
potential to extract through ISR the copper from shallow oxide
ores in and around the historic Kapunda Mine workings.
During 2020, ECR earned a 50% interest in the project after
spending $2.0 million and has elected to earn a further 25%
by spending an additional $4.0 million. Subject to the
completion of this expenditure, Terramin will retain 25%
and receive a 1.5% royalty in respect of all metals extracted
by the joint venture.
Terramin and ECR have estimated a combined Resource of
47.4 million tonnes at 0.25% copper containing 119,000
tonnes of copper using a 0.05% copper cut off. This
Resource estimate is only in respect of that part of the
Kapunda mineralisation that is considered amendable to ISR
(copper oxides and secondary copper sulphides) and only
reports mineralisation that is within 100 metres of the
surface. ECR was successful in securing $2.6 million in
government funding to pursue the ISR test work.
In 2021, ECR received regulatory approval for in-ground test
work that includes a tracer test (to test connectivity
between wells) to be followed by a push-pull test using
biodegradable methane sulfonic acid to test in-ground
extraction of copper. These tests commenced late in 2021
and are ongoing. In addition, ECR has been developing a
scoping study for the project.
South Gawler Ranges Project
(Menninnie Metals Pty Ltd (MMPL) 100%)
The South Gawler Ranges Project is located in the Gawler
Craton of South Australia, an area that is becoming
increasingly recognised as an under-explored region with
high discovery potential. The project comprises a group of
eleven Exploration Licenses totaling 4,524km2. The project
area is prospective for a range of deposit styles that host
combinations of gold, silver, copper, lead and zinc. The
project hosts the Menninnie Dam deposit, the largest
undeveloped lead-zinc deposit in South Australia.
In June 2021, Newmont acquired the earn-in rights held by
Freeport in respect of the South Gawler Ranges Project.
Subsequent to the acquisition, Newmont agreed with
Terramin to terminate the South Gawler Ranges earn-in
rights and Terramin appointed Discovery Capital Partners as
advisor in respect of these assets. Subsequent to the end of
the reporting period, Terramin announced the execution of
a $10.5 million exploration agreement with JOGMEC.
Corporate
The Company agreed with its major shareholder Asipac to
increase the Standby Term Facility from $23.34 million to
$25.89 million ($0.3 million was undrawn at the reporting
date).
Significant Changes in State of Affairs
There were no significant changes in the state of affairs of
the Group during the year, other than as referred to in this
report.
8
Directors’ Report (continued)
Subsequent Events
There are no matters or circumstances that have arisen since
the end of the year that have significantly affected or may
significantly affect either the entities operations or state of
affairs in future years or the results of those operations in
future years, other than the Company:
1) reaching agreement with major shareholder, Asipac Group,
to extend the term of the Finance Facilities from 31 January
2022 to 30 April 2022 (ASX Announcement on 28 January
2022: Finance Facility Update);
2) reaching agreement with Asipac Group to increase the limit
of the Standby Facility from $19.89 million to 20.54 million
to fund short-term working capital requirements (ASX
Announcement on 24 February 2022: Finance Facility
Update);
3) agreeing with its Algerian joint venture partners’ to formally
endorse the Tala Hamza Zinc Project, enabling the Project
to proceed to final regulatory approval (ASX Announcement
on 7 March 2022: Tala Hamza Zinc Project – Development
approved by Algerian Partners); and
4) entering into a joint venture agreement with JOGMEC in
respect of the South Gawler Ranges Project
(ASX
Announcement on 15 March 2022: Terramin Executes
A$10.5M Exploration Agreement with JOGMEC on South
Gawler Ranges Project).
Future Developments
Terramin’s focus will continue to be the approval, funding and
development of the Bird in Hand Gold Project and the Tala
Hamza Zinc Project.
Competent Person Statement
is based on
The information in this report that relates to Exploration
Results and Mineral Resources
information
compiled by Mr Eric Whittaker (Tala Hamza, Menninnie, Angas
and Kapunda Resources and Exploration Results) and Mr Dan
Brost (Bird in Hand Resource), both being Competent Persons
who are Member(s) of The Australasian Institute of Mining and
Metallurgy (AusIMM). Mr Whittaker was employed as the
Regional Exploration Manager of Terramin Australia Limited
and Mr Brost is a geologist consulting to Terramin.
Mr Whittaker and Mr Brost have 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
Competent Person(s) as defined in the 2012 Edition of the
‘Australasian Code for Reporting of Exploration Results, Mineral
Resources and Ore Reserves’. Mr Whittaker and Mr Brost
consent to the inclusion in the report of the matters based on
their information in the form and context in which it appears.
The information in this report that relates to Ore Reserves is
based on information compiled or reviewed by Mr Luke
Neesham, a Competent Person who is a Member of The
Australasian Institute of Mining and Metallurgy (AusIMM).
Mr Neesham is Principal Mining Engineer for GO Mining Pty
Ltd a consulting firm engaged by Terramin Australia Limited
to prepare mining designs and schedules for the Tala Hamza
Feasibility Study. Mr Neesham has sufficient experience
that is relevant to the style of mineralisation and type of
deposit under consideration and to the activity being
undertaken to qualify as a Competent Person as defined in
the 2012 Edition of the ‘Australasian Code for Reporting of
Exploration Results, Mineral Resources and Ore Reserves’.
Mr Neesham consents to the inclusion in the report of the
matters based on his information in the form and context in
which it appears.
Corporate Governance Statement
Terramin has adopted fit for purpose systems of control and
accountability as the basis for the administration and
compliance of effective and practical corporate governance.
These systems are reviewed regularly and revised
if
appropriate.
The Board is committed to administering the Company’s
policies and procedures with transparency and integrity,
pursuing the genuine spirit of good corporate governance
practice. To the extent they are applicable, the Company
has adopted the ASX Corporate Governance Council’s
Corporate Governance Principles and Recommendations,
4th Edition. As the Group’s activities transform in size,
nature and scope, additional corporate governance
structures will be considered by the Board and assessed as
to their relevance.
In accordance with the ASX Listing Rules, the Corporate
Governance Statement and Appendix 4G checklist are
released to the ASX on the same day the Annual Report is
released. The Corporate Governance policies and charters
can be found on the Company’s website.
Audit and Risk Committee – assists the Board in the
effective discharge of its responsibilities in relation to
financial reporting and disclosure processes,
internal
financial controls, funding, financial risk management,
including external audit functions, and oversight of internal
control and risk management system’s effectiveness.
Nomination and Remuneration Committee – assists the
Board in discharging its responsibilities relating to the
remuneration of directors, executives and employees,
succession planning, and relevant policy establishment and
monitoring.
This Corporate Governance Statement is current as at 23
March 2022 and has been approved by the Board.
9
Directors’ Report (continued)
Share Capital
(a) Ordinary Shares
As at 31 December 2021, there were 2,116,562,720 fully paid
ordinary shares in the capital of the Company on issue.
(b) Unlisted Options outstanding at the date of this
report
At the date of this report, 5,000,000 unlisted options over fully
paid ordinary shares in the capital of Terramin were on issue.
Expiry Date
2 August 2023
2 August 2023
Total
Exercise Price $ Number of Options on Issue
0.20
0.25
2,500,000
2,500,000
5,000,000
No person entitled to exercise an option had or has any right by virtue of the
option to participate in any share issue of the Company or any other body
corporate.
(c) Unlisted options exercised/cancelled/lapsed during
the year
During the year, no unlisted options over fully paid ordinary
shares in the capital of the Company have been exercised,
cancelled or lapsed.
(d) Unlisted options exercised/cancelled since 31
December 2021
No unlisted options over fully paid shares in the Company have
been exercised or cancelled since 31 December 2021.
Remuneration Report – Audited
This remuneration report for the year ended 31 December 2021
outlines the remuneration arrangements of the Company in
accordance with requirements of the Corporations Act 2001
(Act) the Corporations Regulations 2001.
the
remuneration
The
remuneration
report details
arrangements for Key Management Personnel (KMP). Under
the Accounting Standards, KMPs are defined as those persons
having authority and responsibility for planning, directing and
controlling the major activities of the Company including any
Director (whether executive or otherwise). The information
regarding remuneration and entitlements of the Company’s
Board and KMP required for the purposes of Section 300A of
the Act is provided below.
(a) Directors and Other Key Management Personnel
The following persons were Directors of the Company during
the financial year and up until the date of this report unless
stated otherwise:
Executive and Non-Executive Directors
Mr F Sheng (Chairman - Non-Independent)
Mr MH Kennedy (Deputy Chairman - Independent)
Mr A Siciliano (Non-Independent)
Mr K McGuinness (Independent)
Mr L Shi (Independent)
The following persons are also Key Management Personnel
of the Group:
Other Key Management Personnel
Mr M Janes (Executive Officer)1
Mr A van Driel (Finance Manager and Company Secretary)2
1. Mr M Janes commenced as Executive Officer on 20 January 2020
2. Mr A van Driel commenced as Company Secretary on 6 March 2020
(b) Nominations and Remuneration Committee
The Nominations and Remuneration Committee
is a
committee of the Board. The current members of the
committee are Mr K McGuinness (Chair), Mr MH Kennedy
and Mr A Siciliano.
The Committee is responsible to assist the Board to:
•
to
discharge
adequately
ensure it is of an effective composition, size and
its
commitment
responsibilities and duties; and
independently ensure that the Company adopts and
complies with remuneration policies that:
attract, retain and motivate high calibre Directors and
KMP so as to enhance performance by the Company;
assess the human resource needs of the Company;
and
•
•
•
• motivate Directors and management to pursue the
long-term growth and success of the Company within
an appropriate control framework and ensure that
shareholder and employee interests are aligned.
(c) Remuneration Policy and Practices
This report outlines the remuneration arrangements for
KMP of the Company. It is recognised that the performance
of the Company depends on the quality and skills of its
Directors and Executives. The Board is mindful of the need
to attract, motivate and retain highly skilled Directors and
Executives.
The Group’s KMP compensation is competitively set to
attract and retain appropriately qualified and experienced
Directors and Executives in accordance with the following
principles:
• Provide competitive rewards in accordance with market
standards to attract and retain high calibre Directors and
other KMP; and
• Link rewards with the strategic goals and performance
of the Group and the creation of shareholder value (by
the granting of share options where appropriate.
in addition
The policy for determining the nature and amount of
includes consideration of
remuneration of the KMP
the overall
individual performance
performance of the Group. Historically, the Group’s
performance was measured by a range of financial and
production indicators. Since the Angas Zinc Mine was placed
in care and maintenance, the remuneration of KMPs is
dependent upon achievement of progress towards a
number of company objectives:
to
10
Directors’ Report (continued)
1) company funding;
2) progress towards the development of the Tala Hamza Zinc
Project (including delivery of revised DFS, decision to mine
by the partners, approvals, funding and transition towards
development);
3) progress towards the development of the Bird in Hand
Gold Project (including approvals, financing, firming and
expanding the existing resource); and
4) growing the Company’s assets.
(d) Use of Remuneration Consultants
From time-to-time the Nominations and Remuneration
Committee may seek external remuneration advice as
required. No such advice was obtained during the year.
(e) Remuneration Report Approval
At the last Annual General Meeting held on 27 May 2021, the
Remuneration Report for the financial year ending 31
December 2020 was approved by shareholders (99.64% voted
for the resolution).
(f) Executive Remuneration and Incentives
Fixed Remuneration
I.
The fixed portion of Executive remuneration packages
comprise a base salary, statutory superannuation payment and
FBT charges related to employee benefits, such as car parking.
Executive performance and remuneration packages are
reviewed, where possible, annually by the Nominations and
Remuneration Committee. The review process
includes
consideration of both individual performance and the overall
performance of the Group.
Incentives
II.
Performance based remuneration may include both short-term
and long-term incentives, and is designed to reward KMP for
meeting or exceeding key performance indicators (KPI’s). KPI’s
may include financial metrics and completion of key group
objectives. The Board may from time-to-time approve the
award of such incentives subject to satisfaction of KPI’s. The
short-term incentive (STI) is an “at risk” bonus which may be
provided in the form of cash and/or equity securities. Long-
term incentives may be provided under the Terramin Australia
Employee Option Plan (EOP). The Directors may grant options
to employees to acquire shares at an exercise price set by the
Board. Each option converts into one ordinary share of the
Company when exercised. The grant of options is linked to the
achievement of the Company’s objectives (refer item (c) of the
remuneration report) and the creation of shareholder value.
Employment Contracts
III.
Mr Martin Janes, the Company’s Executive Officer, entered into
a consulting contract in January 2020 on an on-going basis,
which either the Company or Mr Janes may terminate with 30
days written notice. Under this contract, Mr Janes receives a
weekly
(including Superannuation
Guarantee Contributions) for 3.5 days of service per week.
retainer of $6,000
Mr André van Driel commenced his employment with the
Company on 9 August 2018, and appointed as Company
Secretary on 6 March 2020. His employment contract has
no fixed term, and receives an annual salary of $135,000
(including superannuation). Mr van Driel may terminate the
agreement by providing 4 weeks’ notice, however, the
Company may terminate the agreement by providing 5
weeks’ notice or a payment in lieu.
Unless agreed otherwise by the Board, termination
payments of any Executives or employees are not payable
in the instance of resignation or dismissal for serious
misconduct.
(g) Directors Remuneration
I. Remuneration
The maximum aggregate fees payable to Non-Executive
Directors is subject to approval by shareholders at a general
meeting. All securities issued to Directors and related
parties must be approved by shareholders at a general
meeting.
or
via
remunerated
Non-Executive Directors are either paid a base fee plus
superannuation,
contractual
arrangements approved by the Board and negotiated in
consultation with the Nominations and Remuneration
Committee. The current Non-Executive base fees (other
than fees for the Chairman and Deputy Chairman) are
$40,000 per annum. The Chairman and Deputy Chairman
receive $100,000 and $60,000 per annum respectively. The
non-executive directors’ fees paid are consistent with fees
paid to non-executive directors of comparable companies.
Company policy supports the issue, where appropriate, of
equity securities to Directors (whether Executive or Non-
Executive) to help ensure Directors’ interests are aligned
with those of shareholders. The Board has not paid
director’s fees in shares during the reporting period.
The aggregate fees payable to Directors during 2021 was
$275,000 (with $612,500 (2020: $337,500) remaining
unpaid at reporting date) compared to the maximum limit
approved by shareholders at the 2010 Annual General
Meeting of $700,000.
The Board recognises that from time-to-time, Non-
Executive Directors are called upon to provide services in
addition to their usual Director’s duties. Accordingly,
Directors may be compensated for additional duties
undertaken at the request of the Board, for instance
extensive travel to Algeria or meetings with overseas
investors. In accordance with Company policy additional
compensation of up to $1,000 per day may be provided to
Directors for work additional to standard Board duties. This
form of Non-Executive compensation is only provided in
circumstances where Directors are required to commit time
beyond that expected of a Non-Executive Director role and
requires a continuous commitment of 2 or more days.
Additional remuneration may be paid in shares in lieu of
cash subject to shareholder approval.
11
Directors’ Report (continued)
Committee
During 2021 no additional fees were paid to Non-Executive
Directors in relation to work outside of standard Board duties.
II. Director Options
There were no options or other equity securities issued to
Directors during the year as remuneration.
III. Retirement or other Post-Employment Benefits
The Company has no policy to provide benefits to its Directors
or Executives upon their retirement or otherwise upon
cessation of employment, other than by making the statutory
superannuation guarantee contributions as required by law.
IV. Board and Committees – Membership and Remuneration
The following table sets out the Chair and members of each
committee and the annual fees allocated for each position.
Chairman
Fee
$
Deputy
Chairman
Fee $
Member
Fee
$
Non-Executive Director fee by role
100,000
60,000
40,000
1
Non-standard Board duties
1,000/day
1,000/day 1,000/day
Audit, Risk and Compliance
K McGuinness (Chair), MH
Kennedy, A Siciliano
Nominations and Remuneration
K McGuinness (Chair), MH
Kennedy, A Siciliano
Due Diligence
K McGuinness (Chair), MH
Kennedy
7,500
7,500
-
-
-
-
5,000
5,000
-
1. Subject to Board approval to compensate for work undertaken in addition
to standard Director’s duties and requires a commitment of 2 or more days.
(h)
Parent Entity Directors’ and Executives’ Remuneration and Entitlements
During the year, the following cash and non-cash payments were made to the Key Management Personnel:
Key Management Personnel
Short Term Benefits
Salary and
Fees
Contract
Payments
Long Term
Benefits
Annual and
Long Service
Leave4
Post-Employment
Share-based Payments
Total
Superannuation
Benefits
Termination
Benefits
Share
Options
% of
Total
Directors1
MH Kennedy
A Siciliano
K McGuinness
F Sheng
L Shi2
2021
2020
2021
2020
2021
2020
2021
2020
2021
2020
Key Management Personnel
R Taylor3
M Janes4
A van Driel5
TOTAL
2021
2020
2021
2020
2021
2020
2021
2020
63,636
63,927
-
-
-
-
-
-
-
-
-
48,050
-
-
123,007
126,146
186,643
238,123
-
50,000
50,000
55,000
55,000
100,000
100,000
-
-
-
50,000
272,727
180,000
-
-
477,727
435,000
-
-
-
-
-
-
-
-
-
-
-
(26,329)
-
-
9,140
6,738
9,140
(19,591)
6,364
6,073
-
-
-
-
-
-
-
-
-
2,350
27,273
17,100
11,993
11,984
45,630
37,507
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
0.0%
70,000
0.0%
70,000
0.0%
50,000
0.0%
50,000
0.0%
55,000
0.0%
55,000
0.0%
100,000
0.0%
100,000
0.0%
0.0%
0.0%
-
-
-
(103,489)
0.0%
(29,418)
-
-
-
-
-
0.0%
0.0%
0.0%
0.0%
300,000
197,100
144,140
144,868
- 719,140
(103,489)
- 587,550
1. Refer to table above (and subparagraph (g) on page 11) for details of Non-Executive Directors’ fees allocated by role
2. Ms L Shi was appointed as Non-Executive Director on 28 May 2020 as representative of China Non-Ferrous Metals Industry’s Foreign Engineering and
Construction (NFC)
3. Mr R Taylor concluded his employment on 10 July 2020
4. Mr M Janes commenced as Executive Officer on 20 January 2020
5. Mr A van Driel commenced as Company Secretary on 6 March 2020
6. Represents the movements in the associated provisions
12
Directors’ Report (continued)
(i)
Key management personnel - shares and options over equity instruments
The movement during the reporting period in the number of ordinary shares or options over ordinary shares in the Company by each
Key Management Personnel is as follows:
Shares
Key Management Personnel
Parent Entity Directors
MH Kennedy
A Siciliano
K McGuinness
F Sheng
L Shi1
Other Key Management Personnel
M Janes2
A van Driel3
Total
Shares Balance
1 Jan 21
Shares held prior to
commencing as KMP
Shares Acquired
during Year
Shares Issued as
Remuneration
Cessation as
KMP
Shares Balance
31 Dec 21
5,246,107
10,000,000
2,698,108
827,469,670
-
125,974
-
845,539,859
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
5,246,107
10,000,000
2,698,108
827,469,670
-
125,974
-
845,539,859
1. Ms L Shi was appointed Non-executive Director on 28 May 2020 as representative of NFC
2. Mr M Janes commenced as Executive Officer on 20 January 2020
3. Mr A van Driel commenced on Company Secretary on 6 March 2020
Options Balance
1 Jan 21
Options Granted as
1
Incentive
Options
Exercised
Cessation as
KMP
Balance Options
31 Dec 21
Options
Key Management Personnel
Parent Entity Directors
MH Kennedy
A Siciliano
K McGuinness
F Sheng
L Shi2
Other Key Management Personnel
M Janes3
A van Driel4
Total
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1. Relates to options granted as remuneration. Further details of Options, including terms and exercise price are included in the Financial Report
2. Ms L Shi was appointed Non-executive Director on 28 May 2020 as representative of NFC
3. Mr M Janes commenced as Executive Officer on 20 January 2020
4. Mr A van Driel commenced as Company Secretary on 6 March 2020
-
-
-
-
-
-
-
-
13
Directors’ Report (continued)
(j) Shares and Options Issued or Lapsed during the
Year
No shares or options were granted to Non-executive Directors
or other KMPs as remuneration during the year. No shares or
options lapsed during the year.
(k) Other Director and Key Management Personnel
transactions
Some KMP, 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. These entities transacted with the Group in the
reporting period. The terms and conditions of the transactions
were no more favourable than those available, or which might
reasonably be expected
to be available, on similar
transactions to non-Director related entities on an arm’s
length basis.
At 31 December 2021, Asipac owned 39.07% of the ordinary
shares in Terramin (2020: 39.07%) and is controlled by Mr
Sheng who is Executive Chairman of the Company. Mr
Siciliano is the Chief Financial Officer of Asipac.
Director and other KMP fees outstanding as at 31 December
2021 include:
Key Management Personnel
1
M Kennedy
1
A Siciliano
1
K McGuinness
F Sheng
1
L Shi
M Janes
2.3
Total
2021
140,000
112,500
110,000
250,000
-
278,182
890,682
2020
70,000
62,500
55,000
150,000
-
110,850
448,350
1. Mr Kennedy, Mr Siciliano, Mr McGuinness and Ms Shi are Non-Executive
Directors of the Company
2. Mr Janes is Executive Officer of the Company
3. Mr Janes’ outstanding fees includes superannuation
Other related party transactions are disclosed at note 20.
Share Trading Policies
(l)
All Company employees and contractors, Directors and
Executives are subject to the Company’s Share Trading Policy
(available on the Company’s website) with respect to limiting
their exposure to risk in relation to the Company’s securities,
including securities
issued as an element of Executive
remuneration. The Company’s Share Trading Policy requires all
officers, employees and consultants to the Company to notify
the Chairman and Company Secretary of any intention to deal
in the Company’s securities, whether by sale or purchase of
shares on market, or the exercise of options. The notified
dealing is subject to the approval of the Chairman. In addition,
and in accordance with ASX Listing Rule 12, the Company’s
trading policy provides that all Directors, officers and
consultants are prohibited from trading in the Company’s
securities during specific periods.
The Board considers that, in light of the size and structure of
the Company and the absence of a secondary market for the
Company’s securities,
this policy provides adequate
protection against unauthorised dealings by Directors and
specified Executives,
in relation to risk
in particular
mitigation. The current Share trading policy has been
approved by the board on 9 April 2015.
End of Audited Remuneration Report
14
Directors’ Report (continued)
Indemnification of Directors and Officers
Directors’ and Officers’ Liability Insurance has been subscribed to. The Officers of the Company and the Group covered by the
insurance policy includes any person acting in the course of duties for the Company or the Group who is or was a Director, Secretary
or Senior Executive. The contract of insurance prohibits the disclosure of the nature of the liability covered and the amount of the
premium. The Group has not otherwise, during or since the end of the period, indemnified or agreed to indemnify an officer or auditor
of the Group or any related body corporate against a liability incurred as such an officer or auditor.
Non-audit Services
The Company may decide to employ the auditor, Grant Thornton on assignments additional to their statutory audit duties where the
auditor’s expertise and experience with the Company and/or the Group are important. Details of the amounts paid or payable to the
auditor for non‐audit services provided during the year are set out below.
The Board of directors has considered the position, and in accordance with advice received from the Audit and Risk Committee, is
satisfied that the provision of the non‐audit services is compatible with the general standard of independence for auditors imposed
by the Corporations Act 2001. The directors are satisfied that the provision of non‐audit services by the auditor, as set out below, did
not compromise the auditor independence requirements of the Corporations Act 2001 for the following reasons:
-
-
all non‐audit services have been reviewed by the Audit & Risk Committee to ensure they do not impact the impartiality and
objectivity of the auditor;
none of the services undermine the general principles relating to auditor independence as set out in APES 110 Code of Ethics for
Professional Accountants.
During the year the following fees were paid or payable for non‐audit services provided by the auditor of the parent entity, its related
practices and non‐related audit firms:
Non-assurance services
Tax advice and compliance services
Total
Auditor’s independence declaration
2021
$’000
9
9
2020
$'000
25
25
The Auditor’s Independence Declaration for the year ended 31 December 2021 can be found on page 17 and forms part of the
Directors’ Report.
Litigation
As at the date of this report, no person has applied to the Court under section 237 of the Act for leave 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 of all or any part of those proceedings. No proceedings have been brought or intervened in on behalf of the Company
with leave of the Court under section 237 of the Act.
Rounding
The Company is of a kind referred to in ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191 and in
accordance with the instrument, amounts in the financial report have been rounded off to the nearest thousand dollars, unless
otherwise stated.
Signed in Adelaide this 23rd day of March 2022 in accordance with a resolution of the Board of Directors.
Feng (Bruce) Sheng
Executive Chairman
Kevin McGuinness
Non-Executive Director
15
Directors’ Declaration
The Directors of the Company declare that:
1.
the financial statements and notes, as set out on pages 21-41, and the remuneration disclosures contained in pages 10-14 of
the Directors’ Report, are in accordance with the Corporations Act 2001, and:
a.
b.
comply with Australian Accounting Standards (including the Australian Accounting Interpretations) and the Corporations
Regulations 2001; and
give a true and fair view of the financial position as at 31 December 2021 and of the performance for the year ended on
that date of the consolidated entity;
2.
the Executive Officer and Finance Manager have each declared that:
a.
b.
c.
d.
the financial records of the Company for the financial year have been properly maintained in accordance with section 286
of the Corporations Act 2001;
the financial statements and notes for the financial year comply with the Accounting Standards;
the declaration is provided in accordance with section 295A of the Corporations Act 2001 and is founded on a sound
system of risk management and internal control and that the system is operating effectively in all material respects in
relation to financial reporting risks; and
the financial statements and notes for the financial year give a true and fair view;
in the Directors’ opinion, there are reasonable grounds to believe that the Company will be able to pay its debts as and when
they become due and payable;
the consolidated financial statements comply with International Financial Reporting Standards as disclosed in note 2(a).
3.
4.
This declaration is made in accordance with a resolution of the Board of Directors.
Feng (Bruce) Sheng
Executive Chairman
23 March 2022
Kevin McGuinness
Non-Executive Director
23 March 2022
16
Auditor’s Independence Declaration
17
Auditor’s Independent Report
18
19
20
Consolidated Statement of Profit or Loss and Other
Comprehensive Income
for the Year Ended 31 December 2021
Revenue
Other Income
Raw materials, consumables and other direct costs
Employee benefits expense
Depreciation and amortization
Exploration and evaluation expensed (Tala Hamza Project)
Impairment of inventories
Impairment of property, plant and equipment
Assets held for sale impairment
Profit or loss on disposal of inventories
Aggregate profit or loss on sale of non-current assets
Profit or loss on disposal of assets held for sale
Mine rehabilitation obligation expense
Other expenses
Loss before net financing costs and income tax
Finance income
Finance costs
Net finance costs
Loss before income tax
Income tax benefit
Loss for the year
Attributable to:
Owners of the Company
Non-controlling interest
Loss for the year
Note
4
4
10
10
10
4
6
6
18
17
Other comprehensive (loss)/income
Items that may be reclassified subsequently to profit or loss:
Foreign currency translation differences for foreign operations
Other comprehensive (loss)/income for the year, net of income tax
Total comprehensive loss for the year attributable to equity holders of the Company
Attributable to:
Owners of the Company
Non-controlling interest
Total comprehensive loss for the year
Earnings per share attributable to the ordinary equity holders of the Company:
Basic earnings/(loss) per share – (cents per share)
Diluted earnings/(loss) per share – (cents per share)
Note
27(a)
27(b)
2021
$’000
40
-
(446)
(737)
(798)
(346)
(8)
(79)
-
(16)
3
14
(18)
(755)
2020
$’000
67
418
(361)
(326)
(481)
(250)
-
-
(121)
-
-
-
(555)
(990)
(3,146)
(2,599)
8
(3,169)
(3,161)
20
(2,812)
(2,792)
(6,307)
(5,391)
-
(6,307)
(6,176)
(131)
(6,307)
32
32
(6,275)
(6,144)
(131)
(6,275)
2021
(0.29)
(0.29)
-
(5,391)
(5,291)
(100)
(5,391)
(3,074)
(3,074)
(8,465)
(8,365)
(100)
(8,465)
2020
(0.25)
(0.25)
The Consolidated Statement of Profit or Loss and Other Comprehensive Income is to be read in conjunction with the notes to the consolidated financial statements.
21
Consolidated Statement of Financial Position
as at 31 December 2021
Assets
Current Assets
Cash and cash equivalents
Trade and other receivables
Non-current assets held for sale
Other assets
Total current assets
Non-current assets
Inventories
Property, plant and equipment
Exploration and evaluation
Total non-current assets
TOTAL ASSETS
Liabilities
Current liabilities
Trade and other payables
Short term borrowings
Provisions
Total current liabilities
Non-current liabilities
Long term borrowings
Provisions
Total non-current liabilities
TOTAL LIABILITIES
NET ASSETS
Equity
Share capital
Reserves
Accumulated losses
Total equity attributable to equity holders of the Company
Non-controlling interest
TOTAL EQUITY
Notes
7
9
10
8
10
11
12
13
14
13
14
15
16
17
2021
$'000
5,721
38
6
122
5,887
284
6,490
63,813
70,587
76,474
9,475
25,609
165
35,249
-
5,629
5,629
40,878
35,596
2020
$'000
5,445
50
690
84
6,269
353
7,369
63,252
70,974
77,243
6,375
23,385
89
29,849
14
5,509
5,523
35,372
41,871
223,931
(9,084)
(192,385)
22,462
13,134
35,596
223,931
(9,116)
(186,209)
28,606
13,265
41,871
The Consolidated Statement of Financial Position is to be read in conjunction with the notes to the consolidated financial statements.
22
Consolidated Statement of Changes in Equity
for the Year Ended 31 December 2021
2021
Balance at 1 January 2021
Total comprehensive income for the period
Loss for the year
Other comprehensive income
Foreign currency translation differences
Total other comprehensive income
Total comprehensive income for the year
Transactions with owners, recorded directly in equity
Contributions by and distributions to owners
Share issue costs
Transfer lapsed options to expense
Total contributions by and distributions to owners
Share
capital
$'000
223,931
Share based
payments
reserve
$’000
195
Translation
reserve
$'000
(9,311)
Accumulated
losses
$'000
(186,209)
Total
attributable
to owners
$'000
28,606
Non-controlling
interest
$'000
(note 17)
13,265
Total
equity
$'000
41,871
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(6,176)
(6,176)
(131)
(6,307)
32
32
32
-
-
-
-
-
32
32
-
-
32
32
(6,176)
(6,144)
(131)
(6,275)
-
-
-
-
-
-
-
-
-
-
-
-
Balance at 31 December 2021
223,931
195
(9,279)
(192,385)
22,462
13,134
35,596
Share based
payments
reserve
$'000
298
Share capital
$'000
223,950
Translation
reserve
$'000
(6,237)
Accumulated
losses
$'000
(180,918)
Total
attributable
to owners
$'000
37,093
Non- controlling
interest
$'000
(note 17)
13,365
Total equity
$'000
50,458
2020
Balance at 1 January 2020
Total comprehensive income for the period
Loss for the year
Other comprehensive income
Foreign currency translation differences
Total other comprehensive income
Total comprehensive income for the year
Transactions with owners, recorded directly in equity
Contributions by and distributions to owners
Issue of ordinary shares
Share issue costs
Options Granted
Transfer lapsed options to retained earnings
-
-
-
-
-
(19)
-
-
-
-
-
-
-
-
-
(103)
Total contributions by and distributions to owners
(19)
(103)
-
(5,291)
(5,291)
(100)
(5,391)
(3,074)
(3,074)
(3,074)
-
-
(5,291)
(3,074)
(3,074)
(8,365)
-
-
(100)
(3,074)
(3,074)
(8,465)
-
-
-
-
-
-
-
-
-
-
-
(19)
-
(103)
(122)
-
-
-
-
-
-
(19)
-
(103)
(122)
Balance at 31 December 2020
223,931
195
(9,311)
(186,209)
28,606
13,265
41,871
The Consolidated Statement of Change in Equity is to be read in conjunction with the notes to the consolidated financial statements.
23
Note
19
Consolidated Statement of Cash Flows
for the Year Ended 31 December 2021
Cash from operating activities:
Receipts from customers
Government Grant Income (including Research and development tax incentive received)
Interest received
Payments to suppliers and employees
Financing costs and interest paid
Total cash (used in) operating activities
Cash flows from investing activities:
Insurance claim proceeds
Proceeds from the sale of inventories
Proceeds from assets held for sale
Exploration and evaluation expenditure
Net cash (used in) investing activities
Cash flows from financing activities:
Proceeds from the issue of share capital
Payment of transaction costs on equity
Proceeds from borrowings
Repayment of borrowings
Net cash from financing activities
Other activities:
Net increase /(decrease) in cash and cash equivalents
Net foreign exchange differences
Cash and cash equivalents at beginning of the year (including restricted cash on deposit)
Cash and cash equivalents at end of the year (including restricted cash on deposit)
7
The Consolidated Statement of Cash Flows is to be read in conjunction with the notes to the consolidated financial statements.
2021
$'000
-
-
8
(2,052)
(84)
(2,128)
-
8
760
(614)
154
-
-
2,250
-
2,250
276
-
5,445
5,721
2020
$'000
72
226
27
(1,836)
(72)
(1,583)
249
-
201
(1,422)
(972)
-
(19)
1,830
(110)
1,701
(854)
(1)
6,300
5,445
24
Notes to the Consolidated
Financial Statements
1. Reporting entity
The consolidated financial statements cover the consolidated
entity of Terramin Australia Limited and its controlled entities
(the Group). Terramin Australia Limited is a public company,
listed on the Australian Securities Exchange (ASX). The Group is
primarily involved in the development of, and exploration for,
precious and base metals (in particular gold, zinc and lead) and
other economic mineral deposits.
2. Basis of preparation
(a) Statement of Compliance
The consolidated financial statements are general purpose
financial statements that have been prepared in accordance
with Australian Accounting Standards (including Australian
the Australian
Accounting
Accounting Standards Board (AASB) and the Corporations Act
2001. The consolidated financial statements comply with
International Financial Reporting Standards
(IFRS) and
International Accounting
interpretations adopted by the
Standards Board (IASB).
Interpretations)
issued by
Terramin Australia Limited is a for-profit entity for the purpose
of preparing the financial statements.
Terramin Australia Limited is a public company incorporated
and domiciled in Australia. The address of its registered office
is 2115 Callington Road, Strathalbyn, SA, 5255.
(b) Basis of Measurement
The financial statements are presented in Australian dollars
(AUD), have been prepared on an accruals basis and are based
on historical costs, except for the provision
for mine
rehabilitation measured at the present value of future cash
flows. The Group is of a kind referred to in ASIC Corporations
(Rounding
Instrument
2016/191 and in accordance with the Instrument, amounts in
the financial report have been rounded off to the nearest
thousand dollars, unless otherwise stated.
Financial/Directors’ Reports)
in
(c) Going Concern
The financial statements have been prepared on a going
concern basis, which contemplates continuity of normal
business activities and the realisation of assets and settlement
of liabilities in the ordinary course of business. During 2021, the
Group incurred a loss of $6.2 million, and this brought
accumulated losses to $192.4 million. As at 31 December 2021
the Group’s current liabilities exceeded its current assets by
$29.3 million, however the Group had negative cash operating
and investing cashflows of $1.97 million. The Group had net
assets of $35.7 million.
The financial report has been prepared on a going concern basis
on the expectation that the Group can raise additional debt or
equity as required. The Directors are aware that additional debt
or equity will be required within 12 months, in order to
continue as a going concern. The Group’s ability to raise equity
will rely on investor confidence in the development or sale of
the Bird in Hand Gold Project or investment in the Tala Hamza
Zinc Project or other assets.
The Directors note that the matters outlined above indicate a
material uncertainty, which may cast significant doubt on the
ability of the Group to continue as a going concern and
therefore it may be unable to realise its assets and discharge its
liabilities in the normal course of business. At the date of this
report, the Directors believe that the Group has adequate
resources to continue to explore, evaluate and develop the
Group’s areas of interest and support to date from Asipac will
ensure the Company has sufficient funds to meet
its
obligations. Subject to market conditions the Directors believe
there are reasonable grounds to conclude that the Company
will be able to raise funds by way of debt and/or equity to fund
anticipated activities and meet financial obligations. For the
reasons outlined above, the Board has prepared the Financial
Report on a going concern basis.
(d) Use of Estimates and Judgements
The preparation of the financial statements in accordance with
AASB requires management to make judgements, estimates
and assumptions that affect the application of accounting
policies and the reported amounts of assets, liabilities, income
and expenses. Actual results may differ from these estimates.
Estimates and underlying assumptions are reviewed on an
ongoing basis. Revisions
to accounting estimates are
recognised in the period in which the estimate is revised and in
any future periods affected.
In particular, information about significant areas of estimation
uncertainty and critical judgements in applying accounting
policies that have the most significant effect on the amounts
recognised in the financial statements are described in the
following notes:
•
•
•
•
•
Note 3(e) – Property, Plant and Equipment: assessment of
valuation.
Note 3(i) - Exploration and Evaluation Expenditure:
recoverable amount and ore reserve estimates.
Note 3(k) - Provisions: estimated cost of rehabilitation,
decommissioning and restoration.
Note 3(l) - Share Based Entitlements and Payments:
assumptions are required to be made in respect to
measuring share price volatility, dividend yield, future
option holding period and other inputs to the Black-
Scholes option pricing model fair value calculations.
Note 3(r) - Recognition of tax losses: assessment of the
point in time at which it is deemed probable that future
taxable income will be derived.
25
(e) New and Amended Standards Adopted by the
(e) Property, Plant and Equipment
Group
During the year, there are no new and/or revised Standards and
Interpretations adopted in these Financial Statements that
affect presentation or disclosure and the financial position.
3. Significant accounting policies
(a) Basis of Consolidation
The Group financial statements consolidate those of the Parent
Company and all of its subsidiaries as of 31 December 2021. The
Parent controls a subsidiary if it is exposed, or has rights, to
variable returns from its involvement with the subsidiary and
has the ability to affect those returns through its power over the
subsidiary. All subsidiaries have a reporting date of 31
December. All transactions and balances between Group
including
companies are eliminated on consolidation,
unrealised gains and losses on transactions between Group
companies. Where unrealised losses on intra-group asset sales
are reversed on consolidation, the underlying asset is also
tested for impairment from a Group perspective. Amounts
reported in the financial statements of subsidiaries have been
adjusted where necessary to ensure consistency with the
accounting policies adopted by the Group.
Profit or loss and other comprehensive income of subsidiaries
acquired or disposed of during the year are recognised from the
effective date of acquisition, or up to the effective date of
disposal, as applicable. Non-controlling interests, presented as
part of equity, represent the portion of a subsidiary’s profit or
loss and net assets that is not held by the Group. The Group
attributes total comprehensive income or loss of subsidiaries
between the owners of the parent and the non-controlling
interests based on their respective ownership interests.
(b) Cash and Cash Equivalents
Cash and cash equivalents include cash on hand, deposits held
liquid
at call with banks and other short-term highly
investments with original maturities of four months or less.
inventories
Inventories
(c)
and
Non-current
consumables which are not expected to be used within 12
months. Inventories are valued at lower of cost and net
realisable value.
represent
spare
parts
(d) Trade and Other Receivables
Trade and other receivables are recognised at cost and carried
at original invoice amount less allowances for
impairment
losses.
The group applies the AASB 9 simplified approach to measuring
expected credit losses which uses a lifetime expected loss
allowance for all trade receivables. To measure the expected
credit losses, trade receivables and contract assets have been
grouped based on shared credit risk characteristics and the
days past due. In prior year, impairment of receivables was not
recognised until objective evidence was available that a loss
event had occurred.
Property
Freehold land is measured at cost and buildings are measured
at cost less depreciation and any impairment losses recognised.
Plant and equipment
Plant and equipment are measured on the cost basis less
depreciation and any impairment losses recognised.
The depreciable amount of all property, plant and equipment,
excluding freehold land, is depreciated on a straight-line basis
over their useful lives to the Group commencing from the time
the asset is held ready for use down to any residual value, as
determined by the Group.
The depreciation rates used for each class of depreciable asset
is the lesser of the rate determined by the life of the mining
operation and the asset. The assets’ residual values and useful
lives are reviewed, and adjusted if appropriate, at each
reporting date.
Class of Asset
Motor vehicles
Computer and office equipment
Plant and equipment
Leasehold improvements
Buildings and other infrastructure
Depreciation rates
22.5 - 25%
15 - 40%
5 - 33%
20%
5 - 33%
Effective 1 July 2020, the Group recommenced depreciation of
the plant and equipment located at the Angas Zinc Mine. The
it prudent to recommence
Directors have considered
depreciation due to the
last
independent valuation was undertaken to determine scrap
value (2013), and the age of remaining plant prior to
reconditioning works being undertaken.
length of time since the
(f)
Impairment of Assets
Non-financial Assets
At each reporting date, the Group reviews the carrying values
of its non-financial 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 is
determined and compared to the asset’s carrying value. Any
excess of the asset’s carrying value over its recoverable amount
is recognised as an expense in the profit or loss.
Where it is not possible to estimate the recoverable amount of
an individual asset, the Group estimates the recoverable
amount of the cash-generating unit (CGU) to which the asset
belongs. A CGU is the smallest identifiable asset group that
generates cash flows that largely are independent from other
assets and groups. Impairment losses recognised in respect of
CGU’s are allocated first to reduce the carrying amount of any
goodwill allocated to the units and then to reduce the carrying
amount of the other assets in the unit (group of units) on a pro
rata basis. An impairment loss is reversed if the reversal can be
related objectively to an event occurring after the impairment
loss was recognised. An impairment loss is reversed only to the
extent that the asset’s carrying amount does not exceed the
carrying amount that would have been determined, net of.
26
depreciation or amortisation, if no impairment loss had been
recognised, with the exception that any previously impaired
goodwill should not be re-recognised.
share of the output arising from the joint operation, its share of
revenue from the sale of the output by the joint operation and
its expenses (including its share of expenses incurred jointly).
Financial Assets
The Group’s financial assets are subject to AASB 9’s three-stage
expected credit loss model. Each class of financial asset is
considered for impairment based on their credit risk profile (as
disclosed in note 22(2).
Recoverable Amount
In assessing whether the carrying amount of an asset is
impaired, the asset’s carrying value is compared with its
recoverable amount. The recoverable amount of non- financial
assets or cash-generating units (CGU) is the greater of their fair
value or realisable value less costs to sell and value in use. In
assessing fair value, or value in use, estimates and assumptions
including the appropriate rate at which to discount cash flows,
the timing of the cash flows, expected life of the relevant area
of interest, exchange rates, commodity prices, ore reserves,
future capital requirements and future operating performance
are used. The recoverable amount of an asset or CGU will be
impacted by changes in these estimates and assumptions which
could result in an adjustment to the carrying amount of that
asset or CGU.
(g) Ore Reserves
Economically recoverable ore reserves represent the estimated
quantity of product in an area of interest that can be expected
to be profitably extracted, processed and sold under current
and foreseeable economic conditions. The determination of ore
reserves includes estimates and assumptions about a range of
geological, technical and economic factors, including quantities,
grades, production techniques, recovery rates, production
costs, transport costs, commodity demand, commodity prices
and exchange rates. Changes in a project’s ore reserve impacts
the assessment of recoverability of exploration and evaluation
assets, property, plant and equipment and intangible assets, the
carrying amounts of assets depreciated on a units of production
basis, provisions for site restoration and the recognition of
deferred tax assets, including tax losses.
(h) Investments in Associates and Joint Arrangements
Associates are those entities over which the Group is able to
exert significant influence but which are not subsidiaries.
A joint venture is an arrangement that the Group controls
jointly with one or more other investors, and over which the
Group has rights to a share of the arrangement’s net assets
rather than direct rights to underlying assets and obligations for
underlying liabilities. A joint arrangement in which the Group
has direct rights to underlying assets and obligations for
underlying liabilities is classified as a joint operation.
Investments in associates and joint ventures are accounted for
using the equity method. Interests in joint operations are
accounted for by recognising the Group’s assets (including its
share of any assets held jointly), its liabilities (including its share
of any liabilities incurred jointly), its revenue from the sale of its
Any goodwill or fair value adjustment attributable to the
Group’s share in the associate or joint venture is not recognised
separately and is included in the amount recognised as
investment.
The carrying amount of the investment in associates and joint
ventures is increased or decreased to recognise t h e Group’s
share of the profit or loss and other comprehensive income of
the associate and joint venture, adjusted where necessary to
ensure consistency with the accounting policies of the Group.
Unrealised gains and losses on transactions between the Group
and its associates and joint ventures are eliminated to the
extent of the Group’s interest in those entities. Where
unrealised losses are eliminated, the underlying asset is also
tested for impairment.
(i) Exploration and Evaluation Expenditure
Exploration and evaluation costs, including the costs of
acquiring licenses, are capitalised as exploration and evaluation
assets (E&E assets) on an area of interest basis pending
determination of the technical feasibility and commercial
viability of the project. When a license expires and is not
expected to be renewed, is relinquished or a project is
abandoned, the related costs are recognised in the profit or loss
immediately. With respect to the Tala Hamza Zinc Project, all
exploration and evaluation costs incurred from February 2018
(at which time the exploration license was not renewed) have
been expensed.
Tangible and intangible E&E assets that are available for use are
depreciated (amortised) over their estimated useful lives. Upon
commencement of production, 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 reserves.
E&E assets are assessed for impairment if (1) sufficient data
exists to determine technical feasibility and commercial
viability, and (2) facts and circumstances suggest that the
carrying amount exceeds the
recoverable amount (see
impairment note 3(f)). E&E assets are assessed for impairment
when any of the following facts and circumstances exist:
• The term of the exploration license in the specific area of
interest has expired during the reporting period or will
expire in the near future, and not expected to be renewed;
• Substantive expenditure on further exploration for and
evaluation of mineral resources in the specific area are not
budgeted nor planned;
• Exploration for and evaluation of mineral resources in the
specific area have not led to the discovery of commercially
viable quantities of mineral resources and the decision was
made to discontinue such activities in the specified area; or
indicate that, although a
development in the specific area is likely to proceed, the
carrying amount of the exploration and evaluation asset is
• Sufficient data exists to
27
unlikely to be recovered in full from successful development or
by sale.
currency that match, as closely as possible, the estimated future
cash outflows.
E&E assets are transferred to development assets once the
technical feasibility and commercial viability of an area of
interest can be demonstrated. E&E assets are assessed for
impairment, and any impairment loss is recognised prior to
being reclassified.
Pre-licence expenditure and expenditure deemed to be
unsuccessful is recognised in the profit or loss immediately.
(j) Trade and Other Payables
Trade payables and other payables are stated at cost.
(k) Provisions
Provisions are recognised when the Group has a legal or
constructive obligation, as a result of past events, for which it is
probable that an outflow of economic benefits will result and
that outflow can be reliably measured.
is recognised
Site restoration liability
the estimated cost of
A provision
rehabilitation, decommissioning and restoration relating to
areas disturbed during operation of the Angas Zinc Mine up to
reporting date but not yet rehabilitated.
for
The provision is based upon current cost estimates and has
been determined on a discounted basis with reference to
current legal requirements and technology.
As the provision represents the discounted value of the present
obligation, using a pre-tax rate that reflects current market
assessments and the risks specific to the liability, the increase
in value of the provision due to the passage of time will be
recognised as a borrowing cost in the profit or loss in future
periods. The provision is recognised as a non-current liability (in
line with expected timescales for the work to be performed),
with a corresponding asset taken to account and amortised over
the life of the mine. At each reporting date the rehabilitation
liability is reviewed and re-measured in line with changes in
discount rates, timing & the amounts of the costs to be incurred
based on area of disturbance at reporting date. Changes in the
liability relating to the re-assessment of rehabilitation estimates
are recognised directly within the profit or loss.
(l) Employee Benefits
Provision is made for the Group’s liability for employee benefits
arising from services rendered by employees to reporting date.
Employee benefits that are expected to be settled wholly within
one year have been measured at the amounts expected to be
paid when the liability is settled, plus related on-costs.
The liability for long service leave is recognised in the provision
for employee benefits and measured as the present value of
expected future payments to be made in respect of services
provided up to the reporting d a t e . Consideration is given to
levels, experience of employee
future wage and salary
departures and periods of service. Expected future payments
are discounted using market yields at the reporting date on
high quality corporate bonds with terms to maturity and
Share Based Payments
incentives to
The Group uses share options to provide
Directors, employees and consultants. The Board, upon the
recommendation of the Nominations and Remuneration
Committee, has discretion to determine the number of options
to be offered to Eligible Employees (as that term is defined by
the EOP) and the terms upon which they are offered, including
exercise price and vesting conditions. The fair value of options
at grant date is independently determined using an option
pricing model that considers the exercise price, the term of the
option, the vesting and performance criteria, the share price at
grant date and expected price volatility of the underlying share,
the expected dividend yield and the risk-free interest rate for
the term of the option. Historical volatility has been the basis
for determining expected share price volatility as it is assumed
that this is indicative of future trends, which may not
eventuate. The life of the options is based on the historical
exercise patterns, which may not eventuate in the future.
The fair value of options granted is recognised as an expense
with a corresponding increase in equity. The fair value is
measured at grant date and recognised as an expense over the
period during which the Directors, employees or consultants
become unconditionally entitled to the options (vesting
period). Upon the exercise of options, the balance of the share
based payments reserve relating to those options is transferred
to share capital.
The Group uses share rights to provide
incentives to
employees. Share rights are valued at grant date and are
expensed to reflect amounts owing. Upon issue of the share
rights an increase in equity is recognised.
(m) Loans and Borrowings
Borrowings are recognised initially at fair value less attributable
transaction costs. Subsequent to initial recognition, loans and
borrowings are stated at amortised cost, with any difference
between cost and redemption value being recognised in the
profit or loss over the period of the borrowings on an effective
interest basis. Loans and borrowings with a determinable
payment due less than twelve months from reporting date are
classified as current liabilities.
(n) Revenue
To determine whether to recognise revenue, the Group follows
a 5-step process:
1. Identifying the contract with a customer,
2. Identifying the performance obligations,
3. Determining the transaction price,
4. Allocating the transaction price to the performance
obligations, and
5. Recognising revenue when/as performance obligation(s)
are satisfied.
Revenue is recognised either at a point in time or over time,
when (or as) the Group satisfies performance obligations by
transferring the promised goods or services to its customers.
28
The Group recognises contract liabilities for consideration
received in respect of unsatisfied performance obligations and
reports these amounts as other liabilities in the statement of
financial position. Similarly, if the Group satisfies a performance
obligation before it receives the consideration, the Group
recognises either a contract asset or a receivable in its
statement of financial position, depending on whether
something other than the passage of time is required before
the consideration is due.
include
(o) Financing Costs
Financing costs
interest payable on borrowings
calculated using the effective interest method, amortisation of
ancillary costs incurred in connection with the arrangement of
borrowings, finance lease charges, and the impact of the
unwind of discount on long-term provisions for site restoration.
Financing costs incurred in relation to the construction of any
qualifying asset are capitalised during the period of time that is
required to complete and prepare the asset for its intended use
or sale. Other financing costs are expensed as incurred.
(p) Foreign Currency Translation
Functional and presentation currency
Items included in the financial statements of each of the
group’s entities are measured using the currency of the primary
economic environment in which the entity operates (‘the
functional currency’). The consolidated financial statements
are presented in Australian Dollars (AUD), which is Terramin’s
functional and presentation currency.
Transactions and balances
Foreign currency transactions are translated into the functional
currency using the exchange rates at the dates of the
transactions. Foreign exchange gains and losses resulting from
the settlement of such transactions and from the translation of
monetary assets and
in foreign
currencies at year end exchange rates are generally recognised
in profit or loss. Foreign exchange gains and losses that relate
to borrowings are presented in the statement of profit or loss,
within finance costs. All other foreign exchange gains and losses
are presented in the statement of profit or loss on a net basis
within other gains / (losses).
liabilities denominated
Non-monetary items that are measured at fair value in a foreign
currency are translated using the exchange rates at the date
when the fair value was determined. Translation differences on
assets and liabilities carried at fair value are reported as part of
the fair value gain or loss. For example, translation differences
on non-monetary assets and liabilities such as equities held at
fair value through profit or loss are recognised in profit or loss
as part of the fair value gain or loss and translation differences
on non-monetary assets such as equities classified as at fair
value through other comprehensive income are recognised in
other comprehensive income.
Group companies
The results and financial position of foreign operations (none of
which has the currency of a hyperinflationary economy) that
have a functional currency different from the presentation
currency are translated into the presentation currency as
follows:
•
• assets and liabilities for each statement of financial position
presented are translated at the closing rate at the reporting
date,
income and expenses for each statement of profit or loss
and statement of comprehensive income are translated at
average exchange rates (unless this is not a reasonable
approximation of the cumulative effect of the rates
prevailing on the transaction dates, in which case income
and expenses are translated at the dates of the
transactions), and
• all resulting exchange differences are recognised in other
comprehensive income.
On consolidation, exchange differences arising from the
translation of any net investment in foreign entities, and of
borrowings and other financial instruments designated as
hedges of such
in other
comprehensive income. When a foreign operation is sold or any
borrowings forming part of the net investment are repaid, the
associated exchange differences are reclassified to profit or
loss, as part of the gain or loss on sale.
investments, are recognised
Goodwill and fair value adjustments arising on the acquisition
of a foreign operation are treated as assets and liabilities of the
foreign operation and translated at the closing rate.
(q) Share Capital
Ordinary shares are classified as equity. Qualifying transaction
costs of an equity transaction are accounted for as a deduction
from equity, net of any related income tax benefit.
Income Tax
(r)
The charge for current income tax expenses is based on the
profit for the year adjusted for any non-assessable or
disallowed items. It is calculated using tax rates that have been
enacted or are substantively enacted by the reporting date.
Deferred tax is accounted for using the liability method in
respect of temporary differences arising between the tax bases
of assets and liabilities and their carrying amounts
in the
consolidated financial statements. No deferred income tax will
be recognised from the initial recognition of an asset or liability,
excluding a business combination, where there is no effect on
accounting or taxable profit or loss.
Deferred tax is calculated at the tax rates that are expected to
apply to the period when the asset is realised or liability settled.
Deferred tax is credited in the profit or loss except where it
relates to items that may be credited directly to equity, in which
case the deferred tax is adjusted directly against equity.
Deferred income tax assets are recognised to the extent that it
is probable that future tax profits will be available against which
deductible temporary differences can be utilised.
Determination of future tax profits requires estimates and
assumptions as to future events and circumstances,
in
particular, whether successful development and commercial
exploitation, or alternatively sale, of the respective areas of
includes estimates and
interest will be achieved. This
29
judgements about commodity prices, ore reserves (note 3(g)),
exchange rates, future capital requirements, future operational
performance and the timing of estimated cash flows.
Changes in these estimates and assumptions could impact on
the amount and probability of estimated taxable profits and
accordingly the recoverability of deferred tax assets.
The Company and its Australian subsidiaries are part of an
income tax consolidated group under the Australian Tax Laws.
(s) Goods and Services Tax (GST)
Revenues, expenses and assets are recognised net of the
amount of GST, except where the amount of GST incurred is not
recoverable from the Australian Taxation Office. In these
circumstances the GST 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.
(t) Earnings Per Share
The Group presents basic and diluted earnings per share (EPS)
data for its ordinary shares. Basic EPS is calculated by dividing
the profit or loss attributable to ordinary shareholders of the
Company by the weighted average number of ordinary shares
outstanding during the period. Diluted EPS is determined by
adjusting profit or loss attributable to ordinary shareholders
and weighted average number of ordinary shares outstanding
for the effects of all dilutive potential ordinary shares, which
comprises convertible notes and share options granted to
employees, Directors, consultants and other third parties.
(u) Segments
The consolidated entity has identified its operating segments to
be its Australian interests and its Northern African interests,
based on the different geographical regions and the similarity
of assets within those regions. This is the basis on which internal
reports are provided
for assessing
performance and determining the allocation of resources within
the consolidated entity.
to management
A geographical segment is engaged in providing products or
services within a particular economic environment and
is
subject to risks and returns that are different from those
segments operating in other economic environments.
Segment information is presented only in respect of the Group’s
geographical segments, being Australia and Northern Africa,
which is the basis of the Group’s internal reporting.
(v) Financial Risk Management
The Group’s activities expose it to the following risks from the
use of financial instruments:
Credit Risk
The risk of financial loss to the Group if a customer or
counterparty to a financial instrument fails to meet its
contractual obligations. This arises principally from short term
cash investments.
Liquidity Risk
The risk that the Group will not be able to meet its financial
obligations as they fall due. The Group manages this exposure
by targeting to have sufficient cash financing facilities available
on demand to meet planned expenditure for a minimum period
of 45 days (refer note 13 for detail on available financing
facilities).
Market Risk
The risk that changes in foreign exchange rates and interest
rates will affect the Group’s income or value of its holdings of
financial instruments. The Group may enter into commodity
derivatives, foreign exchange derivatives and may also incur
financial liabilities (debt), in order to manage market risks. All
such transactions are carried out within Board approved limits.
The Group’s financial risks are managed primarily by the Chief
Executive Officer, including external consultation advice as
required, as a part of the day-to-day management of the
Group’s affairs. Finance and risk reporting is a standard item in
the report presented at each Board meeting.
Capital Management
The Board seeks to maintain a strong capital base sufficient to
maintain the future development of the Group’s business. The
Board closely monitors the Group’s level of capital so as to
ensure it is appropriate for the Group’s planned level of
activities. There were no changes to the Group’s approach to
capital management during the year.
(w) Government Grants
Government grants relating to costs are deferred and
recognised in profit and loss over the period necessary to match
them with the costs that they are intended to compensate.
(x) Research and Development Tax Incentive
To the extent that research and development costs are eligible
activities, under the “Research and Development Tax Incentive”
programme, a refundable tax offset is available for companies
with annual turnover of less than $20 million. The Group
recognises, where it is possible to reliably estimate, refundable
tax offsets in the financial year as an income tax benefit in profit
or loss, resulting from the monetisation of available tax losses
that otherwise would have been carried forward.
(y) Right-of-use assets
A right-of-use asset is recognised at the commencement date
of a lease. The right-of-use asset is measured at cost, which
comprises the initial amount of the lease liability, adjusted for,
as applicable, any lease payments made at or before the
commencement date net of any lease incentives received, any
initial direct costs incurred, and, except where included in the
cost of inventories, an estimate of costs expected to be
incurred for dismantling and removing the underlying asset,
and restoring the site or asset.
Right-of-use assets are depreciated on a straight-line basis over
the unexpired period of the lease or the estimated useful life of
the asset, whichever is the shorter. Where the consolidated
entity expects to obtain ownership of the leased asset at the
end of the lease term, the depreciation is over its estimated
30
useful life. Right-of use assets are subject to impairment or
adjusted for any remeasurement of lease liabilities.
Other expenses
The consolidated entity has elected not to recognise a right-of-
use asset and corresponding lease liability for short-term leases
with terms of 12 months or less and leases of low-value assets.
Lease payments on these assets are expensed to profit or loss
as incurred.
(z) Lease liabilities
A lease liability is recognised at the commencement date of a
lease. The lease liability is initially recognised at the present
value of the lease payments to be made over the term of the
lease, discounted using the interest rate implicit in the lease or,
if that rate cannot be readily determined, the consolidated
entity's incremental borrowing rate. Lease payments comprise
of fixed payments less any lease incentives receivable, variable
lease payments that depend on an index or a rate, amounts
expected to be paid under residual value guarantees, exercise
price of a purchase option when the exercise of the option is
reasonably certain to occur, and any anticipated termination
penalties. The variable lease payments that do not depend on
an index or a rate are expensed in the period in which they are
incurred.
Lease liabilities are measured at amortised cost using the
interest method. The carrying amounts are
effective
remeasured if there is a change in the following: future lease
payments arising from a change in an index or a rate used;
residual guarantee; lease term; certainty of a purchase option
and termination penalties. When a lease liability is remeasured,
an adjustment is made to the corresponding right-of use asset,
or to profit or loss if the carrying amount of the right-of-use
asset is fully written down.
4. Revenue, Other Income and Expenses
Revenue and other income
Revenue from contracts
Government grant income1
Other income2
Total revenue and other income
2021
$000’s
40
-
-
40
2020
$000’s
67
150
268
485
1. Represents Cashflow Boost and refundable R&D tax incentive income.
2. Includes insurance proceeds of $248,636 during 2020.
Revenue from contracts
Revenue recognised over time
Revenue recognised at a point in time
Total revenue
Revenue from contracts
Revenue recognised over time
Revenue recognised at a point in time
Total revenue
31 December 2021
Service
Income
$000’s
-
-
-
Exit Fee
$000’s
Total
$’000’s
-
40
40
-
40
40
31 December 2020
Service
Income
$000’s
67
-
67
Data Fee
$000’s
Total
$’000’s
-
-
-
67
-
67
Corporate Administration and Marketing Costs
Legal, Accounting, Community Relations and Other
Consultants
ASX fees, Share Registry and AGM Costs
Other
Total other expenses
5. Auditor’s Remuneration
Grant Thornton Audit Pty Ltd
Audit and review of financial reports
Non-audit services
Total auditor’s remuneration
6. Finance Income and Costs
Finance income
Interest income
Total finance income
Finance costs
Interest on borrowings
Interest on lease liabilities
Unwind of discount on mine rehabilitation provision
Amortisation of borrowing costs
Facility fees
Other borrowing costs
Total finance costs
7. Cash and Cash Equivalents
Cash on hand
Bank balances
Short-term deposits1
Total cash and cash equivalents
2021
$000’s
262
2020
$000’s
580
409
80
4
755
320
75
15
990
2021
$
87,749
8,800
96,549
2020
$
91,000
25,000
116,000
2021
$’000
8
8
2021
$’000
2,925
2
124
25
84
9
3,169
2021
$’000
1
30
5,690
5,721
2020
$’000
20
20
2020
$’000
2,665
4
41
15
78
9
2,812
2020
$’000
2
103
5,340
5,445
1. Represents cash on deposit to support environmental rehabilitation bonds,
office lease (which expired on 30 April 2021) and minor credit card facilities.
$5.67 million supports the environmental rehabilitation bond over Mining
Lease 6229 required by the South Australian Government. The company
may opt to refinance its cash backed bank guarantee facility with the
Commonwealth Bank of Australia (CBA) to a debt arrangement. The
company reinvests the funds held in this term deposit for no more than 3
months at a time with the short-term potential of this refinancing option.
8. Inventories
Non-current
Raw materials and consumables
Total inventories at the lower of cost and net
realisable value
9. Trade and Other Receivables
Trade receivables
Accrued interest receivable
Other receivables (including GST refund)
Total trade and other receivables
2021
$’000
2020
$’000
284
284
2021
$’000
24
1
13
38
353
353
2020
$’000
17
1
32
50
31
10. Property, Plant and Equipment
Assets held for sale - current
At cost
Less impairment
Total assets held for sale
Property, plant and equipment - non-current
Freehold land
At cost
Total freehold land1
Buildings and other infrastructure
At cost
Less accumulated depreciation
Total buildings and other infrastructure1
Right-of-use Assets
At cost
Less accumulated depreciation
Total Right-of-use Assets
Plant and Equipment
At cost
Less accumulated impairment
Less accumulated depreciation
Total plant and equipment1
Total property plant and equipment
2021
$’000
6
-
6
2021
$’000
3,460
3,460
126
(125)
1
288
(272)
16
2020
$’000
811
(121)
690
2020
$’000
3,460
3,460
126
(124)
2
288
(222)
66
56,919
(14,219)
(39,687)
3,013
6,490
57,470
(14,219)
(39,410)
3,841
7,369
1. The Directors have considered the recoverable amount of property, plant and equipment based on available market information for comparable assets and the
expected future use of these assets as the Company moves towards approval of a mining licence for the Bird in Hand Gold Project.
Movements in carrying amounts
Property, plant and equipment - non-current
Opening carrying amount 1 Jan 2021
Additions
Disposals
Assets impaired
Depreciation and amortisation
Foreign currency movement
Carrying amount at 31 Dec 2021
Property, plant and equipment - non-current
Opening carrying amount 1 Jan 2020
Recognition upon first time adoption of AASB 16
Additions
Disposals
Revaluation (Adelaide Office Lease)
Transfers
Reclassification of Critical Spares
Depreciation and amortisation
Foreign currency movement
Carrying amount at 31 Dec 2020
Freehold
land
$'000
3,460
-
-
-
-
-
3,460
Freehold
land
$'000
4,271
-
-
-
-
(811)
-
-
3,460
Buildings & other
infrastructure
$'000
2
-
-
-
(1)
-
1
Buildings & other
infrastructure
$'000
4
-
-
-
-
-
(2)
-
2
Plant and
equipment
$'000
3,841
14
(10)
(79)
(747)
(6)
3,013
Plant and
equipment
$'000
4,105
-
-
-
-
136
(389)
(11)
3,841
Rights-of-use
Assets
$'000
66
-
-
-
(50)
-
16
Rights-of-use
Assets
$'000
221
-
-
-
(55)
-
(90)
(10)
66
Total
$'000
7,369
14
(10)
(79)
(798)
(6)
6,490
Total
$'000
8,601
-
-
-
(55)
(811)
136
(481)
(21)
7,369
32
11. Exploration and Evaluation Assets
Exploration and evaluation
At cost
Additions
Foreign currency movement
Total exploration and evaluation
Exploration and evaluation projects by location
Tala Hamza Zinc Project (Terramin 65%)
Adelaide Hills (Terramin 100%)1, 2
Bird in Hand Gold (Terramin Exploration 100%)
South Gawler Ranges (Menninnie Metals 100%)3
Total exploration and evaluation
2021
$’000
2020
$’000
63,252
512
49
63,813
2021
$’000
41,092
2,087
14,860
5,774
63,813
64,987
1,312
(3,047)
63,252
2020
$’000
41,043
2,020
14,509
5,680
63,252
1. The Company has entered into an agreement with respect to the Kapunda
Project, over which the Company has a current Exploration Licence.
In
December 2019, the Company entered into an agreement for Environment
Copper Recovery Pty Ltd (ECR) to earn, in two stages, up to 75% of the rights
over metals which may be recovered via in-situ recovery (ISR) contained in
the Kapunda deposit, after entering into a binding term sheet in August
2017 (ASX Announcement issued 2 August 2017: New Copper Joint Venture
Development). In 2020, ECR completed $2.0 million expenditure to earn
50% interest and elected to spend a further $4.0 million to earn an
additional 25%. During the period, ECR received government approval and
appropriate land access enabling it to commence on-site testing of the ISR.
The expenditure by ECR on the project is not reflected in the accounts of the
Company, however will contribute to the minimum expenditure obligations
under the terms of the Exploration License.
3.
2. The Company entered
into an earn-in arrangement with Freeport
Exploration Australia Pty Ltd (Freeport) in 2019 in respect of the Wild Horse
project. Newmont Australia Pty Ltd, a wholly-owned subsidiary of Newmont
Mining Corporation, (Newmont) completed the acquisition of Freeport’s
Australian operations during the year, including the Wild Horse project.
In 2019, the Company entered into an earn-in arrangement with Freeport in
respect of the South Gawler Ranges Project. During the year, Newmont
completed the acquisition of Freeport’s Australian operations, including the
South Gawler Ranges Project earn-in arrangement, and subsequently
withdrew from the project. The Company engaged Discovery Capital
Partners to manage the process of divesting the Company’s interest in the
South Gawler Ranges Project. Subsequent to the reporting date the Company
executed a A$10.5 million exploration agreement with JOGMEC.
12. Trade and Other Payables
Trade payables
Other payables and accrued expenses
Payables and accrued interest on borrowings
Total trade and other payables
2021
$’000
708
576
8,191
9,475
2020
$’000
676
445
5,254
6,375
Trade and other payables are normally non-interest bearing
and are settled on 30 days end of month terms.
13. Loans and Borrowings
Current liabilities
Lease liabilities1
Loans - secured2
Total current borrowings
Non-current liabilities
Lease liabilities1
Total non-current borrowings
2021
$’000
16
25,593
25,609
-
-
2020
$’000
53
23,332
23,385
14
14
Finance Facilities
Financing facilities
Loan facilities - available
Loan facilities - drawn
Less: unamortised transaction costs
Carrying amount at 31 December
Guarantee facility
Guarantee facility – available3
Guarantee facility - undrawn
Guarantee facility - drawn
2021
$’000
25,894
25,594
(1)
25,593
5,665
-
5,665
2020
$’000
23,344
23,344
(12)
23,332
5,315
-
5,315
1. Under AASB 16 lease liabilities represent finance and operating leases, and
unwind as lease payments are made.
2. At reporting date, the Group had drawn down $25.59 million of $25.89
million available to the Company in respect of two loan facilities provided by
Asipac. Interest is fixed at a base rate of 12%, payable upon termination
date. The facilities have a term expiring 30 April 2022.
3. The $5.7 million environmental rehabilitation bond required by the South
Australian Government over Mining Lease 6229 continued to be supported
by a cash backed Commonwealth Bank of Australia (CBA) bank guarantee.
The carrying value of plant and equipment and mining property
subject to finance loans and hire purchase contracts at 31
December 2021 was $0 (2020: $0). Assets under hire purchase
contracts are pledged as security for related finance loans &
hire purchase liabilities.
Under the terms of the $6.0 million Bird in Hand facility (BIH
Facility) and $19.89 million Standby facility (Standby Facility)
provided to Terramin Exploration Pty Ltd, the following first
ranking securities have been granted to Asipac: a real property
mortgage over land acquired at Bird in Hand, a general security
interest over all the assets of Terramin Exploration Pty Ltd and
a specific security over the shares of Terramin Exploration Pty
Ltd. All security interests will be discharged upon repayment of
all amounts due under the BIH Facility.
14. Provisions
Current
Employee benefits
Landholder compensation1
Total current provisions
Non-current:
Employee benefits
Mine rehabilitation2
Total non-current provisions
2021
$’000
105
60
165
12
5,617
5,629
Employee
Benefits
$’000
Mine
Rehabilitation
$’000
Landholder
Compensation
$’000
2020
$’000
89
-
89
33
5,476
5,509
Total
$’000
At 1 January 2021
Increases in provisions
Paid during the period
At 31 December 2021
122
36
(41)
117
5,476
141
-
5,617
- 5,598
237
(41)
60
-
60 5,794
1. The landholder compensation provision is recognised for the value of
compensation awarded to a landholder as a result of an Algerian court
decision on 19 January 2022.
2. The mine rehabilitation provision is recognised for the estimated cost of
rehabilitation, decommissioning, restoration and long-term monitoring of
areas disturbed during operation of the Angas Zinc Mine up to reporting date
but not yet rehabilitated.
33
The mine rehabilitation provision is based on current cost
estimates and has been determined on a discounted basis with
reference to current legal requirements and technology. The
provision has been calculated using a 1.35% risk-free discount
rate (2020: 0.37%).
The share based payment reserve is used to recognise the value
of equity-settled share-based payment transactions, including
employees and KMP, as part of their remuneration. During the
2021 reporting period no options or share rights were granted
to employees, including KMP’s (2020: NIL).
The rehabilitation is expected to occur following the processing
of ore from the Bird in Hand Gold Project (subject to regulatory
approvals).
15. Issued capital
(a) Ordinary shares
The holders of ordinary shares are entitled to one vote per
share at meetings of the Company and participation in
dividends declared. All issued shares are fully paid.
(b) Detailed table of capital issued during the year
2,116,562,720 (2020: 2,116,562,720)
2021
$’000
2020
$'000
229,676
229,676
(5,745)
(5,745)
223,931
223,931
Date of
Issue
Number of
Ordinary
Shares on issue
2,116,562,720
2,116,562,720
Date of
Issue
Number of
Ordinary
Shares on issue
2,116,562,720
2,116,562,720
Issue
Price
$
Issue
Price
$
Share
Capital
$'000
223,931
223,931
223,931
Share
Capital
$'000
223,950
223,950
(19)
223,931
Ordinary shares
Share issue costs
Total issued capital
Type of Share Issue
At 1 Jan 2021
At 31 Dec 2021
Issued Capital
Type of Share Issue
At 1 Jan 2020
At 31 Dec 2020
Share issue costs
Issued Capital
16. Reserves
(a) Foreign currency translation reserve
Foreign currency translation reserve
2021
$’000
2020
$'000
Balance at the beginning of the year
(9,311)
(6,237)
Adjustment arising on translation into
presentation currency
Balance at the end of the year
32
(9,279)
(3,074)
(9,311)
The foreign currency translation reserve is used to record
exchange differences arising from the translation of the
financial statements of foreign subsidiaries.
(b) Share based payments reserve
Share based payments reserve
Balance at the beginning of the year
Options value lapsed during the year
Options value vested during the year
Balance at the end of the year
2021
$'000
195
-
-
195
2020
$'000
298
(103)
-
195
Total reserves
(9,084)
(9,116)
The 10,000,000 options granted to, Mr Richard Taylor, the
former CEO, in 2018 were valued in accordance with the Black
Scholes valuation methodology. Mr Richard Taylor stepped
down as CEO of the Company in July 2020 prior to tranches 3
and 4 (representing 5,000,000 options) of Mr Taylor’s
10,000,000 options vesting, which therefore lapsed.
17. Non-controlling Interest
Balance at the beginning of the year
Share of movement in net assets
Balance at the end of the year
2021
$’000
2020
$'000
13,265
13,365
(131)
(100)
13,134
13,265
Movement in non-controlling interest in 2021 relates to the
35% minority interest (ENOF 32.5% and ORGM 2.5%) in
exploration and evaluation costs for the Tala Hamza Zinc
Project funded directly by the Group through
its 65%
shareholding
in WMZ. During 2021, the Group funded
approximately $0.3 million (2020: $0.3 million) of exploration
and evaluation costs in WMZ, of which ENOF and ORGM are
entitled to $0.1 million (2020: $0.1 million) being (35%). The
remainder of the movement is in relation to foreign exchange
changes. A total of 35% of all assets contributed to WMZ by the
Group effectively accrue to ENOF and ORGM for nil
consideration (other than forming part of the Group’s 65%
earn-in) and has therefore been included in movement in net
assets attributable to the non-controlling interest. Refer to note
23 for further disclosures with respect to material non-
controlling interests.
18. Income Tax Expense
Prima facie tax benefit on loss before income tax
at 30% (2019: 30%)
Decrease in income tax benefit due to:
(Deductible)/non-deductible items
Deferred tax asset not brought to account
2021
$'000
2020
$'000
(1,780)
(1,617)
98
65
(1,682)
(1,552)
Research and development tax concession received
-
-
Unused tax losses for which no deferred tax asset
has been recognised
Potential tax benefit
183,409
176,734
55,023
53,020
The applicable weighted average effective tax rates
for the reporting period are:
27%
29%
The Company is part of an Australian Tax Consolidated Group.
The Australian Tax Consolidated Group has potential deferred
tax assets of $55.0 million (2020: $53.0 million). These have not
been brought to account because the Directors do not consider
the realisation of the deferred tax asset as probable.
34
The benefit of these tax losses will be obtained if:
a. the Australian Tax Consolidated Group derives
future
assessable income of a nature and of an amount sufficient
to enable the benefits to be realised;
b. the Australian Tax Consolidated Group can comply with the
conditions for deductibility imposed by tax legislation; and
c. no changes in the income tax legislation adversely affect the
Australian Tax Consolidated Group in realising the benefit
from the deduction of the loss.
In order to utilise the benefit of the tax losses, an assessment
will need to be undertaken with regards to the continuity of
ownership or same business tests.
19. Cash Flow Information
Reconciliation of cash flow from operations with loss from
ordinary activities after income tax:
Loss for the period
Adjustment for:
Depreciation and amortisation
Non-cash inventory movements
Share-based payment transactions (other)
Amortisation of borrowing costs
Impairment of non-current assets
Mine rehabilitation provision - change in
assumptions (including discount unwind and cost
revision)
Change in operating assets and liabilities: As
Decrease/(increase) in trade and other receivables
Decrease/(increase) in prepayments
(Decrease)/increase in payables and accruals
(Decrease)/increase in provisions
2021
$’000
2020
$'000
(6,307)
(5,391)
798
(26)
-
12
87
141
(102)
325
2,890
54
481
-
(103)
15
121
596
(342)
309
2,775
(44)
Cashflow (used in) operating activities
(2,128)
(1,583)
20. Related Parties
(a) Key management personnel compensation
Summary of Key Management Personnel (KMP)
compensation:
Short-term employee benefits
Long-term employee benefits
Post-employment benefits
Termination benefits
Share-based payments
Total KMP compensation
2021
$
664,370
9,140
45,630
-
-
2020
$
673,123
(19,591)
37,507
-
(103,489)
719,140
587,550
The amounts disclosed in the table are the amounts recognised
as an expense during the reporting year related to KMP.
Amounts paid to KMP from prior years have been excluded from
this table.
(b) Other transactions with related parties
The following table provides the total amount of transactions
that have been entered into with related parties for the relevant
financial year.
Entities with significant influence over the Group
At 31 December 2021, Asipac owned 39.07% of the ordinary
shares in Terramin (2020: 39.07%) and is controlled by Mr Sheng
who is the Executive Chairman of the Company. Mr Siciliano is
the Chief Financial Officer of Asipac. Asipac has had the
following transactions during the year:
Asipac Group
Borrowings as at 1 January
Loans advanced during the year
Loan repayments in the year
Borrowings as at 31 December
Related Party Transactions
Loan facility fees paid
Loan facility fees incurred
Interest paid
Interest incurred
Related Party Balance
Amounts owed at year end
2021
$’000
23,344
2,250
-
25,594
-
13
-
8,191
2020
$’000
21,514
1,830
-
23,344
-
28
-
5,205
8,204
5,233
Terms and conditions of transactions with related parties
The transactions with related parties are made on terms
equivalent to those that prevail in arm’s length transactions.
During 2021, the Company and
its subsidiary Terramin
Exploration Pty Ltd entered into an agreement with major
shareholder Asipac Group Pty Ltd to amend and restate its
Finance Facility Agreements, including extending the term of
the Facility. After the reporting date, the Asipac Finance Facility
term has been further extended until 30 April 2022. Based on a
prior period agreement and continues under the terms of the
current agreement, Asipac waived refinancing and marketing
fees, along with the right to negotiate an offtake agreement for
Bird in Hand Gold Project, in return for a 3% NSR royalty on gold
production from Bird in Hand Gold Project. In the event that
Bird in Hand Gold Project production is less than 500koz the
royalty shall extend to Terramin’s wholly owned South
Australian gold tenements until a total of 500koz is reached.
21. Financial Instruments
The Group is exposed to market risk in the form of commodity
price risk, foreign currency exchange risk and interest rate risk.
The carrying value of the financial assets and liabilities of the
Group, together with the equity and profit or loss impact during
the period (if any), that are affected by market risk are
categorised as follows:
Financial Instruments
Note
2021
$'000
2020
$'000
Current
Cash and cash equivalents
Trade and other receivables
Trade and other payables
Financial liabilities at amortised cost
Total current financial instruments
7
9
12
13
5,721
38
(9,475)
(25,594)
(29,310)
5,445
50
(6,375)
(23,344)
(24,224)
Fair value
The fair values of the financial assets and liabilities of the Group
are equal to the carrying amount in the accounts (as detailed
previously). In the case of loans and borrowings it is considered
that the variable rate debt and associated credit margin is in line
with current market rates and therefore is carried in the
accounts at fair value.
35
22. Financial Risk Management
The Group’s principal financial liabilities comprise loans and
trade and other payables. The main purpose of these financial
instruments is to finance the Group’s operations. The Group
has various financial assets such as accounts receivable and
cash and short-term deposits, which arise directly from
operations.
The Group manages its exposure to key financial risks in
accordance with the Group’s risk management policy. The
objective of the policy is to support the delivery of the Group’s
financial targets while protecting future financial security. The
main risks that could adversely affect the Group’s financial
assets, liabilities or future cash flows are market risks,
comprising commodity price risk, currency risk, interest rate
risk, credit risk and liquidity risk.
The Group’s senior management oversees the management of
financial risks. The Group’s senior management is supported by
the Audit, Risk and Compliance Committee that advises on
financial risks and the appropriate financial risk governance
framework for the Group. The Audit, Risk and Compliance
Committee provides assurance
the Group’s senior
management that the Group’s financial risk-taking activities are
governed by appropriate policies and procedures and that
financial risks are identified, measured and managed in
accordance with Group policies and the Group’s risk appetite.
to
All derivative activities for risk management purposes are
carried out by management that have the appropriate skills,
experience and supervision. It is the Group’s policy that no
trading
in derivatives for speculative purposes shall be
undertaken. At this stage, the Group does not currently apply
any form of hedge accounting.
The Board of Directors reviews and agrees policies for managing
each of these risks which are summarised below.
1. Market Risk
Market risk is the risk that the fair value of future cash flows of
a financial instrument will fluctuate because of changes in
market prices. Market prices comprise three types of risk:
commodity price risk, interest rate risk and currency risk.
Financial instruments affected by market risk include loans and
borrowings, deposits, accounts receivable, accounts payable,
accrued liabilities and derivative financial instruments. The
Company currently has no commodity price risk.
(a) Currency risk
The Group is exposed to foreign currency risk on purchases and
cash at bank which are denominated in a currency other than
AUD. The currencies giving rise to this are primarily USD, Euros
(EUR) and Algerian Dinar (DZD). The Group does not enter into
derivative financial instruments to hedge such transactions
denominated in a foreign currency. No amount was recognised
in the statement of profit or loss and other comprehensive
income during the current year (2020: $nil).
The Group’s exposure to foreign currency risk at reporting date
was as follows:
In AUD thousand
equivalent
Cash at bank
Trade receivables
Trade payables
Gross exposure
31 December 2021
EUR
USD
DZD
31 December 2020
EUR
USD
DZD
-
-
-
-
-
-
(9)
(9)
3
5
(62)
(54)
-
-
(40)
(40)
-
-
(29)
(29)
-
-
-
-
following exchange rates applied
The
Consolidated Statement of Financial Position:
for
the Group
Currency Exchange Rates
Currency
2021
2020
Year-end rates used for the consolidated
statement of financial position, to
translate the currencies into AUD, are:
USD
EUR
DZD
0.72
0.64
0.77
0.62
100.56
100.91
Sensitivity Analysis
Sensitivity to fluctuations in foreign currency rates is based on
outstanding monetary items at 31 December 2021 which are
denominated in a foreign currency.
Holdings exposed to currency risk at the end of the period are
minimal.
(b) Interest rate risk
The Group has an exposure to future interest rates on
investments
in variable-rate securities and variable-rate
borrowings.
The Group does not use derivatives to mitigate these
exposures.
The Group’s exposure to interest rate risk and effective
weighted average interest rates are as follows:
Net Financial Assets
(Liabilities) 2021
Cash1
Restricted cash
Short-term deposits1
Finance lease liabilities
Loans2
Total (Net)
Net Financial Assets
(Liabilities) 2020
Cash1
Restricted cash
Short-term deposits1
Finance lease liabilities
Loans2
Total (Net)
Effective
interest
rate
0.00%
0.00%
0.15%
14.50%
12.00%
Effective
interest
rate
0.00%
0.00%
0.14%
14.50%
12.00%
Total
$’000
31
5
5,685
-
(25,594)
(19,873)
Total
$’000
105
5
5,335
-
(23,344)
(17,899)
Floating
Int rate
$’000
31
5
5,685
-
-
Fixed
interest
rate
-
-
-
(25,594)
5,721
(25,594)
Floating
Int rate
$’000
105
5
5,335
-
-
Fixed
interest
rate
-
-
-
(23,344)
5,445
(23,344)
Includes AUD and USD denominated balances.
1.
2. The facilities have an expiry date of 30 April 2022. The interest rate is 12%.
Sensitivity analysis
The Group has interest bearing liabilities with the Asipac Group
which may be varied.
The following table
interest
repayments to a reasonably possible change in interest of +/-
1% (2020: +/- 1%):
illustrates the sensitivity of
.
Interest Rate Sensitivity
Loans - 31 December 2021
Loans - 31 December 2020
$’000
+1%
(256)
(233)
$’000
-1%
256
233
36
2. Credit risk
The carrying amount of the Group’s financial assets represents
the maximum credit exposure. The Group’s maximum exposure
to credit risk at the reporting date was:
Credit risk exposure - assets
Note
Trade and other receivables
Cash assets
Total financial assets
9
7
2021
$’000
38
5,721
5,759
2020
$’000
50
5,445
5,495
The Group’s maximum exposure to credit risk for loans and
receivables at the reporting date by geographic region was:
Credit risk exposure – loans and
receivables
Australia
USA
Other
Total trade and other receivables
Note
9
2021
$’000
38
-
-
38
2020
$’000
50
-
-
50
3. Liquidity risk
The contractual maturities of financial liabilities, including estimated interest payments:
Total non-derivative financial liabilities
35,069
(43,240)
(43,240)
2021
Non-derivative financial liabilities
Trade and other payables
Loans - secured
Finance lease liabilities
Note
12
13
28(b)
2020
Non-derivative financial liabilities
Trade and other payables
Loans - secured
Finance lease liabilities
Note
12
13
28(b)
Carrying
amount1
$'000
Contractual
cash flows2
$'000
6 months
or less3
$'000
6-12
Months3
$'000
1-2 years3
$'000
2-5 years3
$'000
More than 5
years3
$'000
9,475
25,594
-
(9,475)
(9,475)
(33,765)
(33,765)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Carrying
amount1
$'000
Contractual
cash flows2
$'000
6 months
or less3
$'000
6-12
Months3
$'000
1-2 years3
$'000
2-5 years3
$'000
More than 5
years3
$'000
6,375
(6,375)
(6,375)
23,344
(28,577)
(28,577)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Total non-derivative financial liabilities
29,719
(34,952)
(34,952)
1. Represents amounts reflected in the statement of financial position as at 31 December.
2. Represents total loan principal, accrued interest and accrued fees payable as at 31 December.
3. Represents schedule of payments of loan principal, accrued interest and accrued fees in accordance with specified time bands.
23. Controlled Entities
Country of incorporation
2021
2020
Percentage
Name
Parent Entity
Terramin Australia Limited
Subsidiaries of parent entity
Menninnie Metals Pty Ltd
Western Mediterranean Zinc Spa
Terramin Spain S.L.
Terramin Exploration Pty Ltd
Australia
Australia
Algeria
Spain
Australia
100%
65%
100%
100%
Subsidiary with material non-controlling interests
The Group includes one subsidiary, Western Mediterranean Zinc Spa, with material Non-Controlling Interests (‘NCI’):
Name
Proportion of Ownership Interests
& Voting Rights held by the NCI
Profit/(Loss) Allocated to NCI
Accumulated NCI
Western Mediterranean Zinc Spa
35% 35%
(131) (100)
13,134 13,265
31-Dec-21 31-Dec-20
31-Dec-21
31-Dec-20
31-Dec-21
31-Dec-20
100%
65%
100%
100%
37
Summarised financial information for Western Mediterranean Zinc Spa, before intragroup eliminations, is set out below:
Current assets
Non-current assets
Total assets
Current liabilities
Non-current liabilities
Total liabilities
Revenue
Loss for the year
Other comprehensive income for the year (all attributable to owners of the parent)
Total comprehensive loss for the year
Net cash (used in) operating activities
Net cash used in investing activities
Net cash from financing activities
Net cash (outflow)
Cash Balance as at 31 December
24. Segment Reporting
2021
$'000
10
41,121
41,131
135
-
135
2021
$'000
-
(372)
-
(372)
(320)
320
-
-
3
2020
$'000
10
41,104
41,114
88
10
98
2020
$'000
-
(280)
-
(280)
(226)
201
-
(25)
3
For management purposes, the Group is organised into business units based on geography and has two reportable operating
segments:
a. Australia - explores, develops and mines zinc, lead and gold deposits
b. Northern Africa - developing a zinc deposit
No operating segments have been aggregated to form the above reportable operating segments.
Australia
Northern Africa
Consolidated
External customers
Total Other Income
Results
Raw materials, consumables and other direct costs
Employee benefits & share based payments expense
Depreciation and amortisation
Exploration and evaluation expensed
Impairment of inventories and property, plant and equipment
Assets held for sale impairment
Profit or loss on disposal of inventories
Profit or loss on disposal of property, plant and equipment
Profit or loss on disposal of assets held for sale
Mine rehabilitation obligation expense
Other expenses
Net finance costs
(Loss) before income tax
Income tax expense
2021
$'000
40
40
(446)
(737)
(772)
-
(87)
-
(16)
3
14
(18)
(755)
(3,161)
(5,935)
-
2020
$'000
485
485
(361)
(326)
(451)
-
-
(121)
-
-
-
(555)
(990)
(2,792)
(5,111)
-
(Loss) for the year for the operating segment
(5,935)
(5,111)
(Loss) for the year attributable to non-controlling interest
(Loss) for the year attributable to equity holders of the Company
Operating assets
Operating liabilities
Other disclosures
Capital expenditure1
-
(5,935)
35,343
40,743
-
(5,111)
36,129
35,274
526
1,311
2021
$'000
2020
$'000
-
-
-
-
-
-
-
-
(26)
(346)
(30)
(250)
-
-
-
-
-
(372)
-
(372)
(131)
(241)
-
-
-
-
-
-
-
-
(280)
-
(280)
(100)
(180)
41,131
41,114
135
-
98
-
1. Capital expenditure consists of additions of property, plant and equipment, and exploration and evaluation assets.
2021
$'000
40
40
(446)
(737)
(798)
(346)
(87)
-
(16)
3
14
(18)
(755)
(3,161)
(6,307)
-
(6,307)
(131)
(6,176)
76,474
40,878
2020
$'000
485
485
(361)
(326)
(481)
(250)
-
(121)
-
-
-
(555)
(990)
(2,792)
(5,391)
-
(5,391)
(100)
(5,291)
77,243
35,372
526
1,311
38
Management monitors the operating results of its business units separately for the purpose of making decisions about resource
allocation and performance assessment. Segment performance is evaluated based on operating profit or loss and measured
consistently with operating profit or loss in the consolidated financial statements. There are no transactions other than cash funding
between reportable segments.
25. Share Based Entitlements and Payments
The Group uses share options and share rights to provide incentives to Directors, employees and consultants. The Board, upon the
recommendation of senior management, has discretion to determine the number of options to be offered to Eligible Employees (as
that term is defined by the EOP) and the terms upon which they are offered, including exercise price and vesting conditions.
During the calendar year 2018, 10,000,000 options were granted to the Group’s former CEO, Mr Richard Taylor. Details of the options
granted to the CEO are summarised in the notes that follow. No options were granted to KMP’s during the calendar year 2021.
Mr Richard Taylor stepped down as CEO of the Company during 2020 prior to tranches 3 and 4 (representing 5,000,000 options) of
Mr Taylor’s 10,000,000 options vesting, and therefore forfeited. The options outstanding at 31 December 2021 have a weighted
average contractual life of 3.0 years (2020: 3.0 years). A balance of 5,000,000 options were outstanding for the Group at 31 December
2021.
(a) Number and weighted average exercise prices of share options
Outstanding at 1 January
Granted during the period
Exercised during the period
Forfeited during the year
Outstanding at 31 December
Exercisable at 31 December
Weighted average
exercise price 2021
$0.225
Number of
options 2021
5,000,000
$0.00
$0.00
$0.00
$0.225
$0.225
-
-
-
5,000,000
5,000,000
Weighted average
exercise price 2020
$0.293
$0.00
$0.00
$0.360
$0.225
$0.225
Number of
options 2020
10,000,000
-
-
(5,000,000)
5,000,000
5,000,000
(b) Options exercised during the year
There were not options exercised during the reporting period (2020: Nil).
(c) Table of share options movement for the Group at 31 December 2021
Expiry Date
Opening balance 1 January 2021
Granted during the period
Forfeited during the period
Closing balance 31 December 2021
Number of
options
5,000,000
-
-
5,000,000
(d) Table of share options movement for the Group at 31 December 2020
Expiry Date
Opening balance 1 January 2020
Granted during the period
Forfeited during the period
Closing balance 31 December 2020
Number of
options
10,000,000
-
(5,000,000)-
5,000,000
Options expense
this year
$'000
195
-
-
195
Options expense
this year
$'000
298
-
(103)
195
Total option
value
$'000
195
-
-
195
Total option
value
$'000
371
-
(176)
195
39
26. Employee Option Plan
(a) Current Options
No options were granted, exercised or lapsed during the
reporting period.
(b) Employee Incentive Plan
Terramin has established an Employee Incentive Plan. Shares
are allotted to employees under this Plan at the Board’s
discretion.
The following options are currently on issue:
Balance as at 1 January 2021
Granted during the financial year1
No. of
Options
on issue
5,000,000
-
Exercise
Price
$0.2252
$0.00
Fair
Value
$’000
195,000
-
Balance as at 31 December 2021
5,000,000
$0.225
195,000
Lapsed during the financial year
-
$0.000
-
Balance as at 31 December 2021
5,000,000
$0.2252
195,000
1.
2.
Share Based Payments expense is recognised over the vesting period on
a pro-rata basis from the grant date.
Represents the weighted average exercise price
Total fair value at grant date1
Number of securities issued
Exercise price
Volatility
Term
Risk free rate
Tranche A
Vested
Dec-21
$104,750
2,500,000
$0.20
80%
3 years
2.10%
Tranche B
Vested
Dec-21
$90,250
2,500,000
$0.25
80%
3 years
2.10%
1. Options were granted on 2 August 2018.
The fair value of options issued is calculated using the Black-
Scholes Option Pricing Model.
27. Earnings per Share
(a) Basic earnings per share
The calculation of basic earnings per share at 31 December
2021 was based on the net loss attributable to owners of the
Company of $6.2m (2020: $5.3m) and a weighted average
number of ordinary shares outstanding during the year ended
31 December 2021 of 2,116,562,720 (2020: 2,116,562,720),
calculated as follows:
Net loss for the year attributable to the
owners of the Company
Ordinary shares on issue
Weighted average number of shares
2021
$’000
(6,176)
2020
$’000
(5,291)
2,116,562,720
2,116,562,720
2,116,562,720
2,116,562,720
28. Commitments and Contingencies
There are contractual commitments at the reporting date as
follows:
(a) Minimum expenditure on exploration tenements
of which the Group has title
In order to maintain current rights of tenure to exploration
tenements, the Company is required to perform minimum
exploration work to meet minimum expenditure requirements.
These obligations are subject to renegotiation and may be
farmed out or relinquished. These obligations are not provided
for in the parent entity financial statements.
Adelaide Hills fold belt tenements had an amalgamated
minimum expenditure of $2.32 million (representing a portion
of the total minimum expenditure) over 1 year expiring on 30
June 2021, which was reduced to $0.58 million, on a pro-rata
basis ($2.32 million x 25%), following the 12 month Covid-19
Exploration Expenditure Waiver announced by the Minister for
Energy and Mining on 2 April 2020. The Amalgamated
Expenditure Agreement is currently under review, with an
application
in place to reduce the 2 year expenditure
commitment to $0.97 million. This revised amount will bring
the agreement in line with the requirements of the updated
South Australian Mining Act. The Wild Horse and Ulooloo
tenements are excluded from the Adelaide Hills fold belt
amalgamated minimum expenditure arrangement.
A renewal application for the Wild Horse tenement is currently
being assessed by the South Australian Department for Energy
and Mining and, pending approval, the minimum expenditure
will be $75,000 over 1 year, and is currently subject to an
application for renewal.
The minimum expenditure for the Ulooloo tenement is $40,000
over 1 year expiring on 18 December 2021, and currently
subject to an application for renewal.
South Gawler Ranges Project tenements had an amalgamated
minimum expenditure of $1.5 million (represents a portion of
the total minimum expenditure) over 2 years expiring on 3 July
2021, which was reduced to $0.75 million, on a pro-rata basis
($1.5 million x 50%), following the 12 month Covid-19
Exploration Expenditure Waiver announced by the Minister for
Energy and Mining on 2 April 2020. The Amalgamated
Expenditure Agreement is currently under review.
The minimum expenditure on a tenement is subject to change
at the end of a five year term from when the tenement was
granted.
(b) Lease commitments
Basic earnings per share (cents)
(0.29)
(0.25)
All finance leases were fully repaid during 2020.
(b) Diluted earnings per share
The calculation of diluted earnings per share does not include
potential ordinary shares on issue as to do so would have the
effect of reducing the amount of the loss per share. Therefore,
the diluted earnings per share equates to the ordinary earnings
per share.
(c) Other commitments and contingencies
Tala Hamza Zinc Project
In February 2006, the Group signed a joint venture agreement
in respect of the Tala Hamza Zinc Project with ENOF, an Algerian
Government company involved in exploration and mining
activities. The Company agreed to manage and finance the joint
venture until a decision to mine is made.
40
Bird in Hand acquisition
Terramin Exploration Pty Ltd agreed to purchase the Bird in
Hand Gold Project from Maximus Resources Limited. Pursuant
to a tenement sale and purchase agreement two further
payments of $1 million each may become payable following
approval of the Programme for Environmental Protection and
Rehabilitation in respect of the Bird in Hand deposit and
following the first shipment of mined gold respectively. A net
smelter royalty will also become payable following the first
shipment of mined gold.
Consultancy fee
Under the Technical Cooperation Agreement entered into with
NFC up to an additional 8 million ordinary shares will be issued
upon the Board of WMZ taking a decision to mine.
Finder’s fee
A second tranche of a finder’s fee is payable to a non-related
party and
linked to the commencement of commercial
production from the first producing mine established on the
Oued Amizour tenement covered by the Algerian joint venture
agreement with ENOF. The amount payable will be US$62,500
which will be converted into the Australian Dollar equivalent at
the time of the contingent payment in the future, as well as
100,000 unlisted options exercisable at 25 cents each within 3
years of date of issue.
Asipac royalty
On 28 October 2019, the Company and its subsidiary Terramin
Exploration Pty Ltd entered into an agreement with major
shareholder Asipac Group Pty Ltd to restructure its Facility
Agreements. Under this agreement refinancing and marketing
fees are waived, along with the waiver of the right to negotiate
an offtake agreement for Bird in Hand Gold Project, in return
for a 3% NSR royalty on gold production from Bird in Hand Gold
Project. In the event that Bird in Hand Gold Project production
is less than 500koz the royalty shall extend to Terramin’s wholly
owned South Australian gold tenements until a total of 500koz
is reached.
South Gawler Ranges Project divestment
In June 2021, the Company entered into an agreement with
Discovery Capital Partners to act as advisors for the divestment
of the Company’s interest in the South Gawler Ranges Project.
Under this agreement, the Company has committed to pay
Discovery Capital Partners a monthly advisory fee of $5,000
(excluding GST) and a success fee of $75,000 (excluding GST) on
successful completion of the transaction.
29. Events After the Reporting Date
There are no matters or circumstances that have arisen since
the end of the year that have significantly affected or may
significantly affect either the entities operations or state of
affairs in future years or the results of those operations in
future years, other than the Company:
1) reaching agreement with major shareholder, Asipac Group,
to extend the term of the Finance Facilities from 31 January
2022 to 30 April 2022 (ASX Announcement on 28 January
2022: Finance Facility Update);
2) reaching agreement with Asipac Group to increase the limit
of the Standby Facility from $19.89 million to 20.54 million
to fund short-term working capital requirements (ASX
Announcement on 24 February 2022: Finance Facility
Update);
3) agreeing with its Algerian joint venture partners’ to formally
endorse the Tala Hamza Zinc Project, enabling the Project
to proceed to final regulatory approval (ASX Announcement
on 7 March 2022: Tala Hamza Zinc Project – Development
approved by Algerian Partners); and
4) entering into a joint venture agreement with JOGMEC in
respect of the South Gawler Ranges Project
(ASX
Announcement on 15 March 2022: Terramin Executes
A$10.5M Exploration Agreement with JOGMEC on South
Gawler Ranges Project).
30. Parent Entity Disclosures
As at, and throughout, the financial year ending 31 December
2021 the parent Company of the Group was Terramin Australia
Limited.
Result of the parent entity
Loss for the period
Other comprehensive income
2021
$’000
2020
$'000
(6,275)
(8,465)
-
-
Total comprehensive income for the period
(6,275)
(8,465)
Financial position of parent entity
Current assets
Total assets
Current liabilities
Total liabilities
Total equity of the parent entity comprising of:
Share capital
Share based payments reserve
Accumulated losses
Total equity
5,855
67,653
26,428
32,057
6,234
68,947
21,564
27,076
223,931
223,931
195
195
(188,530)
(182,255)
35,596
41,871
Parent entity capital commitments for acquisition of
property plant and equipment
There are no capital commitments for acquisition of property,
plant and equipment as at 31 December 2021.
Parent entity guarantees
subsidiaries
The parent entity has not entered into a deed of Cross
Guarantee with respect to its subsidiaries.
in respect of debts of
its
41
Tenement Information
Terramin Australia Limited
Tenement listing
Title name and locations
Angas - South Australia
Bremer - South Australia
1
1
Cambrai - South Australia
1
Pfeiffer - South Australia
1
Tepko - South Australia
Wild Horse - South Australia3
Licence number
ML 6229
EL 5924
EL 6540
EL 6228
EL 6267
EL 5846
Licence
area
87.97ha
348km2
89km2
154km2
778km2
462km2
Expiry date
Interest Minimum expenditure
16/08/2026
100% Not applicable
Application for renewal
of licence lodged
26/10/2021
100%
$1,680,000 over 3 years
12/10/2021
20/07/2022
100%
$160,000 over 2 years
21/11/2022
100%
$270,000 over 3 years
7/10/2023
100%
$630,000 over 3 years
8/09/2021
100%
$75,000 over 1 year
17/08/2021
Terramin Exploration Pty Ltd (100% Terramin)
Tenement listing
Title name and locations
Licence number
Licence
area
Bird in Hand Mineral Claim
1
Kapunda - South Australia
1
Lobethal - South Australia
Mount Barker - South Australia
1
Mount Pleasant - South Australia
1
Mount Torrens - South Australia
1
Ulooloo – South Australia
EL 6447
EL 6198
MC 4473 194.78ha
547km2
221km2
118km2
301km2
93km2
103km2
EL 6154
EL 6696
EL 6293
EL 6319
Application for renewal of
licence lodged
Expiry date
Interest Minimum expenditure
-
100% Not applicable
27/04/2023
100%
$1,080,000 over 3 years
31/08/2024
100%
$800,000 over 2 years
24/02/2023
100%
$480,000 over 3 years
29/03/2026
100%
$90,000 over 2 years
24/02/2024
100%
$640,000 over 2 years
18/12/2021
100%
$40,000 over 1 year
18/11/2021
Western Mediterranean Zinc Spa (65% Terramin)
Tenement listing
Title name and locations
Oued Amizour - Algeria
Licence number
Licence
area
Expiry date
WMZ
Interest
Minimum expenditure
6911 PEM
12,276ha
31/01/2018
100%
Not applicable
Menninnie Metals Pty Ltd (100% Terramin)
Tenement listing
Title name and locations
Kolendo - South Australia
2, 3, 4
Menninnie - South Australia
2, 3, 4
Mt Ive - South Australia
2, 3, 4
Mt Ive South - South Australia2, 3, 4
Mulleroo - South Australia
2, 3, 4
Nonning - South Australia
2, 3, 4
Peltabinna – South Australia2, 3, 4
Tanner - South Australia2, 3, 4
2, 3, 4
Taringa - South Australia
Thurlga - South Australia2, 3, 4
Unalla - South Australia
2, 3, 4
Licence number
EL 6413
EL 5949
EL 6200
EL 6412
EL 5855
EL 5925
EL 6290
EL 6414
EL 6673
EL 6479
EL 6179
Licence
area
208km2
101km2
214km2
394km2
210km2
312km2
637km2
354km2
988km2
951km2
155km2
Expiry date
MMPL
Interest
Minimum expenditure
Application for renewal
of licence lodged
26/07/2024
100%
$400,000 over 2 years
26/10/2021
100%
$960,000 over 3 years
20/10/2021
20/06/2023
100%
$300,000 over 3 years
19/06/2024
100%
$280,000 over 2 years
19/09/2021
100%
$150,000 over 3 years
30/11/2021
100%
$720,000 over 3 years
11/12/2023
100%
$270,000 over 3 years
31/07/2024
100%
$260,000 over 2 years
20/02/2026
100%
$300,000 over 2 years
08/09/2021
29/11/2021
27/11/2021
100%
$480,000 over 2 years
28/09/2021
6/06/2023
100%
$270,000 over 3 years
1. Subject to an amalgamated expenditure arrangement with the Department for Energy and Mining (DEM) (see note 28(a)) encompassing the Adelaide Hills
tenements.
2. Subject to an amalgamated expenditure arrangement with the Department for Energy and Mining (DEM)) (see note 28(a)) encompassing the South Gawler
Ranges tenements.
3. Newmont Australia Pty Ltd, a wholly owned subsidiary of Newmont Corporation (Newmont Australia), acquired the rights to the Wild Horse and South Gawler
Ranges Earn-in Agreements during the period.
4. Newmont Australia Pty Ltd and Terramin agreed to terminate the South Gawler Ranges Earn-in Agreement with Terramin having commenced a marketing
campaign to divest its interest in these tenements.
42
Reserves and Resources
Terramin’s Mineral Resource and Ore Reserve estimates as at 31 December 2020 and 31 December 2021 are listed below. The Mineral
Resource estimates are reported inclusive of Ore Reserve estimates. The totals and average of some reports may appear inconsistent
with the parts, but this is due to rounding of values to levels of reporting precision commensurate with the confidence in the
respective estimates.
The complete JORC Code reports, including JORC Code Table 1 checklists, which detail the material assumptions and technical
parameters for each estimate, can be found at https://www.terramin.com.au/ under the menu ‘ASX Announcements'. The JORC
Code Competent Person statements for the 31 December 2021 estimates are included on pages 9 and 44 of this Annual Report.
Terramin’s public reporting governance for mineral resources and ore reserves includes a chain of assurance measures. Firstly,
Terramin ensures that the Competent Persons responsible for public reporting:
•
•
•
•
are current members of a professional organisation that is recognised in the JORC Code framework;
have sufficient mining industry experience that is relevant to the style of mineralisation and reporting activity, to be considered
a Competent Person as defined in the JORC Code;
have provided Terramin with a written sign-off on the results and estimates that are reported, stating that the report agrees
with supporting documentation regarding the results or estimates prepared by each Competent Person; and
have prepared supporting documentation for results and estimates to a level consistent with normal industry practices – which
for JORC Code 2012 resources includes Table 1 Checklists for any results and/or estimates reported.
The following tables set out the current Resource and Reserve position for the Company.
Table of Resources – Lead Zinc
Measured Resource
Indicated Resource
Inferred Resource
Total Resources
Terramin
Interest (%)
Tonnes
(Mt)
Zn
(%)
Pb
(%)
Tonnes
(Mt)
Zn
(%)
Pb
(%)
Tonnes
(Mt)
Zn
(%)
Pb
(%)
Tonnes
(Mt)
Zn
(%)
Pb
(%)
2020
Tala Hamza
Angas
Sunter
Menninnie Dam
Total (100%)
Total (Terramin share 2020)
2021
Tala Hamza1, 2
Angas4, 5
Sunter4, 6
Menninnie Dam7, 8
Total (100%)
Total (Terramin share)
65
100
100
100
65
100
100
100
Table of Resources – Gold
44.2
0.66
0.13
44.99
29.53
44.2
0.66
0.13
44.99
29.53
5.54
4.68
5.70
5.53
5.20
5.54
4.68
5.70
5.53
5.20
1.44
1.81
2.31
1.45
1.45
1.44
1.81
2.31
1.45
1.45
8.9
0.25
0.24
7.7
17.09
13.98
8.9
0.25
0.24
7.7
17.09
13.98
4.0
2.8
2.9
3.1
2.16
3.46
4.0
2.8
2.9
3.1
2.16
3.46
0.7
1.3
1.2
2.6
1.57
1.77
0.7
1.3
1.2
2.6
1.57
1.77
53.0
0.91
0.38
7.7
61.99
43.44
53.0
0.91
0.38
7.7
61.99
43.44
5.3
4.2
3.8
3.1
4.62
4.87
5.3
4.2
3.8
3.1
4.62
4.87
1.3
1.7
1.6
2.6
1.47
1.54
1.3
1.7
1.6
2.6
1.47
1.54
Indicated Resource
Terramin
Interest (%)
Tonnes
(Kt)
2020
100
Bird in Hand
-
Total (100%)
Total (Terramin share 2020) -
2021
Bird in Hand9, 10
Total (100%)
Total (Terramin share)
100
-
-
432
432
432
432
432
432
Au
(g/t)
14.4
14.4
14.4
14.4
14.4
14.4
Ag
(g/t)
7.56
7.56
7.56
7.56
7.56
7.56
Inferred Resource
Tonnes
(Kt)
Au
(g/t)
Ag
(g/t)
Total Resources
Tonnes
(Kt)
Au
(g/t)
Au
(kOz)
Ag
(g/t)
Ag
(kOz)
220
220
220
220
220
220
9.2
9.2
9.2
9.2
9.2
9.2
2.4
2.4
2.4
2.4
2.4
2.4
650
650
650
650
650
650
12.6
12.6
12.6
12.6
12.6
12.6
265
265
265
265
265
265
5.8
5.8
5.8
5.8
5.8
5.8
122
122
122
122
122
122
43
Reserves and Resources (continued)
Table of Resources – Copper
Terramin
Interest (%)
Indicated Resource
Cu
Tonnes
(%)
(Mt)
Inferred Resource
Tonnes
(Mt)
2020
Kapunda
Total (100%)
Total (Terramin share 2020)
2021
Kapunda11, 12, 13
Total (100%)
Total (Terramin share)
100
-
-
100
-
-
Table of Reserves – Lead Zinc
Terramin
Interest (%)
Probable Reserve
Zn
(%)
Tonnes
(Mt)
2020
Tala Hamza
Tatal (100%)
Total (Terramin share 2020)
2021
Tala Hamza2, 3
Total (100%)
Total (Terramin share)
65
-
-
65
-
-
25.9
25.9
16.8
25.9
25.9
16.8
6.3
6.3
6.3
6.3
6.3
6.3
47.4
47.4
47.4
47.4
47.4
47.4
Pb
(%)
1.8
1.8
1.8
1.8
1.8
1.8
Cu
(%)
0.25
0.25
0.25
0.25
0.25
0.25
Tonnes
(Mt)
25.9
25.9
16.8
25.9
25.9
16.8
Total Resources
Tonnes
(Mt)
Cu
(%)
47.4
47.4
47.4
47.4
47.4
47.4
Total Reserve
Zn
(%)
6.3
6.3
6.3
6.3
6.3
6.3
0.25
0.25
0.25
0.25
0.25
0.25
Pb
(%)
1.8
1.8
1.8
1.8
1.8
1.8
1. Resources for Tala Hamza (JORC 2004) are estimated at a cut off of 3% ZnEq. The Zinc Equivalence formula for Tala Hamza is %ZnEq = %Zn + 0.856 x %Pb and is based on long term
predicted prices of Pb USD2,400/t and Zn USD2425/t and metal recoveries of Pb 62% and Zn 88%.
2. Tala Hamza Resources as at January 2018. The reserve is as at 29 August 2018. The reserve is based on the Underhand Drift and Fill mining method. Resources are inclusive of Reserves.
3. Reserve cut off grade at Tala Hamza is 4.5% ZnEq (JORC 2012).
4. Resources for Angas and Sunter (JORC 2004) are estimated at a cut off of 2% Pb+Zn.
5. Angas Resources as at 1 Jan 2013. Resources exclude oxide and transitional material.
6. Sunter Resources as at 29 November 2011. Resources exclude oxide and transitional material.
7. Resources for Menninnie Dam (JORC 2004) are estimated at a cut off of 2.5% Pb+Zn.
8. Menninnie Dam Resources as at 15 February 2011. Resources exclude oxide and transitional material.
9. Resources for Bird in Hand (JORC 2012) are estimated at a cut off of 1g/t Au.
10. Bird in Hand Resources as at 30 October 2018.
11. Resource for Kapunda (JORC 2012) estimated at a cut off of 0.05% Cu. Resource excludes primary sulphide material.
12. Kapunda Resource as at 12 February 2018.
13. Subject to terms of JV with Environmental Copper Recovery Pty Ltd announced 2 August 2017.
JORC Competent Person Statement
The information in this report that relates to Exploration Results and Mineral Resources is based on information compiled by Mr Eric Whittaker (Tala Hamza, Menninnie, Angas and Kapunda
Resources and Exploration Results) and Mr Dan Brost (Bird in Hand Resource), both being Competent Persons who are Members of The Australasian Institute of Mining and Metallurgy
(AusIMM). Mr Whittaker was employed as the Regional Exploration Manager of Terramin Australia Limited and Mr Brost is a geologist consulting to Terramin. Mr Whittaker and Mr Brost
have 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(s) as
defined in the 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’. Mr Whittaker and Mr Brost consent to the inclusion in the
report of the matters based on their information in the form and context in which it appears. The information in this report that relates to Ore Reserves is based on information compiled or
reviewed by Mr Luke Neesham, a Competent Person who is a Member of the Australasian Institute of Mining and Metallurgy (AusIMM). Mr Neesham is Principal Mining Engineer for GO
Mining Pty Ltd a consulting firm engaged by Terramin Australia Limited to prepare mining designs and schedules for the Tala Hamza Feasibility Study. Mr Neesham has sufficient experience
that is relevant to the style of mineralization and type of deposit under consideration and to the activity being undertaken to qualify as a Competent Person as defined in the 2012 Edition of
the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’. Mr Neesham consents to the inclusion in the report of the matters based on his information
in the form and context in which it appears.
44
Additional Securities Exchange Information
Equity Securities on Issue
Fully paid ordinary shares
As at 28 February 2022, there were 2,381 holders of a total of 2,116,562,720 ordinary fully paid shares in the capital of the Company.
All ordinary fully paid shares in the capital of the Company are listed for quotation on the ASX.
Unlisted options
As at 28 February 2022, there was 1 holder of a total of 5,000,000 options over fully paid ordinary shares in the capital of the
Company.
Shareholder Voting Rights
At a general meeting of shareholders, on a show of hands, each person who is a member or sole proxy has one vote. On a poll, each
shareholder is entitled to one vote for each fully paid share.
Unlisted options carry no voting rights.
Distribution Schedule as at 28 February 2022
Number of securities
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 – and over
Total
Fully paid ordinary shares
Unlisted options
476
628
278
691
308
2,381
0
0
0
0
1
1
As at 28 February 2022, there were 1,587 shareholdings of less than a marketable parcel.
Substantial Shareholders
As at 28 February 2022, the following shareholders were substantial shareholders, as disclosed in substantial shareholder notices
given to the Company:
Shareholder
Asipac Group Pty Ltd
Citycorp Nominees Pty Limited
BNP Paribas Noms Pty Ltd
J P Morgan Nominees Australia Pty Limited
Number of shares
% Issued capital
827,023,014
291,240,794
278,555,113
107,499,572
39.07
13.76
13.16
5.08
45
Additional Securities Exchange Information (continued)
List of 20 Largest Shareholders
The names of the twenty largest shareholders as shown in the Company’s register at 28 February 2022 are:
Shareholder
Asipac Group Pty Ltd
Citycorp Nominees Pty Limited
BNP Paribas Noms Pty Ltd
J P Morgan Nominees Australia Pty Limited
China Non-Ferrous Metals Industry’s Foreign Engineering and Construction
New Asia Wealth Investment Holding (SG) Pte Ltd
HSBC Custody Nominees (Australia) Limited
Fly Wealth Investment Pty Ltd
Mr Jing Wang
Mr Julian Paul Leach
Auway Finance Group Pty Ltd
Ms Er Xu
BNP Paribas Nominees Pty Ltd
Silver Springs Investment Pty Ltd
BMYG Capital Pty Ltd
HSBC Custody Nominees (Australia) Limited
Huge Field Investment Ltd
Enterprise Flourishing Pty Ltd
BMYG Capital Pty Ltd
Mr Peter Joseph McGuire
Total
Additional Information
Number of shares
% Issued capital
827,023,014
291,240,794
278,555,113
107,499,572
67,800,000
57,185,513
38,852,489
35,800,000
35,399,949
18,685,187
17,857,143
17,511,817
16,162,138
15,580,967
14,165,417
11,382,954
10,000,000
9,643,283
8,919,047
8,000,000
39.07
13.76
13.16
5.08
3.20
2.70
1.84
1.69
1.67
0.88
0.84
0.83
0.76
0.74
0.67
0.54
0.47
0.46
0.42
0.38
1,887,264,397
89.16
Unquoted equity securities
The following persons were the holders of 20% or more of the equity securities in an unquoted class as at 28 February 2022:
Class of unquoted securities
Unlisted options
Richard Taylor
On-Market Share Buy-Back
There is no current on-market buy-back in place.
Number of securities held
% of securities in class
5,000,000
100.00
Corporate Governance Principles and Recommendations
The Corporate Governance Principles and Recommendations can be found on the Company’s website.
46
Terramin Australia Limited
2115 Callington Road
Strathalbyn, South Australia, 5255
T: +61 8 8536 5950
E: info@terramin.com.au
W: www.terramin.com.au